Participating Member agrees to the following:

A. Participating Member hereby designates Non-Healthcare Holdings, LLC (“B&I GPO”) and Premier Healthcare Alliance, L.P. (“Premier”) to act as Participating Member’s group purchasing agent for the products and services (collectively, “Products”) purchased by Participating Member and any Child Sites through the group purchasing program operated by Premier (“Premier Program”).

B. Participating Member is hereby notified that Premier Program vendors (“Vendors”) pay to Premier an administrative fee, which is a percentage of the purchase price of the Products that Participating Member purchases from such Vendors, which may be apportioned between Premier and B&I GPO pursuant to a separate agreement. Administrative fees will be noted in a report located in Premier’s online member portal. Participating Member represents, warrants and agrees that its and each of the Child Site’s primary purpose is not the provision of healthcare services (a “Healthcare Provider”). In the event Participating Member or Child Site becomes a Healthcare Provider, then Participating Member agrees for itself and each such Child Site to immediately notify Premier and B&I GPO and execute the Premier membership application designated for the healthcare class of trade.

C. Participating Member will list on Schedule 1 attached to this Agreement the facilities that it intends to serve as Child Sites subject to the terms of this Agreement. Participating Member may update the Child Site list upon written notice to Premier and B&I GPO consistent with the terms of this Agreement. Participating Member represents that it has authority over all purchases, including liability for payment of invoices, for each Child Site listed and that it has the authority to sign and bind each Child Site to the terms of this Agreement.

D. Participating Member represents and warrants that it complies with all applicable federal, state and local laws and regulations and that it has not: (i) been listed by any federal or state agency as excluded, debarred, suspended or otherwise ineligible to participate in federal and/or state programs; or (ii) been convicted of any crime relating to any federal and/or state program.

E. In addition to compliance with the terms and conditions contained in this Agreement, Participating Member shall comply with all Premier policies pertinent to the Premier Program, to the extent applicable to Participating Member, as published from time to time and can be found here: forms.premierinc.com/premier-gppbi. Participating Member agrees that in the event of a conflict between any of the terms of this Agreement and any such policy, the terms of this Agreement shall control.

F. Participating Member will use all Products it purchases through the Premier Program solely for its own operations and will not re-sell any such Products outside of the Participating Member’s business operation as indicated on this Agreement or use any such Products to provide services for a facility that is not listed as a Child Site on Schedule 1.

G. This Agreement represents the entire agreement between Premier and Participating Member regarding the Program and supersedes any prior oral or written agreement concerning such subject matter.

H. Participating Member agrees to protect the confidentiality of the Premier Program’s group contract prices and terms, and in no event to leverage the Premier Program’s prices to obtain a better price. Participating Member (and its agents, employees and representatives) shall keep confidential the proprietary and confidential information of Premier and its affiliates and shall not disclose such information to any third parties other than Participating Member’s employees with a need to know (who have been made aware of this provision by Participating Member and agree in writing to comply with it). Such confidential information includes, without limitation, Premier’s and its affiliate’s plans, reports, proposals, agreements, organizational documents, software, pricing information, contract catalogs (printed and electronic) and contract terms and pricing of participating vendors. Participating Member’s obligation to maintain the confidentiality of such information shall remain in effect continuously throughout the period of its membership in Premier and for a period of five (5) years thereafter.

I. Subject to the confidentiality provisions contained herein and any third-party confidentiality obligations to which Participating Member is subject, Participating Member agrees to permit reasonable access to all data directly related to the purchasing of Products by Participating Member, where such purchases by Participating Member are made under Premier contracts (“Participating Member Data”). Participating Member grants to Premier and B&I GPO and each of their affiliates a nonexclusive, royalty free, perpetual, irrevocable, worldwide, and sub-licensable right and license to aggregate, compile, decompile, manipulate, reproduce, modify, supplement, adapt, translate, create derivative works from, distribute, publish, disclose and otherwise use Participating Member Data: (i) to provide the Premier Program and other products and services provided, or that may in the future be provided, by B&I GPO, Premier or any of their affiliates; (ii) to perform B&I GPO’s and Premier’s obligations or to exercise its rights under this Agreement; (iii) as part of products or services provided by B&I GPO and Premier or any of their affiliates for Participating Member, including quality improvement initiatives, supply chain consulting services and data analytic services; and (iv) for any commercial purpose on a blinded and aggregated basis.

J. Premier and B&I GPO shall have the right to assign this Agreement and its rights and obligations hereunder to any of its affiliates; provided that any assignment by Premier shall require the prior written approval by B&I GPO.

K. In the event any Participating Member is operated by a state, federal or municipal agency and therefore subject to applicable open records laws that may require Participating Member to release confidential or proprietary information of Premier and its affiliates, Participating Member shall promptly notify Premier and B&I GPO of any
request under such laws for the release of such information. Further, Participating Member shall cooperate in good faith with Premier and use its best efforts to assist Premier in preventing the release of such information to the extent consistent with applicable law.

L. Participating Member represents and warrants that its execution and performance of this Agreement does not conflict with or violate any other agreement or obligation to which Participating Member is subject or by which it is bound.

M. Participating Member acknowledges and agrees that none of B&I GPO, Premier, their affiliates or their respective directors, officers, employees and agents will be liable for the acts or omissions of B&I GPO’s or Premier’s contracted Vendors, or for any representations or warranties made by such Vendors.

N. Participating Member represents and warrants that Participating Member and its affiliates, and their respective employees, agents and representatives (the “Member Group”), shall not reference Premier, B&I GPO or the Premier Program in any written or verbal communication, including without limitation a reference to the existence of a contractual or other relationship between Participating Member and Premier or B&I GPO, without obtaining Premier’s and B&I GPO’s prior written consent. In addition, Participating Member acknowledges and agrees that neither Premier nor its partners, including without limitation Participating Member’s Sponsor (defined in Section O), will provide the Member Group with access to any Premier tools, including without limitation Supply Chain Advisor and Premier’s membership roster. Participating Member further agrees that the Member Group will not use any confidential information of Premier or B&I GPO including any Premier or B&I GPO pricing or membership information, for any business purpose of the Member Group, including without limitation, sales targeting. Any Premier or B&I GPO confidential information obtained by the Member Group will be used solely to purchase Products under Premier group purchasing agreements. If at any time Participating Member enters into a group purchasing agreement with Premier or any of its affiliates (collectively “Premier Group”) pursuant to which Participating Member in its role as a supplier under the group purchasing agreement agrees to pay any member of the Premier Group an administrative fee in connection with the purchase of Participating Member’s products or services by members of a group purchasing organization operated by any member of the Premier Group, then Participating Member acknowledges that Premier may at its option immediately cease Participating Member’s access to Premier’s Supply Chain Advisor application (the “SCA”) and the data contained therein and, in that event, Participating Member represents it will not thereafter seek to gain access to the SCA or the data contained therein.

O. Participating Member authorizes Sponsor, Premier and the B&I GPO to individually activate group purchasing contracts on its behalf.

P. Except with respect to awards made by a request for proposal or other solicitation, Premier, in coordination with B&I GPO, shall have the right in its sole and absolute discretion to immediately terminate or deny the membership of Participating Member or Child Site: (i) in the event Participating Member or such Child Site violates the participation requirements of the Premier Program; or (ii) whose involvement with Premier damages the reputation of Premier and/or any of its affiliates.

Q. If Participating Member wishes to participate in Premier’s foodservice program (the “Foodservice Program”), the terms and conditions of Exhibit A shall apply.

Exhibit A - Foodservice Program Participants Terms and Conditions:
If participating in the Foodservice Program, the following Foodservice Program terms and conditions apply:

A. Participating Member agrees to utilize the Foodservice Program’s authorized foodservice distributor (the “Authorized Distributor”) as its prime vendor for foodservice distribution, with the intent to purchase a minimum of eighty percent (80%) of its annual food requirements for the Products(s) available from Premier’s Authorized Distributor (as measured in dollars). Participating Member authorizes Premier to disclose this Agreement to the Authorized Distributor as part of the Foodservice Program.

B. Participating Member agrees to comply with the participation requirements of the Premier foodservice distribution program and Vendor Program contracts.

C. Participating Member agrees, upon termination of its participation in the Premier Program, to promptly purchase or cause a third party to promptly purchase any remaining inventory of specially ordered and/or proprietary products stocked exclusively for the Participating Member.

D. Participating Member will receive any applicable Vendor rebates that are earned from purchases through Vendors participating in the Foodservice Program via Electronic Funds Transfer (EFT). Participating Member agrees to complete Premier’s Direct Deposit Via ACH Form and IRS Form W-9. Participating Member is advised that Premier and its Affiliates do not retain any portion of the Vendor rebates (excluding the administrative fee) generated by Participating Member purchases through the Foodservice Program.

E. Participating Member hereby acknowledges that the discounts available under Premier Program contracts are exclusive of any additional incentives or rebates that may be offered by contracted Vendors under separate programs. Participating Member hereby agrees not to attempt to access such other incentives or rebates to the extent the applicable products or supplies purchased by Participating Member are purchased under Premier Program contracts.
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ALLIANT GROUP PURCHASING AGREEMENT
Alliant is a group purchasing organization which has established a program (the "Program").

1. Agency Relationship. Participant appoints Alliant as agent of Participant (a) to execute agreements with vendors that set beneficial purchasing terms, and (b) to receive annual disclosures that specify the amount received from each vendor with respect to purchases made by the Participant.

2. Participant’s Obligations. The decision on whether to obtain any goods or services shall remain solely in the discretion of Participant. Participant agrees to abide by the terms and conditions of all vendor contracts as applicable.

3. Pricing. The contract price for any goods or services purchased by Participant shall be based upon each vendor's price established pursuant to negotiation, competitive bid, or other award process.

4. Products/Services. Participant agrees to perform all of the obligations and responsibilities of a Participant under applicable GPO agreements.

5. Fees and Rebates. (a) Rebates: Alliant shall remit to Participant rebates that are applicable to Participant's purchases of goods and services from the portfolio of contracts; (b) GPO and Administrative Fees: Alliant shall be entitled to receive administrative and GPO fees and GPO rebates from each vendor for Alliant contracts. Each vendor pays administrative fees to Alliant in the amount of three percent (3%) or less of the purchase price of goods and services provided by the vendor. A list of contracts paying in excess of three percent (3%) is available at the Participant's request.

6. Term and Termination. The initial term of this Agreement shall be for a period of one (1) year beginning on its date of acceptance by Participant. This Agreement shall automatically renew for successive one (1) year terms. Either party may terminate this Agreement, with or without cause, at any time with one hundred twenty (120) days written notice.

7. Notices. Any notice, or other document required, shall be in writing and may be delivered personally or by electronic mail at the e-mail address provided by the other party and shall be effective as of the date of email.

8. Confidentiality, Non-Disclosure and Restrictions on Use of Confidential Information. Member agrees that it will hold Confidential Information provided through enrollment with Alliant in strict confidence, in particular, GPO pricing which Member may gain access to. Member agrees that, except when otherwise expressly permitted in writing by an authorized representative of Alliant, it will not; (a) Use the Confidential Information for any purpose other than Member’s own legitimate purchasing needs; (b) Directly or indirectly copy, or otherwise reproduce (in whole or in part) any Confidential Information; (c) Disclose, reveal, or otherwise provide access to Confidential Information to, or for, the benefit of any third party, unless specifically authorized in advance in writing by Alliant or as required by law; (d) Disclose, reveal, or otherwise provide access to Confidential Information to any person(s) or entity other than Member’s own employees, directors, and officers, and then only those individuals who:
i. Require such Confidential Information for Member’s own legitimate purchasing needs, and
ii. Have been advised of the information’s confidential status and Member’s legal obligations to maintain confidentiality as described in this Agreement, and
iii. Are subject to these same legally binding obligations of confidentiality as Member.

9. Miscellaneous. (a) Governing Law. This Agreement shall be governed by the laws of Kentucky. (b) Complete Agreement. This Agreement sets forth the entire understanding of the parties and supersedes all prior agreements or understandings, whether written or oral.

These terms and conditions (Terms) govern your access to and use of a set of features, services, and functionality provide by Crown Source LLC (Company) for registered business customers to purchase products and use services for business purposes.

These Terms constitute an agreement between Company and the entity you represent (you). Please note that your use of the Marketplace and Services is also governed by all other applicable terms, including the Conditions of Use, Privacy Policy, and any other requirements on the Marketplace website, all of which (as changed over time) are incorporated into these Terms.

1. REGISTRATION
An organization has a Business Account with Company once an individual associated with the organization registers the business and creates the first business user account associated with that organization. That individual can invite others to be part of the organization's Business Account. Each additional user that acts on behalf of the business and joins the organization's Business Account must create a new business user account that is part of, and associated with, the organization's Business Account.

2. ACCOUNT MANAGEMENT
You are responsible for all activities (including account administration activities, such as inviting new users to be part of your organization’s Business Account) that occur under your organization's Business Account and for all activities that occur under any associated business user accounts, regardless of whether the activities are undertaken by you, your employees or a third party (including your contractors or agents). You are responsible for ensuring that all users affiliated with your organization's Business Account are aware of and comply with these Terms.

We and our affiliates are not responsible for unauthorized access to your Business Account or business user accounts. You are solely responsible for maintaining the security of your password. You may not disclose your password to any third party (other than third parties authorized by you to use your Business Account or associated business user accounts in accordance with these Terms) and are solely responsible for any use or action taken under your password. You will contact us immediately at info@crownsourceinc.com if you believe an unauthorized third party may be using your Business Account or associated business user accounts or if your Business Account or any business user account information is lost or stolen.

We may give you the ability to invite other individuals affiliated with your organization to create business user accounts that are associated with the organization's Business Account and purchase, approve or act as an Administrator on behalf of your organization. As Administrator, you will have the ability to invite other users to join the Business Account and to administer, manage, or close business user accounts. You will be responsible for all actions taken by users affiliated with your Business Account. You acknowledge that such users may have access to information from your Business Account and associated business user accounts, such as shipping addresses, payment methods, and order history. Administrators are responsible for inviting only people affiliated with, and authorized to act on behalf of, your organization to create a business user account that is associated with your organization's Business Account. Any user designated as an Administrator will have similar capabilities to manage Business Account features and invite new users to purchase, approve or act as an Administrator on behalf of your organization. You agree that Company is not responsible for, and will have no liability arising from, the disclosure of the information of your organization, your Business Account, or any associated business user accounts to any user associated with your organization.

If any user with a business user account that is associated with your Business Account leaves your organization or is no longer authorized to purchase, approve or otherwise act on behalf of your organization, you are solely responsible for contacting us to have that user's business user account closed, disabled or removed from the organization's Business Account. Company disclaims all liability for, and you are solely responsible for, any actions taken, or purchases made prior to closing, disabling or removing the user's business user account from the organization's Business Account.

3. BILLING
By providing a credit card or other payment method accepted by Company, you are expressly agreeing that we are authorized to charge your credit card for purchases through the Company.

4. SERVICES
The Company provides website features to include an ecommerce marketplace and procure-to-pay (P2P) system.

5. BUSINESS AND ORDER VERIFICATION
We may use the business name, address, taxpayer ID# and any other information you provide about your organization or users or that we may requestor determine is necessary to verify accuracy and eligibility for Marketplace. We may make, directly or through third parties, inquiries to validate information that you provide to us. We may accept or refuse use of Marketplace at our discretion and may modify purchasing rights or privileges at any time. We may share any information or documents you provide with third-party sellers that offer certain Marketplace features for verification purposes.

6. THIRD-PARTY SERVICE PROVIDERS
Company may enable third party service providers (providers) to integrate with Marketplace. If you choose to use such a provider in connection with your Business Account, you authorize Company to disclose to the provider account information, including, without limitation, information regarding you, your Users, your employees or agents, and your and your User's orders. You acknowledge this information will be governed by the provider's privacy, data and security policies. You and your Users consent to Company's sharing this information with the provider and agree that Company is not responsible for and will have no liability arising from Company's disclosure of, or any provider's use of, this information.
You are responsible for the approvals of Marketplace orders, verification of shipping addresses and any disputes regarding orders, and you agree that Company will have no liability arising in any way from your use of the provider, including, but not limited to, any unauthorized charges you or your employees or agents incur.
In addition to the disclaimers and limitations of liability set forth in sections 10 and 11, below, Company is not responsible for, and you agree that Company is not and will not be liable for, any services provided by providers.

7. YOUR PURCHASES FROM THIRD-PARTY VENDORS ON MARKETPLACE
Purchases, sales, and fulfillment shall take place solely between you and third-party vendors and distributors (Sellers). Listings for goods and services on Marketplace, including without limitation the pricing for such, are subject to change at any time. You are not required to purchase any goods and services through Marketplace as a condition of maintaining your Business Account.
Prices for goods and services listed on Marketplace are subject to adjustment by Company or a Seller. If you or another user associated with your Business Account receive better pricing on goods and services on Marketplace than is publicly available, you acknowledge such Marketplace-specific pricing also may be freely adjusted by Company or a Seller.
Contracts to acquire goods and services on Marketplace will be solely between you and a Seller, and each purchase order issued by you to a Seller. In addition to the disclaimers and limitations of liability set forth in sections 10 and 11, below, Company is not responsible for, and you agree that Company is not and will not be liable for, any injuries or damages caused by the purchase or use of products from Sellers on Marketplace.

8. AUDIT RIGHTS
You hereby grant to Company the right to audit purchases made using your Business Account or any associated business user accounts at any time, whether the audit occurs through Company’s operation of Marketplace or directly by you providing Company access to your and your company’s Marketplace purchasing records and other relevant information requested by Company. In the case of a physical audit, Company or a contractor acting on Company’s behalf will conduct such audits at Company’s expense, after reasonable advance notice, and during normal business hours.

9. PRODUCT AND SELLER INFORMATION
Seller Credentials. Any diversity, industry and other certifications made available to you are provided by Sellers on Marketplace and have not been independently verified by Company. You should carefully review and validate any certifications and supporting information that you use to make your purchasing decisions. We take no responsibility and assume no liability for any certifications or supporting information provided by Sellers.
Product Information. Company does not warrant that product descriptions or other content of Marketplace is accurate, complete, reliable, current, or error-free. We recommend that you do not rely solely on the information presented on our website. Please always read labels, warnings and directions provided with the product before use.
Product Compliance and Suitability. Company does not guarantee compliance or suitability of products or services with any laws, nor does Company accept responsibility for installation and/or use of a product, or the provision of a service. It is your responsibility to review the product application or the service and all applicable laws for each relevant jurisdiction to be sure that the installation and/or use involving the products, or the provision of the service, comply with applicable laws.

10. REPRESENTATIONS, WARRANTIES AND COVENANTS
You represent, warrant and covenant that:
(a) your organization is duly organized, validly existing and in good standing in the jurisdiction in which your organization is registered;
(b) you, the individual agreeing to these Terms on behalf of your organization, have all necessary legal authority to bind your organization to these Terms;
(c) you have all requisite right, power, and authority to agree to these Terms, perform your obligations, and grant the rights and authorizations in these Terms;
(d) any information provided or made available by you to Company or its affiliates is at all times accurate and complete;
(e) you and all your subcontractors and agents will comply with all applicable laws, rules, regulations, codes, orders and other requirements of governmental agencies (Laws) in your performance of your obligations and exercise of your rights under these Terms and with your purchase and use of any products from Marketplace;
(f) all users who use Marketplace features or purchase on behalf of your organization are authorized to do so and all purchases made by these users are authorized purchases of your organization;
(g) if your Business Account has a tax exemption certificate associated with it, any tax-exempt purchase made from business user accounts are paid for with the organization's funds;
(h) taxes or fees levied by federal, state, county or other municipalities in which you are located, based upon sales to you, will be the responsibility of and will be paid for by you;
(i) unless authorized by Company, you will not use any product purchased from Marketplace in connection with, or to fulfill, a federal, state, or local government contract or subcontract, if doing so could subject Company to any term, condition, obligation or other provision different from or in addition to the provisions of these Terms;
(j) you will use any products purchased from Marketplace as intended by the manufacturer and in compliance with all product information provided by the manufacturer;
(k) your purchase of products from us will not, either by your export of those products, your sale or use of those products, your legal status or otherwise, cause us to violate any Law; and
(l) you are not an agent of Company and agree to comply with the applicable provisions of the Foreign Corrupt Practices Act. You are not on, or associated with, any person or entity on any of the blocked, denied or debarred persons and entities lists maintained by the U.S. Department of Commerce's Bureau of Industry and Security, the U.S. Department of the Treasury's Office of Foreign Assets Control or the U.S. Department of State's Directorate of Defense Trade Controls (collectively, Denied Persons Lists); or subject to a denial order issued by the U.S. Department of Commerce. You agree (i) not to export any product to any entity or person within any country subject to United States economic sanctions or embargoes without obtaining prior authorization from the United States government, (ii) not to export or provide items to persons that are ineligible under United States Law to receive those items, including but not limited to persons on any Denied Persons List, and (iii) that any products purchased by you will not be used, or made available to a third party for use, in any activities directly or indirectly related to Weapons of Mass Destruction (WMD) proliferation activities.

11. INDEMNIFICATION
You agree to indemnify, defend and hold harmless us and our affiliates, and our and their respective officers, directors, employees, representatives and agents against any loss, claim, damage, settlement, cost, expense, tax or other liability (including, without limitation, reasonable attorneys' fees) (each a Claim) arising from or related to (a) any breach of the Terms, (b) any unlawful or improper use by anyone of any product ordered by you, or (c) your negligence or willful misconduct. You will use counsel reasonably satisfactory to us to defend each indemnified Claim. If at any time we reasonably determine that any indemnified Claim might adversely affect us, we may take control of the defense at our expense. You may not consent to the entry of any judgment or enter into any settlement of a Claim without our prior written consent, which may not be unreasonably withheld.

12. DISCLAIMER
Company makes no warranty or representation concerning the accuracy of product information provided and our sole liability for any losses or damages by you arising from any inaccuracy in the product information will be limited to reimbursement of the price paid for that product. Company disclaims all warranties, express or implied, including, but not limited to, implied warranties of merchantability and fitness for a particular purpose or noninfringement of intellectual property rights to the fullest extent permissible by applicable law. Company also disclaims any liability for claims arising out of misuse, improper selection, improper installation, modification, mis-repair or misapplication of the product, or any claims arising from the provision of services by a third party.

13. LIMITATIONS OF LIABILITY
Under no circumstances will Company be liable for any consequential, incidental, special, exemplary or punitive damages, including but not limited to any lost profits that result from your purchase of any products on Marketplace, even if Company has been advised of the possibility of such damages. Company’s liability in all events is limited to the purchase price paid for the product or service that gives rise to any liability.

14. FORCE MAJEURE
We will not be liable for any delays in delivery or failure to perform any of our obligations under these Terms by reasons, events or other matters beyond our reasonable control.

15. CONFIDENTIALITY; CONFIDENTIAL BUSINESS PRICING; PUBLICITY
You will (a) protect and not disclose information made available by us that is identified as confidential or that reasonably should be considered confidential, including but not limited to information on business pricing or discounts made available to you via Marketplace; (b) use this information only for internal purposes and in connection with your use of Marketplace; and (c) destroy or return all such information to us promptly when the Terms terminate (and, upon request, confirm such destruction in writing). This section covers all confidential information regardless of when you receive it.
We may provide you access to discounts. You agree that any business pricing or discounts that Company provides to you are the confidential information of Company. You agree not to manually copy or use any datamining, scraping, or similar data gathering and extraction tools with respect to such pricing or discounts. If you have negotiated pricing with a supplier and choose to have pricing that is specific to you available on Marketplace, you acknowledge and agree that we may share sales information regarding products purchased by you at these prices with the applicable supplier (including any business or shipping addresses). You acknowledge that we may share contact information for your organization's administrator or other applicable employees with the supplier in connection with this pricing.
Unless you have received our express written permission, you will not otherwise use any trademark, service mark, commercial symbol or other proprietary right of ours, issue press releases or other publicity relating to us or these Terms, or refer to us in promotional materials.

16. ENTIRE AGREEMENT
The terms and conditions in these Terms and any applicable terms, conditions, policies, requirements or limitations contained on the Marketplace website constitute the exclusive and complete agreement between Company and you. Company will not be bound by, and specifically rejects, any term, condition, obligation, or other provision which is different from or in addition to the provisions of these Terms or which may be in any order, receipt, acceptance, confirmation, correspondence or other document.
Any purchase order (PO) number or other internal information particular to your organization that is provided by a user during the purchasing process is provided only for your internal purchase tracking. Company does not agree to terms, conditions, obligations, or provisions that are different from or added to these Terms and the policies and information on the Marketplace website.

17. AGREEMENT CHANGES
We may in our discretion change these Terms or add, change, or remove any benefits, features, or other aspects of Marketplace, without notice to you. If any change to these Terms is found invalid, void, or for any reason unenforceable, that change is severable and does not affect the validity and enforceability of any remaining changes or conditions. Any changes to these Terms will not apply retroactively to events that occurred prior to such changes. Your continued use of Marketplace after we change these terms constitutes your acceptance of the changes. If you do not agree to any changes, you must cancel your business account and all associated business user accounts.

18. TERM AND TERMINATION
The term of these Terms will begin on the date you accept it and will continue until you or we terminate it. We may terminate these Terms and access to your Business Account, business user account or use of any business features at our discretion with or without notice. You are entitled to terminate these Terms by giving us 60-day written notice. Upon termination, all rights and obligations under these Terms will automatically terminate except for any right of action occurring prior to termination, payment obligations, and obligations that are intended to survive termination, including, without limitation, Sections 4 - 21 of these Terms. Please note that termination of these Terms will not affect your obligations under any agreements with third parties, including any agreements to purchase products and services with Sellers.