AIM Smarter Supplier Data Consumption Agreement

Effective Date: October, 2025

This Supplier Data Consumption Agreement (“Agreement”) describes the terms and conditions on which AIM Smarter, LLC, doing business as AIM, 1315 Walnut Street, Suite 1432, Philadelphia, Pennsylvania 19107, offers you, as “Supplier” access to its data which may be accessed through its website(s) (“AIM Data” or “Data’).

If you are accessing Data on behalf of a Company, an AIM Supplier, or a potential AIM Supplier, you are authorized to bind the Company to this Agreement. The use of “you”, or “your” shall mean you or the Company for which you are accepting this Agreement.

Before accessing AIM Data, please review this Agreement in its entirety because it is a legal agreement between AIM and you.

By accessing and using AIM Data, you affirm that you have read and understand this Agreement; you will comply with this agreement; and you are at least the age of legal majority in your place of residence and otherwise legally competent to enter into a legal agreement..

1. CHANGES TO TERMS

As we add new features, we may revise or supplement this Agreement. We will provide you with advance notice of material revisions to this Agreement. We will not make revisions that have a retroactive effect unless we are legally required to do so or to protect other users. Your continued access to AIM Data after the Effective Date constitutes your acceptance of this Agreement. As of the Effective Date, the amended Agreement supersedes all previous versions of or agreements, notices or statements about this Agreement.

2. AIM CONTENT

The AIM DATA may include protected intellectual property. Your company may not engage in data mining or similar types of activities. Reproduction, copying or redistribution for commercial purposes of any materials or design elements from the AIM Data is strictly prohibited without the express written permission of an AIM officer. You may not use AIM Data to operate a service bureau. You agree to indemnify, defend and hold harmless AIM, its affiliates, successors and assigns and the directors, officers, employees and agents of each of them with respect to any claim, demand, loss, cause of action, debt or liability, including reasonable attorney fees resulting from your violation of these Terms.

4. USING AIM DATA

Age of Eligibility: You must be the age of legal majority or older in your place of residence to access AIM Data.

Your Account: You may be required to create an account (“Account”) to access AIM Data. You agree that you will maintain your Account information to ensure that it is always current, complete and accurate. If you provide untrue, incomplete, misleading or inaccurate information, you understand that we have the right to terminate your Account.

You agree to protect the security of your Account. You are responsible for all use of your Account, including your login credentials (i.e., username and password) and activation codes and passwords. AIM treats access to AIM Data through your account credentials as authorized by you. Unauthorized access to password-protected or secure areas is prohibited and may lead to criminal prosecution. AIM may suspend your access to AIM Data without notice if we suspect or detect any breach of security. Please immediately notify AIM if you believe that information you provided to us is no longer secure or if you need to deactivate your account or password.

Accessing AIM Data. You are responsible for the software, hardware and Internet service needed to access AIM Data.

Providing Information. You may provide AIM with personal information in connection with your access to AIM Data on behalf of a Company (“Company Personal Information”). AIM will only process Company Personal Information, as a service provider, on behalf of the Company and solely for the purpose of providing the Services. AIM is not entitled to use Company Personal Information for its own purposes. AIM’s collection and use of personal information is subject to the AIM Privacy Policy which may be found on its website. AIM may use other non-personal information that is provided to AIM for internal analytical purposes, or to improve and enhance AIM products and services generally. In providing information to AIM, including Company Personal Information, you will not violate any law, including privacy, security, or data protection laws.

We do not guarantee access to AIM Data at all times of the day. AIM may from time to time perform upgrades, updates or otherwise make the Data unavailable.

Restrictions on Your Use of Data: You may use the Data for lawful purposes only.

You agree that you will not (and you agree not to encourage or allow any third party to):

1. Breach, test, circumvent (or attempt to breach, test or circumvent) any security, copy protection or rights management feature in the AIM Data or otherwise attempt to gain unauthorized access to the Data, other users’ Accounts or AIM computer systems or networks.
2. Copy, modify, translate, adapt or otherwise create derivative works or improvements of any part of the Data;
3. Decompile, reverse engineer, disassemble or decode the Services or otherwise attempt to derive or gain access to the source code of any part of the Data;
4. Remove, alter or obscure any copyright, trademark or other intellectual property or proprietary notices contained in the Data;
5. Use any robot, spider, site search/retrieval application, or other automated device, process or means to access, retrieve, scrape or index any portion of the Data;
6. Distribute, rent, sublicense, lease, lend, sell, resell, assign, transfer, transmit, stream, broadcast or otherwise make available or exploit any features or functionality of the Data; including though time-sharing, use of service bureau or by otherwise making the Data available on a network on which it is accessible by more than one device at any time;
7. Cause or launch any programs or scripts for the purpose of scraping, indexing, surveying, or otherwise data mining any portion of the Services or unduly burdening or hindering the operation and/or functionality of any aspect of the Data.

7. DISCLAIMER OF WARRANTIES

AIM warrants that it has validly entered into this Agreement and has the legal power to do so. You warrant that you have validly entered into this Agreement and have the legal power to do so. AIM shall not be responsible for any claim for damages arising from or connected with any inaccurate or incomplete information to which you have access. AIM and its affiliates shall not be responsible for any application of any information, pricing or results, intended or unintended, obtained through access to the Data. AIM and its affiliates shall not be responsible for the corruption of any of your data, software or equipment. AIM makes no, and disclaims all, representations and warranties, express or implied, written or oral, arising from course of dealing, course of performance, usage or trade, or otherwise, including without limitation, the implied warranties of title, non-interference, non-infringement, accuracy for information, merchantability, quality, systems integration and fitness for a particular purpose. except as expressly and explicitly set forth in this agreement.

8. LIMITATION OF LIABILITY AND EXCLUSION OF CERTAIN DAMAGES

AIM will not be liable to you or any third party with respect to the Data or otherwise for consequential, exemplary, special, indirect, incidental or punitive damages, or any loss of profit, revenue, data or goodwill, whether incurred or suffered as a result of the use or unavailability of the services or otherwise. In no event shall the aggregate liability of AIM or any of its affiliates hereunder for any cause exceed $100.00. This limitation applies to all causes of action or claims in the aggregate including, without limitation, breach of contract, breach of warranty, misrepresentation and/or other torts. If there are multiple claims resulting from the activities occurring on a particular day or resulting from the same series of events, the aggregate liability shall not exceed $1,000.00.

The foregoing disclaimer of liability will not apply to the extent prohibited by applicable law in the jurisdiction of your place of residence. You acknowledge and agree that the above limitations of liability together with the other provisions in this Agreement that limit liability are essential terms and that AIM would not be willing to grant you the rights set forth in this Agreement but for your agreement to the above limitations of liability.

9. INTERNATIONAL USE

If you are not a United States resident and you are accessing AIM Data from outside the United States, you agree to transfer certain information outside your home country to us and that you will follow all the laws that apply to you.

AIM servers and operations are located primarily in the United States and our policies and procedures are based primarily on United States law. Because of this, the following provisions apply specifically to users located outside of the United States: 1. you consent to the transfer, storage, and processing of your information (including Submissions and Personal Data) to and in the United States and/or other countries; 2. if you are using the Data from a country embargoed by the United States, or are on the United States Treasury Department’s list of “Specially Designated Nationals,” you are not authorized to access or use the Data; and (iii) you agree to comply with all local laws, rules, and regulations including all laws, rules, and regulations in effect in the country in which you reside and the country from which you access the Data. The Data is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation, or which that would subject AIM or its affiliates to any registration requirement within such jurisdiction or country.

10. TERMINATION

You may terminate your Account at any time for any reason effective upon written notice to AIM. AIM reserves the right immediately to suspend or terminate your account and access to the Data without notice if AIM believes you violated this Agreement.

By using the Data, both you and AIM agree that the statutes and laws of the Commonwealth of Pennsylvania will apply to all matters relating to use of the Data. For all actions at law, suits in equity or other judicial proceedings concerning any aspect of the Data, you and AIM agree and consent to submit to the exclusive personal jurisdiction and venue of the Court of Common Pleas of Pennsylvania and/or the United States District Court of the Eastern District of Pennsylvania.

11. GENERAL TERMS

1. This Agreement (i) inures to the benefit of and will be binding upon AIM and you and your successors and assigns, respectively and (ii) may be assigned by AIM but you may not assign them without the prior express written consent of AIM.
2. This Agreement contains the entire understanding by and between AIM and you with respect to the matters contained herein.
3. If any provision of this Agreement is or becomes unenforceable or invalid, the remaining provisions will continue with the same effect as if such unenforceable or invalid provision had not been inserted herein.
4. If AIM fails or you fail to perform any term of this Agreement and you do not enforce the term, the failure to enforce on any occasion will not constitute a waiver of any term and will not prevent enforcement on any other occasion.
5. Nothing contained in this Agreement will be deemed to constitute AIM or you as the agent or representative of the other or as joint venturers or partners.
6. If AIM is or you are prevented from performing or unable to perform any obligation under this Agreement due to any cause beyond the reasonable control of the party invoking this provision, the affected party’s performance will be extended for the period of delay or inability to perform due to such occurrence.
7. The headings and captions contained herein are for convenience only.