NORAMP MERCHANT AGREEMENT Research Use Only Peptide Merchants Agreement Version: 1.1 | Effective Date: [DATE] This Merchant Agreement (the "Agreement") is entered into by and between NoRamp ("NoRamp," "we," "us," or "our"), a payment-processing services platform, and the merchant identified in the signature block below (the "Merchant," "you," or "your"). NoRamp and Merchant are each a "Party" and collectively the "Parties." This Agreement governs Merchant's use of NoRamp's payment-processing services in connection with the sale of Research Use Only ("RUO") peptide products. By signing below, Merchant agrees to be bound by every provision of this Agreement, including the reserve forfeiture provisions set forth in Article 6, the automated monitoring provisions set forth in Article 7, and the immediate suspension provisions set forth in Article 8. RECITALS WHEREAS, NoRamp operates a payment-processing platform that facilitates the acceptance of card payments for merchants selling RUO peptide products through an underlying acquiring relationship with Stripe, Inc. ("Stripe"); WHEREAS, Stripe's Pharmaceutical and Peptides FAQ permits the sale of peptides for research purposes provided that the merchant maintains "preventive measures in place to ensure these are not accessible to those who would purchase research chemicals for nonresearch purposes," and further provides that peptides sold where no purpose is specified will be assumed by Stripe to be sold for human consumption; WHEREAS, NoRamp wishes to facilitate Merchant's payment processing while ensuring that all merchants on its platform maintain rigorous preventive measures consistent with Stripe's stated policy, applicable federal and state law, and card-network rules; and WHEREAS, Merchant wishes to use NoRamp's payment-processing services and acknowledges that the obligations set forth in this Agreement are the preventive measures required for continued access to the platform; NOW, THEREFORE, in consideration of the mutual covenants set forth below and other good and valuable consideration, the receipt and sufficiency of which are acknowledged, the Parties agree as follows: ARTICLE 1 — DEFINITIONS 1.1 "Affiliate" means any entity that directly or indirectly controls, is controlled by, or is under common control with a Party. 1.2 "Confirmed Violation" means a violation of this Agreement that (a) has been identified by NoRamp's monitoring systems, by a human review, by a third-party complaint, by a card-network notice, or by a regulatory communication; and (b) has either been acknowledged by Merchant, has not been cured within the applicable Review Window, or is, in NoRamp's reasonable determination, incapable of cure. 1.3 "Covered Property" means each website, storefront, landing page, social-media profile, advertising channel, marketing email, and other public-facing property identified in the signature block, together with any additional property that Merchant subsequently uses to market or sell RUO Products. 1.4 "GLP-1 Agonists" means glucagon-like peptide-1 receptor agonists, including without limitation semaglutide, tirzepatide, liraglutide, dulaglutide, retatrutide, and any analog, salt, ester, or derivative of the foregoing. 1.5 "Prescription-Only Substance" means any substance that, under applicable federal or state law, may lawfully be dispensed only pursuant to a valid prescription issued by a licensed practitioner, including without limitation any drug listed in the FDA Orange Book, any drug scheduled under the Controlled Substances Act, and any drug that, under 21 U.S.C. § 353(b), is required to bear the legend "Rx only." 1.6 "Reserve" has the meaning set forth in Section 6.1. 1.7 "Review Window" means the period set forth in a notice of violation issued by NoRamp under Section 7.4, which shall be no less than twenty-four (24) hours and no more than seventy-two (72) hours from the time of notice, as determined by NoRamp in its reasonable discretion based on the severity of the violation. 1.8 "RUO Product" means a peptide product that is (a) labeled, marketed, and sold solely for research use; (b) not a Prescription-Only Substance; and (c) not otherwise prohibited under Article 2 of this Agreement. 1.9 "Stripe" means Stripe, Inc. and its affiliates, together with any successor acquiring partner that NoRamp may use to process card transactions. ARTICLE 2 — ELIGIBLE AND PROHIBITED PRODUCTS 2.1 Eligible Products Merchant may use NoRamp's payment-processing services solely to accept payment for RUO Products that satisfy the definition in Section 1.8 and that comply with every requirement of this Agreement. 2.2 Prohibited Products Notwithstanding any other provision of this Agreement, Merchant shall not use NoRamp's services to accept payment for any of the following, regardless of how the product is labeled or marketed: (a) any Prescription-Only Substance; (b) any substance scheduled under the Controlled Substances Act or any state-controlled-substances statute; (c) any GLP-1 Agonist; (d) any product that the FDA has, by warning letter, recall, import alert, or other publicly available enforcement action, identified as adulterated, misbranded, or unapproved for the use for which it is being sold; and (e) any product whose sale is otherwise prohibited under federal, state, or local law in the jurisdiction of sale. 2.3 RUO Labeling Does Not Cure Prohibited Status Merchant expressly acknowledges and agrees that the application of "Research Use Only" labeling, disclaimers, or branding does not exempt a Prescription-Only Substance, controlled substance, or GLP-1 Agonist from the prohibition set forth in Section 2.2. The substance, not the label, controls. ARTICLE 3 — LABELING AND DISCLOSURE REQUIREMENTS 3.1 RUO Statement Each product page on every Covered Property must conspicuously display the statement "For Research Use Only — Not for Human Use," or substantially equivalent language, in a font size, color, and placement that is no less prominent than the product name and price. Merchant shall not bury, obscure, or qualify this statement. 3.2 No Dosing or Administration Guidance No Covered Property shall contain dosing instructions, injection protocols, reconstitution guides for human or animal administration, cycle plans, stacking recommendations, or any other content that instructs or assists a customer in administering a product to a human or animal body. Generic laboratory-handling instructions (e.g., storage temperature, solvent compatibility) are permitted provided they do not reference human or animal use. 3.3 No Outcome References No Covered Property shall contain before/after photographs, customer testimonials, reviews, or other content that references human health outcomes, physiological effects on humans, aesthetic effects on humans, or athletic performance effects on humans. 3.4 Specified-Purpose Requirement Consistent with Stripe's stated policy that peptides sold where no purpose is specified will be assumed to be sold for human consumption, Merchant shall specify the research purpose on every product page and at checkout. Listings that do not specify a research purpose are deemed non-compliant. ARTICLE 4 — MARKETING AND ADVERTISING RESTRICTIONS 4.1 Prohibited Claims Merchant shall not make, suggest, imply, or permit any third party acting on Merchant's behalf to make any of the following on any Covered Property or in any marketing communication: (a) any claim that an RUO Product treats, cures, mitigates, prevents, or diagnoses any disease or condition; (b) any claim of therapeutic benefit, symptom relief, hormonal optimization, anti-aging benefit, weight-loss benefit, muscle-building benefit, or other physiological benefit when administered to humans; and (c) any use of the terms "peptide therapy," "peptide protocol," "peptide treatment," "peptide cure," "clinically proven," "medically supervised," or substantially similar clinical or therapeutic framing in connection with an RUO Product. 4.2 Influencer, Affiliate, and Third-Party Marketing Merchant shall not engage, compensate, or accept marketing content from any influencer, affiliate, ambassador, or other third party that promotes RUO Products for human use, animal use, or any purpose other than bona fide research. Merchant is responsible for the conduct of every third party marketing on Merchant's behalf, and content posted by such third parties shall be deemed to be Merchant's content for purposes of this Agreement. 4.3 Advertising Channels Merchant shall comply with the advertising policies of every channel through which Merchant promotes RUO Products, including but not limited to Meta, Google, TikTok, and X. Suspension, demonetization, or removal of Merchant's advertising accounts for policy violations is itself evidence of non-compliance with this Article 4. ARTICLE 5 — CUSTOMER SCREENING AND PREVENTIVE MEASURES This Article 5 sets forth the "preventive measures" required under Stripe's Pharmaceutical and Peptides FAQ to ensure that RUO Products are not accessible to persons who would purchase them for non-research purposes. 5.1 Age Verification Gate Merchant shall maintain an age-verification gate on the entry point of each Covered Property requiring the customer to affirm that they are at least eighteen (18) years of age before accessing any product page. The gate must use a cookie or equivalent persistence mechanism such that the affirmation is recorded and re-prompted on a periodic basis. 5.2 Research-Only Intent Confirmation Before any customer order is completed, Merchant shall require the customer to affirm, by a checkbox or substantially similar mechanism, that (a) the customer is purchasing the product solely for bona fide research purposes; (b) the customer will not administer the product to any human or animal; and (c) the customer has read and agrees to the RUO labeling. Merchant shall retain a record of each affirmation, including timestamp and customer identifier, for no less than two (2) years. 5.3 Human-Use Refund Policy Merchant shall maintain and publish a written policy under which Merchant will cancel any pending order, and refund or credit any completed order, in any case where the customer communicates by any channel (including email, chat, social media, or telephone) an intention to administer the product to a human or animal. Merchant shall retain a record of every such cancellation or refund for no less than two (2) years and shall provide such records to NoRamp on request. 5.4 No Bulk or Practitioner Sales Merchant shall not knowingly sell to (a) any person identifying as a medical practitioner, clinic, telehealth provider, compounding pharmacy, or wellness center; or (b) any person ordering quantities inconsistent with bona fide research use, as reasonably determined by Merchant. Merchant shall maintain a written quantity-threshold policy and provide it to NoRamp on request. ARTICLE 6 — RESERVE AND FORFEITURE This Article 6 is a material and bargained-for term of this Agreement. Merchant has read it carefully and acknowledges its commercial significance. ⚠ RESERVE FORFEITURE — EXPRESS MERCHANT AUTHORIZATION By executing this Agreement, Merchant expressly authorizes NoRamp, upon a Confirmed Violation, to permanently retain and forfeit the entire Reserve balance as liquidated damages. Merchant acknowledges that the actual damages flowing from a Confirmed Violation — including reputational harm to NoRamp, increased card-network scrutiny, increased Stripe oversight, the risk of platform-wide reserve impositions by Stripe, the risk of MATCH listing, the costs of remediation and investigation, and the costs of regulatory response — are inherently difficult to quantify, and the Reserve represents a reasonable estimate of such damages. The forfeiture provided for in this Article 6 is not a penalty. 6.1 Rolling Reserve NoRamp shall hold a rolling reserve equal to ten percent (10%) of each payout otherwise due to Merchant (the "Reserve"). The Reserve is held to secure Merchant's obligations under this Agreement, the Stripe Services Agreement, and applicable card-network rules. The Reserve shall be released on a rolling one-hundred-eighty (180) day basis in the ordinary course, provided that no Confirmed Violation has occurred and no chargeback, dispute, or regulatory action is then pending. 6.2 Forfeiture Upon Confirmed Violation Upon a Confirmed Violation, NoRamp may, by written notice to Merchant, declare the entire then-existing Reserve balance forfeit and shall thereafter retain such funds as liquidated damages. Forfeiture takes effect upon issuance of notice and does not require Merchant's countersignature, judicial approval, or further authorization beyond the express authorization set forth in this Agreement. 6.3 Liquidated Damages — Reasonableness The Parties have negotiated the Reserve forfeiture as a good-faith, pre-estimated measure of damages that are difficult or impossible to ascertain with precision. Merchant agrees not to challenge the Reserve forfeiture on the grounds that it constitutes a penalty, that actual damages are lower, or that liquidated-damages doctrine otherwise bars enforcement, and Merchant waives any such defense to the maximum extent permitted by applicable law. 6.4 Non-Exclusive Remedy Forfeiture of the Reserve is not NoRamp's exclusive remedy. NoRamp retains all other rights and remedies available at law or in equity, including without limitation indemnification under Article 12, recovery of amounts in excess of the Reserve, injunctive relief, and termination under Article 13. 6.5 Express Merchant Authorization Merchant expressly authorizes NoRamp to retain, debit, set off, and apply the Reserve as provided in this Article 6, and waives any requirement of further notice or consent beyond the notice contemplated in Section 6.2. ARTICLE 7 — AUTOMATED MONITORING AND ENFORCEMENT 7.1 Consent to Monitoring Merchant expressly consents to NoRamp, its employees, its contractors, and its automated agents accessing, crawling, screenshotting, archiving, and otherwise monitoring each Covered Property and any other public-facing property used by Merchant in connection with RUO Products. This consent extends to product pages, landing pages, checkout flows, terms-of-service pages, marketing emails, social-media posts, and any other publicly accessible content. 7.2 Automated Hourly Monitoring NoRamp will conduct automated monitoring of Covered Properties on an hourly basis, or at such other frequency as NoRamp may determine. Merchant acknowledges that monitoring is automated, that Merchant changes to Covered Properties may be detected within an hour of publication, and that Merchant should not rely on a delay between publication and detection. 7.3 Detection and Notice If NoRamp's monitoring detects a potential violation, NoRamp will (a) issue a written notice to Merchant identifying the specific violation, the URL or other location of the offending content, and the date and time of detection; (b) attach screenshots or other evidentiary records where reasonably feasible; and (c) specify the Review Window for cure. 7.4 Review Window and Cure Merchant shall remediate the identified violation within the Review Window and shall confirm remediation in writing to NoRamp. NoRamp will conduct a re-scan to verify remediation. Failure to remediate within the Review Window, or recurrence of the same or substantially similar violation, constitutes a Confirmed Violation under Section 1.2. 7.5 Repeat Violations A second violation of any provision of Articles 3, 4, or 5 within any rolling ninety (90) day period — regardless of whether the first violation was cured — shall be deemed a Confirmed Violation and shall trigger Reserve forfeiture under Article 6, in addition to any other remedies available to NoRamp. ARTICLE 8 — PAYMENT PROCESSING SUSPENSION 8.1 Immediate Suspension NoRamp may suspend Merchant's payment processing immediately, without prior notice, upon detection of a potential violation, upon receipt of a complaint or regulatory communication, or upon any reasonable determination by NoRamp that continued processing presents a risk to NoRamp, to Stripe, to the card networks, or to consumers. 8.2 Duration of Suspension Suspension shall remain in effect pending Merchant's response, NoRamp's remediation review, and, where applicable, the running of the Review Window. NoRamp shall lift suspension promptly upon confirming that the underlying issue has been satisfactorily resolved. 8.3 No Liability for Suspension Merchant agrees that NoRamp shall have no liability to Merchant for any loss, damage, or claim arising from a suspension under this Article 8, including without limitation lost sales, lost profits, lost business opportunities, or chargebacks accruing during the suspension period, provided that NoRamp acted in good faith. ARTICLE 9 — REGULATORY NOTICE OBLIGATION 9.1 Forty-Eight Hour Notification Merchant shall notify NoRamp in writing within forty-eight (48) hours of receiving any inquiry, request for information, warning letter, untitled letter, subpoena, civil investigative demand, cease-and-desist letter, consent decree, recall request, import alert, enforcement action, or other communication from any federal, state, or local regulatory agency, including without limitation the U.S. Food and Drug Administration (FDA), the U.S. Drug Enforcement Administration (DEA), the U.S. Federal Trade Commission (FTC), the U.S. Department of Justice, any state attorney general, and any state board of pharmacy. 9.2 Cooperation Merchant shall provide NoRamp with a complete copy of the communication, shall promptly provide such additional information as NoRamp reasonably requests, and shall cooperate in good faith with NoRamp's compliance and risk-management response. Nothing in this Section 9.2 shall require Merchant to waive attorney-client privilege or attorney work product. 9.3 Card-Network and Acquirer Inquiries Merchant shall likewise notify NoRamp within forty-eight (48) hours of receiving any inquiry, fine, or notice from Visa, Mastercard, American Express, Discover, Stripe, or any other card network or acquirer regarding Merchant's products, marketing, or sales practices. ARTICLE 10 — UNDERLYING PROCESSOR ACKNOWLEDGMENT 10.1 Stripe Relationship Merchant acknowledges that NoRamp's services rely on an underlying acquiring relationship with Stripe, that this Agreement supplements (and does not replace) the Stripe Services Agreement and Stripe's Prohibited and Restricted Businesses list, and that Merchant is independently bound by Stripe's terms in addition to this Agreement. To the extent of any conflict between this Agreement and Stripe's terms as applied to Merchant, Stripe's terms control. 10.2 Stripe Clawback and Holds Merchant acknowledges that Stripe retains the right under its own terms to claw back funds, impose reserves at the platform level, freeze payouts, and terminate the master acquiring relationship. In any such event, NoRamp may, without liability to Merchant, (a) delay or withhold payouts; (b) increase the Reserve percentage; (c) suspend processing under Article 8; or (d) terminate this Agreement under Article 13. Merchant's sole recourse with respect to amounts withheld at Stripe's direction is against Stripe under Stripe's own terms. 10.3 Sole Responsibility for Legal Compliance Merchant is solely responsible for ensuring that all products sold through Merchant's Covered Properties comply with all applicable federal, state, local, and international laws, regulations, and ordinances at the time of sale. NoRamp's monitoring is a risk-management tool for NoRamp's benefit and does not constitute legal advice, a legal opinion, or a representation that Merchant's business is lawful. ARTICLE 11 — MERCHANT REPRESENTATIONS AND WARRANTIES Merchant represents and warrants to NoRamp, as of the Effective Date and continuously throughout the term of this Agreement, that: (a) Merchant is duly organized, validly existing, and in good standing under the laws of its jurisdiction of formation, and has full authority to enter into and perform this Agreement; (b) the individual signing this Agreement is duly authorized to bind Merchant; (c) all information provided by Merchant to NoRamp in connection with onboarding, including without limitation business name, beneficial-ownership information, banking information, and product information, is true, complete, and not misleading; (d) Merchant is not currently listed on, and has not in the prior five (5) years been listed on, the Mastercard MATCH list or any equivalent card-network terminated-merchant list, except as previously disclosed to NoRamp in writing; (e) Merchant is not a party to any pending or threatened regulatory action concerning the products to be sold through NoRamp; (f) no RUO Product sold by Merchant infringes any third-party intellectual-property right; and (g) Merchant will comply with all applicable law in the conduct of Merchant's business. ARTICLE 12 — INDEMNIFICATION 12.1 Merchant Indemnification Merchant shall defend, indemnify, and hold harmless NoRamp, its Affiliates, and their respective officers, directors, employees, contractors, and agents (collectively, the "Indemnitees") from and against any and all claims, demands, suits, actions, proceedings, losses, damages, liabilities, settlements, judgments, fines, penalties, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) Merchant's breach of this Agreement; (b) Merchant's violation of any law, regulation, ordinance, or card-network rule; (c) any product sold by Merchant, including without limitation product-liability and personal-injury claims; (d) any chargeback, refund, or dispute relating to a Merchant transaction; (e) any fine, penalty, reserve, hold, or claw-back imposed by Stripe or any card network on NoRamp as a result of Merchant's conduct; and (f) any MATCH listing or equivalent industry-list placement of NoRamp arising from Merchant's conduct. 12.2 Procedure NoRamp shall give Merchant prompt written notice of any claim subject to indemnification under this Article 12. Merchant shall have the right to control the defense and settlement of any such claim, provided that Merchant shall not enter into any settlement that admits liability on the part of any Indemnitee or imposes any non-monetary obligation on any Indemnitee without the Indemnitee's prior written consent, not to be unreasonably withheld. 12.3 Survival Merchant's indemnification obligations survive termination of this Agreement. ARTICLE 13 — TERM AND TERMINATION 13.1 Term This Agreement begins on the Effective Date and continues until terminated as provided in this Article 13. 13.2 Termination for Cause NoRamp may terminate this Agreement immediately, by written notice to Merchant, upon (a) a Confirmed Violation; (b) Merchant's breach of any representation or warranty in Article 11; (c) Merchant's insolvency, assignment for the benefit of creditors, or commencement of bankruptcy proceedings; (d) any termination, suspension, or material adverse change in NoRamp's relationship with Stripe or any successor acquirer that affects Merchant's category; or (e) any reasonable determination by NoRamp that continued processing for Merchant presents an unacceptable risk. 13.3 Termination for Convenience Either Party may terminate this Agreement for convenience on thirty (30) days' prior written notice to the other Party. 13.4 Effect of Termination Upon termination: (a) Merchant's access to NoRamp's services ceases immediately; (b) the Reserve is retained for one-hundred-eighty (180) days following the date of last transaction to cover chargebacks, refunds, fines, and other liabilities, after which any remaining balance is released to Merchant net of amounts properly retained or forfeited under this Agreement; (c) any provision that by its nature should survive termination (including Articles 6, 9, 11, 12, 14, 15, and 16) shall survive; and (d) Merchant shall remove all NoRamp-related references, badges, and logos from Merchant's Covered Properties. ARTICLE 14 — LIMITATION OF LIABILITY 14.1 Exclusion of Consequential Damages EXCEPT FOR MERCHANT'S INDEMNIFICATION OBLIGATIONS UNDER ARTICLE 12 AND MERCHANT'S OBLIGATIONS UNDER ARTICLE 6, IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION LOST PROFITS, LOST REVENUE, LOST BUSINESS OPPORTUNITIES, OR LOSS OF GOODWILL, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 14.2 Cap on NoRamp Liability NORAMP'S AGGREGATE LIABILITY TO MERCHANT UNDER OR IN CONNECTION WITH THIS AGREEMENT SHALL NOT EXCEED THE TOTAL FEES PAID BY MERCHANT TO NORAMP DURING THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM. 14.3 Basis of the Bargain The Parties acknowledge that the limitations in this Article 14 are a fundamental basis of the bargain between them and would not have entered into this Agreement absent these limitations. ARTICLE 15 — GOVERNING LAW AND DISPUTE RESOLUTION 15.1 Governing Law This Agreement is governed by and construed in accordance with the laws of the State of [Alabama], without regard to its conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply. 15.2 Venue Each Party irrevocably submits to the exclusive jurisdiction of the state and federal courts located in [Jefferson County, Alabama], for any action arising out of or relating to this Agreement, and waives any objection to venue or inconvenient forum. 15.3 Waiver of Jury Trial EACH PARTY KNOWINGLY AND VOLUNTARILY WAIVES ANY RIGHT TO TRIAL BY JURY IN ANY ACTION ARISING OUT OF OR RELATING TO THIS AGREEMENT. 15.4 Equitable Relief Notwithstanding Section 15.2, either Party may seek injunctive or other equitable relief in any court of competent jurisdiction without the necessity of posting bond. ARTICLE 16 — MISCELLANEOUS 16.1 Entire Agreement This Agreement, together with the Stripe Services Agreement and any schedules and exhibits referenced herein, constitutes the entire agreement between the Parties with respect to its subject matter and supersedes all prior or contemporaneous communications, understandings, and agreements, whether oral or written. 16.2 Amendments and Version Control NoRamp may amend this Agreement from time to time by publishing a revised version. NoRamp will provide notice of material amendments by email to the address on file for Merchant. Merchant's continued use of NoRamp's services more than thirty (30) days after notice of an amendment constitutes acceptance, provided that NoRamp may, in connection with any material amendment, require Merchant to affirmatively re-sign the revised Agreement and may suspend processing under Article 8 pending such re-signature. 16.3 Severability If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall continue in full force and effect, and the invalid or unenforceable provision shall be modified to the minimum extent necessary to render it valid and enforceable while preserving the Parties' intent. 16.4 Assignment Merchant may not assign, delegate, or otherwise transfer this Agreement or any rights or obligations hereunder, by operation of law or otherwise, without NoRamp's prior written consent. NoRamp may assign this Agreement freely. Any attempted assignment in violation of this Section is void. 16.5 Notices All notices under this Agreement shall be in writing and shall be deemed given when (a) delivered by email to the addresses on file for each Party, with confirmation of delivery; or (b) sent by nationally recognized overnight courier to the addresses on file for each Party. 16.6 Force Majeure Neither Party is liable for any failure or delay in performance (other than Merchant's payment obligations and obligations under Articles 6, 9, and 12) caused by events beyond its reasonable control, including without limitation acts of God, war, terrorism, pandemic, governmental action, labor disputes, internet or telecommunications failures, and acts of Stripe or any card network. 16.7 Independent Contractors The Parties are independent contractors. Nothing in this Agreement creates any partnership, joint venture, agency, or employment relationship. 16.8 No Third-Party Beneficiaries This Agreement is for the sole benefit of the Parties and does not confer any rights on any third party, except that Stripe is an intended third-party beneficiary of Sections 2.2, 10.1, and 10.2. 16.9 Headings Headings are for convenience only and do not affect interpretation. ARTICLE 17 — CONFIDENTIALITY AND NON-DISCLOSURE 17.1 Confidential Information Merchant acknowledges that NoRamp's pricing, processing fees, platform fees, application fees, reserve terms, merchant-specific economics, underwriting criteria, onboarding workflows, processor relationships, risk procedures, software, credentials, and non-public business terms are confidential and proprietary to NoRamp (collectively, "Confidential Information"). Merchant shall protect Confidential Information using at least the same degree of care it uses to protect its own confidential information, and in no event less than reasonable care. 17.2 Non-Disclosure of Processing Fees Merchant shall not disclose, publish, post, screenshot, forward, summarize, transmit, or otherwise communicate NoRamp's processing fee, platform fee, application fee, reserve percentage, merchant-specific pricing, or any other non-public commercial term to any third party, including without limitation other merchants, competitors, online communities, social-media channels, payment brokers, consultants, vendors, prospective processors, or any person not bound by a duty of confidentiality. Merchant may disclose such information only to Merchant's attorneys, accountants, officers, managers, employees, and beneficial owners who have a legitimate need to know and who are informed that the information is confidential. 17.3 Liquidated Damages for Fee Disclosure Merchant acknowledges and agrees that unauthorized disclosure of NoRamp's processing fees, platform fees, application fees, reserve terms, or merchant-specific pricing would cause harm to NoRamp that is difficult to calculate with precision, including harm to NoRamp's merchant relationships, commercial negotiations, competitive position, underwriting processes, and platform risk controls. Accordingly, if Merchant breaches Section 17.2, Merchant agrees to pay NoRamp liquidated damages in the amount of ten thousand dollars ($10,000) for each disclosure event. The Parties agree that this amount is a reasonable pre-estimate of damages and is not a penalty. This liquidated-damages remedy does not limit NoRamp's right to seek injunctive relief, recovery of enforcement costs, attorneys' fees where available, or other non-duplicative remedies for separate breaches of this Agreement. 17.4 Survival Merchant's confidentiality and non-disclosure obligations under this Article 17 survive termination of this Agreement for so long as the information remains non-public. ARTICLE 18 — ELECTRONIC SIGNATURE Merchant agrees that typing Merchant's legal business name in the signature block below constitutes an electronic signature with the same legal effect as a handwritten signature under the Electronic Signatures in Global and National Commerce Act (15 U.S.C. § 7001 et seq.) and the Uniform Electronic Transactions Act, as adopted in the governing jurisdiction. Merchant acknowledges receiving the option to receive paper copies and waives that option. Merchant further agrees that NoRamp may require re-signature of this Agreement upon any material amendment under Section 16.2 and that suspension of services pending re-signature does not constitute breach by NoRamp. MERCHANT SIGNATURE By signing below, Merchant acknowledges that Merchant has read this Agreement in its entirety, including without limitation the Reserve Forfeiture provisions of Article 6, the Indemnification provisions of Article 12, the Limitation of Liability provisions of Article 14, and the Confidentiality and Non-Disclosure provisions of Article 17; that Merchant has had the opportunity to consult with counsel of Merchant's choosing; and that Merchant intends to be legally bound. Legal Business Name (typed): Authorized Representative Name: Title: Date: Email Address: Website URL(s) covered by this Agreement: Agreement Version: 1.1 | © NoRamp | Effective Date: [DATE]