ThePhotoStick Vault Shrink-Wrap Agreement

Date: 2026-03-23

IMPORTANT: PLEASE READ THIS SHRINK-WRAP AGREEMENT (“Agreement”) CAREFULLY BEFORE OPENING, INSTALLING, ACTIVATING, OR USING THEPHOTOSTICK VAULT PRODUCT, WHICH INCLUDES SOFTWARE AND ACCESS TO A CLOUD STORAGE SERVICE (COLLECTIVELY, THE “Product”). BY DOWNLOADING, INSTALLING, ACTIVATING, OR USING THE PRODUCT, YOU (“Customer”) AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE, DO NOT DOWNLOAD, INSTALL, ACTIVATE, OR USE THE PRODUCT.

BY CLICKING “ACCEPT,” DOWNLOADING, INSTALLING, ACTIVATING, CONNECTING TO, OR USING THEPHOTOSTCK VAULT SOFTWARE OR SERVICE, YOU AGREE TO THIS AGREEMENT.

YOU AGREE THAT THIS AGREEMENT IS ENFORCEABLE AS A WRITTEN CONTRACT. ELECTRONIC ACCEPTANCE CONSTITUTES LEGALLY BINDING ASSENT. CONTINUED USE AFTER UPDATES CONSTITUTES ACCEPTANCE.

1 Definitions

1.1 “Company” means the provider, licensor, and seller of the Product identified on the packaging and proof of purchase as Prairie IT, Inc.

1.2 “Device” means any ThePhotoStick physical device.

1.3 “Cloud Service” means the hosted storage and related features made available by or on behalf of Company.

1.4 “Customer Content” means any data, files, images, text, or other materials uploaded to, stored on, transmitted through, or processed by the Product by or for Customer.

1.5 “Software” means any software, firmware, or code embedded in a Device or made available for use with the Cloud Service, including updates and patches.

1.6 “Documentation” means user guides, specifications, and support materials accompanying the Product.

2 Agreement to Terms; Eligibility

2.1 By using the Product, Customer represents that Customer is of legal age to form a binding contract and has the authority to bind the entity or person on whose behalf the Product is used. A parent or guardian permitting use by a minor agrees to be bound and assumes full responsibility and liability for the minor’s use.

2.2 If Customer does not accept these terms, Customer must not use the Product.

3 No Bailment; No Custodial or Fiduciary Relationship

3.1 Customer agrees that no bailment is created; Company does not take possession or control of Customer Content in a legal sense, and Company is not a fiduciary, trustee, escrow agent, or records custodian.

4 Customer Duties & Responsibilities

4.1 Customer is solely responsible for account credentials, encryption access, recovery information, and device security.

4.2 Customer must maintain independent copies of all important data.

4.3 Customer assumes all responsibility for safeguarding property, including Customer Content, stored using the Product.

4.4 Customer is solely responsible for the accuracy, quality, legality, and appropriateness of Customer Content and for obtaining all necessary rights and consents.

5 Customer Acknowledgements. Customer acknowledges that:

5.1 They are responsible for preserving, backing up, and safeguarding their Customer Content.

5.2 Loss of credentials may permanently prevent access to Customer Content.

5.3 While Company uses commercially reasonable measures designed to support the availability and integrity of the Product, Company does not guarantee that Customer Content can be restored in all circumstances.

5.4 Digital storage and transmission systems inherently involve risks, including potential hardware failure, software errors, unauthorized access, or service interruptions, and absolute security cannot be guaranteed.

5.5 Use of the Cloud Service may involve storage and transmission across networks and infrastructure operated by third-party providers.

5.6 Company may process limited account and operational data necessary to provide and support the Product, in accordance with Company’s privacy notice.

6 Customer Assumption of Risk

6.1 CUSTOMER VOLUNTARILY ASSUMES ALL RISKS ASSOCIATED WITH DATA LOSS, DATA CORRUPTION, DEVICE FAILURE, CLOUD SERVICE INTERRUPTION, UNAUTHORIZED ACCESS, SECURITY BREACHES, AND ACCOUNT COMPROMISE.

7 Zero-Access Operational Policy

7.1 Company maintains a strict operational policy of not monitoring, inspecting, or reviewing Customer Content.

7.2 Company accesses Customer Content only when legally compelled.

7.3 Company’s technical capability to administer accounts or restore credentials does not constitute routine access, supervision, or control over Customer Content and creates no duty to monitor or secure content.

8 Not a Backup or Archival Service

8.1 The Product is designed to help customers organize, store, and protect their digital content. However, it is not intended to be relied upon as the sole copy of important data. Customer is responsible for maintaining independent backups of Customer Content.

9 Acceptable Use

9.1 Customer agrees not to store unlawful or regulated material, including Child Sexual Abuse Material (CSAM), malware, export-controlled data, or sanctioned-jurisdiction content.

9.2 Customer shall not use the Product to: (a) violate any law or third-party rights; (b) upload or transmit malicious code; (c) infringe intellectual property or privacy rights; or (d) interfere with or disrupt the Cloud Service or networks.

9.3 Company has no duty to detect violations.

10 DISCLAIMER OF WARRANTIES

10.1 The Product is provided “as is” and “as available.” While Company uses commercially reasonable efforts to provide a reliable and secure service, Company does not guarantee uninterrupted availability or error-free operation.

10.2 To the maximum extent permitted by law, Company disclaims all warranties, whether express, implied, or statutory, including warranties of merchantability, fitness for a particular purpose, title, and non-infringement.

11 Limitation of Liability

11.1 TO THE MAXIMUM EXTENT PERMITTED BY LAW, COMPANY’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THE PRODUCT OR THIS AGREEMENT WILL NOT EXCEED THE GREATER OF (A) THE TOTAL SUBSCRIPTION FEES PAID BY CUSTOMER TO COMPANY IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) $100.

11.2 TO THE MAXIMUM EXTENT PERMITTED BY LAW, COMPANY WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, REVENUE, DATA, OR GOODWILL, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

11.3 The limitations and exclusions in this Section form an essential basis of the agreement between the parties.

12 Indemnity by Customer

12.1 Customer will defend, indemnify, and hold harmless Company and its affiliates, and their respective officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to: (a) Customer Content; (b) Customer’s use of the Product in violation of this Agreement or applicable law; or (c) any actual or alleged infringement or misappropriation by Customer of any third-party right.

13 Third-Party Services and Components

13.1 The Product may interoperate with, or include components of, third-party services or open-source software subject to separate terms. Customer agrees to comply with any such terms as applicable. Company is not responsible for third-party services.

14 License and Use Rights

14.1 License Grant. Subject to Customer’s compliance with this Agreement, Company grants Customer a limited, non-exclusive, non-transferable, non-sublicensable license to use the Software and Documentation solely with the Product for Customer’s internal personal or business purposes.

14.2 Restrictions. Except to the extent prohibited by applicable law, Customer shall not: (a) copy, modify, adapt, translate, or create derivative works of the Software or Documentation; (b) reverse engineer, decompile, or disassemble the Software; (c) sell, lease, lend, rent, distribute, or transfer the Software or any Cloud Service access; (d) remove, alter, or obscure proprietary notices; or (e) use the Product for unlawful or infringing purposes.

14.3 Ownership. The Product is licensed, not sold, with respect to the Software. Company and its licensors retain all rights, title, and interest in and to the Software, Cloud Service, and Documentation.

15 Cloud Service; Accounts; Updates

15.1 Access to the Cloud Service may require account registration, an activation code, or subscription credentials. Customer is responsible for maintaining the confidentiality of any credentials and for all activities under Customer’s account.

15.2 The Cloud Service may be modified, suspended, or discontinued in whole or in part at any time, with or without notice, including for maintenance, security, or legal compliance.

15.3 Company may provide or require installation of updates, patches, or new releases to the Software or Cloud Service, which are deemed part of the Product and subject to this Agreement.

16 Term; Suspension; Termination

16.1 This Agreement is effective upon Customer’s first downloading, opening, installation, activation, or use of the Product and continues until terminated.

16.2 Company may suspend or terminate access to the Product immediately if Customer breaches this Agreement or if required by law or to address security risks. Customer may terminate by ceasing use of the Product.

16.3 Upon termination, the license in Section 15 terminates, and Customer must cease use of the Software and Cloud Service. Company may delete Customer Content after [30 days] from termination or as required by law. Sections that by their nature are intended to survive (including, but not limited to, Sections 3, 5, 6, 9, 10-16, 20.6, 21 and 22 ) will survive.

17 Export; Compliance

17.1 Customer agrees to comply with all export, import, sanctions, and anti-corruption laws and regulations applicable to the Product and will not export, re-export, or transfer the Product in violation thereof.

17.2 Customer represents that their use of the Product complies with U.S. export control and sanctions laws, including EAR and ITAR.

18 Government End Users

18.1 The Software is “commercial computer software” and “commercial computer software documentation.” If acquired by or on behalf of a U.S. Government end user, use, duplication, or disclosure is subject to the restrictions set forth in this Agreement.

19 Feedback

19.1 If Customer provides feedback or suggestions, Customer grants Company a perpetual, irrevocable, worldwide, royalty-free license to use such feedback for any purpose without restriction or attribution.

20 General

20.1 Entire Agreement. This Agreement, together with any applicable return policy and Documentation packaged with the Product, constitutes the entire agreement between the parties regarding the Product and supersedes all prior or contemporaneous understandings.

20.2 Order of Precedence. In the event of conflict between this Agreement and any Documentation, this Agreement controls.

20.3 For the Cloud Service, Company may update this Agreement prospectively by posting revised terms at www.thephotostickvault.com Continued use after the effective date constitutes acceptance.

20.4 Customer may not assign or transfer this Agreement or any rights hereunder without Company’s prior written consent. Any attempted assignment in violation of the foregoing is void. Company may assign this Agreement without consent.

20.5 Failure to enforce any provision will not constitute a waiver. A waiver must be in writing and signed by the waiving party.

20.6 This Agreement is governed by the laws of the state of Colorado, USA, without regard to conflicts of laws principles. If (a) the arbitration agreement contained herein is found to be inapplicable or unenforceable as to any claim, cause of action, or request for relief, in whole or in part; or (b) a party validly opts out of arbitration pursuant to Section 21.5 of this Agreement, then the parties agree that the exclusive jurisdiction and venue for any such claim, cause of action, or request for relief shall be the state and federal courts located in the State of Colorado, USA, and the parties hereby consent to the personal jurisdiction of such courts and waive any objection to venue or forum non conveniens. In all events, Customer and Company waive trial by jury.

20.7 Notices to Company must be sent to Prairie IT, Po Box 234, Haxtun,CO 80731.Attn: Legal, with a copy via email to support@thephotostick.com.

20.8 Company will not be liable for any delay or failure to perform due to events beyond its reasonable control, including acts of God, labor disputes, shortages, utility or telecommunications failures, acts of war or terrorism, or governmental actions.

20.9 Headings are for convenience only and do not affect interpretation. The term “including” means “including without limitation.”

21 Arbitration Agreement (JAMS)

21.1 All disputes shall be resolved by binding arbitration administered by JAMS under its Comprehensive Arbitration Rules.

21.2 The arbitrator has exclusive authority to decide arbitrability, enforceability, and scope.

21.3 Arbitration shall occur in Denver, Colorado unless law requires otherwise.

21.4 Mass Arbitration Procedure

21.4.1 If 25 or more substantially similar arbitration demands are filed by coordinated counsel, claims shall proceed in batches of 10, with common legal issues resolved first and remaining claims stayed pending outcomes.

21.5 Arbitration Opt-Out

21.5.1 Customer may opt out of arbitration by providing, within 30 days of the earliest date on which Customer accepts this Agreement, a written notice expressly stating that Customer opts out of arbitration:

Prairie IT
PO Box 234
Haxtun,CO 80731

22 Class Action Waiver

22.1 Claims may be brought only individually and not as class, collective, or representative actions.

23 Consumer Law Savings Clause

23.1 Nothing in this Agreement waives non-waivable consumer rights.

24 Severability; Survival

24.1 If any provision is unenforceable, the remaining provisions remain effective.