Shopper Agreement

Last updated: DECEMBER 21, 2021

Shopper Agreement

If you are a Shopper, you agree that this Shopper Agreement (this

“Agreement”) governs your use of LerBee’s Site, as a Shopper. The

LerBee’s Terms of Use (the “Terms”) and the Privacy Policy are

incorporated into this Agreement, and by agreeing to this Agreement, the

Shopper is also agreeing to the Terms and the Privacy Policy. All

capitalized terms not defined in this Agreement shall have the meaning

ascribed to them in the Terms. In the event of a conflict between the

Terms and this Agreement, this Agreement will control. For purposes of

the Privacy Policy, the Shopper is a User and the same terms of the

Privacy Policy that would apply to any User also apply to the Shopper.

The English language version will control if there is a conflict with a

version provided in another language as a convenience.

Contract With Lerbee, Inc.

Regardless of where you are located, this Agreement is entered into as

of the day you accept the Terms through use of the online check box (the

“Effective Date”) by and between you (the “Shopper”, “you” or “your")

and LerBee, Inc., a Delaware corporation, doing business as LerBee (the

“Company”, “LerBee”, “we”, “us”, or “our”), including its affiliated

companies and the shareholders, directors, officers, employees,

consultants, contractors, subcontractors, agents, advisors, assignees

and successors. By accessing or using the Site, you agree that you have

read and agreed to all terms in this Agreement. Upon your acceptance of

the terms of this Agreement, you agree that you have been advised of and

understand the potential risks, consequences, and benefits of

administering services using the Site. If you do not agree to all the

terms of this Agreement, you must not access or use the Site.

Each Shopper and the Company may be referred to individually as a

“Party” or, collectively, as the “Parties”. We may use third-party

affiliates to facilitate processes; however, those parties are acting in

a limited capacity and the contract remains between you and the Company.

Services

The Company owns and operates an online platform through which personal

shopper services are provided in order to facilitate remote selection

and purchase of goods (collectively, the “Shopper Services”). Shopper

Services are administered and accessible to any person or persons who

access the Shopper Services (the "User") via LerBee mobile apps as well

as any other media form, media channel, website or mobile website

related, linked, or otherwise connected thereto (collectively, the

“Site”). Subject to any other provisions of this Agreement, the Company

hereby engages the Shopper as an independent contractor to supply Users

of the Site with Shopper Services.

A Shopper is any person who registers to provide Shopper Services,

through the use of the Site, to Users.

The Parties acknowledge and agree that we have no obligation to make any

minimum commitment of work, time, or compensation to you. You will

provide Shopper Services only on an as-needed basis as determined by the

availability of Users.

We have the absolute and unmitigated authority to cease referrals of

Users to you at any time in its sole discretion.

The Shopper Services shall be rendered remotely unless stated otherwise.

Parties agree that no joint venture, partnership, employment,

contractor, or agency relationship exists between us. The relationship

between you and us is that of independent contractor and nothing herein

makes you our employee or agent. This Agreement constitutes a contract

for the provision of services and not a contract of employment.

You retain the right to provide services to others during the term of

this Agreement. Nothing in this Agreement shall prevent you from being

engaged, concerned, or having any financial interest in any capacity in

any other business, trade, profession, or occupation during the term of

this Agreement.

Disclaimers And Limitation Of Liabilities

"as is" and on an "as available" basis without warranty of any kind,

express, implied, or statutory, and therefore you will not have any

plea, claim, or demand towards us in relation to the Site's Users,

members, properties, limitations, or compatibility with your needs.

You shall not have any plea, claim, or demand against us in respect

to any services you decide to provide in connection with the use of

the Site. To the fullest extent of the law, we expressly disclaim

all warranties of any kind, whether expressed or implied.

being made at your sole and entire risk, without warranties,

including but not limited to warranties of merchantability, fitness

for a particular purpose, non-infringement, compatibility, security,

or accuracy.

representations regarding the volume or number of interactions you

will have with Users.

transmitted by the Site's Users.

transmitting of material and utilizing the Site including reliance

on its accuracy, reliability, or legality.

acquired through the Site. You provide the Shopper Services at your

sole and entire risk.

indirect, incidental, consequential, special, punitive, or exemplary

damages, including but not limited to loss of business, revenue,

profits, use, data, or other economic advantage.

to any claim, suit or action brought by a User in connection with

provision of any Shopper Services by you, including but not limited

to representations by you as to your qualifications and advice

provided through the Site. You agree to indemnify and hold us

harmless in connection with any such claim and any damages or

expenses arising therefrom.

with a User. We will not be responsible or liable in any way for any

agreement made between you and a User or for enforcing any such

agreement, including but not limited to any agreements in relation

to usage of the Site in any way other than offered and suggested as

the Shopper Service on the Site. Any agreement you choose to engage

in with a User is at your sole responsibility and entire risk.

any damages to any User to whom you provide services and to any User

who suffers damages arising from or connected to such services that

you provided to that User. In the event of a dispute regarding any

interaction conducted through the Site, you hereby release us from

all manner of actions, claims, or demands, and from any and all

losses (direct, indirect, incidental, or consequential), damages,

costs or expenses, including but not limited to, court costs and

attorney's fees, which you may have against one or more of the

above.

indirect, incidental, consequential, special, punitive, or exemplary

damages.

agreement and any and all use of the Site will not exceed the total

amount of money paid by you or to you through the Site in the 3

months period prior to the date of the claim.

suit, or action made by a User. You agree to indemnify, defend, and

hold us harmless with respect to any such claim.

set forth above, the limitation will be deemed modified solely to

the extent necessary to comply with applicable law.

We may at our option satisfy the indemnities above (in whole or in

part) by way of deduction from any payments due to you. This section

(disclaimers and limitation of liability) shall survive the

termination or expiration of this Agreement.

any loss or damage incurred as a result of someone else using your

account, either with or without your consent and/or knowledge.

Further, you agree that you are solely and fully liable and

responsible for all activities that are made by using your account.

You further acknowledge and agree that we will hold you liable and

responsible for any damage or loss incurred as a result of the use

of your account by any person whether authorized by you or not, and

you agree to indemnify us for any such damage or loss.

Shopper’S Conduct And Responsibilities

legally able to enter into a contract.

Services, is made directly by you and that you are not using neither

the Site nor the Shopper Services for or on behalf of any other

person or organization.

Shopper Services. You will not be permitted to substitute personal

performance of the Shopper Services with another individual without

the express prior written consent from us. You will render

performance of the Shopper Services under this Agreement to the best

of your ability and in a prompt, diligent, competent, and

professional manner. You warrant that you will remain free of any

obligations and restrictions that would interfere, conflict or be

inconsistent with the performance of this Agreement.

provided/will provide in or through the Site, is accurate, true,

current, and complete. You agree that during the term of this

Agreement you will make sure to maintain and update this information

so it will continue to be accurate, current, and complete. You agree

that the Content you submit to the Site is your own.

purchased for the User in their original condition for up to 30

calendar days; (b) to adequately pack the goods being shipped to the

User in order to ensure their safe arrival to the User in their

original condition; (c) upon receipt of funds for shipping to ship

the requested goods within 10 calendar day to the address of and

using the shipping method paid for by the User.

posting, sending or delivering of either of the following: (a)

unsolicited email; (b) malicious software or code; (c) unlawful,

harassing, privacy invading, abusive, threatening, vulgar, obscene,

religious, political, racist or potentially harmful content,

including that sexual in nature; (d) any content that infringes on a

third party right or intellectual property; (e) any content that may

cause damage to a third party; (f) any content which may constitute,

cause or encourage a criminal action or violate any applicable law.

You own or have all necessary rights, licenses, contents, and

permissions to authorize us to reproduce, distribute, publicly

perform and display, promote, market, and otherwise use and exploit

any of your Content on and through the Site in a manner contemplated

by the Terms and this Agreement.

None of your Content will infringe or misappropriate any

intellectual property right of any third party.

You accept sole responsibility for your Content and will indemnify,

defend, and hold us harmless from and against any claims related

thereto, including any claims that your Content violates any

third-party intellectual property right.

No royalties will be due to any third party with respect to your

Content, and to the extent royalties are payable to any third party,

you will pay such royalties and will indemnify us against the same.

Services through the Site.

or ethically rendered or provided through the Site according to the

laws, regulations and ethics that apply in your jurisdiction.

any task directly related to Shopper Services. You may not use this

Site to solicit any illegal or unethical activity or other activity

which infringes our rights or the rights of others. This includes

promoting other legitimate business activities.

fees from Users for services rendered associated with the Site. You

agree that you will not request Users’ payment information in

connection with collecting a payment for any reason for any services

rendering through or associated with the Site.

all losses, damages, suits, judgments, costs and expenses (including

litigation costs and reasonable attorneys' fees) arising out of or

in connection with any claim, suit, action, or other proceeding

brought against us, to the extent that such claim, suit, action or

other proceeding is based on or arises from: (a) any breach of any

representation, warranty, covenant or agreement to be performed by

you according to this Agreement; (b) your provision of the Shopper

Services to any third party, regardless of whether or not they are

Users of the Site; or (c) any materials that you have posted to or

through the Site and/or any content exchanged between you and Users.

federal or international law, statute, ordinance, rule, regulation,

or ethical code in relation to the use of the Site and to your

relationship and interactions with Users and with us. You further

agree and commit not to engage in conduct that is harmful,

unethical, fraudulent, deceptive, or offensive.

You will not interfere with other Shoppers in their provision of

Shopper Services.

representation of your skills, degrees, qualifications, background,

and other information, whether this information is provided to us,

to the User, and on any form submitted to or presented on the Site.

You will also provide the same correct and accurate representation

of your skills, degrees, qualifications, background, and other

information to the Users, including but not limited to, in any kind

of communication or providing Shopper Services to Users.

You will not, and will not have the authority to, without the prior

written consent from us, enter into any contract or commitment in

the name of, or on behalf of, us or bind us in any respect

whatsoever, or represent yourself as our partner, joint venturer,

agent, or employee.

License Grant

When you publish Content on the Site, you grant us a non-exclusive,

royalty-free license and right to reproduce, distribute, display, offer,

market, commercialize, and otherwise use and exploit the Content on and

through the Site, and to sublicense it to Users directly or through

third parties we may choose. You can remove Content from the Site at any

time.

You grant us permission to use all or any part of Content for quality

control and in delivering, marketing, promoting, operating, or

demonstrating the Site. In addition, you grant us permission to use your

name, likeness, image, or voice in connection with our delivering,

marketing, promoting, operating, or demonstrating the Site and waive all

rights of privacy, publicity, or similar rights to the maximum extent

permissible under applicable law.

Quality Assurance

The Company may review your correspondence or exchanges with Users for

the purpose of:

administering and/or monitoring the Site;

verifying and/or reviewing the truthfulness or accuracy of the details

in your personal profile, credentials, qualifications, or any of your

postings or transmissions;

monitoring activity between Shoppers and Users in the event that an

investigation or legal proceeding requires monitoring.

We also reserve the right to remove or refuse to post or transmit any

Content uploaded by you that we deem inappropriate or in conflict with

our values, vision, and goals. We reserve the right to remove any

content for any reason at our sole discretion.

Fees And Payments

In consideration of the Shopper Services rendered hereunder, the User

shall pay the amount specified by you that is included in the price of

the offered product. The payment will be made to you directly less a

standard 8% commission, unless otherwise agreed in writing with LerBee

of the Company.

All overhead and out of pocket expenses incurred by you in the course of

performing the Shopper Services under this Agreement shall be borne by

you. Without limiting the generality of the foregoing, you will provide

your own standard equipment and/or supplies normally or generally

required to deliver the Shopper Services under this Agreement.

You shall not be entitled to employment benefits in the traditional

sense made available to our employees, including but not limited to,

disability coverage, vacation pay, health or dental insurance,

retirement benefits or minimum wage.

TAX

You acknowledge and agree that you are solely responsible for paying any

income taxes, national insurance, social security contributions,

national or local sales or value added taxes and any other liability,

deduction, contribution, assessment, or claim due to applicable

authorities as a result of the or made in connection with the

performance of the Shopper Services, where the recovery is not

prohibited by law.

Non-Disclosure

In the course of performing your obligations and responsibilities under

this Agreement, you may receive business, financial, technical, and

other information, which is confidential and proprietary in nature,

belonging to us, our clients or other third parties to whom we have an

obligation of confidentiality or non-disclosure is collectively referred

to herein (“Confidential Information”) and agree:

not to disclose to a third party or use for any purpose, or reason

whatsoever (other than for our benefit in connection with the Site), in

any manner, any Confidential Information without our written consent

except as may be required by any law or regulation; and

to respect that confidentiality by employing security measures

appropriate to the nature of the information retained and the means by

which that Confidential Information is recorded or stored.

You shall take all reasonable steps to observe and comply with these

restrictions.

Modifications Of This Agreement

This Agreement may be updated from time to time to reflect new or

modified practices. We reserve the right to modify and/or make changes

to this Agreement at any time. If we make a material change, we will

notify you via email sent to the email address specified in your

account. Other modifications will become effective on the day they are

posted unless stated otherwise. Your continued use of the Site, after

the effective date of any change, will be deemed an acceptance of and an

agreement to follow and be bound by the Agreement as changed. The

revised Agreement supersedes all previous Agreements.

Except as provided herein, you may not assign, delegate, or otherwise

transfer any of your rights, obligations, and responsibilities under

this Agreement without the prior written consent from us. Any such

purported transfer shall be null and void. We may freely transfer or

assign this Agreement or any of our obligations hereunder.

Termination

This Agreement shall be effective as of the Effective Date and shall

continue thereafter unless and until terminated in accordance with this

Agreement.

Waiver

The waiver by any Party of any action, right or condition described in

this Agreement, or of any breach of a provision of this Agreement, shall

not constitute a waiver of any other occurrences of the same event in

writing by the party purporting to give the same.

Severability

In the event that any provision or any part of any provision hereof is

deemed to be invalid by reason of the operation of any law or by reason

of the interpretation placed thereon by a court, this Agreement shall be

construed as not containing such provision or part of such provision and

the invalidity of such provision or such part shall not affect the

validity of any other provision or the remainder of such provision

hereof. All other provisions hereof which are otherwise lawful and valid

shall remain in full force and effect.

You acknowledge that you have read and understand the terms contained in

this Agreement and have obtained independent legal advice should you

feel you need it.

ADDITIONAL TERMS (Effective Date: March 24, 2025)

Referral Program

If a User invites another person who later becomes an approved Shopper,

the referrer will receive $5 after the invited user’s first purchase,

and will also receive 0.5% of that Shopper’s revenue for life. These

rewards are paid directly by the platform and do not affect the

Shopper’s commission or income in any way.

Packaging Video Policy

Recording a video of the packaging process is not mandatory. However, in

case of a dispute — for example, if a User reports a missing item — the

absence of such a video may result in the dispute being resolved in the

User’s favor. For protection and transparency, Shoppers are strongly

encouraged to record packaging videos for each order.

Client Diversion Policy

Any attempt by a Shopper to communicate with a User outside of the

platform, to offer direct payment, repeat orders, or other services

bypassing LerBee, is considered a serious violation of this Agreement.

Such behavior may result in immediate and permanent suspension of the

Shopper’s account. Furthermore, LerBee reserves the right to pursue

legal action and claim damages for any losses caused by client

diversion.

Storage of Purchased Items

Shopper shall hold purchased items for a period of 90 days (3 months) from the date of purchase confirmation ("Free Storage Period"). This service is provided at no additional charge during the Free Storage Period.

After expiration of the Free Storage Period, the Shopper may, at their sole discretion:

LerBee is not liable for any loss, damage, or disposal of goods arising from the Buyer's failure to arrange delivery or collection within the Free Storage Period. It is the Buyer's responsibility to coordinate timely shipment of purchased items.