Bee Membership Terms of Service

Last Updated: September 20, 2025

1. SERVICES AND SUPPORT

1.1 The Services. Subject to the terms of this Agreement, Beemaps will use commercially reasonable efforts to provide Customer (a) the Services solely for Customer’s internal business operations in accordance with the terms and limitations of each Order Form and (b) reasonable support services, through electronic mail or another online mechanism, in accordance with Beemaps’ standard practice. As part of the Services, Hivemapper may provide Customer with certain application programming interfaces (APIs), scripts, data import tools, or other software available to Customer as part of its use of the Services and/or access to the Services, as applicable. Customer may permit Users to use the Services on its behalf. Customer is responsible for provisioning and managing its User accounts, for its Users’ actions through the Services and for their compliance with this Agreement. Capitalized terms not defined herein shall be given the meaning set forth in the applicable Order Form.

1.2 Ownership of Devices. Beemaps shall retain full title to and ownership of each Devices unit, and Customer shall (a) keep the Devices units free and clear from any legal process, liens or encumbrances whatsoever; and (b) maintain the Devices units in good condition and be responsible for any damage to or loss of such Devices units that occurs while in Customer’s possession (reasonable wear and tear excepted) up to the $589 replacement cost if any such unit is damaged beyond repair or lost. On termination (by expiration or otherwise), Customer, at Customer’s sole cost and expense, shall de-install the Devices and prepare the Devices for return to Beemaps. Customer, pursuant to Beemaps’ instructions and at Customer’s sole cost and expense (including, but not limited to, expenses of transportation and in-transit insurance), shall return the Devices to Beemaps in the same operating order, repair, condition, and appearance as when received, except for normal depreciation and wear and tear.

1.3 Grant of License. With respect to any software in any form (including software embedded in Devices) that is provided to Customer or deployed on Customer premises (“Software”), Beemaps hereby grants Customer, during the Term (as defined below), a non-exclusive, non-transferable, non-sublicensable license to use such Software solely internally in connection with the Services and for no other purpose. All Software is Confidential Information of Beemaps and subject to the terms of Section 3.

1.4 API Changes. Customer acknowledges that Hivemapper may change, deprecate or republish the APIs for the Hivemapper Product or feature of the Services from time to time, and that it is Customer’s responsibility to ensure that calls or requests Customer makes to the Hivemapper Product are compatible with then-current APIs for the Hivemapper Product. Although Hivemapper endeavors to avoid changes to its APIs or Services that are not backwards compatible, if any such changes become necessary Hivemapper will endeavor to notify Customer at least thirty (30) days prior to Hivemapper‘s implementation of any such incompatible changes to the Services of which it becomes aware. In the event Hivemapper modifies or updates the Services (including APIs), Hivemapper may require that Customer to use the most current version of the Services (subject to the provision above).

1.5 Installation. Customer will be solely responsible for the installation, mounting, and placement of each Device, and assumes all responsibility and liability arising from or related to such installation, mounting, or placement, including compliance with all applicable laws, rules, and regulations. Provider will have no responsibility for, and disclaims all liability arising from, Customer’s installation, mounting, or placement of any Device.

2. RESTRICTIONS AND RESPONSIBILITIES

2.1 Use Restrictions. Customer will only use the Services as expressly permitted herein and in the applicable Order Form and agrees that it will not, directly or indirectly: reverse engineer, decompile, disassemble or otherwise attempt to discover the source code, object code or underlying structure, ideas, know-how or algorithms relevant to the Services, Devices or any Software related to the Services; modify, translate, or create derivative works based on the Services, Devices or any Software, documentation or data relevant to the Services (except to the extent expressly permitted by Beemaps or authorized within the Services); use the Services, Devices or any Software for timesharing or service bureau purposes or otherwise for the benefit of any third party; use or access the Services, Devices or the Software (or any related information or documentation) to develop a product or service that is competitive with the Services or engage in competitive analysis or benchmarking; remove any proprietary notices or labels; or modify, adapt or hack the Services, Software or Devices, or otherwise attempt to gain unauthorized access to the Service or its related systems or networks.

2.2 Customer Obligations. Customer represents, covenants, and warrants that Customer will use the Services only in compliance with Beemaps’ standard published policies and codes of conduct then in effect and all applicable laws and regulations (including, without limitation, those relevant to privacy, spam, intellectual property and the like). Customer hereby agrees to indemnify and hold harmless Beemaps against any damages, losses, liabilities, settlements and expenses (including without limitation costs and attorneys’ fees) in connection with any claim or action that arises from an alleged violation of any of the foregoing or otherwise from Customer’s use of Services. Although Beemaps has no obligation to monitor Customer’s use of the Services, Beemaps may do so and may prohibit any use of the Services (or disable content or data) it believes may be (or alleged to be) in violation of the foregoing or any other term of this Agreement.

2.3 LTE Data Usage; Throttling. Customer acknowledges and agrees that each Device provided by Beemaps may include LTE or other cellular connectivity. Beemaps will pay for such connectivity subject to the terms of this Agreement. Customer further acknowledges and agrees that LTE data usage by the Devices is subject to reasonable limitations, and Beemaps reserves the right, in its sole discretion, to monitor data consumption and to throttle, restrict, or suspend LTE connectivity for any Device that Beemaps determines has engaged in excessive, abusive, or abnormal usage patterns. Without limiting the foregoing, excessive usage may include continuous or near-continuous operation, shared or pooled use among multiple individuals, or any usage inconsistent with ordinary operation of the Services. Beemaps will not be liable to Customer for any loss of functionality, performance degradation, or other consequences resulting from such throttling, restriction, or suspension

2.4 Optional Wallet Connection and Rewards. Certain features of the Services may permit a customer to connect a compatible digital wallet. If Customer elects to connect such a wallet, Customer may accrue and receive applicable rewards associated with use of the Devices and Services. If Customer does not connect a wallet, no rewards will be issued, and any unclaimed rewards will be permanently forfeited. Provider will have no obligation to credit, hold, or otherwise account for any such forfeited rewards.

2.5 Equipment. Customer shall be responsible for obtaining and maintaining any equipment and ancillary services needed to connect to, access or otherwise use the Services, including, without limitation, inventory tags, modems, hardware, servers, software, operating systems, networking, web servers and the like (collectively, “Equipment”). Customer shall also be responsible for maintaining the security of the Equipment, Customer account, passwords (including but not limited to administrative and user passwords) and files, and for all uses of Customer account or the Equipment with or without Customer’s knowledge or consent.

3. CONFIDENTIALITY; PROPRIETARY RIGHTS

3.1 Confidential Information. Each party (the “Receiving Party”) understands that the other party (the “Disclosing Party”) has disclosed or may disclose business, technical or financial information relating to the Disclosing Party’s business (hereinafter referred to as “Proprietary Information” of the Disclosing Party). Proprietary Information of Beemaps includes all Software and other non-public information regarding features, functionality and performance of the Service and Devices. Proprietary Information of Customer includes data uploaded to the Service by Customer or that is collected or produced for Customer by Beemaps in the provision of the Service (“Customer Data”). The Receiving Party agrees: (i) to take reasonable precautions to protect such Proprietary Information, and (ii) not to use (except in performance of the Services or as otherwise permitted herein) or divulge to any third person any such Proprietary Information. The Disclosing Party agrees that the foregoing shall not apply with respect to any information after five (5) years following the disclosure thereof or any information that the Receiving Party can document (a) is or becomes generally available to the public, or (b) was in its possession or known by it prior to receipt from the Disclosing Party, or (c) was rightfully disclosed to it without restriction by a third party, or (d) was independently developed without use of any Proprietary Information of the Disclosing Party or (e) is required to be disclosed by law.

3.2 Proprietary Rights. Customer shall own and retain all right, title and interest in and to all Customer Data. Beemaps shall own and retain all right, title and interest in and to (a) the Services, Devices and Software, and all improvements, enhancements or modifications thereto, (b) any software, applications, inventions or other technology developed in connection with Services, Professional Services or support, and (c) all intellectual property rights related to any of the foregoing.

3.3 Analytics Data. Notwithstanding anything to the contrary, Beemaps shall have the right collect and analyze data and information relating to the use and performance of various aspects of the Services, Devices and related technologies, and Beemaps will be free (during and after the term hereof) to (i) use such information and data to provide, improve and enhance the Services and other Beemaps offerings, and (ii) disclose such data solely in aggregate or other de-identified form in connection with its business. Further, Beemaps shall have the right to use Customer’s name in a factual manner for marketing or promotional purposes on Beemaps’ website and in other communication with existing or potential Beemaps customers. To decline Beemaps this right, Customer must email Beemaps (at the email address provided in the Service) stating that Customer does not wish to grant Beemaps this right. No rights or licenses are granted except as expressly set forth herein.

4. PAYMENT OF FEES

4.1 Services Fees. Customer will pay Beemaps the then applicable fees described in each applicable Order Form (and each SOW) for the Services and Professional Services in accordance with the terms therein (the “Fees”). If Customer’s use of the Services exceeds the Service Zones set forth on the Order Form or otherwise requires the payment of additional fees (per the terms of this Agreement), Customer shall be billed for such usage and Customer agrees to pay the additional fees in the manner provided herein. Beemaps reserves the right to change the Fees or applicable charges and to institute new charges and Fees at the end of the Initial Service Term or thencurrent renewal term, upon thirty (30) days prior notice to Customer (which may be sent by email). If Customer believes that Beemaps has billed Customer incorrectly, Customer must contact Beemaps no later than 60 days after the closing date on the first billing statement in which the error or problem appeared, in order to receive an adjustment or credit. Inquiries should be directed to Beemaps’ customer support department.

4.2 Payment Terms. Beemaps may choose to bill through an invoice, in which case, full payment for invoices issued in any given month must be received by Beemaps thirty (30) days after the mailing date of the invoice. Unpaid amounts are subject to a finance charge of 1.5% per month on any outstanding balance, or the maximum permitted by law, whichever is lower, plus all expenses of collection and may result in immediate termination of Service. Customer shall be responsible for all taxes associated with Services other than U.S. taxes based on Beemaps’ net income.

5. TERM AND TERMINATION

5.1 Term. Subject to earlier termination as provided below, this Agreement is for the Initial Service Term as specified in the Order Form, and shall be automatically renewed for additional periods of the same duration as the Initial Service Term (collectively, the “Term”), unless either party provides written notice of non-renewal at least sixty (60) days prior to the end of the then-current term.

5.2 Termination. In addition to any other remedies it may have, either party may also terminate this Agreement upon thirty (30) days’ notice (or without notice in the case of nonpayment), if the other party materially breaches any of the terms or conditions of this Agreement. Beemaps may also reasonably suspend Customer’s and/or any users’ access to Services at any time in its reasonable discretion if it possesses a good faith belief that Customer’s use of the Service may be in violation of this Agreement or otherwise place Beemaps (or its customers or other interests) at risk of harm, damage, loss or liability. Upon termination, Customer’s right to use the Services shall immediate terminate, all outstanding Fees due for the Services for the entire Term (regardless of any early termination) shall immediately become due and payable, Customer shall return the Devices to Beemaps and shall return (or at Beemaps’ option destroy) all Software, and each party shall return to the other all Proprietary Information. All sections of this Agreement which by their nature should survive termination will survive termination, including, without limitation, all rights to payment of Fees, confidentiality obligations, warranty disclaimers, and limitations of liability.

6. WARRANTY AND DISCLAIMER

Beemaps shall use reasonable efforts consistent with prevailing industry standards to maintain the Services in a manner which minimizes errors and interruptions in the Services and shall perform the Professional Services in a professional and workmanlike manner. Services may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance, either by Beemaps or by third-party providers, or because of other causes beyond Beemaps’ reasonable control, but Beemaps shall use reasonable efforts to provide advance notice in writing or by e-mail of any scheduled service disruption. HOWEVER, BEEMAPS DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE; NOR DOES IT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES. EXCEPT AS EXPRESSLY SET FORTH IN THIS SECTION, THE SERVICES AND PROFESSIONAL SERVICES ARE PROVIDED “AS IS” AND BEEMAPS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT.

7. LIMITATION OF LIABILITY

NOTWITHSTANDING ANYTHING TO THE CONTRARY, EXCEPT IN CONNECTION WITH A BREACH OF SECTION 2.1, NEITHER PARTY NOR ITS SUPPLIERS (INCLUDING BUT NOT LIMITED TO ALL DEVICES AND TECHNOLOGY SUPPLIERS), OFFICERS, AFFILIATES, REPRESENTATIVES, CONTRACTORS OR EMPLOYEES SHALL BE RESPONSIBLE OR LIABLE TO THE OTHER PARTY WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT OR TERMS AND CONDITIONS RELATED THERETO UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY: (A) FOR ERROR OR INTERRUPTION OF USE OR FOR LOSS OR INACCURACY OR CORRUPTION OF DATA OR COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY OR LOSS OF BUSINESS; (B) FOR ANY INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES; (C) FOR ANY MATTER BEYOND ITS REASONABLE CONTROL; OR (D) FOR ANY AMOUNTS THAT, TOGETHER WITH AMOUNTS ASSOCIATED WITH ALL OTHER CLAIMS, EXCEED THE FEES PAID BY CUSTOMER TO BEEMAPS FOR THE SERVICES UNDER THIS AGREEMENT IN THE 12 MONTHS PRIOR TO THE ACT THAT GAVE RISE TO THE LIABILITY (PLUS, IN THE CASE OF CUSTOMER, ANY AMOUNTS DUE HEREUNDER), IN EACH CASE, WHETHER OR NOT BEEMAPS OR THE CUSTOMER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

8. GOVERNMENT MATTERS

8.1 Customer may not remove or export from the United States or allow the export or re-export of the Services, Software or anything related thereto, or any direct product thereof in violation of any restrictions, laws or regulations of the United States Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control, or any other United States or foreign agency or authority. As defined in FAR section 2.101, the Software and documentation are “commercial items” and according to DFAR section 252.2277014(a)(1) and (5) are deemed to be “commercial computer software” and “commercial computer software documentation.” Consistent with DFAR section 227.7202 and FAR section 12.212, any use modification, reproduction, release, performance, display, or disclosure of such commercial software or commercial software documentation by the U.S. Government will be governed solely by the terms of this Agreement and will be prohibited except to the extent expressly permitted by the terms of this Agreement.

9. MISCELLANEOUS

If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable. This Agreement is not assignable, transferable or sublicensable by Customer except with Beemaps’ prior written consent. Beemaps may transfer and assign any of its rights and obligations under this Agreement without consent. Beemaps may also use subcontractors in performance of certain aspects of the Services, but Beemaps shall remain responsible for the performance of the Services in accordance with the terms hereof. This Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of this Agreement, and all waivers and modifications must be in a writing signed by both parties, except as otherwise provided herein. No agency, partnership, joint venture, or employment is created as a result of this Agreement and Customer does not have any authority of any kind to bind Beemaps in any respect whatsoever. In any action or proceeding to enforce rights under this Agreement, the prevailing party will be entitled to recover costs and attorneys’ fees. All notices under this Agreement will be in writing and will be deemed to have been duly given when received, if personally delivered; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; the day after it is sent, if sent for next day delivery by recognized overnight delivery service; and upon receipt, if sent by certified or registered mail, return receipt requested. This Agreement shall be governed by the laws of the State of California without regard to its conflict of laws provisions.