End User License Agreement

Terms of Service / EULA

Last updated: May 21, 2026

Nathan Philpot, Inc. (“Company,” “We,” “Us,” or “Our”) owns and operates the JDS software platform, including the associated website, web application, mobile interfaces (if any), and related services (collectively, the "Software").

This End User License Agreement (“EULA”) is a legally binding agreement between you (the “User,” “You,” or “Your”) and Nathan Philpot, Inc. By accessing or using the Software, you acknowledge that you have read, understood, and agree to be bound by this EULA. If you do not agree, you must not access or use the Software.

1. License Grant

Subject to your compliance with this EULA and any applicable subscription or service agreement, We grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license during the term of your authorized access to:

• Use the Software solely for its intended business purpose (juice/delivery order management, customer accounts, inventory, invoicing, and related functions).
• Access and use the Software through authorized accounts provided by the Company or your organization.

This license is for internal business use only unless otherwise expressly authorized in writing by the Company.

2. Ownership and Intellectual Property

• The Software, including all code, designs, graphics, databases, documentation, logos, and content, is owned by Nathan Philpot, Inc. or its licensors and is protected by United States copyright, trademark, and other intellectual property laws.
• You acquire no ownership rights in the Software. All rights not expressly granted to you in this EULA are reserved by the Company.
• You may not remove, obscure, or alter any copyright, trademark, or proprietary notices.

3. User Accounts and Responsibilities

• You must provide accurate, current, and complete information when creating or updating an account.
• You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account.
• You agree to use the Software only for lawful purposes and in compliance with all applicable laws.

4. Restrictions

You agree not to:

• Copy, modify, adapt, translate, reverse engineer, decompile, disassemble, or create derivative works of the Software.
• Rent, lease, sell, sublicense, assign, or transfer your rights under this EULA.
• Use the Software to provide services to third parties (e.g., as a service bureau) without express written permission.
• Attempt to gain unauthorized access to any part of the Software or related systems.
• Upload, transmit, or introduce any viruses, malware, or harmful code.
• Use the Software in any way that violates applicable laws or infringes third-party rights.
• Remove or circumvent any technical protection measures.

5. Data and Privacy

Your use of the Software is also governed by Our Privacy Policy (available on the website). By using the Software, you consent to the collection, processing, and storage of data as described therein. You retain ownership of your business data but grant Us a limited license to use it as necessary to provide the Software.

6. Termination

• We may terminate or suspend your access to the Software at any time, with or without cause, including for breach of this EULA.
• Upon termination, your right to use the Software ceases immediately, and you must destroy any downloaded materials.
• Sections that by their nature should survive (ownership, disclaimers, liability limits, etc.) will survive termination.

7. Disclaimers and Warranties

THE SOFTWARE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. WE DISCLAIM ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

We do not warrant that the Software will be uninterrupted, error-free, secure, or free of viruses. You assume all risk arising from your use of the Software.

8. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NATHAN PHILPOT, INC. SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES (INCLUDING LOSS OF PROFITS, DATA, GOODWILL, OR BUSINESS INTERRUPTION) ARISING OUT OF OR RELATED TO THIS EULA OR THE SOFTWARE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Our total cumulative liability shall not exceed the amount You paid to Us for the Software in the twelve (12) months preceding the claim.

9. Indemnification

You agree to indemnify, defend, and hold harmless Nathan Philpot, Inc., its officers, directors, employees, and agents from any claims, losses, damages, liabilities, and expenses (including reasonable attorneys’ fees) arising from:

• Your use or misuse of the Software.
• Your violation of this EULA.
• Any data or content you upload or transmit.

10. Governing Law and Dispute Resolution

This EULA shall be governed by the laws of the State of Utah, without regard to conflict of laws principles. Any disputes shall be resolved exclusively in the state or federal courts located in Salt Lake City, Utah.

You agree to waive any right to jury trial in any legal proceeding.

11. Changes to this EULA

We may update this EULA from time to time. We will notify you of material changes by posting the new EULA in the Software or via email. Your continued use after such changes constitutes acceptance of the revised EULA.

12. Miscellaneous

• This EULA constitutes the entire agreement between you and Us regarding the Software.
• If any provision is held invalid, the remainder shall continue in full force.
• Our failure to enforce any right does not waive that right.
• This EULA may not be assigned by you without Our prior written consent.

By using the Software, you acknowledge that you have read this EULA, understand it, and agree to be bound by its terms.

Nathan Philpot, Inc.
Fruit Heights, Utah, United States