E-SIGN CONSENT TO USE ELECTRONIC RECORDS AND SIGNATURES AND PRODUCTS

This is an exhibit and part of the Factoring Agreement and Security Agreement between the parties.

As part of your relationship with us, we want to ensure you have all of the information you need to effectively manage your accounts. Our goal is to provide you with as many options as possible for receiving your account documents and in doing business with Mazon Associates, Inc. We are required to give you certain information “in writing” – which means you are entitled to receive it on paper. We may provide this information to you electronically, instead, with your prior consent. We also need your general consent to use electronic records and signatures in our relationship with you. This consent is to allow you to file schedules, documents, etc. by fax and/or electronically. So, before you use our Electronic Services you must review and consent to the terms outlined below.

1. DEFINITIONS IN THIS CONSENT AGREEMENT:

• “We,” “us,” “our,” “Mazon Associates, Inc.,” “Mazon Associates,” and “Mazon” means Mazon Associates, Inc. and each and every current and future affiliate of Mazon Associates, Inc.
• “You” and “your” means the person/entity giving this consent, and also each additional account owner, authorized signer, authorized representative, delegate, product owner and/or service user identified on any Mazon Associates, Inc. Product that you apply for, use or access.
• “Communications” means each disclosure, notice, agreement, schedule of accounts, statement, record, document, and other information we provide to you, or that you sign or submit or agree to at our request.
• “Electronic Service” means each and every product and service we offer that you apply for, use, administer or access using the Internet, a website, email, messaging services (including text messaging) and/or software applications (including applications for mobile or hand-held devices), fax, either now or in the future.
• “Product” means each and every account, product or service we offer that you apply for, own, use, administer or access, either now or in the future. Product(s) include Electronic Services.
• The words “include” and “including,” when used at the beginning of a list of one or more items, indicates that the list contains examples – the list is not exclusive or exhaustive, and the items in the list are only illustrations. They are not the only possible items that could appear in the list.

2. CHOOSING TO RECEIVE OR PROVIDE COMMUNICATIONS ELECTRONICALLY OR IN WRITING - In our sole discretion, the Communications we provide to you, or you provide to us, or that you sign or agree to at our request, may be in electronic form (“Electronic Records”). We may also use electronic signatures and obtain them from you as part of our transactions with you. Certain information must still be provided in writing.

3.1 ELECTRONIC RECORDS MAY BE DELIVERED TO YOU IN A VARIETY OF WAYS - These various delivery methods are described in this Agreement and in other agreements we may have with you from time to time. In some cases, you will be able to choose whether to receive certain Communications electronically, or on paper, or both. We will provide you with instructions on how to make those choices when they are available.

3.2 This E-sign agreement is accepted by signing the factoring agreement or by use of the electronic document system of Mazon Associates, Inc. By using the E-sign option and/or portal each guarantor of the Factoring Agreement confirms that every document presented to Mazon Associates, Inc. is true and accurate and bona fide and reconfirms the truthfulness and warranty given under paragraph 12 of the factoring agreement.

This agreement is subject to the arbitration agreement set forth in the Factoring Agreement paragraph 25.

4. WRITTEN COMMUNICATION - We may always, in our sole discretion, provide you with any Communication in writing, even if you have chosen to receive it electronically.
5. NOTICE - Sometimes our agreement with you requires you to give us a written notice. You must still provide these notices to us on paper, unless we specifically tell you in another Communication how you may deliver that notice to us electronically.
6. COMMUNICATIONS BY LAW - If certain Communications that by law we are not permitted to deliver to you electronically, even with your consent, will not be delivered electronically. So long as required by law, we will continue to deliver those Communications to you in writing. However, if the law changes in the future and permits any of those Communications to be delivered as Electronic Records, this consent will automatically cover those Communications as well.
7. TAX STATEMENTS - We can provide your tax statements electronically.
8. PIN RESPONSIBILITY - You understand that you are providing Mazon Associates, INC. with a PIN to use the electronic services under this agreement. It is your responsibility to keep that information secret, private and confidential. If the electronic services are used with that PIN then you are responsible for that use.
9. YOUR OPTION TO RECEIVE PAPER COPIES - If we provide Electronic Records to you, and you want a paper copy, you may contact the appropriate customer service individual and request a paper version. You will find the appropriate contact information in the account statement or agreement with Mazon Associates, Inc. for any Product related to the Electronic Record. You may have to pay a fee for the paper copy unless charging a fee is prohibited by applicable law. Please refer to the applicable agreement for any fee that may apply for paper copies.
10. CONSENT COVERS ALL MAZON ASSOCIATES, INC. PRODUCTS; PRIVACY POLICIES - Your consent covers all Communications relating to any Mazon Associates, Inc. Product. Your consent remains in effect until you give us notice that you are withdrawing it.
11. NEW PRODUCT - From time to time, you may seek to obtain a new Product from us. This consent to use Electronic Records and signatures applies. If you decide not to use Electronic Records and signatures in connection with the new product or service, your decision does not mean you have withdrawn this consent pursuant to the terms of the agreement.
12. PRIVACY POLICY - You agree that we may satisfy our obligation to provide you with an annual copy of our Privacy Policy by keeping it available for review on mazonfactoring.wpengine.com, or, with prior notice to you, on another website where we offer Electronic Services or by email.
13. WITHDRAW CONSENT NOTICE - You have the right to withdraw your consent at any time by giving Mazon Associates notice by certified mail return receipt requested.

13.1 EFFECTIVE TIME OF WITHDRAW - Your withdrawal of consent will become effective after we have had a reasonable opportunity to act upon it.

13.2 ONLINE STATEMENTS - If you are receiving online account statements, the termination will cause paper statements to be faxed to you or other method. Depending on the specific Mazon Associates, Inc. Product, if you withdraw consent we may charge higher or additional fees for that product or for services related to it.

14. CURRENT EMAIL OR ELECTRONIC ADDRESS - You must keep your email or electronic address current with us. You must promptly notify us of any change in your email or other electronic address. You may change the email address on record for you by emailing to schedule@mazon.com and updating your contact information.
15. NEEDED HARDWARE AND SOFTWARE - Hardware and software you must have to receive Electronic Records:
16. Current Version (defined below) of an Internet browser we support with connection to the Internet;
17. Current Version of a program that accurately reads and displays PDF files (such as Adobe Acrobat Reader);
18. Current Version of Microsoft Excel; and,
19. A computer and an operating system capable of supporting all of the above.

15.1 You will also need a printer if you wish to print out and retain records on paper, and electronic storage if you wish to retain records in electronic form.

15.2 In some cases, you may also need a specific brand or type of device that can support a particular software application, including an application intended for particular mobile or handheld devices.

15.2 By “Current Version,” we mean a version of the software that is currently being supported by its publisher. The list of current internet browser is on the Mazon Associates website.

15.3 You should check the Technical Requirements page on our website occasionally for updates on supported software. From time to time, we may offer services or features that require that your Internet browser be configured in a particular way, such as permitting the use of JavaScript or cookies. If we detect that your Internet browser is not properly configured, we will provide you with a notice and advice on how to update your configuration.

15.4 We reserve the right to discontinue support of a Current Version of software if, in our sole opinion, it suffers from a security flaw or other flaw that makes it unsuitable for use with Mazon Associates Products.

15.5 Changes to hardware or software requirements. If our hardware or software requirements change, and that change would create a material risk that you would not be able to access or retain your Electronic Records, we will give you notice of the revised hardware or software requirements. Continuing to use Electronic Services after receiving notice of the change is reaffirmation of your consent.

16. CONSENT - Please indicate your consent to use electronic records and signatures by signing below. By providing your consent, you are also confirming that you have the hardware and software described above, that you are able to receive and review electronic records, and that you have an active email account. You are also confirming that you are authorized to, and do, consent on behalf of all the other account owners, authorized signers, authorized representatives, delegates, product owners and/or service users identified with your Mazon Associates, Inc. Products.
17. ADDITIONAL EXAMPLES OF ELECTRONIC RECORDS COVERED BY YOUR CONSENT INCLUDE:
18. This E-SIGN Consent Disclosure and any amendments;
19. Our Online Access Agreement, other service or user agreements for online access to our Electronic Services, and all amendments to any of these agreements;
20. All of the Communications related to any Mazon Associates, Inc. Product, except for those excluded by the terms of this E-SIGN Consent Disclosure;
21. All of the periodic account and activity statements, disclosures and notices we provide to you concerning your Mazon Associates, Inc. Products;
22. Agreements, statements, tax reporting statements (if you elect electronic delivery), Service Notices and Performance Reports regarding accounts, products and services offered by or through Mazon Associates, Inc.;
23. Any notice or disclosure regarding fees or assessments of any kind, including late fees, overdraft fees, over limit fees, and returned item fees;
24. Notices of amendments to any of your agreements with us; and
25. Other disclosures and notices that we are legally required to provide to you, or choose to provide to you in our sole discretion.
26. LIABLE -You agree that your acceptance obligates you to be liable for the Mazon Associates Products used with your PIN. This includes an obligation to pay the charges incurred by third parties, whether they are your agents or otherwise, who access this Service through Your PIN.
27. OWNERSHIP AND PROPRIETARY RIGHTS - All of the products and Services, including but not limited to text, data, images, graphics, trademarks, logos and service marks (collectively, the “Content”), are owned by Mazon Associates, Inc. Mazon Associates reserves their copyright, trademark or other intellectual property interests in their property that is part of the Content. In connection with those products and Services, you agree to the following: text, data, images, graphics, trademarks, logos and service marks (collectively, the “Content”), are owned by Mazon Associates, Inc. and the property interests are protected by copyright, trademark and other intellectual property laws. In connection with those products and Services, you agree to the following:

19.1 You agree that the material you are accessing contains the trade secrets and intellectual property of Mazon Associates, Inc. and you will cause irreparable harm to Mazon Associates if this material is used in violation of this agreement.

20. INDEMNIFICATION - You hereby agree to indemnify and hold harmless Mazon Associates, Inc. and its respective officials, agencies, officers, subsidiaries, employees, licensors and agents, from and against any and all liability, loss, claims, damages, costs and/or actions (including attorneys’ fees) based upon or arising out of any breach by you or any third party of the obligations under this Agreement. Notwithstanding your indemnification obligation, Mazon Associates, Inc. reserves the right to defend any such claim and you agree to provide us with such reasonable cooperation and information as we may request and pay for the cost of the defense.
    
    21. DISCLAIMER OF WARRANTY AND LIMITATION OF LIABILITY - Mazon Associates, Inc. makes every effort to update this information. Mazon Associates, Inc. makes no expressed or implied warranty concerning the use of the electronic information. You agree that all use of these services is at your own risk, and that Mazon Associates, Inc. will not be held liable for any errors or omissions contained in the content of its services and/or the failure of the system to accept your filings and/or use of a product.
    
    22. AS IS - The services are provided by Mazon Associates, Inc. are “as is.” This disclaimer of liability applies to any damages or injury caused by any failure of performance error, omission, interruption, deletion, defect, delay in operation or transmission, computer viruses, communication line failure, theft or destruction or unauthorized access to alteration of or use of record, whether for breach of contract, tortuous behavior, negligence or any other cause of action. No advice or information, whether oral or written, obtained by you from Mazon Associates, Inc. or through or from the service shall create any warranty not expressly stated in this agreement. If you are dissatisfied with the service, or any portion thereof, your exclusive remedy shall be to stop using the service/product.
21. MISCELLANEOUS - Mazon Associates, Inc. has the right at any time to change or discontinue any aspect or feature of the services, including, but not limited to, content, hours of availability, and equipment needed for access or use. You must use the services for lawful purposes only.
    
    24. RESTRICTS - Any user conduct that restricts or inhibits any other person from using or enjoying the services will not be permitted. Uses such as data mining, screen scraping and the use of electronic BOTS for image download are prohibited. Users that are found to be employing the previously mentioned electronic methods may be restricted on this website.
    
    25. CLAIM - You agree that regardless of any statute or law to the contrary, and claim or cause of action arising out of or related to the use of these services, must be filed within one year after such claim or cause of action arose.
    
    This is an offer to provide Services, and acceptance is expressly conditioned upon your acceptance of these terms and only these terms.