2.1 This is a contract for Services and the applicable hosted software will be accessed and maintained only byor for Service Provider and no license is granted thereto. Subject to all terms of this Agreement, Service Providerhereby grants to Customer, for the term of this Agreement, a non-exclusive, non-sublicensable, non-transferable,non-assignable, royalty free license to use, reproduce and distribute internally within Customer’s business, and forCustomer’s internal use only (and only in accordance with any applicable documentation), the documentation anddata provided to Customer by Service Provider (the “Customer Data”). Customer will not (and will not allow anythird party to), directly or indirectly: reverse engineer, decompile, disassemble or otherwise attempt to discover thesource code, object code or underlying structure, ideas or algorithms of the Services (or any underlying software,documentation or data related to the Services); modify, translate, or create derivative works based on the Services orany underlying software; or copy (except for archival purposes), rent, lease, distribute, pledge, assign, or otherwisetransfer or encumber rights to the Services or any underlying software; use the Services or any underlying softwarefor timesharing or service bureau purposes or otherwise for the benefit of a third party; publish the Customer Datawithout the prior written consent of Service Provider; or remove any proprietary notices or labels.
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2.2 Customer represents, covenants, and warrants that Customer will access and use the Services only incompliance with Service Provider’s standard access and security policies then in effect. Customer shall beresponsible for obtaining and maintaining any equipment and ancillary services needed to connect to, access orotherwise use the Services, including, without limitation, modems, hardware, server, software, operating system,networking, web servers, long distance and local telephone service (collectively, “Equipment”). Customer shall beresponsible for compliance with any and all applicable third party terms of service and privacy policies forplatforms, networks and/or websites that they run their applications on, including but not limited to, Facebook,Android, Blackberry or iOS/App Store.
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2.3 Customer shall be responsible for ensuring that such Equipment is compatible with the Services andcomplies with all configurations and specifications set forth in Service Provider’s published policies then in effect.Customer shall also be responsible for maintaining the security of the Equipment, the Account, passwords (includingbut not limited to administrative and user passwords) and files, and for all uses of the Account or the Equipmentwith or without Customer’s knowledge or consent.

3.1 Each party (the “Receiving Party”) understands that the other party (the “Disclosing Party”) has disclosedor may disclose information relating to the Disclosing Party’s business (hereinafter referred to as “ProprietaryInformation” of the Disclosing Party). Notwithstanding the foregoing, nothing (except the Services and underlyingsoftware, algorithms and information embodied therein) will be considered “Proprietary Information” of theDisclosing Party unless either it is or was disclosed in tangible or written form and is conspicuously marked“Confidential”, “Proprietary” (or the like) at the time of disclosure or it is identified as confidential or proprietary atthe time of disclosure and is delivered in the appropriately marked form within thirty (30) days of disclosure.
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3.2 The Receiving Party agrees: (i) to take reasonable precautions to protect such Proprietary Information, and(ii) not to use (except as expressly 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 three (3) yearsfollowing the disclosure thereof (except the Services and underlying software, algorithms and information embodiedtherein which shall remain confidential indefinitely) or any information that the Receiving Party can document (a) isor becomes generally available to the public, or (b) was in its possession or known by it without restriction ondisclosure prior to receipt from the Disclosing Party, or (c) was rightfully disclosed to it without restriction by a thirdparty, or (d) was independently developed without use of any Proprietary Information of the Disclosing Party, or(e) is required by law to be disclosed. In the performance of the Services, Service Provider is expressly authorizedto collect general user data and report on the aggregate response rate and other aggregate measures of the Services’performance, provided that the user data is anonymized and no personally identifying information of the Customeror its users is revealed.

4.1 Customer will pay Service Provider the Fees for the Services as listed on the applicable Order Form.Service Provider reserves the right to change the Fees or applicable charges and to institute new charges and Fees atthe end of the initial Service Term or then-current Renewal Term (as defined below, upon thirty (30) days priornotice to Customer (which may be sent by email).
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4.2 If Customer believes that Service Provider has billed Customer incorrectly, Customer must contact ServiceProvider no later than sixty (60) days after the closing date on the first billing statement in which the error orproblem appeared, in order to receive an adjustment or credit. Inquiries should be directed to Service Provider’scustomer support department. Service Provider shall respond to Customer within three (3) business days afterreceiving such inquiries.
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4.3 Service Provider may choose to bill through an invoice, in which case, full payment for invoices issued inany given month must be received by Service Provider thirty (30) days after the mailing date of the invoice, or theServices may be terminated. Unpaid invoices are subject to a finance charge of 1.5% per month on any outstandingbalance, or the maximum permitted by law, whichever is lower, plus all expenses of collection. Customer shall beresponsible for all taxes associated with Services other than U.S. taxes based on Service Provider’s net income.

5.1 Subject to earlier termination as provided below, this Agreement is for the initial Service Term as specifiedin the applicable Order Form (the “Initial Service Term”), and shall be automatically renewed for additional periods(each, a “Renewal Term” and collectively with the Initial Service Term, the “Term”) of the same duration as theInitial Service Term, unless either party requests termination at least thirty (30) days prior to the end of the thencurrent term.

5.2 In addition to any other remedies it may have, Service Provider may also terminate this Agreement uponten (10) days notice if Customer materially breaches any of the terms or conditions of this Agreement, and if thebreach is capable of remedy, fails to promptly remedy that breach within five (5) business days of notice. If thisAgreement is terminated as a result of a material breach by Customer during the Initial Service Term, Customer willpay in full all remaining Fees payable through the remainder of the Initial Service Term. If this Agreement isterminated as a result of a material breach by Customer during a Renewal Term, the Customer will pay in full for theServices up to and including the last day on which the Services are provided.

5.3 Termination (which includes expiration or non-renewal) of this Agreement shall not limit either party frompursuing other remedies available to it, including injunctive relief, nor shall such termination relieve Customer’sobligation to pay all fees that have accrued or are otherwise owed by Customer under any order form.

5.4 The parties’ rights and obligations under Sections 2 (“Restrictions and Responsibilities”), 3(“Confidentiality”), 4 (“Payment of Fees”), 6 (“Indemnification”), 7 (“Warranty and Disclaimer”), 8 (“Limitation ofLiability”), and 9 (“Miscellaneous”) shall survive termination of this Agreement.

6.1 Service Provider agrees, at its own expense, to indemnify, defend Customer and hold Customer harmless
against any suit, claim, or proceeding brought against Customer alleging that the use of Services in accordance with
this Agreement infringes any U.S. copyright, trademark or patent, provided that Customer (i) promptly notifies
Service Provider in writing of any such suit, claim or proceeding, (ii) allows Service Provider, at Service Provider’s
own expense, to direct the defense of such suit, claim or proceeding, (iii) gives Service Provider all information and
assistance necessary to defend such suit, claim or proceeding, and (iv) does not enter into any settlement of any such
suit, claim or proceeding without Service Provider’s written consent. The foregoing obligations do not apply with
respect to the Services or portions or components thereof (x) not supplied by Service Provider, (y) made in whole or
in part in accordance to Customer specifications, (z) combined with other products, processes or materials where the
alleged infringement would not have occurred without such combination. This section states Service Provider’s
entire liability and Customer’s exclusive remedy for infringement or misappropriation of intellectual property of a
third party.
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6.2 Customer hereby agrees, at its own expense, to indemnify, defend and hold harmless Service Provider
against any damages, losses, liabilities, settlements and expenses (including without limitation costs and attorneys’fees) in connection with any demand, claim, action, suit or proceeding that arises from an alleged violation of
Sections 2.1 to 2.3, or otherwise from Customer’s use of Services excluded from Service Provider’s aforementioned
indemnity obligations in the second to last sentence of Section 6.1, above.

SERVICE PROVIDER DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED ORERROR FREE OR MEET CUSTOMER’S REQUIREMENTS; NOR DOES IT MAKE ANY WARRANTY AS TOTHE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES. THE SERVICES AREPROVIDED “AS IS” AND SERVICE PROVIDER DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED,INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESSFOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

NOTWITHSTANDING ANYTHING TO THE CONTRARY, EXCEPT FOR BODILY INJURY OF A PERSON,NEITHER PARTY SHALL BE RESPONSIBLE OR LIABLE WITH RESPECT TO ANY SUBJECT MATTER OFTHIS AGREEMENT OR TERMS AND CONDITIONS RELATED THERETO UNDER ANY CONTRACT,NEGLIGENCE, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY: (A) FOR ERROR ORINTERRUPTION OF USE OR FOR LOSS OR INACCURACY OR CORRUPTION OF DATA OR COST OFPROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY OR LOSS OF BUSINESS ORPROFITS; (B) FOR ANY INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL OR CONSEQUENTIALDAMAGES; (C) FOR ANY MATTER BEYOND A PARTY’S REASONABLE CONTROL; OR (D) FOR ANYAMOUNTS THAT, TOGETHER WITH AMOUNTS ASSOCIATED WITH ALL OTHER CLAIMS, EXCEEDTHE FEES ACTUALLY PAID BY CUSTOMER TO SERVICE PROVIDER FOR THE APPLICABLE SERVICESUNDER THIS AGREEMENT OR RELATING TO ANY SUBJECT MATTER OF THIS AGREEMENT IN THE12 MONTHS PRIOR TO THE ACT THAT GAVE RISE TO THE LIABILITY, EVEN IF THE PARTY HAS BEENADVISED OF THE POSSIBILITY OF ANY OF THE FOREGOING TYPES OF LOSSES OR DAMAGES.CUSTOMER ACKNOWLEDGES THAT AN INTERRUPTION IN SERVICE(S) DUE TO CIRCUMSTANCESBEYOND THE REASONABLE CONTROL OF SERVICE PROVIDER, SUCH AS A FAILURE OFTELECOMMUNICATIONS OR NETWORK SYSTEMS NOT CONTROLLED BY SERVICE PROVIDER,SHALL NOT BE CONSIDERED A SERVICE OUTAGE OR SERVICE DEFICIENCY FOR PURPOSES OF ANYREMEDY PROVIDED IN THIS AGREEMENT.

If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited oreliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect andenforceable. This Agreement is not assignable, transferable or sublicensable by Customer except with ServiceProvider’s prior written consent. Both parties agree that this Agreement is the complete and exclusive statement ofthe 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 that all waivers andmodifications must be in a writing signed on behalf of both parties by their duly authorized representatives, exceptas otherwise provided herein. No agency, partnership, joint venture, or employment is created as a result of thisAgreement and Customer does not have any authority of any kind to bind or attempt to bind Service Provider in anyrespect whatsoever. In any action or proceeding to enforce rights under this Agreement, the prevailing party will beentitled to recover costs and attorneys’ fees. All notices under this Agreement will be in writing and will be deemedto have been duly given when received, if personally delivered; when receipt is electronically confirmed, iftransmitted by facsimile or e-mail; the day after it is sent, if sent for next day delivery by recognized overnightdelivery service; and upon receipt, if sent by certified or registered mail, return receipt requested. The parties agreethat any material breach of Section 2 or 3 will cause irreparable injury and that injunctive relief in a court ofcompetent jurisdiction will be appropriate to prevent an initial or continuing breach of Section 2 or 3 in additional toany other relief to which the owner of such Proprietary Information may be entitled. This Agreement shall begoverned by the laws of the Commonwealth of Virginia without regard to its conflict of laws provisions. Any actionor proceeding arising from or relating to this Agreement must be brought in a federal court Fairfax, Virginia, andeach party irrevocably submits to the jurisdiction and venue of any such court in any such action or proceeding. Theparties agree that the United Nations Convention on Contracts for the International Sale of Goods is specificallyexcluded from application to this Agreement.