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• •.. . •o• ••• • MS HIGHERGROUND ,«ngOLOOY SOLIMOMS SUBJECT TO A MAXIMUM LIABILITY OF THE ANNUAL AMOUNT PAID FOR SERVICE, WHICH DIRECTLY CAUSED SUCH DAMAGE. IN NO EVENT WILL HIGHERGROUND BE LIABLE FOR INCIDENTAL, CONSEQUENTIAL, SPECIAL OR INDIRECT DAMAGES, LOST BUSINESS PROFITS, OR LOSS, DAMAGE OR DESTRUCTION OF COMPUTER NETWORKS, SYSTEMS OR DATA, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), BREACH OF WARRANTY OR OTHERWISE, EVEN IF HIGHERGROUND HAS BEEN ADVISED AS TO THE POSSIBLITY OF SAME. NO LIMITATION AS TO DAMAGES FOR PERSONAL INJURY IS HEREBY INTENDED. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES AND THE ABOVE EXCLUSION OR LIMITATION MAY NOT APPLY. Entire Agreement HigherGround has not made nor is Customer relying upon any representations other that those specifically set forth herein. Both parties concur that the entire Agreement between the parties is set forth herein. Additions, deletions or changes to this Agreement must be in writing and signed by HigherGround and Customer to become effective. This Agreement, additions, deletions or changes to this Agreement shall be null and void unless signed by an Officer of HigherGround. Survivability If any one or more of the provisions of this Agreement, or the application of such provisions to the Customer, HigherGround or any circumstances shall be held invalid, the remainder of this Agreement shall remain in full force and effect. If for any reason this Agreement between Customer and HigherGround is terminated, abridged, canceled, breached or nullified, both parties agree that any license agreement, confidentiality or non -disclosure agreements executed between both parties shall remain in effect in perpetuity. Term and Termination The term of this Agreement shall commence on the Effective Date set forth on Exhibit A. The term shall continue for a period of one (i) year and upon receipt of payment will be renewed automatically for successive one (s) year terms on the anniversary of the effective date (renewal date). This Agreement shall cover the product specified in Exhibit A. If there are any changes to the covered product, a new Agreement will be executed by the parties. Either party may notify the other of its intent not to renew the Agreement at any time up to thirty (3o) days prior to the renewal date. In the event either party gives such notice, the Agreement will remain in effect through the renewal date. HigherGround will continue providing service under the terms of the Agreement and will not be obligated to refund any portion of the monies paid by the Customer for the Agreement. If Customer has not been paying for maintenance, they may reestablish a new Maintenance Agreement under the following conditions: a) If Customer has been off maintenance for less than 9 months, they will pay a fee equal to the support fee for all of the months they have been off and will pay for three months support in advance. b) If Customer has been off maintenance for more than 9 months, they will pay a fee equal to the support fee for 9 months and will pay for three months of support in advance. c) HigherGround will, at its discretion and at the Customer's cost, inspect the system for damage and require that Customer pay HigherGround to repair any defects prior to the commencement of a new maintenance period. Anti -Virus Software Notice V:20170816 Standard Maintenance Agreement CONFIDENTIAL Page 8dn. 818.456.1600 • www.higherground.com • 21201 Victory Blvd, Ste 105, Canoga Park CA 91303 HigherGround and the HigherGround logo are registered marks of HigherGround, Inc.