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DocuSign Envelope ID: 68FOCDC9-7945-4B6C-8BEE-3525B423E3ED C: , C EZLinks Golf LLC EZU) p 401 S LaSalle St, Suite 302 EZLinks Golf LLC Chicago, IL 60605 Fax: 312.913.6905 �.A K.igXMHHtl.P tQNNMY A. The term "Confidential Information" refers to all materials and information that have or will come into the possession or knowledge of the other'party (the "Receiving Party") that the other party (the "Disclosing Party") has designated as confidential or proprietary, or which the Receiving Party should reasonably believe to be confidential or proprietary, and automatically includes, without limitation, (i) information relating to the business and marketing plans and financial status of the Disclosing Party, (ii) any non-public new product or strategic relationship plans of the Disclosing Party and any of the Disclosing Party's trade secrets, (iii) all know-how and other information pertaining to skills and technology that are proprietary to the Disclosing Party, and (iv) the terms of this Agreement. B. The Receiving Party will hold all Confidential Information in the strictest confidence and may only disclose Confidential Information to its employees and contractors on a need -to -know basis who are subject to obligations of confidentiality substantially similar to those obligations set forth in this Agreement. The Receiving Party agrees to protect Confidential Information with the same degree of confidentiality and care with which it treats its own confidential information of a similar nature, but in no event less than with reasonable care. C. The Receiving Party agrees that because of the unique nature of the Disclosing Parry's Confidential Information, disclosure of such confidential information in violation of the provisions of this Agreement would cause irreparable harm to the Disclosing Party. Accordingly, the Receiving Party agrees that in the event of any violation or threatened violation of this section by the Receiving Party, the Disclosing Party may obtain, in addition to any other legal remedies that may be available under law or in equity, and without being required to post bond, such equitable relief as may be necessary to protect the Disclosing Party against any such violation or threatened violation. D. Nothing contained in this Agreement will in any way restrict or impair the Receiving Party's right to use, disclose or otherwise deal in information which: (a) at the time of disclosure is in the public domain, as evidenced by written publication; (b) after disclosure to the recipient becomes part of the public domain by written publication through no fault of the recipient; (c) the recipient can demonstrate was in its possession prior to the time of disclosure to the recipient and was not acquired directly or indirectly from the disclosing party or any person, firm or corporation acting on its behalf; (d) the recipient can show was acquired by the recipient independently, after disclosure hereunder, from a third party without breach of agreement or violation of law; or (e) the recipient must disclose as may be required by order of a court of competent jurisdiction, provided, however, that prior to any such disclosure, the recipient notifies the disclosing party of the recipient's intent to disclose such information so that the disclosing party may seek a protective order or injunctive relief to prevent such disclosure. 6. Marks and Intellectual Property: A. Except as expressly, provided in this Agreement, neither party will have any rights in the other party's name, logo, service marks, trademarks, trade names, taglines or any other proprietary designation ("Marks"). B. Client grants to EZLinks a nonexclusive, sub -licensable, worldwide right to use Client's Marks for purposes of marketing and promoting the services and EZLinks and to provide the Services to Client under this Agreement. Client represents and warrants that the use by EZLinks of the Client's Marks will not infringe, violate or misappropriate the rights of any third party (including, without limitation, intellectual property rights). C. After execution of this Agreement, the parties will issue a joint press release announcing the parties' relationship under this Agreement. The timing and content of which will be subject to the approval of each party, which approval may not be unreasonably withheld. D. Client will provide EZLinks information about Client's facilities (including but not limited to course photos, course descriptions, course logos) that EZLinks may request from time -to -time, and Client authorizes EZLinks to publish such information on any platform (including, without limitation, online) operated by EZLinks or an authorized third party. Client agrees that it will supplement or otherwise amend such information from time to time so that such information remains current. 7. Term and Termination: Initials 40