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Exhibit B
<br /> Streetline Terms of Use
<br /> 1. Subscription Service. Subject to the terms and conditions of the this Agreement and fails to correct such breach within thir[y (30)days
<br /> Agreement,Streetline shall make the Service available to Customer on a following written no6ce specifying such breach.
<br /> hosted basis during the Term,solely for use by Customer and its Users. �,3 Effect of Termivation.Upon the expiration or eazlier termination
<br /> Streetline may update the funcfionality and user interface of the Service of this Agreement,all rights and licenses granted to Customer hereunder
<br /> from 6me to 6me in its sole discreGon as part of its ongoing mission to shall terminate,Customer shall cease all use of and access to the Service
<br /> improve the Service. As used herein,"Users"are individual users for except as expressly permitted in this Section 7.3,and a(l outstanding Fees
<br /> whom CLstomer has purchased subscriptions to the Service,as indicated shall immediately become due and payable.Either pazty's termination of
<br /> in the Scope of Services,and who have been issued user identifications �is Agreement shall be without prejudice to any other remedies that it
<br /> aud passwords for We Service by Customer(or by Streefline at Customer's may have at law or in equity,and shall not relieve either party of liability
<br /> request). arising prior to the effective date of termination.Sections 4,5,7.3,7.4,8,
<br /> 2. RestricHons.Customer is responsible for all use of the Service by its 93, 10, 11 and 12 shall survive any expiration or eazlier termination of
<br /> Users and all activities conducted under its Users' accounts, and for dris Agreement.
<br /> ensuring that its Users comply with this Agreement.Customer shall not, g, Confidentiality. "Confidential Information" means confidential,
<br /> and shall not pe�mit its Users to: (a)make the Service available in any proprietary and trade secret information and materials that either party
<br /> manner to any third party;(b)copy,modify,or reverse engineer all or any �«Disclosing Party")discloses to or othenvise makes available to the other
<br /> part of the Service;or(c)Imowingly upload or transmit to or through the p�, �°�Receiving Party") under this Agreement, in whatever fonn,
<br /> Service any Customer Data or any other material that contains viruses or tangible or intangible so long as it is mazked as "Confidential"when
<br /> other materials intended to damage or interfere with the Service. provided in written form and,if provided verbally,is reduced to writing
<br /> 3. Term. The term of flus Agreement shall commence on the Effec6ve within seven (7) days thereaftec Receiving Party shall: (a)protect the
<br /> Date and,unless eazlier terminated pursuant to Section 7,shall continue Confidential Information of Disclosing Party from unauthodzed
<br /> until the end of the term of the project as set forth in the Scope of Services dissemination and use;(b)use such Coufidential Infocmadon only for the
<br /> ("Term"). exercise of Receiving Party's rights and performance of Receiving Party's
<br /> 4. Fees.Customer shall pay Streetline the fees set forth in the Scope of obligations under tlus Agreement; and (c) not disclose any such
<br /> Services (the "Fees") pursuant to the payment terms set forth therein. Confidential Informarion to any third party, except to its employees,
<br /> Customer shall pay to Slreetline interest of one and one half percent contractors and affiliates who have a need to lmow such information and
<br /> (1.5%)per month or the highest rate allowable by law,whichever is lower, aze bound by written confidentiality agreements no less restrictive than the
<br /> on all past due amounts. Customer will be responsible for all taxes related requirements set forth in this Secflon 8. The foregoing restricfions
<br /> to the Fees or its use of the Service,excluding taaces based on Streetline's Pertaining to the Co�denfial Information shall not apply with respect to
<br /> net income. any Confidential Information that: (a) is or becomes publicly known
<br /> through no fault of Receiving Party;(b)was known by Receiving Party
<br /> 5. Proprietary Rights before receipt from Disclosing Party; (c)becomes laiown to Receiving
<br /> 5.1 Customer Data.Customer owns and shall retain all right,title and Party without confidential or proprietary restriction from a source other
<br /> interest(including all intellectual property rights)in and to any data and than Disclosing Pazty that does not owe a duty of confidentiality to
<br /> information submitted by Clistomer to the Service("Customer Data"). Disclosing Party with respect to such Confidential Information;or(d)is
<br /> 5.2 Streetline Rights.Except for the limited right to access and use the independently developed by Receiving Party without the use of the
<br /> Service during the Term as expressly granted to Customer in tiris Confidential Information of Disclosing Party.In addidon,Receiving Party
<br /> Agreement, Streetline owns and shall retain all right, title and interest �ay use or disclose Confidential Information of Disclosing Party to the
<br /> (including all intellectual property rights)in and to the Service and any extent Receiving Party is legally required(e.g.under the Califomia Public
<br /> data and infonnation collected Uuough the Service ("Collected Data"). Records Act) to disclose such Co�denual Information, provided,
<br /> Any rights not expressly granted herein aze reserved by Streetline. In however,prior to any such disclosure Receiving Party shall provide the
<br /> addition,if Customer or any User makes any suggestions,enhancement Disclosing Party with ten(10)days'prior written nofice of such disclosure
<br /> requests,or recommendations,or provides any other feedback relating to in order to allow the Disclosing Party an opportunity to protect against any
<br /> the Service, then StreeUine shall have the right to use and othenvise such disclosure and/or obtain a protective order nazrowing the scope of
<br /> exploit such feedback freely in connection with the Service and such disclosure and/or use of the Confidential Infocmation.
<br /> Slreetline's other products and services. For pwpose of any public Notwithstanding anything herein to the contrary,Receiving Party agrees
<br /> disclosure provision under any federal,state or local law,it is agreed that �at Disclosing Party shall have, in addi6on to any other available
<br /> the Collected Data is a trade secret and proprietary commercial remedies,the right to an immediate injuncrion and other equitable relief
<br /> informarion and not subject to disclosure,nor will Customer's access to or enjoining any breach or threatened breach of this Section 8,without the
<br /> use of the Collected Data constitute an agency or government record or necessity of posting any bond or other security.Within ten(10)days after
<br /> information subject to disclosure (and, for the avoidance of doubt, any terminarion or expiration of this Agreement,Receiving Party shall
<br /> Customer may not make Collected Data available to any third parties or retum to Disclosing Party(or destroy,at Disclosing Party's sole elecGon)
<br /> the public generally). all Confidential Information of Disclosing Party (and all copies and
<br /> extracts thereo fl then in the possession or control of Receiving Party or its
<br /> 6.Terms of Service affiliates,employees or contractors.
<br /> 6.1 Network Access. Customer shall be solely responsible for any and 9. Warranties
<br /> all costs and fees in connection with accessing and using the Services.
<br /> 9.1 Service Warranty. Streetline warrants that, upon successful
<br /> 6.2 Third-Party Applications.Streetline may offer certain third party Equipment installation and network activation, the Service shall be
<br /> applications or other products and services as indicated in the Scope of �ctional and available for access and use by Customer as described in
<br /> Services ("Third Party Applications"). In addition, Streetline or its �e Scope of Services. Customer's sole and exclusive remedy for
<br /> partners may offer links to other third party websites,products,services StreeUine's breach of tlus warranty shall be to have Streedine use
<br /> and other resources through the Service. Streetline makes no (and commercially reasonable efforts to repair the Service to achieve the
<br /> expressly disclaims any)representation or not warranty regazding such �ctionality described in the Scope of Services,provided that if Streetline
<br /> Third Party Applications. is unable to restore any material funcGonality within thirry(30)days of
<br /> 7. Suspension,Termination,Dispute Resolution Customer's notification of the problem, Customer may terminate the
<br /> 7.1 Suspension for Non-Payment. Without limitation of Streetline's Agreement and receive a pro-rata refund of any Fees paid in advance for
<br /> other remedies,SueeUine may suspend Customer's and its Users'access use of the Service for the terminated poRion of the Term.Streetline shall
<br /> to and/or use of the Service if Customer fails to pay any Fees when due have no obligation with respect to a warranty claim unless notified of such
<br /> and does not cure such failure within tliirty (30) days of Streetline's claim within thirty (30) days of the first instance of the applicable
<br /> written notice thereof. problem.The warranties set forth in this Agreement aze made to and for
<br /> the bene�t of Customer only.Such warrandes shall not apply if Customer
<br /> 7.2 Terminatiou for Cause.Either party may terminate this Agreement
<br /> upon written notice to the other party if the other parry materially breaches
<br /> ATTY/AGR/2012.191/STREETLINE—ORDER FORM 2012
<br /> REV:12-06-12 VR
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