2014-569-E IT - Exact Byte, Inc. for SM Archiving $3,192

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DocuSign Envelope ID: 2954802F-3DF9-4C1C-80A2-A507C762EF80 Licensee’s access to or use of the Website, Service and/or Software; and/or(iii) pursue other legal and equitable rights and remedies to which it may be entitled. Either party may terminate this Agreement immediately by giving written notice to the other party if such other party institutes or has instituted against it insolvency, receivership, or bankruptcy proceedings or any other proceedings for the settlement of such party’s debts, makes an assignment for the benefit of its creditors or commences dissolution proceedings.In addition, Licensor may terminate this Section 1 Agreement and the Licensehereunder immediately upon the breach by Licensee of hereof. (c)Effect of Termination.Except as set forth in this Agreement, in the event of termination or expiration of this Agreement, the rights and obligations hereunder or thereunder, as applicable, shall terminate immediately; provided,however, that any payment or other obligation that has accrued as of such termination or expiration date shall survive such terminationor expiration; provided,further, that in the event of the termination or expiration of this Agreement the rights and Sections 1(c)59 the obligations of the parties set forth in (Reservation of Rights), (Confidentiality), 1012 (Limitation of Liability) (Entire Agreement) and (Additional Terms)of this Agreement, along with any other provision of this Agreement or the Terms which is required to enforce the parties’ rights and obligations hereunder or by its terms continues after the termination of this Agreement, shall survive the termination or expiration of this Agreement and shall continue in effect as described therein. Return and Retention of Archived Content. Following the termination or expiration of this Section 4(b) Agreement, other than in the event of atermination by Licensor pursuant to, and Licensee’s written request within 30 days thereof, Licensor shall, within 30 days of its receipt of such request and in a commercially reasonable format determined by Licensor, provide Licensee with a copy of the data transmitted to and through supported social media websites by Licensee to Licensor in connection with its use of the Service, as collected, modified and archived by Licensor Archived Content in connection with its provision of the Service (collectively, the “”) and to which Licensee has not previously been provided reasonable access by Licensor during the term of the Agreement. Thereafter, ArchiveSocial will allow 30 days for Licensee to retrieve Archived Content before Licensor can delete any and all Archive Content. Section 4(b) (d.) in the event of Licensor’s termination of this Agreement pursuant to ,Licensee acknowledgesand agreesthat Licensor may delete any or all such Archived Content and that it is Licensee’s sole responsibility to seek another source for backing up or archiving such Archived Content and/or related data or content. Notwithstanding the foregoing, Licensor reserves the right to preserve all or any portion of such Archived Content for a specified or indefinite period of time as it may reasonably deem to be necessary in order to comply with applicable laws, rules and regulations.LICENSEE ACKNOWLEDGES AND AGREES THAT, EXCEPT AS EXPRESSLY SET FORTH HEREIN OR IN THE TERMS, LICENSOR SHALL HAVE NO OBLIGATIONS WITH RESPECT TO ANY ARCHIVED CONTENT, INCLUDING THE MAINTENANCE OR PRESERVATION THEREOF, AND LICENSOR SHALLNOT BE LIABLE FOR ANY DISRUPTION OR TERMINATION OF LICENSEE’S OR ITS REPRESENTATIVES’ ACCESS TO OR USE OF THE WEBSITE, SERVICE, SOFTWARE, DOCUMENTATION AND/OR ARCHIVED CONTENT. 5.CONFIDENTIALITY .Subject to public record law,Licensee shall not disclose, except in accordance with this Agreement, and shall take all necessary precautions to protect the -3- Confidential