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DocuSign Envelope ID: 79E3BFD4-30BE-4A79-9674-5A78DD593240
<br /> EXHIBIT 1 12
<br /> Client shall pay the fees set forth in the Fee Schedule in Exhibit C. Simpleview expressly reserves
<br /> the right to change the rates charged hereunder for the Services during any Renewal Term; provided,
<br /> however, that the annual increase for any fee shall not exceed ten percent (10%) of the fee paid during
<br /> the immediately preceding 12-month term. Client shall pay to Simpleview all fees within thirty (30) days
<br /> of the date of the applicable Simpleview invoice.
<br /> 4. Proprietary Rights
<br /> 4.1 Proprietary Rights of Client
<br /> Client Content, Client Data and User Information shall remain the sole and exclusive property of
<br /> Client, including, without limitation, all copyrights, trademarks, patents, trade secrets, and any other
<br /> proprietary rights. Nothing in this Agreement shall be construed to grant Simpleview any ownership right
<br /> in the Web site, Client Content, Client Data or User Information.
<br /> "Client Data' rneans all data and information about Client's businesses, customers (current, former
<br /> or prospective), employees, operations, facilities, products, markets, assets or finances that Simpleview
<br /> obtains, creates, generates, collects or processes in connection with this Agreement, and all intellectual
<br /> property rights in that data and information. Simpleview shall provide Client with copies of the server
<br /> logs applicable to its web site and reports derived from the server logs at no additional cost.
<br /> "User Information" means all information about users, and Client members and personnel and
<br /> Internet browsers (whether or not users), that Client provides to Simpleview hereunder, or that
<br /> Simpleview otherwise collects, compiles, creates or stores in connection with the access and use of
<br /> CRM and, including without limitation (i) name, address, email address, password information, account
<br /> numbers, financial information, demographic data, marketing data, credit data, any other identification
<br /> data; (ii) any other user data submitted in the course of the access or use of the CRM any Web Site
<br /> Service; and (iii) any information about an identifiable individual that constitutes "personal information"
<br /> under applicable law. Simpleview shall provide Client with copies of the server logs applicable to its web
<br /> site and reports derived from the server logs at no additional cost.
<br /> On Client's written request or upon termination of this Agreement for any reason, Simpleview will
<br /> promptly and at no additional cost to Client return or destroy all originals and copies of all documents
<br /> and materials containing Client Content, Client Data and User Information including reports derived
<br /> from the server logs.
<br /> 4.2 Proprietary Rights of Simpleview
<br /> Subject to Client's ownership interest in Client Content, Client Data and User Information, and
<br /> further subject to Section 1.2 of this Agreement, all materials, including, but not limited, to any computer
<br /> software (in object code and source code form), script, programming code, data, information or HTML
<br /> script developed or provided by Simpleview or its suppliers under this Agreement (with the exception of
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