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DocuSign Envelope ID:576DD5DB-E4A9-406B-8F7C-CC4EF3C2484F <br /> Exhibit 1 <br /> LIBRIS BY PHOTOSHELTER ACCOUNT SERVICE AGREEMENT <br /> THIS LIBRIS ACCOUNT SERVICE AGREEMENT(this "Agreement") is made on September 5, 2019 between <br /> the Orange County Visitors Bureau with offices at 501 West Franklin Street Chapel Hill, NC 27516 <br /> ("Client"), and PhotoShelter, Inc., a Delaware Corporation,with offices at 111 Broadway, 19th Floor New <br /> York, New York 10006 ("PhotoShelter"). Capitalized terms not defined herein shall have the meaning set <br /> forth on the Order Form which references this Agreement.The parties agree as follows: <br /> 1. DEFINITIONS. <br /> "Libris" means the Libris multi-user digital asset management software and tools provided by <br /> PhotoShelter for purposes such as posting,archiving,editing,managing,organizing,distributing,accessing <br /> and/or selling digital copies of Posted Content, and all software, interfaces, tools, utilities, templates, <br /> forms, and other technologies (and any related intellectual property) relating thereto, excluding Posted <br /> Content. <br /> "Posted Content" means photographs or other content provided by Client through the Services. <br /> "Site" means PhotoShelter.com. <br /> "Services" means the Libris service and any other services provided by PhotoShelter on the Site <br /> or pursuant to any Order Form. <br /> "Confidential Information" shall mean information disclosed by either Party to the other Party, <br /> including but not limited to the terms and conditions of this Agreement, trade secrets of either <br /> Party, any information relating to either Party's product plans, designs, ideas, concepts, costs, <br /> prices, finances, marketing plans, business opportunities, personnel, research, development or <br /> know-how and any other technical or business information of either Party. <br /> 2. PHOTOSHELTER SERVICES; SITE OPERATION. <br /> 2.1. Services. PhotoShelter shall use commercially reasonable efforts to operate the Services for Client in <br /> accordance with the applicable Order Form. Subject to the terms and conditions of this Agreement, <br /> PhotoShelter grants Client a non-exclusive, non-transferable license to use and access the Services solely <br /> for(a)Client's internal business purposes and (b)to display,sell and deliver Client's images on the Services <br /> to Client's Registered Users (defined below) in accordance with this Agreement. <br /> 2.2. Access and Account Setup. Initial registration will be performed manually by a designated <br /> PhotoShelter Client Services representative. As part of the implementation process,Client will identify an <br /> administrative user name and password that will be used to set up Client's account for the Services, and <br /> Client will need to register one or more individuals as an Account Administrator. Accounts and passwords <br /> may be used only in accordance with the terms and conditions of this Agreement. To the extent legally <br /> GDSVF&H\2068506.9 <br />