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Springbrook - MLA v7.22 Springbrook On-Premise Software License & Support Agreement Page 1 (v7/22) SPRINGBROOK MASTER LICENSE AGREEMENT This Master License Agreement (“MLA”) is entered into by and between Springbrook Holding Company, LLC, a Delaware corporation and affiliates with a principal place of business at 1000 SW Broadway, Suite 1900 Portland, Oregon 97205, (“Springbrook”) and Customer identified on the Order (“Customer”). Purchase or use of the Software (defined below) is subject to this Springbrook On-Premise Software License & Support Agreement (this “Agreement”). This Agreement shall become effective as of the last date of signature (the “Effective Date”). 1. Software License 1.1. License Grant. The Springbrook software products (“Software”) purchased by Customer under this Agreement, as listed in Customer’s order form or a master agreement to which this Agreement is incorporated, are protected under the laws of the United States and the individual states and by international treaty provisions. Springbrook retains full ownership in the Springbrook Software and grants to Customer a nonexclusive, nontransferable, non- sublicensable right and license to use the Software for internal business purposes only and for the quantity of units as designated in the ordering document(s) use to purchase the Software (“Order Form”). Each Order Form will form part of this Agreement. The Software will be delivered, or made available to Customer for electronic download from Springbrook’s File Transfer Protocol (“FTP”) site. For purposes hereof, the “License Term” begins on the date Springbrook delivers the Software license keys to the Customer and extends for the period specified in the applicable Order Form (unless earlier terminated in accordance with this Agreement). Customer is liable to Springbrook for any losses incurred as the result of unauthorized reproduction or distribution of the Software which occur while the Software is in Customer’s possession or control. 1.2. Restrictions on Use. Except as otherwise expressly provided in this Agreement, Customer shall not (and shall not permit any third party to): (a) Sublicense, sell, resell, transfer, assign, distribute, share, lease, make any external commercial use of, outsource, use on a timeshare or service bureau basis, or use in an application service provider or managed service provider environment, or otherwise generate income from software; (b) obscure, alter, or remove any confidentiality or proprietary rights notices contained in the Software or any documentation related thereto; (c) cause the decompiling, disassembly, or reverse engineering of any portion of the Software, or attempt to discover any source code or other operational mechanisms of the Software (except where such restriction is expressly prohibited by law without the possibility of waiver, and then only upon prior written notice to Springbrook); (d) modify, adapt, translate or create derivative works based on all or any part of the Software; (e) use any third-party software provided with the Software other than the Software; (f) modify any proprietary rights notices that appear in the Software or components thereof; (g) use any Software in violation of any applicable laws and regulations; or (h) use the Software to (1) store, download or transmit infringing, libelous, or otherwise unlawful or tortious material, or malicious code or malware, or (2) engage in phishing, spamming, denial-of-service attacks or other fraudulent or criminal activity, (3) interfere with or disrupt the integrity or performance of third party systems, or the Software or data contained therein, or (4) attempt to gain unauthorized access to the Software. 1.3. Proprietary Rights Springbrook shall retain all intellectual property rights in and to the Software and Documentation, and any improvements, design contributions, updates, or derivative works thereto, and any knowledge or processes related thereto and/or provided hereunder. Customer acknowledges that the rights granted under this Agreement, as they pertain to Maintenance and Support and to the Software license, do not provide Customer with title to or ownership of the Software. 1.4. The Software may be installed on one or more computers but may not be used by more than the number of Springbrook On-Premise Software License & Support Agreement Page 2 (v7/22) users for which the Customer has named user licenses. The Software is deemed to be in use when it is loaded into memory in a computer, regardless of whether a user is actively working with the Software. Springbrook may audit Customer’s use of the Software to ensure that Customer has paid for an appropriate number of licenses. Should the results of any such audit indicate that Customer’s use of the Software exceeds its licensed allowance, Customer agrees to pay all costs of its overuse, retroactive to the date of non-compliance, based on Springbrook’s (or its authorized partner’s) then-current pricing. Any assessed costs for overuse will be due and payable by Customer upon assessment. Customer agrees that Springbrook’s assessment of overuse costs pursuant to this section is not a waiver by Springbrook of any other remedies available to Springbrook in law and equity for Customer’s unlicensed use of the Software. 1.5. Customer may choose to obtain products and services that are provided or supported by third parties (“Third- Party Services”) for use with the Software. Third-Party Services are provided pursuant to the terms of the applicable third-party license or separate agreement between the licensor of the Third-Party Services and Customer, and Springbrook assumes no responsibility for, and specifically disclaims any liability or obligation with respect to, any Third-Party Services. 2. Maintenance and Support “Support” is defined as Springbrook’s obligations to respond to support requests as described in Exhibit A. “Maintenance” is defined as Springbrook’s obligations related to error resolution, bug fixes, and the provision of Software updates and upgrades made generally commercially available to Springbrook in its sole discretion, as all described in Exhibit A (“Update”). All updates will be delivered or made available to Customer for electronic download from Springbrook’s FTP site or via such other delivery method as agreed to by the Parties in writing. Subject to the Customer’s payment of the fees set forth in the applicable Order Form(s), Springbrook will provide Maintenance and Support for the Software. For time-limited licenses of the Software (as set forth in the Order Form, “Term License”), the fees for Maintenance and Support are included in the fees for the Software. For Perpetual licenses, (i) Springbrook shall invoice Customer the applicable fees for Maintenance and Support (“Maintenance and Support Fees”) upon execution of the Order Form, and (ii) subject to payment of the Maintenance and Support Fees, Springbrook will provide Support for the Maintenance and Support period set forth in the Order Form, as it may be renewed (the “Maintenance and Support Term). If Maintenance and Support terminates with respect to any perpetual licenses and the Customer is in good standing under this Agreement, the Customer may reinstate Maintenance and Support on payment of the cumulative Maintenance and Support Fees applicable for the period during which Maintenance and Support lapsed, plus Maintenance and Support Fees for the reinstated Maintenance and Support Term. Notwithstanding anything herein to the contrary, if Customer receives Support from an authorized partner of Springbrook (“Partner”), then the support terms agreed upon by Customer and such Partner shall govern in lieu of those set forth in Exhibit A, and Springbrook shall have no support obligations to Customer. 2.1. Support Commitment. Springbrook will commence and complete the Support Services described in this Agreement in a good and workmanlike manner, consistent with the practices and standards of care generally- accepted within and expected of Springbrook’s industry, to ensure that the operation of the maintained software products does not materially differ from documented specifications, available at https://publiqsoftware.com/software (which URL and content may be updated by Springbrook from time to time) (“Specifications”). Springbrook may make repeated efforts within a reasonable time period to resolve maintenance requests. When a maintenance request cannot be resolved, Customer’s exclusive remedy will be repair or replacement, as determined by Springbrook. 2.2. Additional Costs. Among other things, Springbrook will bill Customer on an hourly basis for the following services; (a) Support or Maintenance in cases where repeated operator-produced error by the same user continues to occur despite notification to Customer; (b) Support and Maintenance services associated with applications not purchased by Customer from Springbrook, as documented in an appropriate Order Form or Statement of Work; (c) Support and maintenance services outside the scope of this Agreement; (d) Support and maintenance services necessitated by Customer’s failure to provide adequate internal Springbrook On-Premise Software License & Support Agreement Page 3 (v7/22) controls to ensure the accuracy and appropriate use of the Software and compliance with local, state and federal regulations and auditors requirements; (e) Support and Maintenance associated with Customer’s failure to provide adequate internal controls to ensure the accuracy and appropriate use of the Products; (f) Costs associated with Customer’s creation or modification of data in Springbrook’s database except through the appropriate use of Springbrook Software; (g) Costs associated with Customer’s own actions to integrate Springbrook Software with applications or services not purchased from Springbrook; (h) Costs associated with Customer’s failure to meet the terms and conditions of Section 2 of this Agreement; (i) Costs associated with additional labor or out of pocket expenses incurred while providing support to Customer in cases where Springbrook has requested but Customer has denied remote access into a user workstation or the server housing Springbrook’s Software; and (j) Labor and travel costs associated with providing on-site for services covered by this Agreement. 3. Payment Terms 3.1. Pricing. Customer will be invoiced for those amounts and at those prices set forth in an Order Form (an “Invoice”). Fees do not include any customization of the Software (nor support for any such customizations, unless otherwise agreed in writing). If Customer’s usage of the Software is in excess of those amounts set forth in the Order Form, Customer may be billed for those overages. Customer acknowledges that purchases under this Agreement are neither contingent on the delivery of any future functionality or features nor dependent on any oral or written public comments made by Springbrook regarding future functionality or features. 3.2. Payments. Customer shall pay Invoices within thirty (30) days of the invoice date (the “Invoice Due Date”). All payment obligations are non-cancelable and all amounts paid are non-refundable, except for amounts paid in error that are not actually due under this Agreement. The fees paid by Customer are exclusive of all taxes, levies, or duties imposed by taxing authorities, if any, and Customer shall be responsible for payment of all such taxes, levies, or duties, excluding taxes based on Springbrook’s income. Springbrook shall have no responsibility for any Invoices that are not received due to inaccurate or missing information provided by Customer. Customer shall pay interest on all payments not received by the Invoice Due Date at a rate of one and a half percent (1.5%) per month or the maximum amount allowed by law, whichever is lesser. All amounts due under this Agreement shall be paid by Customer in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law). If requested by Springbrook, Customer will obtain and furnish to Springbrook tax receipts or other certificates issued by the competent taxation office showing the payments of the withholding tax within a reasonable time after payment. Following notice, Springbrook shall be entitled to suspend Customer’s access to the Software if payments are not received within thirty (30) days of the Invoice Due Date. Maintenance and Support Fees will be subject to an automatic annual increase by not more than seven percent (7%) of the prior year’s Maintenance and Support Fees ("Standard Annual Price Increase"). Notwithstanding anything herein to the contrary, if Customer makes its payments pursuant to this Agreement to a Partner, then the payment terms agreed by Customer and such Partner shall govern to the extent anything in this Section 3 conflicts with such Partner payment terms. 4. Confidentiality 4.1. Definitions. “Disclosing Party” and “Recipient” refer respectively to the party which discloses information and the party to which information is disclosed in a given exchange. “Confidential Information” means all disclosed information relating in whole or in part to non-public data, proprietary data compilations, computer source codes, compiled or object codes, scripted programming statements, byte codes or data codes, entity- relation or workflow diagrams, financial records or information, client records or information, organizational or personnel information, business plans, or works-in-progress, even where such works, when completed, would not necessarily comprise Confidential Information. The foregoing listing is not intended by the Parties Springbrook On-Premise Software License & Support Agreement Page 4 (v7/22) to be comprehensive, and any information which Disclosing Party marks or otherwise designates as “Confidential” or “Proprietary” will be deemed and treated as Confidential Information. Information which qualifies as “Confidential Information” may be presented to Recipient in oral, written, graphic, and/or machine-readable formats. Regardless of presentation format, such information will be deemed and treated as Confidential Information. 4.2. Notwithstanding the foregoing, the following specific classes of information are not “Confidential Information” within the meaning of this Section: (a) information which is in Recipient’s possession prior to disclosure by Disclosing Party; (b) information which is available to Recipient from a third party without violation of this MLA or Disclosing Party’s intellectual property rights; (c) information which is in the public domain at the time of disclosure by Disclosing Party, or which enters the public domain from a source other than Recipient after disclosure by Disclosing Party; (d) information which is subpoenaed by governmental or judicial authority; and (e) information subject to disclosure pursuant to a state’s public records laws. 4.3. Confidentiality Term. The obligations described in this Section commence on the Effective Date and will continue until two (2) years following any termination or expiration of this MLA (“Confidentiality Term”). 4.4. Confidentiality Obligations. During the Confidentiality Term, Recipient will protect the confidentiality of Confidential Information using the same degree of care that it uses to protect its own information of similar importance, but will in any case use no less than a reasonable degree of care to protect Confidential Information. Recipient will not directly or indirectly disclose Confidential Information or any part thereof to any third party without Disclosing Party’s advance express written authorization to do so. Recipient may disclose Confidential Information only to its employees or agents under its control and direction in the normal course of its business and only on a need-to-know basis. In responding to a request for Confidential Information, Recipient will cooperate with Disclosing Party, in a timely fashion and in a manner not inconsistent with applicable laws, to protect the Confidential Information to the fullest extent possible. 4.5. Equitable Relief. The Receiving Party acknowledges that unauthorized disclosure of the Disclosing Party’s Confidential Information could cause substantial harm to the Disclosing Party for which damages alone might not be a sufficient remedy and, therefore, that upon any such disclosure by the Receiving Party, the Disclosing Party will be entitled to seek appropriate equitable relief in addition to whatever other remedies it might have at law or equity 4.6. Publicity. During the term of this MLA, including the term of any amendment hereto, Springbrook may publicly disclose its ongoing business relationship with Customer. Such disclosures may indicate Customer's identity and the Springbrook product(s) and services provided or contracted to be provided to Customer. These disclosures may include press releases or other communications to media, display on Springbrook web sites, or use in other marketing activities, but will not include non-public information or indicate Customer's express endorsement of Springbrook's products or services without Customer's prior written authorization. 5. Term and Termination 5.1. Term. The term of this Agreement begins on the Effective Date and will remain in effect until all Term Licenses (and Maintenance and Support Terms, if applicable) expire or until this Agreement is otherwise terminated in accordance with the terms hereof, whichever occurs first (the “Term”). Except as otherwise specified in the applicable Order Form, all Term Licenses (and/or Maintenance and Support Terms, if applicable) will automatically renew for additional Term License (and/or Maintenance and Support Term, if applicable) Periods equal to the expiring Term License (and/or Maintenance and Support Term, if applicable) Period or one year (whichever is shorter), unless either party gives the other at least sixty (60) days’ notice of non- renewal before the end of the relevant Term License (and/or Maintenance and Support Term, if applicable) Period. This Agreement may be renewed at any time by execution of an Order Form referencing this Agreement, and any such renewal will be deemed part of the “Term” hereunder. 5.2. Termination. Springbrook or Customer may terminate if the other party materially breaches this Agreement and, after receiving a written notice describing the circumstances of the default, fails to correct the breach within thirty (30) calendar days. Springbrook may immediately terminate this Agreement and/or Customer’s license to the Software upon Customer’s breach of Section 1.2. Either party may also terminate this Agreement upon written notice if the other party suspends payment of its debts or experiences any other insolvency or Springbrook On-Premise Software License & Support Agreement Page 5 (v7/22) bankruptcy-type event. 5.3. Effect of Termination. Upon expiration or termination of this Agreement for any reason, (i) with respect to Term Licenses, all rights granted to Customer shall terminate and Customer shall destroy any copies of the Software and related documents within Customer’s possession and control; (ii) with respect to perpetual licenses, these will survive termination of this Agreement unless Springbrook terminates the Agreement for Customer’s breach of this Agreement in which case all rights granted to Customer shall terminate and Customer shall destroy any copies of the Software and related documents within Customer’s possession and control; and (iii) each Receiving Party will return or destroy, at the Disclosing Party’s option, the Disclosing Party’s Confidential Information in the Receiving Party’s possession or control. 5.4. Springbrook may terminate this Agreement in the event the Software and/or is phased out across Springbrook’s customer base. In such event, Springbrook will provide Customer sufficient advance notice and the parties will mutually agree to a migration plan for converting Customer to another Springbrook generally- available offering with comparable functionality. 5.5. Survival. All fees that have accrued as of such expiration or termination, and Sections 1, 2, 3, 4, 5, 6.3, 7, and 8, will survive any expiration or termination hereof. 6. Warranties 6.1. Limited Warranty. Springbrook warrants that during the first thirty (30) days following the date the Software is purchased, the Software will, in all material respects, conform to the functionality described in the then- current Specifications for the applicable Software version. Springbrook’s sole and exclusive obligation, and Customer’s sole and exclusive remedy, for a breach of this warranty shall be that Springbrook shall be required to use commercially reasonable efforts to repair or replace the Software to conform in all material respects to the Specifications, and if Springbrook is unable to materially restore such functionality within thirty (30) days from the date of written notice of such breach, Customer shall be entitled to terminate the license to the affected Software upon written notice and Springbrook shall promptly provide a pro-rata refund of the Software license fees (or Maintenance and Support Fees, for perpetual licenses) that have been paid in advance for the remainder of the License Term for the applicable Software (beginning on the date of termination). Customer must notify Springbrook in writing of any warranty breaches within such warranty period, and Customer must have installed and configured the Software in accordance with the Specifications to be eligible for the foregoing remedy. 6.2. Warranty of Non-infringement. Springbrook warrants that it has full power and authority to grant the Software license set out in Section 1.1 and that, as of the effective date of this Agreement, the Software does not infringe any existing intellectual property rights of any third party. If a third-party claims that the Software does infringe, Springbrook may, at its sole option, secure for Customer the right to continue using the Software or modify the Software so that it does not infringe. Springbrook will have the sole right to conduct the defense of any legal action and all negotiations for its settlement or compromise. 6.3. Warranty Disclaimer. EXCEPT AS EXPRESSLY PROVIDED IN THIS SECTION 6, ALL SOFTWARE AND MAINTENANCE AND SUPPORT ARE PROVIDED “AS IS” AND SPRINGBROOK AND ITS SUPPLIERS EXPRESSLY DISCLAIM ANY AND ALL OTHER REPRESENTATIONS AND WARRANTIES, EITHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE WITH RESPECT THERETO, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR THE CONTINUOUS, UNINTERRUPTED, ERROR- FREE, VIRUS-FREE, OR SECURE ACCESS TO OR OPERATION OF THE SOFTWARE. SPRINGBROOK EXPRESSLY DISCLAIMS ANY WARRANTY AS TO THE ACCURACY OR COMPLETENESS OF ANY INFORMATION OR DATA ACCESSED OR USED IN CONNECTION WITH THE SOFTWARE OR MAINTENANCE AND SUPPORT OR THAT THE SOFTWARE WILL BE COMPATIBLE OR WORK WITH ANY CUSTOMER OR THIRD-PARTY SOFTWARE OR HARDWARE. 7. Mutual Indemnification 7.1. Indemnification by Customer. Customer will defend (or settle), indemnify and hold harmless Springbrook, its officers, directors, employees and subcontractors, from and against any liabilities, losses, damages and expenses, including court costs and reasonable attorneys’ fees, arising out of or in connection with any third- Springbrook On-Premise Software License & Support Agreement Page 6 (v7/22) party claim that: (i) a third party has suffered injury, damage or loss resulting from Customer’s use of the Software or (ii) Customer has used the Software in a manner that violates this Agreement or applicable law. 7.2. Indemnification by Springbrook. Springbrook will defend (or at Springbrook’s option, settle) any third-party claim, suit or action brought against Customer to the extent that it is based upon a claim that the Software, as furnished by Springbrook hereunder, infringes or misappropriates the intellectual property rights of any third-party, and will pay any costs, damages and reasonable attorneys’ fees attributable to such claim that are awarded against Customer. In the event that the use of the Software is, or in Springbrook’s sole opinion is likely to become, subject to such a claim, Springbrook’s, at its option and expense, may (i) replace the applicable Software with functionally equivalent non-infringing technology, (ii) obtain a license for Customer’s continued use of the applicable Software, or (iii) terminate the license and provide a pro-rata refund of the Software license fees (or Maintenance and Support Fees, for perpetual licenses) that have been paid in advance for the remainder of the License Term for the applicable Software (beginning on the date of termination). The foregoing indemnification obligation of Springbrook will not apply: (i) if the Software is modified by Customer or its agent; (ii) if the Software is combined with other non-Springbrook products, applications, or processes, but solely to the extent the alleged infringement is caused by such combination; or (iii) to any unauthorized use of the Software. The foregoing shall be Customer’s sole remedy with respect to any claim of infringement of third party intellectual property rights. 7.3. Indemnification Requirements. In connection with any claim for indemnification under this Section 7.3, the indemnified party must: (i) provide the indemnifying party prompt written notice of such claim; (ii) reasonably cooperate with the indemnifying party, at indemnified party’s expense, in defense and settlement of such claim; and (iii) give sole authority to the indemnifying party to defend or settle such claim. 8. LIMITATION OF LIABILITY. The limits below will not apply to the extent prohibited by applicable law. 8.1. IN NO EVENT WILL SPRINGBROOK’S AGGREGATE LIABILITY TO CUSTOMER OR ANY THIRD PARTY ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR FROM THE USE OF OR INABILITY TO USE THE SOFTWARE, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, EXCEED THE TOTAL AMOUNT PAID BY CUSTOMER IN THE TWELVE (12) MONTH PERIOD PRECEDING THE INCIDENT. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY 8.2. NEITHER SPRINGBROOK NOR ANY OTHER PERSON OR ENTITY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SOFTWARE WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR FROM THE USE OF OR INABILITY TO USE THE SOFTWARE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY. 9. Other Terms and Conditions 9.1. Dispute Resolution. This Agreement is governed by the laws of the State of Oregon. Any controversy or claim arising out of or relating to this Agreement, or the breach thereof, will be settled by arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, including the Emergency Interim Relief Procedures, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The place of arbitration will be Multnomah County, Oregon. Either party may apply to the arbitrator for injunctive relief until the arbitration award is rendered or the controversy is otherwise resolved. Either party also may, without waiving any remedy under this Agreement, seek from any court having jurisdiction any interim or provisional relief that is necessary to protect the rights or property of that party, pending the arbitrator’s determination of the merits of the controversy. Each party will initially bear its own expenses and an equal share of the costs of the arbitration, but the prevailing party may be awarded its expenses, reasonable attorneys’ fees, and costs. The failure of either party to object to a breach of this Agreement will not prevent that party from thereafter objecting to that breach or any other breach of this Agreement. 9.2. Assignment. Springbrook may assign its rights and obligations hereunder for purposes of financing or Springbrook On-Premise Software License & Support Agreement Page 7 (v7/22) pursuant to corporate transactions involving the sale of all or substantially all of its stock or assets. 9.3. Entire Agreement. This Agreement shall govern each Order Form, sales quotation, proposal, purchase order, or other ordering document that references this Agreement. The parties expressly disclaim any alternate terms and conditions accompanying drafts and/or purchase orders issued by Customer. 9.4. Severability and Amendment If any particular provision of this Agreement is determined to be invalid or unenforceable, that determination will not affect the other provisions of this Agreement, which will be construed in all respects as if the invalid or unenforceable provision were omitted. No extension, modification, or amendment of this Agreement will be effective unless it is described in writing and signed by the Parties. Exhibits Follow Springbrook On-Premise Software License & Support Agreement Page 8 (v7/22) EXHIBIT A SPRINGBROOK SOFTWARE SUPPORT POLICY (ON-PREMISE) This Springbrook Support Policy (“Support Policy”) is a policy governing the use of Springbrook software as service products (the “Service(s)”) under the terms of the services agreement (the “Agreement”) between Springbrook Holding Company, LLC and its affiliates (“Springbrook”, “us” or “we”) and the purchaser of Springbrook’s Service (“Customer”). This Support Policy may be updated from time to time by Springbrook in its sole discretion. Updates Updates may address security fixes, critical patches, general maintenance functionality, and documentation and shall be made available at Springbrook’s discretion. Springbrook is under no obligation to develop any future functionality or enhancements unless otherwise specified in the Agreement. If an update for the Service is made available to Customer pursuant to this Support Policy, it will automatically replace the previous version of the applicable Service. Support Commitment In support of the Services, Springbrook will provide Customer with the following first line support: Telephone Support. Springbrook’s Customer Resource Center (CRC), a live technical support facility, will be available to Customer from 5:00 a.m. until 5:00 p.m. Pacific time Monday through Friday, excluding Springbrook’s observed holidays. Email Support. Springbrook provides an electronic mail address (help@sprbrk.com) to which Customer may submit routine or non-critical support requests. Email Support Requests will be addressed by Springbrook during its regular business hours of 5:00 a.m. until 5:00 p.m. Pacific time Monday through Friday. Online Support Materials. Springbrook will make available to Customer certain archived client-side software updates and other technical information in Springbrook’s online support databases. This Online Support will be continuously available to Customers. Upgrade/Downgrade of Severity Level If, during the Support Request process, the issue either warrants assignment of a higher severity level than currently assigned or no longer warrants the severity level currently assigned based on its current impact on the production database, then the severity level will be upgraded or downgraded accordingly to the severity level that most appropriately reflects its current impact. Third Party Product Support If any third-party software is supplied by Springbrook, Springbrook disclaims all support obligations for such third- party software, unless expressly specified by Springbrook in Customer’s Agreement. Exclusions The following Support Exclusions are not covered by this Support Policy: (a) Support required due to Customer’s or any End User’s or third party’s misuse of the Services; (b) Support during times outside of Springbrook’s regular business hours stated above; (c) Support necessitated by external factors outside of Springbrook’s reasonable control, including any force majeure event or Internet access or related problems. Springbrook On-Premise Software License & Support Agreement Page 9 (v7/22) EXHIBIT B RESPONSE AND RESOLUTION GOALS Critical Definition. System or application is non-functional or seriously affected and there is no reasonable workaround available (e.g., business is halted). Response goal. Confirmation of receipt within 1 business hour. Update as information arrives or at the interval agreed with the Customer. Resolution goal. Upon confirmation of receipt, Springbrook begins continuous work on the case. Springbrook will put forth the effort to provide a workaround, fix, or estimated completion date within 72 hours after the problem has been diagnosed and/or replicated, provided there is an agency representative available to assist with issue diagnosis and testing during the resolution process. High Definition. System or application is affected and there is no workaround available or the workaround is impractical (e.g., system response is very slow, day to day operations continue but are impacted by the work around). Response goal. Confirmation of receipt within 4 business hours. Resolution goal. Springbrook will put forth our best effort to provide a workaround or fix or estimated completion date within 14 business days after the problem has been diagnosed and/or replicated. Medium Definition. System or application feature is non-functional and a convenient workaround exists (e.g., non-critical feature is unavailable or requires additional user intervention). Response goal. Confirmation of receipt within 8 business hours. Resolution goal. Springbrook will put forth our best effort to provide a workaround or fix or estimated completion date within 21 business days after the problem has been diagnosed and/or replicated. Low Definition. System or application feature works, but there is a minor problem (e.g., incorrect label, or cosmetic defect). Response goal. Confirmation of receipt within 24 business hours. Resolution goal. Resolution for the issue may be released as a patch set or be incorporated into a future release of the product.