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(.1lariti <br />Exhibit "A" <br />Salesforce,com End User Subscription Agreement <br />This is an Agresnlem. between Salesrorce.com and the Customer and governs the Customer's access to and use of the Apex Platform and related services <br />provided by Salesforce.com. This Agreement exempts Salesforce.com and other persons fron) liability or limits their liability and contains other important <br />pi ovisiuns that Cuetumer should read. By signing the CLAN I TI Su Oscriptiun Ayrsanlant, Customer acknuwladges anti signifias that it Ilan read, Lindarstuud, <br />and agreed to this Agreement. If Customer does not accept and agree to this Agreement, Customer may not access or use the Apex Platform. <br />1. DxtIn Itl <br />In this Agreement <br />(al "AppExchange" means the online directory of on -demand applications that work with the Service. located at http://www.appexchinge.com or <br />at any successor wtibrdtes. <br />(b) Reseller means Clariti Cloud Inc. <br />(c) "Service" means the online, Web -based application provided by SFDC via http://wvww.salesforce.com and/or other designated websites, <br />including associated ornme components but excluding AppExchange applications. <br />a) rUsers" means Ynur Pmpinyees, representatives rnnslltants rnnirnrinrs fir Agents who Are Authnn7ed to use the Service And have hP.Pn <br />supplied user identifications and passwords by You (or by Salesfurce.cunl or Keseller at Your request). <br />(et You and Your means the customer entity which has contracted to purchase subscriptions to use the Service subject to file conditions of <br />Illese End User S05"riplion Terrns. <br />(r) Your Data means all electronic data or Information sebrnlned by You to the 5arvlca. <br />2. Use of Service. <br />(a) User subscriptions cannot be shared or used by more than one User (but may be reassigned from time to lime to new Users who are replacing <br />tormw U9w1 Who ItaVP tw ililriatHd PI11ploynlwit With Yoll or Otherwise Changed )nh StAtu5 of LlhCllnh And rill Orlgar require OSR of the SHIVICe). <br />(b) You (if arc responsible for all activities occurring under Your User accounts: (if) arc responsible for the content of all Your Data: m) shall use <br />cum mureialIy ruasunaUp ufforts to prevent unauthorized access to, or Lisp of, the Survicn, and shall notify HcscIler or Sal csfurcu. cum promptly <br />Or any such unaulhOh[ed use You become aware of: and (iv) shall comply with all applicable local. state. federal and foreign laws ano regulations <br />in usinrl thH Sp.ry ICP. <br />(r.) You shall use the Service solely for Your internal business purposes and shall not (0 license. subliconse. still, resell, rent. lAiso. transfer. <br />assign. distribute. time share or otherwise commercially exploit or make the Service available to any third party. other than to Users or as <br />olherwifie f.OtdP.Olp elP.d by II)eSP. End User Subscription TPrn1S: (if) SP.rld Spam Or OIhe..rwi3e dupGCalivP. Or Ling Ohcil P.d n1P.6811get m V101aliOn Of <br />AppllrAhlP Aw3: (III) SBnrl Or store Infringing, nh4rPOe 1hraAtening lhaln114 Or Otherw140 Ilnlawflll fir todiniiR nl AtArl Al, Inrlllrling matArl Al that m <br />harmful to children or violates Third party privacy rights, (iv) send or store viruses, worms, tinge burnbs, I rolan horses and other harmful or <br />malicious COdC. files scripts, agents or programs (v) interfere with or disrupt the integrity or performance of the Scrvicc Or the oats contained <br />lhereirl: Or (vi) attempt to gain unaulh Oriaed access to [lie Service or ils related systems or nelwcnks <br />(d) You shall not (i) modify, copy or create derivative works based on the Service. (if) frame or mirror any content fomhing part of tha Service. other <br />than on Your own lntranets or otherwise for Your own internal husness purposes (m) reverse engineer the Service, or (iv) access the Service <br />to order to (A) build a competitive product or service. or (B) copy any ideas, features. functions or graphics of the Service. <br />1 Services Provided. The Service will be mace available to You pursuant to the terms and conditions set forth in this End User Subscription <br />Agreamant. Sslastorne.com shall (it not use, modify, or disclose to anyone Other than Users, Your Data; (if) maintain the sacurity And integrity of the <br />Service and Your Data, (. if) provide basic support to Your Users, only to the extent such cases are escalated to SFDC by Rcscllcr in Rcsoller's discretion; <br />and (iv) use commercially reasonable efforts to make the Service available 24 hours a day, 7 days a week, except for: (a) planned downtime (of which <br />Salesforco.coin shall give a[ Icast 8 i)ours notice via the Service and which Salosforce.eonl shall schedule to the extent teasonobly procticablo during the <br />Weekend hours from fi: DO p.m. U.S. PACIhC Time Friday to n:on a.m. U.S. PAC111C Time Monday), or (h) any unAvAllahlllty cauAAd by nimum StAnCAA haynnd <br />.SiiI CGfUI'L0.LUIlla nuasunablp LunlrUI. II ILIUditic WIIIIUUI lltlllJLUH, ULLS of Gud, acts of guvpnmhunl, flood, Grc, earthquakes, civil whresl, acts of tcrrur. <br />strikes or other labor problems (other than those involving Salesforce.com employees), computer, telecommunications, Internet service provider or hosting <br />facility failures or delays involving hardware. software or power systems not within Salesforce.com's possession or reasonable control. arid denial of <br />service attacks. <br />4. Third -Party Providers. Certain third-parly providers, 5orne of whigh may he listed or pages within $alesforce.COnf'S website and inr,Iuding <br />providers of AppExchange applications. offer products and services related to the Service. including implementation, customization and other consulting <br />servir:es ralalad to eusbnhers' use of Iha Service and applications (both offline and online) that work in conjunction will IhH SHrvica, such as by exr.hanginq <br />data witn the Service or by offering additional functionality within the user interface of the Service through use of the Scrvicc s applicat!on programming <br />iriLPi face. Sal esforce.rom does nol warrant any such third -party providers or any of their products or services, whel(her or nol such Of or services <br />are cesignated by Salesforce.com as "certified." "validated" orotherwise. Any exchange of data orotner interaction between You and a third -party provider. <br />and any purchase by You of any product Or service Offered by such third -party provider, is solely between You and such third -party provider. In addition. <br />from time to time. certain additional functionality (not defined as part of trip Scrvicc) may be offered by Salesforpc.conh or Rcscllcr to You. for an additional <br />fee, on a pasrtlrough or OEM basis pursuant to lerrns specified by the licensor and agreed to by You in connection will a separa.e Pu«:hase by You of <br />such additional functionality. Your Lisa of any such additional functionality ,hall be governed by such form,.,, which shall pravail in the event of any <br />inconsistency witn the terms of these End User Subscription Terms. No purchase of surh third -party products or services is required to use the Service. <br />5. �� Ice o c ImI c rig s express y gran c prsyAer, s1 es urec.cam reserves a rig foal in and to the <br />Service. indutli li@Ilecwal property rights. No rights are granted Ca4'ou I tleunder other tnnn as express s Ithese End User <br />Copyright L020 Clantl Cloud Inc. All rights reserved. <br />