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BASIC TERMS AND CONDITIONS <br /> The following terms and conditions shall apply to this Agreement. <br /> 1. Term. The term of this Agreement shall commence on the date of Customer's signature or, if later,the Effective Date <br /> set forth on the first page of this Agreement. The initial term of this Agreement shall continue for one(1)year after <br /> commencement. Upon expiration of the initial term,the term will continue with automatic renewals for additional one <br /> (1) year terms, unless written notice of non-renewal is delivered by either party to the other not less than ninety (90) <br /> days prior to the expiration date. In the event that IM continues to hold Deposits after the expiration or termination of <br /> this Agreement, the terms of this Agreement shall continue to apply until all Deposits have been removed from IM's <br /> facility, except that IM may adjust rates upon thirty(30)days' written notice. <br /> 2. Charges. Rates and charges shall be as specified in the Pricing Schedule(Schedule A) and/or other Schedules. Rates <br /> and charges for storage and services shall remain fixed for the first year of service by IM,and may thereafter be changed <br /> by IM upon thirty (30)days' notice. Transportation surcharges apply and change monthly without notice in accordance <br /> with IM's fuel surcharge policy, which may be found at https://www.ironmountain.com/support/how-it- <br /> works/resources/transportation/fuel-surcharge/us-fuel-surcharge. Customer requests requiring IM to alter its standard <br /> operations,billing or collections policies or procedures may be denied and if approved,subject to additional charges. <br /> _.. . 3.. Customer Instructions. Customer warrants that it is the.ow_n_er.or legal.custodian of the Deposits.and.has full authority <br /> to store and direct their disposition in accordance with this Agreement. IM will perform services pursuant to the <br /> direction of Customer's agent(s) identified pursuant to IM's standards. Authority granted to any persons on standard <br /> authorization forms shall constitute Customer's representation that the identified persons have full authority to order <br /> any service, including disposal or removal of Deposits. Such orders may be given in person, by telephone or by email. <br /> Customer releases IM from all liability related to the destruction of materials pursuant to Customer's authorization. <br /> 4. Operational Procedures. Customer shall comply with IM's reasonable operational requirements, as modified from <br /> time to time, regarding cartons, carton integrity, delivery/pickup/account closing volumes, preparation for pickup, <br /> security, secure shredding protocols, access and similar matters. Extraordinary volume requests (defined as 125% of <br /> the average volume over the immediately preceding three month period)may involve additional costs,such as overtime, <br /> which Customer will pay at IM's overtime rates,provided Customer consents to such costs in advance. <br /> 5. Force Majeure. Neither party shall be liable for delay or inability to perform caused by acts of God, governmental <br /> actions, labor unrest, acts of terrorism, riots,unusual traffic delays or other causes beyond its reasonable control. <br /> 6. Governmental Orders. IM is authorized to comply with any subpoena or similar order related to the Deposits, at <br /> Customer's expense,provided that IM notifies Customer promptly upon receipt thereof,unless such notice is prohibited <br /> by law. IM will cooperate with Customer's efforts to quash or limit any subpoena,at Customer's expense. <br /> 7. Confidentiality. "Confidential Information" means any information concerning or relating to the property, business <br /> and affairs of the party disclosing such information that is furnished to the receiving party, and regarding this <br /> Agreement, its Schedules and IM's processes and procedures; except for information that was previously known to the <br /> receiving party free of any obligation to keep it confidential, is subsequently made public by the disclosing party or is <br /> disclosed by a third party having a legal right to make such disclosure. Confidential Information shall be used only in <br /> the manner contemplated by this Agreement and shall not be intentionally disclosed to third parties without the <br /> disclosing party's written consent, except as authorized in Section 6. IM shall not obtain any rights of any sort in or to <br /> the Confidential Information of Customer contained in Deposits. IM shall implement and maintain reasonable <br /> safeguards designed to protect Customer's Confidential Information. <br /> S. Limitation of Liability. <br /> a. Liability for Loss or Damage to Deposits. IM shall not be liable for any loss or destruction of, or damage to, <br /> Deposits, including costs resulting from a loss of a Deposit constituting a breach of data security or confidentiality, <br /> unless such loss or damage resulted from IM's negligence. If liable, the amount of IM's liability is limited as <br /> provided on the first page hereof. Deposits are not insured by 1M against loss or damage, however caused. <br /> Customer may insure Deposits through third-party insurers for any amount. Customer shall cause its insurers of <br /> Deposits to waive any right of subrogation against IM. <br /> b. Liability for Non-Storage Services. With respect to services not related to the storage of Deposits, IM shall not be <br /> liable for any loss or default, including direct damages resulting from a breach of data security or confidentiality, <br /> unless such loss or default is due to the negligence of IM. IM shall not be liable for the loss of contents of shredding <br /> bins unless and until the contents are in the custody and control of.IM and only to the extent caused by IM's <br /> negligence. If liable under this subsection(b),the amount of IM's liability is limited as provided on the first page <br /> hereof. <br /> IM-5000 rev. 11/1/2022 OO 2022 Iron Mountain Incorporated Page 2 of 4 <br />