Remix Technologies LLC 9/14/2021

DocuSign Envelope ID:DCB6F45C-AC01-45CD-9324-AB088020D6A4 remix Unless and to the extent required by government authorities, law enforcement agencies or other regulatory or judicial bodies or otherwise to the extent expressly required by applicable law,the Receiving Party will limit access to the Confidential Information to Authorized Users (with respect to Customer) or to personnel and contractors who have a need to know such information for the purpose of the performance of the Receiving Party's obligations or exercising its rights under this Agreement,who have confidentiality obligations no less restrictive than those set forth herein, and who have been informed of the confidential nature of such information.The Receiving Party will protect the Disclosing Party's Confidential Information from unauthorized use, access, or disclosure in the same manner that it protects its own proprietary information of a similar nature, but in no event with less than reasonable care. Regardless of anything to the contrary in the Agreement, Customer has no obligation to destroy or return any Confidential Information, in which case Customer shall continue to comply with the safeguards required in this Section 9 for as long as Confidential Information is retained. 9.3 Exceptions.The confidentiality obligations set forth in Section 9.2 will not apply to any information that(a) is at the time of disclosure or becomes generally available to the public through no fault of the Receiving Party; (b) is lawfully provided to the Receiving Party by a third party free of any confidentiality duties or obligations; (c) was already known to the Receiving Party at the time of disclosure free of any confidentiality duties or obligations; or (d) the Receiving Party can demonstrate, by clear and convincing evidence, was independently developed by employees and contractors of the Receiving Party who had no access to the Confidential Information. In addition, the Receiving Party may disclose Confidential Information to the extent that such disclosure is necessary for the Receiving Party to enforce its rights under this Agreement or is required by law or by the order of a court or similar judicial or administrative body, provided that (to the extent legally permissible) the Receiving Party promptly notifies the Disclosing Party in writing of such required disclosure to the extent permitted by law. 9.4 Washington Public Records Act. Remix acknowledges that the Customer is subject to the Washington Public Records Act, chapter 42.56 RCW and other Washington statutes related to open government (collectively, the "Act"). If the Customer receives a records request under the Act that requests any Confidential Information, then the Customer shall give reasonable written notice to Remix so that Remix may request appropriate redactions and provide the legal bases for relevant claimed exemptions to disclosure..The Customer has no obligation to provide such notice for anything that is not Confidential Information. Where Customer does not agree with Remix's claimed exemptions to disclosure, if Remix desires that the Confidential Information not be disclosed, Remix shall commence an action in Snohomish County Superior Court before the disclosure date. Notwithstanding anything to the contrary in the Agreement,the Customer has no liability whatsoever to Remix for the disclosure of any record when that disclosure is consistent with the Act or with an order applying the Act entered by the Snohomish County Superior Court or a Washington appellate court. 10. INDEMNIFICATION 10.1 By Remix. Remix will defend at its expense any claim brought against Customer insofar as such claim is based on a claim by any third party alleging that the Remix Solution infringes such third party's patent, copyright or trademark rights under applicable laws of any jurisdiction within the United States of America, and will indemnify and hold harmless Customer from and against any damages, expenses and costs finally awarded against Customer or agreed in settlement by Remix(including reasonable attorneys'fees and costs) resulting from such claim. If any portion of the Remix Solution becomes, or in Remix's opinion is likely to become,the subject of a claim of infringement, Remix may, at Remix's option: (a) procure for Customer the right to continue using the Remix Solution; (b) replace the Remix Solution with non-infringing software or services which do not materially impair the functionality of the Remix Solution; (c) modify the Remix Solution so that it becomes non-infringing; or (d) terminate this Agreement and refund any unused prepaid Fees for the remainder of the term then in effect, and upon such termination, Customer will immediately cease all use of the Remix Solution and Documentation. Notwithstanding the foregoing, Remix will have no obligation under this Section 10.1 or otherwise with respect to any infringement claim based upon (i) any use of the Remix Solution not in accordance with this Agreement or as 7