Legal

purpose of providing the Services in accordance with the Agreement. Notwithstanding the foregoing, Built may compile and use de-identified and/or aggregated data derived from Client Data that does not identify an individual ("De-Identified Data") for Built's business purposes, including without limitation for analyzing Client needs, improving its services, and creating new products or services, and Built will own all rights, title and interest in and to any such De-Identified Data. 5.3. Retention of Data. At a minimum during the Term, Built will retain Client Data for the greater of seven years from the creation date of the Client Data or in accordance with applicable law. 5.4. Rights in Client Marks. During the Term, Client hereby grants Built the right to use Client's name and logo ("Client Marks") in Client lists, or otherwise publicize the fact that Client is a client of Built ("Built Publicity"). Goodwill associated with Client Marks inures solely to Client and Built shall take no action to damage the goodwill associated with the Client Marks or with Client. 6. REPRESENTATIONS AND RESTRICTIONS 6.1. Compliance with Laws. Each Party agrees to comply with all applicable federal, state, and local laws and regulations when performing and using the Services under the Agreement, including without limitation the requirements of the Gramm-Leach-Bliley Act. 6.2. Use Restrictions. Client agrees that it will not, and will not permit any User to, use the Services to: (a) intentionally or unintentionally violate any applicable local, state, national or international law; (b) upload, post, e-mail, otherwise transmit or post links to any content used on or in connection with the Services that Client does not have a right to transmit pursuant to any of the following: (i) any law or regulation; (ii) any contractual or fiduciary relationships (such as confidential information); or (iii) any trade secrets, trademark, patent, copyright or other intellectual property right; (c) install or transmit any material used on or in connection with the Services that contains any malicious software including without limitation viruses, worms, Trojan horses, time bombs, trap doors or any other computer code, files or programs or repetitive requests for information designed to interfere with the performance of, or impair the functionality of the network of Built; (d) reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code or structure of the software used in the Services; (e) provide, lease, lend, or share the Services or Deliverables (including without limitation reports and other output of the Services) outside of Client or Client's regulatory authorities without Built's informed written consent; (f) remove any proprietary notices or labels displayed on the Services, Documentation and Deliverables; (g) create a derivative work of any part of the Services; (h) create Internet "links" to or from the Services, or "frame" or "mirror" any of Built's content which forms part of the Services; or (i) compete with Built's products or services. Built reserves the right to remove Client or User access to the Built Platform in the event of a violation of these use restrictions and/or delete or remove any content that may violate these use restrictions. 6.3. Privacy Policy. Built maintains a privacy policy that is incorporated herein by reference and may be updated from time to time with notice to Client. Client understands and agrees that Client and all Users are bound by the Privacy Policy located at http://getbuilt.com/privacy-policy ("Privacy Policy"). Each party may process personal information in accordance with its own privacy policy. Built and Client are each a separate "business" under the California Consumer Privacy Act of 2018 ("CCPA"). 7. INDEMNIFICATION 7.1. Indemnification of Client. Built shall defend, indemnify and hold harmless Client and Client Agents, ("Client Indemnitees") from, defend Client Indemnitees against, pay any final judgments awarded against Client Indemnitees, and pay all reasonable costs and attorneys' fees resulting from any claims, liabilities, losses, suits, and damages asserted by a third party based on, or alleging infringement of any patent, copyright, trade secret, or other intellectual property right by the Services ("Built Indemnified Claim"). If a Built Indemnified Claim has occurred, or in Built's opinion is likely to occur, Client agrees that Client's sole and exclusive remedy is for Built to do one of the following, at Built's sole discretion: (a) procure for Client the right to continue using the Services; (b) replace or modify the Services so that they become non-infringing; or (c) if neither of the foregoing alternatives is reasonably available, immediately terminate Built's obligations (and Client's rights) under this Agreement with regard to such Service(s), and grant to Client a credit for the unused portion of any Fees. Built's indemnification obligations related to intellectual property infringement do not apply to the extent that an Indemnified Claim arises out of: (a) Client's, Client's Agents or a User's breach of this Agreement; (b) revisions to the Services made without Built's written consent; (c) Client's failure to incorporate Services updates or upgrades that would have avoided the alleged infringement; or (d) Built's modification of the Services in compliance with specifications provided by Client. 7.2. Indemnification of Built. Client shall defend, indemnify and hold harmless Built, its Agents, affiliates, subsidiaries, assigns and successors in interest ("Built Indemnitees") from, defend Built Indemnitees against, pay any final judgments awarded against Built Indemnitees, and pay all reasonable costs and attorneys' fees resulting from any claims, liabilities, losses, suits, and damages asserted by a third party (including without limitation Participant Users) arising from or relating to (i) any Client Data, (ii) any Client-offered product or service, and/or (iii) Built's compliance with Client's instructions to Built. 8. WARRANTY, WARRANTY DISCLAIMERS AND LIMITATIONS 8.1. Built Warranty. Built warrants and represents to each of the following: (i) it is the owner of the Services and each and every component thereof, or the recipient of a valid license thereto; (ii) it has and will maintain the full power and authority to grant intellectual property and other rights granted in this Agreement without the further consent of a third party; and (iii) it will provide the Services in a professional and workmanlike manner. Lender & Asset Manager MSA v.10.22

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