End User License Agreement

This End User License Agreement (EULA) is a legal agreement between You (the “Licensee”) and Benevate, Inc.,
d/b/a Neighborly Software (the “Licensor”) regarding the use of the Software (defined below). By using the
Software, Licensee agrees to be bound by the terms and conditions set forth in this EULA. If Licensee does not
agree to terms and conditions in this EULA, then Licensee may not utilize the Software.
1. Definitions.
“Confidential Information” means all information, oral or written, that either party discloses (“Discloser”) to the
other (“Recipient”) that is designated as confidential or that reasonably should be understood to be confidential
given the nature of the information and the circumstances of disclosure. The Licensees’ Confidential Information
includes its Data; Licensor Confidential Information includes but is not limited to services and content provided to
the Licensee through the use of the Software.
“Data” means electronic data and information submitted by a Licensee through the Software or collected and
processed by a Licensee through the Software.

“Licensee” refers to the types listed below:

“Administrative User” means those Licensees designated and authorized by the Customer or Agency to use
one of the purchased licenses to access the Software in accordance with a separate Software as a Service
Agreement (the “Agreement”).
“Applicant User” means those Licensees creating an account for the purposes of applying for a program
through the Software, using his or her login credentials (email address and password), which may only be
used by that single, named user.
“General User” means all other Licensees, such as a contractor, subrecipient, or other user who has created
an account at the direction of an Administrative User or Applicant User for a specific and limited pur pose
such as assisting on an application or uploading required documentation.
“Software” means “the proprietary web-based products, including, but not limited to, the source code, object code
or underlying structure, ideas, know-how or algorithms, documentation, or data related to the services provided by
Licensor.”
2. Licensee Certification and Responsibilities.

a. The Licensee acknowledges and certifies the following:

i. you are accessing the Software for a legitimate and lawful purpose;

ii. you are responsible for compliance with the terms of this EULA;

iii. you are responsible for the accuracy, quality, and legality of the Data and the means by which you
acquire the Data;

iv. that at no time is it permissible for a Licensee to share his or her login credentials with another
individual and that you will use reasonable efforts to prevent unauthorized access to or use of the
Software and Data; and

Last Updated: April 27, 2023

 v. that you will notify Licensor immediately if login information is lost, stolen, or disclosed to an
unauthorized person or any other breach of security in relation to its passwords, usernames, or other
access information that may have occurred or is likely to occur.

3. Grant of License and Reservation of Rights.

a. Scope of License. Licensor grants Licensee access to the Software, subject to the Licensee type defined
above as well as all terms of this EULA.

b. Reservation of Rights. Licensor shall own and retain all right, title, and interest in and to the Software, all
improvements, enhancements, or modifications thereto; any software, applications, inventions, or other
technology developed in connection with implementation of services or support; and all intellectual
property rights related to any of the foregoing. No rights are granted to the Licensee hereunder other than
those expressly set forth herein.

4. Limitations.

a. Copies, Reproduction, and Distribution. The Licensee is prohibited from making copies, reproducing,
and/or distributing the Software and any content (excluding Data) or service therein without written consent
from the Licensor.

b. Usage Restrictions. Licensee will not, directly, or indirectly: (i) reverse engineer, decompile, disassemble,
or otherwise attempt to discover the source code, object code or underlying structure, ideas, know -how or
algorithms relevant to the services or any software, documentation, or data related to the services; (ii)
modify, translate, or create derivative works based on the services or any Software; (iii) use the Software
to store or transmit infringing, libelous, or otherwise unlawful or tortious material, or to store or transmit
material in violation of third-party privacy rights; (iv) interfere with or disrupt the integrity or performance
of the Software; (v) attempt to gain unauthorized access to any service or content within the Software or its
related systems or networks; (vii) copy a service or any part, feature, function or user interface thereof; nor
access any service or content in order to build a competitive product or software.

5. Protection of Confidential Information.

a. Protection of Data. Licensor has adopted appropriate data collection, storage and processing practices, and
security measures to protect against unauthorized access, alteration, disclosure, or destruction of your
personal information, username, password, transaction information, and data stored using our Software.
Access to your data on our Software is password-protected, and data is protected by SSL encryption. See
our Privacy and Consent Policy for more information.

b. Use of Data of Administrative Users. All Data is technically owned by the Customer or Agency that has
entered into an Agreement with the Licensor. All Data is available to authorized Administrative Users to
qualify and process your application for services as well as to generally administer programs.

c. License by Applicant User to Licensor. Applicant User is granting permission to Licensor to collect and
store Data through the Software on behalf of the Customer or Agency. Further, you are granting Licensor
permission to (i) use such information and data to improve and enhance its system and/or (ii) disclose such
data solely in aggregate or other de-identified form in connection with its business.

Last Updated: April 27, 2023

6. Disclaimer.

EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT AND TO THE MAXIMUM EXTENT
PERMITTED BY APPLICABLE LAW, THE SOFTWARE AND SERVICES ARE PROVIDED “AS IS”
AND LICENSOR DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT
LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR
PURPOSE. LICENSOR DOES NOT WARRANT THAT THE SERVICES WILL BE ERROR-FREE OR
UNINTERRUPTED OR MAKE ANY WARRANTIES AS TO THE RESULTS THAT MAY BE OBTAINED
FROM USE OF THE SOFTWARE AND SERVICES. THE LIMITED WARRANTIES PROVIDED HEREIN
ARE THE SOLE AND EXCLUSIVE WARRANTIES PROVIDED TO LICENSEE IN CONNECTION WITH
THE PROVISION OF THE SOFTWARE AND SERVICES.

7. Limitation of Liability.

LICENSOR SHALL NOT BE LIABLE TO LICENSEE, OR ANY OTHER PERSON OR ENTITY

CLAIMING THROUGH LICENSEE ANY LOSS OF PROFITS, INCOME, SAVINGS, OR ANY OTHER
CONSEQUENTIAL, INCIDENTAL, SPECIAL, PUNITIVE, DIRECT, OR INDIRECT DAMAGE,
WHETHER ARISING IN CONTRACT, TORT, WARRANTY, OR OTHERWISE. THESE LIMITATIONS
SHALL APPLY REGARDLESS OF THE ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

8. Miscellaneous.

a. Non-Transferable. Licenses are non-transferable without prior written consent of Licensor.

b. Jurisdiction. This EULA shall be deemed to have been made in and shall be construed pursuant to the laws
of the State of Delaware, without regard to conflicts of law provisions thereof.

c. Waivers. No waiver of any provision of this EULA or consent to any action shall constitute a waiver of any
other provision of this EULA or consent to any other action. No waiver or consent shall constitute a
continuing waiver or consent or commit a Party to provide a future waiver.

d. Severability. If any provision of this EULA is found to be unenforceable or invalid, that provision will be
limited or eliminated to the minimum extent necessary so that this EULA will otherwise remain in full force
and effect and enforceable.

e. Entire Agreement. This EULA constitutes the entire agreement between Licensor and Licensee (with the
exception of Agreements made directly with Licensor’s clients) and supersedes all prior understandings of
Licensor and Licensee, including any prior representation, statement, condition, or warranty with respect
to the subject matter of this EULA.

9. Updates.
Neighborly Software reserves the right to update this EULA periodically and without prior notice to you. We
will post a notice on the Neighborly Software portal that points to this EULA to notify you of any substantive
changes. Any changes will become effective upon posting of the revised EULA on the portal. We will indicate
at the bottom of this EULA when it was last updated.

Last Updated: April 27, 2023