REVOLUTION ANALYTICS, INC. END USER LICENSE AGREEMENT IMPORTANT-READ CAREFULLY: THIS END USER LICENSE AGREEMENT (THE "AGREEMENT") IS A BINDING AGREEMENT BETWEEN YOU OR THE ENTITY YOU REPRESENT ("LICENSEE") AND REVOLUTION ANALYTICS, INC. ("REVOLUTION"). THIS AGREEMENT PROVIDES THE TERMS UNDER WHICH REVOLUTION LICENSES TO LICENSEE THE REVOLUTION SOFTWARE AND DOCUMENTATION (BOTH AS DEFINED BELOW). BY SELECTING THE "I ACCEPT" BOX, DOWNLOADING, ACCESSING, INSTALLING OR OTHERWISE USING THE SOFTWARE AND DOCUMENTATION, LICENSEE AGREES TO ALL OF THE TERMS OF THIS AGREEMENT AND THE AGREEMENT WILL BECOME EFFECTIVE AS OF SUCH DATE. IF LICENSEE DOES NOT AGREE WITH ALL OF THESE TERMS, DO NOT SELECT THE "I ACCEPT" BOX, ACCESS, DOWNLOAD, INSTALL OR OTHERWISE USE THE SOFTWARE OR DOCUMENTATION. LICENSEE IS NOT AUTHORIZED TO USE THE REVOLUTION SOFTWARE OR DOCUMENTATION UNLESS AND UNTIL LICENSEE HAS AGREED TO BE BOUND BY ALL OFTHE TERMS OF THIS AGREEMENT. EACH OF REVOLUTION AND LICENSEE IS REFERRED TO HEREIN AS A "PARTY" AND COLLECTIVELY AS THE "PARTIES." Overview This Agreement sets forth the terms and conditions governing Licensee's use of the proprietary software product developed by Revolution called "Revolution R Enterprise." This software product is referred to in this Agreement as the "Software." The Software is delivered as part of a software package that contains proprietary software from Revolution in addition to open-source and proprietary software from third parties. The open-source software and software licensed from third parties is collectively referred to as "Third-Party Software." Use of each of the Third-Party Software components is governed by the respective third party license under which it is licensed. This Agreement does not affect the terms or conditions of those third party license agreements. See http://www.revolutionanalytics.com/licenses/ for a list of Third-Party Software components. Other than trial usage, the Software is licensed on a subscription basis which means that Licensee's right to use the Software is valid for one year at a time unless Licensee and Revolution agree in writing to a different subscription period. Ongoing use of the Software is conditioned upon annual renewal of the subscription. As part of a paid subscription, Licensee is entitled to the technical support described in this Agreement. If Licensee has procured an Academic License, the Software may only be used for bona-fide academic, non-commercial purposes. This Agreement supersedes any prior Revolution license agreement for the Software except for a physical (not online) agreement separately negotiated and executed by Licensee and Revolution. Agreement Licensee agrees as follows: 1. Definitions (a) "Academic Institution" means (i) with respect to the United States, a public or private university or college (including community, junior or vocational college) that grants degrees requiring not less than the equivalent of two (2) years of full-time study and has received accreditation from an accrediting association recognized by the U.S. Department of Education and/or a State Board of Education or an accredited high school, and (ii) with respect to any other nation or territory, an accredited public or private university or college (including community, junior or vocational college or equivalent) that grants diplomas requiring not less than the equivalent of two (2) years of full-time study and has received accreditation from an accrediting association generally recognized in such nation or territory or an accredited high school. Revolution Analytics, Inc. EULA (on-line) 10/18/2013 2 (b) "Academic User" means a named individual who is a current full or part-time student enrolled in an Academic Institution or a full or a part-time faculty or staff member of an Academic Institution. (c) "Documentation" means printed or electronic user manuals, guides or instructions regarding use of the Software that is available from Revolution. Information contained on publicly available portions of Revolution's website(s) or in marketing materials shall not constitute Documentation. (d) "Effective Date" is the date that Licensee consents to this Agreement. (e) "Academic Use" means use of the Software for study, teaching and/or research as conducted by an Academic User and excludes any and all commercial use. Without limiting the foregoing, use of the Software to provide services or information, including research results, to a commercial entity for consideration constitutes commercial use, and as such, requires a Commercial Use License as defined herein. (f) "Initial Term" shall mean the initial one year subscription period commencing upon the Effective Date. (g) "License" means the rights granted in Sections 2.1 through 2.5 with respect to the Software, as may be further specified in a Sales Order. (h) "License Fee" means the periodic fee that Licensee is required to pay to Revolution for a License. The License Fee for the Initial Term shall be as specified in the Sales Order. (i) "Named User" means an individual specifically identified by name in a Sales Order, other ordering document or online registration system. (j) "Output" means reports, analyses, and findings that are generated by the Software. (k) "Renewal Term" means each extension of the Initial Term or prior renewal terms. (l) "Revolution Intellectual Property" means any of Revolution's patents and applications therefore, copyrights, trademarks, service marks, trade names, domain name rights, and trade secret rights, and all other intellectual property rights. (m) "Sales Order" means a document, such as a sales quote, issued by Revolution to Licensee, specifying the number of licenses purchased by Licensee, the price for such licenses, and any other applicable terms. A Sales Order shall only become effective when signed by both Revolution and Licensee. (n) "Software" means Revolution's proprietary software known as "Revolution R Enterprise" (excluding any Third-Party Software incorporated therein). (o) "Software Package" means the Software, Documentation and any Third-Party Software. (p) "Technical Support Services Plan" means Revolution's support services plan for the Software as set forth in Exhibit A and as may be modified from time to time. The provision of the Technical Support Services Plan is included in the License Fee. (q) "Subscription" means the License and Technical Support Services Plan to which Licensee is entitled for a fixed period of time by virtue of paying the applicable License Fees. That period of time is referred to as the "Subscription Period." (r) "Supported Software" means the then-current release version of the Software and one (1) major release prior to the then-current version, as well as interim releases made between such major releases. (s) "Updates" means any defect corrections, updates, upgrades, improvements, modifications, new releases or versions, and/or other enhancements to/for the Software made by Revolution that increase the speed, efficiency, or ease of operation of the Software, or add additional capabilities to or otherwise improve the features or functionality of the Software. Upgrades include any updated data, replacement, Revolution Analytics, Inc. EULA (on-line) 10/18/2013 3 improvement, patch, major product upgrade (e.g., version 1.0 to 2.0), minor product upgrade (e.g., version 2.0 to 2.1) or maintenance upgrade (e.g., version 2.1 to 2.1.1). Updates to the Software, and/or Documentation, shall be deemed Software, and/or Documentation, as applicable, for purposes of this Agreement. Updates do not include new products. (t) "Term" means the Initial Term and all Renewal Terms. (u) "Third-Party Software" means certain software not developed by Revolution, consisting of open source software and third party proprietary software, that Revolution provides (but does not license) to Licensee in connection with the Software. (v) "Trial Period" means the period commencing on the Effective Date and ending 30 days thereafter, unless earlier terminated as set forth below in Section 8. (w) "Workstation" means a single computing device that is intended for use by a single user. 2. License Rights, Restrictions and Ownership 2.1 Trial Use License. During the Trial Period and subject to the terms and conditions of this Agreement, Revolution grants Licensee a non-exclusive, non-transferable, revocable, non-sublicensable, limited license to install and use the Software on one (1) Workstation by one (1) individual solely for the purpose of evaluating and testing the Software and for no other purpose (a "Trial Use License"). Trial Use Licenses are not renewable. 2.2 Individual Academic Use License. Subject to the terms and conditions of this Agreement and on a no fee basis, Revolution grants one (1) Academic User a non-exclusive, non-transferable, non-sublicensable, revocable, limited right to use the Software only for Academic Use on one (1) Workstation for one (1) year (an "Academic Use License"). Renewal of an individual Academic Use License may require agreement to the then current license terms and affirmation of eligibility. 2.3 Academic Institution Site License. Subject to the terms and conditions of this Agreement, Revolution grants Academic Institution and its authorized Academic Users a non-exclusive, non-transferable, non-sublicensable, revocable, limited right to use the Software for Academic Use only during the period of time for which the Academic Institution has paid the applicable license fees (an "Academic Institution Site License"). Academic Institutions that have been granted an Academic Institution Site License may install the Software on servers, clusters of servers, cloud based equipment, and Workstations all in an environment under the control and administration of the Academic Institution. The Initial Term of an Academic Institution Site License is one (1) year. Subsequent Renewal Terms may require agreement to the then current license terms and affirmation of eligibility. 2.4 Workstation License. Subject to Licensee's compliance with the terms and conditions of this Agreement including payment of applicable License Fees, Revolution grants Licensee a non-exclusive, non-sublicensable, revocable, limited right to use the Software on one (1) Workstation during the Subscription Period (a "Workstation License"). Licensee's Workstation License may be used exclusively by one (1) Named User and excludes automated use of the Software (i.e., no batch processing, no embedding in other applications, or no use of the Software initiated by any system, process, technology or any means other than direct interaction by the Named User). If Licensee needs to use the Software beyond these restrictions Licensee will need to purchase a server software license (i.e., a Commercial Use License as defined below). There are two types of Workstation Licenses: (a) An entry level Workstation License limits use of the Software to one (1) Workstation that contains no more than four (4) processor cores. (b) A power level Workstation License limits use of the Software to one (1) Workstation that contains no more than eight (8) processor cores. 2.5 Commercial Use License. Subject to the terms and conditions of this Agreement, Revolution grants Licensee the non-exclusive, non-transferable, non-sublicensable, revocable, limited right to use the Software during the period of time, and on the number of processor cores, for which Licensee has paid the applicable license fees (a "Commercial Use License"). Licensee may make a reasonable number of back-up copies of the Software that may only be utilized if the primary copy of the Software is not useable; otherwise all uses of the Software procured under a Commercial Use License are subject to applicable fees. Revolution Analytics, Inc. EULA (on-line) 10/18/2013 4 2.6 Third-Party Software. The Third-Party Software is subject to terms and conditions other than those in this Agreement. This Agreement does not govern use of the Third-Party Software or purport to limit or restrict any rights that Licensee may have under the licenses for the Third-Party Software. Revolution provides no warranties or indemnities with respect to the Third-Party Software. Licensee may view the relevant licenses and notices for such Third-Party Software at www.revolutionanalytics.com/licenses and Licensee agrees to comply with such licenses and notices. If Licensee breaches any term of a Third-Party Software license, such breach will be deemed a material breach of this Agreement and Revolution may terminate this Agreement upon written notice unless Licensee cures such breach (if the breach is curable) within ten (10) days of the breach. 2.7 Responsibility for Use. Licensee is responsible for all use of the Software licensed under this Agreement. 2.8 Restrictions. Licensee may not, directly or indirectly: (i) sublicense, resell, rent, lease, distribute, market, commercialize, or otherwise transfer usage or other rights to the Software, but may allow third party access to the Output; (ii) remove or alter any copyright, trademark or proprietary notice contained within the Software; (iii) transfer, use or export the Software in violation of any laws or regulations of any government or governmental agency, including but not limited to export and re-export control laws and regulations; or (iv) reverse engineer, decompile or modify the Software (except to the extent that such restrictions are not permissible under applicable law). 2.9 Proprietary Rights. As between Revolution and Licensee, Revolution, Third-Party Software licensors and its other licensors shall own all right, title, and interest to the Software, Third-Party Software, and all other technology, information, code or software provided to Licensee, including all portions, copies or modifications of such materials. Except as expressly provided herein, no licenses of any kind are granted hereunder, whether by implication, estoppel, or otherwise. 3. Support 3.1 Support Services. Provided that Licensee is not delinquent in its payment of applicable fees and unless the Parties have agreed upon fees and terms for an enhanced support services plan, Revolution will provide support services during the Term for the Supported Software licensed under a Commercial Use License or Workstation License pursuant to the Technical Support Services Plan. Revolution has the right to modify the terms and conditions of its support services plans upon thirty (30) days prior written notice which may be provided by e-mail once per calendar year. Only the specific individuals who are designated as Licensee's "Authorized Support Contacts" will be allowed to contact Revolution for support services pursuant to the applicable support services plan. Licensee will receive any Updates of the Software that Revolution generally makes available to its customers of the Software during the Term, so long as Licensee is not delinquent in its payment of applicable fees. 4. Reporting/Records and Fees 4.1 Audit. During the Term and for one (1) year thereafter, within thirty (30) days of Revolution's request, Licensee will provide any requested records relating to the number of Workstations, servers, processor cores or other systems upon which the Software was installed. Revolution or its designee shall have the right, if Licensee's records are contradictory, uninformative or reasonably believed to be unreliable, upon thirty (30) days' notice, to review Licensee's use of the Software and/or enter Licensee's facilities and premises if applicable, to verify that Licensee is not exceeding the scope of its License and/or that Licensee is complying with the terms of this Agreement. Revolution will pay the costs of the audit unless such audit reveals an underpayment of five percent (5%) or more for the audited period, in which event the costs of the audit shall be paid by Licensee. 4.2 License Fees. Licensee shall pay Revolution the License Fees for the Initial Term no later than the Effective Date. The License Fees payable by Licensee for each one year Renewal Term shall be agreed upon in writing by authorized representatives of the Parties thirty (30) days prior to the expiration of the Initial Term or the then-current Renewal Term. Licensee shall pay such renewal License Fees no later than the annual anniversary of the Effective Date. Licensee agrees to provide Revolution with complete and accurate billing and contact information. Revolution may terminate this Agreement if the billing or contact information is false, fraudulent or invalid. Licensee will also pay all taxes, including sales, use, personal property, value-added, excise, customs fees, import duties, stamp duties and any other similar taxes and duties, including penalties and interest, imposed by any United States federal, state, provincial or local government entity or any non-US government entity on the transactions contemplated by this Agreement, excluding taxes based upon Revolution's net income. Revolution Analytics, Inc. EULA (on-line) 10/18/2013 5 4.3 Additional License Fees. In the event that Licensee is authorized to add Authorized Systems to its License, Licensee shall pay Revolution any License Fees specified in the Sales Order for such additions; or if such additional License Fees are not specified in the Sales Order, the relevant fees shall be mutually agreed upon by the Parties. Any License Fees for such additions shall be prorated to ensure that all License Fees for Renewal Terms are due and payable on each one (1) year anniversary of the Effective Date. In the event that Licensee has, in the past, exceeded the scope of its License (including, without limitation, by exceeding the quantity or type of licenses that it has paid for), Revolution shall assess any additional License Fees owed by Licensee for such unauthorized past use based on the then current License Fees and send Licensee a corresponding invoice. Any such additional License Fees for past use shall be due and payable net 30 days from the date of the applicable Revolution issued invoice. 4.4 Support Fees. Fees for the standard Technical Support Services Plan will be included in the Subscription at no additional cost. If Licensee wishes to purchase an enhanced services plan, applicable fees will be added to the cost of a Subscription License. 4.5 Non-Payment and Non-Refundability. Failure to make undisputed payments within the time periods set forth herein constitutes a material breach of this Agreement. Revolution may impose interest charges on late payments at a rate equal to the lesser of one and one-half percent (1.5%) per month or the maximum rate allowable under applicable law. Revolution shall be entitled to reimbursement of all reasonable collection costs incurred as a result of unpaid balances. Except as expressly provided herein, all fees paid by Licensee to Revolution hereunder are non-refundable. 5. Confidentiality Licensee agrees that any confidential information that may be disclosed to Licensee by Revolution will be held in confidence and only used in connection with Licensee's use of the Software. 6. Infringement, Indemnity and Disclaimer of Warranty 6.1 Infringement. If a court determines that Software licensed under a Commercial Use License or Workstation License infringes the intellectual property rights of a third party, Revolution will, at its option, use commercially reasonable efforts to: (i) obtain the right for Licensee to continue to use the Software or Documentation consistent with this Agreement; (ii) modify the Software or Documentation so that it is non-infringing; (iii) replace the infringing component with a non-infringing component; or (iv) refund a pro-rata portion of any pre-paid License Fees paid by Licensee under this Agreement for the then current Subscription Period, upon which all of Licensee's rights and licenses under this Agreement shall automatically terminate. Revolution shall have no liability for a claim of infringement arising from: (i) any Third-Party Software; (ii) the combination of the Software or Documentation with products or services not provided by Revolution, which claim would have been avoided but for such combination; (iii) the modification of the Software or Documentation other than as directed by Revolution; (iv) the use of the Software or Documentation in a manner not permitted or contemplated hereunder, or (v) Software licensed other than under a Commercial Use License or Workstation License. THIS SECTION STATES LICENSEE'S SOLE AND EXCLUSIVE REMEDY AND REVOLUTION'S ENTIRE LIABILITY WITH RESPECT TO ANY ACTUAL OR ALLEGED INFRINGEMENT OF ANY INTELLECTUAL PROPERTY RIGHTS BY THE SOFTWARE PACKAGE OR ANY PART THEREOF. The obligations of Revolution set forth above are the sole obligations and exclusive liability of Revolution to Licensee, and Licensee's sole recourse and remedy against Revolution, for any claim or allegation of violation, infringement or misappropriation of an IP Right by the Software. 6.2 As Is/Disclaimer of Warranty. REVOLUTION WARRANTS THAT FOR THE NINETY-DAY PERIOD FOLLOWING THE FIRST INSTALLATION OF THE SOFTWARE (THE "WARRANTY PERIOD"), SOFTWARE LICENSED UNDER A COMMERCIAL USE LICENSE OR WORKSTATION LICENSE SHALL PERFORM SUBSTANTIALLY IN ACCORDANCE WITH ITS DOCUMENTATION. OTHERWISE, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWARE PACKAGE AND ANY SERVICES PROVIDED BY REVOLUTION, ITS AFFILIATES (IF ANY), AND ITS LICENSORS ARE PROVIDED AND LICENSED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE. REVOLUTION DOES NOT PROVIDE ANY WARRANTIES WITH RESPECT TO TRIAL USE LICENSES OR INDIVIDUAL ACADEMIC USE LICENSES. REVOLUTION, ITS AFFILIATES, AND ITS LICENSORS DO NOT WARRANT OR GUARANTEE THAT THE SOFTWARE PACKAGE OR ANY SERVICES PROVIDED BY REVOLUTION WILL MEET LICENSEE'S REQUIREMENTS OR THAT THE USE OF THE SOFTWARE PACKAGE WILL BE UNINTERRUPTED OR ERROR FREE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO LICENSEE. Revolution Analytics, Inc. EULA (on-line) 10/18/2013 6 6.3 Limited Remedy. If, during the Warranty Period, Software licensed under a Commercial Use License or Workstation License does not perform as warranted above in Section 6.2, the entire liability of Revolution and Licensee's exclusive remedy shall be limited to repair or replacement of the Software, provided that if Revolution is unable to provide Software that satisfies the warranty, despite good faith efforts to do so, it may refund the License Fee paid to Revolution for the Software whereupon the license to such Software shall automatically terminate and Licensee shall have no further remedies. All warranty claims must be made within such Warranty Period. 6.4 Indemnification. Licensee agrees to defend, indemnify and hold harmless Revolution and its officers, employees and agents from and against any claims, losses, liabilities, damages, and expenses suffered by Revolution or its officers, employees and agents arising from Licensee's negligence, willful misconduct or breach of the terms of this Agreement. 7. Limitation of Liability 7.1 Force Majeure. Neither Party shall be in breach of this Agreement due to failure of performance that arises out of causes beyond its control. 7.2 Disclaimer of Consequential Damages. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL REVOLUTION, ITS AFFILIATES, OR ITS LICENSORS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES ARISING OUT OF OR IN ANY WAY RELATING TO THIS AGREEMENT, THE SERVICES PROVIDED UNDER THIS AGREEMENT, OR THE USE OF OR INABILITY TO USE THE SOFTWARE PACKAGE INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE, LOST PROFITS, LOSS OF DATA, OR COMPUTER FAILURE EVEN IF ADVISED OF THE POSSIBILITY THEREOF AND REGARDLESS OF THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE) UPON WHICH THE CLAIM IS BASED. 7.3 Limitation of All Damages. IN NO EVENT SHALL REVOLUTION, ITS AFFILIATES OR ITS LICENSORS' LIABILITY HEREUNDER FOR CLAIMS IN THE AGGREGATE EXCEED THE AMOUNT THAT LICENSEE PAYS TO REVOLUTION UNDER THIS AGREEMENT. 7.4 Failure of Essential Purpose. The limitations set forth in this Section shall apply notwithstanding any failure of essential purpose of this Agreement or any limited remedy hereunder. 8. Term and Termination 8.1 Term. The Initial Term of this Agreement is one (1) year from the Effective Date. Thereafter, provided that Licensee pays the applicable License Fees for each Renewal Term, this Agreement shall renew for successive one (1) year Renewal Terms on the anniversary of the Effective Date. Revolution can elect to not renew this Agreement in its sole discretion. 8.2 Termination. Revolution may immediately terminate this Agreement prior to the end of the Term if Licensee materially breaches its obligations hereunder and such breach is either: (i) incurable or (ii) curable but remains uncured for fifteen (15) days following written notice of the breach. Notwithstanding the foregoing, Revolution may terminate this Agreement immediately upon notice to Licensee for non-payment of any fees owed to Revolution (whether under this Agreement or a separate agreement) if such fees are delinquent by ten (10) days or more. Licensee shall remain obligated for all fees through the date of termination. License Fees are not refundable upon early termination. 8.3 Effect of Termination. Licensee's obligation to make a payment of any outstanding, unpaid fees and the terms of Sections 1, 2.6, 2.7, 2.8, 4, 5, 6, 7 and 8.3 shall survive termination or expiration of this Agreement. Upon expiration or termination of this Agreement: (i) Licensee's license to use the Software shall immediately cease; (ii) Licensee shall immediately uninstall and destroy (or return) all copies of the Software and all documents and other tangible items that Licensee has received or created pertaining, referring or relating to the Confidential Information of Revolution or its licensors; and (iii) Licensee shall, upon Revolution's written request, certify that it has, to the extent possible, completed all of its post termination obligations under this Section 8.3. 9. Government Users The Software licensed pursuant to this Agreement is "commercial computer software" as that term is described in DFAR 252.227-7014(a)(1). If acquired by or on behalf of a civilian agency, the U.S. Government acquires this Revolution Analytics, Inc. EULA (on-line) 10/18/2013 7 commercial computer software and/or commercial computer software documentation subject to the terms of this Agreement as specified in 48 C.F.R. 12.212 (Computer Software) and 12.211 (Technical Data) of the Federal Acquisition Regulations ("FAR") and its successors. If acquired by or on behalf of any agency within the Department of Defense ("DOD"), the U.S. Government acquires this commercial computer software and/or commercial computer software documentation subject to the terms of this Agreement as specified in 48 C.F.R. 227.7202 of the DOD FAR Supplement and its successors. 10. General 10.1 Additional Terms. (a) Licensee may not assign or transfer its rights or delegate its obligations under this Agreement, by operation of law or otherwise, without the prior written consent of Revolution. Revolution may freely assign its rights or delegate its obligations under this Agreement. (b) This Agreement will be governed by and construed in accordance with the laws of the State of California, excluding its conflicts of law provisions. Licensee agrees to submit to the personal and exclusive jurisdiction of the state and federal courts located in the Northern District of California. The Parties agree the United Nations Convention on Contracts for the International Sale of Goods will not apply to this Agreement. (c) The failure of either Party to require performance by the other Party of any provision hereof shall not affect the full right to require such performance at any time thereafter; nor shall the waiver by either Party of a breach of any provision hereof be taken or held to be a waiver of the provision itself. If any provision of this Agreement is found void and unenforceable, it will be replaced to the extent possible with a provision that comes closest to the meaning of the original provision. (d) This Agreement, and the documents referenced in this Agreement, constitute the entire agreement between Licensee and Revolution relating to its subject matter and supersede all prior or contemporaneous agreements or understandings. This Agreement may be modified or changed only in writing by authorized representatives of Revolution. (e) Notices hereunder shall be in writing and addressed to Licensee at the address provided when purchasing a License, or, in the case of Revolution, when addressed to Revolution Analytics, Inc., Attn. Legal Counsel, 2570 W. El Camino Real #222, Mountain View, CA 94040. By clicking "I Accept" below, the person acting on behalf of Licensee represents that he or she has read, understands, and agrees to all of the terms of this Agreement and that he or she has the legal right to bind Licensee. [ ] I Accept [ ] I Do Not Accept Revolution Analytics, Inc. EULA (on-line) 10/18/2013 8 EXHIBIT A TECHNICAL SUPPORT SERVICES PLAN This Technical Support Services Plan ("Support Services Plan") is part of the Revolution Analytics, Inc. End User License Agreement (the "Agreement") and sets forth Revolution's maintenance and support terms and conditions with respect to the Software. Defined terms used herein and not otherwise defined shall have the meanings ascribed to them in the Agreement. Support and Maintenance Throughout the Term, so long as Licensee is not in material breach of the Agreement and is not delinquent in the payment of applicable fees, Revolution shall provide the following maintenance and support services to Licensee ("Support Services"): a. Updates and New Releases. Revolution will make available to Licensee as part of Support Services such Updates that are generally released by Revolution and made available at no additional cost to Revolution's other licensed users subscribing to Support Services. All Updates provided to Licensee shall be deemed licensed as "Software" under, and subject to, the terms and conditions of the Agreement. b. Telephone Support. Revolution will make telephone hotline support available to Licensee for questions regarding the use of the Supported Software, and to help Licensee to resolve problems with the Supported Software ("Telephone Support"). Telephone Support will be made available on business days from 9:00am through 5:00pm Pacific Time Zone, National holidays excluded ("Normal Hours"). c. Named Technical Contacts. Licensee may designate named technical contacts that are authorized to contact Technical Support ("Authorized Support Contacts"). Standard Subscriptions allow for three (3) named Authorized Support Contacts in connection with a Commercial Use License and one (1) named Authorized Support Contact in connection with a Workstation License. d. Software Maintenance and Support. Revolution will provide Support Services for reported material, reproducible problems and verified errors ("Errors") that Licensee encounters in using the Supported Software. Revolution shall use commercially reasonable efforts to respond, remedy, and resolve Errors reported by Licensee in accordance with Revolution's standard maintenance procedures. e. Procedures. Revolution's current standard maintenance procedures include specific severity levels, related response time targets, and periodic updates. Errors reported to the Technical Support team will be assigned to an engineer who will review the information and provide relevant feedback and potential solutions within a time frame based on the mutually agreed upon severity level. The following table describes the severities and initial response time targets for standard Support Services. Severity Level Description Initial Response Target Update Frequency 1 - Critical The problem results in extremely serious interruptions to a production system. It has affected, or could affect, the entire user community. Tasks that should be executed immediately cannot be executed because of a complete crash of the systems or interruptions in main functions of the production system. Data integrity is compromised. 2 business hours Updated daily or more frequently at a frequency mutually agreed upon 2- Serious The problem results in serious interruptions to normal operations, will negatively impact an enterprise-wide installation and/or urgent deadlines. In a production system, important tasks cannot be performed, but the error does not impair essential operations. Processing can still continue in a restricted manner, and data integrity may be at risk. 4 business hours Updated daily 3 - Normal The problem causes interruptions in normal operations. It does not prevent operation of a production system, or there could be 1 business day Updated weekly Revolution Analytics, Inc. EULA (on-line) 10/18/2013 9 minor degradation in performance. The error is attributed to malfunctioning or incorrect behavior of the Software. 4- Minor The problem results in minimal or no interruptions to normal operation (no business impact). The problems primarily consist of "how to" questions including problems related to APIs and integration, installation and configuration inquiries, enhancement requests, or documentation questions. 2 business days Updated every 10 days Resolving Problems Due to the complex nature of software development and operating environments, Revolution cannot commit to specific times it will take to resolve a problem. Revolution will use commercially reasonable business resources to provide timely resolution of problems. Revolution will strive to meet the targets set forth in the above table. However, in no event shall Revolution be liable to Licensee for service level credits or other damages for failure to achieve the resolution times set forth above. Timely resolution of support issues may require remote access to impacted systems as reasonably necessary and the establishment and execution of software deployment practices that include staging environments, availability of proper people and resources, and a rollback plan. Failure to employ all or any of these methods may limit Revolution's ability to resolve issues in an efficient and effective manner. Escalating Support Issues If the standard maintenance procedures do not produce the desired outcome, or the Error has changed in severity, the issue can be escalated as follows: For Technical Escalations: - Contact the general office number at 1-855-Get-Revo (1-855-438-7386) or 1-650-646- 9545 and ask for the Technical Support Manager - Monday through Friday, 8:00am to 6:00pm Pacific Time Zone. - Contact the Revolution Customer Success Manager or Account Executive and request them to escalate issues on your behalf within Revolution. For Management Escalations: - Contact regional Technical Support Manager. Licensee should inform its regional Technical Support Manager of any issues with any aspect of its Support Services experience. - Contact the general office number at 1-855-Get-Revo (1-855-438-7386) or 1-650-646- 9545 and ask for the Support Manager - Monday through Friday, 8:00am to 6:00pm Pacific Time Zone. - Contact the Revolution Customer Success Manager or Account Executive and request them to escalate issues on your behalf within Revolution Analytics. Licensees are encouraged to use any combination of the above Support Services escalation contact processes to facilitate the addressing of issues efficiently and effectively.