© 2020 CACI , INC. - FEDERAL. All Rights Reserved. SteelBox ™ is a trademark of CACI, INC. – FEDERAL. This mobile application is subject to a limited license for use by you on your mobile device pursuant to the SteelBoxTM Subscription Agreement entered into between CACI, Inc. - Federal ("CACI") and the United States Government agency that has authorized you to use this mobile application ("Agency"). Your license is subject to the terms of the Subscription Agreement and shall be valid during the term of the subscription, unless terminated sooner in accordance with the Subscription Agreement. Data transmitted from and received by your mobile device on which the mobile application is installed will be encrypted. Such data may be accessible by the Agency or its designees and copies may be retained by the Agency for government purposes. You may not use the mobile application except as permitted by the Subscription Agreement. You may not copy, modify, reverse engineer, decompile or disassemble the source code or object code. The mobile application is subject to copyright and other intellectual property rights owned by CACI and/or our Licensors. No rights or licenses are granted except as expressly set forth herein. SteelBox Subscription Agreement (Government Customer) This SteelBox Subscription Agreement (“Agreement”), is hereby entered into by and between CACI Inc. - Federal (“Provider”), a Delaware corporation with offices at 1100 N. Glebe Road, Arlington, VA 22201 and ______________________ (“Customer”), a U.S. federal government agency (individually a “Party” or collectively, the “Parties”). WHEREAS, Provider is in the business of providing the SteelBox Solution (as defined below); and WHEREAS, the Parties desire that the Customer shall obtain access to the SteelBox Solution on a subscription basis under the terms and conditions of this Agreement. In consideration of the mutual promises and covenants set forth herein and for other good and valuable consideration, the receipt and sufficiency of which are acknowledged, the Parties agree as follows: 1. DEFINITIONS As used in this Agreement, and in any Exhibits, the capitalized terms shall have the meanings indicated below:  “Affiliate(s)” means, with respect to any legal entity, any other entity controlling, controlled by, or under common control with such entity..   “Application” means the software modules, platform, user interfaces, on-line help, and associated Documentation of Provider, to which Customer may download, access or use, without accessing source code or object code, and as specified in the Contract.    “Commercial EULA” means the Secusmart GmbH (“Secusmart”) end user license agreement (EULA), which governs use of the SteelBox Solution by Customer and its Designated Users, as set forth in Exhibit B - “Commercial EULA and Privacy Policy.” Secusmart GmbH is an affiliate of Blackberry Limited (“Blackberry”). “Contract” means the government contract, including the Subscription Terms, Professional Services Agreement (if any) and this Agreement, executed by the Parties that specifies the terms and conditions of the Customer’s order for the SteelBox Solution and Services,.   “Customer Data” means any electronic data encrypted by or for Customer using the SteelBox Solution pursuant to this Agreement.   “Designated User(s)” means Customer’s employees or other designees who are authorized by Customer to use the SteelBox Solution, including any Hosted Applications and Mobile Applications in accordance with this Agreement, and have been supplied user identifications and/or passwords by Customer in accordance with this Agreement.   “Documentation” means the user and technical information (if any) made available to Customer by Provider, regarding the download, access, and use of the SteelBox Solution and Services.   “Effective Date ” means the date the Parties execute a contract for the Provider to supply the SteelBox Solution to the Customer on a subscription basis.   “Hosted Application” means an Application specified in the Contract that is installed on, hosted, and accessed entirely on a remote server as directed by Provider.   “Initial Term” means the first period of time the Contract is in effect, beginning on the Effective Date of the Contract and continuing for the Subscription Period, unless extended by the terms of this Agreement or agreement in writing by the Parties.   “Intellectual Property Rights” means any (i) copyrights and copyrightable works, whether registered or unregistered; (ii) trademarks, service marks, trade dress, logos, registered designs, trade and business names (including internet domain names, corporate names, and e-mail address names), whether registered or unregistered; (iii) patents, patent applications, patent disclosures, mask works and inventions (whether patentable or not); (iv) trade secrets, know-how, data privacy rights, database rights, know-how, and rights in designs; and (v) all other forms of intellectual property or proprietary rights, and derivative works thereof, in each case in every jurisdiction worldwide. “Mobile Application” means the downable mobile application(s) specified in the Contract to which Designated Users will have access as part of the SteelBox Solution and may download and use subject to the terms of Contract, including this Agreement and the Commercial EULA.   “Professional Services Agreement” means the agreement, if any, set forth in the Contract for professional services (including, but not limited to training) in connection with the Subscription, but excluding any Standard Support Services or other services, which are provided with the Subscription.   “Renewal Term” means each successive period of time following the Initial Term, during which the terms of the Contract, including this Agreement, shall remain in effect, provided that the Parties agree in writing to renew.   “Standard Support Services” means those services (i.e., technical support services, etc.) set forth in Exhibit A, “Standard Support Services,” which are included with payment of the Subscription Fee. “SteelBox Solution” means the secure mobile communications service offered by Provider that is comprised of the Secusmart Solution, including the Secusmart Software as defined in the Commercial EULA, including the Secusmart Hosted Application(s), and the SteelBox Mobile Application(s) for use therewith (the “Secusmart Software”); the Secusmart SecuSUITE for Government (the “Secusmart Components”); the Standard Support Services; the services under the Professional Services Agreement, if any; and Documentation as each are identified in the Subscription Terms of the Contract, in the terms of this Agreement and subject to the Commercial EULA at Exhibit B.   “Subscription” means the particular download, access and use rights to the SteelBox Solution and Services, including the Hosted Application and Mobile Applications, granted by Provider to Customer and related responsibilities, as described in this Agreement and the Contract the incorporates this Agreement.   “Subscription Fee” means, in U.S. Dollars, the fee to access and use particular features of the Application, and to receive the Standard Support Services, during the corresponding Subscription Period at the then-applicable fees described in the Contract, including, for the avoidance of doubt, any fees incurred through Customer’s use of the SteelBox Solution exceeding a prepaid number of Designated Users specified in the Contract.   “Subscription Period” means the period during which Customer shall receive the benefits of the Subscription and for which the Customer shall pay Subscription Fees in accordance with the Contract. “Subscription Terms” means the terms and conditions applicable to the Subscription that is specified in the Contract (including but not limited to the Subscription Period, the Initial Term of the Subscription Period, any subsequent Subscription Renewal Term, the Subscription Fee, the number of Designated Users and Documentation (if any)).  “User ID” is the user identification (e.g., username) required to access and use the Hosted and Mobile Applications. 2. DESCRIPTION OF APPLICATIONS AND SERVICES A. Subscribing to the SteelBox Solution. Provider shall provide to Customer access and use of the Hosted Application(s) and Mobile Application(s) described in the Contract, for the Subscription Period specified therein, in consideration of payment of the applicable Subscription Fees, and according to the terms of the Contract. B. Accessing User Accounts. User IDs shall be required to access and use the Hosted and Mobile Applications. Customer and its Designated Users will access and use the Hosted Application(s) and Mobile Application(s) only through the User IDs and only in accordance with the Subscription Terms and other restrictions in Contract. Customer shall be responsible for issuing User IDs to its Designated Users as it determines in its sole discretion, and ensuring their compliance with the terms of the Contract. C. Standard Support Services. Provider shall provide the Standard Support Services as set forth in Exhibit A, “Standard Support Services,” attached hereto, and for which payment shall be included in the Subscription Fee, unless otherwise specified in writing. Any additional support shall be pursuant to terms agreed to in writing by the Parties in a Professional Services Agreement. Both the Standard Support Services and the professional services, when a Professional Services Agreement has been executed, shall collectively be referred to in this Agreement as the “Services”. D. Hosted Application and Vendors. Customer acknowledges and agrees that Provider may in its sole discretion engage, or has engaged, third-parties (“Vendors”), including to host and manage the Hosted Application, to perform Services (i.e., Standard Support Services or Professional Services) and to provide other resources required under the Contract. 3. SUBSCRIPTION RIGHTS AND RESTRICTIONS A. Subscription Grant. For each Hosted and Mobile Application referenced in the Contract, and for which the applicable Subscription Fee is paid when due, Provider hereby grants to Customer a nonexclusive, non-transferrable, worldwide, limited Subscription to do the following during the Subscription Period: (i) access and use the Hosted Application(s) and Mobile Application(s) through the User IDs; (ii) access Customer Data via the Hosted Application(s) and Mobile Application(s); and (iii) permit Designated Users to download and use the Mobile Applications with each grant subject to the terms of the Secusmart GbmH Commercial EULA, all subject to the terms and conditions of the Contract, including this Agreement. All rights not expressly granted to Customer herein are reserved to Provider and its licensors. B. Type of Subscription. The Subscription grant above is to the Customer. The Subscription Fees are based on the number of User IDs that the Customer is authorized to assign to its Designated Users during a Subscription Period. In order for a Designated User to download and use the Mobile Application(s) on a Designated User communication device (i.e., mobile phone, laptop, etc.), each device must be assigned a separate User ID. The Customer will not be able to assign more User IDs than the number of User IDs the Customer purchased under its Subscription. C. Subscription Restrictions. Customer shall not (i) license, sublicense, sell, resell, transfer, assign, distribute, or otherwise commercially exploit or in any way make available to any third party the SteelBox Solution, including the Documentation, software and components thereof, except as provided in the Contract or under applicable law; (ii) translate, de-compile, disassemble, or otherwise attempt to unbundle, reverse engineer or create derivative works of the SteelBox Solution, including software and components thereof, except as permitted by applicable law; (iii) copy the SteelBox Solution, including the Documentation, software and components thereof, except as necessary to use SteelBox Solution as intended by the Contract, to follow normal archiving practices, and as otherwise permitted by applicable law; and (iv) may not remove, cover or alter any proprietary notices, labels or marks in or on the SteelBox Solution, including in or on software and components thereof, and will ensure that all copies bear any notice contained on the original.In using the SteelBox Solution, Customer shall not: (i) send spam or otherwise duplicative or unsolicited messages in violation of applicable laws; (ii) send or store infringing, obscene, threatening, libelous, or otherwise unlawful or tortuous material, including material harmful to children or violative of third party privacy rights; (iii) send or store material containing software viruses, worms, Trojan horses, or other harmful computer code, files, scripts, agents, or programs; (iv) interfere with or disrupt the integrity or performance of the Applications or the data contained therein; or (v) attempt to gain unauthorized access to the Applications or its related systems or networks. 4. CUSTOMER RESPONSIBILITIES A. User IDs. Customer shall select its Designated Users in its sole discretion, and shall issue to each Designated User User ID(s) to access the SteelBox Solution subject to the limitations and obligations of the Contract. Customer shall not permit Designated Users to share User IDs with each other or with third parties. Customer shall be responsible for all activity occurring under Customer’s Designated User accounts. Customer shall: (i) notify Provider immediately of any unauthorized use of any password or account or any other known or suspected breach of security; (ii) report to Provider immediately and use reasonable efforts to stop immediately any unauthorized copying or distribution of Customer Data that is known or suspected by Customer or Designated Users; and (iii) provide false identity information to gain access to or use the SteelBox Solution. Customer shall be responsible for its Designated Users’ compliance with the terms of this Contract, including this Agreement and the incorporated Commercial EULA, and shall ensure that Designated Users shall be obligated in writing to protect User IDs and the SteelBox Solution at least to the extent as provided in this Agreement. B. Data Preparation and Configuration. Customer will ensure that it does not introduce other software, data, or equipment having an adverse impact on the SteelBox Solution. Customer, not Provider, shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness and right to use of all Customer Data, and Provider shall not be responsible or liable for any deletion, correction, destruction, damage, loss, or failure to store any Customer Data that is caused by Customer or User or the use or misuse of User IDs by a third party. C. Data Preparation and Configuration. Customer will allow reasonable tracing of copies of SteelBox Solution, including Documentation, software and components thereof, by Provider or its licensors. 5. RESERVATION OF RIGHTS AND PROVIDER OWNERSHIP This Agreement is not a sale and does not convey to Customer any rights of ownership in or related to the SteelBox Solution, including the Documentation, software or components thereof, or to the Intellectual Property Rights therein owned by Provider or its Licensors. Provider’s name, Provider’s logo, and the product names associated with the SteelBox Solution are trademarks of Provider or third parties, and no right or license is granted to use them. Provider (and its licensors) shall exclusively own all right, title, and interest in and to the SteelBox Solution, including copies, modifications, and derivative works thereof, and any suggestions for improvements and modifications to the SteelBox Solution made by Customer. The SteelBox Solution, including Documentation, software and components thereof, constitutes a commercial item and includes commercial computer software and commercial computer software documentation. Pursuant to Federal Acquisition Regulation 12.211 and 12.212 or Defense Federal Acquisition Regulation Supplement 227.7102-1(b) and 227.7202-3, as applicable, the Government shall have only the license rights in technical data, computer software, and computer software documentation specified in this Agreement. 6. CUSTOMER DATA AND OWNERSHIP Customer shall exclusively own all right, title and interest in and to Customer Data. All Customer Data shall be encrypted and Provider shall not have access to unencrypted data unless separately agreed to in writing by the Parties. No Customer Data storage or backup is provided under this Agreement unless the Agreement is amended in writing to incorporate such storage or backup. 7. SUBSCRIPTION RENEWAL Each Subscription shall terminate at the end of the applicable Subscription Period set forth in the Contract, unless renewed in writing by the Parties prior to the end of the Subscription Period. Contract. 8.  PERSONALLY IDENTIFIABLE INFORMATION AND SECURITY MEASURES For the purposes of this Agreement, “Personally Identifiable Information” or “PII” means information which can be used to distinguish or trace an individual’s identity, either alone or when combined with other personal or identifying information, which is linked or linkable to a specific individual. The Parties do not intend for Provider to have access to PII during Customer end user operation of the SteelBox Solution The intended purpose of the SteelBox Solution is for Customer to retain control of its PII at all times. To the extent Provider has incidental access to Customer PII, Provider agrees to use or disclose PII only: (i) in furtherance of or in connection with performing the services pursuant to this Agreement; (ii) pursuant to a lawful subpoena, service of process, or otherwise required or permitted by law; (iii) as directed or instructed by Customer; or (iv) with prior informed consent of the individual about whom the PII pertains. All Customer Data is subject to the Blackberry Privacy Policy attached in Exhibit B, Attachment (the “Privacy Policy”). Customer represents and warrants that Customer owns Customer Data and has all necessary rights to use, input and/or permit Customer Data to be accessed in connection with the SteelBox Solution. The Customer assumes sole responsibility for the establishment of appropriate security measures to control access to the SteelBox Solution, including the wireless devices and the computer systems with which it operates. Customer’s and/or Designated Users’ download, access to and/or use of the SteelBox Solution may result in the collection, use, processing, transfer, storage, and disclosure (collectively “Process” or “Processing”) of personally identifiable or other information about Customer and/or its Designated Users by Provider’s licensor, Secusmart, and/or any of its Affiliates and their service providers, as well as by Customer’s network service providers and third parties with products or services used with the SteelBox Solution. Customer, on its own behalf and on behalf of its Designated Users, agrees that Secusmart and its Affiliates and their service providers may Process data for the purposes set out in this Contract, including in the Privacy Policy. Customer represents and warrants, on its own behalf and on behalf of its Designated Users, that it has obtained all necessary consents to such Processing, including collection of Designated User’s personal information as required for the use of the SteelBox Solution and as contemplated in the Contract. If Customer provides Provider and/or Secusmart and/or its affiliates with personal information about another person, Customer is responsible for ensuring it has individual’s consent to do so. All PII provided to Provider and/or Secusmart and/or its affiliates is subject to this Personally Identifiable Information and Security Measures provision and the Privacy Policy incorporated into this Agreement. 9. LIMITED WARRANTY AND DISCLAIMERS A. No Extraneous Terms. Without limitation, no representation or warranty is made orally or through any course of performance, course of dealing, or usage of trade, or through any advertising, brochures, catalogs, websites, promotional materials, quotations, proposals, documentation, packaging, or other descriptive literature or communications, and that no such matter will be used to modify, interpret, supplement, add to, or alter in any way the terms and conditions of this Agreement. B. LIMITED WARRANTY AND DISCLAIMERS. EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, THE STEELBOX SOLUTION, INCLUDING DOCUMENTATION, SOFTWARE AND COMPONENTS THEREOF, ARE PROVIDED “AS IS” AND PROVIDER EXPRESSLY DISCLAIMS, AND CUSTOMER EXPRESSLY WAIVES, ALL OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, OR ARISING BY CUSTOM OR TRADE USAGE, AND WHETHER RELATING TO COMPATIBILITY, SECURITY, AND/OR FREEDOM FROM VIRUSES, OR ANY OTHER WARRANTY, AND SPECIFICALLY, PROVIDER MAKES NO WARRANTY OF NON-INFRINGEMENT, SATISFACTORY QUALITY, TITLE OR MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. PROVIDER’S STEELBOX SOLUTION MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS. PROVIDER IS NOT RESPONSIBLE FOR ANY SUCH LIMITATIONS, DELAYS, DELIVERY FAILURES, OR OTHER DAMAGE RESULTING FROM SUCH PROBLEMS. PROVIDER DOES NOT WARRANT OR PROVIDE ANY OTHER SIMILAR ASSURANCE WHATSOEVER OF UNINTERRUPTED OR ERROR-FREE USE OR OPERATION OF THE STEELBOX SOLUTION, OR THAT ANY MESSAGES AND OTHER CUSTOMER CONTENT SHALL BE FREE FROM LOSS OR CORRUPTION OR SHALL BE TRANSMITTED WITHIN A REASONABLE PERIOD OF TIME. THE PARTIES ACKNOWLEDGE THAT THE PROVISIONS OF THIS SECTION HAVE BEEN NEGOTIATED AND REPRESENT A FAIR ALLOCATION OF RISK. THIS AGREEMENT DOES NOT LIMIT OR DISCLAIM ANY OF THE WARRANTIES INCORPORATED IN THE CONTRACT. C. LIMITATION OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY LAW: THE PARTIES HEREBY WAIVE ANY AND ALL RIGHTS TO ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, INDIRECT, PUNITIVE, OR EXEMPLARY DAMAGES ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AGREEMENT IN ANY WAY (INCLUDING, WITHOUT LIMITATION, ANY DAMAGES FROM LOSS OF USE, LOSS OF DATA, LOSS OF PROFITS, LOSS OF BUSINESS), UNDER ANY THEORY OF LIABILITY (INCLUDING, WITHOUT LIMITATION, BREACH OF CONTRACT, STRICT LIABILITY, NEGLIGENCE, OR OTHER TORT, OR BREACH OF STATUTORY DUTY), EVEN IF CUSTOMER OR PROVIDER IS INFORMED IN ADVANCE OF OR COULD HAVE REASONABLY FORESEEN THE POSSIBILITY OF SUCH DAMAGES. SUBJECT ALWAYS TO THE PRECEDING PROVISIONS OF THIS SECTION, AT NO TIME SHALL THE CUMULATIVE LIABILITY OF PROVIDER TO THE CUSTOMER, FOR ALL CLAIMS ARISING OUT OF, RELATED TO, OR CONNECTED WITH THIS AGREEMENT IN ANY WAY, UNDER ANY THEORY OF LIABILITY, EXCEED THE TOTAL AMOUNT OF ALL FEES PAID TO PROVIDER UNDER THIS AGREEMENT DURING THE TWELVE-MONTH PERIOD IMMEDIATELY PRECEDING THE ACCRUAL OF THE MOST RECENT CLAIM. PROVIDER SHALL HAVE NO LIABILITY FOR DELAYS, FAILURES OR LOSSES ATTRIBUTABLE OR RELATED, IN ANY WAY, TO ANY THIRD PARTY APPLICATION OR SERVICES. THE FOREGOING LIMITATIONS OF LIABILITY AND EXCLUSIONS OF CERTAIN DAMAGES SHALL APPLY REGARDLESS OF THE SUCCESS OR EFFECTIVENESS OF ANY REMEDIES PROVIDED. THESE LIMITATIONS AND EXCLUSIONS ARE REFLECTED IN THE PRICING OF THE STEELBOX SUBSCRIPTION AND SERVICES, AND THEY REPRESENT AN AGREED ALLOCATION OF RISK BETWEEN THE PARTIES AND ARE AN ESSENTIAL PART OF THIS AGREEMENT. THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS SET OUT IN THIS AGREEMENT SHALL APPLY TO PROVIDER, ITS AFFILIATES, AND THEIR RESPECTIVE SUPPLIERS, SUCCESSORS AND ASSIGNS. This clause does not limit or disclaim any of the warranties specified in the Contract, including under FAR 52.212-4(o), if such clause is incorporated in the Contract. In the event of a breach of warranty, the Customer reserves all rights and remedies under the Contract and the Contract Disputes Act, 41 U.S.C. 7101-7109. This clause shall not impair the U.S. Government's right to recover for fraud or crimes arising out of or related to this Government Contract under any federal fraud statute, including the False Claims Act, 31 U.S.C. §§ 3729-3 733. 10. INDEMNIFICATION. Notwithstanding any other provision of the Contract, Secusmart GmbH shall, in accordance with the indemnification clause of the Commercial EULA, indemnify the Customer for any third-party claim alleging Customer use of the SteelBox Solution infringes or violates the third-party’s intellectual property rights. CACI shall defend, or at its option settle, any third-party infringement claim arising from the Customer’s use of the SteelBox Solution that is not covered by the Commercial EULA and that is brought against Customer and/or its directors, officers and Authorized Users (“Customer Indemnitee(s)”), and shall pay any damages finally awarded to such third party by a court of competent jurisdiction to the extent based upon such claim or that are agreed to in settlement by CACI. Customer Indemnitee(s) shall give CACI prompt written notice of any such claim and permit CACI to have control of its defense or settlement. CACI shall not settle the claim in a manner that requires Customer to admit any liability. Customer shall provide CACI all reasonable information and assistance in connection with any such claim. If such a claim occurs, or if in CACI’s opinion is likely to occur, CACI in its sole discretion may: (i) procure the right for Customer to continue to use the applicable SteelBox Solution; or (ii) modify or replace the applicable SteelBox Solution or infringing portion(s); or, if neither (i) nor (ii) is available or commercially practicable, then terminate Customer’s license to the affected portion of the SteelBox Solution and refund or credit the portion of the license fees paid in advance by Customer corresponding to the SteelBox Solution, pro-rated over the remainder of Subscription Term. CACI shall have no obligations or liability under this Indemnification provision to the extent that any claim is based upon or arises out of: (i) any modification or alteration to the applicable SteelBox Solution not made by or on behalf of CACI; (ii) any combination or use of the applicable SteelBox Solution with equipment, software, services, products or systems not provided by CACI (iii) Customer’s continued use of allegedly infringing SteelBox Solution after being notified; (iv) Customer’s failure to use software updates or upgrades made available by CACI or (v) use of the SteelBox Solution other than in accordance with the applicable Documentation or outside the scope of the Subscription granted under the Contract, including this Agreement and the Commercial EULA. The remedies set forth in this Indemnification provision constitute Customer Indemnitees’ sole and exclusive remedies, and CACI’s entire liability, with respect to infringement or violation of third party intellectual property rights. Nothing contained herein shall be construed in derogation of the U.S. Department of Justice’s right to defend any claim or action brought against the U.S., pursuant to its jurisdictional statute 28 U.S.C. §516. 11. EXPORT CONTROL Provider provides services and uses software and technology that may be subject to U.S. export controls and economic sanctions administered by the U.S. Department of Commerce, the U.S. Department of Treasury Office of Foreign Assets Control, and other U.S. agencies and the export control regulations of Switzerland and the European Union. The Hosted Application(s) and Mobile Application(s) may use technology, including but not limited to encryption technology, that is subject to the U.S. Export Administration Regulations. Provider and its licensors make no representation that the Hosted Application(s) and Mobile Application(s) are appropriate or available for use in locations other than the United States. Customer is solely responsible for compliance with all applicable export control and economic sanctions laws, including without limitation export and import laws of the United States and other countries. Any export, re-export, or re-transfer of all or part of the Hosted Application(s) and Mobile Application(s) contrary to any applicable laws, including but not limited to U.S., Swiss, or European Union (including European Union Member States) law, is prohibited. Customer agrees to assume sole responsibility for obtaining all licenses, submitting all reports, and performing all other compliance activities required to export, re-export, or re-transfer all or part of the Hosted Application(s) and Mobile Application(s). Customer agrees to comply strictly with all U.S., Swiss, and European Union export control and economic sanctions laws and assume sole responsibility for obtaining all licenses, submitting all reports, and performing all other compliance activities required to export, re-export, or re-transfer Customer Data. Any export, re-export, or re-transfer of Customer Data contrary to any applicable laws, including but not limited to U.S., Swiss, or European Union (including European Union Member States) law, is prohibited. 12. FORCE MAJEURE Provider shall not be in default of this Agreement if prevented from performing any obligation for any reason beyond its reasonable control including, without limitation, governmental laws and regulations, terrorists acts, cyber-attacks, acts of God or the public, calamities, floods, and storms, act of public authority, injunction, war, embargo, strike, lock out, failure or delay of supplier or carrier, failure of public utility, casualty, or natural disaster, or any other cause, circumstance or condition, whether pre-existing or supervening, that is beyond its reasonable control. To the extent failure or delay in performance is caused by such a cause, Provider shall be excused from performance under this Agreement for so long as such circumstance continues to prevent performance. 13. TERM The Term of this Agreement shall begin on the Effective Date and shall comprise the Initial Term and any Renewal Terms. Absent a renewal of the Agreement prior to the end of the Initial Term or any Renewal Term, the Agreement shall terminate. 14. TERMINATION Provider will not unilaterally revoke, terminate or suspend rights granted to Customer hereunder except as allowed by the applicable contract between Customer and Provider. If Provider believes the Customer is in breach of this Agreement, Provider will pursue its rights under the Contracts Disputes Act or other applicable United States Federal law while continuing performance as set forth in Federal Acquisition Regulation 52.244-1 (Disputes). Provider reserves the right not to renew the Agreement at the end of the Initial Term or any Renewal Term. 15. INTEGRATION The contract with the Customer, as well as this Agreement and its attached Exhibits which will be incorporated into the contract, constitute a complete and exclusive final written expression of the terms of agreement between the Parties regarding the subject matter hereof. It supersedes all earlier and contemporaneous agreements, understandings and negotiations concerning the subject matter. The following Exhibits are attached to this Agreement, shall be governed by the terms and conditions of this Agreement and are made a part hereof: EXHIBIT A - Standard Support Services EXHIBIT B - Commercial EULA and Privacy Policy 16. AMENDMENT There will be no modification to this Agreement unless it is in writing signed by duly authorized representatives of each Party. Any representations, promises, warranties or statements made by either Party that differ in any way from the terms of this Agreement will not be binding on either Party and will be void unless made in writing and signed by a duly authorized representative of each Party. 17. ASSIGNMENT OR CHANGE IN CONTROL This Agreement may not be assigned by either Party without the prior written approval of the other Party, but may be assigned without consent in the event of a merger or reorganization in which the surviving entity owns or controls more than 50% of the acquired Party and agrees in writing to assume the obligations under this Agreement. 18. NO CONFLICTS Each Party represents and warrants that its participation in this Agreement does not conflict with any contractual or other obligation of the Party or create any conflict of interest and shall promptly notify the other Party if any such conflict arises during the Term. 19. GOVERNING LAW Except as agreed in writing and permitted by law, this Agreement will be governed by and construed in accordance with United States Federal law. 20. SEVERABILITY If any provision of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, then such provision(s) shall be construed, as nearly as possible, to reflect the intentions of the invalid or unenforceable provision(s), with all other provisions remaining in full force and effect. 21. NO AGENCY The Parties acknowledge and agree that each is an independent contractor and nothing herein constitutes a joint venture, partnership, employment, or agency between Customer and Provider as a result of this Agreement or use of the Application. Neither Party shall have the right to bind the other Party or cause it to incur liability. 22. WAIVER The failure of either Party to enforce any right or provision in this Agreement shall not constitute a waiver of such right or provision unless acknowledged and agreed to by such Party in writing. 23. ORDER OF PRECEDENCE The terms of this Subscription Agreement, including Exhibit A, shall take precedence when they conflict with the terms of the Commercial EULA at Exhibit B. 24. SURVIVAL OF TERMS The following Sections shall survive termination of this Agreement: 3C, 4, 5, 6, 7, 8, 9, 12, 15, 16, and 19. IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed by their duly authorized representatives as of the Effective Date. EXHIBIT A STEELBOX SOLUTION STANDARD SUPPORT SERVICES The Customer shall provide the Provider its Named Customer Contacts, which are those Customer employees authorized to initiate Tier 2 and Tier 3 Support requests. Named Customer Contacts may initiate a Tier 2 and Tier 3 Support requests through electronic submission to the Provider via SteelBox@CACI.com twenty-four hours-a-day, seven days-a-week, three hundred and sixty-five (365) days-a-year in accordance with Tier 2 and Tier 3 Support request procedures in the Government Tenant Administrator(s) guides, which may be updated from time to time. The Customer shall provide to Provider, upon request, records reasonably necessary to provide the requested Support. Provider will respond to Tier 2 and Tier 3 Support requests within one hour if submitted Monday through Friday from 8 a.m. to 5 p.m. If Tier 2 and Tier 3 Support requests are submitted outside those hours, Provider will respond within one hour at the beginning of the next business day. The foregoing response times are estimates only and shall not be considered a representation or warranty under any agreement the Customer has with the Provider. Customer shall be responsible for Tier 0 and Tier 1 Support. Provider shall be responsible for Tier 2 and Tier 3 Support. In its sole discretion, Provider may escalate a Tier 3 Support issue to Partner Vendors to resolve. Tier 0 Support Tier 0 is defined as “self-help” for the end users, Customer’s IT helpdesk team, and Government Tenant Administrator(s). The Government Tenant Administrator(s) is the Customer employee that administers the SteelBox Solution* for the Customer. CACI provides a website that allows end users, Customer’s IT helpdesk team, and Government Tenant Administrator(s) to access basic SteelBox Solution* information, technical documentation and user guides. The website includes, but is not limited to: • Frequently Asked Questions (FAQs) • End user quick start guides • Government Tenant Administrator guides The end user should contact Customer’s IT helpdesk team with basic SteelBox Solution usage questions (i.e., “How do I…”, “How does…”, “What does do….”, etc.). CACI will provide user and quick reference guides to assist Customer’s IT helpdesk team in responding to end user questions about basic operations, set up and use of the SteelBox Solution. If a Tier 0 Support issue cannot be resolved by the end user, Customer’s IT helpdesk team, or the Government Tenant Administrator(s) and escalation is required, the Customer’s Named Customer Contact(s) should submit a Tier 2 Support request to Provider. Tier 1 Support Tier 1 Support is defined as the basic troubleshooting technical support by the Government Tenant Administrator(s) or that the Customer’s IT helpdesk team provides the end user. CACI will provide scripts that will enable the Customer’s IT helpdesk team to respond to the most common application failures. If a Tier 1 Support issue cannot be resolved by the Customer’s IT helpdesk team or the Government Tenant Administrator(s) and escalation is required, the Customer’s Named Customer Contact(s) should submit a Tier 2 Support request to Provider. Tier 2 Support Tier 2 Support is defined as the advanced troubleshooting technical support that the Provider provides to the Government Tenant Administrator(s), the Customer’s IT helpdesk team or the end user or both. All Tier 2 Support issues need to be escalated by a Customer’s Named Customer Contact(s) to Provider. This process will allow for proper trouble ticket creation, tracking and closure to correct Tier 2 Support issues listed below. • Assisting Government Tenant Administrator(s) in resolution of any Tier 0/1 Support issue that the Customer’s IT helpdesk team cannot resolve • Assisting Customer in the set-up and configuration of Enterprise Activation for the SteelBox Solution* • Assisting Customer in the set-up of SteelBox solution to provide Customer secure email services on their mobile devices (Android/iOS/Windows Phone/BlackBerry) • Assist Government Tenant Administrator(s) or Tier 1 Support specialist in mobile device troubleshooting for the SteelBox Solution* • Basic Enterprise Software troubleshooting for the SteelBox Solution* • Phone SteelBox Mobile Applications support • Support for mobile devices and Enterprise software installs, updates, and upgrades for the SteelBox Solution* If a Tier 0/1/2 Support issue cannot be resolved by the Provider and escalation is required, the Customer’s Named Customer Contact(s) submits a Tier 2 Support request to Provider. Tier 3 Support Tier 3 Support is defined as a technical support issue the Provider is unable to resolve for the Government Tenant Administrator(s), Customer’s IT helpdesk team, or end user. Tier 3 Support issues include: • Advanced support for the SteelBox Solution Software updates, upgrades and new applications supplied for the mobile device** All Tier 3 support issues need to be escalated by Customer’s Named Customer Contact(s) by submitting a Tier 3 Support request to Provider. Provider will escalate the Tier 3 Support issue to Partner Vendors to resolve. This process will allow for proper trouble ticket creation, tracking and closure to correct Tier 3 Support issues. * “Basic” support consists of any technical support for which information has been made available by Provider to the Customer in training programs, training materials, support materials or standard documentation. ** “Advanced” support consists of any technical support for which information has NOT been made available by Provider to the Customer in training programs, training materials, support materials or standard documentation. EXHIBIT B COMMERCIAL EULA AND PRIVACY POLICY [Available to Government customers upon request]