RECURVE CONNECT SERVICES AGREEMENT SUMMARY

Services Agreement Summary

Recurve Solutions LLC (Recurve), a limited liability company wholly owned by Greenberg Traurig PA (“GT”) that arranges for creative non-legal support solutions for its customers, will deliver our products and services under a Recurve Services Agreement (Agreement). Products and services are licensed on a subscription basis or provided for a fee. The full Agreement will be provided for your review and acceptance prior to delivery of any products and services. For convenience, the Agreement is summarized below; however, any products or services provided will be governed under the current Recurve Services Agreement unless otherwise specified in writing.

Services and Recurve Obligations

Subject to the terms and conditions of the Agreement, Recurve shall provide agreed upon products and services. Recurve shall have no further obligations with respect to the delivered products or services, other than with respect to any agreed upon support services.

Customer Obligations


Customer shall, among other things:

(a) Cooperate with Recurve in its performance of the services and provide access to customer’s premises, employees, contractors, IT systems and equipment as required to enable Recurve to provide the services.

(b) Obtain and maintain access and right to use the Thomson Reuters HighQ Platform either through Recurve or by entering into its own agreement with Thomson Reuters and comply with the requirements, terms and conditions for the access to and use of the Thomson Reuters HighQ Platform.

Fees and Payment


In consideration for the provision of the services by Recurve under the Agreement, customer shall pay Recurve the fees agreed upon in the Agreement and accompanying Statement of Work.

Customer shall pay all fees within thirty (30) days after the date of the invoice from Recurve. All amounts payable to Recurve under the Agreement shall be paid by the customer to Recurve in full without any setoff, recoupment, counterclaim, deduction, debit, or withholding for any reason (other than any deduction or withholding of tax as may be required by applicable law).

Refunds


In the event the Agreement is terminated pursuant to the terms of the Agreement, Recurve shall within thirty (30) days after the effective date of termination, refund to customer any fees paid by the customer as of the date of termination for the services, less a deduction equal to the fees for receipt or use of such services up to and including the date of termination on a pro-rated basis.

The foregoing remedy shall not be available unless customer provides written notice of termination within thirty (30) days after delivery of such services to customer.

Confidentiality and Privacy


During the term of this Agreement, either party may disclose or make available to the other party confidential or proprietary information, records, or data, including financial, technical, development, personnel, and other such information, records, or data, however recorded or preserved, in any form or medium (whether electronic, written, oral, or other) that the disclosing party considers confidential or proprietary, (any such information, “Confidential Information”). For the avoidance of doubt, Recurve’s Confidential Information includes all Recurve intellectual property, and customer’s Confidential Information includes all customer intellectual property.

The receiving party shall: (i) protect and safeguard the confidentiality of the disclosing party’s Confidential Information with at least the same degree of care as the receiving party would protect its own Confidential Information, but in no event with less than a commercially reasonable degree of care; (ii) not use the disclosing party’s Confidential Information, or permit it to be accessed or used, for any purpose other than to exercise its rights or perform its obligations under the Agreement; and (iii) not disclose any such Confidential Information to any person, except to the receiving party’s employee or representatives who need to know the Confidential Information to assist the receiving party, or act on its behalf, to exercise its rights or perform its obligations under the Agreement.

Governing Law


The Agreement is governed by and construed in accordance with the internal laws of the State of New York without giving effect to any choice or conflict of law provision or rule that would require or permit the application of the laws of any jurisdiction other than those of the State of New York.

Product Support


For assistance with any Recurve products or services, please email info@recurvesolutions.com.

Thomson Reuters Terms of Service


Please contact your Thomson Reuters account manager for more information in relation to Thomson Reuter’s Terms of Service and refund policies.