Government Addendum

Effective January 2025

This Government Amendment (“Amendment”) modifies the Software License Agreement or the Saas Agreement as applicable (the “Agreement”) and applies to United States federal, state, and local government customers (“Government”) only.

Government and us (together, the “Parties”) agree to modify the Agreement only to the extent required to accommodate any statutory restrictions or obligations that apply, without exception, to the Agreement. Accordingly, the Agreement is hereby modified as set forth below as it pertains to use by the Government. We may update or modify this Amendment from time to time as set forth in the Agreement.

All capitalized terms not defined in this Amendment have the meanings given to them in the Agreement. Except as expressly set forth herein, all of the terms and conditions of the Agreement shall remain in full force and effect.

1. Commercial Items.

The Software Products (together, “Products”), Documentation, and related services are commercial in nature and available in the open marketplace. The Products, Documentation, and related services are “Commercial Items", as defined in 48 C.F.R. §2.101, and all software is “Commercial Computer Software" and “Commercial Computer Software Documentation", as defined in 48 C.F.R. §252.227-7014(a)(5) and §252.227-7014(a)(1), and used in 48 C.F.R. §12.212 and §227.7202. All sales to the Government shall be consistent with applicable Code of Federal Regulations. The Products and services are licensed to Government with only those rights granted to all other customers.

2. Government Purpose.

Government’s use of Products, Documentation, and related services shall only be for a governmental purpose. Any private, personal, or non-governmental purposes shall result in the waiver of this Amendment and reversion to the unmodified Agreement.

3. Indemnification, Liability, Statute of Limitations.

Any provisions in the Agreement imposing indemnification by Government are waived unless expressly authorized by law. Liability for breaches or claims under this Amendment shall follow applicable federal or state authority. Government agrees Technicate may bring claims directly against it.

4. Governing Law.

Terms regarding choice of law and venue are waived. This Amendment is governed by applicable Government law. California law applies in the absence of such law.

5. Intellectual Property Ownership.

Except as stated in the Agreement, no rights to derivative works, inventions, product modifications, or documentation are conferred to Government. All such rights remain exclusively with Technicate.

6. Publicity Rights.

We may identify Government as a customer in promotional materials as permitted by GSAR 552.203-71. We will not imply endorsement. Government may request removal from such use via the contact method outlined in the Agreement.

7. Order of Precedence.

In the event of a conflict, this Amendment overrides the Agreement or any associated terms, rules, or policies.