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DocuSign Envelope ID: 15665A35-DCA7.4094-905A-907FA50A06Eg <br />EXHIBIT 3 <br />TERMS REGARDING GRANTING OF RIGHTS <br />This Exhibit sets forth certain additional terms and conditions applicable to Rights Grantors and Rights <br />Grantees regarding the granting of Rights ("Rights Terms"). The Rights Terms are part of the Agreement, <br />and all use of the ChargePoint Services permitted pursuant to the Rights Terms remains subject to the <br />Agreement, <br />1. ADDITIONAL DEFINITIONS. The following additional definitions shall apply. <br />1.1 "Rights Grantor" means Subscriber. <br />1.2 "Rights Grantee" means any person to whom Subscriber has granted Rights. For <br />purposes of this Agreement, a Subscriber shall be deemed to have granted Rights to the entity assisting <br />Subscriber with creating its account and initiating Subscriber's access to Services, <br />2. TERMS. This Section governs Subscriber's granting of Rights as a Rights Grantor. <br />2.1 LIMITED RIGHTS, A Rights Grantee's right to access and use the ChargePoint Services for and <br />on behalf of a Rights Grantor Is limited to the specific Rights granted by such Rights Grantor to such Rights <br />Grantee. Such Rights maybe limited according to the Service Plan(s) subscribed to by Subscriber. Subscriber <br />may revoke Rights, or any portion thereof, It has granted to a Rights Grantee at will and such Rights will <br />thereafter by terminated with respect to such Rights Grantee. In no event may Subscriber grant Rights in <br />excess of those provided to It through the Service Plan(s) to which It has subscribed. <br />2.2 RESPONSIBILITY FOR AUTHORIZED USER. All use of the ChargePoint Services by a Rights <br />Grantee exercising Rights granted by Subscriber shall be subject to the terms and conditions of the Agreement <br />(including without limitation Subscriber's indemnification obligation pursuant to Section 10 thereof). <br />Subscriber shall be responsible for the actions, omissions, or performance of such Rights Grantee while <br />exercising any such Rights, as If such action, omission or performance had been committed by Subscriber <br />directly. <br />2.3 NO AGREEMENT. Subscriber acknowledges and agrees that the ChargePoint Services merely <br />enable a Rights Grantor to extend Rights to Rights Grantees. The mere extension of such Rights by a Rights <br />Grantor to a Rights Grantee does not constitute an agreement between Rights Grantor and the Rights Grantee <br />with respect to the granted Rights or the exercise of such Rights by the Rights Grantee. CPI does not, either <br />through the terms of the Agreement or the provision of ChargePoint Services undertake to provide any such <br />agreement, It is the responsibility of the Rights Grantor and the Rights Grantee to enter Into such an agreement <br />on terms mutually acceptable to each. CPI expressly undertakes no liability with respect to such an agreement <br />and Rights Grantor fully and unconditionally releases CPI from any liability arising out of such an agreement. <br />Further Rights Grantor agrees to indemnify and hold CPI, its officers, directors, agents, affiliates, distribution <br />partners, licensors and suppliers harmless from and against any and all claims, actions, proceedings, costs, <br />liabilities, losses and expenses (including, but not limited to, reasonable attorneys' fees) (collectively, <br />"Claims") suffered or Incurred by such indemnified parties resultingfrom or arising out of such agreement. <br />Page 20 of 20 <br />