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DocuSign Envelope ID: F0136FO6-FF73-4038-BOE1-FD6CE05477F4 developed by the receiving party without use of the disclosing party's Confidential Information. The receiving party may disclose Confidential Information pursuant to the requirements of applicable law, legal process or government regulation, provided that, where legally permitted to do so, it gives the disclosing party reasonable prior written notice to permit the disclosing party to contest such disclosure, and such disclosure is otherwise limited to the required disclosure. Notwithstanding any other provision of this Agreement, both parties acknowledge that any use of the disclosing party's Confidential Information in a manner inconsistent with the provisions of this Agreement may cause the disclosing party irreparable and immediate damage for which remedies other than injunctive relief may be inadequate. Therefore, both parties agree that, in addition to any other remedy which the disclosing party may be entitled hereunder, at law or equity, the disclosing party shall be entitled to an injunction or injunctions (without the posting of any bond and without proof of actual damages) to restrain such use in addition to other appropriate remedies available under applicable law. 7. Term; Termination; Suspension 7.1 Term. Subject to the provisions of Section 7.2, the term of your access to the Wasabi Service (a "Usage Period") will continue for so long as you have an active and fully paid up Customer Account (the "Term"). 7.2 Termination. (a) Termination For Convenience. Subject to Section 5, either party may terminate this Agreement and your Customer Account for any reason by providing the other party at least thirty (30) days' advance notice, provided, however, if you terminate a Reserved Capacity prepaid Wasabi Service under this provision, you remain responsible for all fees due for the balance of the then -current reserved capacity term, and you shall not be entitled to any refunds. (b) Termination for Failure to Pay. In the event you fail to make any payment as set forth in this Agreement, we reserve the right to disable your Customer Account after twenty-four (24) hours notice to you. You are required to make payment of all outstanding amounts before your Customer Account is re -enabled. If you fail to respond to the first notice of payment failure, we will provide a second final notice that if outstanding amounts are not paid in full within twenty-four (24) hours our delivery of the second notice, we reserve the right to delete your Customer Account and Your Content within seventy-two (72) hours from such final notice. (c) Termination for Cause. (i) By Either Party. Either party may terminate this Agreement and your Customer Account for cause if the other party is in material breach of this Agreement and/or your Customer Account and the material breach remains uncured for a period of thirty (30) days from receipt of notice by the other party. (ii) By Wasabi. We may also terminate this Agreement and/or your Customer Account immediately upon notice to you (A) if our relationship with Affiliates and/or a third -party partner who provides software or other technology we use to provide the Wasabi Service expires, terminates or requires us to change the way we provide the software or other technology as part of the Wasabi Service, or (B) in order to comply with law. 7.3 Effect of Termination. Upon the Termination Date: (i) all your rights under this Agreement and your Customer Account immediately terminate; (ii) you remain responsible for all fees and charges you have incurred through the termination date (except for Reserved Capacity, which is addressed in Section 7.2(a) above) and are responsible for any fees and charges you incur up to termination; (iii) you will immediately return or, if instructed by us, destroy all Wasabi content in your possession; and (iv) those terms intended to survive termination shall continue to apply in accordance with their terms. 7.4 Immediate Termination or Suspension. We may elect to terminate or suspend (in our sole discretion) your or any Authorized User's right to access or use any portion or all of the Wasabi Service immediately upon notice to you if we determine: (a) your or an End User's use of the Wasabi Service (i) poses a security risk to Wasabi, the Wasabi Service, any other Wasabi customer, or any third party, (ii) could adversely impact our systems, the Wasabi Service or the systems or content of any other Wasabi customer, (iii) could subject us, our Affiliates, or any third party to civil or criminal liability, or (iv) could be criminal, fraudulent or otherwise illegal; (b) you are, or any Authorized User is, in material breach of this Agreement; (c) you are in breach of your payment obligations under Section 5; or July 2021