Centercode SOC 2 Type II Report

By downloading this confidential System and Organization Controls (SOC) 2 Type II Report of Centercode, Inc. (the “SOC 2 Report”), you and the party identified below as “Company” agree that you and it: will not distribute, display, or otherwise make the SOC 2 Report available to any individual or entity unless expressly permitted in this agreement, will keep this SOC 2 Report confidential and use it only for Company’s review of Centercode’s service organization controls in connection with Company’s evaluation of Centercode’s services (the “Purpose”), will use a reasonable degree of care to protect the SOC 2 Report and no less care than Company uses for its own confidential information, and will only share the SOC 2 Report in its complete form and with Company’s employees, directors, agents, third party contractors, or regulators who have a need to review the SOC 2 Report in connection with the Purpose and who have agreed to be bound by confidentiality provisions no less restrictive than those in this agreement.

This agreement remains in effect in perpetuity and is governed by the laws of the state of California, USA, without reference to conflicts of law principles. The parties consent to the courts in Orange County, California, USA, having the exclusive jurisdiction and venue for disputes arising out of or related to this agreement.

This is the parties’ entire agreement related to the confidentiality obligations with respect to the SOC 2 Report and supersedes any prior or contemporaneous agreement on the subject, provided that if Company is a current customer of Centercode and has an active customer agreement with Centercode that contains a general mutual non-disclosure provision that already protects this Confidential Report as Centercode confidential information and limits Company’s use and sharing of such information as provided above (the “Customer Agreement”), then the Customer Agreement applies instead of this agreement.