ANALYTICS PRODUCT AGREEMENT This Analytics Product Agreement (this “Agreement”) is made between Embarke, Inc., a Delaware corporation (“Embarke”), and any person or company (“Customer”) who completes the registration process to open and maintain an account with Embarke’s analytics product for which features and functionality are further described below (the “Product”). THIS AGREEMENT IS A “CLICK-WRAP” AGREEMENT. BY CLICKING THE ACCEPTANCE BUTTON, CUSTOMER EXPRESSLY AGREES TO AND CONSENTS TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF CUSTOMER DOES NOT CLICK THE ACCEPTANCE BUTTON, THEN EMBARKE WILL PROMPTLY CANCEL THIS TRANSACTION AND CUSTOMER MAY NOT ACCESS OR USE THE PRODUCT. A. Product License Subject to the terms, conditions and restrictions set forth in this Agreement, Embarke hereby grants to Customer, and Customer hereby accepts, for the term of this Agreement, a revocable, non-exclusive, non-transferable limited right and license, without the right to grant sublicenses, to access and use solely for the purposes of its own business (a) the Product and (b) any operating manuals, user instructions or other related materials, in both eye-readable and machine-readable printable form, that may from time to time be supplied to Customer by Embarke to facilitate the use and application of the Product (the “Documentation”). Embarke shall retain all right, title and interest in and to the Product, the Documentation and its methodologies, processes, techniques, ideas, concepts, trade secrets and know-how (including, without limitation, any software or methodologies, processes, techniques, ideas, concepts, trade secrets and know-how that Embarke may develop or supply in connection with this Agreement). Customer shall not: (i) disassemble, reverse engineer, decompile or otherwise attempt to derive source code from the Product; (ii) modify, adapt, create derivative works based upon or translate the Product or the Documentation; (iii) assign, re-license or sublicense the Product, the Documentation or its right and license to the use of the Product and the Documentation; (iv) transfer, lease, loan, resell for profit, distribute or otherwise grant any rights in the Product or the Documentation in any form to any third party; or (v) use the Product or the Documentation to engage in any activity deemed by Embarke to be in conflict with the purpose of the Product, reputable business practices or the spirit or intent of this Agreement. Customer shall be solely responsible for providing and maintaining all hardware and software and other requirements for Customer’s use of the Product (including, without limitation, Internet access and a compatible web browser). Customer shall be solely responsible for any authorized or unauthorized access to Customer’s account by any person, it being understood that Customer bears all responsibility for the confidentiality of Customer’s password and all use, or charges incurred from use, of the Product with Customer’s password. Embarke shall have the right to collect, store, maintain, compile, synthesize, analyze and process data and information resulting from or relating to the use or operation of the Product, it being understood that such data and information shall be owned by Embarke and may be used by Embarke for any lawful purpose without any duty of accounting to Customer or any obligation to pay Customer. Embarke shall have no obligation to provide Customer with any updates or upgrades to the Product or to otherwise provide support for the Product, it being understood that any decision by Embarke to do so shall be in its sole discretion. B. Fees; Marketing Consent Customer shall pay Embarke for access to and use of the Product any then-applicable subscription charges or other fees (if any, the “Fees”). The Fees shall be due and payable at the time indicated by Embarke and are non-refundable. The Fees and any applicable taxes or other charges shall be billed to Customer’s credit card or PayPal account in United States Dollars. Customer shall be responsible for and shall pay Embarke all currency conversion charges, sales, use, value-added, personal property or other tax, duty or levy of any kind (including, without limitation, interest and penalties thereon) imposed now or later by any governmental entity. In the event Customer fails to pay any amount when due and payable, Embarke may immediately suspend or terminate this Agreement and Customer’s access to and use of the Product. Customer hereby grants to Embarke the right and license to use the name, logo and description of Customer and its business in its promotional materials to indicate Customer’s use of the Product. C. Limited Warranty Each party represents and warrants to the other party, for the term of this Agreement, that it has the full legal right and power, without the consent of any other person or company, to execute and deliver this Agreement, to perform its obligations under this Agreement and to grant to the other party any rights granted hereunder. EXCEPT AS EXPRESSLY SET FORTH IN THIS SECTION C, THE PRODUCT, THE DOCUMENTATION AND ANY SERVICES OF EMBARKE RELATED THERETO ARE PROVIDED ON AN “AS IS” BASIS AND CUSTOMER’S USE OF ANY OF THE FOREGOING IS AT ITS OWN RISK. EMBARKE DOES NOT MAKE ANY OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED (INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OR TITLE OR ANY WARRANTIES ARISING FROM A COURSE OF DEALING, USAGE OR TRADE PRACTICE), RELATED TO THE PRODUCT, THE DOCUMENTATION AND ANY SERVICES OF EMBARKE RELATED THERETO OR THIS AGREEMENT. D. Risk Allocation UNDER NO CIRCUMSTANCES SHALL EMBARKE BE LIABLE TO CUSTOMER OR ANY OTHER PERSON FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES FOR ANY MATTER ARISING FROM OR RELATING TO THIS AGREEMENT OR THE PRODUCT, THE DOCUMENTATION AND ANY SERVICES OF EMBARKE RELATED THERETO (INCLUDING, WITHOUT LIMITATION, CUSTOMER’S INABILITY TO ACCESS OR USE THE PRODUCT). IN NO EVENT SHALL EMBARKE’S TOTAL LIABILITY TO CUSTOMER OR ANY OTHER PERSON FOR ANY DIRECT DAMAGES ARISING FROM OR RELATING TO THIS AGREEMENT OR THE PRODUCT, THE DOCUMENTATION AND ANY SERVICES OF EMBARKE RELATED THERETO (INCLUDING, WITHOUT LIMITATION, CUSTOMER’S INABILITY TO ACCESS OR USE THE PRODUCT) EXCEED THE TOTAL FEES PAID BY CUSTOMER TO EMBARKE UNDER THIS AGREEMENT (OR, IF NO FEES WERE PAID, $100). The provisions of this Section D are intended to apply in all circumstances, regardless of the grounds or nature of any claim asserted (including, without limitation, contract, statute, any form of negligence, whether of Customer, Embarke or others, tort, strict liability or otherwise) and whether or not the party seeking remedy was advised of the possibility of the damage or loss asserted, to the extent not contrary to applicable law. E. Miscellaneous Matters The term of this Agreement shall be from the date of this Agreement and continue indefinitely, unless earlier terminated by either party, with or without cause, at any time upon notice to the other party. All provisions of this Agreement survive termination of this Agreement for any reason whatsoever. Customer acknowledges and agrees that its breach of any obligation under Section A may give rise to irreparable injury to Embarke and, therefore, Customer agrees that Embarke shall be entitled to equitable relief (including, without limitation, injunction and specific performance) in the event of any such breach. This right to equitable relief is in addition to any and all other remedies available to Embarke at law or in equity. This Agreement constitutes the entire understanding and agreement between Customer and Embarke and supersedes any and all prior or contemporaneous oral or written communications with respect to the subject matter hereof. The terms and conditions of this Agreement may not be amended, waived or modified other than in a writing signed by both Embarke and Customer. No failure or delay of either party to exercise any rights or remedies under this Agreement shall operate as a waiver thereof, nor shall any single or partial exercise of any rights or remedies preclude any further or other exercise of the same or any other rights or remedies, nor shall any waiver of any rights or remedies with respect to any circumstances be construed as a waiver thereof with respect to any other circumstances. If any provision of this Agreement, or the application of such provision to any person or circumstances, is held invalid, then the remainder of this Agreement, or the application of such provision in any and all other respects, shall not be affected thereby and shall nevertheless be enforced to the maximum extent consistent with the intent of this Agreement. This Agreement may not be assigned or transferred (by operation of law or otherwise) by Customer without prior written approval by Embarke, which approval may be withheld in Embarke’s sole discretion. This Agreement shall be governed by the laws of the State of California without regard to its conflict of laws principles. Customer agrees that any action or proceeding instituted by Customer resulting from, arising out of, relating to or in connection with this Agreement shall be tried and litigated exclusively in the state and federal courts located in San Diego County, California, United States of America within one (1) year after the claim or cause of action arises upon which such claim or proceeding is based. Any notice made by either party under this Agreement shall be delivered via e-mail. Customer shall deliver all notices to Embarke at Embarke shall deliver all notices to Customer to the e-mail address provided for Customer’s account or any other e-mail address that Customer provides to Embarke. This Agreement is a “click-wrap” agreement. This Agreement shall be deemed executed and delivered by both parties upon Customer clicking the acceptance button for this Agreement. F. Features and Functionality Sign-up: Customer will provide basic company and user information (e.g., company name, registrant name, username, password, etc.) for account sign-up. Embarke will provide a unique application ID that identifies Customer and an application key. Implementation: Embarke will provide instructions on how to integrate the Product with SendGrid in order to enable analytics and otherwise implement the Product. For example, Customer will configure SendGrid to send events triggered by e-mail to Embarke and Customer will add two parameters to the e-mails delivered through SendGrid. Access: Embarke will provide Customer with a web-based interface to view analytics results from the Product. Such analytics results will be based upon data that Embarke will receive directly from SendGrid about each “event” that happens around the delivery of e-mails by Customer (e.g., deliveries, opens, clicks, bounces, etc.), as well as other data from such e-mails such as timestamp, e-mail address, IP address, parameters that Embarke asked Customer to enter into e-mails or other information. Such data does not currently include the contents (subject, body, etc.) of such e-mails. Embarke will gather store and perform detailed analysis and processing with respect to such data. After such analysis and processing, Embarke will present analytics results as Embarke deems appropriate to Customer through such web-based interface. Access Limited: Customer has no right to access or receive any data or information other than the analytics results presented to Customer by Embarke through the web-based interface. To the extent that Embarke discloses to Customer any data or information (whether data collected by Embarke, algorithms used to analyze and process such data or otherwise) or provides to Customer analytic results in any form other than the web-based interface (e.g., downloads, excel spreadsheets, etc.), Embarke will do so in its sole discretion in accordance with any terms and conditions that Embarke may determine in its sole discretion.