Telecom Services Agreement

This Telecom Subscription Agreement (the “Agreement”) is by and between Telecom Inc., with business offices located
at 50 Fremont Street, Suite 2250, San Francisco, CA 94105, (“Telecom”), and Bank of America - San Francisco with
business offices located at 21 Rhodfar Ceffyl San Francisco CA 94122, United States (the “Subscriber”). This
Agreement shall be effective on the effective date provided on the Telecom signature block hereto (“Effective Date”).
Each of Telecom and Subscriber is a “Party” and together they are the “Parties”.

WHEREAS, Telecom has developed and maintains a software-as-a-service (“SaaS”) internet-based solution that
allows End-Users to manage certain customer relationships and perform certain business processes. These Services
are provided by Telecom under the trade names identified in an applicable Order and as described on Telecom’s Site.

WHEREAS, Telecom agrees to provide such Services to Subscriber pursuant to the terms and conditions of this
Agreement.

NOW, THEREFORE, the Parties hereto, for good and valuable consideration, the receipt, adequacy, and sufficiency of
which are hereby acknowledged, and intending to be legally bound, hereby agree as follows.

1. DEFINITIONS
In addition to the capitalized terms defined throughout this Agreement, the following terms when used herein shall have
the respective meanings assigned to them below

1.1 “Affiliate”, with respect to either Party, shall mean any entity, including and without limitation, any individual,
corporation, company, partnership, limited liability company, or group, that directly, or indirectly, through one or more
intermediaries, controls, is controlled by, or is under common control with such Party. Any references to Subscriber
herein shall also include reference to Subscriber Affiliates

1.2 “Content” shall mean the content that is made available by Telecom through the Services.

1.3 “End-User” shall mean any individual employee of Subscriber, Subscriber’s Affiliate, or Subscriber’s wholly owned
subsidiary who is authorized by Subscriber to use the Services.

1.4 “User Data” shall mean any electronic data and information used by Subscriber or End-Users with the Services
and may include Subscriber’s data, data relating to Subscriber’s customers, End-User data, as well as any third party
data. User Data shall be stored, maintained, and controlled by Subscriber at all times.

1.5 “Order” shall mean either: (i) any specific sales quotations or orders as agreed to in writing and signed by the
Parties from time to time; or (ii) as set forth in the applicable Telecom payment summary screen. Each Order is hereby
incorporated by reference into this Agreement as Exhibit “A” and shall be numbered sequentially as Exhibit A-1; A-2;
A-3 and so on. If there are any inconsistencies or conflicts between this Agreement and an Order, the inconsistent or
conflicting terms of the Order shall govern.

2. LICENSE
Subject to the terms and conditions of this Agreement, Telecom hereby grants Subscriber a nonexclusive,
nontransferable, worldwide license (“License”) to access and use the Services. All rights not expressly granted to
Subscriber under the License are reserved by Telecom. The License granted to Subscriber pursuant to this Agreement
will permit use of the Services as set forth in the Order. Any Subscriber Affiliate may also be added by Subscriber as a
registered End-User under this Agreement. SUBSCRIBER SHALL BE RESPONSIBLE FOR THE FAILURE OF ANY
SUBSCRIBER AFFILIATE TO PERFORM ITS OBLIGATIONS UNDER THIS AGREEMENT.

3. FEES & PAYMENTS

3.1 Fees
Subscriber shall pay Telecom for the Services provided by Telecom here under as specified in the applicable
Order.

3.2 Payment Methods

At a time mutually agreeable to the Parties, Telecom agrees to submit invoices and/or accept payment by the
following methods:

(1) Electronic Data Interchange ("EDI") Electronic

(2) Funds Transfer

(3) Company Check

3.3 Payment Terms

All pricing and payments are and shall be in U.S. dollars. Subscriber shall pay each invoice within 30 days of
receipt unless it has a bona fide dispute with respect to payment of such invoice or portion thereof. If there is a
bona fide dispute regarding any invoice rendered or amount paid, the disputing Party shall notify the other by
written Notice thereof, and the Parties shall use their best efforts to resolve such dispute expeditiously.

If an aggrieved Party notifies the other in writing of a disputed invoice or payment, and there is a good faith basis
for such dispute, the time for paying the portion of the invoice in dispute shall be extended by a period of time
equal to the time between receipt of such notice and the resolution of such dispute. Undisputed portions of any
invoice shall be paid as stated above.

4. CONFIDENTIALITY
4.1 Confidentiality
Each Party agrees to maintain the confidentiality of the other Party’s Confidential Information as defined herein.
“Confidential Information” means all information concerning a Party’s business not generally known to the public,
whether or not marked as confidential. By way of illustration only, Confidential Information may include this
Agreement, trade secrets, know-how, inventions, contractual disclosures, techniques, processes, algorithms,
software programs, schematics, software source documents, contracts, customer lists, financial information, sales
and marketing plans, information and business plans and other proprietary information, whether or not such
information is marked as confidential. Confidential Information shall not include, even if it is marked as such,
information that: (i) is already known to the receiving Party at the time of disclosure, which knowledge the receiving
Party shall have the burden of proving; (ii) is, or, through no act or failure to act of the receiving Party, becomes
publicly known; (iii) is readily observable and / or duplicable by the public; (iv) is legally received by receiving Party
from a third party without restriction on disclosure; (v) is independently developed by receiving Party without
reference to the Confidential Information of the disclosing Party; or (vi) is approved for release by written
 authorization of the disclosing Party. In maintaining the confidentiality of the other Party’s Confidential Information,
each Party shall use at least the same standard that Party uses for its own confidential information of similar type,
and shall take necessary precautions not to disclose such information to any person except its officers, employees
or subcontractors, who have a need to know in order to comply with the obligations of this Agreement. Each
Party’s officers, employees, and subcontractors shall be bound by the terms of this Section or a similar written
agreement with terms no less protective of either Party’s Confidential Information than this Agreement. Each Party
acknowledges that any actual or threatened violation of this Section may cause irreparable, non-monetary injury to
the disclosing Party, the extent of which may be difficult to ascertain, and therefore agrees that the disclosing Party
shall be entitled to seek injunctive relief in addition to all other remedies available at law and/or in equity. Nothing in
this Section shall prohibit Telecomfrom disseminating aggregated information that contains no identifiable
Subscriber Confidential Information.

4.2 Confidential Information

Upon request of the disclosing Party or upon termination of this Agreement, all materials containing Confidential
Information will be destroyed or returned to the disclosing Party and the receiving Party will retain no copies or
reproductions of the Confidential Information unless required by law, except the receiving Party may retain one
record copy, subject to the reasonable instructions of the disclosing Party with respect to such copy.

4.3 Cooperation
In the event of any unauthorized use or disclosure or loss of any Confidential Information of the disclosing Party,
the receiving Party shall promptly, at its own expense: (i) notify the disclosing Party in writing; (ii) take such actions
as may be necessary or reasonably requested by the disclosing Party to minimize the violation or the damage
resulting therefrom; and (iii) cooperate in all reasonable respects with the disclosing Party to minimize the violation
and any damage resulting therefrom.

5. INSTALLATION LOGISTICS
For orders containing an installation and activation, installation shall happen no more then 3 weeks and no earlier then
1 week after receipt of signed contract. If site access is restricted due to adverse weather conditions or logistical issues
then the company reserves the right to prolong installation until a suitable date can be agreed upon.

Services Ordered Pursuant to this Order

General Information Order Form Information
Bank of America - San
Customer Initial Term (in Months)
Francisco
Billing Contact Name Type of Order New
Billing Contact Email Contract Start Date
Billing Contact Phone Contract End Date

Product Quantity One Time Charge Recurring Charge

Business Essentials Bundle Extra Large 1 $450.00 $800.00
Broadband Internet Extra Large 1 $0.00 $50.00
Router - 1000 Series 2 $90.00 $0.00
Internet Installation and Activation 1 $50.00 $0.00
Static IP Address 1 $0.00 $5.00
Security Essentials 1 $0.00 $5.00
Web Safe Software 1 $0.00 $25.00
Firewall Software 1 $0.00 $5.00
Antivirus Software 1 $0.00 $5.00
Antimalware Software 1 $0.00 $5.00
Business Landline Extra Large 1 $0.00 $50.00
Business Phone - 3000 Series 1 $100.00 $0.00
Virtual PBX 1 $0.00 $25.00
Landline Installation and Activation 1 $50.00 $0.00
$1,590.00 $1,220.00
THE PARTIES ACKNOWLEDGE THAT THEY HAVE READ THE AGREEMENT, UNDERSTAND IT AND AGREE TO
BE BOUND BY ITS TERMS, AND THE PERSON SIGNING ON BEHALF OF EACH HAS BEEN AUTHORIZED TO DO
SO. THE PARTIES FURTHER AGREE THAT THIS AGREEMENTIS THE COMPLETE AND EXCLUSIVE
STATEMENT OF THE AGREEMENT BETWEEN THE PARTIES.

Bank of America - San Francisco

Telecom, Inc.

BY: BY:

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NAME: NAME:

TITLE: TITLE:

DATE: DATE:

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