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EXHIBIT A
<br />Additional Business Terms
<br />The following additional business terms are incorporated by reference into file Agreement as applicable based on the
<br />padicularproducts and services described on the Quote.
<br />If Client Is Ordering Nixie- Products or Community Engagement:
<br />1. Client grants to Everbridge a conaxclusive, royalty free, worldwide and perpetual right and license (including sublicense)
<br />to (a) use, copy, display, disseminate, publish, translate, reformat and create derivative works from communications Client
<br />sands through the Solutions for public facing communications to citizens, other public groups and public facing websites,
<br />including social media (e.g., Google®, Facebook') (collectively,'Publlc Communications"), (b) use and display Client's
<br />trademarks, service marks and logos, solely as part of the Public Communications to Contacts who have opted in to
<br />receive those Communications, and on other websites where Everbridge displays your Public Communications, as
<br />applicable, and (c) place a widget on Client's website in order to drive Contact opt-in registrations. Client further
<br />acknowledges and agrees that all personal information from individuals registering through such widget is owned
<br />expressly by Everbridge and such information will be governed by the applicable Privacy Policy.
<br />N Client is Ordering Everbridge Suite Products,
<br />1. Messaging Credits. The Solutions include units of usage ('Msmaging Credits') for communications sent by Client
<br />through the Solutions for multiple Contacts via one or more communication paths ("Notifications'). No Messaging Credits
<br />shell be required to send Notifications by push nofification (Evemndge mobile application), by email or by pager. If Client's
<br />use of the Solutions exceeds the amount of Messaging Credits allocated to the account or previously purchased, Client
<br />shall pay for such overages and charges back to the date they were incurred. Unused Messaging Credits expire at the end
<br />of the annual billing period under the applicable Quote and are not refundable, Additional Messaging Credits may be
<br />purchased separately.
<br />2. Usage. Messaging Credits shall be applied per Notification sent by Client through the Solutions. A single Notification is
<br />defined as follows:
<br />• SMS Text messages:
<br />i. For messages that contain only GSM characters, each 153 characters or portion thereof.
<br />Ii. For messages that contain any non -GSM characters, each 67 characters or portion thereof.
<br />It. GSM characters include only Characters in the GSM 7-bit default alphabet.
<br />iv. Character limits for SMS Text massages am determined by telecommunication providers. Evemdi reserves
<br />the right to change the length of a single SMS Text message if telecommunication providers update them
<br />amounts.
<br />• Voice messages or Conference Voice: One minute or portion of a minute of the voice message, calculated on a
<br />cumulative basis per month, per destination country.
<br />• TTY: One minute per TTY message.
<br />• Fax Per page transmiltetl.
<br />3. Rule-based Llmlts. If Client exceeds any role-based limits (such as the number of Contacts, Resolvers or authorized
<br />users of a Solution) set forth on the applicable Quote, Client shall pay for such additional role-based numbers as of the
<br />date that the overage began. Payment shall beat the role-based number rote in the Quote and shall be paid for the duration
<br />of the term of such Quote.
<br />4, Other Usage Limits. If the applicable Quote sets forth any geographic, departments], entity-based or other limitation on
<br />usage of the Solutions, then Client's use of the Solutions is expressly limited to Contacts who are basad in such geographic
<br />area, department or entry or who Otherwise meet the Wage limitation criteria specified in the Quote. Clients use of the
<br />Solutions with any Contacts who are not included within such Iimaations shall constitute a material default under this
<br />Agreement and shall subject such Client to additional charges for such unauthorized usage.
<br />5. Data Feeds. Client shall not use any automated device, computer program,software,tool, algorithm, bot or similar process
<br />to mine or systematically scrape or extract data from any of the products, except as authorized in wining by Everbridge.
<br />Notwithstanding anything to the contrary in this Agreement to the extent that Client has purchased or accesses Data
<br />Feeds, the mutant such feeds are provided solely on an "AS IS' and 'AS AVAILABLE' basis and Everbridge disclaims
<br />any and all liability of any kind or nature resulting from (a) any inaccuracies or failures with respect to such Data Feeds or
<br />(b) any actions taken by Client as a result of its use of the Solutions or its content. All Data Feeds are provided solely as a
<br />convenience and do not constitute an endorsement by Everbridge. The sole and exclusive remedy for any failure, defect,
<br />or inability to access the conlem of such Data Feed shall be to terminate the Data Feed with no further payments due.
<br />"Dab Feed" means data content or weosites licensed or provided by third parties to Everbridge and supplied to Client in
<br />connection with the Solution (e.g,. real time weather system information and wemirgs, 911 data, third party maps, and
<br />situational intelligence) or publidy-available information that Client accesses on the Internet while using the Services.
<br />Clients purchasing Visual Command Center or Signal products further agree that they will comply with the Data Feed
<br />Terms and Conditions found at hIn Limirfir everbr-dtwntentfuploads/DaM-Feed-Tems-and-Condidons-0
<br />2019.od
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