User Agreement

THIS USER AGREEMENT (the “Agreement”) is effective as of the last date signed below (“Effective Date”) by and between Instructional Telecommunications Foundation, Inc. d/b/a Mission Telecom (“Mission Telecom”), and the customer party completes the DocuSign (the “Customer”) and is effective as of the date accepted or when payment is first made, whichever is earlier (the “Effective Date”). You may be accessing the Services (defined below) on behalf of an organization that has been approved by Mission Telcom, in which case, “Customer” shall mean that organization. YOU (A) ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THESE TERMS OF USE; (B) REPRESENT AND WARRANT THAT YOU HAVE THE RIGHT, POWER, AND AUTHORITY TO ENTER INTO THESE TERMS OF USE AND, IF ENTERING INTO THESE TERMS OF USE FOR A MEMBER, THAT YOU HAVE THE LEGAL AUTHORITY TO BIND THAT MEMBER; AND (C) ACCEPT THESE TERMS OF USE AND AGREE THAT YOU ARE LEGALLY BOUND BY ITS TERMS.

1 License. Mission Telecom grants to Customer a limited, non-exclusive, non-transferable license to access and use those certain products, Devices (defined below), software, network, and other services (collectively, the “Services”) solely for Customer’s business use, as further set forth in this Agreement.

2 Term. Customer may be granted access to and use of the Services under certain payment terms and for a certain term period (the “Term Period”). During the Term Period, Mission Telcom grants Customer a license to the Services, pursuant to the same license as set forth in Section 1. After the Term Period, this Agreement and the Services shall terminate, unless, extended, or altered, by either of the parties.

3 Eligibility. To be eligible, Customer must be a non-profit or educational organization located in the United States. Customer agrees to provide proof of eligibility, such as an IRS Form W-9, or other documentation reasonably requested by Mission Telecom.

4 Devices. Eligible organizations will receive service-activated SIM card(s) or other devices (each a “Device”) purchased by Customer from Mission Telcom.

5 Carriers. Customer understands and agrees that Mission Telcom may rely on third-party mobile network carriers (each a “Carrier”) to provide the Service. Mission Telecom shall be free to modify or change Carriers, at any time, for any reason or no reason whatsoever. MISSION TELECOM MAKES NO REPRESENTATIONS REGARDING THE CARRIER’S NETWORKS, INCLUDING THE ACCURACY, AVAILABILITY, USABILITY, SECURITY, AND RELIABILITY THEREOF.

6 Intellectual Property.

6.1 All right, title and interest in the Services will remain with Mission Telecom.

6.2 Mission Telecom encourages Customer to provide suggestions, proposals, ideas, recommendations or other feedback regarding improvements to Mission Telecom’s services and related resources. Mission Telecom shall own all rights, title and interest, including all intellectual property rights, in and to any improvements, new programs, upgrades, modifications or enhancements developed by Mission Telecom in connection with Services, even when refinements and improvements result from Customer’s feedback or request. To the extent, if any, that ownership in such refinements and improvements does not automatically vest in Mission Telecom by virtue of the Agreement or otherwise, Customer grants to Mission Telecom a royaltyfree, fully paid, sub-licensable, transferable, non-exclusive, irrevocable, perpetual, worldwide right and license to make, use, sell, offer for sale, import and otherwise exploit feedback (including by incorporation of such feedback into the Services and/or Services) without restriction.

6.3 All right, title and interest in data provided by Customer (the “Customer Data”) will be retained by Customer. It is understood that Customer is under no obligation to enter into a contract with Mission Telecom to obtain continued use of the Services or purchase Services, as applicable.

6.4 Customer hereby grants Mission Telecom a limited license to use Customer’s name, brands, logos and similar information in connection with promoting Mission Telecom’s services and solely to identify Customer.

7 Customer Obligations.

7.1 Customer agrees that Services is the sole property of Mission Telecom and includes valuable trade secrets of Mission Telecom, and agrees to treat the Services as confidential. Customer will not without the express written authorization of Mission Telecom: (a) Demonstrate, copy, sell or market Services to any third party; (b) Share or give persons outside Customer’s organization access or use to the Services; (c) Publish or otherwise disclose information relating to performance or quality of the Services to any third party; or (d) Modify, reuse, disassemble, decompile, reverse engineer or otherwise translate Services or any portion thereof.

7.2 To the extent Customer provides their own devices or equipment (the “Customer-Owned Devices”), Customer shall be responsible for obtaining and purchasing any additional equipment or devices, and doing all other things necessary in order to use the Services. Mission Telecom may provide compatibility requirements, and Customer is responsible for validating that such Customer-Owned Devices are compatible. CUSTOMER IS RESPONSIBLE FOR ENSURING THAT ALL CUSTOMER-OWNED DEVICES AND ANY ASSOCIATED COMPONENT THEREOF MEET MISSION TELECOM REQUIREMENTS FOUND AT MISSIONTELECOM.ORG.

7.3 Customer shall promptly notify Mission Telecom of any loss, theft, security incident, unauthorized use or access, or any misuse of the Services, the Devices, or the Customer-Owned Devices, that Customer becomes aware of, by contacting Mission Telecom at service@missiontelecom.org.

8 License. By submitting, posting, or displaying Customer Data on or through the Services, Customer grants Mission Telecom a worldwide, nonexclusive,
royalty-free license (with the right to sublicense) to use, copy, reproduce, process, adapt, modify, publish, transmit, display and distribute such Customer Data in any and all media or distribution methods.

9 Payments, Returns, and Refunds. Customer agrees to pay the fees set forth in the applicable ordering page, or as agreed to by Customer and Mission Telecom in writing (e.g. in an invoice). Customer shall be entitled to a refund of certain fees only within thirty (30) days of the Effective Date. After such thirty-day period, Customer is obligated to make all payments or shall not be eligible for any refunds for any pre-paid amounts. If a Device (except for any Customer-Owned Devices) is defective, malfunctioning, or otherwise damaged, the Device shall be subject to the applicable Device warranty and/or returns.

10 Additional Terms and Conditions. Customer acknowledges and agrees that Customer may be presented with additional agreements, terms, or provisions relating to the Software upon installation or deployment, or upon log in to or other use of, the Service (e.g., shrink wrap or click wrap terms). Such additional terms and conditions shall form part of this Agreement. Customer also acknowledges and agrees that Carrier’s terms and conditions and their privacy policy may also apply as referenced here: T-Mobile’s Open Internet Disclosures; T-Mobile Terms and Conditions.

11 DISCLAIMERS. MISSION TELECOM MAKES NO WARRANTIES HEREIN, EXPRESS OR IMPLIED, AND MISSION TELECOM SPECIFICALLY DISCLAIMS ALL EXPRESS AND IMPLIED WARRANTIES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. ANY SERVICES PROVIDED BY MISSION TELECOM TO OR FOR CUSTOMER UNDER THIS AGREEMENT IS PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. MISSION TELECOM SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, RESULTING FROM ANY BREACH OF WARRANTY OR CONDITION, OR UNDER ANY OTHER LEGAL THEORY, INCLUDING, BUT NOT LIMITED TO, LOST OF ACTUAL OR ANTICIPATED PROFITS (INCLUDING LOSS OF PROFITS ON CONTRACTS); LOST OF GOODWILL OR REPUTATION; DAMAGED, CORRUPTED OR LOST DATA; OR LOST BUSINESS OPPORTUNITIES, EVEN IF MISSION TELECOM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. MISSION TELECOM EXPRESSLY DISCLAIMS AND IS NOT LIABLE FOR CUSTOMER’S DATA OR FOR ANY DAMAGES THAT MAY OCCUR TO CUSTOMER’S DATA, BUSINESS, OR BUSINESS RELATIONSHIPS. MISSION TELECOM WILL HAVE NO RESPONSIBILITY FOR THE ADEQUACY OR PERFORMANCE OF: (I) THE CUSTOMER-OWNED DEVICES, OR ANY SOFTWARE, HARDWARE, OR OTHER MATERIALS MISSION TELECOM DID NOT PROVIDE UNDER THIS AGREEMENT, OR (II) ANY PRODUCTS OR SERVICES PROVIDED BY ANY THIRD PARTY EXCEPT FOR ANY THIRD-PARTY SOFTWARE, HARDWARE, OR OTHER MATERIALS MISSION TELECOM DIRECTLY PROVIDES UNDER THIS AGREEMENT. MISSION TELECOM DISCLAIMS ALL WARRANTIES, EXPRESS AND IMPLIED, INCLUDING ANY WARRANTIES OF TITLE, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO ALL THIRD-PARTY PRODUCTS.

12 INDEMNIFICATION. CUSTOMER AGREES TO INDEMNIFY, DEFEND, AND HOLD MISSION TELECOM, ITS SUBSIDIARIES, AFFILIATES, AND LICENSORS HARMLESS FROM AND AGAINST ANY AND ALL CLAIMS, LOSSES, LIABILITIES, COSTS AND EXPENSES (INCLUDING TAXES, FEES, FINES, PENALTIES, INTERESTS, EXPENSES OF INVESTIGATION AND ATTORNEYS’ FEES AND DISBURSEMENTS) AS INCURRED, ARISING OUT OF OR RELATING TO THIS AGREEMENT, OR THE SERVICES.

13 Limitation of Liability. Mission Telecom’s liability and any liability of its personnel, arising out of this Agreement, shall not exceed one hundred dollars ($100). This limitation of liability shall apply to the fullest extent allowed by law and shall apply to any claim, liability, or damages including, without limitation, claims, liabilities, or damages based in negligence or other tort, contract, warranty, fiduciary principles, statute or common law. This provision shall survive termination of this Agreement, in whole or in part.

14 Publicity. Customer may use or refer to the name, trademarks or logos of Mission Telecom in any advertisement, publication or other media with Mission Telecom’s prior written consent. Customer permits Mission Telecom to use or refer to Customer’s name, trademarks or logos in any advertisement, publication or other media solely to promote Mission Telcom’s services. Customer may not use the Carrier’s name, logos, or trademarks.

15 Laws. This Agreement shall be governed, construed and enforced in accordance with the laws of the United States of America and of the State of Colorado. Any notice required by this Agreement shall be given by prepaid, first class, certified mail, return receipt requested to above address or such other address as may be given from time to time under the terms of this notice provision.

16 Entire Agreement. This Agreement constitutes the entire and only agreement between the parties for Services, and all other prior negotiations, representations, agreements, and understandings are superseded hereby. No agreements altering or supplementing the terms hereof may be made except by means of a written document signed by the duly authorized representatives of the parties.

17 Compliance. Customer shall comply with all applicable federal, state and local laws, regulations, and ordinances in connection with its activities pursuant to this Agreement.

18 General. Failure of Mission Telecom to enforce a right under this Agreement shall not act as a waiver of that right or the ability to later assert that right relative to the particular situation involved. If any provision of this Agreement shall be found by a court to be void, invalid or unenforceable, the same shall be reformed to comply with applicable law or stricken if not so conformable, so as not to affect the validity or enforceability of this Agreement. The provisions of this Agreement which are, by their sense, intended to survive shall survive the expiration or termination of this Agreement for any reason.