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Conditions must be accepted to access Squire Patton Boggs MyMatter sites.
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End User License Agreement

EXTRANET USER AGREEMENT

SQUIRE PATTON BOGGS

Squire Patton Boggs (“Squire Patton Boggs” herein) provides this limited access
to parts of its information systems (the “Extranet” herein) solely in accordance
with the terms and conditions of this Extranet User Agreement (the “Agreement”
herein). The Squire Patton Boggs Extranet provides clients, co-counsel and third
parties with access to important legal documents and attorney work product, and
in some instances permits access to checklists, documents, questionnaires and
other information by third parties. This Agreement sets forth the terms and
conditions governing your access and use of the Extranet. “Squire Patton Boggs”
refers to an international legal practice that practices worldwide through a
number of separate legal entities, including, Squire Patton Boggs (US) LLP,
Squire Patton Boggs (UK) LLP and Squire Patton Boggs (AU). 

BY CHECKING THE “I ACCEPT THE TERMS & CONDITIONS” BOX, YOU CONSENT TO THE TERMS
OF THIS AGREEMENT AND WILL BE BOUND BY ITS TERMS AND CONDITIONS. If you do not
consent to this Agreement, do not check the “I ACCEPT THE TERMS & CONDITIONS”box
and you will not have access to the Squire Patton Boggs Extranet.

 1. Warranties and Representations

As an inducement to Squire Patton Boggs to provide you with access to and use of
the Extranet, you warrant and represent that you:

 1. Are an authorized and empowered representative of your employer and able to
    bind both yourself and your employer to the terms of this Agreement;
 2. Have read and understand the terms of this Agreement;
 3. Will make no claim or support a claim by your employer or others that this
    Agreement is invalid or unenforceable against you or your employer;
 4. Agree that this Agreement is a legally binding obligation upon you and your
    employer;
 5. Are a sophisticated computer user: i) recognizing the risks and hazards
    associated with access to and transmission of data over the Internet; ii)
    realizing the importance of safeguarding your username and password; iii)
    understanding that Internet communications and computers may fail or result
    in damaged or altered information; iv) recognizing that documents and
    information contained on the Extranet may contain hidden information or
    metadata; and v) understanding the risks related to unauthorized access
    (hacking) of a static site containing documents on the Internet;
 6. Understand that the information contained on the Extranet may be subject to
    attorney-client privilege, is confidential and protected by law and/or court
    orders; and
 7. Agree to the terms of the Consent contained in Exhibit A, which exhibit is
    made a part of this Agreement by this reference and following below.

 2. Termination

Your access may be restricted, limited, controlled or terminated at the
convenience of Squire Patton Boggs at any time without notice. Squire Patton
Boggs has no obligation to maintain or continue to maintain the Extranet.

 3. Acceptance or Rejection

You agree your user identification is personal and for your use only. You agree
to safeguard your user identification and password and permit no other person to
access the Extranet or to use your user identification or password for any
reason. If you ever discover that your user identification has been stolen, lost
or otherwise compromised, you agree to give immediate notice to Squire Patton
Boggs and to the Squire Patton Boggs lead attorney principally responsible for
your work. You are responsible for all access to the Extranet through your user
identification. You may not transfer your user identification or password to
anyone else. It is your responsibility to inform Squire Patton Boggs of any
changes to your current user information.

 4. Permitted Use

Your access to the Extranet only allows you to:

 1. Read, download and print materials to which you are entitled to access;
 2. View materials related to your relationship with Squire Patton Boggs or in
    connection with your need to review documents, checklists, questionnairs or
    other information pertaining to a transaction with a client of Squire Patton
    Boggs; and
 3. If applicable to your level of access, post documents, add to Checklists and
    Questionnaires, and engage in Discussions and News Postings.

When you do any of the things described in paragraph (c) above, you must also
communicate with the Squire Patton Boggs attorney that you have done so. Not
communicating each of these activities promptly as they occur may result in no
attention being given to them by any Squire Patton Boggs attorney. They may also
be deleted at any time by the Extranet administrator before any Squire Patton
Boggs attorney is aware of its presence.

You shall not attempt to access or view materials for any other party. If for
any reason you obtain access to any materials not related to your relationship
with Squire Patton Boggs or in connection with your need to review documents,
checklists, questionnaires or other information pertaining to a transaction with
a client of Squire Patton Boggs, you shall immediately give notice to Squire
Patton Boggs and refrain from viewing, saving, using, disclosing or downloading
such materials or otherwise seeking to benefit yourself or others from access to
such materials.

 5. Restrictions on Use and Disclosure

All information on the Squire Patton Boggs Extranet is subject to your
agreement:

 1. To use the information only in connection with your relationship with Squire
    Patton Boggs or in connection with your need to review documents,
    checklists, questionaaires or other information pertaining to a transaction
    with a client of Squire Patton Boggs and for no other purposes;
 2. Never to disclose, publish or reproduce such information, except as required
    in connection with your relationship with Squire Patton Boggs or in
    connection with your need to review documents, checklists, questionnaires or
    other information pertaining to a transaction with a client of Squire Patton
    Boggs;
 3. That your obligations in connection with such information and this Agreement
    shall survive any termination or expiration of this Agreement or your access
    to the Extranet; and
 4. If you leave your current position or otherwise no longer are involved and
    authorized to access the information Squire Patton Boggs hosts on the
    Extranet, to discontinue any attempt to access the Squire Patton Boggs
    Extranet and to destroy all copies of all information you obtained from the
    Squire Patton Boggs Extranet and retain no copies. For the avoidance of
    doubt, you may not possess any information stored on or accessed by you from
    the Squire Patton Boggs Extranet after your user identification has been
    deactivated by Squire Patton Boggs.

 6. Privilege and Confidentiality

Much of the material on the Extranet will be subject to the attorney-client
privilege. If you are the client and information on the Extranet pertains solely
to you, you have the right to waive this privilege and disclose such material to
third parties. You are responsible to make sure you do not waive this privilege
through inadvertent disclosure to third parties. You must maintain the
appropriate level of confidentiality for any material that you download. Access
to the Extranet does not create any attorney-client relation not already in
existence and documented in a written and signed engagement agreement with
Squire Patton Boggs. The terms of this Agreement shall supersede and replace any
inconsistent terms and conditions of any engagement agreement with Squire Patton
Boggs.

 7. Links and URLs

When using the Extranet, you may be provided with a link to other websites.
Squire Patton Boggs is not responsible for any websites that link from the
Extranet.

 8. User Indemnification

To the extent allowed by law, you agree to defend, indemnify and hold harmless
Squire Patton Boggs and any of its partners and employees from and against any
and all third party claims and all liabilities, assessments, losses, costs or
damages resulting from or arising out of or related to your use of the Extranet,
or any breach by you of any term or condition of this Agreement. If any such
action shall be brought against any indemnified party, they shall notify you in
writing and you shall assume and control the defense and settlement of each such
action, including the employment of counsel and payment of all expenses. Any
indemnified party shall have the right to employ separate counsel in any such
action and participate in the defense or take over the defense, at their own
cost.

 9. EXCLUSION OF WARRANTIES

ACCESS TO THE SQUIRE PATTON BOGGS EXTRANET AND ITS CONTENT, PRODUCTS AND
SERVICES ARE PROVIDED “AS IS.” SQUIRE PATTON BOGGS DOES NOT MAKE ANY WARRANTIES
OR REPRESENTATIONS, EXPRESSED OR IMPLIED, CONCERNING THE MERCHANTABILITY,
QUALITY, NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE OF THE SQUIRE
PATTON BOGGS EXTRANET OR ITS CONTENT. YOU ASSUME ALL RISK OF USE. NO WARRANTY IS
GIVEN THAT THE SERVICES WILL BE ERROR-FREE, FREE OF VIRUSES OR UNINTERRUPTED.
SQUIRE PATTON BOGGS IS NOT RESPONSIBLE FOR INVALID DESTINATIONS AND TRANSMISSION
ERRORS IN, OR THE CORRUPTION OR SECURITY OF, INFORMATION MAINTAINED ON THE
EXTRANET, CARRIED OVER TELECOMMUNICATIONS CARRIERS’ OR OTHER PROVIDERS’
FACILITIES. SQUIRE PATTON BOGGS HAS NO LIABILITY FOR FAULTY OR INTERRUPTED
COMMUNICATION LINKS. YOU ACKNOWLEDGE THAT PORTIONS OF THE CONTENT OF THE SQUIRE
PATTON BOGGS EXTRANET ARE PROVIDED BY THIRD PARTY USERS, AND SQUIRE PATTON BOGGS
HAS NO CONTROL OVER, OR LIABILITY FOR, ANY SUCH CONTENT.

 10. Limitation of Liability of SQUIRE PATTON BOGGS

SQUIRE PATTON BOGGS SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY
DIRECT, SPECIAL, INDIRECT, CONSEQUENTIAL OR INCIDENTAL DAMAGES INCURRED ARISING
OUT OF THE USE OF, OR THE INABILITY TO USE, THE SQUIRE PATTON BOGGS EXTRANET,
EVEN IF SQUIRE PATTON BOGGS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE
OR LOSS. YOU AGREE THAT THE LIMIT OF LIABILITY OF SQUIRE PATTON BOGGS FOR DIRECT
DAMAGES ARISING OUT OF, OR IN ANY WAY CONNECTED WITH, THE USE OR FAILURE OF THE
EXTRANET, OR THE PERFORMANCE OR BREACH OF THIS AGREEMENT BY SQUIRE PATTON BOGGS,
SHALL BE ONE HUNDRED US DOLLARS (US$100.00), REGARDLESS OF THE THEORY OF
LIABILITY OR BASIS OF THE CLAIM BEING IN CONTRACT, TORT, PROFESSIONAL LIABILITY
OR OTHERWISE.

 11. Compliance With Laws

 1. You agree to comply fully with all applicable laws, statutes, ordinances,
    rules and regulations, and agree not to use the Extranet to facilitate
    collusion or for any other conduct violating antitrust or other applicable
    laws. This Extranet and the information contained therein may be subject to
    the export, privacy, security and data protection laws of the United States
    of America, the United Kingdom, the European Union and other countries. You
    agree to make no use of the Extranet or the information contained therein in
    violation of such laws.
 2. IRS Circular 230 Notice: To comply with US Treasury regulations, we advise
    you that any US federal tax advice included on the Extranet is not intended
    or written to be used, and cannot be used, to avoid any US federal tax
    penalties or to promote, market or recommend to another party any
    transaction or matter.

 12. Waivers and Remedies

Any waiver by Squire Patton Boggs of the provisions of this Agreement or of
Squire Patton Boggs’s rights or remedies under this Agreement must be in writing
to be effective. Any waiver in a particular instance shall not constitute a
waiver of the same or different rights or breaches in any other instance.
Failure, neglect or delay by Squire Patton Boggs to enforce the provisions of
this Agreement or Squire Patton Boggs’s rights or remedies at any time will not
be construed and will not be deemed to be a waiver of Squire Patton Boggs’s
rights under this Agreement and will not prejudice Squire Patton Boggs’s right
to take subsequent action. No exercise or enforcement of any right or remedy
under this Agreement will preclude the enforcement of any other right or remedy
under this Agreement or that Squire Patton Boggs is entitled by law to enforce.

 13. Ownership


The Squire Patton Boggs Extranet is owned by Squire Patton Boggs (US) LLP. As
between Squire Patton Boggs and you, Squire Patton Boggs shall own all
intellectual property rights in all information provided by Squire Patton Boggs
on the Extranet. Squire Patton Boggs’s interest in elements of the site is
protected by trademark, copyright, trade dress and other laws.

 14. Applicable Law and Jurisdiction


This Agreement shall be governed and interpreted pursuant to the laws of the
State of Ohio, United States of America, notwithstanding any principles of
conflicts of law. If you take legal action relating to these terms, you agree
that the state and/or federal courts located in the State of Ohio, Cuyahoga
County, shall have the personal and exclusive jurisdiction of such action. If
any part of this Agreement is deemed unlawful, void or unenforceable, that part
will be deemed severable and will not affect the validity and enforceability of
remaining provisions.

 15. Updates and Amendments


Squire Patton Boggs reserves the right, in its sole discretion, to supplement,
modify or discontinue any aspect of the Squire Patton Boggs Extranet, including,
without limitation, restricting the times or means of access to the Squire
Patton Boggs Extranet. Squire Patton Boggs also reserves the right, in its sole
discretion, to modify this Agreement in any manner and to adopt additional terms
or conditions governing your access and use of the Squire Patton Boggs Extranet,
at any time, without prior notice. The terms of any such amendment to this
Agreement shall become effective immediately upon posting of such terms on the
Squire Patton Boggs Extranet, and your use of the Squire Patton Boggs Extranet
on or after such effective date shall constitute acceptance of such amended
terms.

 16. Third Party Beneficiaries


All users on the Squire Patton Boggs Extranet are intended third party
beneficiaries of this Agreement; all rights and benefits conferred by this
Agreement shall extend to such users, and such users are independently entitled
for enforcement of its provisions. You acknowledge that each other user is
relying upon the representations made in this Agreement.

 17. Entire Agreement


This Agreement sets forth the entire understanding between Squire Patton Boggs
and you with respect to the use of the Extranet and supersedes any previous and
contemporaneous communications, representations, understandings and agreements,
whether oral or written, between Squire Patton Boggs and you with respect to the
Extranet.

BY CHECKING THE “I ACCEPT THE TERMS & CONDITIONS” BOX, YOU CONSENT TO THE TERMS
OF THIS AGREEMENT AND WILL BE BOUND BY ITS TERMS AND CONDITIONS. If you do not
consent to this Agreement, do not check the “I accept the Terms & Conditions”
box and you will not have access to the Squire Patton Boggs Extranet.

 

EXHIBIT A

CONSENT

 

By accepting these Terms and Conditions, you agree that Squire Patton Boggs may
hold and process any information about you that it may acquire as a result of or
in connection with this Agreement, provided that such use is in accordance with
Squire Patton Boggs’s Extranet data protection policy set out below (the
“Extranet Data Protection Policy”).

 1. When you register as a user of the Extranet, Squire Patton Boggs may collect
    information necessary to provide you with the Extranet service. This
    information will include, at a minimum, your name, email address and
    telephone number. You may also be asked to provide information about your
    organization such as its name and address. Squire Patton Boggs may also
    collect information from you if you provide any further information on the
    Extranet or if you contact Squire Patton Boggs with comments or specific
    requests.
 2. By this Agreement you consent to Squire Patton Boggs processing data
    relating to you for legal, administrative and management purposes and in
    particular to the processing of any sensitive personal data (as defined in
    Directive 95/46/EC of the European Parliament and of the Council of 24
    October 1995 on the Protection of Individuals with Regard to the Processing
    of Personal Data and on the Free Movement of Such Data (the Data Protection
    Directive)) relating to you.
 3. You consent to the transfer of such information to Squire Patton Boggs and
    its associated businesses or partnerships outside the European Economic Area
    and in particular (but without limitation) to the United States, even where
    the country or territory in question does not maintain adequate data
    protection standards.
 4. Once you have registered as a user of the Extranet, you can revisit the
    information you provided to Squire Patton Boggs at any time to add to or
    amend that information. You can also ask for a copy of the information you
    provided to Squire Patton Boggs (for which a small fee may be charged).
    Squire Patton Boggs will also correct any inaccuracies in your information
    at your request.
 5. Squire Patton Boggs may also collect information about your use of the
    Extranet by using cookies. Cookies are small text files that identify your
    computer to Squire Patton Boggs’s server. They are placed on your computer
    for the purpose of facilitating and enhancing your communication and
    interaction with the Extranet. They do not identify you as the individual
    user, only the computer being used.
 6. You may stop or restrict the placement of cookies on your computer or flush
    them from your browser by adjusting your Web browser preferences. You may
    still use the Extranet if you do this, but it may interfere with the
    functionality of the Extranet. Squire Patton Boggs does not use cookies to
    retrieve information from your computer for purposes that are unrelated to
    the Extranet or your interaction with the Extranet.
 7. Squire Patton Boggs is entitled at any time to make changes to its Extranet
    Data Protection Policy without notice but will post such changes on the
    Extranet.
 8. If you have any queries in relation to this Extranet Data Protection Policy,
    please do not hesitate to contact Squire Patton Boggs at
    webadmin@squirepb.com.

BY CHECKING THE “I ACCEPT THE TERMS & CONDITIONS” BOX, YOU CONSENT TO THE TERMS
OF THIS AGREEMENT AND WILL BE BOUND BY ITS TERMS AND CONDITIONS. If you do not
consent to this Agreement, do not check the “I accept the Terms & Conditions”
box and you will not have access to the Squire Patton Boggs Extranet.

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