Common use of Customer’s Representations Clause in Contracts

Customer’s Representations. Customer represents, warrants and covenants that: 7.2.1. Customer has full power and authority to enter into this Agreement and all Order Forms hereunder and to perform its obligations under this Agreement and such Order Forms, and that this Agreement and all such Order Forms have been duly authorized and constitute valid and binding obligations of Customer; 7.2.2. Customer is licensing the Software solely for Customer’s own use and/or to provide tax and accounting services to Customer’s direct Clients and, to the extent Customer has obtained a Volume-Based License, Customer has provided or confirmed to CCH a good faith estimate of the number of tax returns Customer expects to process during the applicable Term, which number is then used by CCH to determine the appropriate License Fee; 7.2.3. Customer will not use the Software to create a product, service or database that competes with CCH or the Software; 7.2.4. Customer is responsible for complying with all laws, rules, regulations and procedures of local, state, federal and foreign authorities applicable to Customer and its business, including all laws, rules, regulations and procedures of the Internal Revenue Code and Service; 7.2.5. Customer will be solely responsible for compliance with this Agreement by the Authorized Users and, to the extent applicable, all Clients; 7.2.6. Customer will not otherwise violate the rights of any third-party while using the Software; 7.2.7. Customer has sole responsibility for the content and accuracy of all Customer Data; Customer will not bypass, override or disable any security mechanisms in the Software and will utilize a multi-factor authentication method consistent with Customer’s obligations under Section 7.2.4; 7.2.8. Customer will not upload or transmit any Customer Data: (i) that Customer does not have the lawful right to copy, transmit, distribute, and display (including any Customer Data that would violate any confidentiality or fiduciary obligations that Customer might have with respect to the Customer Data); (ii) for which Customer does not have the consent or permission from the owner of any personally identifiable information contained in the Customer Data; (iii) that infringes, misappropriates or otherwise violates any intellectual property or other proprietary rights or violates any privacy rights of any third-party (including any copyright, trademark, patent, trade secret, or other intellectual property right, or moral right or right of publicity);

Customer’s Representations. Customer represents, warrants and covenants that: 7.2.1. Customer has full power and authority to enter into this Agreement and all Order Forms Confirmations hereunder and to perform its obligations under as set forth in this Agreement and such Order FormsConfirmations, and that this Agreement and all such Order Forms Confirmations have been duly authorized and constitute valid and binding obligations of Customer; 7.2.2. Customer is licensing the Software Product(s) solely for Customer’s own use and/or to provide tax and accounting services to Customer’s direct Clients and, to the extent Customer has obtained a Volume-Based License, Customer has provided or confirmed to CCH a good faith estimate of the number of tax returns Customer expects to process during the applicable Term, which number is then used by CCH to determine the appropriate License FeeClients; 7.2.3. Customer will not use the Software Product(s) to create a product, service or database that competes with CCH SFS or the SoftwareProduct(s); 7.2.4. Customer is responsible for complying with all laws, rules, regulations and procedures of local, state, federal and foreign authorities applicable to Customer and its business, including all laws, rules, regulations and procedures of the Internal Revenue Code and Service; 7.2.5. Customer will be solely responsible for compliance with this Agreement by the Authorized Users and, to the extent applicable, all Clients; 7.2.6. Customer will not otherwise violate the rights of any third-third party while using the SoftwareProduct(s); 7.2.7. Customer has sole responsibility for the content accuracy, quality, integrity, reliability, and accuracy appropriateness of all Customer Data; Customer will not bypass, override or disable any security mechanisms in the Software and will utilize a multi-factor authentication method consistent with Customer’s obligations under Section 7.2.4; 7.2.8. Customer has all rights necessary to legally transmit the Customer Data to CCH SFS’ networks or servers, and the possession, storage and use by CCH SFS of such Customer Data will not infringe, misappropriate or otherwise violate any intellectual property rights, or other rights, of any third party. CCH SFS reserves the right, in its sole discretion, at any time, to remove any Customer Data that it believes to be in violation of this Agreement; 7.2.9. Customer will not upload or transmit any Customer Data: (i) that Customer does not have the lawful right to copy, transmit, distribute, and display (including any Customer Data that would violate any confidentiality or fiduciary obligations that Customer might have with respect to the Customer Data); (ii) for which Customer does not have the consent or permission from the owner of any personally identifiable information contained in the Customer Data; (iii) that infringes, misappropriates or otherwise violates any intellectual property or other proprietary rights or violates any privacy rights of any third-third party (including any copyright, trademark, patent, trade secret, or other intellectual property right, or moral right or right of publicity);; (iv) that is false or misleading; (v) that is defamatory, obscene, or offensive; (vi) if the uploading or transmission would violate, or encourage any conduct that would violate, any applicable law or regulation or would give rise to civil or criminal liability or (vii) that constitutes protected health information under the Health Insurance Portability and Accountability Act (HIPAA) or any successor law; and 7.2.10. To the extent Customer needs to upload or transmit to CCH SFS’s servers any Customer Data subject to the General Data Protection Regulation (EU) 2016/679, the Personal Data Protection Act B.E. 2562 (2019) (Thailand), the General Data Protection Law (LGPD) Federal Law no. 13,709/2018 (Brazil), or any other privacy law communicated by CCH SFS to Customer in writing, Customer shall first contact CCH SFS at ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ and CCH SFS shall provide Customer with an addendum to this Agreement setting forth the terms and conditions of CCH SFS’s processing of such Customer Data pursuant to this Agreement.

Customer’s Representations. Customer represents, warrants and covenants that: 7.2.1. Customer has full power and authority to enter into this Agreement and all Order Forms hereunder and to perform its obligations under this Agreement and such Order Forms, and that this Agreement and all such Order Forms have been duly authorized and constitute valid and binding obligations of Customer; 7.2.2. Customer is licensing accessing and using the Software Application solely for Customer’s own use and/or to provide tax and accounting services to Customer’s direct Clients and, to the extent Customer has obtained a Volume-Based LicenseSubscription, Customer has provided or confirmed to CCH a good faith estimate of the number of tax returns Customer expects to process during the applicable Term, which number is then used by CCH to determine the appropriate License Subscription Fee; 7.2.3. Customer will not access or use the Software Application to create a product, service or database that competes with CCH or the Softwareany Application; 7.2.4. Customer is responsible for complying with all laws, rules, regulations and procedures of local, state, federal and foreign authorities applicable to Customer and its business, including all laws, rules, regulations and procedures of the Internal Revenue Code and Service; 7.2.5. Customer will be solely responsible for compliance with this Agreement by the Authorized Users andUsers, and to the extent applicable, all Clients; 7.2.6. Customer will not otherwise violate the rights of any third-third party while accessing or using the SoftwareApplication; 7.2.7. Customer has sole responsibility for all data, information, records or files that are uploaded and/or stored on the content and accuracy Application by or on behalf of all Customer (“Customer Data; Customer will not bypass, override or disable any security mechanisms in the Software and will utilize a multi-factor authentication method consistent with Customer’s obligations under Section 7.2.4”); 7.2.8. Customer will not upload or transmit any Customer Data: (i) that Customer does not have the lawful right to copy, transmit, distribute, and display (including any Customer Data that would violate any confidentiality or fiduciary obligations that Customer might have with respect to the Customer Data); (ii) for which Customer does not have the consent or permission from the owner of any personally identifiable information contained in the Customer Data; (iii) that infringes, misappropriates or otherwise violates any intellectual property or other proprietary rights or violates any privacy rights of any third-party (including any copyright, trademark, patent, trade secret, or other intellectual property right, or moral right or right of publicity);

Customer’s Representations. Customer represents, warrants and covenants that: 7.2.1. Customer has full power and authority to enter into this Agreement and all Order Forms hereunder and to perform its obligations under this Agreement and such Order Forms, and that this Agreement and all such Order Forms have been duly authorized and constitute valid and binding obligations of Customer; 7.2.2. Customer is licensing accessing and using the Software Application solely for Customer’s own use and/or to provide tax and accounting services to Customer’s direct Clients and, to the extent Customer has obtained a Volume-Based LicenseSubscription, Customer has provided or confirmed to CCH a good faith estimate of the number of tax returns Customer expects to process during the applicable Term, which number is then used by CCH to determine the appropriate License Subscription Fee; 7.2.3. Customer will not access or use the Software Application to create a product, service or database that competes with CCH or the Softwareany Application; 7.2.4. Customer is responsible for complying with all laws, rules, regulations and procedures of local, state, federal and foreign authorities applicable to Customer and its business, including all laws, rules, regulations and procedures of the Internal Revenue Code and Service; 7.2.5. Customer will be solely responsible for compliance with this Agreement by the Authorized Users andUsers, and to the extent applicable, all Clients; 7.2.6. Customer will not otherwise violate the rights of any third-party while accessing or using the SoftwareApplication; 7.2.7. Customer has sole responsibility for the content and accuracy of all Customer Data; Customer will not bypass, override or disable any security mechanisms in the Software Application and will utilize a multi-factor authentication method consistent with Customer’s obligations under Section 7.2.4; 7.2.8. Customer will not upload or transmit any Customer Data: (i) that Customer does not have the lawful right to copy, transmit, distribute, and display (including any Customer Data that would violate any confidentiality or fiduciary obligations that Customer might have with respect to the Customer Data); (ii) for which Customer does not have the consent or permission from the owner of any personally identifiable information contained in the Customer Data; (iii) that infringes, misappropriates or otherwise violates any intellectual property or other proprietary rights or violates any privacy rights of any third-third- party (including any copyright, trademark, patent, trade secret, or other intellectual property right, or moral right or right of publicity); (iv) that is false or misleading; (v) that is defamatory, obscene, or offensive; (vi) if the uploading or transmission would violate, or encourage any conduct that would violate, any applicable law or regulation or would give rise to civil or criminal liability or (vii) that constitutes protected health information under the Health Insurance Portability and Accountability Act (HIPAA) or any successor law; 7.2.9. Customer will not use the Application to transmit, route, provide connections to or store any material that violate or promote the violation of any of the restrictions of subsection 7.2.8 above; ▇.▇.▇▇. ▇▇ the extent Customer needs to upload or transmit to CCH’s servers any Customer Data subject to Data Protection Laws (as defined in Exhibit A) the data processing annex (“DPA”) attached hereto and incorporated by reference as Exhibit A sets forth the applicable terms and conditions relative to CCH’s processing of such Customer Data pursuant to this Agreement. and 7.2.11. CCH reserves the right, in its sole discretion, at any time, to remove any Customer Data that it believes to be in violation of this Agreement.

Customer’s Representations. Customer represents, warrants and covenants that: 7.2.1. Customer has full power and authority to enter into this Agreement and all Order Forms hereunder and to perform its obligations under this Agreement and such Order Forms, and that this Agreement and all such Order Forms have been duly authorized and constitute valid and binding obligations of Customer; 7.2.2. Customer is licensing the Software solely for Customer’s own use and/or to provide tax and accounting services to Customer’s direct Clients and, to the extent Customer has obtained a Volume-Based License, Customer has provided or confirmed to CCH a good faith estimate of the number of tax returns Customer expects to process during the applicable Term, which number is then used by CCH to determine the appropriate License Fee; 7.2.3. Customer will not use the Software to create a product, service or database that competes with CCH or the Software; 7.2.4. Customer is responsible for complying with all laws, rules, regulations and procedures of local, state, federal and foreign authorities applicable to Customer and its business, including all laws, rules, regulations and procedures of the Internal Revenue Code and Service; 7.2.5. Customer will be solely responsible for compliance with this Agreement by the Authorized Users and, to the extent applicable, all Clients; 7.2.6. Customer has sole responsibility for all data, information, records or files that are uploaded and/or stored on CCH’s networks or servers by or on behalf of Customer (“Customer Data”); 7.2.7. Customer has all rights necessary to legally transmit the Customer Data to CCH’s networks or servers, and the possession, storage and use by CCH of such Customer Data will not infringe, misappropriate or otherwise violate any intellectual property rights, or other rights, of any third party. CCH reserves the right, in its sole discretion, at any time, to remove any Customer Data that it believes to be in violation of this Agreement; ; and 7.2.8. Customer will not otherwise violate the rights of any third-third party while using the Software; 7.2.7. Customer has sole responsibility for the content and accuracy of all Customer Data; Customer will not bypass, override or disable any security mechanisms in the Software and will utilize a multi-factor authentication method consistent with Customer’s obligations under Section 7.2.4; 7.2.8. Customer will not upload or transmit any Customer Data: (i) that Customer does not have the lawful right to copy, transmit, distribute, and display (including any Customer Data that would violate any confidentiality or fiduciary obligations that Customer might have with respect to the Customer Data); (ii) for which Customer does not have the consent or permission from the owner of any personally identifiable information contained in the Customer Data; (iii) that infringes, misappropriates or otherwise violates any intellectual property or other proprietary rights or violates any privacy rights of any third-party (including any copyright, trademark, patent, trade secret, or other intellectual property right, or moral right or right of publicity);.

Customer’s Representations. Customer represents, warrants and covenants that: 7.2.1. Customer has full power and authority to enter into this Agreement and all Order Forms hereunder and to perform its obligations under this Agreement and such Order Forms, and that this Agreement and all such Order Forms have been duly authorized and constitute valid and binding obligations of Customer; 7.2.2. Customer is licensing accessing and using the Software Application solely for Customer’s own use and/or to provide tax and accounting services to Customer’s direct Clients and, to the extent Customer has obtained a Volume-Based License, Customer has provided or confirmed to CCH a good faith estimate of the number of tax returns Customer expects to process during the applicable Term, which number is then used by CCH to determine the appropriate License Feeinternal use; 7.2.3. Customer will not access or use the Software Application to create a product, service or database that competes with CCH WKFS or the Softwareany Application; 7.2.4. Customer is responsible for complying with all laws, rules, regulations and procedures of local, state, federal and foreign authorities applicable to Customer and its business, including all laws, rules, regulations and procedures of the Internal Revenue Code and Service; 7.2.5. Customer will be solely responsible for compliance with this Agreement by the Authorized Users and, to the extent applicable, all ClientsUsers; 7.2.6. Customer will not otherwise violate the rights of any third-third party while accessing or using the SoftwareApplication; 7.2.7. Customer has sole responsibility for all data, information, records or files that are uploaded and/or stored on the content and accuracy Application by or on behalf of all Customer (“Customer Data; Customer will not bypass, override or disable any security mechanisms in the Software and will utilize a multi-factor authentication method consistent with Customer’s obligations under Section 7.2.4”); 7.2.8. Customer will agrees not to: upload or transmit any Customer Data: (i) that Customer does not have the lawful right to copy, transmit, distribute, and display (including any Customer Data that would violate any confidentiality or fiduciary obligations that Customer might have with respect to the Customer Data); (ii) for which Customer does not have the consent or permission from the owner of any personally identifiable information contained in the Customer Data; (iii) that infringes, misappropriates or otherwise violates any intellectual property or other proprietary rights or violates any privacy rights of any third-third party (including any copyright, trademark, patent, trade secret, or other intellectual property right, or moral right or right of publicity); (iv) that is false or misleading; (v) that is defamatory, obscene, or offensive; or (vi) that violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil or criminal liability; 7.2.9. Customer will not use the Application to transmit, route, provide connections to or store any material that violate or promote the violation of any of the restrictions of subsection 7.2.8 above; 7.2.10. WKFS reserves the right, in its sole discretion, at any time, to remove any Customer Data that it believes to be in violation of this Agreement; and 7.2.11. WKFS does not claim any ownership rights in any Customer Data. However, by making Customer Data available through the Application, Customer grants WKFS the nonexclusive, worldwide, transferable right, on a royalty-free basis, with a right to sublicense this right only to third parties assisting WKFS in providing the Application or otherwise fulfilling WKFS’s obligations hereunder, to possess, store, use, copy, distribute and process Customer Data on the Application on Customer’s behalf and on behalf of Clients (if applicable) solely for the purposes of fulfilling WKFS’s obligations and/or exercising WKFS’s rights hereunder. Customer represents, warrants and covenants to WKFS that WKFS’s use of the Customer Data in compliance with the foregoing license grant shall not infringe, misappropriate or otherwise violate any intellectual property rights, or other rights, of any third party.

Customer’s Representations. Customer represents, warrants and covenants that: 7.2.1. Customer has full power and authority to enter into the Order Form and this Agreement and all Order Forms hereunder and to perform its obligations under this Agreement and such Order Formshereunder, and that the Order Form, which incorporates the terms and conditions of this Agreement and all such Order Forms have Agreement, has been duly authorized authorized, executed and constitute delivered by Customer and constitutes a valid and binding obligations obligation of Customer; 7.2.2. Customer is licensing accessing and using the Software Application solely for Customer’s own use and/or to provide tax and accounting services to Customer’s direct Clients and, to the extent Customer has obtained a Volume-Based LicenseSubscription, Customer has provided or confirmed to CCH a good faith estimate of the number of tax returns Customer expects to process during the applicable Term, which number is then used by CCH to determine the appropriate License Subscription Fee; 7.2.3. Customer will not use the Software to create a product, service or database that competes with CCH CCH, the Software or the SoftwareDeliverables; 7.2.4. Customer will not use the Application to create a product, service or database that competes with CCH or any Application; 7.2.5. Customer is responsible for complying with all laws, rules, regulations and procedures of local, state, federal and foreign authorities applicable to Customer and its business, including including, without limitation, all laws, rules, regulations and procedures of the Internal Revenue Code and Service; 7.2.57.2.6. Customer will be solely responsible for compliance with this Agreement by the Authorized Users andUsers, and to the extent applicable, all Clients; 7.2.67.2.7. Customer is not prohibited by a third-party agreement from entering into the terms and conditions of this Agreement; and 7.2.8. Customer will not otherwise violate the rights of any third-third party while accessing or using the Software;Application. 7.2.77.2.9. Customer has sole responsibility for all data, information, records or files that are uploaded and/or stored on the content and accuracy Application by or on behalf of all Customer (“Customer Data; Customer will not bypass, override or disable any security mechanisms in the Software and will utilize a multi-factor authentication method consistent with Customer’s obligations under Section 7.2.4;”). 7.2.87.2.10. Customer will agrees not to: upload or transmit any Customer Data: (i) that Customer does not have the lawful right to copy, transmit, distribute, and display (including any Customer Data that would violate any confidentiality or fiduciary obligations that Customer might have with respect to the Customer Data); (ii) for which Customer does not have the consent or permission from the owner of any personally identifiable information contained in the Customer Data; (iii) that infringes, misappropriates or otherwise violates any intellectual property or other proprietary rights or violates any privacy rights of any third-party (including any copyright, trademark, patent, trade secret, or other intellectual property right, or moral right or right of publicity);

Customer’s Representations. Customer represents, warrants and covenants that: 7.2.1. Customer has full power and authority to enter into this Agreement and all Order Forms Confirmations hereunder and to perform its obligations under as set forth in this Agreement and such Order FormsConfirmations, and that this Agreement and all such Order Forms Confirmations have been duly authorized and constitute valid and binding obligations of Customer; 7.2.2. Customer is licensing the Software Product(s) solely for Customer’s own use and/or to provide tax and accounting services to Customer’s direct Clients and, to the extent Customer has obtained a Volume-Based License, Customer has provided or confirmed to CCH a good faith estimate of the number of tax returns Customer expects to process during the applicable Term, which number is then used by CCH to determine the appropriate License FeeClients; 7.2.3. Customer will not use the Software Product(s) to create a product, service or database that competes with CCH SFS or the SoftwareProduct(s); 7.2.4. Customer is responsible for complying with all laws, rules, regulations and procedures of local, state, federal and foreign authorities applicable to Customer and its business, including all laws, rules, regulations and procedures of the Internal Revenue Code and Service; 7.2.5. Customer will be solely responsible for compliance with this Agreement by the Authorized Users and, to the extent applicable, all Clients; 7.2.6. Customer will not otherwise violate the rights of any third-party while using the Software; 7.2.7. Customer has sole responsibility for the content and accuracy of all Customer Data; Customer will not bypass, override or disable any security mechanisms in the Software and will utilize a multi-factor authentication method consistent with Customer’s obligations under Section subsection 7.2.4; 7.2.6. Customer will be solely responsible for compliance with this Agreement by the Authorized Users and, to the extent applicable, all Clients; 7.2.7. Customer will not otherwise violate the rights of any third party while using the Product(s); 7.2.8. Customer has sole responsibility for the accuracy, quality, integrity, reliability, and appropriateness of all Customer Data; 7.2.9. Customer has all rights necessary to legally transmit the Customer Data to CCH SFS’ networks or servers, and the possession, storage and use by CCH SFS of such Customer Data will not infringe, misappropriate or otherwise violate any intellectual property rights, or other rights, of any third party. CCH SFS reserves the right, in its sole discretion, at any time, to remove any Customer Data that it believes to be in violation of this Agreement; 7.2.10. Customer will not upload or transmit any Customer Data: (i) that Customer does not have the lawful right to copy, transmit, distribute, and display (including any Customer Data that would violate any confidentiality or fiduciary obligations that Customer might have with respect to the Customer Data); (ii) for which Customer does not have the consent or permission from the owner of any personally identifiable information contained in the Customer Data; (iii) that infringes, misappropriates or otherwise violates any intellectual property or other proprietary rights or violates any privacy rights of any third-third party (including any copyright, trademark, patent, trade secret, or other intellectual property right, or moral right or right of publicity); (iv) that is false or misleading; (v) that is defamatory, obscene, or offensive;

Customer’s Representations. Customer represents, warrants and covenants that: 7.2.1. Customer has full power and authority to enter into this Agreement and all Order Forms hereunder and to perform its obligations under this Agreement and such Order Forms, and that this Agreement and all such Order Forms have been duly authorized and constitute valid and binding obligations of Customer; 7.2.2. Customer is licensing the Software solely for Customer’s own use and/or to provide tax and accounting services to Customer’s direct Clients and, to the extent Customer has obtained a Volume-Based License, Customer has provided or confirmed to CCH a good faith estimate of the number of tax returns Customer expects to process during the applicable Term, which number is then used by CCH to determine the appropriate License Fee; 7.2.3. Customer will not use the Software to create a product, service or database that competes with CCH or the Software; 7.2.4. Customer is responsible for complying with all laws, rules, regulations and procedures of local, state, federal and foreign authorities applicable to Customer and its business, including all laws, rules, regulations and procedures of the Internal Revenue Code and Service; 7.2.5. Customer will be solely responsible for compliance with this Agreement by the Authorized Users and, to the extent applicable, all Clients; 7.2.6. Customer will not otherwise violate the rights of any third-party while using the Software; 7.2.7. Customer has sole responsibility for the content and accuracy of all Customer Data; Customer will not bypass, override or disable any security mechanisms in the Software and will utilize a multi-factor authentication method consistent with Customer’s obligations under Section 7.2.4; 7.2.8. Customer will not upload or transmit any Customer Data: (i) that Customer does not have the lawful right to copy, transmit, distribute, and display (including any Customer Data that would violate any confidentiality or fiduciary obligations that Customer might have with respect to the Customer Data); (ii) for which Customer does not have the consent or permission from the owner of any personally identifiable information contained in the Customer Data; (iii) that infringes, misappropriates or otherwise violates any intellectual property or other proprietary rights or violates any privacy rights of any third-party (including any copyright, trademark, patent, trade secret, or other intellectual property right, or moral right or right of publicity); (iv) that is false or misleading; (v) that is defamatory, obscene, or offensive; (vi) if the uploading or transmission would violate, or encourage any conduct that would violate, any applicable law or regulation or would give rise to civil or criminal liability or (vii) that constitutes protected health information under the Health Insurance Portability and Accountability Act (HIPAA) or any successor law; 7.2.9. Customer will not use the Software to transmit, route, provide connections to or store any material that violate or promote the violation of any of the restrictions of subsection 7.2.8 above; 7.2.10. To the extent Customer needs to upload or transmit to CCH’s servers any Customer Data subject to the General Data Protection Regulation (EU) 2016/679, Customer shall first contact CCH at ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ and CCH shall provide Customer with an addendum to this Agreement setting forth the terms and conditions of CCH’s processing of such Customer Data pursuant to this Agreement; and 7.2.11. CCH reserves the right, in its sole discretion, at any time, to remove any Customer Data that it believes to be in violation of this Agreement.

Customer’s Representations. Customer represents, warrants and covenants that: 7.2.1. Customer has full power and authority to enter into this Agreement and all Order Forms hereunder and to perform its obligations under this Agreement and such Order Forms, and that this Agreement and all such Order Forms have been duly authorized and constitute valid and binding obligations of Customer; 7.2.2. Customer is licensing accessing and using the Software Tools solely for Customer’s own use and/or to provide tax and accounting services to Customer’s direct Clients and, to the extent Customer has obtained a Volume-Based License, Customer has provided or confirmed to CCH a good faith estimate of the number of tax returns Customer expects to process during the applicable Term, which number is then used by CCH to determine the appropriate License Fee; 7.2.3. Customer will not access or use the Software Tools to create a product, service or database that competes with CCH or the SoftwareSoftware Tools; 7.2.4. Customer is responsible for complying with all laws, rules, regulations and procedures of local, state, federal and foreign authorities applicable to Customer and its business, including all laws, rules, regulations and procedures of the Internal Revenue Code and Service; 7.2.5. Customer will be solely responsible for compliance with this Agreement by the Authorized Users and, to the extent applicable, all Clients; 7.2.6. Customer will not otherwise violate the rights of any third-third party while accessing or using the SoftwareSoftware Tools; 7.2.7. Customer has sole responsibility for all data, information, records or files that are uploaded and/or stored on the content and accuracy Application, CCH’s networks or servers by or on behalf of all Customer (“Customer Data; Customer will not bypass, override or disable any security mechanisms in the Software and will utilize a multi-factor authentication method consistent with Customer’s obligations under Section 7.2.4”); 7.2.8. Customer will not upload or transmit any Customer Data: (i) that Customer does not have the lawful right to copy, transmit, distribute, and display (including any Customer Data that would violate any confidentiality or fiduciary obligations that Customer might have with respect to the Customer Data); (ii) for which Customer does not have the consent or permission from the owner of any personally identifiable information contained in the Customer Data; (iii) that infringes, misappropriates or otherwise violates any intellectual property or other proprietary rights or violates any privacy rights of any third-third party (including any copyright, trademark, patent, trade secret, or other intellectual property right, or moral right or right of publicity);; (iv) that is false or misleading; (v) that is defamatory, obscene, or offensive; (vi) that violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil or criminal liability or

Customer’s Representations. Customer represents, warrants and covenants that: 7.2.1. Customer has full power and authority to enter into this Agreement and all Order Forms hereunder and to perform its obligations under this Agreement and such Order Forms, and that this Agreement and all such Order Forms have been duly authorized and constitute valid and binding obligations of Customer; 7.2.2. Customer is licensing accessing and using the Software Application solely for Customer’s own use and/or to provide tax and accounting services to Customer’s direct Clients and, to the extent Customer has obtained a Volume-Based LicenseSubscription, Customer has provided or confirmed to CCH a good faith estimate of the number of tax returns Customer expects to process during the applicable Term, which number is then used by CCH to determine the appropriate License Subscription Fee; 7.2.3. Customer will not access or use the Software Application to create a product, service or database that competes with CCH or the Softwareany Application; 7.2.4. Customer is responsible for complying with all laws, rules, regulations and procedures of local, state, federal and foreign authorities applicable to Customer and its business, including all laws, rules, regulations and procedures of the Internal Revenue Code and Service; 7.2.5. Customer will be solely responsible for compliance with this Agreement by the Authorized Users andUsers, and to the extent applicable, all Clients; 7.2.6. Customer will not otherwise violate the rights of any third-party while accessing or using the SoftwareApplication; 7.2.7. Customer has sole responsibility for the content and accuracy of all Customer Data; Customer will not bypass, override or disable any security mechanisms in the Software Application and will utilize a multi-factor authentication method consistent with Customer’s obligations under Section 7.2.4; 7.2.8. Customer will not upload or transmit any Customer Data: (i) that Customer does not have the lawful right to copy, transmit, distribute, and display (including any Customer Data that would violate any confidentiality or fiduciary obligations that Customer might have with respect to the Customer Data); (ii) for which Customer does not have the consent or permission from the owner of any personally identifiable information contained in the Customer Data; (iii) that infringes, misappropriates or otherwise violates any intellectual property or other proprietary rights or violates any privacy rights of any third-party (including any copyright, trademark, patent, trade secret, or other intellectual property right, or moral right or right of publicity); (iv) that is false or misleading; (v) that is defamatory, obscene, or offensive; (vi) if the uploading or transmission would violate, or encourage any conduct that would violate, any applicable law or regulation or would give rise to civil or criminal liability or (vii) that constitutes protected health information under the Health Insurance Portability and Accountability Act (HIPAA) or any successor law; 7.2.9. Customer will not use the Application to transmit, route, provide connections to or store any material that violate or promote the violation of any of the restrictions of subsection 7.2.8 above; 7.2.10. To the extent Customer needs to upload or transmit to CCH’s servers any Customer Data subject to the General Data Protection Regulation (EU) 2016/679, Customer shall first contact CCH at ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ and CCH shall provide Customer with an addendum to this Agreement setting forth the terms and conditions of CCH’s processing of such Customer Data pursuant to this Agreement; and 7.2.11. CCH reserves the right, in its sole discretion, at any time, to remove any Customer Data that it believes to be in violation of this Agreement.

Customer’s Representations. Customer represents, warrants and covenants that: 7.2.1. Customer has full power and authority to enter into this Agreement and all Order Forms Confirmations hereunder and to perform its obligations under as set forth in this Agreement and such Order FormsConfirmations, and that this Agreement and all such Order Forms Confirmations have been duly authorized and constitute valid and binding obligations of Customer; 7.2.2. Customer is licensing the Software Product(s) solely for Customer’s own use and/or to provide tax and accounting services to Customer’s direct Clients and, to the extent Customer has obtained a Volume-Based License, Customer has provided or confirmed to CCH a good faith estimate of the number of tax returns Customer expects to process during the applicable Term, which number is then used by CCH to determine the appropriate License FeeClients; 7.2.3. Customer will not use the Software Product(s) to create a product, service or database that competes with CCH SFS or the SoftwareProduct(s); 7.2.4. Customer is responsible for complying with all laws, rules, regulations and procedures of local, state, federal and foreign authorities applicable to Customer and its business, including all laws, rules, regulations and procedures of the Internal Revenue Code and Service; 7.2.5. Customer will be solely responsible for compliance with this Agreement by the Authorized Users and, to the extent applicable, all Clients; 7.2.6. Customer will not otherwise violate the rights of any third-third party while using the SoftwareProduct(s); 7.2.7. Customer has sole responsibility for the content accuracy, quality, integrity, reliability, and accuracy appropriateness of all Customer Data; Customer will not bypass, override or disable any security mechanisms in the Software and will utilize a multi-factor authentication method consistent with Customer’s obligations under Section 7.2.4; 7.2.8. Customer has all rights necessary to legally transmit the Customer Data to CCH SFS’ networks or servers, and the possession, storage and use by CCH SFS of such Customer Data will not infringe, misappropriate or otherwise violate any intellectual property rights, or other rights, of any third party. CCH SFS reserves the right, in its sole discretion, at any time, to remove any Customer Data that it believes to be in violation of this Agreement; 7.2.9. Customer will not upload or transmit any Customer Data: (i) that Customer does not have the lawful right to copy, transmit, distribute, and display (including any Customer Data that would violate any confidentiality or fiduciary obligations that Customer might have with respect to the Customer Data); (ii) for which Customer does not have the consent or permission from the owner of any personally identifiable information contained in the Customer Data; (iii) that infringes, misappropriates or otherwise violates any intellectual property or other proprietary rights or violates any privacy rights of any third-third party (including any copyright, trademark, patent, trade secret, or other intellectual property right, or moral right or right of publicity); (iv) that is false or misleading; (v) that is defamatory, obscene, or offensive;

Customer’s Representations. Customer represents, warrants and covenants that: 7.2.1. Customer has full power and authority to enter into the Order Form and this Agreement and all Order Forms hereunder and to perform its obligations under this Agreement and such Order Formshereunder, and that the Order Form, which incorporates the terms and conditions of this Agreement and all such Order Forms have Agreement, has been duly authorized authorized, executed and constitute delivered by Customer and constitutes a valid and binding obligations obligation of Customer; 7.2.2. Customer is licensing the Software solely for Customer’s own use and/or to provide tax and accounting services to Customer’s direct Clients and, to the extent Customer has obtained a Volume-Based License, Customer has provided or confirmed to CCH a good faith estimate of the number of tax returns Customer expects to process during the applicable Term, which number is then used by CCH to determine the appropriate License Fee; 7.2.3. Customer will not use the Software to create a product, service or database that competes with CCH CCH, the Software or the SoftwareDeliverables; 7.2.4. Customer is responsible for complying with all laws, rules, regulations and procedures of local, state, federal and foreign authorities applicable to Customer and its business, including including, without limitation, all laws, rules, regulations and procedures of the Internal Revenue Code and Service; 7.2.5. Customer will protect all usernames, passwords and other access information, will promptly notify CCH of any unauthorized use of such information or other breach of security of which Customer has knowledge, will be responsible for any harm resulting from Customer’s failure to properly carry out the foregoing responsibilities, will assist in preventing recurrence of any security breach that results from Customer’s acts or omissions, and will otherwise cooperate fully in any proceedings undertaken to protect the rights of CCH; 7.2.6. Customer has all rights necessary to legally transmit any data or information to CCH’s networks or servers, and the possession, storage and use by CCH of such data or information will not infringe, misappropriate or otherwise violate the intellectual property rights, or other rights, of any third party; 7.2.7. Customer will be solely responsible for compliance with this Agreement by the Authorized Users and, to the extent applicable, all Clients; 7.2.67.2.8. Customer has sole responsibility for all data, information, records or files that are uploaded and/or stored on CCH’s by or on behalf of Customer. 7.2.9. Customer is not prohibited by a third-party agreement from entering into the terms and conditions of this Agreement; and 7.2.10. Customer will not otherwise violate the rights of any third-third party while using the Software; 7.2.7. Customer has sole responsibility for the content and accuracy of all Customer Data; Customer will not bypass, override or disable any security mechanisms in the Software and will utilize a multi-factor authentication method consistent with Customer’s obligations under Section 7.2.4; 7.2.8. Customer will not upload or transmit any Customer Data: (i) that Customer does not have the lawful right to copy, transmit, distribute, and display (including any Customer Data that would violate any confidentiality or fiduciary obligations that Customer might have with respect to the Customer Data); (ii) for which Customer does not have the consent or permission from the owner of any personally identifiable information contained in the Customer Data; (iii) that infringes, misappropriates or otherwise violates any intellectual property or other proprietary rights or violates any privacy rights of any third-party (including any copyright, trademark, patent, trade secret, or other intellectual property right, or moral right or right of publicity);.

Customer’s Representations. Customer represents, warrants and covenants that: 7.2.1. Customer has full power and authority to enter into this Agreement and all Order Forms hereunder and to perform its obligations under this Agreement and such Order Forms, and that this Agreement and all such Order Forms have been duly authorized and constitute valid and binding obligations of Customer; 7.2.2. Customer is licensing the Software solely for Customer’s own use and/or to provide tax and accounting services to Customer’s direct Clients and, to the extent Customer has obtained a Volume-Based License, Customer has provided or confirmed to CCH a good faith estimate of the number of tax returns Customer expects to process during the applicable Term, which number is then used by CCH to determine the appropriate License Fee; 7.2.3. Customer will not use the Software to create a product, service or database that competes with CCH or the Software; 7.2.4. Customer is responsible for complying with all laws, rules, regulations and procedures of local, state, federal and foreign authorities applicable to Customer and its business, including all laws, rules, regulations and procedures of the Internal Revenue Code and Service; 7.2.5. Customer will be solely responsible for compliance with this Agreement by the Authorized Users and, to the extent applicable, all Clients; 7.2.6. Customer will not otherwise violate the rights of any third-third party while using the Software; 7.2.7. Customer has sole responsibility for the content and accuracy all data, information, records or files that are uploaded and/or stored on CCH’s networks or servers by or on behalf of all Customer (“Customer Data; Customer will not bypass, override or disable any security mechanisms in the Software and will utilize a multi-factor authentication method consistent with Customer’s obligations under Section 7.2.4”); 7.2.8. Customer will not upload or transmit any Customer Data: (i) that Customer does not have the lawful right to copy, transmit, distribute, and display (including any Customer Data that would violate any confidentiality or fiduciary obligations that Customer might have with respect to the Customer Data); (ii) for which Customer does not have the consent or permission from the owner of any personally identifiable information contained in the Customer Data; (iii) that infringes, misappropriates or otherwise violates any intellectual property or other proprietary rights or violates any privacy rights of any third-third party (including any copyright, trademark, patent, trade secret, or other intellectual property right, or moral right or right of publicity);; (iv) that is false or misleading; (v) that is defamatory, obscene, or offensive; (vi) that violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil or criminal liability or

Customer’s Representations. Customer represents, warrants and covenants that: 7.2.1. Customer has full power and authority to enter into this Agreement and all Order Forms hereunder and to perform its obligations under this Agreement and such Order Forms, and that this Agreement and all such Order Forms have been duly authorized and constitute valid and binding obligations of Customer; 7.2.2. Customer is licensing accessing and using the Software Application solely for Customer’s own use and/or to provide tax and accounting services to Customer’s direct Clients and, to the extent Customer has obtained a Volume-Based LicenseSubscription, Customer has provided or confirmed to CCH a good faith estimate of the number of tax returns Customer expects to process during the applicable Term, which number is then used by CCH to determine the appropriate License Subscription Fee; 7.2.3. Customer will not access or use the Software Application to create a product, service or database that competes with CCH or the Softwareany Application; 7.2.4. Customer is responsible for complying with all laws, rules, regulations and procedures of local, state, federal and foreign authorities applicable to Customer and its business, including all laws, rules, regulations and procedures of the Internal Revenue Code and Service; 7.2.5. Customer will be solely responsible for compliance with this Agreement by the Authorized Users andUsers, and to the extent applicable, all Clients; 7.2.6. Customer will not otherwise violate the rights of any third-third party while accessing or using the SoftwareApplication; 7.2.7. Customer has sole responsibility for all data, information, records or files that are uploaded and/or stored on the content and accuracy Application by or on behalf of all Customer (“Customer Data; Customer will not bypass, override or disable any security mechanisms in the Software and will utilize a multi-factor authentication method consistent with Customer’s obligations under Section 7.2.4”); 7.2.8. Customer will agrees not to: upload or transmit any Customer Data: (i) that Customer does not have the lawful right to copy, transmit, distribute, and display (including any Customer Data that would violate any confidentiality or fiduciary obligations that Customer might have with respect to the Customer Data); (ii) for which Customer does not have the consent or permission from the owner of any personally identifiable information contained in the Customer Data; (iii) that infringes, misappropriates or otherwise violates any intellectual property or other proprietary rights or violates any privacy rights of any third-party (including any copyright, trademark, patent, trade secret, or other intellectual property right, or moral right or right of publicity);

Customer’s Representations. Customer represents, warrants and covenants that: 7.2.1. Customer has full power and authority to enter into this Agreement and all Order Forms hereunder and to perform its obligations under this Agreement and such Order Forms, and that this Agreement and all such Order Forms have been duly authorized and constitute valid and binding obligations of Customer; 7.2.2. Customer is licensing the Software solely for Customer’s own use and/or to provide tax and accounting services to Customer’s direct Clients and, to the extent Customer has obtained a Volume-Based License, Customer has provided or confirmed to CCH a good faith estimate of the number of tax returns Customer expects to process during the applicable Term, which number is then used by CCH to determine the appropriate License Fee; 7.2.3. Customer will not use the Software to create a product, service or database that competes with CCH or the Software; 7.2.4. Customer is responsible for complying with all laws, rules, regulations and procedures of local, state, federal and foreign authorities applicable to Customer and its business, including all laws, rules, regulations and procedures of the Internal Revenue Code and Service; 7.2.5. Customer will be solely responsible for compliance with this Agreement by the Authorized Users and, to the extent applicable, all Clients; 7.2.6. Customer will not otherwise violate the rights of any third-party while using the Software; 7.2.7. Customer has sole responsibility for the content and accuracy of all Customer Data; Customer will not bypass, override or disable any security mechanisms in the Software and will utilize a multi-factor authentication method consistent with Customer’s obligations under Section 7.2.4; 7.2.8. Customer will not upload or transmit any Customer Data: (i) that Customer does not have the lawful right to copy, transmit, distribute, and display (including any Customer Data that would violate any confidentiality or fiduciary obligations that Customer might have with respect to the Customer Data); (ii) for which Customer does not have the consent or permission from the owner of any personally identifiable information contained in the Customer Data; (iii) that infringes, misappropriates or otherwise violates any intellectual property or other proprietary rights or violates any privacy rights of any third-party (including any copyright, trademark, patent, trade secret, or other intellectual property right, or moral right or right of publicity); (iv) that is false or misleading; (v) that is defamatory, obscene, or offensive; (vi) if the uploading or transmission would violate, or encourage any conduct that would violate, any applicable law or regulation or would give rise to civil or criminal liability or (vii) that constitutes protected health information under the Health Insurance Portability and Accountability Act (HIPAA) or any successor law; 7.2.9. Customer will not use the Software to transmit, route, provide connections to or store any material that violate or promote the violation of any of the restrictions of subsection 7.2.8 above; 7.2.10. To the extent Customer needs to upload or transmit to CCH’s servers any Customer Data subject to the General Data Protection Regulation (EU) 2016/679, Customer shall first contact CCH at ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ and CCH shall provide Customer with an addendum to this Agreement setting forth the terms and conditions of CCH’s processing of such Customer Data pursuant to this Agreement; and 7.2.11. CCH reserves the right, in its sole discretion, at any time, to remove any Customer Data that it believes to be in violation of this Agreement.

Customer’s Representations. Customer represents, warrants and covenants that: 7.2.1. Customer has full power and authority to enter into this Agreement and all Order Forms hereunder and to perform its obligations under this Agreement and such Order Forms, and that this Agreement and all such Order Forms have been duly authorized and constitute valid and binding obligations of Customer; 7.2.2. Customer is licensing accessing and using the Software Application solely for Customer’s own use and/or to provide tax and accounting services to Customer’s direct Clients and, to the extent Customer has obtained a Volume-Based LicenseSubscription, Customer has provided or confirmed to CCH a good faith estimate of the number of tax returns Customer expects to process during the applicable Term, which number is then used by CCH to determine the appropriate License Subscription Fee; 7.2.3. Customer will not access or use the Software Application to create a product, service or database that competes with CCH or the Softwareany Application; 7.2.4. Customer is responsible for complying with all laws, rules, regulations and procedures of local, state, federal and foreign authorities applicable to Customer and its business, including all laws, rules, regulations and procedures of the Internal Revenue Code and Service; 7.2.5. Customer will be solely responsible for compliance with this Agreement by the Authorized Users andUsers, and to the extent applicable, all Clients; 7.2.6. Customer will not otherwise violate the rights of any third-party while accessing or using the SoftwareApplication; 7.2.7. Customer has sole responsibility for the content and accuracy of all Customer Data; Customer will not bypass, override or disable any security mechanisms in the Software Application and will utilize a multi-factor authentication method consistent with Customer’s obligations under Section 7.2.4; 7.2.8. Customer will not upload or transmit any Customer Data: (i) that Customer does not have the lawful right to copy, transmit, distribute, and display (including any Customer Data that would violate any confidentiality or fiduciary obligations that Customer might have with respect to the Customer Data); (ii) for which Customer does not have the consent or permission from the owner of any personally identifiable information contained in the Customer Data; (iii) that infringes, misappropriates or otherwise violates any intellectual property or other proprietary rights or violates any privacy rights of any third-party (including any copyright, trademark, patent, trade secret, or other intellectual property right, or moral right or right of publicity); (iv) that is false or misleading; (v) that is defamatory, obscene, or offensive;

Customer’s Representations. Customer represents, warrants and covenants that: 7.2.1. Customer has full power and authority to enter into this Agreement and all Order Forms hereunder and to perform its obligations under this Agreement and such Order Forms, and that this Agreement and all such Order Forms have been duly authorized and constitute valid and binding obligations of Customer; 7.2.2. Customer is licensing the Software solely for Customer’s own use and/or to provide tax and accounting services to Customer’s direct Clients and, to the extent Customer has obtained a Volume-Based License, Customer has provided or confirmed to CCH a good faith estimate of the number of tax returns Customer expects to process during the applicable Term, which number is then used by CCH to determine the appropriate License Fee; 7.2.3. Customer will not use the Software to create a product, service or database that competes with CCH or the Software; 7.2.4. Customer is responsible for complying with all laws, rules, regulations and procedures of local, state, federal and foreign authorities applicable to Customer and its business, including all laws, rules, regulations and procedures of the Internal Revenue Code and Service; 7.2.5. Customer will be solely responsible for compliance with this Agreement by the Authorized Users and, to the extent applicable, all Clients; 7.2.6. Customer will not otherwise violate the rights of any third-third party while using the Software; 7.2.7. Customer has sole responsibility for the content and accuracy all data, information, records or files that are uploaded and/or stored on CCH’s networks or servers by or on behalf of all Customer (“Customer Data; Customer will not bypass, override or disable any security mechanisms in the Software and will utilize a multi-factor authentication method consistent with Customer’s obligations under Section 7.2.4”); 7.2.8. Customer will not upload or transmit any Customer Data: (i) that Customer does not have the lawful right to copy, transmit, distribute, and display (including any Customer Data that would violate any confidentiality or fiduciary obligations that Customer might have with respect to the Customer Data); (ii) for which Customer does not have the consent or permission from the owner of any personally identifiable information contained in the Customer Data; (iii) that infringes, misappropriates or otherwise violates any intellectual property or other proprietary rights or violates any privacy rights of any third-party (including any copyright, trademark, patent, trade secret, or other intellectual property right, or moral right or right of publicity);