Common use of Miscellaneous Terms Clause in Contracts

Miscellaneous Terms. Usage by Lessee: Lessee shall comply with all rules, regulations and laws of any governmental authority with respect to use and occupancy. Lessee shall not conduct or permit to be conducted upon the Premises any business or permit any act which is contrary to or in violation of any law, rules or regulations and requirements that may be imposed by any authority or any insurance company with which the Premises is insured, nor will the Lessee allow the Premises to be used in any way which will invalidate or be in conflict with any insurance policies applicable to the building. In no event shall explosives or extra hazardous materials be taken onto or retained on the Premises. Furthermore, Lessee shall not install or use any equipment that will cause undue interference with the peaceable and quiet enjoyment of the Premises by other tenants of the building. Signs: Lessee shall not place on any exterior door, wall or window of the Premises any sign or advertising matter without Lessor’s prior written consent and the approval of the _________________________________ [Municipality]. Thereafter, Lessee agrees to maintain such sign or advertising matter as first approved by Lessor in good condition and repair. Furthermore, Lessee shall conform to any uniform reasonable sign plan or policy that the Lessor may introduce with respect to the building. Upon vacating the Premises, Lessee agrees to remove all signs and to repair all damages caused or resulting from such removal. Pets: Unless otherwise stated in this Lease Agreement, the only pets that shall be allowed on the Premises are those needed legally due to a disability or handicap. Condition of Premises/Inspection by Lessee: The Lessee has had the opportunity to inspect the Premises and acknowledges with its signature on this lease that the Premises are in good condition and comply in all respects with the requirements of this Lease. Furthermore, the Lessor makes no representation or warranty with respect to the condition of the Premises or its fitness or availability for any particular use, and the Lessor shall not be liable for any latent or patent defect therein. Furthermore, the Lessee represents that Lessee has inspected the Premises and is leasing and will take possession of the Premises with all current fixtures present in their “as is” condition as of the date hereof.

Miscellaneous Terms. Usage Nearmap customer The Licensee agrees that Nearmap may identify the Licensee as a Nearmap customer in Nearmap business materials. Additional Terms and Conditions The Additional Terms and Conditions form part of, and should be read in conjunction with, this Agreement. If there is any inconsistency between this Agreement and the Additional Terms and Conditions, the Additional Terms and Conditions prevail to the extent of the inconsistency. Independent Contractors The parties are independent contractors and will so represent themselves in all regards. Neither party is the agent of the other, and neither may make commitments on the other’s behalf. The parties agree that no Nearmap employee or contractor will be an employee of the Licensee. Construction The parties agree that the terms of this Agreement result from negotiations between them. This Agreement will not be construed in favour of or against either party by Lessee: Lessee shall comply with all rules, regulations and laws reason for authorship. Waiver Any waiver of any governmental authority with respect to use terms of the Agreement will be effective only if in writing and occupancysigned by Nearmap. Lessee shall Any rights not conduct expressly granted herein are reserved. Severability If one or permit more of the terms of the Agreement are found to be conducted upon the Premises any business invalid, illegal or permit any act which is contrary to or in violation of any law, rules or regulations and requirements that may be imposed by any authority or any insurance company with which the Premises is insured, nor will the Lessee allow the Premises to be used unenforceable in any way which respect, the validity, legality and enforceability of the remaining terms will invalidate or not be affected. Amendments Other than as expressly specified in conflict with any insurance policies applicable to the building. In no event shall explosives or extra hazardous materials this Agreement, this Agreement may only be taken onto or retained on the Premises. Furthermore, Lessee shall not install or use any equipment that will cause undue interference varied with the peaceable and quiet enjoyment written consent of Nearmap. Assignment Other than as expressly specified in this Agreement, the Premises by other tenants of Licensee may not assign or purport to assign its rights or obligations under this Agreement without the building. Signs: Lessee shall not place on any exterior door, wall or window of the Premises any sign or advertising matter without Lessor’s prior written consent of Nearmap. Entire Agreement This Agreement: comprises the entire agreement and understanding between the parties on everything connected with the subject matter of this Agreement; and supersedes any prior agreement or understanding on anything connected with that subject matter. Counterparts This Agreement may consist of a number of counterparts and if so the counterparts taken together constitute one and the approval same instrument. This Agreement is not binding on any party unless one or more counterparts have been duly executed by, or on behalf of, Nearmap and the Licensee. Governing Law This Agreement is governed by and construed in accordance with the laws of New South Wales, Australia, and each party irrevocably submits to the non-exclusive jurisdiction of the _________________________________ [Municipality]courts of New South Wales and the Commonwealth of Australia. Thereafter, Lessee agrees to maintain such sign or advertising matter as first approved by Lessor in good condition and repair. Furthermore, Lessee shall conform to Precedence of Documents In the event of any uniform reasonable sign plan or policy that inconsistencies between the Lessor may introduce with respect to the building. Upon vacating the Premises, Lessee agrees to remove all signs and to repair all damages caused or resulting from such removal. Pets: Unless otherwise stated in terms of this Lease Agreementagreement, the only pets that shall be allowed on Additional Terms and Conditions and the Premises are those needed legally due to a disability or handicap. Condition of Premises/Inspection by Lessee: The Lessee has had the opportunity to inspect the Premises and acknowledges with its signature on this lease that the Premises are in good condition and comply in all respects with the requirements of this Lease. FurthermoreQuote, the Lessor makes no representation or warranty with respect following order of precedence applies, from highest to lowest: the condition of Quote; the Premises or its fitness or availability for any particular use, Additional Terms and the Lessor shall not be liable for any latent or patent defect therein. Furthermore, the Lessee represents that Lessee has inspected the Premises Conditions; and is leasing and will take possession of the Premises with all current fixtures present in their “as is” condition as of the date hereofthis agreement.

Miscellaneous Terms. Usage 13.1 This Agreement shall be governed by Lessee: Lessee shall comply and construed in accordance with all rules, regulations and the laws of the Netherlands without consideration of its conflict of law provisions. The applicability of the United Nations Convention on Contracts for the International Sale of Goods is explicitly rejected. 13.2 Licensee hereby consents and submits to the jurisdiction and forum of the competent courts for the principal place of business of Licensor. 13.3 Licensee may not export the Licensed Software, any governmental authority with respect Updates or the Licensed Fonts into any country to use which such export is prohibited by the United States Export Administration Act. 13.4 This Agreement constitutes the entire agreement between the parties and occupancysupersedes any and all previous representations, understandings, discussions, or agreements between Licensee and Licensor as to the subject matter hereof. 13.5 The parties enter into the Agreement as independent contractors. Lessee No employment relationship is created by the Agreement between Licensor and Licensee or any of their respective employees or agents. Neither party has the power to bind the other party or incur obligations on the other party’s behalf without the other party’s prior written consent. 13.6 In the event that any one or more of the provisions of this Agreement is determined by a court of competent jurisdiction to be invalid, unenforceable, or illegal, such invalidity, unenforceability, or illegality shall not conduct affect any other provisions of this Agreement, and the Agreement shall be construed as if the challenged provision had never been contained herein. The parties further agree that in the event such provision is an essential part of this Agreement, they will immediately begin negotiations for a suitable replacement provision. 13.7 The failure of either party at any time to require performance by the other party of any provision of this Agreement shall in no way affect that party’s right to enforce such provisions, nor shall the waiver by either party of any breach of any provision of this Agreement be taken or permit held to be conducted upon the Premises any business or permit any act which is contrary to or in violation a waiver of any lawfurther breach of the same provision. 13.8 Neither party may bring an action, rules regardless of cause or regulations form, arising out of or related to this Agreement more than one year after the date of discovery of the cause of action or the date of termination of this Agreement, whichever is earlier. 13.9 Any requirement for a “written” statement can be fulfilled by using a digitized version communicated by electronic means such as facsimile or e-mail, provided the identity of the sender and requirements that may integrity of such electronic means can be imposed by any authority or any insurance company determined with which the Premises is insured, nor will the Lessee allow the Premises to sufficient certainty. 13.10 The section headings in this Agreement are for convenience only and shall not be used in construing or interpreting any way which will invalidate or be in conflict with any insurance policies applicable to the building. In no event shall explosives or extra hazardous materials be taken onto or retained on the Premises. Furthermore, Lessee shall not install or use any equipment that will cause undue interference with the peaceable and quiet enjoyment of the Premises by other tenants of the building. Signs: Lessee shall not place on any exterior door, wall or window of the Premises any sign or advertising matter without Lessor’s prior written consent and the approval of the _________________________________ [Municipality]. Thereafter, Lessee agrees to maintain such sign or advertising matter as first approved by Lessor in good condition and repair. Furthermore, Lessee shall conform to any uniform reasonable sign plan or policy that the Lessor may introduce with respect to the building. Upon vacating the Premises, Lessee agrees to remove all signs and to repair all damages caused or resulting from such removal. Pets: Unless otherwise stated in this Lease Agreement, the only pets that shall be allowed on the Premises are those needed legally due to a disability or handicap. Condition of Premises/Inspection by Lessee: The Lessee has had the opportunity to inspect the Premises and acknowledges with its signature on this lease that the Premises are in good condition and comply in all respects with the requirements of this Lease. Furthermore, the Lessor makes no representation or warranty with respect to the condition of the Premises or its fitness or availability for any particular use, and the Lessor shall not be liable for any latent or patent defect therein. Furthermore, the Lessee represents that Lessee has inspected the Premises and is leasing and will take possession of the Premises with all current fixtures present in their “as is” condition as of the date hereofterms.

Miscellaneous Terms. Usage by Lessee: Lessee shall comply with all rules, regulations and laws of any governmental authority with respect to use and occupancy. Lessee shall not conduct or permit to be conducted upon the Premises any business or permit any act which is contrary to or in violation of any law, rules or regulations and requirements that may be imposed by any authority or any insurance company with which the Premises is insured, nor will the Lessee allow the Premises to be used in any way which will invalidate or be in conflict with any insurance policies applicable to the building. In no event shall explosives or extra hazardous materials be taken onto or retained on the Premises. Furthermore, Lessee shall not install or use any equipment that will cause undue interference with the peaceable and quiet enjoyment of the Premises by other tenants of the building. Signs: Lessee shall not place on any exterior door, wall or window of the Premises any sign or advertising matter without Lessor’s prior written consent and the approval of the _________________________________ [Municipality]. Thereafter, Lessee ▇▇▇▇▇▇ agrees to maintain such sign or advertising matter as first approved by Lessor in good condition and repair. Furthermore, Lessee shall conform to any uniform reasonable sign plan or policy that the Lessor may introduce with respect to the building. Upon vacating the Premises, Lessee ▇▇▇▇▇▇ agrees to remove all signs and to repair all damages caused or resulting from such removal. Pets: Unless otherwise stated in this Lease Agreement, the only pets that shall be allowed on the Premises are those needed legally due to a disability or handicap. Condition of Premises/Inspection by Lessee▇▇▇▇▇▇: The Lessee has had the opportunity to inspect the Premises and acknowledges with its signature on this lease that the Premises are in good condition and comply in all respects with the requirements of this Lease. Furthermore, the Lessor makes no representation or warranty with respect to the condition of the Premises or its fitness or availability for any particular use, and the Lessor shall not be liable for any latent or patent defect therein. Furthermore, the Lessee represents that Lessee ▇▇▇▇▇▇ has inspected the Premises and is leasing and will take possession of the Premises with all current fixtures present in their “as is” condition as of the date hereof.

Miscellaneous Terms. Usage by Lessee: Lessee shall comply with all rules, regulations and laws of any governmental authority with respect to use and occupancy. Lessee shall not conduct or permit to be conducted upon the Premises any business or permit any act which is contrary to or in violation of any law, rules or regulations and requirements that may be imposed by any authority or any insurance company with which the Premises is insured, nor will the Lessee allow the Premises to be used in any way which will invalidate or be in conflict with any insurance policies applicable to the building. In no event shall explosives or extra hazardous materials be taken onto or retained on the Premises. Furthermore, Lessee shall not install or use any equipment that will cause undue interference with the peaceable and quiet enjoyment of the Premises by other tenants of the building. Signs: Lessee shall not place on any exterior door, wall or window of the Premises any sign or advertising matter without Lessor’s prior written consent and the approval of the _________________________________ [Municipality]. Thereafter, Lessee agrees to maintain such sign or advertising matter as first approved by Lessor in good condition and repair. Furthermore, Lessee shall conform to any uniform reasonable sign plan or policy that the Lessor may introduce with respect to the building. Upon vacating the Premises, Lessee agrees to remove all signs and to repair all damages caused or resulting from such removal. Pets: Unless otherwise (a) The terms stated in this Lease AgreementContract and the relevant Transaction Schedule and any addendum make up the entire terms of the ▇▇▇▇▇▇▇▇▇ INTERNAL Service Plan. Any cancellation of or change to any term of this Contract or the attached Transaction Schedule is only binding if it is in writing; (b) You warrant the correctness of material details, including all personal or company information given by you to the to us; (c) Fraud Invalidates the Plan You will lose your benefits under this plan if you, or anyone acting on your behalf: (i) Files a claim that is fraudulent, improper, improperly processed or improperly filed; (ii) Uses any fraudulent or improper means to get any benefit under this Contract, or; (iii) Wilfully or negligently causes the damage or destruction that is the subject matter of the claim; (d) You warrant that you are authorised to enter this Contract. If a representative enters this Contract on your behalf, you warrant that the representative is so authorised. If your representative is not authorised to enter this Contract for you, then that representative will be individually and jointly liable as co-principal debtor with you for your due and punctual performance of duties under this Contract; (e) The parties may not assume that this Contract is no longer valid if: (i) Any one of the parties choose to be lenient by not strictly applying its terms, or; (ii) Any one of the parties neglect to or cannot enforce any of its terms; (f) No party may assume a waiver of rights for a breach in one instance means a waiver of rights for any later breaches of this Contract. Any previous error in favour of you, or any leniency shown by us at any stage, cannot be construed as an undertaking of continued leniency for the remainder of the Contract. (g) All terms of this Contract and its attachments are independent of each other. If any term is found to be invalid, unlawful, or unenforceable, the only pets that shall be allowed on rest of the Premises are those needed legally due to a disability or handicap. Condition of Premises/Inspection by Lessee: Contract will continue in full force; (h) The Lessee has had the opportunity to inspect the Premises and acknowledges with its signature on this lease that the Premises are in good condition and comply in all respects with the requirements terms of this Lease. FurthermoreContract apply independently to each vehicle and to each Transaction Schedule attached to this Contract, whether accepted at the Lessor makes no representation same time or warranty with respect to the condition of the Premises or its fitness or availability for any particular use, and the Lessor shall not be liable for any latent or patent defect therein. Furthermore, the Lessee represents that Lessee has inspected the Premises and is leasing and will take possession of the Premises with all current fixtures present in their “as is” condition as of the date hereofnot.

Miscellaneous Terms. Usage by Lessee: Lessee shall comply with all rules, regulations and laws of any governmental authority with respect to use and occupancy. Lessee shall not conduct or permit to be conducted upon the Premises any business or permit any act which is contrary to or in violation of any law, rules or regulations and requirements that may be imposed by any authority or any insurance company with which the Premises is insured, nor will the Lessee allow the Premises to be used in any way which will invalidate or be in conflict with any insurance policies applicable to the building. In no event shall explosives or extra hazardous materials be taken onto or retained on the Premises. Furthermore, Lessee shall not install or use any equipment that will cause undue interference with the peaceable and quiet enjoyment of the Premises by other tenants of the building. Signs: Lessee shall not place on any exterior door, wall or window of the Premises any sign or advertising matter without Lessor’s prior written consent and the approval of the _________________________________ [MUNICIPALITY NAME] [Municipality]. Thereafter, Lessee ▇▇▇▇▇▇ agrees to maintain such sign or advertising matter as first approved by Lessor in good condition and repair. Furthermore, Lessee shall conform to any uniform reasonable sign plan or policy that the Lessor may introduce with respect to the building. Upon vacating the Premises, Lessee ▇▇▇▇▇▇ agrees to remove all signs and to repair all damages caused or resulting from such removal. Pets: Unless otherwise stated in this Lease Agreement, the only pets that shall be allowed on the Premises are those needed legally due to a disability or handicap. Condition of Premises/Inspection by Lessee▇▇▇▇▇▇: The Lessee has had the opportunity to inspect the Premises and acknowledges with its signature on this lease that the Premises are in good condition and comply in all respects with the requirements of this Lease. Furthermore, the Lessor makes no representation or warranty with respect to the condition of the Premises or its fitness or availability for any particular use, and the Lessor shall not be liable for any latent or patent defect therein. Furthermore, the Lessee represents that Lessee ▇▇▇▇▇▇ has inspected the Premises and is leasing and will take possession of the Premises with all current fixtures present in their “as is” condition as of the date hereof.

Miscellaneous Terms. Usage by Lessee: Lessee shall comply with all rules, regulations and laws of any governmental authority with respect to use and occupancy. Lessee shall not conduct or permit to be conducted upon the Premises any business or permit any act which is contrary to or in violation of any law, rules or regulations and requirements that may be imposed by any authority or any insurance company with which the Premises is insured, nor will the Lessee allow the Premises to be used in any way which will invalidate or be in conflict with any insurance policies applicable to the building. In no event shall explosives or extra hazardous materials be taken onto or retained on the Premises. Furthermore, Lessee shall not install or use any equipment that will cause undue interference with the peaceable and quiet enjoyment of the Premises by other tenants of the building. Signs: Lessee shall not place on any exterior door, wall or window of the Premises any sign or advertising matter without Lessor’s prior written consent and the approval of the _________________________________ [[MUNICIPALITY NAME] (Municipality]). Thereafter, Lessee ▇▇▇▇▇▇ agrees to maintain such sign or advertising matter as first approved by Lessor in good condition and repair. Furthermore, Lessee shall conform to any uniform reasonable sign plan or policy that the Lessor may introduce with respect to the building. Upon vacating the Premises, Lessee ▇▇▇▇▇▇ agrees to remove all signs and to repair all damages caused or resulting from such removal. Pets: Unless otherwise stated in this Lease Agreement, the only pets that shall be allowed on the Premises are those needed legally due to a disability or handicap. Condition of Premises/Inspection by Lessee▇▇▇▇▇▇: The Lessee has had the opportunity to inspect the Premises and acknowledges with its signature on this lease that the Premises are in good condition and comply in all respects with the requirements of this Lease. Furthermore, the Lessor makes no representation or warranty with respect to the condition of the Premises or its fitness or availability for any particular use, and the Lessor shall not be liable for any latent or patent defect therein. Furthermore, the Lessee represents that Lessee ▇▇▇▇▇▇ has inspected the Premises and is leasing and will take possession of the Premises with all current fixtures present in their “as is” condition as of the date hereof.

Miscellaneous Terms. Usage by Lessee: Lessee shall comply with all rules, regulations and laws of any governmental authority with respect to use and occupancy. Lessee shall not conduct or permit to be conducted upon the Premises any business or permit any act which is contrary to or in violation of any law, rules or regulations and requirements that may be imposed by any authority or any insurance company with which the Premises is insured, nor will the Lessee allow the Premises to be used in any way which will invalidate or be in conflict with any insurance policies applicable to the building. In no event shall explosives or extra hazardous materials be taken onto or retained on the Premises. Furthermore, Lessee shall not install or use any equipment that will cause undue interference with the peaceable and quiet enjoyment of the Premises by other tenants of the building. Signs: Lessee shall not place on any exterior door, wall or window of the Premises any sign or advertising matter without Lessor’s prior written consent and the approval of the _________________________________ City of Portland [Municipality]. Thereafter, Lessee agrees to maintain such sign or advertising matter as first approved by Lessor in good condition and repair. Furthermore, Lessee shall conform to any uniform reasonable sign plan or policy that the Lessor may introduce with respect to the building. Upon vacating the Premises, Lessee agrees to remove all signs and to repair all damages caused or resulting from such removal. Pets: Unless otherwise stated in this Lease Agreement, the only pets that shall be allowed on the Premises are those needed legally due to a disability or handicap. Condition of Premises/Inspection by Lessee: The Lessee has had the opportunity to inspect the Premises and acknowledges with its signature on this lease that the Premises are in good condition and comply in all respects with the requirements of this Lease. Furthermore, the Lessor makes no representation or warranty with respect to the condition of the Premises or its fitness or availability for any particular use, and the Lessor shall not be liable for any latent or patent defect therein. Furthermore, the Lessee represents that Lessee has inspected the Premises and is leasing and will take possession of the Premises with all current fixtures present in their “as is” condition as of the date hereof.