Appriss Inc. for Pseudoephedrine Tracking Third Party Terms and Conditions

Client agrees to be bound by the following Third Party Terms of Appriss Inc. for Pseudoephedrine Tracking:

Whereas, Appriss Inc. (“Appriss”) maintains certain transactional data at the specific direction of various local, state and federal governmental agencies in accordance with certain statutory or regulatory mandates for the recording of said transactions, all as part of law enforcement efforts to interrupt the production of methamphetamines, which data tracking is commonly referred to by Appriss as “MethCheck” (collectively referred to as “MethCheck Service”), Client hereby agrees to the following:

Term. The term of the MethCheck Service shall commence on implementation date of the MethCheck Service and shall have an initial term not exceeding one (1) year with successive, automatic one (1) year renewals, unless either party provides the other party written notice of termination at least ninety (90) days prior to the expiration of the then current term.

Third-Party Beneficiary. Client agrees that Appriss is an intended third-party beneficiary to this Agreement between Client and McKesson to the extent it relates to the use of the MethCheck Service.

Indemnification. Client shall indemnify Appriss and its respective officers, directors, agents and employees, from and against any and all liabilities, claims, demands, costs, expenses, damages, and losses incurred or suffered by Appriss (including reasonable attorney's fees), arising out of any act or omission of Client or related to Client's use or misuse of the MethCheck Service.

Restrictions. Client agrees that Client shall not further sublicense, transfer, sell, disclose, export, or otherwise grant or permit access to or use of the MethCheck Service to any other third party.

Appriss Confidential Information and Intellectual Property. Client acknowledges and agrees that all title to, and, except as expressly and unambiguously licensed herein, (i) all rights to the Appriss API, Appriss Confidential Information and Appriss Intellectual Property; and, (ii) all copyrights, patent rights, trade secret rights, and all other Intellectual Property rights of any kind in the Appriss API, Appriss Confidential Information, and Appriss Intellectual Property.