End User License Agreement

This BLOOM End User License Agreement (this “Agreement”) sets forth the terms and conditions of your use of BLOOM, a web-based discipline reporting application (“BLOOM”). For the purposes of this Agreement, “you” means you, the end user, and “Licensor” means Lean Frog Digital, LLC and its subsidiaries and affiliates.

I. LICENSE GRANT

Licensor hereby grants to you a non-exclusive and non-transferable license to use BLOOM and related documentation (“Documentation”) solely for the intended purposes of BLOOM as set forth in the Terms of Use according to the provisions contained herein, and subject to payment of applicable license fees. You are not permitted to lease, rent, distribute or sublicense BLOOM or any rights therein. You also may not install BLOOM on a network server, use BLOOM in a time-sharing arrangement or in any other unauthorized manner. Further, no license is granted to you in the human readable code of BLOOM (“source code”). Except as provided below, this Agreement does not grant you any rights to patents, copyrights, trade secrets, trademarks, or any other rights in BLOOM and Documentation. This Agreement does not entitle you to receive any upgrades to or newer versions of BLOOM.

You may not reproduce BLOOM and Documentation, except as may be essential for backup or archive purposes.

II. NO ASSIGNMENT; NO TRANSFER

You agree not to transfer or assign BLOOM and/or this Agreement to another party without the prior written consent of Licensor. If such consent is given and you transfer or assign BLOOM and/or this Agreement, then you must at the same time either transfer any copies of BLOOM and Documentation to the same party or destroy or return to Licensor any such materials not transferred. Except as set forth above, you may not transfer or assign BLOOM or rights under this Agreement.

III. NO MODIFICATION; NO REVERSE ENGINEERING

You agree not to modify, translate, reverse engineer, decompile, disassemble, or create derivative works of BLOOM or assist someone in performing such prohibited acts.

IV. IMPORT/EXPORT RESTRICTIONS

You agree not to import or export BLOOM or any Documentation (or any copies thereof) or any products utilizing BLOOM or any Documentation in violation of any applicable laws or regulations of the United States or the country to which you have imported or exported. You agree to indemnify Licensor from liability if you violate any such laws or regulations.

V. TITLE

You agree that Licensor owns and holds title to BLOOM and any Documentation and all content therein and all subsequent copies thereof regardless of the form or media. Furthermore, title, ownership rights, and intellectual property rights in BLOOM and any Documentation and content therein shall remain with Licensor. BLOOM and any Documentation are protected by copyright and other intellectual property laws and by international treaties.

VI. TERM AND TERMINATION

This license will be an annual subscription based on each school year, if it is not earlier terminated. You may terminate this license at any time by destroying BLOOM and any Documentation together with all copies and merged portions in any form. It will also terminate immediately if you fail to comply with any term or condition of this Agreement, the Documentation or the Terms of Use, file for bankruptcy, fail to pay within 60 days of invoice date, or are placed in receivership. Upon such termination, you agree to destroy BLOOM and Documentation, together with all copies thereof. You agree not to be entitled to a refund of any applicable license fee upon early termination of this Agreement. Annual payments must be received to continue use.

VII. GOVERNING LAW

The laws of the State of Alabama shall govern the construction of this Agreement and you agree to be subject to personal jurisdiction in the State of Alabama, County of Madison, for the purposes of enforcing the provisions of this Agreement.

VIII. NO WARRANTIES

LICENSOR MAKES NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT OF THIRD PARTIES’ RIGHTS. TO THE FULL EXTENT PERMITTED BY LAW, THE DURATION OF STATUTORILY REQUIRED WARRANTIES, IF ANY, SHALL BE LIMITED TO THE ABOVE LIMITED WARRANTY PERIOD. MOREOVER, IN NO EVENT WILL WARRANTIES PROVIDED BY LAW, IF ANY, APPLY UNLESS THEY ARE REQUIRED TO APPLY BY STATUTE NOTWITHSTANDING THEIR EXCLUSION BY CONTRACT. NO DEALER, AGENT, OR EMPLOYEE OF LICENSOR IS AUTHORIZED TO MAKE ANY MODIFICATIONS, EXTENSIONS, OR ADDITIONS TO THIS LIMITED WARRANTY.

IX. LIMITATION OF REMEDIES

UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY SHALL LICENSOR, OR ITS SUPPLIERS OR RESELLERS, BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, LOST PROFITS, BUSINESS INTERRUPTIONS, WORK STOPPAGE, PERSONAL INJURY, PHYSICAL OR EMOTIONAL IMPAIRMENT, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER PERSONAL OR COMMERCIAL DAMAGES OR LOSSES ARISING FROM THE USE OR INABILITY TO USE THE PROGRAMS (WHETHER OR NOT DUE TO ANY DEFECTS THEREIN) OR FOR ANY CLAIM BY ANY OTHER PARTY, EVEN IF LICENSOR SHALL HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES OR CLAIMS BY THIRD PARTIES. UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY SHALL LICENSOR, OR ITS SUPPLIERS OR RESELLERS, BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY AMOUNTS IN EXCESS OF THE AMOUNT OF THE LICENSE FEE PAID BY YOU FOR THE LICENSE GRANTED UNDER THIS AGREEMENT. THE FOREGOING LIMITATIONS OF LIABILITY SHALL NOT APPLY TO LIABILITY FOR DEATH OR PERSONAL INJURY RESULTING FROM LICENSOR’S NEGLIGENCE TO THE EXTENT APPLICABLE LAW PROHIBITS SUCH LIMITATION.

X. INDEMNIFICATION

You agree to defend, indemnify and hold harmless Licensor, its suppliers and its resellers from and against liabilities, costs, damages and expenses (including settlement costs and reasonable attorneys’ fees) arising from any claims from anybody that result from or relate to your use, reproduction or distribution of BLOOM or your breach of any representation, warranty or obligation under this Agreement.

XI. SEVERABILITY

In the event any provision of this Agreement is found to be invalid, illegal or unenforceable, the validity, legality and enforceability of any of the remaining provisions shall not in any way be affected or impaired.

XII. ENTIRE AGREEMENT

You further agree that this Agreement, together with the Terms of Use, is the complete and exclusive statement of the agreement between you and Licensor which supersedes all proposals or prior agreements, oral or written, and all other communications between you and Licensor relating to the subject matter of this Agreement. This Agreement may only be modified by a written agreement signed by both you and Licensor.

XIII. ACKNOWLEDGEMENT

By downloading, installing or using any part of this Software or accessing BLOOM through a website or other means, you indicate and otherwise agree that you have read this Agreement, understand it, and agree to be bound by its terms and conditions.