This LenderDock Master Services Agreement (“MSA” or “Agreement”) applies to your use of the Service (as defined below) provided by LenderDock, Inc., a Delaware corporation (“LenderDock”, “us”, “we” or “our”).  By signing this MSA or a LenderDock Service Order Form which references this MSA (“Order Form”) you agree to be bound by the terms of this MSA (“you” or “your” means the legal entity identified below or in the Order Form). You represent and warrant to LenderDock that you have read this MSA, understand it, and that you have full legal authority to bind to this MSA the legal entity identified below or in the Order Form. You represent and warrant to LenderDock that you are at least 18 years of age. Each of LenderDock and you are a “party” and are, collectively, the “parties.”

1. Description of the Service

1.1. The LenderDock service (the “Service”) is an automated cloud-based system that platform for our clients (who are typically insurance carriers) to communicate certain information about their insureds (“Insured(s)”) to banks and other potential lenders (“Lender(s)”) who need to verify insurance coverage in various contexts, typically in a lending context.  The Service includes all API connections, software, mobile and desktop applications, tools, websites, and support services that are a part of our system, as well as any updates, upgrades, additions, improvements, and enhancements thereto.  The term “Service” also includes any additional services we agree to provide you during the Term (as defined below) pursuant to this MSA.  Modules made available for the payment of an additional fee, such as modules allowing for notices of cancellation, are only included as Services if they are ordered within an Order Form.

1.2. The Service may be modified by us in our sole discretion, with or without notice, at any time. If we have modified the Service in a manner that materially reduces the value you obtain from the Service (e.g., by removing specific functionality without replacing it with substantially similar or improved functionality) then you may inform us of the reduction in value and if we do not restore the value within thirty (30) days after your request, you may terminate this Agreement as your sole remedy.  Your continued receipt and use of the Service following the modification to the Service shall conclusively demonstrate your acceptance of such modification.

2. Subscription to the Service

Subject to your compliance with this MSA and the Order Form (if applicable) and payment of all applicable fees, LenderDock hereby grants you, and you hereby accept, solely during the Term, a limited, non-exclusive, non-transferable, non-sub-licensable, and fully revocable right and license to access and use the Service for the purposes described in this Agreement only.

3. Restrictions on Use

All rights not expressly granted to you are reserved by LenderDock and its licensors. You must not, and shall not allow any End User (as defined below) or third party to: (i) circumvent, disable or otherwise interfere with security-related features of the Service or features that prevent or restrict use or copying

of any content or that enforce limitations on use of the Service; (ii) allow any third party to use the Service; (iii) give, sell, rent, lease or timeshare the Service or use it in any service bureau arrangement; (iv) reverse engineer, decompile or disassemble the Service or any components thereof; (v) use the Service to develop a competing service or product or to challenge our intellectual property rights therein; (vi) use any robot, spider, scraper, or other automated means to access any portion of the Service; (vii) take any action that imposes or may impose an unreasonable or disproportionately large load on the Service or the LenderDock infrastructure (as determined by LenderDock in its sole discretion); (viii) interfere or attempt to interfere with the integrity or proper working of the Service, or any related activities; (ix) make copies of the Service, or copy any ideas, features, functions or graphics of the Service; (x) modify or create a derivative work of the Service, or any part thereof; (xi) reproduce, remove, deface, obscure, or alter LenderDock’s or any third party’s copyright notices, patents, trademarks, or other proprietary rights affixed to or provided as part of the Service, or use or display logos of the Service differing from those of LenderDock; and/or (xii) use the Service in any unlawful manner or in breach of this MSA.

4. Account

In order to use the Service, you are required to create an account (“Account”). You must not allow anyone other than yourself or an authorized employee or agent acting on your behalf (each, an “End User”) to access and use your Account. You acknowledge and agree: (i) to provide accurate and complete Account and login information; (ii) to keep, and ensure that End Users keep all Account login details and passwords secure at all times; (iii) you remain solely responsible and liable for the activity that occurs in connection with your Account, (iv) that the Account login details may only be used by End Users; and (v) to promptly notify LenderDock in writing if you become aware of any unauthorized access or use of your Account or the Service.

5. Data

5.1. All data that you upload, transmit, import, post, or process that contains personal information about your Insureds is referred to herein as “Your Data.”

5.2. You acknowledge and agree that Your Data may contain personally identifying information or personal data, as defined by the applicable laws which govern the use of data relating to identified or identifiable nature persons residing in the EU and/or the state of California in the United states, including the laws of the European Union (“EU”) Data Protection Act 1998, the EU General Data Protection Regulation (“GDPR”), and the California Consumer Protection Act effective as of January 1, 2020, as each of these laws are amended or replaced from time to time, and any other foreign or domestic laws to the extent that they are applicable to the personally identifiable or personal data you upload, transmit, post or process while using the Service (“Data Protection Laws and Regulations”).

5.3. You hereby grant LenderDock a non-exclusive right and license to receive, retrieve, access, use, reproduce, display, publish, copy, transmit, process and store Your Data in order to provide the Service to Lenders and to you and your End Users.  You retain ownership of Your Data.  Subject to the service and applicable data sources, we may redact, anonymize, and/or aggregate Your Data with content and data from our other clients and/or e-commerce channels (“Data Aggregations”) for purposes including, without limitation, product and service development and commercialization and quality improvement initiatives. LenderDock will redact or anonymize Your Data in such a way as to not divulge your Confidential Information (as defined below) or personally identifying information. All Data Aggregations will be the sole and exclusive property of LenderDock.

5.4. You represent and warrant that: (i) you have lawfully obtained any personally identifying information or personal data described in Section 5.2 pursuant to any and all applicable and relevant Data Protection Laws and Regulations; (ii) you have appropriately disclosed to your Insureds how personally identifiable information or personal data will be used, processed, stored and/or shared pursuant to any and all applicable and relevant “Data Protection Laws and Regulations”; (iii) you are responsible for honoring any requests from your Insureds relating to the collection, use and storage of personally identifiable information or personal data as required by any and all relevant Data Protection Laws and Regulations; (iv) you own or have acquired the right to all of the intellectual property rights subsisting in Your Data, and have the right to provide LenderDock and the applicable Lenders the license granted herein to Your Data; and (ii) Your Data does not infringe or violate any patents, copyrights, trademarks or other intellectual property, proprietary or privacy rights of any third party. You shall remain solely responsible and liable for Your Data, including without limitation for your use of and reliance upon Your Data, and you expressly release us from any and all liability arising from any such activities.

5.5. You acknowledge that: (i) the Service does not operate as an archive or file storage service and we do not store or backup Your Data that you upload, import or post, or otherwise generate during your use of the Service; (ii) you are solely responsible for the backup of Your Data; and (iii) you will lose access to any Data that you delete.  You may download certain of Your Data that you provided to us at any time during the Term, or as otherwise set forth herein, provided you comply with this MSA and LenderDock’s security requirements.

5.6. You understand and acknowledge that the Internet and communications over it may not be secure, and that connecting to it provides the opportunity for unauthorized access to computer systems, networks, and all data stored therein. The information and data transmitted through the Internet (including, without limitation, Your Data) or stored on any equipment through which Internet information is transmitted may not remain confidential and LenderDock makes no representation or warranty regarding privacy, security, authenticity, non-corruption or destruction of any such information. Use of any information transmitted or obtained over the Internet is at your own risk and LenderDock shall not be responsible to you for any adverse consequence or loss whatsoever from use of the Internet.

5.7 You acknowledge and agree that Lenderdock will make Your Data available using the Service to third parties such as Lenders, who will use Your Data to verify coverage.  You warrant and represent that this use does not violate any rights of your Insureds, any contractual obligations you have, or any Data Protection Laws and Regulations.

6. Interactions with LenderDock and Insureds

6.1. You acknowledge that in order for LenderDock to effectively provide the Service, it will need to integrate certain of the Service with your systems, and you agree to cooperate in good faith and with all diligence to advance this integration.  LenderDock agrees to perform the Service in a professional and workmanlike manner and in compliance with reasonable commercial standards.

6.2. We do not make any representation or warranty regarding the impact the Service will have on your business.  You remain solely responsible and liable for Your Data and your relationships with your Insureds.

7. Title

LenderDock (or its licensors) retains title to the Service, and all modifications, alterations, derivative works, and enhancements thereto, and all copies thereof and Proprietary Rights therein. Except as specified herein, you do not acquire any rights, express or implied, in the Service, and you have no right to commercialize or transfer the Service, in whole or in part. No license, right or Proprietary Right in any LenderDock trademark, trade name or service mark is granted pursuant to the Order Form or this MSA. You agree that any suggestions, enhancement requests, recommendations or other feedback provided by you or the End Users relating to the operation of the Service (collectively, the “Feedback”) shall be the sole property of LenderDock and LenderDock shall be free to use any Feedback you provide for any purpose. For purposes of this MSA “Proprietary Rights” means all patents, trademarks, service marks, copyright and related rights, registered designs, utility models, software, know-how, trade secrets, inventions (whether patentable or not), improvements, publicity rights, rights of privacy, and all other intellectual property rights and proprietary rights, including goodwill therein, whether registered or not, arising under the laws of any country or jurisdiction, including all rights or causes of action for infringement or misappropriation of any of the foregoing.

You retain title to all the intellectual property, and trade secrets that were yours prior to entering into this MSA or that you develop independent of this MSA during the term, including without limitation all modifications, alterations, derivative works, and enhancements thereto (“Your Materials”), and all copies thereof and Proprietary Rights therein. We do not acquire any rights, express or implied, in Your Materials, and we have no right to commercialize or transfer Your Materials, in whole or in part. Except as expressly provided in this MSA, no license, right or Proprietary Right in of your trademarks, trade names or service marks is granted pursuant to the Order Form or this MSA.

8. Fees

8.1. You agree to pay the fees disclosed in the applicable Order Form (the “Fees”) upon the terms set forth in the Order Form.

8.2. Payments:

(i) We will invoice you the Fees and any other applicable charges and costs according to the schedule and payments terms detailed in the Order Form. In no way derogating from the foregoing, you shall be afforded a period of 180 days from the date of the invoice (the “Dispute Period”) to any Fees invoiced therein by providing LenderDock, within the Dispute Period, with written records in support thereof. LenderDock will consider your dispute and any supporting documentation provided by you and make appropriate adjustments in its reasonable discretion. This dispute mechanism shall not relieve you from settling any undisputed portion any Fees when due. The Fees may be payable by wire transfer, through PayPal, credit card or other payment methods acceptable to LenderDock as specified in the Order Form. You hereby acknowledge and agree that no dispute arising or relating to the Fees may be raised following the applicable Dispute Period.

(ii) If we use the tools, software or services of third party payment service providers, such as PayPal or credit card companies, to complete your purchase of a Plan and/or any other products or services via our website, you acknowledge and agree to (a) review and be bound by the terms of use and privacy policy of any such third party payment service provider; and (b) hold us harmless, and expressly release us, from any and all liability arising from your interaction with any such third party payment service provider to the extent any such liability does not arise out of our acts or omissions.

(iii) All Fees and payments: (a) shall be paid in US Dollars.

(iv) Payments which are not received when due shall bear interest at the lesser of the maximum amount chargeable by law or one and a half percent (1%) per month commencing with the date payment was due.

(v) In the event you fail to timely pay any Fees or charges when due, LenderDock may, in its discretion, suspend or terminate the Service and/or any part or portion thereof in accordance with Section 9.2; provided that if you assert a good faith dispute based on the Fees payable, we will not suspend or terminate the Service unless 60 days has expired and the dispute has not been resolved.

8.3 Taxes and Duties: Except for taxes based on LenderDock’s net income, you are liable and responsible for paying all federal, state and local sales, foreign withholding, value added, use, property, excise, service and other taxes, and all duties and customs fees relating to your receipt or use of the Service, whether or not LenderDock invoices you for such taxes, duties or customs fees.

9. Term and Termination

9.1. Term: This MSA shall become effective on the date you sign this MSA or the Order Form, whichever occurs first (“Effective Date”) and, unless sooner terminated as set forth in Section 9.2, shall continue in effect for the term set forth in the Order Form (“Initial Term”). Thereafter, this MSA shall automatically renew for additional period(s) of equivalent duration (each a “Renewal Term”) unless either party provides the other party with written notice at least thirty (30) days prior to the expiration of the then-current term stating that it does not wish for this MSA to be renewed (the Initial Term and all Renewal Terms collectively, the “Term”). Upon 30 days following termination or expiration of this MSA or the Order Form, you will lose all access to the Service, to your Account(s), and to any of Your Data that we may be storing on your behalf. It is your responsibility to download Your Data prior to canceling an Account or any termination or expiration of this MSA. We do not accept any liability resulting from the suspension, termination or expiration of this MSA, the Service, an Account, or to any of Your Data that is deleted or lost in connection thereto. Any terms of this MSA that would, by their nature, survive the termination or expiration of this Agreement shall so survive.

9.2. Termination: Notwithstanding the provisions under Section 9.1 above:

(i) Each party shall have the right to terminate this MSA or an Order Form, at any time prior to the cessation of the Term, by written notice to the other party, if the other party (a) commits a material breach of this MSA or the Order Form and fails to cure such breach within thirty (30) days after receipt of a notice requiring it to do so, or (b) becomes insolvent, makes a general assignment for the benefit of creditors, suffers or permits the appointment of a receiver for its businesses or assets, becomes subject to any proceedings under any bankruptcy or insolvency laws, or has wound up or liquidated, voluntarily or otherwise.

9.3. Effect of Termination:

(i) Payment of Due Amounts: Upon termination of this MSA or an Order Form for any reason, all outstanding Fees and other amounts obligated under this MSA or Order Form whether then outstanding or committed for the remainder of the Term, shall become immediately due and owing and you shall immediately cease using the Service.

10. Confidentiality

10.1. Each party agrees to hold the other’s Confidential Information in strict confidence and protect it from unauthorized dissemination and use with the same degree of care that each uses to protect its own like information, but not less than a reasonable degree of care. Each party shall limit the use and access to the others’ Confidential Information to those of its employees and contractors whose use or access is necessary to affect the purpose of the Order Form or this MSA and who are under written contractual non-disclosure and non-use obligations that are no less restrictive or protective than the terms of this Section 10. Neither party will use the others’ Confidential Information for purposes other than those necessary or appropriate to exercise rights or fulfill obligations under the Order Form or this MSA. Each party shall be liable for any unauthorized disclosure or use by its employees and contractors of the others’ Confidential Information.

10.2. “Confidential Information” means all information furnished by a party to the other or to which a party has been exposed in performance of the Order Form or this MSA, which information has been marked or otherwise specifically identified as confidential or proprietary, or can by their nature reasonably be presumed to be confidential or proprietary including but not limited to personal information that is protected by law, in any form, including but not limited to inventions, discoveries, ideas, processes, products, designs, technology, specifications, software, equipment, trade secrets, pricing information, customer and supplier information, third party confidential information and all other information related to a party’s business. Notwithstanding the foregoing, the term “Confidential Information” shall not include information included as Your Data, because that information is addressed elsewhere in this Agreement.  Confidential Information shall also not include information which is: (i) publicly known and/or made generally available in the public domain, either prior to or after the time of disclosure by the disclosing party, through no wrongful act of the receiving party, (ii) already known by the receiving party at the time of disclosure through no wrongful act of the receiving party, (iii) rightfully obtained by the receiving party from a third party free of any obligation to such third party to keep it confidential, or (iv) independently developed by the receiving party without use of or reference to the disclosing party’s disclosure. For clarification, the features and functionality of the Service, the Proprietary Rights, Data Aggregations, Feedback, applicable Fees, and the terms of the Order Form and this MSA shall be considered as LenderDock’s Confidential Information.

10.3. In the event that a party shall be required by legal or regulatory process to disclose Confidential Information of the other, it shall promptly (if legally permitted to do so) notify the disclosing party, reasonably cooperate therewith in seeking to quash such request or obtain an appropriate protective order, and only disclose such disclosing party’s Confidential Information to the extent required.

10.4. Each party shall advise the other promptly in the event it learns or has reason to believe that any person who has had access to the other’s Confidential Information has violated or intends to violate the terms hereof and reasonably cooperate with the other in seeking injunctive or other equitable relief. The obligations of confidentiality and non-use herein shall survive for the Term and for a period of five (5) years thereafter; provided, however, that with respect to Confidential Information that constitutes a trade secret, the obligations of confidentiality and non-use herein shall survive for so long as such Confidential Information constitutes a trade secret under applicable law, but in no event less than the Term and for a period of five (5) years thereafter; and similarly for Confidential Information including personal information that is protected by law, the obligations of confidentiality and non-use herein shall survive for so long as the information remains protected by law, but in no event less than the Term and for a period of five (5) years thereafter.

11. Advertising and Publicity

LenderDock shall be entitled to refer to you as a customer of LenderDock and as a user of the Service, directly or indirectly, in any advertisement, news release, or publication, subject to obtaining your prior approval which shall not be unreasonably delayed or withheld. LenderDock may use your trade names and trademarks in connection with such usage, subject to any limitations or guidelines  you may impose as part of your approval.

12. Warranty Disclaimer

LenderDock shall not be held responsible or liable for any actions taken by you, either wholly or in part, based on Your Data or information provided to LenderDock by you or any Insured or other third party, or for any loss, damage, expense, or injury resulting from any transactions conducted by you with any third party as a result, by way of or through the use of the Service. THE SERVICE, INCLUDING WITHOUT LIMITATION, ALL SOFTWARE, CONTENT, REPORTS AND INFORMATION PROVIDED AS PART OF THE SERVICE, ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. You assume all responsibility for the selection of the Service to achieve your intended results. In addition, since LenderDock cannot verify all of Your Data or the information provided by you, Insureds, or other third parties, and errors in gathering or reporting such of Your Data or information may occur, LenderDock does not represent or warrant that the Service is always accurate, complete or current and shall not be liable for or responsible for decisions taken by you or Lenders as a result thereof. LENDERDOCK HEREBY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED, IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. LENDERDOCK DOES NOT WARRANT THAT THE SERVICE WILL BE COMPLETE, ACCURATE, SECURE, UNINTERRUPTED, ERROR FREE, FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT DEFECTS WILL BE CORRECTED. LENDERDOCK DOES NOT OFFER A WARRANTY OR MAKE ANY REPRESENTATION REGARDING ANY SOFTWARE, CONTENT, REPORTS, INFORMATION, OR RESULTS THAT YOU OBTAIN THROUGH THE SERVICE. YOUR USE OF AND RELIANCE UPON THE SERVICE AND YOUR DATA AND ANY E-COMMERCE CHANNEL MATERIALS IS ENTIRELY AT YOUR SOLE DISCRETION AND RISK, AND LENDERDOCK SHALL HAVE NO RESPONSIBILITY OR LIABILITY WHATSOEVER TO YOU IN CONNECTION WITH ANY OF THE FOREGOING. Applicable law may not allow the exclusion of certain warranties, so to that extent the above exclusions may not apply.

13. Limitation of Liability

LENDERDOCK AND YOU SHALL NOT BE LIABLE FOR ANY INDIRECT, EXEMPLARY, SPECIAL, PUNITIVE, CONSEQUENTIAL, OR INCIDENTAL DAMAGES OF ANY KIND (INCLUDING WITHOUT LIMITATION LOST PROFITS OR REVENUE, LOSS OF GOODWILL, DATA LOSS, WORK STOPPAGE, OR COMPUTER FAILURE,

DELAY OR MALFUNCTION) ARISING OUT OF THE ORDER FORM AND/OR THIS MSA OR IN CONNECTION WITH THE USE OF OR INABILITY TO USE THE SERVICE, EVEN IF THE PARTY AGAINST WHOM A CLAIM IS ASSERTED HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL THE AGGREGATE LIABILITY OF LENDERDOCK OR YOU TO THE OTHER OR ANY OTHER PERSON OR ENTITY FOR ANY CLAIMS AND DAMAGES ARISING FROM OR OUT OF THE ORDER FORM AND/OR THIS MSA OR IN CONNECTION WITH THE USE OF OR THE INABILITY TO USE THE SERVICE (WHETHER ARISING UNDER CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE) EXCEED THE TOTAL AMOUNT OF FEES PAID BY YOU TO US FOR THE SERVICE DURING THE SIX (6) MONTHS IMMEDIATELY PRECEDING THE DAY THE ACT OR OMISSION OCCURRED THAT GAVE RISE TO YOUR FIRST CLAIM. Applicable law may not allow the exclusion or limitation of liability, so to that extent the above limitations or exclusions may not apply.

14. Indemnification

You agree to defend, indemnify and hold harmless LenderDock and our affiliates and our respective officers, directors, agents, consultants and employees (each an “Indemnified Party”) from any claims, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) (“Claims”) by you and/or any third party arising from: (i) your or your End Users’ use of the Service; (ii) your breach of the Order Form or this MSA; (iii) your relationship and/or interactions with any Insured or Lender; (iv) your failure to pay any taxes, duties or assessments due hereunder and (v) your failure to comply with any Data Protection Laws and Regulations or any other applicable law or regulation. We have the right to participate in the defense of a Claim and in selecting counsel therefor. You shall not, without first obtaining our prior written consent, settle any Claim in any manner that (a) restricts or limits our ability to deliver the Service; or (b) involves a remedy relating to admission of liability by, injunctive relief against, or other affirmative obligations by an Indemnified Party without the Indemnified Party’s consent.

15. Independent Contractors

The parties hereby agree and acknowledge that no partnership, joint venture, agency or employer-employee relationship exists or will exist between LenderDock and/or its personnel and you through the provision of the Service.

16. Assignment

This MSA shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. You may assign your rights or obligations under this MSA or the Order Form without our prior written consent by notifying us of an assignment. Any purported assignment in violation of this section shall be null and void. Our rights and obligations under this MSA and the Order Form are freely assignable.

17. Attorneys’ Fees

In the event of any dispute, claim or litigation between us relating to this MSA or an Order Form, the prevailing party shall be entitled to reimbursement of all of its costs and expenses, including reasonable attorneys’ fees, incurred in connection with such dispute, claim or litigation, including any appeal therefrom. For purposes of this Section 18, the determination of whether a party is the prevailing party shall be decided by the court of competent jurisdiction or independent party (i.e., mediator or arbitrator) that resolves such dispute, claim or litigation.

18. Injunctive Relief

We each understand and agree that in the event of a breach or threatened breach of any of the covenants or promises contained in the Order Form or this MSA, a party will suffer irreparable injury for which there is no adequate remedy at law and the aggrieved party may seek injunctive relief enjoining said breach or threatened breach. We each further acknowledge, however, that either party shall have the right to seek a remedy at law as well as or in lieu of equitable relief in the event of any such breach.

19. General

The Order Form, this MSA, the Site Terms of Use, and the Privacy Policy represent the complete agreement concerning the Service between you and LenderDock and supersede all prior agreements and representations related to the subject matter hereof. Any amendments must be in writing and executed by the parties. Section headings are provided for convenience only and have no substantive effect on construction. In the event that any provision of the Order Form or this MSA is held invalid or unenforceable in any circumstances by a court of competent jurisdiction, the remainder of the Order Form and MSA, and the application of such provision in any other circumstances, will not be affected thereby. The failure by a party to exercise any right hereunder or under the Order Form or this MSA shall not operate as a waiver of such party’s right to exercise such right or any other right in the future. The Order Form and this MSA shall be governed by the laws of the State of Utah, USA, without reference to its conflict of laws rules. The exclusive jurisdiction and venue for all disputes under the Order Form and this MSA shall be the state and federal courts located in Utah, USA, and each party hereby irrevocably consents and submits to the jurisdiction of such courts. Application of the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transaction Act are excluded from the Order Form and this MSA. All definitions not otherwise defined in this MSA shall have the meaning ascribed to them in the Order Form. A party that is unable to perform its obligations under the terms of this Agreement due to an event of force majeure, meaning any event that is not within the reasonable control of such party, shall be excused from performing such obligation for the duration of the force majeure event; provided this provision shall not apply to your obligation to pay Fees.  This Agreement may be executed in duplicate and either copy or both copies are considered originals.  Notices under this Agreement shall be deemed given three (3) days after they are deposited with the United States Postal Service postage prepaid, return receipt requested, to the address of a party shown on the Order Form.