MeridianLink®️ Announces Agreement to Acquire StreetShares®️. See the Press Release.

DATA CONTRIBUTION AGREEMENT

This Data Contribution Agreement (the “Agreement”) is entered into effective as of the date of the Experian Addendum to the Atlas Services Order Form (“Addendum”) by and between Experian Information Solutions, Inc., acting through its Business Information Solutions Division, a corporation organized and existing under the laws of the State of Ohio and having a place of business at 475 Anton Boulevard, Costa Mesa, CA.  92626 (“Experian”), StreetShares, Inc. (“StreetShares”), a corporation organized and existing under the laws of the State of Delaware, and Client identified on the Addendum (“Contributor”).

This Agreement, while in effect governs the contribution of Data, as defined below, from Contributor to Experian for Experian’s commercial information database and for the Small Business Credit Share database as described in Exhibit A attached hereto.  Experian does not agree to be bound to any terms which conflict with or differ from those set forth herein regarding the contribution of Data.  For good and valuable consideration and intending to be legally bound, Contributor, StreetShares, and Experian hereby agree as follows:

  1. Delivery of Data.  Contributor will deliver to Experian in an automated format the data and updates thereto in accordance with the schedule as agreed upon by the parties (the “Data”) at the times and address specified.  Upon submission of the Data to Experian, a numeric code will be assigned to Contributor’s customer file and neither the media used to submit the Data to Experian nor the label will be referenced with Contributor’s name. Contributor will complete and submit the Contributor Data Form (attached hereto as Appendix C), which is provided to the Contributor herein, with or in advance of the original delivery of Data to Experian to the address specified.
  2. Rights in Data.  Experian, either directly or through its agents, shall have the unlimited right to lease, license, sell, process and otherwise use the Data contributed hereunder for the  purpose of business information services including scores and reports, and any purpose in compliance with Exhibit A attached hereto; provided however, that Experian will use reasonable efforts to not release specific information identifying any listed business entity as Contributor’s customer or which identifies Contributor as the source of any specific contributed Data.  Experian will bear the expense of incorporating Contributor’s Data into Experian’s database and, Contributor’s Data once incorporated will become Experian Data (“Experian Data”).  Experian Data will be the exclusive property of Experian. Notwithstanding the foregoing, Contributor shall retain all right, title, and interest in its Contributor’s Data.  Experian shall have the absolute right to retain Experian Data after the expiration, cancellation or termination of this Agreement.  Experian will use its best efforts not to reproduce, sell or relate to another customer or Contributor’s competitors the Data contributed to Experian in its original form.
  3. Term.  This Agreement will be effective on the date stated above (the “Effective Date”).  This Agreement will continue in effect until terminated as provided herein.
  4. Termination and Cancellation.  This Agreement may be terminated (i) by the mutual written agreement of the parties; (ii) by either party upon sixty (60) days’ prior written notice to the other party hereto; or (iii) by either party if the other party either breaches any of the terms and conditions of this Agreement and fails to remedy the breach within thirty (30) calendar days, or such party breaches the terms and conditions of this Agreement on more than one occasion.
  5. Data Format.  Experian will provide to Contributor a copy of Experian’s then most current Data Extract Guide which will be provided to Contributor under separate cover.  Contributor agrees that all Data provided thereafter will be in compliance with the requirements of such Data Extract Guide.  Contributor agrees that, if notified by Experian within thirty (30) days after receipt of the Data by Experian, Contributor will promptly correct any failure of the Data to conform to the requirements of the Guide and cure any defects in the media on which the Data is delivered.  If requested by Experian, Contributor will verify the accuracy of the Data delivered pursuant to this Agreement.
  6. Quality, Etc.  Contributor warrants to Experian that Contributor will provide the Data in compliance with Experian Business Commercial Credit Solutions Division’s published quality and currency standards for its suppliers of trade, collection, financial and leasing information and, without limiting the foregoing, Contributor will assure that the Data is accurate.  At Experian’s request, Contributor will verify the accuracy of or correct the Data. Contributor will use reasonable care in collecting and providing the Data; the Data will be fit for loading on Experian’s system and will contain the information as agreed upon by the parties; and Contributor has sufficient means to comply with the amount of Data to be provided to Experian  agreed upon by the parties.  Contributor warrants to Experian that Contributor has the full legal right to provide the Data to Experian for Experian’s use under the terms of this Agreement, and that no such use by Experian will infringe any patent, copyright, or other right of any third person.  Contributor warrants to Experian that the media on which the Data is delivered will be free from defects in materials and workmanship for a period of one year from the delivery of the media to Experian.  Contributor will replace any defective media without charge within ten (10) business days after Experian notifies Contributor of a defect.  The foregoing warranties will survive the expiration, termination, or cancellation of this Agreement.
  7. Limitation of Liability.  NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, UNDER NO CIRCUMSTANCES WILL EITHER PARTY HAVE ANY OBLIGATION OR LIABILITY TO THE OTHER HEREUNDER FOR ANY INCIDENTIAL, INDIRECT, CONSEQUENTIAL OR SPECIAL DAMAGES INCURRED BY THE OTHER PARTY (INCLUDING DAMAGES TO BUSINESS REPUTATION), REGARDLESS OF HOW SUCH DAMAGES ARISE AND OF WHETHER OR NOT A PARTY WAS ADVISED SUCH DAMAGES MIGHT ARISE.
  8. Confidentiality.  Neither party to this Agreement will divulge to any third party the existence or the contents of this Agreement or that Contributor has contributed Data to Experian without the written consent of the other party.  Contributor’s trade line data will be identified by an industry category that is selected by the Contributor.
  9. Governing Law.  This Agreement will be governed in accordance with the internal substantive laws of the State of California
  10. Successors and Assigns.  This Agreement will be binding upon and will inure to the benefit of the parties hereto and their respective heirs, representatives, successors and permitted assignees.  This Agreement may not be assigned, transferred, shared or divided in whole or in part by Contributor without prior written consent of Experian.  Notwithstanding the foregoing, either party may, without the consent of the other party, assign its rights under this Agreement in conjunction with its merger or the sale of substantially all of the assets and operations of the business to which this Agreement relates
  11. Severability.  This Agreement shall be deemed to be severable, and if any provision is determined to be void or unenforceable, then such provision will be deemed severed and the remainder of the Agreement shall be enforced.
  12. Notices.  All notices, requests and other communications hereunder shall be in writing and shall be delivered to the address of the receiving party set forth above or to the last address designated in writing to the other party.
  13. Intellectual Property.  Experian has expended substantial time, effort and funds to create the Experian Services and to compile Experian’s business credit database, and such is and will continue to be the exclusive property of Experian. Nothing contained in this Agreement shall be deemed to convey to you or my other party any right, title or interest, including patent, copyright or other proprietary right, in or to the Experian Services and Experian’s business credit database. You will not use, or permit your employees, agents and subcontractors to use, the trademarks, service marks, logos, names or my other proprietary designations of Experian, or Experian’s affiliates, whether registered or unregistered, without Experian’s prior written consent.
  14. Choice of Law.  This Agreement is governed by and construed in accordance with the internal substantive laws of the State of California.  Any dispute under this Agreement shall be brought in the federal or state courts in Orange County, California.
  15. Waivers.  Either party may at any time waive compliance by the other with any covenants or conditions contained in this Agreement, but only by written instrument signed by the party waiving such compliance.  No such waiver, however, shall be deemed to constitute the waiver of any such covenant or condition in any other circumstance or the waiver of any other covenant or condition.
  16. No Third Parties.  Neither this Agreement nor any provisions set forth herein is intended to, or shall, create any rights in or confer any benefits upon any person other than the parties hereto.
  17. Complete Agreement.  This Agreement, including the Exhibits attached hereto, sets forth the entire understanding and agreement of the parties and supersedes all other agreements, communications or understandings, whether written or oral.  This Agreement may not be modified except by written amendment signed by authorized representatives of both parties.

EXHIBIT A

SMALL BUSINESS CREDIT SHARE TERMS AND DATA CONTRIBUTION AGREEMENT

This Small Business Credit Share Terms and Data Contribution Agreement (the “Agreement”) is Exhibit A to the Data Contribution Agreement by and between the Contributor named below ( the “Member”),  Experian and StreetShares.

WHEREAS, Experian has developed a financial data-sharing program called the Small Business Credit Share Repository (“SBCS”) consisting of identifying, demographic and credit experiences data elements as reported by Contributor and other Small Business Credit Share contributor firms.  For purposes of this Exhibit, Contributor shall be defined as a “Member” and all Small Credit Share contributors shall be known as “members” respectively. 

WHEREAS, Member, StreetShares and Experian have also entered into one or more other business credit agreements, including the agreement between StreetShares and Member concerning terms and conditions under which StreetShares provides business credit software Services to Member (the “End User/Customer Agreement”) and the Data Contribution Agreement (“Data Contribution Agreement”) under which Member contributes Member’s business credit data to Experian (collectively the “Other Agreements”).  

WHEREAS, Member and Experian acknowledge that the spirit and intent of this program is to improve the quality and quantity of commercial credit information available for the business credit granting industry.  

WHEREAS, Member and Experian agree that the definition of “Small Business Credit Granting” is very subjective and varies tremendously, therefore, to encourage maximum participation, this program is open to any firm that extends commercial credit and any commercial or business portfolio within such institution.  Each member is required, to the extent possible, to submit the data defined as their “Small Business” loan, lease, credit card or other commercial portfolios.

NOW, THEREFORE, Experian and Member hereby agree to be legally bound as follows:

  1. Small Business Credit Share Services Application.  This Exhibit applies to Member’s participation in SBCS, which is a data-sharing program that is maintained by Experian as a part of the joint provision of business credit services through StreetShares and the Member’s continuing contribution of its Member’s Data to Experian under the applicable Other Agreements.  Member’s access to SBCS data is dependent upon Member’s or StreetShares’ ongoing collection and contribution of Member data to Experian.  Member will contribute, or has authorized StreetShares or another Agent of  Contributor (provided such Contributor is a  Member) to contribute Member’s data to Experian.  Member can request data from Experian’s Business Credit Database and the SBCS Reports through the StreetShares software services as made available by StreetShares to Member. Whenever possible, this Exhibit and the Other Agreements shall be construed as being consistent.  Where particular matters are addressed expressly in this Exhibit, the terms and conditions of this Exhibit (and not the Other Agreements) shall govern; otherwise, the terms and conditions of the Other Agreements (and not this Exhibit) shall govern.
  2. Definitions.  For purposes of this Exhibit, the terms set forth in this paragraph will have the following definitions:
    1. “Business Credit Database” shall mean all information and records stored in the Experian Business Information Solutions system, collected from an Experian customer/reporter or from other sources of pertinent business information.
    2. “Business Credit Granting Firms” shall include banks, credit card companies, leasing companies, and other firms that grant business credit.
    3. “Small Business Customers” shall be defined as the class of customers designated by the Member that conforms to the criteria used internally by the Member to define and segment its Small Business Customer base.
    4. “Business Portfolio” shall mean a group of commercial and/or business credit facilities granted to businesses and other Customers including, but not limited to lines of credit, term loans, leases, installment loans, revolving charge accounts, and other commercial credit facilities. A Member may have a single or multiple business portfolios.
    5. Small Business Credit Share (“SBCS”) Consortium”: A consortium of Business Credit Granting Firms whose goal is to privately pool their financial accounts data for mutual benefit.  
    6.  “SBCS Report” shall mean an industry report that displays and aggregates the information provided by the SBCS Consortium Members as well as other business data in the Business Credit Database.  This report may be in the form of a physical report, an electronic report or data and scores delivered electronically.
    7. SBCS Repository (“Repository”)”:  A data repository containing accounts and financial data from SBCS Contributors for the members’ Business Portfolio.  The data repository consists of three general types of data: Business-Level Data, Processing-Level Data and Account-Level Data as further defined below. 
    8.  “Business-level Data”: Consists of general information about the business’ identity such as business name, address, SIC Code and other elements as defined within the “Business-Level Data Elements” section of Appendix A of this Exhibit.
    9. “Processing-Level Data”: Consists of information as identified within the Processing-Level Data Elements” section of Appendix A of this Exhibit A, collected by Experian and used for internal processing purposes only such as maintenance of the database. Processing-Level Data can only be viewed by Experian.  
    10. “Account-Level Data”: Consists of detailed account information such as account balance, charge-off amount, trade payment history and other elements as defined within the “Standard and Unique Account-Level Data Elements” sections of Appendix A of this Exhibit.  
      1. “Standard Account-Level Elements” are those data elements that are common to all trade, financial and SBCS data reporters. These data elements are currently loaded to Experian’s Business Credit Database and are described in Appendix A. All SBCS Consortium Members may access these common data elements. For records that are corroborated with a public source as defined in section 2.11 of this Exhibit, non-SBCS Consortium Members may also access these common data elements.
      2. “Unique SBCS Account-Level Data Elements” shall mean those data elements reported by SBCS Consortium Members that are unique to the Consortium and are described in Appendix A.  These unique data elements can only be accessed by the SBCS Consortium Members and will not be displayed in other Experian Business Credit Database reports and products.
    11. “Corroborated Business” vs. “Uncorroborated Business”: If a business has only been reported by SBCS Consortium Members it will be considered uncorroborated. Business-Level and Account-Level uncorroborated data may only be viewed by SBCS Consortium Members. If a business reported by an SBCS Consortium Member has also been reported by a Public Source, or is subsequently reported by a Public Source, it is considered corroborated. “Public Sources” include Non-SBCS Consortium Member contributors, marketing sources, and other sources that have no data restrictions. By this definition, a given business that is considered “uncorroborated” at the time it was reported may later be considered “corroborated”.  Once a business is considered “corroborated”, it cannot later be classified as “uncorroborated”.
    12. “Experian Standard Data Reporter”: A Non-SBCS Consortium Member that reports commercial trade, financial, collections or public record data to Experian is a standard contributor.
    13. “SBCS Consortium Member” or “member”: An entity that reports Business-Level, Standard, and Unique SBCS Account-Level data to Experian.  In this Agreement, StreetShares will, unless otherwise provided outside of this Agreement by Agent of Contributor or another third party, act for Member to contribute, request and use the SBCS Data for Member’s permitted uses. 
    14. SBCS Consortium Member Data” or “Member Data” shall mean the any of the SBCS Consortium Member reported Business-Level, Standard, and Unique SBCS Account-Level data elements. 
  3. Term.  The term of this Exhibit shall start on the Effective Date noted above and will continue in effect until terminated.  
  4. Termination and Cancellation.  This Exhibit may be terminated by any occurrence of the following events: (i) mutual written agreement of the parties; (ii) by either party upon sixty (60) days prior written notice to the other party hereto; or (iii) by either party if the other party breaches any of the terms and conditions of this Exhibit; provided such breach is not cured by the breaching party within such thirty (30) day notice period after receipt of notification of the violation in writing by the non-breaching party.  Experian will terminate or suspend Member’s access to the SBCS data in the event that StreetShares, or Member, does not contribute the required Member Data to Experian.
  5. Member Obligations.
    1. Data Reporting.   Member will make the Member Data and updates available to Experian, directly or through StreetShares or another Agent of Contributor (provided such Contributor is a Member), on a monthly basis within 30 days of the end of a billing cycle or month end to be determined by the Member. Member Data should be delivered to Experian in a mutually agreed upon format during the Term of this Exhibit and in compliance with applicable federal, state and local laws or regulations. Experian has developed a preferred data reporting format, but will accept any other format that contains the required data elements. Appendix B contains all of the required data elements (“Data Elements”) as well as the data elements (“Data Elements”) that may be submitted to determine SBCS eligibility. In addition, Appendix B contains data reporting guidelines for delinquency reporting. Member will make reasonable efforts to report its entire Business Portfolio(s.) Member agrees to make their best effort to report all of the required fields identified in Appendix B. Member’s initial data reporting will include as many months of historical data as can be reported by the Member.  Member authorizes StreetShares to work with Experian to submit the Member Data in compliance with the requirements. 
      1. Data Reporting via Inquiry.  Experian will not establish and add new businesses to the SBCS repository or the Business Credit Database through information delivered via a client inquiry.  Demographic and firmographic information delivered upon an inquiry may be added to businesses already present on the database.
    2. Verification.  On Experian’s reasonable request, Member, or StreetShares as authorized by Member, will promptly verify the Member Data it has reported within five business days from the date the notice was received by Member.
    3. Responsibilities.  On a quarterly basis, Experian will re-evaluate the Member Data that Member has reported to ensure the data conforms to the agreed upon specifications.  If it is determined that the Member is not reporting the minimum Data Elements specified in Appendix B, Member agrees to correct the discrepancies within a reasonable amount of time, to be mutually agreed upon by the parties.
  6. Maintenance of Repository.
    1. Other Members.  Experian will use reasonable efforts to enter into separate similar agreements with other Business Credit Granting Firms, who will report their member data to the SBCS Repository. 
    2. Incorporation of Data.  Experian, at its expense will incorporate the Data Elements received from the members into the SBCS Repository promptly after Experian’s receipt thereof.  Experian will archive any historical Member Data received for use pursuant to the terms of this Exhibit A.  Experian will incorporate and use all such data in its own discretion and only when the data meet Experian’s data standards.  Neither Experian nor any member may use Member’s Data for any purpose inconsistent with applicable federal, state and local laws, rules, and regulations.  Neither Experian nor any member will use Member Data to generate marketing lists of named accounts for marketing purposes.
  7. Access to Database and Use of Data Elements.
    1. SBCS Consortium Members: SBCS Consortium Members will have access to the standard and unique level elements reported by SBCS Consortium Members, as well as all other business credit data in the Business Credit Database so long as the SBCS Consortium Member has the appropriate executed Other Agreements in place with Experian and SBCS Consortium Member continues to meet the data contribution requirements for SBCS membership.  
    2. Non-SBCS Consortium Members:  Non-SBCS Consortium Members will NOT have access to any of the uncorroborated Business-Level data or any of the Standard or Unique SBCS Account-Level data elements for uncorroborated businesses.  Only SBCS Consortium Members will have access to Unique SBCS Account-Level data.  Non-SBCS Consortium Members WILL have access to corroborated Business-Level data and SBCS Standard Account-Level data elements for corroborated businesses.
    3. Member Disclosure: Experian will not externally disclose Member’s identity on either the Experian Business Credit Database or the SBCS Repository through the SBCS report.  The data reported by the Member will not be externally identified as the Member’s data on the Experian Business Credit Database or the SBCS Repository.  The data reported by the Member will not be externally identified as the Member’s trade data on the Experian Business Profile Report or the SBCS Report. 
    4. Access Restrictions.  Member must report mutually agreed upon elements of its commercial customer loan, credit card, lease, or other account data for Member to access the SBCS Repository.  Member agrees to utilize the SBCS Repository only in conjunction with its underwriting and ongoing portfolio management of reported portfolios.  Member may use SBCS Repository for portfolio acquisition, however only account performance data will be provided for this purpose. 
    5. Suspension of Access.  Member’s access to the SBCS report shall be suspended at any time upon the occurrence of any of the following events: (i) Member’s contribution of Member Data is more than forty-five (45) days later than required by the schedule set forth in Section 5.1; (ii) Member fails to report more than six (6) months of Member Data in any twelve (12) month period; or (iii) Member fails to meet the requirements of Section 5.1 of this Exhibit or Member fails to comply with any other terms or conditions of this Exhibit.
    6. Audit.  Experian will have the right to audit Member’s submission of Member Data and Member’s use of the SBCS Reports to assure Member’s compliance with the terms and conditions of this Exhibit.  Member will be responsible for assuring reasonable cooperation with Experian in connection with such audits and will provide Experian or obtain for Experian reasonable access, during Member’s normal business hours, to such properties, records and personnel as Experian may reasonably require for such purpose provided Experian gives reasonable notice to Members prior to such audits.
    7. Use Obligations.  Member agrees that information derived from SBCS Repository shall be used for the sole purpose of managing credit risk, including but not limited to, processing a bona fide application for credit, review of an existing credit customer or for collection purposes.  In addition, the SBCS Repository may be used for risk management applications when used in conjunction with data obtained from sources outside of the SBCS Repository for campaign suppression based on credit.  Any use, other than managing business credit risk, as defined in this Section and elsewhere in this Exhibit, shall be cause for termination of this Exhibit.
  8. Data Ownership.  SBCS Consortium Member agrees that Experian may, at its option and expense, incorporate SBCS Consortium Member Data into its databases and this data once incorporated shall become Experian Information (“Experian Information”).   Experian information will be Experian’s exclusive property.  Notwithstanding the foregoing, however, SBCS Consortium Member shall retain all right, title, and interest in its Member Data.  Experian may use this data for any purpose consistent with applicable federal, state, and local laws, rules, and regulations; provided however, that Experian will not, to the best of its knowledge, release a list that specifically identifies individuals as Member’s customers.
  9. Warranty and Disclaimers.  

    1. To the best of Member’s knowledge, Member warrants to Experian that Member Data is current, accurate, and complete.  Member will use reasonable care in collecting and providing the Member Data directly or indirectly to Experian; the Member Data will be fit for loading onto Experian’s system and will contain the minimum standard and unique data elements specified in Appendix B.  Member will have sufficient means to comply with the amount of Member Data to be provided to Experian.  To the best of Member’s knowledge, Member warrants to Experian that Member has the full legal right to provide the Member Data to Experian for Experian’s use under the terms of this Exhibit, and that no such use by Experian will infringe any patent, copyright, or other right of any third person.  Member will use best efforts to ensure that that the media on which the Member Data is delivered will be free from defects in materials and workmanship.  If Member submits its Member Data to Experian on media, then Member will replace any defective media without charge within ten (10) business days after Experian notifies Member of a defect.  The foregoing warranties will survive the expiration, termination, or cancellation of this Exhibit. 

    2. Because the SBCS Reports involve conveying information provided to Experian by other sources, Experian cannot and will not be an insurer or guarantor of the accuracy or reliability of the SBCS Reports or the data contained in its various databases.  NEITHER EXPERIAN NOR ITS SOURCES MAKE ANY REPRESENTATION OR WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE SBCS REPORTS, ANY EXPERIAN DATA, OR ANY OTHER MATERIALS (TANGIBLE OR INTANGIBLE) SUPPLIED BY EXPERIAN HEREUNDER, AND EXPERIAN HEREBY EXPRESSLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTIES WITH RESPECT THERETO, INCLUDING WITHOUT LIMITATION, ANY WARRANTIES AS TO THE ACCURACY, COMPLETENESS OR CURRENTNESS OF ANY DATA OR ANY IMPLIED WARRANTIES OF MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE.
    3. MEMBER COVENANTS NOT TO SUE OR MAINTAIN ANY CAUSE OF ACTION, CLAIM, DEMAND, CROSS-CLAIM, THIRD PARTY ACTION OR OTHER FORM OF LITIGATION OR ARBITRATION AGAINST EXPERIAN, ITS OFFICER’S DIRECTORS, EMPLOYEES, CONTRACTORS, AGENTS, AFFILIATED BUREAUS OR SUBSCRIBERS ARISING OUT OF OR RELATING IN ANY WAY TO THE SERVICES (OR INFORMATION THEREIN) BEING UNAVAILABLE, OR NOT BEING ACCURATE, TIMELY, COMPLETE OR CURRENT.
  10. Limitation of Liability. Member acknowledges that Experian maintains several databases updated on a periodic basis, and that Experian does not undertake a separate investigation for each inquiry or request for SBCS Reports made by Member.  Member agrees that it is responsible for determining that the SBCS Reports are in accordance with Experian’s obligations under this Agreement.  If Member reasonably determines that the SBCS Reports do not meet Experian’s obligations under this Agreement, Member shall so notify Experian in writing within ten days after receipt of the SBCS Reports in question.  Member’s failure to so notify Experian shall mean that Member accepts the SBCS Reports as is.  If Member so notifies Experian within ten days after receipt of the SBCS Reports, then, unless Experian reasonably disputes Member’s claim, Experian shall re-perform the SBCS Reports in question.  EXPERIAN’S REPERFORMANCE OF THE SBCS REPORTS SHALL CONSTITUTE MEMBER’S SOLE REMEDY AND EXPERIAN’S MAXIMUM LIABILITY UNDER THIS AGREEMENT.  IF NOTWITHSTANDING THE ABOVE, LIABILITY IS IMPOSED ON EXPERIAN, THEN MEMBER AGREES THAT EXPERIAN’S TOTAL LIABILITY FOR ANY OR ALL OF MEMBER’S LOSSES OR INJURIES FROM EXPERIAN’S ACTS OR OMISSIONS UNDER THIS AGREEMENT, REGARDLESS OF THE NATURE OF THE LEGAL OR EQUITABLE RIGHT CLAIMED TO HAVE BEEN VIOLATED, SHALL NOT EXCEED THE AMOUNT PAID BY MEMBER TO STREETSHARES UNDER THIS AGREEMENT FOR THE PARTICULAR SBCS REPORTS WHICH ARE THE SUBJECT OF THE ALLEGED BREACH DURING THE SIX MONTH PERIOD PRECEDING THE ALLEGED BREACH BY EXPERIAN.  MEMBER COVENANTS THAT IT WILL NOT SUE EXPERIAN FOR ANY AMOUNT GREATER THAN SUCH AMOUNT.

    NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY FOR ANY INCIDENTAL, INDIRECT, CONSEQUENTIAL, PUNITIVE OR SPECIAL DAMAGES (INCLUDING BUT NOT LIMITED TO DAMAGES TO BUSINESS REPUTATION, LOST BUSINESS, OR LOST PROFITS), WHETHER FORESEEABLE OR NOT AND HOWEVER CAUSED, EVEN IF SUCH PARTY IS ADVISED OF THE POSSIBILITY THAT SUCH DAMAGES MIGHT ARISE.

  11. Membership Disclosure.  For purposes of expanding and building SBCS Membership and Database, Member hereby authorizes Experian to share with other potential members that Member is participating in this program and reports Member Data to Experian.
  12. Amendments.  This Exhibit may not be modified except by written amendment signed by authorized representatives of all parties.
  13. Entire Agreement.  This Exhibit, together with the Data Contribution Agreement as amended herein constitutes the entire agreement between the parties with respect to the SBCS Reports provided hereunder and excluding the underlying separate End User/Customer agreement between StreetShares and Member, supersedes all prior proposals and agreements, both written and oral, and all other written and oral communications between the parties regarding this subject matter.

     

See Appendices A, B, and C attached to your Experian Addendum to Atlas Services Order Form.