PLEASE READ THE TERMS OF USE CAREFULLY BEFORE USING THE CAMeo PROGRAM.

BY CLICKING ON THE "ACCEPT" BUTTON OR USING THE CAMeo PROGRAM, YOU ARE CONSENTING TO BE BOUND BY THIS AGREEMENT. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY TO THESE TERMS AND CONDITIONS, IN WHICH CASE THE TERMS “YOU” OR “LICENSEE” SHALL REFER TO SUCH ENTITY. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, CLICK THE "DO NOT ACCEPT" BUTTON AND YOU WILL BE PROHIBITED FROM USING THE CAMeo PROGRAM.

TCG Claims, LLC ("TCGC" or “Licensor”) and Customer/Client (hereafter “Customer”) have entered into a written License Agreement which allows Customer to sublicense the CAMeo Program to users of the CAMeo program (such sublicensees are referred to herein as “You” and You and Customer are collectively referred to herein as “Licensees” or “Licensee”). Subject to the terms and conditions set forth herein, Licensor hereby grants to Licensee a non-exclusive, nontransferable, personal, limited license to access and use the CAMeo software and/or the TCG Claims software as indicated in the Engagement Agreement between TCGC and Customer (collectively, the “program”).

1. LICENSE FEE AND PERMITTED USE. So long as Customer has paid the applicable Monthly License/Use Fee as provided in the separate License Agreement and/or Engagement Agreement (collectively “Agreement”), these Terms of Use govern Licensee’s access and use of the program. Licensee agrees to comply in all respects with these Terms of Use and Licensee shall be responsible for all uses of the program by and any violations of any term or condition of this Agreement by affiliates or employees of Licensee. Licensee shall not (a) rent, lease, lend, sell, sublicense, assign, export, encumber or otherwise transfer the program or Licensee's rights hereunder; (b) permit others to access or use the program for any purpose (including the U.S. Internal Revenue Service or other governmental authorities, unless required by law, and then, if legally permissible, only after prior written notice to TCGC); (c) access or use the program on behalf of any other party (including access or use to obtain information for or otherwise for the benefit of any vendor of competitive software products); (d) access or use the program on any software-as-a-service (SaaS), service bureau or time-sharing or cloud based system or to provide information processing, outsourcing or similar services; (e) access or use a program in a manner not expressly permitted under this Agreement; (f) use the name “CAMeo”, “TCG Claims”, “The Claro Group, LLC” (“Claro”) or any other trademark or trade name associated with or related to TCGC, in connection with any use of the program or their output, or make any reference to TCGC or Claro, directly or indirectly, in any advertisement, external sales presentation, news release, release to any professional or trade publications, or marketing materials or efforts without TCGC's prior written consent; or (g) modify, disassemble, decompile or otherwise reverse engineer the program and/or its related data file(s).

2. OWNERSHIP AND ACCESS.

A. As between TCGC and Licensee, TCGC, or its licensor(s) are and shall continue to be the sole owner of the program (including, without limitation, all text, designs, images, illustrations, graphics, layout, data or other creative output, and the file structure, coordination, selection and/or arrangement of such content or data) and any modifications or other derivative works based thereon (except for those portions of the program licensed to, and not owned by TCGC, but which TCGC has full right to make available to Licensee under the terms of this Agreement). The program is protected by the United States and international copyright law, is of a proprietary and confidential nature and contains confidential and trade secret information. Licensee shall not copy, print, reproduce, distribute, download, frame, mirror, republish, display, transmit, link to, modify, transfer or assign, create any derivative works based on the program; or, (ii) license, sell, rent, lease, transfer, assign, distribute, display, disclose, grant a security interest in, or otherwise commercially exploit the program, or otherwise permit the use of the program by or for the benefit of any affiliate or third party. Licensee shall use all reasonable efforts, but in no event less than due diligence and care, to preserve its proprietary character, treat all information contained therein as confidential, and not remove, alter, or obscure TCGC’s or any other party’s copyright or proprietary rights notices. Access and use of the program is restricted to those of Licensee's authorized users who have a need to know information regarding the program for the access and use permitted hereunder. Licensee will use reasonable efforts to prevent any unauthorized access to, or use of, the program, and, in the event of any such access or use, Licensee will promptly notify TCGC. Licensee shall notify TCGC of any actual or threatened breach of these confidentiality provisions or any infringement of the program, and Licensee shall cooperate with TCGC in enforcing such provisions.

B. Customer and/or Licensees will be solely responsible for providing all Customer Data required for the proper operation of the program. "Customer Data" (also known as “Client Data” in the Engagement Agreement) means any data, information or materials relating to Customer inputted, submitted or provided by Customer or Licensee to Licensor through the use of the program, or generated by the program for or by Customer or Licensee. Customer is and shall continue to be the sole owner of the Customer Data and any modifications or other derivative works based thereon. Customer and Licensees shall have sole responsibility for the accuracy, quality, integrity, reliability, appropriateness, and intellectual property ownership or right to use of all Customer Data. TCGC is under no obligation to review Customer Data for accuracy, acceptability or potential liability. Licensee grants to TCGC all necessary licenses in and to such Customer Data solely as necessary for TCGC to provide the program as required hereunder and Licensee represents and warrants that is has all rights necessary to grant the foregoing license to TCGC. Customer and Licensee will be solely responsible for providing all Customer Data required for the proper operation of the program.

C. Licensee shall not in connection with any access or use of the program provided by TCGC under this Agreement, (i) transmit through the program any illegal material of any kind or any material that may infringe the intellectual property rights or other rights of third parties, including trademark, copyright or right of publicity, is unlawful, harmful, threatening, defamatory, obscene, infringing, harassing or racially or ethnically offensive, or causes damage or injury to any person or property; (ii) knowingly or intentionally transmit any material that contains software viruses or other harmful or deleterious computer code, files or programs or any thing or device which may: prevent, impair or otherwise adversely affect the operation of any computer software, hardware or network, any telecommunications service, equipment or network or any other service or device; prevent, impair or otherwise adversely affect access to or the operation of any program or data, including the reliability of any program or data (whether by re-arranging, altering or erasing the program or data in whole or part or otherwise) such as Trojan horses, worms, time bombs or cancelbots, (iii) knowingly or intentionally interfere with or disrupt the integrity of any data or computer-based information or any servers or networks connected to the program or violate the regulations, policies or procedures of such networks, (iv) knowingly or intentionally attempt to gain unauthorized access to the program, through password mining or any other means, or (v) access or use any TCGC software or services for which Licensee has not been granted a license pursuant to this Agreement.

3. DURATION AND TERMINATION. These Terms of Use shall remain effective until terminated. Upon termination or expiration of these Terms of Use or the Agreement for any reason: (a) Licensee’s right to access and use the program shall immediately cease and TCGC will have the right to deny access to the program by Licensee; and (b) Licensee shall immediately cease access to and use of the program. Upon termination of these Terms of Use or the Agreement, TCGC shall either return to Licensee or make available to Licensee for download all of the Customer Data.

4. PRODUCT SUPPORT AND MAINTENANCE. Except as may be agreed in writing by the parties, Licensee is responsible for providing appropriate hardware, properly configured web browser, and operating system environment to access or use the program as specified by TCGC. During the specified product support period, TCGC shall provide at Customer’s request the product support services listed below for the program. Product support will be provided only for access or use of the program on a properly configured web browser, the particular hardware configuration and functionality and software operating systems (including version levels) specified in the documentation for the program. Licensee acknowledges and confirms that it is familiar with, and will request support only for, the permitted hardware, web browser, and operating system environment specified in the program documentation.

A. Acknowledgment of Third Party Reliance; Third- Party Limitation. Except as expressly provided in this Agreement, Licensee acknowledges that (a) TCGC is in no manner responsible for any action or inaction of any third party, including, but not limited to, Licensee, hardware or software vendors, or Internet Service Providers; (b) TCGC has not represented that use of the program will be uninterrupted, error-free, or without delay or that all errors or bugs will be fixed; and (c) TCGC does not and cannot control the flow of data through the Internet, and such flow depends in large part on the performance of third parties whose actions or inaction can, at times, produce situations in which connections to the Internet (or portions thereof) may be impaired or disrupted. TCGC DISCLAIMS ALL LIABILITY RELATED TO EVENTS OUTSIDE OF THE CONTROL OF TCGC OR ITS LICENSORS AND/OR IN THE CONTROL OF THIRD PARTIES AND LICENSEE SHALL HAVE NO RIGHT TO RELY UPON ANY REPRESENTATION OR WARRANTY OF ANY THIRD PARTY IN RESPECT TO THE PROGRAM. Further, Licensee acknowledges that, in providing the program, TCGC will necessarily rely upon information, instructions, and services from Customer and Licensee and their respective employees, and agents, and other third parties providing computer and communications hardware, software, and Internet services. Except as expressly provided in this Agreement, Licensee fully assumes the risk associated with errors in such information, instructions, and services and with access or use of the program by Licensee and/or its authorized users. Licensee assumes the full risk, responsibility and liability for payment, processing, handling and/or resolution of any and all claims tracked in the program, including but not limited to, any and all responsibilities under Federal, State or local law (e.g., Medicare Section 111, etc.) associated with, relating to or arising from such claims.

B. Program Maintenance. TCGC does not warrant that Licensee’s access or use of the program will be uninterrupted or that the operation of the program will be error-free, or that all errors can or will be corrected. TCGC is not responsible for any delays, delivery failures, or any other loss or damage resulting from the transfer of data over communications networks and facilities, including the internet, and the Licensee acknowledges that use of the program may be subject to limitations, delays and other problems inherent in the use of such communications facilities. However, provided that Customer has paid the then current Monthly License/Use Fee, TCGC will use commercially reasonable efforts to correct any error that prevents the program from substantially performing the functions described in the program documentation during the term of the License Agreement or any renewals thereof. TCGC’s obligations hereunder shall be subject to (1) receipt by TCGC of written notice and sufficient supporting documentation of such error, and (2) verification by TCGC that the program has been properly used, and that the error is not due to (a) modification, supplement, or interface made or used by or on behalf of Licensee, or (b) Licensee’s failure to follow operational advice delivered to Licensee by TCGC. If TCGC determines that the error was due to any of the foregoing causes, TCGC may charge Customer for the support services at TCGC’s then-current rates.

C. Support. Upon request from Customer or Licensee and in accord with the License Agreement, TCGC will make available to Licensee reasonable telephone and email support to assist in the access and use of the program. Such support shall be generally available during the hours of 9:00 A.M. to 5:00 P.M. Monday through Friday Central Standard Time, excluding holidays. Additional support may be made available with advance warning from Licensee. In the event TCGC deems the support used or desired by Customer or Licensee to be unreasonable, then TCGC shall notify Customer or Licensee of the terms and conditions under which additional support may be provided.

5. WARRANTIES.

A. Licensee represents and warrants that with respect to its access and use of the program, Licensee shall comply with all applicable federal, state, local and foreign laws, statutes and regulations. Without limiting the generality of the foregoing, Licensee agrees to abide by all applicable local, state, provincial and federal laws including but not limited to, the Bank Secrecy Act, the USA PATRIOT Act, and other relevant anti-money laundering laws, rules and regulations promulgated by the Office of Foreign Asset Control (“OFAC”), Proceeds of Crime (money laundering) and Terrorist Financing Act (the “PC Act”) and/or the Financial Transactions and Reports Analysis Centre of Canada (“FINTRAC”) and the Office of the Superintendent of Financial Institutions (“OSFI”).

B. THERE ARE NO WARRANTIES BY TCGC OR OTHER THIRD PARTY TO LICENSEE OR ANY OTHER PERSON OR ENTITY FOR THE PROGRAM OR RELATED MATERIALS, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON- INFRINGEMENT OR ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR OTHERWISE; ALL SUCH WARRANTIES ARE EXPRESSLY AND SPECIFICALLY DISCLAIMED. TCGC AND ITS LICENSORS EXPRESSLY DISCLAIM ANY REPRESENTATIONS OR WARRANTIES THAT LICENSEE’S USE OF THE PROGRAM WILL SATISFY ANY STATUTORY OR REGULATORY OBLIGATIONS, OR WILL ASSIST WITH, GUARANTEE OR OTHERWISE ENSURE COMPLIANCE WITH ANY APPLICABLE LAWS OR REGULATIONS, INCLUDING BUT NOT LIMITED TO HIPAA, THE GRAMM-LEACH-BLILEY ACT OF 1999, THE SARBANES-OXLEY ACT OF 2002, OR OTHER FEDERAL OR STATE STATUTES OR REGULATIONS.

6. LIMITATION OF LIABILITY. LICENSEE ACKNOWLEDGES THAT NEITHER TCGC NOR ITS LICENSORS SHALL HAVE ANY LIABILITY TO LICENSEE. LICENSEE ACKNOWLEDGES THAT THE LIABILITY OF TCGC AND ITS LICENSORS (INDIVIDUALLY AND IN THE AGGREGATE) TO LICENSEE FOR DIRECT DAMAGES ARISING OUT OF LICENSEE’S OPERATION OR USE OF THE PROGRAM OR OTHERWISE ARISING OUT OF THIS AGREEMENT, REGARDLESS OF THE FORM OF ACTION (I.E., WHETHER IN CONTRACT OR TORT, INCLUDING WITHOUT LIMITATION, NEGLIGENCE OR STRICT LIABILITY) SHALL BE LIMITED IN THE AGGREGATE TO $500. LICENSEE ALSO ACKNOWLEDGES AND AGREES THAT IN NO EVENT SHALL TCGC OR ITS LICENSORS BE LIABLE FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL, INCIDENTAL OR PUNITIVE DAMAGE, LOSS OR EXPENSE, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, LOST PROFITS OR REVENUE, LOST DATA, LOST TIME, AND ANY AND ALL OTHER COMMERCIAL DAMAGES, EVEN IF TCGC HAS BEEN ADVISED OF THEIR POSSIBLE EXISTENCE.

7. LICENSEE RESPONSIBILITIES.

A. Licensee is responsible for determining its desired results from use of the program, evaluating the program's capabilities and successfully operating the program. Licensee is solely responsible for the consequences of using any data generated by the program. TCGC is not engaged in rendering legal services or any legal opinion, actuarial services or other professional services to Licensee, any authorized users or any other person or entity. If such services or other expert assistance is required, the services of a competent professional should be sought. Licensee also acknowledges that use of the program is not a guarantee of recovery for any given claim.

B. Licensee shall maintain as personal and confidential the unique username and password(s) that are required to access and use the program. Licensee shall be solely and fully responsible for the security of all usernames and passwords provided assigned to Licensee and for any and all actions taken using them.

C. LICENSEE SHALL INDEMNIFY, DEFEND AND HOLD TCGC, ITS LICENSORS AND THEIR RESPECTIVE PARENT COMPANIES, OFFICERS, DIRECTORS, MEMBERS, MANAGERS, EMPLOYEES, AFFILIATES, SHAREHOLDERS, AGENTS, SUCCESSORS, REPRESENTATIVES, AND ASSIGNS HARMLESS FROM AND AGAINST ANY AND ALL CLAIMS, CAUSES OF ACTION, DEMANDS, DAMAGES, LOSSES, COSTS AND EXPENSES (INCLUDING ATTORNEYS’ FEES) ARISING OUT OF OR RELATED TO: (I) ANY CLAIM, DEMAND, LOSS OR ACTION RELATING TO THE CUSTOMER DATA OR RESULTING FROM OPERATION OR USE OF THE PROGRAM AND RELATED OUTPUT BY LICENSEE; (II) THIRD PARTY ACCESS TO THE PROGRAM ALLOWED OR CAUSED BY LICENSEE; OR (III) LICENSEE’S USE OF THE PROGRAM IN AN UNLAWFUL MANNER OR IN ANY MANNER INCONSISTENT WITH THE TERMS AND CONDITIONS OF THIS AGREEMENT.

8. GENERAL.

A. Waiver. The waiver or failure by either party to claim a breach of any provision herein shall not be a waiver of a breach of any other provision or subsequent breach of the same provision.

B. Choice of Law. This Agreement shall be controlled by the laws of the United States of America and shall be interpreted, construed and enforced according to the internal laws of the State of Illinois (without regard to choice of law provisions).

C. Severability. If any term herein is declared to be void or unenforceable by a tribunal of competent jurisdiction, such declaration shall have no effect on the other terms of the Agreement, which will remain in effect and fully enforceable.

D. Force Majeure. Neither party shall be liable for any delay or failure of performance which is due to causes beyond its control. Such causes shall include, but not be limited to, acts of God, civil or military authority, interruption of electric or telecommunication services, civil disturbances, acts of war or terrorists, strikes, fires, floods or other catastrophes. Actions or inactions of third parties may result in situations in which Licensee's connection to the Internet, and/or access to the program may be impaired, disrupted or damaged. TCGC cannot guarantee that such events will not occur, and accordingly disclaims any and all liability resulting from or related to such events.

E. Entire Agreement. These Terms of Use, and, in the case of Customer, the License Agreement and the accompanying Engagement Agreement, are the complete and exclusive statement of the agreement between the parties and supersede all prior proposals, communications or agreements, whether written or oral, relating to the subject matter herein, including those made by sales representatives, support personnel, authorized dealers, consultants or otherwise. Licensee acknowledges that no modification or amendment of these Terms of Use shall be effective or enforceable unless it is in writing and has been executed by an authorized TCGC representative. Furthermore, the terms and conditions of these Terms of Use shall control in the event that there are different or additional terms or conditions set forth in any other purchase order form or other document submitted by Licensee.

F. Jurisdiction and Venue. The parties agree that any action or proceeding arising out of or related to this Agreement shall be brought exclusively in the Circuit Court of Cook County, Illinois or the United States District Court, Northern District of Illinois, Eastern Division, and the parties hereby consent to such venue and to the jurisdiction of such courts over such proceeding and themselves.

G. Successors and Assigns. None of the rights granted hereunder may be assigned, sold, or otherwise transferred by Licensee without the prior written consent of Licensor. Licensor may assign, sell or otherwise transfer its rights or obligations to any Licensor subsidiary, affiliate or controlled entity without Licensee's prior approval. Any attempt to assign or transfer any of the rights, duties or obligations under this Agreement in contravention of this Paragraph is void.