Legal / Privacy Policy / Terms of Use

The website located at www.aligneddc.com and www.aligneddatacenters.com (the “Site”) is copyrighted work belonging to Aligned Data Centers, LLC (“Company”, “us”, “our”, and “we”). Certain features of the Site may be subject to additional guidelines, terms, or rules, which will be posted on the Site in connection with such features. All such additional terms, guidelines, and rules are incorporated by reference into these Terms. These Terms of Use (these “Terms”) set forth the legally binding terms and conditions that govern your use of the Site. By accessing or using the Site, you are accepting these Terms (on behalf of yourself or the entity that you represent), and you represent and warrant that you have the right, authority, and capacity to enter into these Terms (on behalf of yourself or the entity that you represent). If you do not agree with all of the provisions of these Terms, do not access and/or use the Site. These terms require the use of arbitration (Section 8.2) on an individual basis to resolve disputes, rather than jury trials or class actions, and also limit the remedies available to you in the event of a dispute.

Access to the Site
License. Subject to these Terms, Company grants you a non-transferable, non-exclusive, revocable, limited license to use and access the Site solely for your own personal, noncommercial use.
Certain Restrictions. The rights granted to you in these Terms are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Site, whether in whole or in part, or any content displayed on the Site; (b) you shall not modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Site; (c) you shall not access the Site in order to build a similar or competitive website, product, or service; and (d) except as expressly stated herein, no part of the Site may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means. Unless otherwise indicated, any future release, update, or other addition to functionality of the Site shall be subject to these Terms. All copyright and other proprietary notices on the Site (or on any content displayed on the Site) must be retained on all copies thereof.
Modification. Company reserves the right, at any time, to modify, suspend, or discontinue the Site (in whole or in part) with or without notice to you. You agree that Company will not be liable to you or to any third party for any modification, suspension, or discontinuation of the Site or any part thereof.
No Support or Maintenance. You acknowledge and agree that Company will have no obligation to provide you with any support or maintenance in connection with the Site.
Ownership. You acknowledge that all the intellectual property rights, including copyrights, patents, trademarks, and trade secrets, in the Site and its content are owned by Company or Company’s suppliers. Neither these Terms (nor your access to the Site) transfers to you or any third party any rights, title or interest in or to such intellectual property rights, except for the limited access rights expressly set forth in Section 1.1. Company and its suppliers reserve all rights not granted in these Terms. There are no implied licenses granted under these Terms.
Indemnification. You agree to indemnify and hold Company (and its officers, employees, and agents) harmless, including costs and attorneys’ fees, from any claim or demand made by any third party due to or arising out of (a) your use of the Site, (b) your violation of these Terms or (c) your violation of applicable laws or regulations. Company reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims. You agree not to settle any matter without the prior written consent of Company. Company will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
Third-Party Links; Other Users
Third-Party Links. The Site may, from time to time, contain links to third-party information, websites and services (collectively, “Third-Party Links”). Such Third-Party Links are not under the control of Company, and Company is not responsible for any Third-Party Links. Company provides access to these Third-Party Links only as a convenience to you, and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Links. You use all Third-Party Links at your own risk, and should apply a suitable level of caution and discretion in doing so. When you click on any of the Third-Party Links, the applicable third party’s terms and policies apply, including the third party’s privacy and data gathering practices. You should make whatever investigation you feel necessary or appropriate before proceeding with any transaction in connection with such Third-Party Links.
Other Users. Your interactions with other Site users are solely between you and such users. You agree that Company will not be responsible for any loss or damage incurred as the result of any such interactions. If there is a dispute between you and any Site user, we are under no obligation to become involved.
Release. You hereby release and forever discharge the Company (and our officers, employees, agents, successors, and assigns) from, and hereby waive and relinquish, each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injuries, death, and property damage), that has arisen or arises directly or indirectly out of, or that relates directly or indirectly to, the Site (including any interactions with, or act or omission of, other Site users or any Third-Party Links). IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”
Disclaimers
THE SITE AND ALL INFORMATION CONTAINED IN IT IS PROVIDED ON AN “AS-IS” AND “AS AVAILABLE” BASIS, AND COMPANY (AND OUR SUPPLIERS) EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ALL WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT. WE (AND OUR SUPPLIERS) MAKE NO WARRANTY THAT THE SITE WILL MEET YOUR REQUIREMENTS, WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS, OR WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE. IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE SITE, ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO NINETY (90) DAYS FROM THE DATE OF FIRST USE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

Limitation on Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL COMPANY (OR OUR SUPPLIERS) BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFITS, LOST DATA, COSTS OF PROCUREMENT OF SUBSTITUTE PRODUCTS, OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THESE TERMS OR YOUR USE OF, OR INABILITY TO USE, THE SITE, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE SITE IS AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR COMPUTER SYSTEM, OR LOSS OF DATA RESULTING THEREFROM. TO THE MAXIMUM EXTENT PERMITTED BY LAW, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO A MAXIMUM OF FIFTY US DOLLARS (U.S. $50). THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT INCREASE THIS LIMIT. YOU AGREE THAT OUR SUPPLIERS WILL HAVE NO LIABILITY OF ANY KIND ARISING FROM OR RELATING TO THIS AGREEMENT. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

Term and Termination. Subject to this Section, these Terms will remain in full force and effect while you use the Site. We may suspend or terminate your rights to use the Site at any time for any reason at our sole discretion, including for any use of the Site in violation of these Terms. Upon termination of your rights under these Terms, your right to access and use the Site will terminate immediately. Company will not have any liability whatsoever to you for any termination of your rights under these Terms. Even after your rights under these Terms are terminated, the following provisions of these Terms will remain in effect: Sections 1.2 through 1.5 and Sections 2 through 7.
General
Changes. These Terms are subject to occasional revision, and if we make any substantial changes, we may notify you by sending you an e-mail to the last e-mail address you provided to us (if any), and/or by prominently posting notice of the changes on our Site. You are responsible for providing us with your most current e-mail address. In the event that the last e-mail address that you have provided us is not valid, or for any reason is not capable of delivering to you the notice described above, our dispatch of the e-mail containing such notice will nonetheless constitute effective notice of the changes described in the notice. Any changes to these Terms will be effective upon the earlier of ten (10) calendar days following our dispatch of an e-mail notice to you (if applicable) or ten (10) calendar days following our posting of notice of the changes on our Site. These changes will be effective immediately for new users of our Site. Continued use of our Site following notice of such changes shall indicate your acknowledgement of such changes and agreement to be bound by the terms and conditions of such changes.
Dispute Resolution. Please read this Arbitration Agreement carefully. It is part of your contract with Company and affects your rights. It contains procedures for MANDATORY BINDING ARBITRATION AND A CLASS ACTION WAIVER.
Applicability of Arbitration Agreement. All claims and disputes (excluding claims for injunctive or other equitable relief as set forth below) in connection with the Terms or the use of any product or service provided by the Company that cannot be resolved informally or in small claims court shall be resolved by binding arbitration on an individual basis under the terms of this Arbitration Agreement. All arbitration proceedings shall be held in English. This Arbitration Agreement applies to you and the Company, and to any subsidiaries, affiliates, agents, employees, predecessors in interest, successors, and assigns, as well as all authorized or unauthorized users or beneficiaries of services or goods provided under the Terms.
Notice Requirement and Informal Dispute Resolution. Before either party may seek arbitration, the party must first send to the other party a written Notice of Dispute (“Notice”) describing the nature and basis of the claim or dispute, and the requested relief. A Notice to the Company should be sent to: 2800 Summit Avenue, Plano, TX 75074. After the Notice is received, you and the Company may attempt to resolve the claim or dispute informally. If you and the Company do not resolve the claim or dispute within thirty (30) days after the Notice is received, either party may begin an arbitration proceeding. The amount of any settlement offer made by any party may not be disclosed to the arbitrator until after the arbitrator has determined the amount of the award, if any, to which either party is entitled.
Arbitration Rules. Arbitration shall be initiated through the American Arbitration Association (“AAA”), an established alternative dispute resolution provider (“ADR Provider”) that offers arbitration as set forth in this section. If AAA is not available to arbitrate, the parties shall agree to select an alternative ADR Provider. The rules of the ADR Provider shall govern all aspects of the arbitration, including but not limited to the method of initiating and/or demanding arbitration, except to the extent such rules are in conflict with the Terms. The AAA Consumer Arbitration Rules (“Arbitration Rules”) governing the arbitration are available online at adr.org or by calling the AAA at 1-800-778-7879. The arbitration shall be conducted by a single, neutral arbitrator. Any claims or disputes where the total amount of the award sought is less than Ten Thousand U.S. Dollars (US $10,000.00) may be resolved through binding non-appearance-based arbitration, at the option of the party seeking relief. For claims or disputes where the total amount of the award sought is Ten Thousand U.S. Dollars (US $10,000.00) or more, the right to a hearing will be determined by the Arbitration Rules. Any hearing will be held in a location within 100 miles of New York City, unless you reside outside of the United States, and unless the parties agree otherwise. If you reside outside of the U.S., the arbitrator shall give the parties reasonable notice of the date, time and place of any oral hearings. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. If the arbitrator grants you an award that is greater than the last settlement offer that the Company made to you prior to the initiation of arbitration, the Company will pay you the greater of the award or $2,500.00. Each party shall bear its own costs (including attorney’s fees) and disbursements arising out of the arbitration and shall pay an equal share of the fees and costs of the ADR Provider.
Additional Rules for Non-Appearance Based Arbitration. If non-appearance based arbitration is elected, the arbitration shall be conducted by telephone, online and/or based solely on written submissions; the specific manner shall be chosen by the party initiating the arbitration. The arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise agreed by the parties.
Claims Not Subject to Arbitration. Notwithstanding the foregoing, claims of defamation, violation of the Computer Fraud and Abuse Act, and infringement or misappropriation of the other party’s patent, copyright, trademark or trade secrets shall not be subject to this Arbitration Agreement.
Waiver of Jury Trial. THE PARTIES HEREBY WAIVE THEIR CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY.
Waiver of Class or Consolidated Actions. ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS AGREEMENT MUST BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS, AND CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER.
Confidentiality. Everything related to this Agreement and all aspects of any arbitration proceeding, including but not limited to the award of the arbitrator and compliance therewith, shall be strictly confidential. The parties agree to maintain confidentiality unless otherwise required by law. This paragraph shall not prevent a party from submitting to a court of law any information necessary to enforce this Agreement, to enforce an arbitration award, or to seek injunctive or equitable relief.
Severability. If any part or parts of this Agreement are found under the law to be invalid or unenforceable by a court of competent jurisdiction, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Agreement shall continue in full force and effect.
Right to Waive. Any or all of the rights and limitations set forth in this Agreement may be waived by the party against whom the claim is asserted. Such waiver shall not waive or affect any other portion of this Arbitration Agreement.
Survival of Agreement. This Agreement will survive the termination of your relationship with Company.
Courts. In any circumstances where this Agreement permits the parties to litigate in court, the parties hereby agree to submit to the personal jurisdiction of the courts located within Fairfield County, Connecticut, for such purpose
Export. The Site may be subject to U.S. export control laws and may be subject to export or import regulations in other countries. You agree not to export, re-export, or transfer, directly or indirectly, any U.S. technical data acquired from Company, or any products utilizing such data, in violation of the United States export laws or regulations.
Disclosures. Company is located at the address in Section 8.8. If you are a California resident, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Product of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.
Electronic Communications. The communications between you and Company use electronic means, whether you use the Site or send us emails, or whether Company posts notices on the Site or communicates with you via email. For contractual purposes, you (a) consent to receive communications from Company in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Company provides to you electronically satisfy any legal requirement that such communications would satisfy if it were be in a hardcopy writing. The foregoing does not affect your non-waivable rights.
Entire Terms. These Terms constitute the entire agreement between you and us regarding the use of the Site. Our failure to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision. The section titles in these Terms are for convenience only and have no legal or contractual effect. The word “including” means “including without limitation”. If any provision of these Terms is, for any reason, held to be invalid or unenforceable, the other provisions of these Terms will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. Your relationship to Company is that of an independent contractor, and neither party is an agent or partner of the other. These Terms, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without Company’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. Company may freely assign these Terms. The terms and conditions set forth in these Terms shall be binding upon assignees.
Copyright/Trademark Information. Copyright © 2015 Aligned Data Centers, LLC. All rights reserved. All trademarks, logos and service marks (“Marks”) displayed on the Site are our property or the property of other third parties. You are not permitted to use these Marks without our prior written consent or the consent of such third party which may own the Marks.
Contact Information:
David W. Robinson Address: 2800 Summit Avenue, Plano, TX 75074 Telephone: 203-448-3100 Email: [email protected]

Capitalized terms used but not otherwise defined herein shall have the meanings set forth in the license, lease or other agreement between Customer and the ADC licensor.

1. Policies.

1.1 Property Insurance. At all times during the Term, Customer shall procure and maintain, at its sole expense, “All-Risk” (and at Licensor’s option earthquake, earthquake sprinkler leakage and/or flood) property insurance, in an amount not less than one hundred percent (100%) of replacement cost covering the full replacement value of all of Customer’s Personal Property in the Licensed Space. The proceeds of such insurance shall be used for the repair and replacement of the property so insured, except if this License is terminated the proceeds applicable to Customer’s Personal Property shall be paid to Customer.

1.2 Business Interruption Insurance. At all times during the Term, Customer shall procure and maintain business interruption insurance in such amount as will reimburse Customer for direct or indirect loss of earnings attributable to all perils insured against in Paragraph 1.1above for a period of not less than twelve (12) months.

1.3 Liability Insurance.
1.3.1 At all times during the Term, Customer shall procure and maintain, at its sole expense for the protection of Licensor and Customer, commercial general liability insurance applying to the use and occupancy of the Licensed Space and the business operated by Customer. Such insurance shall have a minimum combined single limit of liability of at least $1,000,000 per occurrence and a general aggregate limit of at least $2,000,000, and Customer shall provide in addition excess liability insurance on a following form basis, with overall limits of at least $5,000,000. All such policies shall be written to apply to all bodily injury (including death), property damage and personal injury losses, shall include blanket contractual liability, broad form property damage, independent contractor’s coverage, completed operations, products liability, cross liability and severance of interest clauses, and shall be endorsed to include Licensor and Licensor’s agents, beneficiaries, partners, employees, and any Holder of any Security Instrument designated by Licensor as additional insureds.

1.3.2 At all times during the Term, Customer shall procure and maintain, at its sole expense for the protection of Licensor and Customer, primary automobile liability insurance with limits of not less than $1,000,000 per occurrence covering owned, hired and non-owned vehicles used by Customer.

1.4 Workers’ Compensation; Employer’s Liability Insurance. At all times during the Term, Customer shall procure and maintain Workers’ Compensation Insurance in accordance with the laws of the state in which the Project is located and Employer’s Liability insurance with a limit not less than $1,000,000 Bodily Injury Each Accident; $1,000,000 Bodily Injury By Disease – Each Person; and $1,000,000 Bodily Injury By Disease – Policy Limit.

2. Policy Requirements. All insurance required to be maintained by Customer under the License shall be issued by insurance companies authorized to do insurance business in the state in which the Project is located and that are rated not less than A/XII in Best’s Insurance Guide. All such insurance policies shall (a) be written as primary policies, not excess or contributing with or secondary to any other insurance as may be available to Licensor or to the additional insureds and (b) be endorsed so as to include a waiver of subrogation in accordance with and to the full extent of Customer’s waiver of claims with respect to Licensor and the other Licensor Parties or any other provision of the License. On or prior to the Commencement Date, Customer shall deliver to Licensor appropriate evidence of such insurance, which is binding on the insurance carrier and which is reasonably satisfactory to Licensor and binding on the insurance carrier (which shall not include Acord Form 25 Certificate of Insurance) confirming the existence of the insurance required to be carried by Customer herein, including evidence of required waivers of subrogation. No such policy shall be subject to cancellation or modification without thirty (30) days prior written notice to Licensor and to any Holder of any Security Instrument designated by Licensor, and each such policy shall be endorsed to provide that the insurer thereunder shall provide Licensor with written notice of any failure by Customer to pay any premium thereunder when due and such failure continues for a period of ten (10) business days after such date. Customer shall furnish Licensor with a replacement certificate with respect to any insurance prior to the expiration of the current policy. Customer shall have the right to provide the insurance required herein pursuant to blanket policies, but only if such blanket policies expressly provide coverage to the Licensed Space and the Licensor as required by this License without regard to claims made under such policies with respect to other persons.

3. Waiver of Subrogation. Licensor and Customer shall each endeavor to secure an appropriate clause in, or an endorsement upon, each property damage insurance policy obtained by it and covering the Building, the Licensed Space or the property, fixtures and equipment located therein or thereon, pursuant to which the respective insurance companies waive subrogation and permit the insured, prior to any loss, to agree with a third party to waive any claim it might have against said third party. The waiver of subrogation or permission for waiver of any claim hereinbefore referred to shall extend to the agents of each party and its employees and, in the case of Customer, shall also extend to all other persons and entities occupying or using the Licensed Space (or any portion thereof) by, through or under Customer. If and to the extent that such waiver or permission can be obtained only upon payment of an additional charge then the party benefiting from the waiver or permission shall pay such charge upon demand, or shall be deemed to have agreed that the party obtaining the insurance coverage in question shall be free of any further obligations under the provisions hereof relating to such waiver or permission from such insurance companies.

Building Rules can be downloaded here.

These terms and conditions govern the relationship between Aligned Energy Holdings, LP or its affiliate, with offices located at 2800 Summit Avenue, Plano, Texas 75074, and the provider of any products or services (the “Vendor”). Aligned and Vendor are referred to herein as the “Parties” or individually as a “Party”.

1. Definitions.

a. “Agreement” shall mean the agreement between Vendor and Alignedb. “Vendor” is the entity providing any products or services to Aligned.c. “Aligned” means Aligned Energy Holdings, LP and its affiliate(s).

2. Charges and Payment Terms. Vendor shall invoice Aligned for the products or services provided. Aligned will pay such invoice on the later of (i) forty-five (45) calendar days following Aligned’s receipt of the applicable invoice and (ii) when Aligned is paid by its customer on the project utilizing the ordered products or services. If Aligned has a bona fide, good faith dispute with any of the amounts on an invoice, Aligned will pay, in accordance with the foregoing terms, all amounts not in dispute and provide Vendor with a written request for a billing adjustment, together with all supporting documentation. In the event of a billing dispute, the parties shall attempt to promptly resolve the dispute by mutual agreement or, if the parties cannot mutually agree, by arbitration in accordance with the process described in Section 6.

3. Taxes. Vendor shall be responsible for and shall pay all applicable federal, state and local taxes, fees, charges, surcharges or other similar exactions (hereinafter called “taxes”) imposed on or with respect to its provision of products or services to Aligned. Vendor shall indemnify and hold Aligned harmless for any liability or claims related to such unpaid taxes. Vendor covenants and agrees to provide its taxpayer identification number to Aligned so as to permit Aligned to issue a Form 1099, as may be required by law or regulation.

4. Insurance. THIS SECTION IS APPLICABLE IF VENDOR PERFORMS SERVICES AT AN ALIGNED LOCATION, PERFORMS SERVICES AT AN ALIGNED CUSTOMER’S LOCATION, OR PROVIDES PROFESSIONAL SERVICES: Vendor shall at all times maintain in full force and effect the following insurance: (i) commercial general liability insurance having a limit of not less than $1,000,000 per occurrence and $2,000,000 in the aggregate for products and completed operations, and insuring against claims for bodily injury, personal injury, death, and property damage, including loss of use, arising out of Vendor’s acts or omissions; (ii) professional liability (errors and omissions) insurance in an amount not less than $5,000,000 each claim covering damages arising out of acts, errors or omissions of the Vendor in connection with performance of professional services under this Agreement; (iii) automobile liability insurance having a limit of not less than $1,000,000 inclusive per occurrence and insuring against claims for bodily injury, including death, and for property damage arising out of the use of the Vendor’s leased and non-owned vehicles if such vehicles are used in the performance of this Agreement; and (iv) workers’ compensation insurance in compliance with the laws and other statutory obligations imposed by the jurisdiction in which Vendor operates or performs services. All insurance shall be maintained on a continuous basis for two (2) years following Vendor’s provision of products or services pursuant to this Agreement. Vendor will deliver to Aligned up-to-date insurance certificates evidencing such required coverage and name Aligned as an additional insured, as is reasonably required by Aligned, provided that Aligned has no obligation to examine such certificates or to advise Vendor in the event its insurance is not in compliance with this Agreement. Neither the providing of insurance by Vendor in accordance with the requirements of this Agreement nor the insolvency, bankruptcy or failure of any insurance company to pay any claim accruing shall be held to waive any of the provisions of this Agreement with respect to the liability of Vendor or otherwise. The presence or absence of such insurance coverage as contemplated by this Agreement does not in any way decrease the Vendor’s liability owed to Aligned.

5. Confidentiality. All technical and business information of Aligned, including, but not limited to, engineering designs, patents, patent applications, trademarks, tradenames, know-how, financial statements, business plans, pricing, descriptions of equipment and services and technology in whatever form furnished by Aligned to Vendor under or in contemplation of this Agreement (collectively, “Confidential Information”) shall remain the property of the Aligned. Aligned’s Confidential Information: (a) shall be held in confidence by the Vendor and used by Vendor only for the purposes of performing Vendor’s obligations under this Agreement; (b) shall not be reproduced or copied in whole or in part, except as necessary for use as authorized in this Agreement; (c) shall be made available only to those employees of Vendor who have a need to have access to such Confidential Information and have agreed to comply with the terms of this Section; and

(d) shall, together with any copies thereof, be returned, be destroyed, or, if in the form of software recorded on an erasable storage medium, be erased when no longer needed by Vendor to perform its duties under this Agreement or when this Agreement terminates, whichever occurs first. Aligned’s Confidential Information shall not include information that: (i) is independently developed by Vendor as evidenced by documentation in its possession; (ii) Vendor has lawfully received from another source free of restriction and without breach of this Agreement; (iii) has become generally available to the public without breach of this Agreement by Vendor; or (iv) is otherwise known, or becomes known to

Vendor free of any obligation to keep in confidence. Notwithstanding the foregoing, in the event Vendor is required to disclose Aligned’s Confidential Information under any applicable law, regulation, or order from a court or an administrative or regulatory agency having competent jurisdiction, Vendor shall have the right to make such required disclosure without being deemed to have breached this Agreement; provided, that Vendor shall exercise commercially reasonable efforts to (i) promptly notify Aligned in order to provide Aligned an opportunity to seek any available protective order; (ii) provide Aligned with reasonable cooperation, upon reasonable request by Aligned and at Aligned’s expense; and (iii) disclose only the portion of Aligned’Confidential Information that is required to be disclosed under such law, regulation or order.

6. Liens. Vendor agrees that if any lien is filed against any real property of Aligned or any Aligned affiliate in connection with products, services, or materials provided by or arranged by Vendor, then Vendor shall cause such lien to be discharged within 10 days after filing, at Vendor’s expense by: (a) posting an appropriate bond, or (b) providing Aligned with evidence that the lien has been discharged, or (c) providing Aligned with another form of protection against such lien which is acceptable to Aligned, in its sole and absolute discretion. If a subcontractor refuses to furnish a release or waiver of a lien as required by Aligned, Vendor may furnish, at Vendor’s expense, a bond satisfactory to Aligned to indemnify Aligned against such lien. If such lien remains unsatisfied after payments are made, Vendor shall refund to Aligned all the money that Aligned may be compelled to pay in discharging such lien, including all costs and reasonable attorney’s fees.

7. Miscellaneous. Vendor shall perform all services in a good and workmanlike manner and in accordance with industry best practices. All products delivered by Vendor will be free from defects in workmanship, material, function and operation for the twelve months following Aligned’s acceptance of the product (or resulting product incorporating such product) by Aligned’s customer. Vendor shall conduct a background check and screening process consistent with industry best practices on each of its employees, agents and consultants. Vendor will be liable to Aligned for any and all losses, costs, damages and expenses which Aligned may incur or suffer as a result of the Vendor’s negligence or willful misconduct in connection with this Agreement or a breach by Vendor of any provision of this Agreement. Vendor acknowledges and agrees that the results of all work performed by Vendor for or on behalf of Aligned are works made for hire and Aligned shall therefore be deemed to be the sole author and owner of any and all right, title, and interest therein, including, without limitation, intellectual property rights. This Agreement is not assignable or transferable by operation of law or otherwise by Vendor without the prior written consent of Aligned. Vendor may not subcontract the performance of any of its obligations without the prior written consent of Aligned. The parties agree that they are independent contractors and that this Agreement and relations between Aligned and Vendor hereby established do not constitute a joint venture, agency or contract of employment between them, or any other similar relationship. Neither party has the right or authority to assume or create any obligation or responsibility on behalf of the other. This Agreement is intended solely for the benefit of the parties and is not intended to confer third party beneficiary rights upon any other person or entity. The Agreement may be executed in one or more counterparts, all of which taken together shall constitute one and the same instrument. Executed counterparts of the Agreement may be delivered by facsimile or scanned and sent by email, which shall be sufficient evidence of execution without any need for delivery of the original executed counterpart. Any notice, report, approval or consent required or permitted hereunder shall be in writing, and effective on the date of delivery (sent by hand, first class US mail, or courier). Notices will be sent to Vendor at the address set forth on Vendor’s documentation. Notices to Aligned shall be sent to: Aligned, 2800 Summit Avenue, Plano, TX 75074 ATTN: CFO, with a copy to the General Counsel’s Office at the same address. No failure or delay in exercising any right hereunder will operate as a waiver thereof, nor will any partial exercise of any right or power hereunder preclude further exercise. If any provision of the Agreement shall be adjudged by any court or arbitrator of competent jurisdiction to be illegal, unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that the Agreement shall otherwise remain in full force and effect and enforceable. The Agreement shall be deemed to have been made in, and shall be construed pursuant to the laws of the State of New York without regard to conflicts of laws provisions thereof. No waivers, amendments, changes or modifications to this Agreement shall be effective unless set forth in a written agreement executed by Vendor and an executive of Aligned having the title of Senior Vice President or a greater title. This Agreement (and all other agreements, exhibits and schedules referred to in the Agreement) is the complete and exclusive statement of the mutual understanding of the Parties and supersedes and cancels all previous written and oral agreements and communications relating to any of the subject matter of the Agreement. Any amendment to the Agreement will supersede stated clauses in the Agreement only if accepted and signed by both parties. The Agreement shall be deemed to have been mutually drafted and shall be construed fairly and in accordance with its terms. No party shall be entitled to any presumption or construction in such party’s favor as a result of any party assuming the burden of memorializing the parties’ agreement hereunder. Binding arbitration shall be the sole and exclusive remedy for resolution of disputes between the parties. Such dispute shall be submitted for arbitration in Dallas, TX before a single arbitrator agreed upon by the parties, or, if they are unable to agree on a single arbitrator, before a panel of three arbitrators, with one arbitrator selected by each party and the third selected by the two arbitrators selected by the parties. Such arbitration shall be governed by the commercial rules of the American Arbitration Association. The arbitrator’s decision will be final and may be entered into any court of competent jurisdiction. The prevailing party will be entitled to recover its attorney’s fees and costs in connection with such arbitration.

At Aligned, your health and security are our top priorities. We have contracted with Safe Hotline to provide a helpline that you can use to report any issues and concerns anonymously.

To report an issue or concern, visit: SAFEHOTLINE.COM

Or call or text your company ID to this toll-free number: 1-855-662-SAFE