Subscription Agreement - Shotcaller Global, Inc. - Gun OPS Software License Renewal

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such unauthorized use, possession or disclosure of Confidential Information of the disclosing Party, and the receiving Party will cooperate with Licensor in such effort. 6.2 Disclosures to Governmental Entities. If the receiving Party becomes legally obligated to disclose Confidential Information by any governmental entity with jurisdiction over it pursuant to law or as a result of court order, subpoena or similar legal action ("Process"), the receiving Party will give the disclosing Party written notice as promptly as possible, with the intention that it be sufficient to allow the disclosing Party to seek a protective order or other appropriate remedy. The receiving Party will cooperate with the disclosing Party's efforts to quash, modify or challenge the required disclosure. In the event that such disclosure is required, the receiving Party will disclose only such information as is legally required and only to the extent necessary to comply with the Process. Nothing in this section will impair the right of either Party to disclose information necessary, in the sole judgment of the Party or the Party's Affiliate, to comply with securities laws or public trading reporting obligations under laws of the United States or any state in the Union. 6.3 Remedies. The Parties agree that, notwithstanding any other section of this Agreement, the non - breaching Party will be entitled to seek equitable relief to protect its interests, including but not limited to preliminary and permanent injunctive relief, as well as money damages, without the requirement of posting a bond. Nothing stated herein will be construed to limit any other remedies available to the Parties. 7. TERM AND TERMINATION 7.1 Term. This Agreement will become effective on the Effective Date and will continue in force through the end of the Term (as provided in Schedule A). 7.2 Voluntary Termination., Either party may terminate this Agreement by providing the other party with thirty (30) days advance written notice. 7.3 Immediate Termination or Suspension. COMPANY may immediately, in its discretion, suspend CUSTOMER's access to the Services, Software and Service Data, and/or terminate this Agreement, in the event COMPANY suspects or believes that CUSTOMER is violating applicable law, rules or regulations or is otherwise accessing the Services, Software or Service Data in any manner that may expose COMPANY, or an end user, to significant legal liability or loss. 7.4 Termination for Cause. COMPANY may, by written notice to CUSTOMER, terminate this Agreement if any of the events applicable to CUSTOMER described under (i), (ii), (iii) or (iv) below occurs, and CUSTOMER may, by written notice to COMPANY, terminate this Agreement if either ofthe events applicable to COMPANY described under (iii) or (iv) below occurs (in each case, "Cause"). In the event COMPANY terminates this Agreement for Cause, the CUSTOMER will forfeit any pre -paid Pees paid to COMPANY. (i) CUSTOMER fails to pay any amount due to COMPANY within ten (10) days after COMPANY gives CUSTOMER written notice of such non-payment; (H) CUSTOMER or any User fails to comply with any law, rule or regulation applicable to the provision of Services or the use of the Service Data; (iii) The other Party is in breach of any material, non -monetary term, condition or provision of this Agreement, which breach, if capable of being cured, is not cured within thirty (30) days after the non -breaching Party gives the breaching Party written notice of such breach; or SUBSCRIPTION AGREEMENT FOR: