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Effective Date: June 28th, 2023

1. Acceptance. This agreement (this “Agreement”) is an agreement between the institution you represent (“Institution”)
and 12twenty, Inc., a Delaware corporation with an address of 8605 Santa Monica, West Hollywood, CA
90069 (“12twenty”). Each of the parties may be referred to herein as a “Party” and, together, as the “Parties”. By
accepting the terms of this Agreement, you represent that you have the authority to bind Institution to this Agreement.

2. Background. 12twenty is a provider of web-based services for universities and other higher education institutions,
recruiters, students, and alumni and, among other services, distributes resumes, work history, and other academic
information of certain individuals that are made available to 12twenty. The Parties wish to enter into this Agreement to
permit 12twenty to distribute resumes and other academic information of individuals that are made available to
12twenty by Institution (“Resumes”).

3. License. Institution grants 12twenty the non-exclusive, perpetual, royalty-free right to reproduce, distribute, and
publish students’ resumes, work experience and career search related information, and to engage third parties to assist
12twenty in exercising such rights. All data is input by the student or career center. Employer will be able to message
(email) candidates via the 12twenty system. In addition, 12twenty shall be permitted to display the Institution’s
trademarks, service marks and logos in connection with this Agreement and the distribution of the Resumes and other
details and to indicate that the Resumes and other details were made available by the Institution.

4. Term; Termination. This Agreement shall begin on the date that Institution accepted this Agreement and shall
continue until terminated by either Party at any time by delivery of notice (email is sufficient) to the other (“Term”).

5. Disclaimers. NEITHER PARTY MAKES ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND,
WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, AND EACH PARTY EXPRESSLY
DISCLAIMS ALL WARRANTIES, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND
FITNESS FOR A PARTICULAR PURPOSE. NEITHER PARTY WILL BE LIABLE FOR ANY SPECIAL,
INDIRECT, CONSEQUENTIAL OR INCIDENTAL DAMAGES ARISING OUT OF OR RELATED TO THIS
AGREEMENT, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY.

6. Miscellaneous. This Agreement will be governed by and construed in accordance with the laws of the State of
California. Neither Party may assign or transfer its rights or delegate its performance under this Agreement without the
prior written consent of the other, which shall not be unreasonably withheld. Notwithstanding the foregoing, either
Party shall have the right to assign or transfer this Agreement to an entity that acquires all or substantially all of its
outstanding stock or assets by merger, consolidation, sale or otherwise, without the consent of the other. The Parties are
independent contractors, and nothing in this Agreement will create any partnership, joint venture, agency or
employment relationship between the parties. Neither Party will have any authority to make or accept any offers or
representations on the other’s behalf. This Agreement is intended as a complete statement of all the terms of the
arrangements between the Parties with respect to its subject matter and supersedes all previous agreements and
understandings with respect to those matters. Sections 5 and 6 shall survive any termination or expiration of this
Agreement. Notices may be sent via email and shall be effective when sent. Notices to 12twenty may be sent to
support@12twenty.com. Notices to Institution may be sent to the email address provided to 12twenty at the time of
acceptance of this Agreement. Either Party may change its address for notices by informing the other Party and
therefore each Party agrees to keep its contact information up-to-date. 12twenty may change the terms of this
Agreement from time to time and if 12twenty makes any material changes, 12twenty will attempt to notify Institution
by sending an email to the last email address provided. Changes to this Agreement shall be evidenced by a new
Effective Date shown above. Institution’s continued performance of this Agreement after such notice constitutes
acceptance of the changes. If for any reason a court of competent jurisdiction finds any provision of this Agreement, or
portion thereof, to be unenforceable, that provision will be enforced to the maximum extent permissible and the
remainder of this Agreement will continue in full force and effect.

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