Terms and Conditions

As of October 12, 2020

These terms are a contractual agreement between you as our user and H5 Solutions LLC dba
Here I Am, and they govern your use of our services (“Services”), including all software and any
applications, scripts, API data connections, and related documentation (collectively
“Software”). By using the Services, you agree to these terms.

If you have entered into a consulting, church outreach services, or other written agreement
with us, these terms will apply to that agreement as well, except to the extent that there is any
conflict or inconsistency with these terms, in which case the relevant terms of that separate
and more specific agreement will control the conflicting or inconsistent terms here.

1. These Terms.

Eligibility. You may only register your church or other organization for the Services if you are
over 18 years of age and authorized to enter into contracts on behalf of the church or other
organization you represent.

Privacy. The Privacy Policy at http://www.hereiam.church governs any personal information
you provide to us. By using the Services you agree to the terms of the Privacy Policy.

Availability. Our web site is available worldwide, but we only offer Services and support within
the United States under these terms. You may contact us to inquire about Services and support
if you are based outside of the United States. We may block access to certain Services (or
certain service features or content) in certain countries. It is your responsibility to make sure
your use of the Services is legal where you use them. Services are not available in all languages.
We do not agree to be bound by, and do not represent that we are in compliance with, all laws
of all nations.

Software. The Software is licensed, not sold. Any license to our users is governed by these
terms, and does not assign or transfer any additional rights not expressly granted by us, or any
degree of ownership in any aspect of the Software.

Modification. We may modify or discontinue the Services, Software, or any portions or features
of them at any time without liability to you or anyone else. However, we will make reasonable
effort to notify you before we make substantial changes or discontinue your Services or use of
the Software. We will also allow you a reasonable time to download your content. If we
discontinue a Service in its entirety, then we will provide you with a pro rata refund for any
prepaid and unused Services.

2. Your Use of the Services.

License. Subject to your compliance with these terms and the law, you may access and use the
Services.

Intellectual Property. We (and our licensors) remain the sole owner of all right, title, and
interest in the Services and Software. We reserve all rights not granted under these terms. The
look and feel of the Service, the app, and all visual and textual elements of them are copyright
©2020 H5 Solutions, LLC. All rights reserved. You may not duplicate, copy, or reuse any
portion of the code, text, graphics, or other visual design elements without express written
permission from us.

3. Your Data.

Sharing Your Content. We do not share or sell your data beyond the sharing we do with our
partners, hosting providers, payment processing companies, and other trusted contributors
necessary for the delivery of our Services. Aggregated, anonymized data may be shared with
others outside of your church for the sake of benchmarking the performance of the Service or
marketing it to others. We may also develop and publish self-promotional materials or white
papers that share information about your church and your successful use of our Service,
without identifying you, either during or after your use of our Service. We do not monitor or
control what others on your team or any member of your congregation might post or
contribute, or what any such person or third party might do with your content, data, reporting,
and other functions within your account.

Ownership. You retain all rights and ownership of your content and your data.

Licenses to Your Content. We require certain licenses from you to operate and enable the
Services. When you input your own content and data to the Services and/or share data with the
Services via API or other connection to your site or databases, or when you or one of your
members submits any information or interacts with our app or our website, you grant us a nonexclusive, worldwide, royalty-free license to use, reproduce, display all such data and related
content within the Service, the app, and our website, and in reports and online reporting
systems accessible by your staff and members of your congregation.

By using the Service, you give us permission, unless and until you withdraw such permission by
written notice to us, to disclose and publish your organization’s name, city, state, and any
available graphic logo as a user of our Service, for our marketing and promotional purposes.

Our Access. We will only access, view, or analyze any of your content to the extent necessary to
perform the Services. This may include (a) responding to support requests; (b) detecting,
preventing, or otherwise addressing fraud, security, unlawful, or technical issues; (c) assessing
the performance of the Services within the context of your account; (d) publishing content an
messaging to others in your congregation and on your staff; (e) enforcing these terms.

Feedback. You have no obligation to provide us with ideas, suggestions, or proposals
(“Feedback”). However, if you submit Feedback to us, then you grant us a non-exclusive,
worldwide, royalty-free license that is sub-licensable and transferrable, to use, incorporate into
our Service, reproduce, publicly display, distribute, modify, create derivative works based on,
and publicly perform the Feedback.

Account Information. As the administrator of your church’s Here I Am account, you are
responsible for all activity that occurs via your account. Please notify us immediately if you
suspect or become aware of any unauthorized use of your account, objectionable or
problematic posts or content appearing in your account, or technical issues that prevent your
full use of the Service. You may not (a) Share your login credentials or account information
outside of your organization, or (b) use another person or organization’s account.

4. Use of Software.

Subscription-Based Software License. Subject to your compliance with these terms, we grant
you a non-exclusive license to use the Software, so long as your subscription is valid and paid
up, and consistent with these terms.

5.Limitations on Your Use. You must not misuse the Services or Software, or use it in any
manner outside of these terms. For example, you must not:
(a) copy, modify, host, sublicense, or resell the Services;
(b) enable or allow others to use the Service or Software using your account information;
(c) access or attempt to access the Services by any means other than our interface;
(d) engage in behavior that violates anyone’s Intellectual Property Right (“Intellectual Property
Rights” means copyright, moral rights, trademark, trade dress, patent, trade secret, unfair
competition, and any other proprietary rights.);
(e) attempt to disable, impair, or destroy the Services, software, or hardware;
(f) disrupt, interfere with, or inhibit any other user from using the Services,
(g) violate applicable law.

6. Fees. We will provide access to the Services in exchange for the timely payment by you of
our then-current monthly subscription fee amount. We may take steps to collect the fees you
owe us. You are responsible for all related collection costs and expenses. We reserve the right
to discontinue all services and licenses to you in the event of non-payment of amounts owed to
us.

7. You must pay any and all additional amounts required to be paid by others for your access to
and use of the Services. This includes any applicable taxes or third-party fees (including, for
example telephone toll charges, mobile carrier fees, ISP charges, data plan charges, credit card
fees, banking fees, and foreign exchange fees). We are not responsible for these fees.

8. Your Warranty and Indemnification Obligations.

Warranty. By uploading content to the Services, connecting any other tool or database or
software to the Service, or creating an account with us, you agree that you have: (a) all
necessary licenses and permissions, to do so, and (b) the rights necessary to grant the licenses
in these terms.

Indemnification. You will indemnify us and our subsidiaries, affiliates, officers, agents,
employees, partners, and licensors from any claim, demand, loss, or damages, including
reasonable attorneys’ fees, arising out of or related to your content, your use of the Services or
Software, or your violation of these terms.

9. Disclaimers of Warranties

The Services and Software are provided “AS-IS.” To the maximum extent permitted by law, we
disclaim all warranties express or implied, including the implied warranties of noninfringement, merchantability, and fitness for a particular purpose. We make no commitments
about the content within the Services. We further disclaim any warranty that (a) the Services or
Software will meet your requirements or will be constantly available, uninterrupted, timely,
secure, or error-free; (b) the results that may be obtained from the use of the Services or
Software will be effective, accurate, or reliable; (c) the quality of the Services or Software will
meet your expectations; or that (d) any errors or defects in the Services or Software will be
corrected.

We specifically disclaim any liability for any actions resulting from your use of any Services or
Software. You may use and access the Services or Software at your own discretion and risk, and
you are solely responsible for any damage to your computer system or loss of data that results
from the use and access of any Service or Software.

10. Limitation of Liability.

We are not liable to you or anyone else for any special, incidental, indirect, consequential, or
punitive damages whatsoever (even if we have been advised of the possibility of these
damages), including those (a) resulting from loss of use, data, or donations, whether or not
foreseeable, (b) based on any theory of liability, including breach of contract or warranty,
negligence, or other tortious action, or (c) arising from any other claim arising out of or in
connection with your use of or access to the Services or Software. Nothing in these terms limits
or excludes our liability for our intentional misconduct.

To the extent that you allow us to access your data by use of the Service, the Software, or other
tools or software, we agree to use reasonable care and in no event less than the level of care
with which we protect our own company information, and you understand and agree that our
access and use of that data in order to provide you with the Service may impact that data or
your site in ways that we do not foresee or cannot control.

Our total liability in any matter arising out of or related to these terms is limited to the greater
of (a) $100 or (b) the aggregate amount that you paid for access to the Service and Software
during the three-month period preceding the event giving rise to the liability. This limitation will
apply even if we have been advised of the possibility of the liability exceeding the amount and
notwithstanding any failure of essential purpose of any limited remedy.

The limitations and exclusions in this Section 9 apply to the maximum extent permitted by law

11. Termination.

Termination by You.  You may stop using the Services at any time. Termination of your account
does not relieve you of any obligation to pay any amounts due.

Termination by Us. If we terminate these terms for reasons other than for cause, then we will
make reasonable effort to notify you at least 30 days prior to termination via the email address
you provide to us with instructions on how to retrieve your data. We may at any time
terminate these terms with you if:

(a) you breach any provision of these terms (or act in a manner that clearly shows you do not
intend to, or are unable to, comply with these terms);

(b) you fail to make the timely payment of fees for the Software or the Services, if any;

(c) we are required to do so by law (for example, where the provision of the Services or
Software to you is, or becomes, unlawful); or

(d) we elect to discontinue the Services or Software, in whole or in part.

Survival. Upon expiration or termination of these terms, any perpetual licenses you have
granted, your indemnification obligations, our warranty disclaimers or limitations of liabilities,
and dispute resolution provisions stated in these terms will survive. Upon the expiration or
termination of the Services, some or all of the Software may cease to operate without prior
notice.

12. Review and Disclosure. We do not review all content uploaded to the Services, but we may
use available technologies or processes to screen for certain types of illegal content or abusive
behavior of any kind. We may access or disclose information about you, or your use of the
Services, (a) when it is required by law (such as when we receive a valid subpoena or search
warrant); (b) to respond to your requests for customer service support; or (c) when we, in our
discretion, think it is necessary to protect the rights, property, or personal safety of us, our
users, third parties, or the public.

13. Content Controls. As the administrator of your church’s Here I Am account, you are the
moderator of member-generated posts, comments, and discussions, as well as all such matters
created by you or other members of the church’s staff, contributors, officers, and volunteers.
While we will support you in training and helpdesk support on an asynchronous (i.e., not in real
time) basis, we will not, barring a technical malfunction that prevents you from monitoring and
removing any problematic material from your account, be responsible for moderating, editing,
or removing content from your account and its related message areas, announcements, event
listings, etc.

14. Export Control Laws. The Software, Services, content, and your use of the Software,
Services, and content, are subject to U.S. and international laws, restrictions, and regulations
that may govern the import, export, and use of the Software, Services, and content. You agree
to comply with all the laws, restrictions, and regulations.

15. Dispute Resolution.

Venue. Any claim or dispute you may have against us must be resolved by a court located in
Henrico County or Richmond, Virginia, U.S.A. You agree to submit to the personal jurisdiction of
the applicable state courts of Henrico County, Virginia or federal courts located in the City of
Richmond, Virginia for the purpose of litigating the claim or dispute, and waive all objections to
jurisdiction, venue, or forum non conveniens arguments. The parties specifically disclaim the
applicability of the U.N. Convention on Contracts for the International Sale of Goods.

Injunctive Relief. Notwithstanding the foregoing, in the event of your or others’ unauthorized
access to or use of the Services or content in violation of these terms you agree that we are
entitled to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any
jurisdiction.

16. Miscellaneous.

Notice to Us. You may send notices to us to at the following address: H5 Solutions, LLC, 2018
John Rolfe Parkway, Suite C, Henrico, VA, 23238, Attention: Legal Notices.

Notice to You. We may notify you by email, postal mail, postings within the Services, or other
legally acceptable means.

Entire Agreement. These terms constitute the entire agreement between you and us regarding
your use of the Services and Software and supersede any prior agreements between you and us
relating to the Services, except where there are separate and more specific written agreements
in place, as referenced elsewhere in these terms.

Non-Assignment. You may not assign or otherwise transfer these terms or your rights and
obligations under these terms, in whole or in part, without our written consent. We may
transfer our rights under these terms to a third party.

Severability. If a particular term is not enforceable, the unenforceability of that term will not
affect any other terms.

Choice of Law. Your relationship is with H5 Solutions, LLC, a Virginia (USA) limited liability
company, and the Services and Software are governed by the laws of the Commonwealth of
Virginia and the copyright and intellectual property laws of the United States.

No Waiver. Our failure to enforce or exercise any of these terms is not a waiver of that section.

Refund Policy. We do not offer refunds unless stated in a separate written contract.

About us
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Here I Am’s mission is to provide a simple and easy to use smartphone app that helps increase engagement within a congregation.

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