BULK SALES (CORPORATION, LIMITED LIABILITY COMPANY AND LIMITED PARTNERSHIP) LICENSE AGREEMENT THIS LICENSE AGREEMENT entered into this the _____ day of _______, 20_____, by and between the State Corporation Commission (hereinafter "SCC"), and ______________________ (hereinafter "Company"). WITNESSETH: WHEREAS, in exchange for certain payments to be made, the SCC desires to enter this License Agreement whereby Company is given non-exclusive, non-perpetual right to publish in machine-readable form and otherwise make available to the public, for a fee, copies of official records of the SCC, while at the same time reserving for the SCC all ownership rights in said records; and WHEREAS, in connection with the operation of an online computer network, Company desires to publish, and otherwise make accessible to the public for a fee, certain official public records; NOW, THEREFORE, for and in consideration of _____________________ and the mutual covenants contained herein the parties agree as follows: 1. LICENSE SCC hereby grants to Company a non-exclusive license to publish in machine- readable form and otherwise make available to the public for a fee, certain of the official public records of the SCC as more fully described in Exhibit A attached hereto and incorporated herein (hereinafter referred to as the "Machine Records). The license granted hereby provides to Company the right to use, reproduce, copy, duplicate, print, modify and make available for a fee through a telecommunications network linking Company's computer facilities to remote terminals or through other access mechanisms, the Machine Records or a portion of the Machine Records all as more fully described below. 2. PAYMENTS Company agrees to pay the SCC based on Exhibit B. Prepayment is required in order to receive the Machine Records of the SCC. The SCC reserves the right to adjust the fees at its discretion, and Company will be notified at least thirty (30) days prior to adjusted fees taking effect. 3. AVAILABILITY OF MACHINE RECORDS Machine Records are updated and available on weekly basis. American LegalNet, Inc. www.FormsWorkFlow.com 4. DATA SPECIFICATIONS AND FORMAT The SCC agrees to provide Company with such information as is reasonably required to adequately understand the SCC's data both as to the technical processing considerations and the use and nature of the reflected records. Format of the Machine Records is standard. Machine Records will be obtained by the Company via a file transfer protocol (FTP) download. Company will determine the data it wants to make available to the public for a fee and process accordingly at its computer facility. The SCC will not re-format or process the data to accommodate Company, nor provide technical service nor help desk inquiries to Company or its customers. 5. AVAILABILITY SPECIFICATIONS The SCC agrees to make the Machine Records available for downloading each week. A complete, updated copy of the Machine Records shall replace weekly the file available for download. Prior versions of the download file will not be maintained by the SCC. Should the company be unable to utilize the currently available download file, the Company will take advantage of the next weekly replacement file. In the event of a default in the availability time frame or ability to provide the Machine Records due to hardware, software, or any other problems, Company will not hold the SCC liable for late availability. 6. USE OF MACHINE RECORDS Company shall be entitled to use the Machine Records for its own operations, including but not limited to, the provision for a fee of on-line access thereto and the provision of printed lists thereof to its customers. Nothing contained herein shall be deemed to prohibit Company from allowing a customer to copy accessed information from a remote terminal, and such copying may be undertaken manually or through the use of a printer attached to a computer terminal. SCC INFORMATION IS PRODUCED AND SOLD FOR GENERAL INFORMATION PURPOSES ONLY. THE INFORMATION IS NOT TO BE CONSTRUED AS HAVING THE LEGAL EFFECT OF A CERTIFIED COPY OF AN OFFICIAL FILING BY THE SCC. 7. OWNERSHIP OF MACHINE RECORDS Company covenants and agrees that the Machine Records are and shall remain the property of the SCC, which shall retain all rights and incidents of ownership thereof, except as otherwise provided herein. This License Agreement provides Company merely a license to publish the Machine Records and otherwise make them available for a fee. 8. INDEMNIFICATION Company shall defend, indemnify and hold harmless the SCC and any of its employees from and against any and all claims, loss, damage, charge or expense growing out of any error or omission made by Company in the distribution of SCC data. Company expressly agrees to defend against any claims brought or actions filed against the SCC, where such claim or action 2 American LegalNet, Inc. www.FormsWorkFlow.com involves, in whole or in part, the subject of the indemnity contained herein, whether such claims or actions are rightfully or wrongfully brought or filed. The SCC warrants that the information provided to Company is not confidential or otherwise restricted information. 9. RISK OF ERROR In the event the Company receives a file that is incorrect or unreadable, the SCC agrees to make available another corrected copy of the file within three (3) business days from the initial written notification to the SCC. 10. DEFAULT The following shall be considered a default under this License Agreement: a. Failure to pre-pay amounts indicated on Exhibit B; b. Breach or failure to perform, observe or meet any agreement or covenant contained herein if such violation is not corrected within thirty (30) days after receipt of written notice thereof by the non-defaulting party setting forth the particulars of the alleged default. 11. TERM OF AGREEMENT This License Agreement shall commence on the date first written above and shall continue for an initial term of one (1) year and shall automatically renew annually unless terminated by either party with sixty (60) days prior written notice. 12. ASSIGNMENT This License Agreement may not be assigned by any party, in whole or in part, without the express written consent of the other party. 13. NOTICES All notices, elections, demands, requests and other communications hereunder shall be in writing, signed by the party making the same, and addressed as follows: AS TO COMPANY: [Company Name [Attn: ] AS TO SCC: S