TERMS OF USE

eMASON, Inc. TERMS OF USE

      eMASON, Inc. (“eMASON”) is the owner and licensor of a Web-based database and software called Clarifire® LM (the “Product”) which it licenses to Fannie Mae among others for management of loss mitigation processes. It hosts the application for Fannie Mae and has agreed to provide access to the application to you in accordance with these terms of use.

You have accepted the terms of use by clicking your acceptance. Further, you have accepted the Terms of Use by use of the password provided to access the eMASON Clarifire® LM web site. AS A RESULT, THIS IS A BINDING CONTRACT.

1.      Ownership of Software.  The software used in the Product, including without any limitation, any and all source code, object code, materials, designs, plans, techniques, methods, inventions, forms, formulas, and any derivatives, modifications or enhancements thereto, is and shall remain the sole and exclusive property of eMASON and eMASON shall own and retain all right, title and interest in and to the foregoing under copyright, trade secret, trademark, patent and other intellectual property laws.

2.      Ownership of Content.  Except as to data supplied by Fannie Mae, its law firms, servicers or third parties (“Licensee Data”), all text, graphics, animation, audio and digital video components and data displayed in the Product are owned by eMASON. Licensee Data entered into the Product through the eMASON website by users like you shall be free of software traps, viruses, worms, devices, robots, or code which would copy, exploit to eMASON’s detriment, damage, disable, impair or disrupt the operation of the Product, or cause the Product to cease functioning.

3.      License.  eMASON hereby grants you a non-exclusive, non-transferable, revocable, limited license to use the Product in providing services to Fannie Mae subject to the terms and conditions herein.

4.      Restrictions on Use. The Product may only be used you to process your own data, the data of Fannie Mae, or its customers.  You shall not, directly or indirectly, use, copy, sub-license, rent, assign, transfer, modify, decompile, disassemble, scrape, cache, frame, mask, translate, redistribute or apply any process to the Product in order to ascertain, derive, or appropriate the source code.  You shall not post, upload, or transmit content in violation of the privacy rights of others or content you know or have reason to know is false.

5.      Confidentiality.  You shall maintain the confidence of non-public customer data and shall not disclose to any other party other than Fannie Mae or Springboard or as required by applicable law any nonpublic personal information it receives on behalf of Fannie Mae about a borrower. The term nonpublic information shall have the meaning set forth in section 509 of the Gramm-Leach Bliley Act 15 U.S.C. § 6809 and implementing regulations thereof.

6.      Trademarks.  You are not authorized to use in any advertising, promotional material, or media  the trademark Clarifire, or logos relating to said marks without prior written consent of eMASON.

7.      Passwords:  You have been provided  a password for access to the Product hosted on eMASON's servers.  Such passwords shall exclusively be used by you and shall not be disclosed to or provided to any other person or entity.  Any unauthorized disclosure or dissemination of passwords shall be deemed a material breach of the Terms of Use and shall be a basis for immediate denial of access to the Product.  Passwords may be changed by eMASON from time to time for security purposes.

8.      Limitation of Remedies. eMASON SHALL HAVE NO LIABILITY FOR CONSEQUENTIAL, EXEMPLARY, OR INCIDENTAL DAMAGES OF WHATEVER NATURE ARISING FROM YOUR USE OF THE PRODUCT.

9.      Limitations of Warranties.  There are no warranties, express or implied, including the implied warranty of fitness for a particular purpose or merchantability.  eMASON does not warrant the Product will be error free or operate without interruption.

10.      Dependencies on Other Services.  eMASON is not responsible for the availability or dependability of other infrastructure services such as routers, Internet connect or other network components.  You are responsible for such items prior to access to the Product.

11.   Indemnification. You agree to indemnify and hold eMASON and its licensees and affiliates harmless of any losses, liabilities, penalties, damages, expenses, or other harm or injury asserted by any third person or entity, including but not limited to reasonable attorneys' fees and costs, proximately caused by your negligence or intentional wrongdoing or your use of this Product.

12.   Forum, Jurisdiction and Attorneys Fees. The Terms of Use are governed by the laws and judicial decisions of the state of Florida without regard to principals of conflicts of law.  In any action or proceeding to enforce the Terms of Use the prevailing party shall be entitled to recover its reasonable attorneys fees and costs.