Google SCC (Security Command Center)
1. Invoicing and Payment.
a. Invoicing. During the Term, DoiT will invoice Customer at the end of each month for Subscription Fees incurred under the Subaccount in such month, as adjusted to reflect the applicable Quote Discount applicable for the ordered Services (if any), applied to the applicable Subscription SKUs. The Quote Discount only shall apply, excluding any precedent or other Customer's Program Discount. For the avoidance of doubt, partial months shall be prorated accordingly.
b. Payment. Customer will pay DoiT in accordance with the payment terms specified in the Quote. During the Term, all Fees and discounts for Subscription SKUs are as set forth in this Quote and no other Fees or discounts will apply to such SKUs.
c. No Refunds or Roll-overs. Fees are non-refundable and Customer owes all Fees.
d. Overages. DoiT will invoice Customer in arrears monthly for use of the Services in excess of the quantity, which will be charged at the List Price.
Notwithstanding the foregoing, during any Term, if the number of Workloads of Security Command Center Enterprise consumed by the Customer under the Subaccount exceeds the Quantity allocated for that Term, then for the remainder of that Term, DoiT will invoice the Customer monthly in arrears for Workloads (or partial Workloads) consumed in excess of the quantity during the previous month ("Overages"), as calculated at the Discounted Price per Unit listed in the table. The fees for Overages will be invoiced in addition to Customer's Subscription Fees per Month listed in the table above. DoiT may view Relevant Customer's Workload usage to determine how close Relevant Customer is to incurring Overages.
e. Fees Due on Termination. If the Previous Agreement and/or any applicable Quote terminates in accordance with its terms before the end of this Term for any reason other than Google's uncured material breach, all unpaid Fees remaining for the duration of the Term will become due and payable upon termination, including any unpaid Fees for SCCE Services under the Quote.
f. As of the Quote Effective Date, there is a 2.9% credit card processing fee on credit card payments. Any such processing fee shall be added to the invoice and become part of the amount to be paid by the Customer.
2. Additional Terms.
a. Service Enablement and Access Restrictions. Security Command Center Services are designed to operate at the Organizational level and must not be enabled in any Organization used by any third parties without proper authorization. DoiT's resale and/or supply of Security Command Center Enterprise Services to Customer is subject to the following conditions being met: i. Customer must be the sole owner of the Organization in which Security Command Center Enterprise Services will be enabled or configured ("Relevant Org"); ii. the Relevant Org must only be shared with, or made accessible to, those third parties expressly authorized by Customer who have consented in writing to their security findings being viewed by: 1. Customer; 2. any other third parties authorized by Customer who have consented in writing to their security findings being viewed as described in this section; and 3. DoiT, if granted access to the Relevant Org.
b. Relevant Org. Customer represents and warrants that it is the sole owner of the Relevant Org; ii. will not share the Relevant Org with, or make it accessible to, third parties who have not given their written consent as described in the Quote, will comply with the Google documentation (as it may be updated from time to time) in the form generally made available by Google for use with the Security Command Center Services at https://cloud.google.com/security-command-center.
c. Customer Restrictions. Customer will not allow any third party to benefit directly or indirectly from the Services provided under this Contract. Customer will not use the Subaccount(s) to track Services usage by any other third party. Customer will not transfer, assign or re-allocate the Subaccount(s) to any other third party.
3. General
Other than the terms set forth herein with respect to the Security Command Center Services, all other terms of the Previous Agreement shall remain unchanged and in full force and effect. If there is a conflict between the terms of this Quote and the remaining terms of the Previous Agreement, this Quote will govern. The parties may execute this Quote in counterparts, including facsimile, PDF, and other electronic copies, which taken together will constitute one instrument.