Google Workspace

1. Google Workspace Services Fees

Charges for Google Workspace services consumed by Customer will be invoiced by DoiT and payable by Customer. The governing Google Workspace price list is published at https://gsuite.google.com/pricing.html.

Specifically for this Quote and the SKUs specified herein. If the number of licenses and/or SKUs on the Customer's domain on the date of transfer or renewal differs from the numbers specified in the Quote, the number of licenses and SKUs on the Customer's domain prevails.

The "Term" shall begin on the Quote Effective Date specified above and terminate upon the subscription term's expiration.

Additional licenses. During such Term, the Customer is entitled to purchase additional licenses. Such additional licenses ("Additional Licenses") will be added to the Customer's account:

• from the date any Additional License is added to the Customer's account;

• shall be subject to the eligible discounts and the same conditions as the pre-existing licenses, and valid until the expiration of the Term.

2. Payments

Customer may use either (i) wire transfer, (ii) ACH, (iii) debit card, or (iv) credit card, to execute all payments to DoiT. Customer may make payments of fees with a credit card, provided, however, that Customer shall be obligated to pay any such processing fee incurred by DoiT as a result of Customer paying by credit card. 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. In the case of wire transfer payments, Customer shall be responsible for any additional fees.

Any payment under the Quote, made greater than fifteen (15) days after the date such payment is due and payable shall bear interest as of the day after the date such payment was due and payable and shall continue to accrue such interest until such payment is made at a rate equal to the lesser of either (a) 1.5% per month, or (b) the maximum rate permitted by Applicable Law.

In case of continued non-payment, terminated accounts are at risk of being transferred to a third party collections agency, solely at our discretion. Please note that a third party collections agency may impose additional charges. Failure to pay may also result in us pursuing you legally to recover the value owed, thus incurring further legal costs for your company.

Applicable taxes will be added to the monthly invoice according to the local commerce laws in the country where you do business with us.

3. No decrease

To avoid doubt, the Customer shall not be eligible for any decrease in the number of licenses and/or the agreed-upon Additional Licenses purchased during the Term. It is hereby clarified that upon the expiration of the Term, Customer will then be allowed to either increase or decrease the number of licenses that it wishes to purchase for any subsequent terms hereunder; provided, however, that any such licenses purchased during such subsequent terms shall be subject to the then current terms of Google Workspace.

If the amount of licenses and/or SKUs on Customer's domain on the date of transfer or renewal is different from the amounts specified above, the amount of licenses and SKUs on Customer's domain prevail.

4. Google Support

It is hereby agreed that Customer, at its sole discretion, may choose to receive Google Workspace support under this Quote from DoiT and/or directly from Google (including, without limitation, by opening support tickets directly through Google's support console).

Under this agreement, Customer may request DoiT open a support ticket with Google on Customer's behalf. Such requests shall be submitted via https://support.doit.com and will be executed as per request SLA chosen by Customer.

5. Google Standard Terms

Google Workspace standard terms apply, and may be found at the following URL: https://policies.google.com/terms

6. Renewals

At the end of each Term, the previously purchased subscriptions or licenses will automatically renew for an additional Term of twelve (12) months based on Google Workspace Flexible list price (each, a "Renewal Term", and collectively with the Term, the "Term"). If you do not wish to renew your Workspace licenses, please open a ticket at https://support.doit-intl.com to request non-renewal at least thirty (30) days before the expiration of your licenses.

7. Service Level Agreements

The governing Service Level Agreements for the Quote are located at:

https://workspace.google.com/terms/sla/

8. Non-Agency Notice

DoiT and Google are independent contractors and DoiT is not Google's agent or in a joint venture with Google.

9. Google Cloud Data Processing Addendum

The Quote is bound and governed by Google's Data Processing Addendum ("CDPA") that can be found at the following URL: https://cloud.google.com/terms/data-processing-addendum.

9A. DoiT Data Processing and Security Terms

DoiT's standard Customer Data Processing Agreement (the "DPA") may be found at https://l.doit-intl.com/dpa. To the extent that with respect to the Quote, DoiT is either (i) a "processor" under applicable law, or (ii) is subject to data privacy rules, then the DPA is hereby incorporated into, and supplements the Quote, by this reference.

10. Term commitment (where applicable)

To avoid doubt, the Customer shall be obligated to pay the Subscription Fees until the expiration of the Term and will not be entitled to terminate for convenience before the expiration of the Term.

11. Termination

1. Termination by Customer. The Quote may be terminated by Customer as to the applicable services immediately if: (i) DoiT breached of any provision of the Quote, and did not remedy such breach within sixty (60) days of the date on which Customer first notified DoiT regarding such breach; (ii) DoiT fails to pay Google in accordance with the Quote and did not remedy such breach within thirty (30) days of the date on which Customer first notified DoiT regarding such breach; or (iii) DoiT becomes insolvent or makes any assignment for the benefit of creditors, or has any petition under bankruptcy, insolvency or administrative law filed against it, which petition is not dismissed within thirty (30) days of such filing, or has a trustee, administrator or receiver appointed for a material portion of its business or assets. If DoiT becomes subject to any of the foregoing events it will immediately provide Customer with written notification thereof.

2. Termination by DoiT. The Quote may be terminated by DoiT as to the applicable services immediately if: (i) Customer breached any provision of the Quote, and did not remedy such breach within sixty (60) days of the date on which DoiT first notified Customer regarding such breach; (ii) Customer failed to pay any undisputed invoice, and did not remedy such breach within thirty (30) days of the date on which DoiT first notified Customer regarding such breach; or (iii) Customer becomes insolvent or makes any assignment for the benefit of creditors, or has any petition under bankruptcy or administrative law filed against it, which petition is not dismissed within thirty (30) days of such filing, or has a trustee, administrator or receiver appointed for a material portion of its business or assets. If Customer becomes subject to any of the foregoing events it will immediately provide DoiT with written notification thereof.

3. Effects of Termination. All remaining fees owed by Customer to DoiT including without limitation the remaining Annual Cost, as detailed in the Quote, up to the end of the Term will be due and payable no later than the effective date of termination. For the avoidance of doubt, and notwithstanding anything else stated herein, Customer's obligation to pay the full amount of the remaining Annual Costs until the end of the Term shall remain irrespective of a termination of the Quote for any reason, other than Customer's termination under sections 8 (a) (i), (ii) or (iii) hereof.

12A. Suspension of Services Under the Quote

a. In the event that DoiT becomes aware or reasonably believes that the Customer can no longer, or soon will no longer be able to pay some or all of the invoices issued or to be issued under the Quote, then DoiT shall have the right to immediately suspend all Services provided to the Customer under the Quote, until such time as (i) Customer provides adequate assurances of its continued ability to pay any outstanding or future invoices; and, (ii) DoiT is reasonably convinced that Customer has the ability to pay any outstanding or future invoices. Such suspension shall be preceded by an email notice ("Suspension Notice") provided by DoiT to Customer's last known email address.

b. Nothing contained in this Section 8A shall limit any termination rights set forth in Section 8 above. For the avoidance of doubt, it is hereby clarified that DoiT may provide a notice of termination prior to, together with or subsequent to a Suspension Notice; and, it is further clarified that a Suspension Notice shall not trigger a termination of the Quote, unless the Quote is specifically terminated under Section 8 above.

13. Google Workspace Acceptable Use Policy

The full Acceptable Use Policy ("AUP") document can be found at the following URL: https://workspace.google.com/intl/en-us/terms/use\_policy.html. Use of the Services is subject to this AUP.

14. Limitation of Liability

(a) Each party's cumulative liability to the other party shall be limited to (the "Liability Ceiling") the greater of $100,000 or if the total amount invoiced by DoiT to Customer during the 12-month period immediately preceding the event that triggered the liability (hereinafter, the "12 Month Spend") exceeds $100,000, then the Liability Ceiling would be equal to the 12 Month Spend for the relevant services; provided that in any event, the Liability Ceiling shall not exceed $1 Million; provided further that, notwithstanding anything else contained herein, the Liability Ceiling shall not apply to any amounts owed by Customer to DoiT pursuant to any invoices issued by DoiT to Customer with respect to either (i) Customer's consumption of the Services or (ii) unfulfilled obligations of the Customer to consume services (such as a minimum commitment or EDP obligation as the case may be) including but not limited to any true up obligations.

(b) Neither Customer nor DoiT will be liable for lost revenues or profits, downtime costs, loss or damage to data, or indirect, special or consequential costs or damages (hereinafter, "Indirect Damages"). The preceding exclusion for Indirect Damages does not limit either party's liability for: infringement of intellectual property, fraud, liability which may not be excluded or limited by applicable law, and a violation of any Google AUPs or other use policies.

15. Miscellaneous

a. The Quote may be executed in one or more counterparts including facsimile, PDF, or other electronic copies, which when taken together upon proper delivery shall constitute a single instrument. The Quote shall remain in full force and effect unchanged except as modified in writing by the Parties.

b. The relationships of the parties to the Quote shall be solely that of independent contractors, and nothing contained in the Quote shall be construed otherwise. Nothing in the Quote or in the business or dealings between the parties shall be construed to make them joint ventures or partners with each other. Neither party shall do anything to suggest to third parties that the relationship between the parties is anything other than that of independent contractor.

c. Each party (the "Receiving Party") may use the Confidential Information disclosed to it by the other party (the "Disclosing Party") only as necessary to exercise the rights and perform obligations under the Quote. The Receiving Party shall not disclose the Confidential Information of the Disclosing Party to any third party without its written consent. Receiving Party will protect the Disclosing Party's Confidential Information from disclosure or misuse by using the same degree of care for Receiving Party's own Confidential Information of like importance, and will at least use reasonable care.

d. Each Party agrees to restrict access to the Confidential Information to those of its officers, directors and employees (including of its Affiliates), independent contractors, or service providers it retains, who have a "need to know", have been instructed as to the confidential nature of such information, and are bound by written confidentiality obligations at least as stringent and onerous as the obligations imposed on the parties hereto.

e. The Quote is subject to the provisions set forth in Appendix A. The applicable state's governing law will be based upon the country of the DoiT entity that executed the Quote, as specified in Appendix A.

Appendix A: Applicable Terms and Conditions

Governing Law, Jurisdiction, and Venue

The applicable governing law provision is based on the country of incorporation of the DoiT entity that executed this Contract.

{United States of America} - Specifically for DoiT International USA Inc.

Governing Law; Venue. This Contract shall be governed by, and construed in accordance with, the laws of the State of New York, without giving effect to any choice of law or conflict of law rules or provisions (whether of the State of New York or any other jurisdiction) to the extent such rules or provisions would cause the application of the laws of any jurisdiction other than the State of New York. Each of the parties to this Contract consents and agrees that any action to enforce this Contract or any dispute, whether such dispute arises in law or equity, arising out of or relating to this Contract shall be brought exclusively in the United States District Court for the Southern District of New York or any New York State Court sitting in New York City. The parties hereto consent and agree to submit to the exclusive jurisdiction of such courts. Each of the parties to this Contract waives and agrees not to assert in any such dispute, to the fullest extent permitted by applicable law, any claim that (i) such party and such party's property is immune from any legal process issued by such courts or (ii) any litigation or other proceeding commenced in such courts is brought in an inconvenient forum.

{Germany} - Specifically for DoiT International DACH GmbH

This Contract shall be governed by the laws of the Federal Republic of Germany excluding the Vienna Convention on the International Sale of Goods (CISG). For any disputes arising out of or in connection with this Contract, the competent courts of DoIT's place of registration shall have exclusive jurisdiction.

{Israel} - Specifically for DoiT International Ltd.

This Contract shall be governed by, and construed, and enforced in accordance with the laws of the State of Israel, without giving effect to the choice of law rules. Each party consents that any such action or proceeding will be brought exclusively in front of the courts of Tel Aviv in the State of Israel, which shall have sole jurisdiction over any matter arising hereof.

{United Kingdom} - Specifically for DoiT International UK&I Ltd.

This Contract is governed by the Laws of England and Wales without regard to conflict of laws principles. Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with this Contract or its subject matter or formation. Each party consents that any such action or proceeding will be brought exclusively in front of the competent courts in the City of London.

{France} - Specifically for DoiT International SAS**

This Contract and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the law of France. Each party irrevocably agrees that any dispute, regardless of its purpose or ground, relating to, entailed by or resulting from this Contract shall be submitted to the exclusive jurisdiction of the Commercial Court of Paris.

{Australia} - Specifically for DoiT International AUS Pty Ltd.

Insofar as any Services are provided to Customers in or into Australia, the Contract shall be governed by and construed in accordance with the laws of Victoria, Australia. Customer submits to the jurisdiction of the courts of Victoria with respect to any legal proceedings which may be initiated in connection with this Contract. Customer shall not commence or continue any legal proceedings against DoiT in any jurisdiction other than in Australia with respect to any matter, claim or dispute so long as DoiT is prepared to submit to the jurisdiction of the courts of Australia with respect to that matter, claim or dispute. Service of any process or document by which any proceedings in any court in Australia are commenced may be effected in any manner permitted for communications hereunder or otherwise in accordance with the Applicable Laws in the relevant Australian jurisdiction, including the Commonwealth of Australia and any State or Territory of Australia (and including, without limitation, the Uniform Civil Procedure Rules in each State and Territory), as amended from time to time.

{Canada} - Specifically for DoiT Holdings International CA Ltd.

This Contract shall be governed by and construed and enforced in accordance with the laws of the Province of British Columbia (regardless of that jurisdiction or any other jurisdiction's choice of law principles). To the extent permitted by law, the parties hereto agree that all actions or proceedings arising in connection herewith, shall be litigated in the state and federal courts located in Vancouver, British Columbia, Canada, and each party hereby waives any right that such party may have to assert the doctrine of Forum Non Conveniens or to object to venue. The parties each hereby stipulate that the courts located in Vancouver, British Columbia, Canada, shall have personal jurisdiction and venue over each party for the purpose of litigating any such dispute, controversy or proceeding arising out of or related to this Contract.

{Switzerland} - Specifically for DoiT International CH Sarl

This Contract shall be governed by the substantive laws of Switzerland, without regard to conflict of laws rules and to the exclusion of the UN Convention on Contracts for the International Sale of Goods. Any dispute arising out of or in connection with this Contract shall be subject to the exclusive jurisdiction of the competent courts of Geneva, Switzerland.

{Netherlands} - Specifically for DoiT International NL B.V

This Contract and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the law of the Netherlands, without regard to its conflicts of law rules. Each party irrevocably agrees that the competent courts of Amsterdam (rechtbank Amsterdam) shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with this Contract or its subject matter or formation.

{Sweden} - Specifically for DoiT Multi-Cloud Sverige International AB

This Contract shall be governed by and construed in accordance with the laws of Sweden, excluding its conflict of laws principles providing for the application of the laws of any other jurisdiction, and to the exclusion of the UN Convention on Contracts for the International Sale of Goods. Any dispute, controversy or claim arising out of, or in connection with, this Contract, or the breach, termination or invalidity thereof, shall be finally settled by arbitration in accordance with the Arbitration Rules of the Arbitration Institute of the Stockholm Chamber of Commerce. The seat of arbitration shall be Stockholm, Sweden. The language used in the arbitration proceedings shall be English.

The Parties agree, without limitation in time, not to disclose the existence or contents or any decisions or awards with regards to this Contract or information about proceedings, arbitration or mediation due to the same. The provisions set forth in this present Clause, shall not apply unless in compliance with law, other legislation, authority's order, securities exchange regulations or practice on the securities exchange or is otherwise required for the enforcement of a decision.

{Spain} - Specifically for DoiT International Multi-Cloud Espana S.L

This Contract shall be governed by and construed in accordance with the substantive laws of Spain, excluding conflict of laws rules and the UN Convention on Contracts for the International Sale of Goods 1980 (Vienna Sales Convention). Any dispute, controversy or claim arising out of, or in connection with, this Contract, or the breach, termination or invalidity of the Contract, shall be settled by the Spanish courts of the city of Barcelona, under Spanish Law.

{Singapore} - Specifically for DoiT International Xinjiapo Pte.Ltd.

This Contract is governed by the Laws of the Republic of Singapore without regard to conflict of laws principles and the UN Convention on Contracts for the International Sale of Goods 1980 (Vienna Sales Convention). Each party irrevocably agrees that the courts of Singapore shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with this Contract or its subject matter or formation.

{Ireland} - Specifically for DoiT International Multi-Cloud Ireland Ltd.

This Contract shall in all respects (including in respect of its formation and its performance) be governed by, constructed and enforced in accordance with the laws of Ireland, excluding conflict of law rules and the UN Convention on Contracts for the International Sale of Goods 1980 (Vienna Sales Convention). The parties to this Contract agree to submit to the exclusive jurisdiction of the courts of Ireland in relation to any disputes or proceedings arising out of or in connection with this Contract.

{Estonia} - Specifically for DoiT Multi-Cloud International Estonia OÜ

This Contract is governed by the Laws of Estonia excluding its conflict of laws principles and the UN Convention on Contracts for the International Sale of Goods 1980 (Vienna Sales Convention). Each party irrevocably agrees that Harju County Court (in Estonian Harju Maakohus) as the court of the first instance shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with this Contract or its subject matter or formation.

{Indonesia} - Specifically for PT DoiT International Indonesia

This Contract is governed by the Laws of the Republic of Indonesia without regard to conflict of laws principles and the UN Convention on Contracts for the International Sale of Goods 1980 (Vienna Sales Convention). Each party irrevocably agrees that the courts of Jakarta shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with this Contract or its subject matter or formation.

Assignment

Neither party hereto may assign any of its rights or obligations hereunder, whether by operation of law or otherwise, without the other party's prior written consent (not to be unreasonably withheld); provided, however, either party may assign this Contract in its entirety, without the other party's consent to its Affiliate or in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets or shares, but subject to a written notice of such assignment. Subject to the foregoing, this Contract will bind and inure to the benefit of the parties, their respective successors and permitted assigns. For the purpose of this Section "Affiliate" means any entity that directly or indirectly controls, is controlled by, or is under common control with the subject entity. "Control" for purposes of this definition, means direct or indirect ownership or control of more than 50% of the voting interests of the subject entity.

Anti-Bribery and Anti-Corruption Laws

DoiT is committed to doing business worldwide ethically, free from corruption without exceptions, and in compliance with all applicable anti-corruption laws and expects its service providers to comply with the same high standards. Neither Customer nor any of its representatives has or will improperly provide (or offer to provide), directly or indirectly, anything of value to anyone, including government officials to obtain or retain business, to obtain a commercial advantage, or to receive favored treatment, anywhere in the world and shall comply with all applicable anti-bribery and anti-corruption laws. Customer shall immediately notify DoiT in writing of any suspected or known breach of the obligations under this Section.

Non-Discrimination

Each Party to this Contract shall abide, as applicable under governing law, to the requirements of 41 CFR §§ 60-1.4(a), 60-300.5(a) and 60-741.5(a). These regulations prohibit discrimination against qualified individuals based on their status as protected veterans or individuals with disabilities, and prohibit discrimination against all individuals based on their race, color, religion, sex, sexual orientation, gender identity, national origin, or for inquiring about, discussing, or disclosing information about compensation. Moreover, these regulations require that each Party, takes affirmative action to employ and advance in employment individuals without regard to race, color, religion, sex, sexual orientation, gender identity, national origin, protected veteran status or disability. Each party agrees to comply, as applicable under governing law, with all the provisions set forth in 29 CFR Part 471, Appendix A to Subpart A (Executive Order 13496).

Applicable Taxes

Any fees incurred by Customer hereunder shall be exclusive of any applicable sales, use, service or value added taxes, or any other levy, tariff, duty, or taxes (hereinafter, collectively referred to as the "Taxes" and individually referred to as a "Tax") of any kind whatsoever imposed by any governmental authority (other than a tax imposed upon Customer's income) and shall be paid by Customer promptly based upon the payment date under the relevant invoice; or, when due by the governmental authority, whichever is earlier. In the event that DoiT makes any payment of any such Tax or any related penalty for delay in the payment thereof, Customer shall reimburse DoiT for such payment no later than fifteen (15) days after such payment is made by DoiT. Without derogating from the above, in any event (such as an audit, legal opinion, change in the law, etc.) that reveals any unpaid Taxes hereunder, then Customer shall, within seven (7) days of a written request from DoiT, pay such unpaid Taxes directly to DoiT or to the relevant tax authority or governmental agency, all as shall be requested and instructed by DoiT at the time.

Local currency

When charging in local currency, DoiT will convert the prices of this Contract — and notably the invoice sent to the Customer on a monthly basis — into applicable local currency according to the exchange rates as published by leading financial institutions and necessary adjustments as required to cover the forex risk between invoice date and payment date.