Common use of Term and Termination Clause in Contracts

Term and Termination. 9.1 This Agreement shall become effective on the date of its signature by both Parties. 9.2 The terms and conditions of this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: (a) termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 This Agreement shall become effective on a. Unless sooner terminated in accordance with the date provisions of its signature by both Parties. 9.2 The terms and conditions of this Agreement, this Agreement shall continue to remain in effect for one (1) year after the Effective Date (the “Initial Term”), and shall be applicable to all forthcoming sale-purchase agreements between Supplier and Client until:automatically renewed for successive one (1) year periods (“Renewal Term(s)”). b. This Agreement may be terminated by any of following (a1) termination In the event of this Agreement pursuant to this Section 9; or (b) discharge a material breach of this Agreement by mutual consent either party, including the institution of both any bankruptcy, insolvency or receivership proceedings by or against either party, the Parties; or (c) replacement of other party shall have the right to cancel this Agreement by service of written notice upon the defaulting party (the “'Default Notice”). In the event such breach is not cured within ten (10) days after service of the Default Notice, this Agreement shall automatically terminate at the election of the nondefaulting party upon the giving of a new frame agreement which is executed between Supplier and Client with reference written notice of termination to the same subjectbreaching party unless prior to that time the breaching party gives timely notice to the other party of its efforts to cure, advises that such cure will take longer than ten (10) days, and continues to undertakes appropriate steps to effect such cure and pursues such action to conclusion. 9.3 As used (2) Notwithstanding anything contained to the contrary in this Agreement, an Event of Default means when a Party is in serious breach of Vestin may terminate this Agreement for any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give reason on thirty (30) days written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 Strategix and Strategix may terminate this Agreement for any reason on ninety (fifteen90) days written notice to remedy Vestin. The ninety (90) day notice is necessary to allow Vestin the Event of Default. In time necessary to replace the lack of such timely remedy, then Accounting Services being performed pursuant to this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equityAgreement. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early c. Upon termination of this Agreement for any reason, Supplier will be entitled to: - finalise Strategix shall co-operate with Vestin, its independent public accountants and any persons or companies engaged by Vestin to perform accounting and financial reporting services, in order to ensure a smooth transition of the accounting and financial reporting functions. In this regard, Strategiz shall make available to its successors all work papers and similar documents prepared in the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time course of terminationperforming services under this Agreement. 9.6 Any waiver by either Party of a breach of any provision d. Termination of this Agreement shall not release or discharge either party from any obligation, debt or liability which shall have previously accrued and remain to be considered as a waiver performed upon the date of any subsequent breach of the same or any other provisiontermination. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 11.1 This Agreement shall become effective commence on the date Effective Date and shall continue in effect for the Term (as defined in the Cover Page) unless terminated earlier in accordance with the terms of its signature by both Partiesthese Standard Terms. The Term shall automatically renew for the Renewal Terms set forth in the Cover Page, unless Customer gives Service Provider written notice of non-renewal at least thirty (30) days prior to the end of the then-current Term. 9.2 The terms and conditions of 11.2 Customer may terminate this Agreement shall continue immediately upon written notice to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: Service Provider in the event Service Provider (a) termination of this Agreement pursuant to this Section 9files any petition in bankruptcy; or (b) discharge of this Agreement by mutual consent of both the Partieshas an involuntary petition in bankruptcy filed against it; or (c) replacement becomes insolvent; (d) makes a general assignment for the benefit of creditors; (e) admits in writing its inability to pay its debts as they mature; (f) has a receiver appointed for its assets; (g) ceases conducting business in the normal course; (h) has any significant portion of its assets attached; (i) experiences a material negative litigation decision ruling that affects this Agreement; or (j) experiences an event analogous to any of the foregoing in any jurisdiction in which any of its assets are situated. 11.3 Either Party may terminate this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give upon written notice to the defaulting other Party which if such other Party commits a material breach of this Agreement; provided, that the non-breaching Party shall deliver to the breaching Party written notice of such material breach and the breaching Party shall specify have the Event of Default. After right to cure such material breach within thirty (30) days after receipt of such written notice. 11.4 Except as provided in Section 16.13, following the defaulting Party shall have a period expiration or termination of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedythis Agreement, then all Customer’s rights under this Agreement shall terminate and Customer shall be deemed automatically terminated, without prejudice to any other rights or remedies entitled to the non-defaulting Party available at law immediate possession of all Mining Equipment. If the Agreement is terminated by Customer pursuant to Section 11.2 or in equity11.3, then Customer shall be reimbursed for the cost of relocating its Mining Equipment from Service Provider’s facility. 9.4 Any of the following will constitute an act of default hereunder, giving 11.5 If either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement is terminated for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision upon expiration of this Agreement, or at Customer’s option upon cessation of services under this Agreement due to a Force Majeure Event, Service Provider shall provide Customer with immediate and unconditional access to any hosting site(s) in which Service Provider is hosting Customer’s Mining Equipment to allow Customer to modify, protect, or remove the Mining Equipment. The Parties agree that, although Service Provider may store, use, or install the Mining Equipment at its hosting site(s), the Mining Equipment is and shall remain the exclusive property of Customer and shall not be considered deemed to become a fixture of the hosting site(s) or otherwise so related to the hosting site(s) as to give rise to a waiver similar interest to Service Provider under applicable real estate law. Service Provider shall not allow any lien, security interest, or other encumbrance to attach to any of the Mining Equipment, and shall defend and hold Customer harmless from any claim by a third party of any subsequent breach such lien, security interest, or encumbrance. Service Provider shall take all necessary action to effectuate the provisions of this Section, including the same grant of access to Customer, notwithstanding any adverse condition of Service Provider, such as bankruptcy or other insolvency proceedings. Service Provider shall immediately notify Customer if any other provisionsuch claim or notice related to the Customer’s Mining Equipment is received by Service Provider. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 This 10.1 Where the Inventor or any third-party nominee (“Nominee”) or legal person (‘Legal Person”) who has control of any rights over the Project Intellectual Property has been declared bankrupt, filed for bankruptcy or where a creditor has filed a claim in bankruptcy against the Inventor, Nominee or Legal Person, which results in the bankruptcy of the Inventor, Nominee or Legal Person, or where the Inventor, Nominee or Legal Person files for creditor protection or makes an arrangement with creditors which results in the bankruptcy of the Inventor, Nominee or Legal Person, then the University may terminate the present Agreement against the Inventor, or Nominee or Legal Person having control of any rights over the Project Intellectual Property as the case may be. The University may terminate the present Agreement with respect to any Nominee or Legal Person, except for the Inventor, that ceases to pursue its normal business operations, ceases to exist legally or files for creditor protection or makes an arrangement with creditors which does not result in the bankruptcy of the said Nominee or Legal Person, as the case may be. Any notice of termination shall become be in writing and delivered to the Nominee or Legal Person in default under this section and the termination shall be effective on the date of its signature receipt of the termination notice. Where the University terminates this Agreement acting under this section 10, any assignment, transfer, conveyance or licensing of the Project Intellectual Property shall be immediately null and void and of no effect as if it had never taken place. Any agreement entered into by both Partiesthe Inventor and any Nominee or other Legal Person involving the Project Intellectual Property shall make reference to this section 10 and include it as a binding obligation. 9.2 The terms and conditions 10.2 This Agreement may otherwise be terminated by either party in the event of this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: default upon thirty (a30) termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give days written notice to the defaulting Party which notice shall specify party. Such termination occurs where a party has defaulted or failed to comply with the Event terms of Default. After this Agreement and, following receipt of such notice, by the defaulting Party shall have party of a written notice of default, has failed to cure any such default within that period of 15 thirty (fifteen30) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equitydays. 9.4 Any of 10.3 The provisions relating to confidentiality, dispute resolution and all waivers shall survive the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors expiry or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of terminationAgreement. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 This Agreement shall become effective on a. Either BNY Mellon or You may terminate these Terms and Conditions and the date of its signature by both Parties. 9.2 The terms and conditions of this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: Electronic Access upon thirty (a30) termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give days’ written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. other party. b. In the lack event of such timely remedyany breach of the provisions of these Terms and Conditions or a breach by any Authorized User of the Terms of Use or the restrictions and requirements concerning the use of Information Providers’ proprietary data that are posted on the Data Terms Web Site, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equitybreaching party may terminate these Terms and Conditions and the Electronic Access immediately upon written notice to the breaching party if any breach remains uncured after ten (10) days’ written notice of the breach is sent to the breaching party. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to c. BNY Mellon may immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with access through an Authorized User’s user-id and password and may, at its creditors or becomes subject to any bankruptcy procedurediscretion, goes into liquidation or ceases to carry on its business (except in the case also terminate access by an Authorized User, without right of amalgamation or other reorganisation within the company group); or (c) cure, in the event of Force Majeure as provided for in Clause 12.4an unauthorized use of an Authorized User’s user-id or password, or where BNY Mellon believes there is a security risk created by such access. 9.5 It is agreed that d. BNY Mellon may terminate, without advance notice, Your access or the access of Users to any portion or component of Electronic Access or the Sites in case the event a third party service provider, Content Provider or Information Provider prohibits BNY Mellon from permitting You or Users to have access to their information or services. e. Promptly upon receiving or giving notice of early termination termination, You will notify all Users of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for effective date of the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party f. Upon termination of a breach Your access to Electronic Access, You shall return all manuals, documentation, workflow descriptions and the like that are in Your possession or under Your control, and all security identification devices. g. The Reliance, Disclaimers, Limitation of any Liability Indemnification and confidentiality provisions of the Terms and Conditions (and other provision of this Agreement these Terms and Conditions containing disclaimers, limitation of liability and indemnification) shall not be considered as a waiver survive the termination of any subsequent breach of the same or any other provisionthese Terms and Conditions. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 10.1 This Agreement shall become effective on continue for the date of its signature by both PartiesTerm as set out in the Order and any subsequent renewal term. 9.2 The terms and conditions 10.2 Either party may by notice in writing terminate this Agreement with immediate effect if: 10.2.1 the other party commits a breach of any of the provisions of this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client untilAgreement, and: (a) termination the breach is capable of this Agreement pursuant remedy and the other party fails to this Section 9; orremedy the breach within 30 days of receipt of a written notice; (b) discharge the breach is not capable of this Agreement by mutual consent of both the Partiesremedy; or (c) replacement of this Agreement by the breach is a new frame agreement which material breach; 10.2.2 the other party is executed between Supplier and Client with reference subject to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunderinsolvency, giving either Party the title is unable to immediately terminate this Agreement: (a) Failure to remit payment pay its debts as or when due; (b) the other Party they fall due or makes any voluntary composition or arrangement with its creditors or becomes subject to any bankruptcy procedurecreditors, goes into liquidation or ceases to carry on its business if any order is made or a resolution is passed for the winding up of the other party (except in for the case purpose of a solvent amalgamation or other reorganisation within reconstruction), or if it ceases or prepares to cease trading, or if it suffers the company group)appointment of a receiver, administrative receiver, administrator or similar officer over the whole or part of any of its assets; or 10.2.3 the continued performance thereof is prevented by reason of a Force Majeure Event as defined (cand in accordance with sub-clause 14.1) and the Parties are not able to rescue this Agreement pursuant to sub-clause 14.2. 10.3 the Company shall be entitled to terminate this Agreement with immediate effect by notice in writing if at any time during the Term or any renewal term: 10.3.1 the Client fails to make any payment due under this Agreement in full in accordance with Clause 6; 10.3.2 the Client commits a breach of this Agreement, and the breach is a minor breach which individually would not cause termination but has continued persistently; or 10.3.3 The Client is subject to a Change of Control Event; and / or 10.3.4 Specific provisions set out in the event of Force Majeure as provided for in Clause 12.4relevant Service Specifications apply. 9.5 It is agreed that in case of early termination 10.4 Termination of this Agreement for any reason, Supplier will be entitled to: - finalise all reason is without prejudice to any rights or obligations that may have accrued to either party as at the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time date of such termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 14.1 This Agreement shall become effective agreement shall, unless otherwise terminated as provided in this Clause 14, commence on the date of its signature by both Parties. 9.2 The terms Effective Date and conditions of this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: (a) termination for the period set out in the Order Confirmation unless otherwise terminated in accordance with the provisions of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when duethese terms; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice 14.2 Without affecting any other right or remedy available to it, Silobreaker may terminate these terms with immediate effect by giving written notice to the Customer if: 14.2.1 Customer fails to pay any amount due under these terms on the due date for payment and remains in default not less than 30 days after being notified in writing to make such payment; 14.2.2 Customer commits a material breach of either Partyany other term of these terms which breach is irremediable or (if such breach is remediable) fails to remedy that breach within a period of 14 days after being notified in writing to do so; 14.2.3 Customer repeatedly breaches any of the terms of these terms in such a manner as to reasonably justify the opinion that its conduct is inconsistent with it having the intention or ability to give effect to the terms of these terms; 14.2.4 a petition is filed, available at law a notice is given, a resolution is passed, or an order is made, for or in equityconnection with the winding up of Customer; 14.2.5 any event occurs, or proceeding is taken, with respect to Customer in any jurisdiction to which it is subject that has an effect equivalent or similar to any of the events mentioned in this clause; 14.2.6 there is a change of control of Customer. 14.3 On termination of these terms for any reason: 14.3.1 all licences granted under these terms shall immediately terminate and Customer shall immediately cease all use of the Subscription Service; 14.3.2 each party shall return and make no further use of any equipment, property, documentation and other items (and all copies of them) belonging to the other party; 14.3.3 Silobreaker may destroy or otherwise dispose of any of the User Content in its possession unless Silobreaker receives, no later than ten days after the effective date of the termination of these terms, a written request for the delivery to Customer of the User Content provided that Customer has, at that time, paid all fees and charges outstanding at and resulting from termination (whether or not due at the date of termination). Customer shall pay all reasonable expenses incurred by Silobreaker in returning or disposing of the User Content; and 14.3.4 any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination, including the right to claim damages in respect of any breach of the breach concerned (if any) agreement which existed at or any other breachbefore the date of termination shall not be affected or prejudiced.

Term and Termination. 9.1 This Master Services Agreement shall become effective commence on the date Effective Date and shall continue until the expiration of the Subscription Term of all Subscriptions (or until all Services have been provided, if later) unless otherwise terminated as provided in this section 12. section 12. At the end of the Subscription Term, Client’s access and use of the Services shall automatically terminate. 12.3.1 is in material breach of any of its signature by both Parties. 9.2 The terms and conditions obligations under the Agreement and, in the case of this Agreement shall continue a breach which is capable of remedy, fails to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: remedy such breach within thirty (a30) termination days following notice of this Agreement pursuant to this Section 9the breach; or 12.3.2 files, or has filed against it, a petition of bankruptcy or insolvency, and the petition is not vacated within sixty (b60) discharge of this Agreement by mutual consent of both the Partiesdays being filed; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party or shall have a period receiver or administrative receiver appointed over it or any of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement its assets; or shall be deemed automatically terminated, without prejudice to any other rights pass a resolution for winding-up or remedies to the non-defaulting Party available at law or in equity. 9.4 Any dissolution of the following will constitute business affairs of an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) entity; or if the other Party makes shall become subject to an administration order or shall enter into any voluntary arrangement with its creditors or becomes shall cease or threaten to cease to carry on business; or is subject to any bankruptcy procedure, goes into liquidation analogous event or ceases to carry on its business proceeding in any applicable jurisdiction. 12.4.1 Client’s rights of use granted under this Master Services Agreement (except or under the applicable Order Form in the case of amalgamation or other reorganisation within the company group); ortermination of an individual Order Form only) shall (ci) immediately terminate and Client shall immediately cease the use of the Services; 12.4.2 Client shall (i) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reasonMaster Services Agreement, Supplier will be entitled to: - finalise promptly pay all Fees due or to become due through the running productions, - invoice for the finished Products in stock and/or already deliveredeffective date of termination; and - recover (ii) in the case of termination of an individual Order Form where the Agreement and remaining valid Subscriptions will continue in full force and effect, promptly pay all Fees due or to become due under such terminated Order Form; and 12.4.3 the incurred cost for purchasing raw materials and/or Packaging Components by Parties shall comply with the time of terminationobligations set out in section 13.4. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 This Agreement These Terms are effective from the Service Start Date and shall become effective on the date of its signature remain in force until terminated by both Parties. 9.2 either Party. The terms and conditions of this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: mutual termination notice period for termination without cause period is two (a2) termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement months unless otherwise agreed in writing by mutual consent of both the Parties; or (c) replacement of this . Either Party shall have the right to terminate the Agreement by a new frame agreement which is executed between Supplier and Client with reference for cause without liability to the same subject. 9.3 As used in this Agreementother Party, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting other Party, if; 1. the other Party which notice shall specify goes into liquidation; 2. enters into composition proceedings with its creditors; 3. becomes insolvent or is unable to pay its major debts or the Event majority of Defaultits debts or fails or admits in writing its inability to pay its major debts or the majority of its debts as they become due; 4. After receipt makes a general assignment for the benefit of creditors or if a petition under bankruptcy or under any insolvency law is filed by or against the other Party and such notice, petition filed by a third party is not dismissed within sixty (60) days (or such longer period agreed upon between the defaulting Parties) after it has been filed or a secured part takes possession of all or substantially all of its assets and such process is not dismissed or restrained within thirty (30) days. Either Party shall have a period of 15 (fifteen) days the right to remedy terminate the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, forthwith without prejudice to any other rights or remedies liability to the non-defaulting Party available at law or in equity. 9.4 Any of other Party, by written notice to the following will constitute an act of default hereunderother Party, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) if the other Party makes any voluntary arrangement with commits a material breach of its creditors or becomes subject to any bankruptcy procedureobligations hereunder. However, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case such a material breach is capable of early termination of this Agreement for any reasonbeing cured, Supplier will neither Party shall be entitled to: - finalise all to terminate the running productions, - invoice for Agreement unless and until the finished Products in stock and/or already delivered; and - recover all other Party has failed to cure the incurred cost for purchasing raw materials and/or Packaging Components by material breach within thirty (30) days after the time of termination. 9.6 Any waiver by either failing Party of has been served with a notice requiring it to cure such a breach of any provision and stating the sending Party's intention to terminate the Agreement if compliance with the notice to cure is not met. The expiration or termination of this Agreement shall not be considered as a waiver of affect or prejudice any subsequent breach provisions of the same Agreement which are expressly or any other provision. 9.7 The rights by implication provided to terminate continue in effect after such expiration or termination. Upon termination of this Agreement given by this clause shall not prejudice any other right or remedy of either PartyAgreement, available at law or in equity, in respect the Customers access to the Services will cease and Elastisys will erase all of the breach concerned (if any) or any other breachCustomer's Data. The Customer is responsible for downloading and/or copying all the Customer's data before the effective date of the termination.

Term and Termination. 9.1 15.1 This Agreement shall become effective commence on the date Effective Date and shall continue in effect for so long as there is a valid Work Order in place between e|net and Customer, subject always to termination in accordance with the provisions of its signature this Agreement. Where there is no valid Work Order in place e|net may, by both Partiesnotice in writing to the Customer, terminate this Agreement. 9.2 The 15.2 Each Work Order shall commence on the applicable Services Commencement Date and shall terminate on expiry of the specified Service Term, subject to early termination in accordance with the terms and conditions of this Agreement or the relevant Work Order. If an order, for which a signed Customer Order/Works Order has been received from the Customer, is subsequently cancelled by the Customer, prior to commencement of Service Term, then the Customer will be liable for the costs of any goods materials and services ordered and provided by e|net in relation to the provision of the service for which e|net has paid or is legally obliged to pay and the Customer will also be liable for service fees (as specified in the Customer Order/Works Order) for a period of one year. 15.3 On termination of this Agreement, all Work Orders shall continue automatically terminate. Termination of a Work Order shall not prejudice the continuing validity of this Agreement or any other Work Order. 15.4 Either Party may terminate this Agreement and/or any Work Order forthwith by notice in writing to be applicable the other Party where that other Party: 15.4.1 has committed a material Default and where such Default is capable of remedy has failed to all forthcoming sale-purchase agreements between Supplier remedy such Default within thirty (30) days of receiving notice specifying the Default and Client untilrequiring its remedy; 15.4.2 is unable to pay its debts as they fall due within the meaning of Section 214 of the Companies ▇▇▇ ▇▇▇▇ or if any action, application or proceeding is made with regard to it for: (a) termination a voluntary arrangement or composition or reconstruction of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when dueits debts; (b) the other Party makes any voluntary arrangement with presentation of an administrative petition; (c) its creditors winding-up or becomes subject to any bankruptcy proceduredissolution; (d) the appointment of a liquidator, goes into liquidation trustee, receiver, or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group)similar officer; or (ce) any similar action, application or proceeding in the event of Force Majeure as provided for in Clause 12.4any jurisdiction to which it is subject. 9.5 It is agreed that in case of early 15.5 On expiry or termination of this Agreement for any reasonthe Concession Agreement, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by e|net may at its option either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice and any other right Work Orders, or remedy of either Party, available at law assign or novate them in equity, in respect of the breach concerned (if any) or any other breachaccordance with Clause 20.2.

Term and Termination. 9.1 This Agreement shall become effective on the date of its signature by both Parties. 9.2 The terms and conditions of this Agreement shall continue 11.1 Subject always to be applicable either party’s right to all forthcoming sale-purchase agreements between Supplier and Client until: (a) termination of this Agreement terminate pursuant to this Section 911: (a) this Agreement shall commence on the Effective Date and shall continue for the Initial Subscription Term; or and (b) discharge of after the Initial Subscription Term, this Agreement by mutual consent shall automatically renew for successive periods of both the Parties; or twelve (c12) replacement of this Agreement by months (each a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement“Renewal Term”), an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should unless either Party cause an Event of Default, then the non-defaulting Party may give party gives written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 other to terminate this Agreement not less than sixty (fifteen60) days to remedy before the Event end of Default. In the lack of such timely remedyInitial Subscription Term or any Renewal Term (as the case may be), then in which case this Agreement shall be deemed automatically terminated, without terminate at the end of the Initial Subscription Term or Renewal Term (as applicable) 11.2 Without prejudice to any other rights or remedies which the parties may have, either party may terminate this Agreement without liability to the non-defaulting Party available at law or in equity. 9.4 Any of other immediately on giving written notice to the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: other if: (a) Failure (i) the other party is in material breach of this Agreement where the breach is incapable of remedy; or (ii) the other party is in material breach of this Agreement where the breach is capable of remedy and the breaching party fails to remit payment when due; remedy that breach within thirty (30) days after receiving written notice of such breach; (b) the other Party makes any voluntary party enters into an arrangement with for an assignment for the benefit of its creditors or becomes subject to any bankruptcy procedurecreditors, goes into liquidation administration, receivership or administrative receivership, is declared bankrupt or insolvent or is dissolved or otherwise ceases to carry on its business (except in the case of amalgamation business; or other reorganisation within the company group); or (c) any event analogous to those described in sub-section (b) above happens to the event of Force Majeure as provided for other party in Clause 12.4any jurisdiction in which it is incorporated or resident or in which it carries on business or has assets. 9.5 It is agreed that in case of early 11.3 On termination of this Agreement for any reason, Supplier will be entitled to: - finalise (a) all the running productions, - invoice for the finished Products in stock and/or already delivered; licenses and - recover all the incurred cost for purchasing raw materials and/or Packaging Components other rights granted by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of Qubit under this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights immediately terminate; (b) Customer shall immediately pay to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equityQubit all outstanding unpaid invoices and interest and, in respect of Products rendered but for which no invoice has been submitted, Qubit will submit an invoice, which will be payable by Customer immediately on receipt; (c) each party shall (and Customer shall procure that any applicable Authorized User shall), return or destroy as promptly directed by the breach concerned other party and make no further use of any equipment, property, Confidential Information, the Products (if anyincluding the Script) and other items (and all copies of them) belonging to the other party; (d) Qubit will have no further obligation to store and/or make available Customer Data and may delete the same at any time from and including the date thirty (30) days after the termination or expiry of this Agreement, without further notice to Customer; and (e) the accrued rights of the parties as at termination, and Sections 1, 3.2, 3.4, 3.5, 5.2 and 6 through 12, will survive any other breachexpiration or termination of this Agreement.

Term and Termination. 9.1 This Agreement shall become effective on the date of its signature by both Parties. 9.2 7.1 The terms and conditions initial term of this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until:is set out in the Appendix A (the “Initial Service Period”). (a) termination 7.2 Following the expiry of the Initial Service Period, this Agreement pursuant shall renew automatically for additional consecutive terms of twelve months each (each, a “Subsequent Service Period”) unless either party notifies the other party in writing at least ninety (90) calendar days prior to expiry of the Initial Service Period or current Subsequent Service Period, as applicable, that it does not wish to renew upon expiry of the Initial Service Period or current Subsequent Service Period, as applicable, in which case this Section 9; orAgreement (and all Subscriptions under this Agreement) shall terminate upon the expiry of such period. For the avoidance of doubt, in the event that Client terminates this Agreement in accordance with this Clause 7.2, upon the expiry of the Initial Service Period or any Subsequent Service Period, Client shall not be liable for any Cancellation Fee in relation to the Subscriptions that terminate at the same time. (b) discharge 7.3 In the event of any material breach of any term or provision of this Agreement by mutual consent of both either party, the Parties; or (c) replacement of non-breaching party may terminate this Agreement by a new frame agreement which is executed between Supplier and Client with reference written notice if the breaching party fails to cure the same subject. 9.3 As used in this Agreement, an Event breach within 30 days of Default means when a Party is in serious receiving written notice of such breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then from the non-defaulting Party breaching party; provided, however, that if such breach is incapable of being rectified, the non-breaching party may give terminate the Agreement by giving 30 days written notice to the defaulting Party which notice shall specify breaching party. 7.4 Client may, at any time, terminate this Agreement for the Event of DefaultClient’s convenience and without liability, except for any applicable Cancellation Fee, by providing 90 days written notice. After Upon receipt of written notice from Client of such termination for Client’s convenience, PA shall cease operations as directed by Client and, except for work directed to be performed prior to the effective date of termination stated in the notice, the defaulting Party terminate all existing subcontracts and purchase orders, and enter into no further subcontracts or purchase orders. PA shall have a period of 15 (fifteen) days be entitled to remedy the Event of Default. In the lack receive payment for work executed, and costs incurred by reason of such timely remedytermination, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights in accordance with the applicable SOW or remedies to as otherwise agreed in writing by the non-defaulting Party available at law or in equityparties. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors 7.5 Upon expiry or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for Agreement, Client must (within 30 days of expiry or termination) deliver to PA any reasonConfidential Information of PA in Client’s possession or, Supplier if requested by PA destroy or erase all copies of the same. Any Confidential Information of Client in PA’s possession will be entitled to: - finalise returned to Client or, if requested by Client, PA will destroy or erase all copies of the running productionssame. 7.6 Either party may terminate this Agreement immediately upon written notice to the other party if the other party becomes insolvent or is the subject of a proceeding in bankruptcy, - invoice is placed in receivership, or enters into an arrangement for the finished Products in stock and/or already delivered; and - recover benefit of its creditors. 7.7 Client shall be responsible for payment of all Services rendered prior to the incurred cost for purchasing raw materials and/or Packaging Components by the time effective date of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights to 7.8 PA may terminate this Agreement given by this clause immediately with written notice if any invoice is unpaid for a period greater than 30 days following its due date. This Clause 7.8 shall not prejudice apply in the event that any unpaid amount is subject to an ongoing dispute in good faith between the parties.‌ 7.9 PA reserves the right to suspend the provision of Services if the Client engages any other right party for similar Services provided by PA in terms of this Agreement. 7.10 Upon expiry or remedy termination of either Partya Subscription for a Cloud Platform, available at law Client may request PA deliver to Client an extraction of any Client Data within 30 working days of expiry or termination. Any Professional Services associated with extraction, preparation or delivery of Client Data will be charged on a time and materials basis unless otherwise agreed in equity, writing or set out in respect of the breach concerned (if any) or any other breachapplicable SOW.

Term and Termination. 9.1 11.1 This Agreement shall become effective commence on the date hereof and shall continue for a minimum period of its signature by both Parties24 months. 9.2 11.2 The terms and conditions Term of this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until:automatically extended with one (1) year unless terminated in accordance with Section 11.3 below 11.3 The Agreement cannot be terminated for the first 21 months following the date of signing of the Agreement. Thereafter any party may terminate the Agreement by giving the other party three (a3) termination of months written notice. 11.4 Any Party may terminate this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of at any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give time immediately upon written notice to the defaulting other Party, if the other Party commits a material breach of this Agreement which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 it fails to remedy within thirty (fifteen30) days of receiving notice requiring it to remedy do so or commits a breach of Section 10. 11.5 Each Party is entitled to terminate the Event of Default. In Agreement immediately in the lack of such timely remedyevent that the other Party is declared bankrupt, then enters into composition proceedings or liquidation or can otherwise be determined to have become insolvent. 11.6 Upon termination for any reason: a) all rights granted to the Company under this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when duecease; (b) the Company shall cease all activities authorised under this Agreement; c) the Company and Unibet shall immediately pay to each other any sums due under this Agreement; 11.7 Receiving Party makes any voluntary arrangement with shall destroy or return (at Parties' option) all copies of material provided under the Agreement, including Parties' Confidential Information, then in its creditors possession, custody or becomes subject to any bankruptcy procedurecontrol and, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within destruction, certify to counterparty that it has done so. Notwithstanding the company group); or foregoing, with particular respect to players (c& related data) in belonging to the event Company, the Parties will co-operate to a reasonable degree to ensure the orderly transfer of Force Majeure as provided for in Clause 12.4such data out of the Unibet system and into a database designated by the Company at that time. After such successful transfer, The obligations under the clause 5.8 and 5.9 shall prevail to the abovementioned. 9.5 It is agreed that 11.8 To such extent the Company terminates the Agreement in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all advance and the running productions, - invoice reason for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall termination is not be considered as a waiver of any subsequent due to Unibet's material breach of the same or any other provision. 9.7 The rights Agreement, the Company shall be liable to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect make payment of the breach concerned (if any) or any other breachmonthly minimum fee defined in clause 3.3 during the reminder of the term defined in clause 11.1 in the Agreement.

Term and Termination. 9.1 14.1 This Agreement shall become effective agreement shall, unless otherwise terminated as provided in this clause 14, commence on the date of its signature by both Parties. 9.2 The terms Effective Date and conditions of this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client untilfor the Subscription Term, unless: (a) termination either Party notifies the other Party of termination, in writing, at least 60 days before the end of the Initial Subscription Term or any Renewal Subscription Term, in which case this Agreement pursuant to this Section 9agreement shall terminate upon the expiry of the applicable Initial Subscription Term or Renewal Subscription Term; or (b) discharge otherwise terminated in accordance with the provisions of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subjectagreement. 9.3 As used in 14.2 Without affecting any other right or remedy available to it, the Supplier may terminate this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for agreement with immediate effect by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give giving written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this AgreementCustomer if: (a) Failure the Customer fails to remit pay any amount due under this agreement on the due date for payment when dueand remains in default not less than 30 days after being notified in writing to make such payment; (b) the Customer commits a material breach of any other Party makes any voluntary arrangement with its creditors term of this agreement which is irremediable or (if such breach is remediable) fails to remedy that breach within a period of 28 days after being notified in writing to do so; (c) the Customer becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business Insolvent; (except in d) there is a change of Control of the case of amalgamation or other reorganisation within the company group)Customer; or (ce) in if the event of Force Majeure as provided for in Clause 12.4Customer breaches any warranty under this agreement. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights 14.3 Without prejudice to terminate this Agreement given by this clause shall not prejudice any other right or remedy available to it, the Customer may terminate this agreement with immediate effect on giving 60 days’ written notice to the Supplier, and paying the Balance Fee. For the sake of either clarity, the provisions of 14.4 will also apply. 14.4 On termination of this agreement for any reason: (a) all licences granted under this agreement shall immediately terminate and the Customer shall immediately cease all use of the Services and/or the Documentation; (b) each Party shall return and make no further use of any equipment, property, Documentation and other items (and all copies of them) belonging to the other Party; (c) the Supplier will destroy or otherwise dispose of any of the Customer Data in its possession unless the Supplier receives, available no later than ten days after the effective date of the termination of this agreement, a written request for the delivery to the Customer of the then most recent back-up of the Customer Data. The Supplier shall use reasonable commercial endeavours to deliver the back-up to the Customer within 30 days of its receipt of such a written request, provided that the Customer has, at law that time, paid all fees and charges outstanding at and resulting from termination (whether or not due at the date of termination). The Customer shall pay all reasonable expenses incurred by the Supplier in equityreturning or disposing of Customer Data; and (d) any rights, remedies, obligations or liabilities of the Parties that have accrued up to the date of termination, including the right to claim damages in respect of any breach of the breach concerned (if any) agreement which existed at or any other breachbefore the date of termination shall not be affected or prejudiced.

Term and Termination. 9.1 (i) This Agreement shall become effective on the date first written above and shall continue in effect for an initial three year period. The Agreement may be terminated in its entirety or as to Section I. or Section II. only prior to the expiration of the initial term only if a party commits a material breach of any term or condition hereof and any such breach is not cured or rectified within ninety (90) calendar days after the party claiming the breach shall have given written notice of such to the other party ("Curable Breach") except that neither party shall have a right to cure a material breach resulting from willful misconduct, reckless disregard or intentional misconduct ("Non-curable Breach"). In the event that a Curable Breach is not cured within such ninety (90) day period, the party claiming a material breach shall have thirty (30) days to notify the party committing the breach of its signature by both Partiesintention to terminate this Agreement in accordance with subparagraph (ii) of Section III.9.(h). 9.2 (ii) The terms Customer or the Bank may give notification of termination to the other party following a Non-Curable Breach or following a Curable Breach which has not been cured or after the initial three year period by giving ninety (90) days written notice to the other, provided that such notice to the Bank shall specify the names of the persons to whom the Bank shall deliver the Assets in the Accounts; and conditions further provided that, if Bank is the terminating party (other than on account of a material breach hereof by Customer) Customer may extend the termination period by up to an additional sixty (60) days by sending prompt written notice ("Extension Notice") to Bank of its intent to do so (including the number of additional days). If notice of termination is given by the Bank, the Customer shall, within ninety (90) days (or such other amount of days as is contemplated by the Extension Notice) following receipt of the notice, deliver to the Bank Instructions specifying the names of the persons to whom the Bank shall deliver the Assets. In either case the Bank will deliver the Assets to the persons so specified, after deducting any amounts which the Bank determines in good faith to be owed to it under Sub-section 7 of Section III. of this Agreement Agreement. If within ninety (90) days following receipt of a notice of termination by the Bank, the Bank does not receive Instructions from the Customer specifying the names of the persons to whom the Bank shall deliver the Assets, the Bank, at its election, may deliver the Assets to a bank or trust company doing business in any State within the United States to be held and disposed of pursuant to the provisions of this Agreement, or to Authorized Persons, or may continue to be applicable hold the Assets until Instructions are provided to all forthcoming sale-purchase agreements between Supplier and Client until:the Bank; provided, however, that the Bank shall have no obligation to settle -------- ------- any transactions in securities for the Accounts following the expiration of the ninety (90) day period referred to in this sentence except those transactions which remained open prior to the expiration of such ninety (90) day period. (aiii) Termination as to One or More Series. This Agreement may be ------------------------------------ terminated as to one or more Series (but less than all of the Series) by delivery of an amended Schedule B1 deleting such Series, in which case termination as to such deleted Series shall take effect sixty (60) days after the date of such delivery. The execution and delivery of an amended Schedule B1 which deletes one or more Series shall constitute a termination of this Agreement pursuant only with respect to such deleted Series, shall be governed by the preceding provisions of this Sub-section 9(h) of Section 9; or (b) discharge III. of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference as to the same subject. 9.3 As used in this Agreementidentification of a successor custodian and the delivery of Assets of the Series so deleted to such successor custodian, an Event and shall not affect the obligations of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice Bank and the Customer hereunder with respect to the defaulting Party which notice shall specify the Event of Default. After receipt of such noticeother Series set forth in Schedule B1, the defaulting Party shall have a period of 15 (fifteen) days as amended from time to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equitytime. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 This 13.1 The Agreement shall become effective commence on the Effective Date and shall remain in force until all Minimum Periods of Service set out in all Orders have expired or been terminated in accordance with the provisions of this Agreement. After the expiry of all Minimum Periods of Service all Services provided hereunder and this Agreement shall thereafter automatically continue, unless and until either party terminates the Agreement by serving a thirty (30) day notice in writing. 13.2 Either party may immediately by notice terminate this Agreement or any Order if one of the following events occurs: 13.2.1 the other party commits a material breach of the Agreement or an Order and has failed to cure such breach within thirty (30) days after the terminating party has given a notice of default to the party in breach; or 13.2.2 the party is deemed bankrupt or enters into liquidation, whether compulsory or voluntary, other than for the purposes of amalgamation or reconstruction, is the subject of a winding up petition or has a receiver or manager appointed over all or any of its assets; or 13.2.3 a Force Majeure Event continues for more than thirty (30) days. 13.3 Upon termination of the Agreement or an Order: 13.3.1 the rights of the parties accrued up to the date of its signature such expiry or termination shall remain unaffected; 13.3.2 the Customer shall co-operate fully with eir to recover the eir Equipment; 13.3.3 if eir terminates the Agreement for a material breach by both Parties.the Customer, or if the Customer terminates the Agreement prior to the expiry of the Minimum Period of Service the Customer shall be liable to pay to eir the balance of the Charges; 9.2 The terms and conditions 13.3.4 eir may exercise a lien over any of this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: (a) the Customer Equipment or Goods located on an eir Site at the date of such termination of this Agreement for any amount due pursuant to this Section 9the terms of the Agreement or otherwise from the Customer to eir; orand the Customer shall immediately upon such termination become liable to pay to eir the amount of any loss or damage suffered by eir as a result of the termination; and (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference 13.3.5 eir shall have an automatic right to the same subject. 9.3 As used in this Agreement, an Event of Default means when Charges for a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then Service up to and including the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time date of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 This Agreement shall become effective on the date of its signature by both Parties. 9.2 12.1 The terms and conditions Term of this Agreement shall continue begin on the Effective Date and end at midnight on the day prior to the three (3) year anniversary of the Effective Date. 12.2 This Agreement may be applicable immediately terminated by either of the parties for cause by giving written notice to all forthcoming sale-purchase agreements between Supplier and Client untilthe other upon the occurrence of any of the following events: (a) The other party breaches any material provision of this Agreement and fails to substantially cure such breach within thirty (30) days following the receipt from the non-breaching party of a written notice of such breach; which notice reasonably specifies the extent and nature of such breach. (b) The other party (i) commences a voluntary case or other proceeding seeking liquidation, reorganization or other relief with respect to its debts under any bankruptcy, insolvency, or other similar law now or hereafter in effect; (ii) makes a general assignment for the benefit of creditors, (iii) becomes insolvent, (iv) ceases doing business, and/or (v) takes any corporate action to authorize any of the foregoing. 12.3 AMO shall have the right to terminate this Agreement in its entirety at any time upon providing twelve (12) months written notice to Allergan. AMO may also discontinue the manufacture of any individual Product upon providing twelve (12) months written notice to Allergan. AMO shall send firm purchase orders to Allergan six (6) months prior to expiration or termination of this Agreement for all Product(s) AMO desires Allergan to deliver during the six (6) month period prior to termination. Allergan agrees to review these orders by the last calendar day of the month and advise AMO that it will be able, or unable, to achieve the requested volumes with either (i) confirmation of the purchase order(s) or (ii) notice of specific feasibility issues. Allergan shall use commercially reasonable efforts to maintain capacity in order to achieve the requested volumes. 12.4 Upon expiration or termination of this Agreement, the rights and obligations of the parties pursuant to this Agreement shall cease, except as follows: (i) Obligations of confidentiality and use of information under Section 9; or (b) discharge 16 of this Agreement by mutual consent of both the Partiesshall survive such expiration or termination; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (bii) the other Party makes any voluntary arrangement with its creditors indemnity obligations under Section 17 shall survive such expiration or becomes subject to any bankruptcy procedure, goes into liquidation termination; and (iii) expiration or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier reason by a party shall not relieve the parties of any obligation accruing prior to such expiration or termination. 12.5 It is AMO's sole responsibility to transfer the technology required to manufacture Product(s) from Allergan to other manufacturers upon the expiration or termination of this Agreement. Allergan's assistance in such transfer will be entitled to: - finalise provided at either the Waco Facility, Westport Facility or Sao Paulo Facility, as applicable, under the same conditions, both in terms of duration and substantive assistance, as the analytical technology transfer assistance described in Section 6.3. 12.6 Upon expiration of this Agreement, or in the event this Agreement is terminated for any reason including force majeure, AMO shall purchase all the running productions, - invoice for the finished Products in stock and/or already delivered; Raw Materials and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by Product(s) existing at the time of terminationexpiration or termination at Cost, provided that such Raw Materials and Product(s) were produced or purchased pursuant to Section 3 or Section 8 in response to actual purchase orders and forecasts submitted by AMO. Payment is due within thirty (30) days of invoice receipt from Allergan. 9.6 Any waiver 12.7 Upon expiration or termination of the Agreement, AMO has the option to purchase from Allergan, at Allergan's depreciated book value, production assets used by either Party Allergan solely to manufacture Product(s), for AMO. Allergan will provide a list of a breach these production assets to AMO twelve (12) months prior to the expiration of any provision the Agreement. AMO must submit purchase orders for these assets at least six (6) months prior to the termination of the Agreement. AMO will be responsible for removal, crate and freight on this equipment. 12.8 Upon expiration or termination of this Agreement Agreement, AMO shall not be considered as a waiver of any subsequent breach assume sole responsibility for all reference standards and ongoing stability testing of the same Product(s). All stability and retained samples will be shipped by Allergan EXW to the physical storage location of AMO's choice at AMO's request, but no later than six (6) months from the expiration or any other provision. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect termination of the breach concerned (if any) or any other breachAgreement. Allergan will cooperate with AMO in the stability testing technology transfer to a new site, to the extent provided in Section 6.3.

Term and Termination. 9.1 16.1 This Agreement shall become effective enters into force on the effective date for a definite period of its signature by both Parties. 9.2 The terms and conditions of 12 (twelve) months after which this Agreement shall continue automatically renew with subsequent 12 (twelve) month periods until terminated in accordance with this article 16. 16.2 Each Party may terminate this Agreement for convenience taking into account 3 (three) months written notice prior to be applicable to all forthcoming sale-purchase agreements between Supplier the end of the then current term. 16.3 A Party may terminate this Agreement if the other Party materially breaches this Agreement, and Client until: such breach: (a) termination is incapable of this Agreement pursuant to this Section 9remedying; or or (b) discharge being capable of this Agreement by mutual consent of both the Parties; or remedying, remains uncured 30 (cthirty) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then days after the non-defaulting breaching Party may give provides the breaching Party with written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period breach containing sufficient detail of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equitysaid breach. 9.4 Any of the following will constitute 16.4 Article 13.3 contains an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) additional termination option applicable in the event of Force Majeure as provided for in Clause 12.4a force majeure situation. 9.5 It is agreed that in case of early termination of 16.5 Each Party may terminate this Agreement for with immediate effect by written notice if the other Party is declared bankrupt or otherwise subject of any reasonproceedings relating to its liquidation, Supplier winding- up, or insolvency. 16.6 In the case that VirtualMetric terminates this Agreement based on the non-performance or default on the Customer’s side, all fees that have been invoiced or would have become payable had this Agreement remained in effect will become immediately due and payable, and the Customer shall pay such fees, together with previously accrued but not yet paid fees, on receipt of VirtualMetric’s invoice therefore. 16.7 If Customer properly terminates this Agreement, the Customer will be entitled to: - finalise all relieved of any obligation to pay any applicable fees attributable to the running productions, - invoice for period after the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time effective date of such termination. 9.6 Any waiver 16.8 Termination of this Agreement, regardless of the reason for termination, requires the Customer to deinstall and refrain from any further use of the Software. Upon request of VirtualMetric, the Customer shall provide VirtualMetric with a written statement, signed by either Party an executive of a breach of the Customer, confirming that the Customer has complied with the obligation to deinstall the Software and that the Customer shall refrain from any future use. 16.9 Each provision of this Agreement shall not be considered as a waiver that, by its nature, should survive termination or expiration of this Agreement, will survive any subsequent breach termination or expiration of the same or any other provisionthis Agreement. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 17.1 This Agreement shall become effective commence on the date of its signature by both PartiesEffective Date and shall remain in effect until terminated. 9.2 The terms and conditions of this 17.2 This Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client untilwill terminate: (a) termination upon thirty (30) days (ten (10) days in the case of this Agreement pursuant to this Section 9; or (bnonpayment) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used prior written notice if IGS shall be in this Agreement, an Event of Default means when a Party is in serious breach or default of any material obligations provided for by obligation under this Agreement. Should either Party cause an Event of Default; provided however, then IGS may avoid such termination if, before the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt end of such noticenotice period, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of it cures such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when duebreach; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or immediately if IGS ceases to carry on do business, or otherwise terminates its business operations; (except in the case of amalgamation c) immediately if IGS seeks protection under any bankruptcy, receivership, trust deed, creditors arrangement, composition or other reorganisation comparable proceeding, or if any such proceeding is instituted against IGS (and not dismissed within the company groupsixty (60) days); or (cd) immediately if IGS is unable to grant RSS the AGP Technology license specified in the event of Force Majeure as provided for in Clause 12.4Section 3.1(a). 9.5 It is agreed that in case 17.3 Neither party shall incur any liability whatsoever for any damage, loss or expenses of early any kind suffered or incurred by the other (or for any compensation to the other) arising from or incident to any termination of this Agreement for by such party which complies with the terms of the Agreement whether or not such party is aware of any reasonsuch damage, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of terminationloss or expenses. 9.6 Any waiver by either Party of a breach of any provision 17.4 Upon termination of this Agreement by either party: (i) all rights and licenses granted hereunder shall not be considered as a waiver of any subsequent breach immediately terminate, except that licenses to end user customers for the use of the same RSS Software, Documentation, IGS Chip and IGS Software pursuant to this Agreement shall continue in accordance with the applicable end user agreements therefor; (ii) IGS will immediately return to RSS all PixelSquirt Technology and all materials relating to PixelSquirt Technology or any other provisionportion(s) thereof and all RSS Confidential Information in IGS' possession, custody or control in whatever form held (including all copies or embodiments thereof), except that IGS may maintain one (1) copy of the RSS Software solely to the extent necessary to support its installed base of customers for the CyberPro3000 Products and Unencrypted Verilog Based Products; and (iii) except to the extent expressly provided to the contrary in this Agreement, all rights to payment (including, without limitation, milestone payments and royalties) and the following provisions shall survive the termination of this Agreement: Sections 4, 7, 9.1, 9.3, 10.5, 12.1(a), (c) & (d), 12.2(a) and 13 through 20, inclusive. 9.7 The rights to terminate 17.5 Termination is not the sole remedy under this Agreement given by this clause shall and, whether or not prejudice any termination is effected, all other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breachremedies will remain available.

Term and Termination. 9.1 This Agreement shall become effective on 10.1 Unless terminated earlier in accordance with the date provisions of its signature by both Parties. 9.2 The terms and conditions of this Clause 10 or Clause 14, this Agreement shall continue in force until there are no remaining royalty obligations under this Agreement with respect to any Product in any country of the world (ie, until expiry of the last Valid Claim, or for so long as the System Know-How and/or CDACF Version 8 Know-How is identified and remains secret and substantial, whichever is later). 10.2 Licensee may terminate this Agreement in its entirety, by giving at least [*] days’ notice in writing to Lonza. Licensee may also terminate this Agreement from time to time on a Product-by-Product basis, and terminate any licence grant on a sublicense-by-sublicense, Sublicensee-by-Sublicensee, Affiliate-by-Affiliate basis, or Strategic-Partner-by-Strategic-Partner basis, etc., in each case by giving at least [*] days’ notice in writing to Lonza, and, in each such case, the Agreement will be applicable terminated only with respect to, as applicable, the terminated Product, sublicense, Sublicensee, Affiliate or Strategic Partner, etc., and the Agreement shall otherwise remain in full force and effect. 10.3 Either Lonza or Licensee may terminate this Agreement forthwith by notice in writing to all forthcoming sale-purchase agreements between Supplier and Client untilthe other upon the occurrence of any of the following events: (a) termination 10.3.1 if the other commits a material breach of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of a breach capable of remedy shall not have been remedied within [*] days of the receipt by the other of a notice identifying the breach and requiring its remedy. Failure to pay a bona fide disputed amount shall not constitute a material breach of this Agreement. 10.3.2 if the other enters into compulsory or voluntary liquidation (other than for the purpose of effecting a reconstruction or amalgamation or other reorganisation within in such manner that the company groupresulting from such reconstruction or amalgamation if a different legal entity shall agree to be bound by and assume the obligations of the relevant Party under this Agreement); or (c) in the event of Force Majeure as provided , or ceases for in Clause 12.4any reason to carry on business. 9.5 It is agreed that in case of early termination of 10.3.3 Notwithstanding the foregoing, if such uncured material breach by Licensee involves only a specific Product, Sublicensee, Affiliate or Strategic Partner, then Lonza may terminate this Agreement for only with respect to Licensee’s rights relating, respectively, to such Product, Sublicensee, Affiliate or Strategic Partner, and the Agreement shall otherwise remain in full force and effect. 10.4 If at any reasontime during this Agreement Licensee, Supplier will with the actual knowledge of its Chief Executive Officer or any member of its Board of Directors or senior management, directly, opposes or assists any Third Party to oppose the grant of letters patent or any patent application within any of the Patent Rights (Lonza) or disputes or knowingly, directly, assists any Third Party to dispute the validity of any patent within any of the Patent Rights (Lonza) or any of the claims thereof, Lonza shall be entitled to: - finalise at any time thereafter to terminate all or any of the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components licences granted hereunder forthwith by the time of terminationnotice to Licensee. 9.6 Any waiver by either Party of a breach of any provision of 10.5 If this Agreement expires in accordance with Clause 10.1, all licenses granted to Licensee under this Agreement shall not be considered survive and shall convert as a waiver of any subsequent breach of the same expiration date to fully paid-up, royalty-free licenses. If this Agreement is terminated by Licensee in accordance with Clause 10.3.1, all licenses granted to Licensee under this Agreement shall survive, subject to the continued payment of royalties under the terms of this Agreement. If this Agreement is terminated in its entirety by Lonza for any reason listed in Clause 10.3, any and all licences granted hereunder shall terminate with effect from the date of termination (subject to the last proviso in this paragraph), and, unless Clause 10.7 applies, then Licensee shall destroy all Vectors, Cell Lines and Product and all Confidential Information which is provided by Lonza (including all Know-How, all System Know-How and all CDACF Version 8 System Know-How) forthwith and shall certify such destruction immediately thereafter in writing to Lonza; provided however that the Licensee and Sublicensees shall have the right to complete any production batches of Product in process at the date of such termination and sell or any otherwise dispose of all Product then on hand or in process and the licenses granted under this Agreement shall survive for that purpose, subject to the payment of royalties and the other provisionterms of this Agreement. 9.7 The rights 10.6 Upon termination or expiration of this Agreement, Licensee (unless Clause 10.7 applies) and Lonza shall destroy all Confidential Information of the other Party or the other Party’s Representatives, including all copies and extracts thereof and all tangible items comprising, bearing or containing any such Confidential Information and provide a written certification of such destruction; provided, however, that if Licensee has any surviving license rights, Licensee may retain Lonza’s Confidential Information to terminate the extent required for exercising such surviving license rights, and each Party may retain one (1) copy of such Confidential Information in its secure archival files for archival purposes and for ensuring compliance with Clause 8. 10.7 If this Agreement given by this clause shall expires or is terminated and either (a) a Product has been or is being transferred to a separate Lonza license agreement, or (b) Lonza otherwise agrees that it will not prejudice any other right or remedy of either Partyrequire destruction, available at law or in equitythen, in the case of (a) Licensee shall either, with Lonza’s consent, transfer to the party that is the named licensee under the related separate Lonza license agreement, or destroy, the related Vectors, Cell Lines and Product and Confidential Information provided by Lonza (including Know-How and System Know-How, including CDACF Version 8 System Know-How), and, in the case of (b) Licensee may request specific retention rights and if both Parties agree on retention terms they will enter into a short letter agreement setting forth their mutual agreement with respect of the breach concerned (if any) or any other breachthereto.

Term and Termination. 9.1 This Agreement shall become effective on the date of its signature by both Parties. 9.2 The terms and conditions of 11.1 Subject always to either party’s right to terminate pursuant to this clause 11: (a) this Agreement shall commence on the Effective Date and shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier for the Initial Subscription Term; and Client until: (a) termination of this Agreement pursuant to this Section 9; or (b) discharge of after the Initial Subscription Term, this Agreement by mutual consent shall automatically renew for successive periods of both the Parties; or twelve (c12) replacement of this Agreement by months (each a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement“Renewal Term”), an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should unless either Party cause an Event of Default, then the non-defaulting Party may give party gives written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 other to terminate this Agreement not less than sixty (fifteen60) days to remedy before the Event end of Default. In the lack of such timely remedyInitial Subscription Term or any Renewal Term (as the case may be), then in which case this Agreement shall be deemed automatically terminated, without terminate at the end of the Initial Subscription Term or Renewal Term (as applicable). 11.2 Without prejudice to any other rights or remedies which the parties may have, either party may terminate this Agreement without liability to the non-defaulting Party available at law or in equity. 9.4 Any of other immediately on giving written notice to the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: other if: (a) Failure (i) the other party is in material breach of this Agreement where the breach is incapable of remedy; or (ii) the other party is in material breach of this Agreement where the breach is capable of remedy and the breaching party fails to remit payment when due; remedy that breach within thirty (30) days after receiving written notice of such breach; (b) the other Party makes any voluntary party enters into an arrangement with for an assignment for the benefit of its creditors or becomes subject to any bankruptcy procedurecreditors, goes into liquidation administration, receivership or administrative receivership, is declared bankrupt or insolvent or is dissolved or otherwise ceases to carry on its business (except in the case of amalgamation business; or other reorganisation within the company group); or (c) any event analogous to those described in clause 11.2(b) above happens to the event of Force Majeure as provided for other party in Clause 12.4any jurisdiction in which it is incorporated or resident or in which it carries on business or has assets. 9.5 It is agreed that in case of early 11.3 On termination of this Agreement for any reason, Supplier will be entitled to: - finalise (a) all the running productions, - invoice for the finished Products in stock and/or already delivered; licences and - recover all the incurred cost for purchasing raw materials and/or Packaging Components other rights granted by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of Qubit under this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights immediately terminate; (b) Customer shall immediately pay to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equityQubit all outstanding unpaid invoices and interest and, in respect of Products rendered but for which no invoice has been submitted, Qubit will submit an invoice, which will be payable by Customer immediately on receipt; (c) each party shall (and Customer shall procure that any applicable Authorised User shall), return or destroy as promptly directed by the breach concerned other party and make no further use of any equipment, property, Confidential Information, the Products (if anyincluding the Script) and other items (and all copies of them) belonging to the other party; (d) Qubit will have no further obligation to store and/or make available Customer Data and may delete the same at any time from and including the date thirty (30) days after the termination or expiry of this Agreement, without further notice to Customer; and (e) the accrued rights of the parties as at termination, and clauses 1, 3.2, 3.4, 3.5, 5.2 and 6 through 12, will survive any other breachexpiration or termination of this Agreement.

Term and Termination. 9.1 20.1. This Agreement shall become effective commence on the date Commencement Date and each of its signature the Services set out in the Order Form shall commence on the Services Commencement Date for Professional Services or the Go-Live Date for annually recurring Services and shall remain in full force for the Initial Term unless otherwise agreed by both Parties. 9.2 The terms and conditions the Parties in writing or earlier terminated in accordance with the term of this Agreement. Thereafter, this Agreement and each Order Form shall continue to be applicable automatically renew for a Renewal Term, unless a Party gives written notice to all forthcoming sale-purchase agreements between Supplier and Client untilthe other Party, not later than ninety (90) days before the end of the Initial Term or the relevant Renewal Term, to terminate this Agreement. 20.2. Without prejudice to any rights that the Parties have accrued under this Agreement or any of their respective remedies, obligations or liabilities, a Party may terminate this Agreement with immediate effect by giving written notice to the other Party if: (a) termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier Client breaches its obligations in Clauses 7.7 and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due7.10; (b) the other Party makes commits a material breach of any voluntary arrangement with its creditors material term of this Agreement and (if such breach is remediable) fails to remedy that breach within a period of thirty (30) days after being notified to do so; (c) the other Party breaches any of the terms of Clause 13, Clause 19 or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group)Clause 24; or (cd) in the event other Party suspends, or threatens to suspend, payment of Force Majeure its debts, or is unable to pay its debts as provided for in Clause 12.4they fall due or admits inability to pay its debts, or is deemed unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986. 9.5 It is agreed that 20.3. The Supplier may terminate the Subscription Services immediately on giving written notice to the Client if the Client (i) repeatedly fails to timely report use of the Subscription Services to the Supplier in case accordance with Clause 9.3(d)3.11(d) or (ii) repeatedly or obviously reports (or instructs the Supplier to report) incorrect use of early the Subscription Services to the Supplier. 20.4. Termination of this Agreement, for any reason, shall not affect the accrued rights, remedies, obligations or liabilities of the Parties existing at termination. 20.5. On termination of this Agreement for any reason, : (a) the Supplier will be entitled to: - finalise shall immediately cease provision of the Services; (b) the Client shall pay any and all invoices and sums due and payable up to and including the running productions, - invoice for date of termination including (1) all remaining amounts owing up to the finished Products in stock and/or already deliveredend of the Term (as applicable); (2) any Licence Fees as set out under Clause 16.1; and - recover all (3) any termination fees that the incurred cost for purchasing raw materials and/or Packaging Components Supplier incurs from any of its Third Party Suppliers as a consequence of such early termination. The Supplier shall use reasonable endeavours to mitigate any loss but the Client acknowledges and agrees that any Third Party Supplier fees may not be mitigated by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement Supplier and the Client shall not be considered hold the Supplier responsible if its incurs full termination fees; (c) all licences granted under the Agreement will terminate immediately except for fully- paid, fixed term and perpetual licences; for metered Products billed periodically based on usage, the Client must immediately pay for unpaid usage as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.termination date; and

Term and Termination. 9.1 This 7.1 The term of the Agreement shall become effective on be three (3) years from the Effective Date. Thereafter, the Agreement shall be renewed for successive one (1) year terms, unless terminated upon three (3) months prior notice by either Party before the anniversary of the Agreement. 7.2 If either Party is in breach of its obligations under this Agreement then the Party not in breach is entitled to serve notice in writing to the Party in breach setting out details of the breach, what actions are required to correct the breach and allowing the Party in breach thirty (30) days from the date of its signature by both Partiesnotification in writing to correct the breach. 9.2 The terms and conditions of 7.3 Either Party shall have the right to terminate this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: (a) termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreementand/or an accepted Project Proposal, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give effective immediately upon written notice to the defaulting other Party, should the other Party which continue to be in material breach of this Agreement, provided, that a notice shall specify of material breach pursuant to Section 7.2 has been served on the Event of Default. After receipt of such notice, Party in material breach and the defaulting Party shall have a period of 15 in material breach has failed to correct the material breach within the thirty (fifteen30) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equityday cure period. 9.4 Any of the following will constitute an act of default hereunder, giving either 7.4 Either Party the title to immediately may terminate this Agreement: (a) Failure , effective immediately upon written notice to remit payment when due; (b) the other Party makes Party, if the other Party: (i) files a voluntary petition in bankruptcy or has an involuntary bankruptcy petition filed against it, which is not dismissed within thirty (30) days after its institution, (ii) is adjudged as bankrupt, (iii) becomes insolvent, (iv) has a receiver, trustee, conservator or liquidator appointed for all or a substantial part of its assets, (v) ceases to do business, (vi) commences any voluntary arrangement with its creditors or becomes subject to any bankruptcy proceduredissolution, goes into liquidation or ceases winding up, or (vii) makes an assignment of its assets for the benefit of its creditors. 7.5 An accepted Project Proposal or any other written assignment related to carry a Project Proposal may be terminated by Client at any time during the term of this Agreement on its business sixty (except in 60) days prior written notice to the case of amalgamation or other reorganisation within the company group); orService Provider. (c) 7.6 Except in the event of Force Majeure as provided a termination by Client according to Section 7.3, if this Agreement, any particular accepted Project Proposal or any particular other written assignment related to a Project Proposal is terminated before any such Project Proposal or any such other written assignment related to a Project Proposal is completed, Client shall pay Service Provider for all Services performed in Clause 12.4accordance with any such affected Project Proposal or any such other written assignment related to a Project Proposal hereunder, and reimburse the Service Provider for all costs and expenses incurred in performing those Services. 9.5 It is agreed that in case of early 7.7 The termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver relieve either Party of any subsequent breach its obligation to the other with respect to (a) maintaining the confidentiality of information, (b) liability and, (c) compensation for Services performed through the same or any other provisiondate of termination. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 14.1 This Agreement shall become effective agreement shall, unless otherwise terminated as provided in this clause 14, commence on the date of its signature by both Parties. 9.2 The terms Effective Date and conditions of this Agreement shall continue to for the Initial Subscription Term and, thereafter, this agreement shall be applicable to all forthcoming sale-purchase agreements between Supplier and Client untilautomatically renewed for successive periods defined by the Renewal Period, unless: (a) termination of this Agreement pursuant to this Section 9either party cancels the Subscription; or (b) discharge otherwise terminated in accordance with the provisions of this Agreement agreement; and the Initial Subscription Term together with any subsequent Renewal Periods shall constitute the 14.2 Without affecting any other right or remedy available to it, either party may terminate this agreement with immediate effect by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give giving written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreementparty if: (a) Failure the other party fails to remit pay any amount due under this agreement on the due date for payment when dueand remains in default not less than 5 days after being notified in writing to make such payment; (b) the other Party makes party commits a material breach of any voluntary arrangement with its creditors other term of this agreement which breach is irremediable or becomes subject (if such breach is remediable) fails to any bankruptcy procedure, goes into liquidation or ceases remedy that breach within a period of 30 days after being notified in writing to carry on its business (except in the case of amalgamation or other reorganisation within the company group); ordo so; (c) the other party repeatedly breaches any of the terms of this agreement in such a manner as to reasonably justify the event opinion that its conduct is inconsistent with it having the intention or ability to give effect to the terms of Force Majeure as provided for in Clause 12.4this agreement. 9.5 It 14.3 Scienap or the Customer may terminate this agreement at any time for any reason. Scienap must provide at least 30 days notice if the Customer is agreed that not in case of early default. The Customer does not need to provide any notice and will be refunded if applicable in accordance with clause 14.4. This refund is unconditional. 14.4 On termination of this Agreement agreement for any reason: (a) all licences granted by Scienap under this agreement shall immediately terminate and the Customer shall immediately cease all use of the Services and/or the Documentation; (b) each party shall return and make no further use of any equipment, Supplier will be entitled to: - finalise property, Documentation and other items (and all copies of them) belonging to the running productionsother party; (c) Scienap may destroy or otherwise dispose of any of the Customer Data in its possession in accordance with clause (b), - invoice unless Scienap receives, no later than ten days after the date of termination of this agreement, a written request for the finished Products in stock and/or already delivered; delivery to the Customer of the then most recent back-up of the Customer Data held by Scienap. Scienap shall use reasonable commercial endeavours to deliver the back-up to the Customer within 30 days of its receipt of such a written request, provided that the Customer has, at that time, paid all fees and - recover all charges outstanding at and resulting from termination (whether or not due at the incurred cost for purchasing raw materials and/or Packaging Components by the time date of termination.). The Customer shall pay all reasonable expenses incurred by Scienap in returning or disposing of Customer Data if termination is due to the Customer; 9.6 Any waiver by either Party (d) any rights, remedies, obligations or liabilities of a the parties that have accrued up to the date of termination, including the right to claim damages in respect of any breach of any provision the agreement which existed at or before the date of this Agreement termination shall not be considered as a waiver of affected or prejudiced; (e) the Customer shall immediately pay to Scienap all sums outstanding under this agreement; and (f) Scienap will refund any subsequent breach of unused Subscription Fees to the same Customer. An administration fee may be charged by Scienap for termination. This fee will not exceed £30+VAT or any other provision30 days Subscription Fees, whichever is the lower. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 17.1 This Agreement shall become effective on as of the date of its signature Effective Date, and shall remain in effect initially until the Expiration Date, or otherwise terminated by both Parties. 9.2 The terms and conditions the Parties in accordance with the provisions of this Agreement shall continue to (“Term”). 17.2 This Agreement may be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: (a) termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement terminated by a new frame agreement which is executed between Supplier and Client Party, with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights such Party may have, upon the occurrence of either one or remedies to the non-defaulting Party available at law or in equity. 9.4 Any more of the following will constitute an act of default hereunder, giving events stated below: a) by either Party in the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) event that the other Party makes voluntarily files a petition in bankruptcy or has such a petition involuntarily filed against it (which petition is not discharged within thirty (30) days after filing), or is placed in an insolvency proceeding, or if an order is issued appointing a receiver or trustee or equivalent official or a levy or attachment is made against a substantial portion of its assets which order shall not be vacated, or set aside within thirty (30) days from date of issuance, or if any voluntary arrangement with assignment for the benefit of its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); oris made; (cb) by either Party in the event that the other has failed in the performance of Force Majeure any material contractual obligation herein contained or has otherwise breached this Agreement, provided that such default or breach is not remedied to the Party’s reasonable satisfaction within thirty (30) days after written notice to the other Party specifying the nature of such default and requiring remedy of the same; c) by Customer in the event [***] fails to perform the obligations as provided for set out in Clause 12.4Section 2.4; or Master Supply Agreement – [***] 12 d) by [***] in the event that Customer fails to pay the Deposit or Incremental Deposit to [***] as required under Section 2.3. 9.5 It is agreed that in case of early termination 17.3 Termination of this Agreement for any reasonreason shall not affect any obligation which from the context thereof is intended to survive the termination of this Agreement, Supplier will be entitled to: - finalise all the running productionsincluding without limitation, - invoice for the finished Products in stock and/or already delivered; Sections 1, 9, 10, 11, 12, 14, 15, 17, 18, 19, and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision 20 of this Agreement which shall not continue to be considered as a waiver of any subsequent breach of binding upon the same or any other provisionParties to the extent stated therein (where applicable). 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 This Agreement shall become effective on the date of its signature by both Parties. 9.2 The terms and conditions of 7.1 Unless sooner terminated in a manner herein provided, this Agreement shall continue for a period of three (3) years from the Effective Date (hereinafter the “Term”). [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. The Parties may extend this Agreement by written mutual agreement at least sixty (60) days prior to the expiration of the Term. 7.2 This Agreement, the Quality Agreement and any corresponding Work Order or Change Order then in effect may be applicable terminated by (i) either Party upon written notice for cause in the event of a failure by the other Party to all forthcoming sale-purchase agreements between Supplier and substantially perform any material obligation that through no fault of the Party initiating the termination, remains uncured thirty (30) days after receipt of such prior written notice; (ii) Client until:upon thirty (30) days written notice to AAI; or (iii) either Party upon written notice in the event that the other Party ceases to function as a going concern or to conduct its operations in the normal course of business, or a receiver for such other Party is appointed, or a petition under any law for the relief of bankruptcy is filed by or against such other Party, or such other Party makes an assignment for the benefit of creditors. (a) 7.3 In the event of a termination of this Agreement pursuant to this Section 9; or (b) discharge Article 7.2, with the exception of this Agreement material breach by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such noticeAAI, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement Client shall be deemed automatically terminatedobligated to pay to AAI the cost of all Services completed, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except as set forth in the case of amalgamation or other reorganisation within the company group); or (crelevant Work Order(s) and/or Change Order(s) currently in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by effect at the time of termination, in accordance with the terms and conditions as set forth in this Agreement. Client shall be obligated to pay for all unused supplies and materials that were ordered by AAI in order to perform the Services. AAI shall use commercially reasonable efforts to minimize the costs associated with the cessation of such Work Order or Change Order. 9.6 Any waiver 7.4 Client may terminate any Work Order or Change Order without terminating this Agreement by either Party providing AAI written notice. In the event of a breach termination of a Work Order or Change Order, AAI shall receive full payment for all Services actually performed through the effective date of termination, including any appropriate delay or cancellation fees as may be set forth in the Work Order. In accordance with the Client’s written instructions, AAI shall use commercially reasonable efforts to transfer the results of such Work Order or Change Order to the Client or its agent. The Client shall pay all reasonable costs incurred by AAI that are necessary or reasonably required in connection with the orderly cessation of such Work Order or Change Order. In no event shall the total amount calculated pursuant to this Article 7.4 exceed the total amount of payments set forth in the budget for such Work Order and/or Change Order. Within thirty (30) days after the termination date of any provision of this Agreement Work Order and/or Change Order, AAI shall not be considered as a waiver of refund to Client any subsequent breach amounts paid by Client to AAI in excess of the same calculated amount described herein. 7.5 Upon expiration or termination of the Agreement or any other provisionWork Order or Change Order, AAI will comply with the provisions of Article 5.3 herein regarding the disposition of Confidential Information. [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 ‌ 15.1 This Agreement shall become effective shall, unless otherwise terminated as provided in this clause 15, commence on the date Effective Date and shall continue for the a period of 12 months (the "Initial Subscription Term") unless terminated earlier in accordance with its signature by both Parties. 9.2 The terms and conditions terms. Upon expiry of the Initial Subscription Term, this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until:automatically renewed for successive terms of 12 months (each a "Renewal Period"), unless:‌ (a) termination either party notifies the other party of termination, in writing, at least 30 days before the end of the Initial Subscription Term or any Renewal Period, in which case this Agreement pursuant to this Section 9shall terminate upon the expiry of the applicable Initial Subscription Term or Renewal Period; or (b) discharge otherwise terminated in accordance with the provisions of this Agreement; and the Initial Subscription Term together with any subsequent Renewal Periods shall constitute the "Subscription Term". 15.2 Without affecting any other right or remedy available to it, the Supplier may terminate this Agreement with immediate effect by giving written notice to the other party if: (a) the Customer fails to pay any amount due under this Agreement on the due date for payment and remains in default not less than 30 days after being notified in writing to make such payment; (b) the Customer commits a material breach of any other term of this Agreement by mutual consent which breach is irremediable or (if such breach is remediable) fails to remedy that breach within a period of both the Parties30 days after being notified in writing to do so; or (c) replacement the Customer repeatedly breaches any of the terms of this Agreement by in such a new frame agreement which manner as to reasonably justify the opinion that its conduct is executed between Supplier and Client inconsistent with reference it having the intention or ability to give effect to the same subjectterms of this Agreement. 9.3 As used in 15.3 Without affecting any other right or remedy available to it, either party may terminate this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for Agreement with immediate effect by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give giving written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreementparty if: (a) Failure the other party suspends, or threatens to remit suspend, payment when dueof its debts or is unable to pay its debts as they fall due or admits inability to pay its debts or is deemed unable to pay its debts within the meaning of section 123 of the Insolvency ▇▇▇ ▇▇▇▇, as if the words "it is proved to the satisfaction of the court" did not appear in sections 123(1)(e) or 123(2) of the Insolvency ▇▇▇ ▇▇▇▇;‌ (b) the other Party party commences negotiations with all or any class of its creditors with a view to rescheduling any of its debts, or makes a proposal for or enters into any voluntary compromise or arrangement with its creditors other than for the sole purpose of a scheme for a solvent amalgamation of that other party with one or more other companies or the solvent reconstruction of that other party; (c) a petition is filed, a notice is given, a resolution is passed, or an order is made, for or in connection with the winding up of that other party other than for the sole purpose of a scheme for a solvent amalgamation of that other party with one or more other companies or the solvent reconstruction of that other party; (d) an application is made to court, or an order is made, for the appointment of an administrator, or if a notice of intention to appoint an administrator is given or if an administrator is appointed, over the other party; (e) the holder of a qualifying floating charge over the assets of that other party has become entitled to appoint or has appointed an administrative receiver; (f) a person becomes entitled to appoint a receiver over the assets of the other party or a receiver is appointed over the assets of the other party;‌ (g) a creditor or encumbrancer of the other party attaches or takes possession of, or a distress, execution, sequestration or other such process is levied or enforced on or sued against, the whole or any part of the other party's assets and such attachment or process is not discharged within 14 days; (h) any event occurs, or proceeding is taken, with respect to the other party in any jurisdiction to which it is subject that has an effect equivalent or similar to any bankruptcy procedure, goes into liquidation or ceases of the events mentioned in clause 15.3(a) to carry on its business clause 15.3(f) (except in the case of amalgamation or other reorganisation within the company groupinclusive); or (ci) in the event other party suspends or ceases, or threatens to suspend or cease, carrying on all or a substantial part of Force Majeure as provided for in Clause 12.4its business. 9.5 It is agreed that in case of early 15.4 On termination of this Agreement for any reason, Supplier will be entitled to: - finalise : (a) all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of licences granted under this Agreement shall not be considered as a waiver immediately terminate and the Customer shall immediately cease all use of the Services; (b) each party shall return and make no further use of any subsequent equipment, property and other items (and all copies of them) belonging to the other party; (c) the Supplier may destroy, delete or otherwise dispose of any of the Customer Data in its possession, unless the Supplier receives, no later than ten (10) days after the effective date of the termination of this Agreement, a written request for the delivery to the Customer of the then most recent back-up of the Customer Data. The Supplier shall use reasonable commercial endeavours to deliver the back-up to the Customer within 30 days of its receipt of such a written request, provided that the Customer has, at that time, paid all fees and charges outstanding at and resulting from termination (whether or not due at the date of termination). The Customer shall pay all reasonable expenses incurred by the Supplier in returning or disposing of Customer Data; and (d) any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination, including the right to claim damages in respect of any breach of the same Agreement which existed at or any other provision. 9.7 The rights to terminate this Agreement given by this clause before the date of termination shall not prejudice any other right be affected or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breachprejudiced.

Term and Termination. 9.1 This Agreement shall become effective on the date of its signature by both Parties. 9.2 3.1 The terms and conditions term of this Agreement shall continue commence on July 1, 2001 (the "Effective Date") and shall remain in effect for two (2) years thereafter, unless terminated earlier as provided herein. Subject to Intraware's and CorpSoft's mutual written agreement, this Agreement may be applicable renewed for additional one (1) year terms provided the iPlanet is also in effect for the same renewal period. In the event CorpSoft does not enter into an iPlanet Agreement with Sun by July 30, 2001, this Agreement shall terminate on that date and neither party shall have any liability to all forthcoming sale-purchase agreements between Supplier the other as a result of any such termination, provided however the termination date may be extended by mutual written agreement. In addition, Intraware may terminate this Agreement if CorpSoft and Client until:Sun do not enter into the agreement as described in Section 8.2 below within five (5) business days of the effective date of the iPlanet Agreement, and neither party shall have any liability to the other party as a result of any such termination. 3.2 On a monthly basis, CorpSoft and Intraware agree to review the sales activity and sales revenues for the previous month and compare such results against the sales goals in the following rows of Exhibit C (awhich may be amended from time to time by mutual written agreement): Revenue (New Licenses), Gross Profit (New Licenses), Revenue (Renewals), Gross Profit (Renewals), Total 3rd Party Product GP. Approximately six (6) termination months after the Effective Date, Intraware and CorpSoft will review this Agreement for the purpose of determining whether or not sales goals and expectations are being achieved. 3.3 Either party may terminate this Agreement if the other party: (i) commits a material breach of this Agreement pursuant to this Section 9; or and does not cure the breach within thirty (b30) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then days after receiving the non-defaulting Party may give breaching party's written notice of the breach or (ii) becomes insolvent, makes a general assignment for the benefit of creditors, suffers or permits the appointment of a receiver for its business or assets, or avails itself of or becomes subject to any proceeding under any federal or state statute relating to insolvency or the defaulting Party which notice shall specify the Event protection of Default. After receipt rights of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. creditors. 3.4 In the lack of such timely remedyevent the iPlanet Agreement expires or terminates, then this Agreement shall be deemed automatically terminatedterminate concurrent with the expiration or termination date of the iPlanet Agreement. In the event the iPlanet Agreement expires or terminates within two (2) years of the Effective Date and (i) within such two (2) year period CorpSoft enters into a new agreement with Sun for the resale of iPlanet on a direct basis, without prejudice and (ii) within thirty (30) days after receiving written notice from CorpSoft of such new agreement between CorpSoft and Sun, Intraware terminates any agreement then in effect between it and Sun for the resale of iPlanet, then Intraware shall receive **** (as described in Section 9.2 below) resulting from such new agreement between CorpSoft and Sun for a period equal to any other rights or remedies to two (2) years minus the non-defaulting Party available at law or in equityduration of the original iPlanet Agreement. 9.4 Any 3.5 Intraware and CorpSoft acknowledge that as a result of this Agreement both parties will obtain information and knowledge regarding iPlanet customers and prospective customers and that some customers may be customers of both Intraware and Corpsoft. Intraware and CorpSoft agree that upon the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors expiration or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement either party may pursue sales opportunities with iPlanet customers and prospective customers without obligation to the other party. 3.6 As of the effective date of the expiration or termination of this Agreement, Intraware shall cease marketing and selling iPlanet, on behalf of CorpSoft, and neither party shall have any further obligation to the other party except as otherwise specified herein. Within thirty (30) days of the expiration or termination of this Agreement, each party shall return all tangible information, data, and materials, including without limitation Confidential Information, belonging to the other party and delete all electronic information or data belonging to the other party. Sections 5.1.6, 9.4 and 9.6 (for any reasonthree years from the Effective Date), Supplier will be entitled to: - finalise all 10, 11.1, 12.2, 13, 14, 15, 16 and 17 shall survive the running productionsexpiration or termination of this Agreement. Furthermore, - invoice to the extent applicable, Sections 3.4, 6.2, and 9.2 shall survive for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach balance of the same or any other provisiontwo (2) year period of time referenced in Section 3.4. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 This Agreement shall become effective on the date of its signature by both Parties.commence on 9.2 The terms and conditions Initial Term of 3 years shall commence on the Agreement date stated at clause 9.1. 9.3 The Term of this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: (a) termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement repeat continually for additional 3 year periods unless or until terminated by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a one Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give providing at least 3 calendar months prior written notice to the defaulting other to expire at the end of the Initial Term or on any subsequent 3 year anniversary term thereafter. 9.4 Either Party has the right to terminate the Agreement immediately if the other: 9.4.1 has committed a material breach of this Agreement, unless such breach is capable of remedy, in which notice shall specify case the Event of Default. After receipt of such notice, right to terminate immediately will be exercisable if the defaulting other Party shall have a period of 15 (fifteen) days has failed to remedy the Event breach within 30 days after a written notice to do so; or 9.4.2 goes into bankruptcy or liquidation either voluntary or compulsory (save for the purposes of Default. In bona fide corporate reconstruction or amalgamation) or if a receiver is appointed in respect of the lack whole or any part of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equityits assets. 9.4 Any of 9.5 Further in the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement:event of (ai) Failure to remit payment when due; Termination (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company groupthat may conclude suspension); or (cii) Any breach of a Customer Payment Obligation for whatever reason the Customer will on receipt of demand, pay to Reduce My Bills Ltd the Breach Fee. The Breach Fee shall entirely at Reduce My Bills Ltd discretion with be a payment either (i) Representing the Subscription Payment or such balance of the Subscription Payment yet to be paid to Reduce My Bills Ltd (ii) A fixed amount of £750. VAT is due to be paid on a Breach Fee. 9.5.1 The Customer agrees that the Breach Fee is due to be paid within seven days of receiving demand for the same and that it enjoys no right of set off, defence, counter claim or other reason to withhold or delay payment. The Customer agrees that the Breach Fee, represents the reimbursement of loss suffered by Reduce My Bills Ltd resulting from the Customer non-payment Breach. It does not represent an unfair gain or windfall on the part of Reduce My Bills Ltd that is in the event nature of Force Majeure as provided or is capable of falling within the definition of a penalty. The Subscription Payment for in Clause 12.4. 9.5 It is agreed that in case of early termination the purposes of this Agreement for any reason, Supplier will be entitled to: - finalise all clause is calculated on the running productions, - invoice for basis of the finished Products subscription charge and period as set out in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of terminationContract at Schedule 2. 9.6 Any waiver and all rights and obligations of the Parties which either expressly or by either Party of a breach of any provision their nature continue beyond the termination, cancellation or expiration of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provisionsurvive termination under this Clause 9. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 22.1 This Agreement shall become effective endure for the Term (subject to earlier termination under and in accordance with this clause 22), which The Client may renew for 12 months by serving on Station10 thirty (30) calendar days’ notice to renew, PROVIDED THAT if any then executed SoW is set to expire after the date end of its signature by both Parties. 9.2 The terms and conditions of this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: (a) termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of DefaultTerm, then the non-defaulting Term will be deemed to extend up to and including the end of the Service Period set out in that SoW (or where there is no Service Period set out, then until completion of the Services under that SoW) for the purpose of preserving the validity of that SoW only. 22.2 Either Party may give terminate the Services if the other Party fails to perform any other obligation required of it under this Agreement and such failure is not cured within thirty (30) calendar days from the date written notice specifying the failure was delivered. Failure to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have pay fees due under any executed SoW is considered a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equitymaterial breach. 9.4 Any 22.3 Either Party may terminate the Services with immediate effect on written notice if: 22.3.1 the other Party ceases or threatens to cease to carry on its business 22.3.2 a receiver; administrator or similar officer is appointed over all or any part of the following will constitute an act assets or undertaking of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when dueother Party; (b) 22.3.3 the other Party makes any voluntary arrangement with for the benefit of its creditors or becomes subject to any bankruptcy procedure, creditors; or 22.3.4 the other Party goes into liquidation or ceases to carry on its business (except in save for the case purposes of a genuine amalgamation or other reorganisation within reconstruction). 22.4 Upon termination of the company group)Services, Station10 will be paid all money due to it up to and including the date of termination after taking into account amounts previously paid together with: 22.4.1 the total value of the Services and/or Deliverables completed up to and including the date of termination; orand (c) in 22.4.2 any cancellation charges payable to Station10’s Sub Contractors, and 27.4.3 the cost of materials and goods ordered for the Services and/or Deliverables for which Station10 has paid or is legally bound to pay. 22.5 In the event of Force Majeure as provided for in any breach of Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reason27, Supplier will the non-breaching Party shall be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect with immediate effect. 22.6 Termination of the breach concerned (if any) or Services will not affect any other breachrights of the Parties accrued to them up to the date of termination.

Term and Termination. 9.1 11.1 This Agreement shall become effective shall, unless otherwise terminated as provided in this clause 11, commence on the date Effective Date and shall continue for the Initial Subscription Term and, thereafter, being automatically renewed for successive periods (each a “Renewal Period”) matching the Initial Subscription Term, unless: 11.1.1 either party notifies the other party of its signature by both Parties. 9.2 The terms and conditions termination, in writing before the end of the Initial Subscription Term or any Renewal Period, in which case this Agreement shall continue to be terminate upon the expiry of the applicable to all forthcoming sale-purchase agreements between Supplier and Client until: (a) termination of this Agreement pursuant to this Section 9Initial Subscription Term or Renewal Period; or (b) discharge 11.1.2 otherwise terminated in accordance with the provisions of this Agreement by mutual consent of both Agreement; and the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client Initial Subscription Term together with reference to any subsequent Renewal Periods shall constitute the same subject“Subscription Term”. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without 11.2 Without prejudice to any other rights or remedies to which the non-defaulting Party available at law or parties may be entitled, either party may terminate this Agreement without liability to the other if the other party commits a material breach of any of the terms of this Agreement and (if such a breach is remediable) fails to remedy that breach within 30 days of that party being notified in equitywriting of the breach. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early 11.3 On termination of this Agreement for any reason: 11.3.1 all licences granted under this Agreement shall immediately terminate; 11.3.2 subject to clause 11.3.3, Supplier will be entitled to: - finalise each party shall return and make no further use of any equipment, property and other items (and all copies thereof) belonging to the running productionsother party; 11.3.3 you are required to ensure that you download all Portfolio Materials uploaded to the Service within 5 Business Days of the effective date of termination of this Agreement, - invoice for otherwise the finished Products Company may destroy or otherwise dispose of any of the Portfolio Materials in stock and/or already deliveredits possession; and - recover all and 11.3.4 the incurred cost for purchasing raw materials and/or Packaging Components by accrued rights of the time of parties as at termination. 9.6 Any waiver by either Party of a breach , or the continuation after termination of any provision of this Agreement expressly stated to survive or implicitly surviving termination, shall not be considered as a waiver of any subsequent breach of the same affected or any other provisionprejudiced. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 16.1 This Agreement shall become effective commence on the date Commencement Date and shall remain in full force for the Term unless otherwise agreed by the Parties or earlier terminated in accordance with the term of its signature by both Parties. 9.2 The terms and conditions of this Agreement. Thereafter, this Agreement shall continue to be applicable automatically renew for a Subsequent Term, unless a Party gives written notice to all forthcoming sale-purchase agreements between Supplier and Client untilthe other Party, ninety (90) days before the end of the Term or before the relevant Subsequent Term, to terminate this Agreement at the end of the Term or the relevant Subsequent Term, as the case may be. 16.2 Without prejudice to any rights that the Parties have accrued under this Agreement or any of their respective remedies, obligations or liabilities, a Party may terminate this Agreement with immediate effect by giving written notice to the other Party if: (a) termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier Customer breaches its obligations in Clauses 5.7 and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due5.8; (b) the Supplier commits a material breach of any material term of this Agreement and (if such breach is remediable) fails to remedy that breach within a period of forty five (45) days after being notified to do so; (c) the other Party makes breaches any voluntary arrangement with its creditors of the terms of Clause 10, Clause 15 or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group)Clause 20; or (cd) in the event other Party suspends, or threatens to suspend, payment of Force Majeure its debts, or is unable to pay its debts as provided for in Clause 12.4they fall due or admits inability to pay its debts, or is deemed unable to pay its debts within the meaning of section 123 of the Insolvency ▇▇▇ ▇▇▇▇. 9.5 It is agreed that in case 16.3 Termination of early this Agreement, for any reason, shall not affect the accrued rights, remedies, obligations or liabilities of the Parties existing at termination. 16.4 On termination of this Agreement for any reason: (a) the Supplier shall immediately cease provision of the Services; (b) the Customer shall pay any and all invoices and sums due and payable up to and including the date of termination including (1) all remaining amounts owing up to the end of the Term or the Subsequent Term (as applicable); (2) any licence fees as set out under Clause 12.1; and (3) any termination fees that the Supplier incurs from any of its third parties as a consequence of such termination. The Supplier shall use reasonable endeavours to mitigate any loss but the Customer acknowledges and agrees that any third-party fees may not be mitigated by the Supplier and the Customer shall not hold the Supplier responsible if its incurs full termination fees; and (c) each Party shall use reasonable endeavours to return and make no further use of any equipment, Supplier will property, materials and other items (and all copies of them) belonging to the other Party. 16.5 Save as provided in Clause 16 or elsewhere in this Agreement, or by mutual consent and on agreed terms, or due to a Force Majeure event, neither Party shall be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time to terminate a Statement of terminationWork. 9.6 Any waiver by either Party of a breach 16.6 Termination of any provision Statement of Work shall be without prejudice to any other rights which any party may have under any other Statement of Work. 16.7 Upon termination of this Agreement for any reason the Supplier will provide to the Customer and / or to any new supplier selected by the Customer (the “Successor Service Provider”) such assistance as reasonably requested by the Customer in order to effect the orderly transition of the applicable Services, in whole or in part, to the Customer or to Successor Service Provider (such assistance shall not be considered known as the “Termination Assistance Services”) during any period of notice of termination (the “Termination Assistance Period”). Any services required by the Customer for the transition of Services during the Termination Assistance Period shall be provided by the Supplier at its then current time and materials fee rate for such period of time as shall be mutually agreed. Such Termination Assistance Services may include: (a) developing a waiver plan for the orderly transition of the terminated Services from the Supplier to the Customer or the Successor Service Provider; (b) providing reasonable training to the Customer or the Successor Service Provider in the performance of the Services then being performed by the Supplier; (c) using commercially reasonable efforts to assist the Customer, at the Customer’s sole cost and expense, in acquiring any necessary rights to legally and physically access and use any third-party technologies and documentation then being used by the Supplier in connection with the Services; (d) using commercially reasonable efforts to make available to the Customer, pursuant to mutually agreeable terms and conditions, any third party services then being used by the Supplier in connection with the Services; and (e) such other activities upon which the Parties may agree.] 16.8 The provisions of Clauses 7,8,10,11,12,13,15,17,18 and 20 shall survive termination of any subsequent breach Statement of the same Work or any other provisionthis Agreement. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 This Agreement 10.1 The commencement date and term of any Statement of Work shall become effective be as set out in the relevant Statement of Work. 10.2 Either party may choose not to renew an auto-renewing Statement of Work by serving written notice on the date other not less than 30 days prior to the final day of its signature by both Partiesthe current term, and in such case the Statement of Work shall not renew and shall instead terminate on the final day of the term. 9.2 The terms and conditions 10.3 Supplier may terminate a Statement of this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client untilWork immediately on written notice if the Customer: (a) termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, 10.3.1 commits an Event of Default means when a Party is in serious irremediable material breach of any material obligations provided for by of this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice agreement as it relates to the defaulting Party which notice shall specify the Event Statement of Default. After Work, persistently commits remediable breaches or commits any remediable material breach and fails to remedy it within 30 days of receipt of such notice, notice of the defaulting Party shall have a period breach requiring remedy of 15 the same; 10.3.2 fails to pay any amount due to Supplier as it falls due (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to under that or any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any any Statement of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company groupWork); or (c) 10.3.3 makes an arrangement with or enters into a compromise with its creditors, becomes the subject of a voluntary arrangement, receivership, administration, liquidation or winding up, is unable to pay its debts or otherwise becomes insolvent or suffers or is the subject of any distraint, execution, event of insolvency or event of bankruptcy or any other similar process or event, whether in the United Kingdom or elsewhere. 10.4 Customer may terminate a Statement of Work immediately on written notice if the Supplier: 10.4.1 commits an irremediable material breach of any of this agreement as it relates to the Statement of Work, persistently commits remediable breaches or commits any remediable material breach and fails to remedy it within 30 days of receipt of notice of the breach requiring remedy of the same; 10.4.2 makes an arrangement with or enters into a compromise with its creditors, becomes the subject of a voluntary arrangement, receivership, administration, liquidation or winding up, is unable to pay its debts or otherwise becomes insolvent or suffers or is the subject of any distraint, execution, event of insolvency or event of bankruptcy or any other similar process or event, whether in the United Kingdom or elsewhere. 10.5 Subject to clause 10.6, in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement a Statement of Work for any reason, Supplier will : 10.5.1 any Fees already paid shall be entitled to: - finalise all non-refundable; 10.5.2 any amounts invoiced under the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time terminated Statement of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same Work (or any other provision. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned terminated Deliverables) as at the date of termination shall become immediately due and payable; 10.5.3 Supplier may invoice for any Deliverables provided up until the date of termination and any expenses incurred, and those invoices shall be immediately due and payable; and 10.5.4 the accrued rights of the parties as at termination, or the continuation after termination of any provision expressly stated to survive or implicitly surviving termination, shall not be affected or prejudiced. 10.6 Nothing in clause 10.5 shall require the Customer to pay any Fees, or prevent the Customer from receiving a reimbursement of any Fees, where it is entitled to remission from or refund of those Fees pursuant to clauses 5.1, 5.2 or 8.13. 10.7 Where a Statement of Work grants a licence of Supplier Software, or a relevant part of a Statement of Work, is terminated, the Customer shall immediately cease to use the Supplier Software and shall at Supplier's option either return it (if anyand the Documentation) to Supplier or delete and destroy all copies of the affected Supplier Software and Documentation. 10.8 The termination of a Statement of Work shall not affect the continuation of any terms which are expressly or implicitly intended to survive termination, including clauses 1, 7, 10, 11, 13, 15, 17 and 18, or the continuation of any other breachStatements of Work.

Term and Termination. 9.1 This 20.1. The Subscription Agreement (including these Terms) shall become effective on the date specified in your Order and shall remain in effect for the initial term set forth therein ("Initial Term"). Following the Initial Term, and subject to continued payment of its signature fees by both Parties. 9.2 The Customer as specified in the Order, the Subscription Agreement shall renew automatically on the same terms and conditions for equivalent, successive Renewal Terms, unless either party provides the other a written notice of this Agreement shall continue its intention not to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: (a) termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference renew at least 90 days prior to the same subjectend of the then applicable term (the Initial Term and each Renewal Terms shall collectively be referred to as the "Term"). 9.3 As used in this Agreement20.2. Notwithstanding the foregoing, an Event of Default means when a Party is in serious breach of any material obligations provided for (A) Playermaker may terminate the Subscription Agreement (including these Terms) upon 60 days prior written notice to you; and/or (B) either party may immediately terminate the Subscription Agreement (including these Terms), by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify other party: (i) if the Event of Default. After other party has breached the Subscription Agreement (or any part thereof) and failed to cure such breach within 30 days from receipt of written notice thereof; or (ii) if such noticeparty becomes insolvent or makes any assignment for the benefit of creditors or similar transfer evidencing insolvency, or suffers or permits the defaulting Party shall have a period commencement of 15 (fifteen) any form of insolvency, administration or receivership proceeding or has any petition under bankruptcy, insolvency or administrative law filed against it, which petition is not dismissed within 60 days to remedy the Event of Default. In the lack of such timely remedyfiling, then this Agreement shall be deemed automatically terminatedor has a trustee, without prejudice to any other rights administrator or remedies to the non-defaulting Party available at law receiver appointed for a material portion of its business or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or assets. A party that becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business of the events described in clause (except ii) shall immediately notify the other party in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4writing. 9.5 It is agreed that in case of early 20.3. Upon termination of this the Subscription Agreement, you shall, and shall cause your Permitted Users, to cease all access to and use of the Services. 20.4. Upon termination of the Subscription Agreement for any reason, Supplier you will cease to have access to any Reports or other content and data stored in or offered via the Services, whether provided by you or generated as a result of the Services ("Materials"). Playermaker reserves the right to permanently delete any Materials or other content that may be entitled to: - finalise all contained in your Customer Account or in any of the running productionsUser Accounts of your Permitted Users, - invoice for the finished Products in stock and/or already delivered; at any time following termination, and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of terminationyou agree to waive any legal or equitable rights or remedies you may have against Playermaker with respect to such Materials or other content that have been deleted. 9.6 Any waiver by either Party 20.5. This Section 20.5 and Sections 7 ("Restrictions and Usage Rules"), 11 ("Proprietary Rights"), 13 ("Confidentiality"), 14 ("Privacy"), 16 ("Warranty"), 17 ("Limitation of a breach of any provision of this Agreement Liability"), 18 ("Indemnification"), and 21 ("Assignment") to 24 ("General") shall not be considered as a waiver of any subsequent breach survive termination of the same or any other provisionSubscription Agreement. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 12.1 This Agreement shall become effective commence on the date of its signature by both PartiesEffective Date and will remain in effect through February 28, 2027 (the “Term”). 9.2 The terms and conditions 12.2 Customer may terminate this Agreement upon not less than ninety (90) days prior written notice to Operating Partner for any reason or no reason. 12.3 Either Party may terminate this Agreement upon written notice to the other Party if such other Party breaches any material term or condition of this Agreement and fails to remedy the breach within sixty (60) days (or ten (10) business days in the case of a failure to make payment in accordance with the terms of this Agreement subject to Section 3.3) after being given written notice thereof (a “Material Default). If this Agreement is terminated by either Party for a Material Default by the other Party, then such non-defaulting Party shall continue have all rights at law or in equity with respect to be applicable to all forthcoming sale-purchase agreements between Supplier such Material Default and Client until: (a) termination. Any termination of this Agreement pursuant to this Section 9; or (b) discharge for a Material Default of this Agreement by mutual consent Operating Partner shall be a default under any other credit agreement, loan agreement or other similar agreement between Operating Partner and Customer or any of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subjectits affiliates. 9.3 As used in 12.4 Following the expiration or termination of this Agreement, an Event each Party’s rights and obligations under this Agreement shall terminate and Customer shall be entitled to (i) the prompt possession of Default means when a Party is in serious breach all Customer Mining Equipment or (ii) leave and abandon the Customer Mining Equipment at the Premises. Upon expiration or termination of any material obligations provided for by this Agreement, Customer shall have the right but not the obligation to arrange for the removal of the Customer Mining Equipment from the Premises at Customer’s sole cost and expense; provided, however, that if Customer terminates this Agreement pursuant to Section 12.3 and elects to remove the Customer Mining Equipment then Customer shall be reimbursed by Operating Partner for the reasonable cost of removing and relocating the Customer Mining Equipment from the Premises. Should either Party cause an Event Operating Partner shall make such reimbursement to Customer within thirty (30) days after such removal. If Customer elects to remove the Customer Mining Equipment from the Premises at the expiration or earlier termination of Defaultthis Agreement, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party Customer shall have a period of 15 forty-five (fifteen45) days to remedy after the Event of Default. In the lack date of such timely remedy, then this Agreement expiration or earlier termination to so remove the Customer Mining Equipment. Any Customer Mining Equipment not so removed by Customer within such forty-five (45) day period shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equityabandoned by Customer. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of 12.5 If this Agreement is terminated or expires for any reason, Supplier will be entitled to: - finalise all Operating Partner shall provide Customer with timely supervised access to any Premises in which Operating Partner is hosting the running productionsCustomer Mining Equipment and reasonably assist Customer to remove the Customer Mining Equipment and, - invoice for if Customer elects to remove the finished Products in stock and/or already delivered; Customer Mining Equipment, Customer agrees to remove the Customer Mining Equipment within forty-five (45) days after such termination. The Parties agree that, although Operating Partner may store, use, or install the Customer Mining Equipment at its facility, the Customer Mining Equipment is and - recover all shall remain the incurred cost for purchasing raw materials and/or Packaging Components by the time exclusive property of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement Customer and shall not be considered deemed to become a fixture of the Premises or otherwise so related to the Premises as to give rise to a waiver similar interest to Operating Partner under applicable real estate law. Operating Partner shall not grant or otherwise facilitate any third party to obtain any lien, security interest, or other encumbrance to attach to any of the Customer Mining Equipment, and shall defend and hold Customer harmless from any claim by a third party of any subsequent breach such lien, security interest, or encumbrance. Operating Partner shall take all necessary action to effectuate the provisions of this Section, including the same grant of access to Customer, notwithstanding any adverse condition of Operating Partner, such as bankruptcy or other insolvency proceedings. Operating Partner shall promptly notify Customer if any other provisionsuch written claim or written notice related to the Customer Mining Equipment is received by Operating Partner. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 This Agreement shall become effective on the date of its signature by both Parties. 9.2 7.1. The terms and conditions term of this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier set forth in the quote(s) and/or Attachment A attached hereto and Client until: incorporated herein (a) termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject“Term”). 9.3 As used 7.2. This Agreement is non-cancelable by Customer and will remain in effect for the Term specified in this Agreement. However, Customer may cancel service coverage for an Event of Default means when a Party is in serious breach of any material obligations provided for by individual Covered System under this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give Agreement upon sixty (60) days written notice to Invivo representing that the defaulting Party which notice shall specify Covered System is being permanently removed from the Event of DefaultSite and that the Covered System is not being used in any other Customer site 7.3. After receipt of such notice, the defaulting Party shall have a period of 15 Upon sixty (fifteen60) days written notice to remedy the Event of Default. In the lack of such timely remedyInvivo, then Customer may cancel this Agreement shall be deemed automatically terminated, without prejudice to any other rights specifically describing a material breach or remedies to the non-defaulting Party available at law or in equity. 9.4 Any default of the following will constitute an act Agreement by Invivo, provided that Invivo may avoid such cancellation by curing the condition of breach or default hereunder, giving either Party the title to immediately terminate this Agreement: within such sixty (a60) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights to terminate this Agreement given by day notice period. Termination under this clause shall not prejudice impact fees paid for services rendered up to the time of such material breach, which shall remain payable to Invivo. 7.4. In addition, if the Customer sells or otherwise transfers any other right of the Covered System to a third party and the System remains installed and in use at the same location, and such third party assumes the obligations of the Customer under this Agreement or remedy enters into a new service agreement with Invivo the price will be equal to the price in this Agreement and a term at least equal to the unexpired/unused term of either Partythis Agreement. If such third party does not assume the obligations of the Customer under this Agreement,, available at law or in equitythen the Customer may terminate this Agreement with respect to such Covered System upon no less than thirty (30) days prior written notice to Invivo, in respect which case the Customer shall pay to Invivo (i) all amounts due under this Agreement through the effective date of termination (based on the notice requirement) and (ii) as liquidated damages and not as a penalty, an amount equal to 30% of the breach concerned remaining payments due under this Agreement for such Covered System from the date of termination through the scheduled expiration of the term of this Agreement. 7.5. If this Agreement includes a Pool and terminates for any reason and Customer has expended more funds from its Pool than it has contributed to the Pool, then Customer shall pay Invivo the amount by which its expenditures exceeded its contributions within five (if any5) or any other breachbusiness days of such termination. 7.6. Clinical Education training and credits will expire upon termination of the Agreement.

Term and Termination. 9.1 This Agreement shall become effective on the date of its signature by both Parties. 9.2 The terms and conditions of this Agreement shall continue 11.1 Subject always to be applicable either party’s right to all forthcoming sale-purchase agreements between Supplier and Client until: (a) termination of this Agreement terminate pursuant to this Section 911: (a) this Agreement shall commence on the Effective Date and shall continue for the Initial Subscription Term; or and (b) discharge of after the Initial Subscription Term, this Agreement by mutual consent shall automatically renew for successive periods of both the Parties; or twelve (c12) replacement of this Agreement by months (each a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement“Renewal Term”), an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should unless either Party cause an Event of Default, then the non-defaulting Party may give party gives written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 other to terminate this Agreement not less than sixty (fifteen60) days to remedy before the Event end of Default. In the lack of such timely remedyInitial Subscription Term or any Renewal Term (as the case may be), then in which case this Agreement shall be deemed automatically terminated, without terminate at the end of the Initial Subscription Term or Renewal Term (as applicable) 11.2 Without prejudice to any other rights or remedies which the parties may have, either party may terminate this Agreement without liability to the non-defaulting Party available at law or in equity. 9.4 Any of other immediately on giving written notice to the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: other if: (a) Failure (i) the other party is in material breach of this Agreement where the breach is incapable of remedy; or (ii) the other party is in material breach of this Agreement where the breach is capable of remedy and the breaching party fails to remit payment when due; remedy that breach within thirty (30) days after receiving written notice of such breach; (b) the other Party makes any voluntary party enters into an arrangement with for an assignment for the benefit of its creditors or becomes subject to any bankruptcy procedurecreditors, goes into liquidation administration, receivership or administrative receivership, is declared bankrupt or insolvent or is dissolved or otherwise ceases to carry on its business (except in the case of amalgamation business; or other reorganisation within the company group); or (c) any event analogous to those described in sub-section (b) above happens to the event of Force Majeure as provided for other party in Clause 12.4any jurisdiction in which it is incorporated or resident or in which it carries on business or has assets. 9.5 It is agreed that in case of early 11.3 On termination of this Agreement for any reason, Supplier will be entitled to: - finalise (a) all the running productions, - invoice for the finished Products in stock and/or already delivered; licenses and - recover all the incurred cost for purchasing raw materials and/or Packaging Components other rights granted by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of Qubit under this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights immediately terminate; (b) Customer shall immediately pay to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equityQubit all outstanding unpaid invoices and interest and, in respect of Products rendered but for which no invoice has been submitted, Qubit will submit an invoice, which will be payable by Customer immediately on receipt; (c) each party shall (and Customer shall procure that any applicable Authorized User shall), return or destroy as promptly directed by the breach concerned other party and make no further use of any equipment, property, Confidential Information, the Products (if anyincluding the Script) and other items (and all copies of them) belonging to the other party; (d) Qubit will have no further obligation to store and/or make available Customer Data and may delete the same at any time from and including the date thirty (30) days after the termination or expiry of this Agreement, without further notice to Customer; and (e) the accrued rights of the parties as at termination, and Sections 1, 3.2, 3.4, 3.5, 5 and 6 through 12, will survive any other breachexpiration or termination of this Agreement.

Term and Termination. 9.1 The parties are bound by this Agreement from the Effective Date or from time both parties have executed this Agreement, whichever is earlier. The initial term shall last until one (1) year from the Effective Date. This Agreement shall become effective on thereafter automatically renew for successive terms of one (1) year each unless either party provides the date other party written notice that it will not renew the Agreement no less than sixty (60) days prior to the end of its signature by both Partiesthe initial term or a successive term. 9.2 The terms In the event of a material breach of this Agreement, by either party, the other party may notify the party of material breach in writing specifying the manner in which this Agreement has been materially breached, and conditions of this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: terminate automatically thirty (a30) termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both days after such notice unless the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference material breach has been cured to the same subjectreasonable satisfaction of the non-breaching party. If RxAMERICA deems failure to pay a material breach under Article 5.8 or 5.9, DS shall have no right to cure. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party RxAMERICA shall have failed to perform under this Agreement if RxAMERICA fails to meet the performance criteria set forth in Section 4.4(i) or (ii) with respect to 15% or more of the Prescriptions filled during any three consecutive day period within any 15 consecutive day period. DS will notify RxAMERICA if it has failed to perform for three consecutive days. RxAMERICA shall use its best efforts to immediately correct the problem. However, if such a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedyperformance occurs in two consecutive 15-day periods or more than four times in 90-day period, then this Agreement DS shall be deemed automatically terminated, without prejudice to any other rights or remedies to have the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights right to terminate this Agreement given immediately upon notice without any additional cure period. Notwithstanding termination by DS under this clause Article 9.3 or RxAMERICA's failure to meet performance criteria, DS shall not prejudice remain obligated to pay any other right proper invoices for Pharmacy Services or remedy Shipping Services performed by RxAMERICA prior to the termination of this Agreement. 9.4 If at any time during the term of this Agreement there shall be filed by or against either Party, available at law or party in equity, in respect any court pursuant to any statute either of the breach concerned (if any) United States or any State a petition in bankruptcy or insolvency or for reorganization or for the appointment of a receiver or trustee of all or a portion of that party's property, or if either party makes an assignment for the benefit of creditors or petitions for or enters into such an assignment, the other breachparty may immediately terminate this Agreement upon written notice to such party who filed or against whom was filed such petition or who made petition or entered into such assignment.

Term and Termination. 9.1 3.1. This Agreement shall become effective on commence at the date later of its signature by both Parties. 9.2 The terms and conditions of this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: (ai) termination of this Agreement pursuant to this Section 9; or the Effective Date or (bii) discharge the approval of this Agreement by mutual consent the Company's Board of both Directors, and shall terminate ninety (90) days following the Parties; orListing Date (the "Term") unless sooner terminated by either party as set forth in section 3.2, below. (c) replacement of 3.2. This Agreement shall terminate with immediate effect as follows: 3.2.1. The Company may terminate this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of without cause for any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give reason upon thirty (30) days' written notice to the defaulting Party which notice shall specify the Event of DefaultConsultant; 3.2.2. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then The Consultant may terminate this Agreement shall be deemed automatically terminated, without prejudice to cause for any other rights or remedies reason upon thirty (30) days' written notice to the non-defaulting Party available at law or in equity.Company; 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately 3.2.3. The Company may terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors Agreement without further action or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) notice in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination the Consultant shall have breached a material term of this Agreement and such breach shall continue without cure for thirty (30) days following written notice of such breach; 3.2.4. The Consultant may terminate this Agreement without further action or notice in the event that the Company shall have breached a material term of this Agreement and such breach shall continue without cure for thirty (30) days following written notice of such breach; 3.2.5. This Agreement shall terminate without further action or notice if the listing of the NASDAQ Shares on the NASDAQ Small Cap Market is denied by NASDAQ or any regulatory authority for any reason or if listing on any other exchange designated by the Company is denied by such exchange or any regulatory authority for any reason, Supplier will and in each such case such denial is final and not subject to appeal. 3.3. In the event this Agreement is terminated pursuant to sections 3.2.1 or 3.2.4, above, prior to the Listing Date, the Company shall be entitled to: - finalise all obligated to comply with sections 2.5 and 2.6 in accordance with their respective terms if the running productions, - invoice for Company completes the finished Products in stock and/or already delivered; listing of the NASDAQ Shares on the NASDAQ Small Cap Market and - recover all the incurred cost for purchasing raw materials and/or Packaging Components Company elects to use any one of the three market-makers identified by the time Consultant pursuant to Section 1.1.2 of terminationthis Agreement. In the event this Agreement is terminated pursuant to sections 3.2.1 or 3.2.4, above, on or after the Listing Date, the Company shall be obligated to comply with sections 2.5 and 2.6 in accordance with their respective terms. 9.6 Any waiver by either Party of a breach of any provision of 3.4. In the event this Agreement is terminated pursuant to sections 3.2.2, 3.2.3 or 3.2.5, above, the Company shall not have no further obligation to pay any amount to, or issue any NASDAQ Shares or Option I or Option II to, the Consultant, and to the extent any NASDAQ Shares or Option I or Option II shall have been issued to the Consultant prior to such termination, they shall be considered as a waiver of deemed to be cancelled and forfeited and the Consultant shall return all evidence thereof to the Company without any subsequent breach of further action or notice by the same or any other provisionCompany. 9.7 The rights 3.5. In the event the Company elects in its discretion to delay the Project but does not elect to terminate this Agreement given by Agreement, and thereafter elects in its discretion to proceed with the Project, the Consultant shall, upon such election to proceed, continue to perform its obligations under and in accordance with this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breachAgreement.

Term and Termination. 9.1 15.1 This Agreement shall become effective enter into force and effect on the Effective Date and shall remain in full force and effect for the period set forth in the Proposal and/or Partner Order Form (as applicable) unless earlier terminated as set forth herein (the “Initial Term”). Following such Initial Term, the Agreement shall be automatically renewed for successive one (1) year terms unless otherwise specified in the Proposal or Partner Order Form or terminated earlier as set forth herein and/or unless either Party provides the other Party with at least sixty (60) days' prior written notice of non-renewal (each a “Renewal Term” and together with the Initial Term, the “Term"). 15.2 Either Party may terminate this Agreement with immediate effect upon written notice if (a) the other Party materially breaches this Agreement and such breach remains uncured thirty (30) days after having received written notice thereof; or (b) a receiver is appointed for the other Party, if the other Party makes a general assignment for the benefit of its creditors, or if the other Party commences proceedings under any bankruptcy or insolvency law. 15.3 Upon termination or expiration of this Agreement: (i) the Software license granted to Customer under this Agreement shall expire, and Customer shall discontinue any further use thereof; (ii) Customer shall immediately delete and dispose of all copies of the Documentation in Customer’s or any of its representatives’ possession or control; and (iii) any sums paid by Customer to Company prior to the date of its signature termination are non- refundable, and all outstanding fees and other charges that accrued as of termination, shall become immediately due and payable. The provisions of this Agreement and any Order that, by both Parties. 9.2 The terms their nature and conditions content, must survive the termination of this Agreement in order to achieve the fundamental purposes of this Agreement shall continue so survive, including but not limited to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: (a) Sections 11 and13 hereof. The termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or limit Company from pursuing any other provisionremedies available to it under applicable law. If applicable, Customer shall be responsible for downloading its Customer Data prior to termination of this Agreement. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 This Agreement shall become be effective on as of the Effective Date and shall continue for a minimum seven year term from the date hereof and will automatically extend on a year by year basis thereafter provided Gigabeam satisfies its minimum purchase commitments as set forth in Sections 1.3.4 and Exhibit D with minimum purchase commitments for each year of its signature extension of the Agreement beyond the time periods given in Exhibit D to be the same as the minimum purchase commitment for the preceding year; provided, however, that the Agreement may be terminated for any of the following reasons: a.) Upon the occurrence of any material breach by both Parties. 9.2 The either party of the terms and conditions of this Agreement shall continue and failure to be applicable to all forthcoming salecure such material breach within 30 days after receipt of written notice from the other party the non-purchase agreements between Supplier and Client until: (a) termination of breaching party may, at its option, terminate this Agreement pursuant upon written notice; provided however that the cure period shall be only 10 days after receipt of notice if the material breach arises from failure by Gigabeam to pay amounts due according to Section 3. After six months from the Effective Date, the payment cure period will go to 30 days. b.) In the event that Gigabeam fails actually to receive $1.5 million in financing within 120 days from the Effective Date hereof, Sophia may, at its option, terminate this Section 9Agreement upon written notice; or (bc.) discharge Upon the occurrence of bankruptcy or reorganization under bankruptcy laws, cessation of operations, or assignment for the benefit of creditors of either party, the other party may terminate this Agreement upon written notice. d.) This Agreement may be terminated by mutual consent written agreement of both parties to terminate. Notwithstanding the Parties; or foregoing, upon the occurrence of a material breach by either Party (c) replacement of this Agreement by a new frame agreement the "Breaching Party"), which is executed between Supplier and Client with reference not cured within the appropriate cure period, or other event giving rise to the same subject. 9.3 As used in a right for either Party to terminate this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to limiting any other rights or remedies to available, the nonParty which is not in material breach (the "Non-defaulting Party available at law or in equity. 9.4 Any of Breaching Party"), which has the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights right to terminate this Agreement given by this clause shall not prejudice any other right or remedy may, at its option, terminate its own obligations of either Partyexclusivity under Section 8, available at law or in equity, in respect such that Section 8 remains binding against the Breaching Party for the remainder of the breach concerned (if any) or any other breach.term but shall thereafter no longer be binding against the Non-Breaching Party

Term and Termination. 9.1 7.1 This Agreement Contract shall become commence as of the 15th day of March, 2000, and shall extend for a period of thirty-six (36) months, to and including the 14th day of March, 2003 with a 2 year option agreed to by both parties. 7.2 The obligation of Client to pay fees and expenses earned or incurred by LHSI, as the case may be, prior to the effective on the date of its signature by termination, the obligations of LHSI under paragraphs 2.9(c), the obligations of Client under paragraphs 3.6 and 3.7, and the rights and *** CONFIDENTIAL TREATMENT REQUESTED obligations of both Partiesparties under Articles VI, VII and IX shall survive the termination or expiration of this Contract. 9.2 The terms 7.3 If either LHSI or Client should fail to discharge fully and conditions promptly any of its obligations under this Agreement shall continue Contract or the Exhibits hereto, including the Client's obligation to make payments and LHSI's obligation to meet the KPI's, attached hereto as Exhibit "C", and further fail to cure such default within a reasonable time not to exceed 60 days (provided that such a failure can be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: (acured) termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement after written notice thereof by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such noticeparty, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of party shall have the following will constitute an act of default hereunder, giving either Party the title right to immediately terminate this Agreement:Contract upon giving the defaulting party written notice to such effect 7.4 Client shall have the right to terminate this Contract before the 15th day of March, 2003 for any major business change with ninety (a90) Failure days prior written notice to remit payment when due;LHSI. In the event of early termination under this paragraph, Client shall pay LHSI an Early Termination Fee equivalent to *** following the effective date of termination. *** at the time of notification of early termination by the Client. (b) 7.5 Each party hereto shall have the other Party makes any voluntary arrangement with its creditors or becomes subject right to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) terminate this Contract in the event of Force Majeure as provided for in Clause 12.4any proceeding under a Bankruptcy Act or any insolvency, receivership or dissolution proceeding involving the other party is commenced and not dismissed within 90 days of its commencement. 9.5 It is agreed that in case of early 7.6 Upon termination or expiration of this Agreement for Contract, LHSI shall promptly return to Client at Client's sole expense, all Products then in its possession or control, all packaging, shipping and labeling materials related thereto, all invoice forms, any reasonequipment or other property purchased by Client, Supplier will and all customer and sales representative lists and other confidential or proprietary information provided hereunder by Client or developed by LHSI in relation to this Contract, and any information provided in order that LHSI may obtain any government licenses and permits. LHSI shall provide an electronic copy of lot tracking data, customer history, and addresses to Client. LHSI shall be entitled to: - finalise all compensated at the running productions, - invoice for the finished Products accessorial labor rate detailed in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision Exhibit "A" of this Agreement shall not be considered as a waiver Contract in returning property of any subsequent breach Client from the last effective day of the same or any other provisionthis Contract. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 7.1 This Agreement shall become effective have effect on and from the date of its signature by both PartiesEffective Date and shall continue in force thereafter. 9.2 The terms and conditions of this Agreement shall continue to be applicable to 7.2 Either party may terminate any or all forthcoming sale-purchase agreements between Supplier and Client until: (a) termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give Project Assignments immediately upon written notice to the defaulting Party which notice shall specify other in the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreementevent of: 7.2.1 any material breach of a Project Assignment by the other party which breach is not remedied (aif remediable) Failure to remit payment when duewithin thirty days after the service of written notice requiring the same; (b) 7.2.2 the other Party makes becoming bankrupt or entering into liquidation whether voluntary or compulsory (other than for the purpose of solvent amalgamation or reconstruction) passing a resolution for its winding up, having a receiver, manager, administrative receiver, administrator, trustee or similar officer appointed over the whole or any voluntary part of its business or assets, or making any composition or arrangement with its creditors or becomes subject taking or suffering any similar action in consequence of its debt, or ceasing or threatening to cease to trade. 7.3 The Company may also terminate this Agreement and/or any bankruptcy procedurecurrent Project Assignment immediately upon written notice to the Consultancy if: 7.3.1 the Consultancy breaches any of its obligations under Clause 8 and Clause 9; 7.3.2 the Consultancy disputes the validity or ownership of any of the Company’s or Client’s intellectual property rights; 7.3.3 the Consultancy has been prevented from performing its obligations under this Agreement for a period exceeding one month or more in any period of twelve months. 7.3.4 the Client terminates its agreement for the Company to deliver those services which comprise part or all the Services to be delivered by the Consultancy pursuant to a current Project Assignment; 7.3.5 the Client requests that either or both the Consultancy or Representative providing the Services be replaced or removed from the Project Assignment; 7.3.6 any Client to whom the Consultancy is, goes into liquidation or ceases has agreed to carry on its business (except commence providing Services, fails to pay the Company’s charges. 7.4 Upon termination of this Agreement or any Project Assignment for any reason, the Consultancy shall deliver to the Company all Deliverables relating to the terminated Project Assignment then in the case Consultancy’s possession or control, whatever their state of amalgamation or other reorganisation within development at that time, and all materials and information reasonably required by the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4Company to complete such Deliverables. 9.5 It is agreed that in case 7.5 Termination of early this Agreement shall be without prejudice to the rights and liabilities of the Parties accrued at the date of termination. 7.6 Upon termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productionsConsultancy shall not for a period of six months, - invoice whether itself or as principal, agent, proprietor, shareholder, director, employee, associate, partner, representative, contractor, advisor or assistant of or to any business or entity, directly or indirectly solicit, promote, contract with or accept or carry on any business for any Client who was, at any time within six months of the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time date of termination. 9.6 Any waiver by either Party of a breach of any provision termination of this Agreement shall not be considered as Agreement, a waiver of any subsequent breach Client of the same Company and for whom the Consultancy performed Services (either directly or any other provisionindirectly) during the preceding six months. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 This 3.1. The Agreement shall become effective on has the date term as agreed in the Offer and will automatically be renewed by successive periods of its signature by both Partiestwelve (12) months, unless agreed otherwise in the Offer and subject to any limitations under statutory law. Either Party may terminate the Agreement against the end of a contractual term, subject to a notice period of two (2) months. Notice of termination must be in writing. 9.2 The terms and conditions 3.2. In case of a material breach of the Agreement by the Customer, Zivver is entitled to terminate this Agreement shall continue and/or terminate access to or provision of the Service upon written notice, if the matters set forth in a breach notice are not cured to Zivver’s reasonable satisfaction within a thirty (30) day period. The consequences of termination do not give the Customer any right to compensation. 3.3. Without affecting any other right or remedy available to it, this Agreement may be applicable terminated agreement with immediate effect upon written notice to all forthcoming sale-purchase agreements between Supplier and Client untilthe other party: (a) termination by ▇▇▇▇▇▇, if Customer fails to pay any amount when due hereunder and such failure continues for thirty (30) days after ▇▇▇▇▇▇▇▇’s receipt of this Agreement pursuant to this Section 9written notice of nonpayment; or (b) discharge by either party, if the other party (i) becomes insolvent, (ii) is generally unable to pay, or fails to pay, its debts as they become due, (iii) files, or has filed against it, a petition for voluntary or involuntary bankruptcy or pursuant to any other insolvency law, (iv) makes or seeks to make a general assignment for the benefit of its creditors, or (v) applies for, or consents to, the appointment of a trustee, receiver or custodian for a substantial part of its property or business; 3.4. After termination of the Agreement, the Customer has the opportunity to download any data (from its End Users) still present on Zivver's systems within a period of sixty (60) days. The Customer itself is responsible for promptly downloading such data. 3.5. If this Agreement by mutual consent is terminated for any reason: (a) Customer will pay to Zivver any fees, reimbursable expenses, compensation, or other amounts that have accrued prior to the effective date of both the Partiestermination; or (b) any and all liabilities accrued prior to the effective date of the termination will survive and will be immediately due and payable; and (c) replacement Customer will provide Zivver with a written certification signed by an authorized Customer representative certifying that all use by Customer of this Agreement by a new frame agreement which is executed between Supplier the Services and Client with reference to the same subjectrelated documentation has been discontinued. 9.3 As used in this 3.6. Upon termination of the Agreement, an Event of Default means when a Party any Section that is intended by its nature to survive expiry or termination shall so survive. The following Sections shall in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or event remain in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreementfull force and effect: (a) Failure to remit payment when due;Section 8 - Indemnity (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case Section 9 - Limitation of amalgamation or other reorganisation within the company group); orLiability (c) in the event Section 12 - Intellectual Property and Right of Force Majeure as provided for in Clause 12.4.Use; 9.5 It is agreed that in case (d) Section 13 - Confidentiality; and (e) Section 14.9 and 14.10 - Governing Law and Choice of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.Forum

Term and Termination. 9.1 This Agreement shall become effective on the date of its signature by both Parties. 9.2 2.1 The terms and conditions Initial Term of this Agreement shall continue be for the period specified in the Proposal commencing as of the Effective Date (the “Initial Term”). 2.2 MSP is authorized to: (a) terminate this Agreement (and/or associated Order(s)) if Customer fails to be pay any applicable fees due under this Agreement or any Order within 60 days of the date of becoming due; or (b) terminate this Agreement if Customer commits any other material breach of this Agreement and fails to cure such breach within thirty (30) days from the receipt of written notice from MSP directing the Customer to cure such breach; or (c) terminate this Agreement in case of prolonged Force Majeure that extends for a cumulative period of 30 (thirty) days – as defined herein. 2.3 Upon any termination of the right to use a product/service, Customer will immediately uninstall (if the product/ service is software) and cease to use the terminated product/service and, upon MSP’s written request, where applicable, immediately return such product to MSP, together with all forthcoming sale-purchase agreements between Supplier related documentation, and Client untilcopies thereof. Upon written request from MSP, Customer will promptly certify in writing, in the format at Schedule B, to MSP that all copies of the product have been returned, and that any copies not returned have been destroyed and that the Customer shall refrain from any further use of the product/service. 2.4 If the termination is with respect to a service, Customer will promptly pay MSP for all services rendered along with all expenses incurred through the termination date. MSP may terminate any license granted for a Deliverable (as defined below) if: (ai) Customer does not pay MSP for that Deliverable in accordance with this Agreement, or (ii) if Customer materially breaches any part of this Agreement that affects this clause 2.4 and the obligations herein 2.5 It is expressly recorded that all dues outstanding and payable as of the date of termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of remain payable even after termination. 9.6 Any waiver by either Party of a breach of any provision of 2.6 After the Initial Term, this Agreement agreement shall not be considered as a waiver of any automatically renew for subsequent breach periods of the same or any length as the Initial Term unless either Party gives the other provision. 9.7 The rights written notice of termination at least sixty (60) days prior to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect expiration of the breach concerned (if any) or any other breachInitial Term.

Term and Termination. 9.1 2.1. This Agreement shall become effective commence on September 10, 2001 (the date of its signature by both Parties. 9.2 The terms Effective Date) and conditions of this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: for a period ending December 31, 2002. Thereafter, the parties in writing may renew it for one (a1) termination year terms upon mutual agreement. Notwithstanding any other provisions of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when upon a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Defaultthe confidentiality provisions set forth in Article 7, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party breaching party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title right to immediately terminate this Agreement. 2.2. Either party immediately upon occurrence of the following events may terminate this Agreement: (a) Failure 2.2.1. The other party suffers a receiver to remit payment when due; (b) be appointed in respect of any of its assets or any resolution is passed or petition presented for the winding up of the other Party party or if the other party makes any voluntary arrangement with general assignment for the benefit of its creditors or becomes subject institutes or has instituted against it any proceedings under any law relating to any bankruptcy procedureinsolvency or the reorganization of the debtors, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in 2.2.2. The other party undergoes any material change of ownership, or business focus that may detract from the event sales and support of Force Majeure as provided for in Clause 12.4LIGHTNING ROD SOFTWARE TM products. 9.5 It 2.2.3. The other party is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a material breach of any provision material warranty, term, condition, covenant or article of this Agreement, and fails to cure that breach within ninety (90) days after written notice thereof. 2.3. Should this Agreement or any portions thereof expire or are terminated for any reason neither party will be liable to the other because of such expiration or termination for compensation, reimbursement or damages on account of the loss of prospective profits, anticipated sales, goodwill or on account of expenditures, investments, leases or commitments in connection with the business of LIGHTNING ROD SOFTWARE TM and its suppliers or PARTNER, or for any other reason whatsoever flowing from such termination or expiration. Termination or expiration of this Agreement shall not be considered release either party from its liability to pay the other party any fees owing to such other party under the terms of this Agreement. 2.4. Upon termination or expiration of this Agreement, at the written request of the disclosing party, the other parties shall return within ten (10) business days all originals and copies of Confidential Information (as defined in Article 7) received from the disclosing party, or shall deliver to the disclosing party within ten (10) business days a certificate signed by an officer of the receiving party certifying the destruction of all such confidential information. 2.5. Termination of this Agreement shall not (save as provided herein) relieve either party of any obligation to pay the other amounts due as a waiver result of any subsequent breach transactions occurring prior to termination. 2.6. Upon termination, PARTNER will retain the right to continue the support and maintenance of the same or any other provisionexisting End User and Reseller installations. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 11.1 This Agreement shall become commence on the date hereof and shall continue in effect for three (3) years (hereinafter referred to as the "Initial Term") and may be renewed thereafter upon mutual agreement between the parties; provided, however, that either party may terminate this Agreement by giving the other party at least ninety (90) days prior written notice of termination. 11.2 Either party may terminate this Agreement upon the giving of prior written notice to the other party if the other party (a) has not fully complied, in all material respects, with the terms and conditions hereof and (b) fails to cure any such material noncompliance within forty-five (45) days after receipt of such notice; in such event, this Agreement shall terminate effective on the later of (a) the expiration of such forty-five (45) day period or (b) the date specified in the written notice from the terminating party. In addition, either party may terminate this Agreement with immediate effect upon giving written notice to the other party in the event of its signature insolvency, assignment for the benefit of creditors, or bankruptcy proceedings by both Partiesor against the other party. In the event of termination by Buyer pursuant to this Section 11.2 as a result of material breach by Geneva, and subject to the provisions of Section 4.4, Geneva shall use honor any purchase order accepted prior to the date notice of termination is given. In the event of termination by Geneva pursuant to this Section 11.2 as a result of Buyer's material breach, Buyer acknowledges and agrees that Geneva shall be entitled to cancel any purchase order accepted prior to the date notice of termination is given, and shall not be obligated to ship any Product ordered by Buyer pursuant to such purchase order. 9.2 11.3 The terms and conditions termination of this Agreement shall continue not release Buyer from the obligation to pay any sum that may be applicable owing to all forthcoming sale-purchase agreements Geneva (whether then or thereafter due to Geneva) or operate to discharge any liability that had been incurred by either party prior to any such termination. 11.4 During the period between Supplier and Client until: (a) the giving of any notice of termination of this Agreement pursuant to this Section 9; or (b) discharge 11 and the effective date of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by termination, all Product shall be delivered to Buyer solely on a new frame agreement which is executed between Supplier and Client with reference to the same subjectC.O.D. basis. 9.3 As used in 11.5 Notwithstanding any termination of this Agreement, an Event the provisions of Default means when a Party is Section 3.6(b), and Articles 5,6,7,8 and 10 shall remain in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equityeffect. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 (I) This Agreement shall become effective on the date of its signature by both Parties. 9.2 The terms and conditions of is valid from December 3, 2015 to January 2, 2017. If neither party has terminated this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: (a) termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference within one month prior to the same subject. 9.3 As used in expiry of this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the renewed for one year. (II) The non-defaulting Party available at law or party shall terminate this Agreement immediately after having notified defaulting party in equity. 9.4 Any any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreementcircumstances: (a) Failure 1. If a party fails to remit payment when due; (b) comply with the agreement and has not corrected it after receiving the written notice from the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4party. 9.5 It is agreed that in case of early termination 2. A party seriously breaches the provisions of this Agreement for any reasonduring the term of the agreement, Supplier will be entitled to: - finalise all which resultsin the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision aim of this Agreement shall not be considered being achieved. 3. A party has caused losses including but not limited including reputation loss, and actual economic losses to the other party because of risk events such as a waiver of any subsequent user’s complaints, and disputes arising from the breach of the same or any other provisionthis Agreement. 9.7 The rights (III) In the following circumstances, Party B shall have the right to send Party A a notice of rectification or a warning letter and take the necessarily restrictive measures, and if Party A fails to meet the rectification requirements of Party B within the period of rectification notice, Party B shall have the right to terminate this Agreement given by this clause immediately after sending Party A a written Notice of the Termination of the Contract claiming the compensation for its loss due to following circumstance, and Party A shall not prejudice any require Party B to refund the paid service charge: 1. Party A’s website is suspected for illegal activities (including but not limited to: illegal fund-raising, illegal absorption of public deposits and other right illegal acts, dishonest operation, fraud, theft of user’s funds, warning or remedy suspending of either Party, available at law business or in equity, in respect punishment of the breach concerned judiciary, or the financial regulatory authorities); 2. A significant risk was found in Party A’s transaction through site or website inspection, or the judgment of Party B’s risk control system and Party A failed to comply with Party B; 3. In the course of the use of the account, the risk event appears to Party A, including but not limited to: Party B’s adverse effects or financial losses because of Party A’s user complaints, abnormal circumstances in the running of the website, overdue repayment which impacts Party A’s normal operation or causes Party B’s losses of reputation or funds, unable withdrawal, running point to point not in accordance with Party A’s user, a large number of offline account regulation without reasonable reasons; 4. Party A's business qualification has been changed significantly and the purpose of this Agreement has not been abided by. (if anyIV) In order to protect the fund security of Party A’s user, Party B shall have the right to start a risk relief mechanism (including but not limited to freezing the funds of problem account, limiting the account function or transferring the user’s funds directly to the user’s binding bank card) at the same time as sending the written notice of termination of the contract should Party B find a risk for Party A’s related behaviors in the course of rectification. (V) If the contract is terminated or canceled, one party shall send a Notice of Termination of Contract to the other, and both parties shall negotiate the termination terms such as the closing time of the account system. Both parties shall carry out the liquidation of the account funds, and Party A shall inform its user to accomplish the withdrawal in the liquidation time confirmed by both parties. If Party A's user fails to withdraw within the liquidation time, Party A shall inform its user to log in Party B’s official website (▇▇▇.▇▇▇▇▇▇▇▇.▇▇▇) for the withdrawal of surplus funds. (VI) If the terms and the period of validity of this Agreement are in conflict with or covered by any other breachsimilar agreement previously signed by Party A and Party B, this Agreement shall prevail.

Term and Termination. 9.1 This Agreement shall become effective on is valid for an initial period of five (5) years from the date Effective Date. After the initial period this Agreement will renew annually for one (1) year terms unless Customer provides ninety (90) days prior notice of its signature by both Parties. 9.2 The terms intent not to renew. Should Customer fail to pay may sum due and conditions of this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: (a) termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in payable under this Agreement, an Event MPOWER shall notify Customer in writing of Default means when a Party such failure to pay. Customer shall then have thirty (30) days from the delivery of MPOWER's written notice to pay such amount(s). The foregoing sentence in no way relieves Customer from its obligation to pay any and all late charges which may become due as set forth in Section VI below. If payment is in serious breach not made within such thirty (30) days, MPOWER shall have the immediate right to discontinue any and all services under this Agreement. Furthermore, if payment is not made within sixty (60) days from the delivery of any material obligations provided for by MPOWER's written notice, MPOWER shall have the immediate right to terminate this Agreement. Should either Party cause an Event party commit a material breach of Defaultits obligations under this Agreement, then other than failing to pay money, the non-defaulting Party breaching party may give written notice to notify the defaulting Party which notice shall specify breaching party in writing, setting out the Event of Default. After receipt of such noticebreach, and the defaulting Party breaching party shall have a period of 15 thirty (fifteen30) days to remedy such breach. If the Event breaching party fails to remedy the breach during this thirty (30) day period, or, with respect to those breaches which cannot reasonably be remedied within thirty (30) days, if the breaching party fails to proceed promptly after being given such notice to commence remedying the breach and thereafter to proceed to remedy the same, the other party shall have the right to terminate this Agreement, provided such party gives the breaching party thirty (30) days' prior written notice to that effect. Notwithstanding the foregoing, either party shall have the fight to immediately terminate this Agreement upon any breach by the other of Defaultits obligations under Section II above. In the lack Termination of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to all accrued rights and remedies either party may have and shall not affect any other continuing rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any and obligations of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate parties under this Agreement: (a) Failure to remit payment when due; (b) . Upon the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for and/or any reasonAttachment to this Agreement, Supplier will be entitled to: - finalise Customer shall return to MPOWER all Proprietary Information regarding the running productionsMPOWER Product whose license is being terminated, - invoice for within sixty (60) days after such termination and MPOWER shall return to Customer any proprietary information obtained in the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision performance of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provisionwithin sixty (60) days after such termination. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 This Agreement 9.1. The Contract shall become effective commence on the date Commencement Date and shall continue until the expiry of its signature by both Partiesthe Term, or the expiry of any extension of any Term, unless otherwise terminated in accordance with the terms of the Contract. 9.2 The 9.2. After the expiry of the initial Term, the Contract shall automatically renew for successive one (1) year terms and conditions of this Agreement shall continue with each such one (1) year renewal extending the Term for such period unless written notice not to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: automatically renew is provided by either party at least ninety (a90) termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference days prior to the same subjectexpiry of the current Term and where such notice is provided the Contract shall expire on the next renewal date. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement9.3. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party SoftCo shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, right without prejudice to any other rights or remedies remedies, at any time by giving notice in writing to the non-defaulting Party available at law Customer to terminate forthwith the Contract including the Licence, where Customer fails to pay the undisputed Price or in equityany element of it, or any other undisputed cost or charge under any collateral or related agreement with SoftCo or any of its subsidiaries for any Product or Services, on the due date of payment and any such termination shall be deemed to be a termination by the Customer and a repudiation of the Contract as if the Customer had sought to voluntarily so terminate. 9.4 Any 9.4. Either party may, by providing written notice, terminate the Contract: 9.4.1. where the other party commits any breach of any material term or condition of the following will constitute an act Contract provided that if the breach in question is one which the Defaulting Party can effectively remedy then the said notice of default hereunder, giving either termination shall not be effective to terminate the Contract unless the Defaulting Party fails within twenty (20) days of the title date of such notice effectively to immediately terminate this Agreement:remedy the breach complained of; or (a) Failure to remit payment when due; (b) 9.4.2. where the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or party ceases to carry on its business (except in or a substantial part thereof, enters into liquidation whether compulsory or voluntary other than for the case purpose of amalgamation or other reorganisation reconstruction or compounds with its creditors generally or has an examiner or administrator appointed or has a receiver or manager appointed over all or any part of its assets or suffers execution or distress or takes or suffers any similar action in consequence of debt or becomes unable to pay its debts as they fall due. 9.5. On expiry or termination for any reason: 9.5.1. all rights and all Licences granted to the Customer under the Contract shall cease and be withdrawn; 9.5.2. the Customer shall cease all activities authorised by the Licence and cease any use of the Software; 9.5.3. SoftCo shall delete any Customer data held by SoftCo and, if requested, certify to Customer that it has done so; 9.5.4. the Customer waives any entitlement to any re-payment of any of the Price already paid and will remain liable for any unpaid portion of the Price except where termination is as a result of a breach by SoftCo; 9.5.5. the Customer shall immediately pay to SoftCo any sums due to SoftCo under the Contract including all sums due for any agreed Services for the remainder of the Term; 9.5.6. the Customer shall immediately destroy all copies of the Software then in its possession, custody or control and certify to SoftCo that it has done so in SoftCo’s required certification format; 9.5.7. the Customer shall allow SoftCo conduct a termination audit (in accordance with the provisions of Clause 7) and for the avoidance of doubt such right of audit shall continue as a right of SoftCo and an obligation on the Customer post any termination or expiry provided it is exercised within twelve (12) months of such expiry or termination; and 9.5.8. all Products or Services which are requested post termination may be provided at SoftCo’s sole discretion, on an interim or ad hoc basis and if so supplied all such Products or Services provided for any interim period on an ad hoc basis shall be provided on SoftCo’s then prevailing rates and subject to the company group); orprovisions of SoftCo’s then standard terms but may be terminated by SoftCo at any time. (c) 9.6. Where the Customer seeks to voluntarily terminate the Contract prior to the expiry of the Term, it shall be entitled to do so provided it pays, immediately prior to any such termination, the Termination Amounts and the Customer acknowledges and accepts, in particular, the event of Force Majeure obligation to pay all amounts as are provided for in Clause 12.4the Termination Amounts having regard to the original agreed full Term, upon which the Price and each payment over the Term was calculated and based. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 This Agreement shall become effective on the date of its signature by both Parties. 9.2 11.1 The terms and conditions term of this Agreement shall be effective as of the date the applicable Customer’s representative checked the “I Accept” as described on above (the “Effective Date”), and shall continue to be with full force and effect until the later of delivery of the applicable to all forthcoming sale-purchase agreements between Supplier Survey Materials, completion of any applicable services and Client until: (a) termination delivery of any other information as set forth in the Quotation, unless the Agreement is terminated earlier in accordance with the provisions of this article (the “Term”). 11.2 In the case the Customer is located in the Province of Ontario, IQMH may immediately terminate the Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier for convenience and Client with reference without liability to the same subjectCustomer, upon written notice, in the event the Ontario Ministry of Health terminates or reduces any funding to IQMH for the Proficiency Testing program in Ontario. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided 11.3 IQMH may terminate the Agreement for by this Agreement. Should either Party cause an Event of Default, then convenience and without liability to the non-defaulting Party may give Customer upon twelve (12) months written notice to the defaulting Customer. 11.4 Either Party which may terminate this Agreement for cause and with immediate effect by written notice shall specify to the Event other Party in the event the other Party: (i) breaches the terms of Default. After receipt Article 8 (Confidentiality and Personal Information) or Article 7 (Intellectual Property) or (ii) breaches any other Articles of this Agreement, including any breach of the Agreement and such notice, the defaulting Party shall have breach remains uncured for a period of 15 fifteen (fifteen15) days to remedy following the Event date of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to Notice by the non-defaulting Party available at law breaching Party; or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (aiii) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation bankruptcy or insolvency proceedings are instituted by or against the other reorganisation within Party, or the company group); or (c) in other Party is adjudicated a bankrupt, becomes insolvent, makes an assignment for the event benefit of Force Majeure as provided creditors or proposes or makes any arrangements for in Clause 12.4the liquidation of its debts or a receiver or manager is appointed with respect to all or any part of the assets of the other Party. 9.5 It is agreed that in case of early 11.5 Upon expiry or termination of this Agreement for Agreement, the Customer shall, and shall cause Customer Personnel, to cease using IQMH’s Confidential Information, Intellectual Property, and use of the Portal. The Customer shall immediately return to IQMH, or securely destroy, with certification thereof provided to IQMH, without any reasonright of compensation or indemnity, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; IQMH’s Confidential Information and - recover all the incurred cost for purchasing raw materials and/or Packaging Components Intellectual Property disclosed to or received by the time of terminationCustomer or Customer Personnel, or to which the Customer, or Customer Personnel, has had access through the Portal, during the Term, including all copies, reproductions, and any part thereof. For clarity, the foregoing excludes any Customer Proficiency Testing Survey results. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 8.1 This Agreement Contract. This Contract is formed (and becomes legally binding) when the parties complete and sign the Order. This Contract shall become effective commence on the date of its signature Effective Date and shall continue unless and until terminated by both Partieseither party in accordance with this Clause 8. 9.2 The terms (i) Either party shall be entitled to terminate this Contract on expiry of the Minimum Term specified in the Order and conditions of this Agreement shall continue each subsequent Renewal Term by giving to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until:the other party not less than ninety (90) days’ prior written notice. (aii) termination of Either party shall be entitled to terminate this Agreement pursuant to this Section 9; or (b) discharge of this Agreement Contract immediately by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give giving written notice to the defaulting Party which notice shall specify other party if the Event other party commits any material breach of Default. After receipt of such notice, the defaulting Party shall have a period of 15 this Contract and fails to remedy that breach within thirty (fifteen30) days to remedy the Event of Default. In the lack written notice of such timely remedythat breach, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: provided that: (a) Failure to remit payment when due; the thirty (30) day period only applies where a breach is capable of remedy - if it is incapable of remedy, the Contract may be terminated by written notice immediately; and (b) the other Party makes parties agree that any voluntary arrangement with its creditors or becomes subject failure to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation pay sums due under this Contract within the company groupagreed payment terms shall constitute a material breach of this Contract. 8.2 SOW(s); or. The SOW(s) shall commence in accordance with Clause 4.2 and shall terminate on completion of the Services or in accordance with this Clause 8.2. (ci) Either party shall be entitled to terminate any SOW(s) immediately by giving to the other party not less than ninety (90) days’ prior written notice, save in respect of any SOW(s) that vary the event scope of Force Majeure as provided for in Clause 12.4the Hosted Services. 9.5 It is agreed that in case of early termination (ii) Either party shall be entitled to terminate any SOW(s) immediately by giving written notice to the other party if the other party commits any material breach of this Agreement for any reasonSOW and fails to remedy that breach within thirty (30) days of written notice of that breach, Supplier will provided that: (a) the thirty (30) day period only applies where a breach is capable of remedy - if it is incapable of remedy, the SOW may be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already deliveredterminated by written notice immediately; and - recover all (b) the incurred cost for purchasing raw materials and/or Packaging Components by parties agree that any failure to pay sums due under any SOW within the time of termination. 9.6 Any waiver by either Party of agreed payment terms shall constitute a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent material breach of the same or any other provisionSOW. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 10.1 This Agreement shall become effective on continue for the date of its signature by both PartiesTerm as set out in the Order and any subsequent renewal term. 9.2 The terms and conditions 10.2 Either party may by notice in writing terminate this Agreement with immediate effect if: 10.2.1 the other party commits a breach of any of the provisions of this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client untilAgreement, and: (a) termination the breach is capable of this Agreement pursuant remedy and the other party fails to this Section 9; orremedy the breach within thirty (30) days of receipt of a written notice; (b) discharge the breach is not capable of this Agreement by mutual consent of both the Partiesremedy; or (c) replacement of this Agreement by the breach is a new frame agreement which material breach; 10.2.2 the other party is executed between Supplier and Client with reference subject to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunderinsolvency, giving either Party the title is unable to immediately terminate this Agreement: (a) Failure to remit payment pay its debts as or when due; (b) the other Party they fall due or makes any voluntary composition or arrangement with its creditors or becomes subject to any bankruptcy procedurecreditors, goes into liquidation or ceases to carry on its business if any order is made or a resolution is passed for the winding up of the other party (except in for the case purpose of a solvent amalgamation or other reorganisation within reconstruction), or if it ceases or prepares to cease trading, or if it suffers the company group)appointment of a receiver, administrative receiver, administrator or similar officer over the whole or part of any of its assets; or 10.2.3 the continued performance thereof is prevented by reason of a Force Majeure Event as defined (cand in accordance with sub-clause 14.1) and the Parties are not able to rescue this Agreement pursuant to sub-clause 14.2. 10.3 The Company shall be entitled to terminate this Agreement with immediate effect by notice in writing if at any time during the Term or any renewal term: 10.3.1 the Client fails to make any payment due under this Agreement in full in accordance with Clause 6; 10.3.2 the Client commits a breach of this Agreement, and the breach is a minor breach which individually would not cause termination but has continued persistently; or 10.3.3 the Client is subject to a Change of Control Event; and / or 10.3.4 specific provisions set out in the event of Force Majeure as provided for in Clause 12.4relevant Service Specifications apply. 9.5 It is agreed that in case of early termination 10.4 Termination of this Agreement for any reason, Supplier will be entitled to: - finalise all reason is without prejudice to any rights or obligations that may have accrued to either party as at the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time date of such termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 This Agreement shall become effective on the date of its signature by both Parties. 9.2 The terms and conditions of this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: (a) termination This Agreement will be for a term of 1 year from the date hereof; provided however, that this Agreement pursuant will be extended for successive one (1) year periods unless either party, by written notice to the other, shall give at least 180 days prior notice of its intention to terminate the Agreement at the end of the current contract year, in which case there shall be no automatic extension. Termination in accordance with this Section 9; orparagraph will be without penalty to either party. Both parties will remain responsible for their respective obligations with regard to actions, events, and services received or rendered prior to the date such termination becomes effective. (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party Either party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title right to immediately terminate this Agreement: Agreement by giving the other written notice if (ai) Failure a person owning more than 50% of the voting shares of the other party ceases to remit payment when due; own more than 50% of the voting shares of the other party; (bii) the other Party makes party shall be wound up, go into liquidation, or for any voluntary arrangement with its creditors other reason shall cease or becomes subject threaten to any bankruptcy procedure, goes into liquidation or ceases cease to carry on its business or shall transfer its business; (except iii) a decree or order by a court or governmental agency or authority shall be entered for the appointment of a conservator, receiver or liquidator for the other party in an insolvency, readjustment of debt, marshaling of assets and liabilities or similar proceeding, or the case of amalgamation or other reorganisation within the company group); orparty shall consent to such appointment. Termination under this subparagraph shall be effective 270 days after Customer’s written notice to Service Provider, and upon 270 days after Service Provider’s written notice to Customer. (c) in If either party materially breaches the terms or duties imposed upon it by this Agreement, the non-breaching party may, at its option, give the other party at least thirty (30) days written notice of the breach. The notice shall specify the nature of the breach. If, at the end of the notice period, the breaching party has not remedied the breach then the Agreement may be terminated by the non-breaching party by notice given within 90 days after the expiration of the notice period specifying a termination date satisfactory to the non-breaching party, provided however, that any termination under this paragraph shall not prejudice the rights of either party against the other. (d) In the event of Force Majeure as provided that any notice period or time period for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for under any reasonsubparagraph of this Paragraph 5 shall extend beyond the termination date or any subsequent termination date described in Paragraph 5 (a), Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision termination date of this Agreement shall not will be considered as a waiver of any subsequent breach the later of the same or any other provisionrespective dates. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 33.1 This Agreement shall become becomes effective on the Effective Date and shall remain in force for 5 (five) years and shall be renegotiated prior to the termination date of its signature by both Parties(the “Term”). 9.2 The terms 33.2 Neither Party may terminate this Agreement during the Term. 33.3 In the event that this Agreement is not extended or superseded by the Parties then the Parties agree to negotiate in good faith (i) the transfer, access or license to Pre-existing Intellectual Property, (ii) the transfer of any results and conditions know-how from the Development Project, (iii) transfer of materials and documentation, and (iv) cooperation of the Parties in order to secure that both Parties can exploit the results from the Development collaboration within the Field of Use of this Agreement shall continue in the future. 33.4 In the event that either Party fails or becomes unable to substantially perform any of its obligations or undertakings to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: (a) termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in performed under this Agreement, an Event of Default means when a Party and such default is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such noticenot otherwise addressed herein, the defaulting other Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies provide to the non-defaulting performing Party available at law or in equitya written notification of such default. 9.4 Any 33.5 If such default is not cured within forty-five (45) Calendar Days to the mutual satisfaction of the following will constitute an act of default hereunderboth Parties, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject shall have the right to any bankruptcy procedureterminate this Agreement without providing further notice and opportunity to cure for the non-performing Party. If the default mentioned in Article 33.3 is lack of payment, goes into liquidation or ceases to carry on its business the time frame defined in this Article 33.5 shall be ten (except in the case of amalgamation or other reorganisation within the company group); or (c10) in the event of Force Majeure as provided for in Clause 12.4Business Days. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision 33.6 Termination of this Agreement shall not be considered as a waiver in any way affect the validity of any subsequent breach notice served to either Party prior to such termination becoming effective. If termination is caused by lack of payment, all Purchase Orders served and not yet delivered shall be terminated. 33.7 The provisions of this Agreement shall without restriction continue to apply to the execution of such orders. 33.8 Either Party may with immediate effect terminate the Agreement in writing upon the occurrence of one or more of the same or any other provisionevents specified in Article 33.9. This Article 33.8 shall be limited by statutory rules applicable in the country where the situations listed below take effect. 9.7 33.9 The rights events are: 33.9.1 A Party passing a resolution for its winding-up or a court of competent jurisdiction making an order for the Breaching Party’s winding-up or dissolution. 33.9.2 The making of an administration order in relation to terminate a Party or the appointment of a receiver or receiver and manager over, or the taking possession or sale by an encumbrance taking possession of or selling an asset of a Party. 33.9.3 Lasting material violation on the part of either Party hereto of its contractual obligations and failure to stop or remedy such violation despite a hortatory letter from the other Party. 33.10 In the event that DakoCytomation’s termination of this Agreement given based on Clarient’s default or the existence of one of the events listed in Article 33.9, the Parties agree to be bound by and to follow the procedure in Articles 8.15 to 8.24 in order for DakoCytomation to maintain and secure DakoCytomation’s continuing production and further development of the Products and continuation of the Research and Development Projects described in Article 29. 33.11 Exercise of the right of termination afforded to either Party under this clause Agreement shall not prejudice any legal rights or remedies either Party may have against the other right or remedy of either Party, available at law or in equity, in respect of any breach of the breach concerned (if any) or any other breachterms of this Agreement. 33.12 The following Articles shall survive a termination: Article 12, Article 15, Article 16, Article 19, Article 30, Article 31, Article 32 and Article 43.

Term and Termination. 9.1 This Agreement shall become effective on the date of its signature by both Parties. 9.2 2.1. The terms and conditions term of this Agreement shall commence on the Effective Date and shall continue to be applicable to all forthcoming salein effect for thirty-purchase agreements between Supplier and Client until: six (a36) termination of months (the “Initial Term”) unless earlier terminated as provided herein. Thereafter, this Agreement pursuant to this Section 9; or (b) discharge of shall be automatically renewed, provided that Customer is not in default beyond any applicable grace period, on the terms described in this Agreement by mutual consent of both for successive one-year periods (each, a “Renewal Term,” and together with the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to Initial Term, the same subject. 9.3 As used in this Agreement“Term“), an Event of Default means when a Party is in serious breach of any material obligations unless earlier terminated as provided for by this Agreement. Should herein or unless either Party cause an Event of Default, then the non-defaulting Party may give provides written notice to the defaulting other Party which at least sixty (60) days prior to the expiration of the current Term that such Party does not want to this Agreement to renew. 2.2. Expiration or termination of the Term of this Agreement shall not affect any obligation of Customer to make payments hereunder accruing prior to such expiration or termination. 2.3. If a Party materially breaches this Agreement, the other Party may terminate this Agreement by providing written notice to the other Party specifying the nature of such breach in reasonable detail; provided, however, that (i) this Agreement shall specify not terminate if the Event of Default. After receipt of breaching Party shall have cured the breach within ten (10) business days following such notice, and (ii) the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack exercise of such timely remedy, then this Agreement right of termination shall be deemed automatically terminated, without prejudice to not limit any other rights or remedies to of the non-defaulting breaching Party available at law or in equitylaw, except as specified herein. 9.4 Any of the following will constitute an act of default hereunder, giving either 2.4. A Party the title to immediately may terminate this Agreement: Agreement immediately if: (a) Failure to remit payment when due; (bi) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business business; (except in ii) if the case of amalgamation or other reorganisation within Party becomes the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party subject of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same petition in bankruptcy or any other provisionproceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors. 9.7 The rights 2.5. Upon request by Customer made within thirty (30) days after the effective date of termination or expiration of this Agreement, Service Provider will make Customer Content (as defined in Section 5.1) available to terminate this Agreement given by this clause shall not prejudice any other right Customer for export or remedy of either Partydownload. After such 30-day period, available at law or in equity, in respect of the breach concerned Service Provider will have no obligation to maintain (if anyunless legally obligated) or provide any other breachCustomer Content.

Term and Termination. 9.1 11.1 This Agreement shall become effective commence on the date Effective Date and will remain in effect for fifteen(15) months unless terminated in accordance with the terms set forth in this Agreement (the “Term”). This Term shall automatically renew for additional three (3) month terms unless a Party gives the other Party written notice of its signature by both Partiesan intent not to renew the Agreement no later than ninety (90) days’ advance written notice that the Party does not intend to renew the Agreement. 9.2 The terms and conditions of 11.2 Either Party may terminate this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: (a) termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give immediately upon written notice to the defaulting other party in the event such other party (a) files any petition in bankruptcy; (b) has an involuntary petition in bankruptcy filed against it; (c) becomes insolvent; (d) makes a general assignment for the benefit of creditors; (e) admits in writing its inability to pay its debts as they mature; (f) has a receiver appointed for its assets; (g) ceases conducting business in the normal course; (h) has any significant portion of its assets attached; (i) experiences a material negative litigation decision ruling that affects this agreement; or (j) experiences an event analogous to any of the foregoing in any jurisdiction in which any of its assets are situated. 11.3 Either Party which may terminate this Agreement upon written notice shall specify to the Event other Party if such other Party breaches any material term or condition of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days this Agreement and fails to remedy the Event breach within thirty (30) days after being given written notice thereof. 11.4 Except as provided in Section 16.13, following the expiration or termination of Default. In the lack of such timely remedythis Agreement, then all Customer’s rights under this Agreement shall terminate and Customer shall be deemed automatically terminated, without prejudice to any other rights or remedies entitled to the non-defaulting Party available at law or in equity.immediate possession of all Mining Equipment 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of 11.5 If this Agreement is terminated for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision upon expiration of this Agreement, or at Customer’s option upon cessation of services under this Agreement due to a Force Majeure Event, Service Provider shall provide Customer with immediate and unconditional access to any hosting site(s) in which Service Provider is hosting Customer’s Mining Equipment to allow Customer to modify, protect, or remove the Mining Equipment. The Parties agree that, although Service Provider may store, use, or install the Mining Equipment at its hosting site(s), the Mining Equipment is and shall remain the exclusive property of Customer and shall not be considered deemed to become a fixture of the hosting site(s) or otherwise so related to the hosting site(s) as to give rise to a waiver similar interest to Service Provider under applicable real estate law. Service Provider shall not allow any lien, security interest, or other encumbrance to attach to any of the Mining Equipment, and shall defend and hold Customer harmless from any claim by a third party of any subsequent breach such lien, security interest, or encumbrance. Service Provider shall take all necessary action to effectuate the provisions of this Section, including the same grant of access to Customer, notwithstanding any adverse condition of Service Provider, such as bankruptcy or other insolvency proceedings. Service Provider shall immediately notify Customer if any other provisionsuch claim or notice related to the Customer’s Mining Equipment is received by Service Provider. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 This Agreement (a) The Term shall become effective begin on the date Effective Date and will continue for a Term of one (1) year or unless terminated sooner as provided herein. (b) Nissan may terminate this Agreement for its convenience upon thirty (30) days’ notice to Company. (c) In addition to other termination rights expressly set forth in this Agreement, either party may terminate this Agreement effective upon written notice to the other if the other party violates any covenant, agreement, representation, or warranty contained herein in any material respect or defaults or fails to perform any of its signature obligations or agreements hereunder in any material respect, which violation, default or failure is not cured within thirty (30) days after notice thereof from the non-defaulting party stating its intention to terminate this Agreement by both Partiesreason thereof. Material breach by Company includes: (i) breach of any restrictions or otherwise infringing Nissan’s proprietary rights by Company or third parties; (ii) violation of the license grants; (iii) nonpayment of fees; (iv) attempts to assign this Agreement; or (vii) breach of confidentiality obligations. 9.2 The terms (d) If underpayment or nonpayment of the Fees occurs more than two (2) times, then Nissan will have the right to terminate this Agreement immediately for cause and conditions Company shall have no right to cure. (e) Either may terminate this Agreement by delivering written notice to the other party upon the occurrence of any of the following events: (i) a receiver is appointed for either party or its property; (ii) either makes a general assignment for the benefit of its creditors; (iii) either party commences, or has commenced against it, proceedings under any bankruptcy, insolvency or debtor's relief law, which proceedings are not dismissed within sixty (60) days; or (iv) either party is liquidated or dissolved. (f) Nissan may terminate this Agreement to the extent any continued performance by the Company is deemed to be unlawful, as determined in Nissan’s sole reasonable discretion. (g) Any provision in this Agreement that, in order to give proper effect to its intent, would or should survive any expiration or termination of this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: (a) termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subjectso survive. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 19.1. This Agreement Contract is effective from the Effective Date and shall become effective on remain in force, absent earlier termination in accordance with this Section 19., for a term of seven (7) years (the date “Initial Term”), and shall automatically extend for a further term of its signature by both Partiestwo (2) years (the “Renewal Term”), unless either Party gives at least eighteen (18) months’ written notice to terminate the Contract at the end of the Initial Term or at any time during the Renewal Term. The Parties may mutually agree to extend the term of this Contract following the end of the first Renewal Term for further periods of two (2) years, and each such two (2) year period shall be an additional Renewal Term. The Initial Term and any Renewal Term(s) shall constitute the “Term”. [***]. 9.2 The terms and conditions 19.2. Termination of this Agreement Contract shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until:not [***]. (a) termination 19.3. If a Party materially breaches any material term or condition of this Agreement pursuant Contract, the other Party may notify the breaching Party in writing of such breach, setting forth the nature of the breach in reasonable detail. If the breaching Party fails to this Section 9; or (b) discharge cure such breach within [***] after the receipt of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then foregoing notice from the non-defaulting breaching Party, the non-breaching Party may give terminate this Contract effective immediately upon a second written notice to the defaulting Party which breaching Party. 19.4. Customer may terminate this Contract at its election on [***] written notice shall specify to ▇▇▇▇▇▇▇▇▇▇ if the Event of Default. After receipt of such noticeInitial Technology Transfer has finally not been completed by June 30, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy2017, then this Agreement shall be deemed automatically terminated, without prejudice subject to any other rights or remedies Exit Fees payable under Section 10. for any Binding Forecast placed by Customer prior to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereundersuch termination, giving either Party the title to immediately terminate this Agreement: provided that (a) Failure this Section 19.4. shall not apply if the failure to remit payment when due; complete the Initial Technology Transfer by June 30, 2017 is the result of Customer’s [***] or [***] in [***] necessary for ▇▇▇▇▇▇▇▇▇▇ to [***], and (b) if the other Party makes any voluntary arrangement with Initial Technology Transfer is completed after June 30, 2017, and Customer has not exercised its creditors or becomes subject right to any bankruptcy procedure, goes into liquidation or ceases terminate the Contract under this Section 19.4. prior to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach such completion of the same or any other provisionInitial Technology Transfer, Customer shall have [***] under this Section 19.4. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 This 9.1. The Agreement shall become effective commence on the date first day of its signature the Initial Subscription Period and shall continue for the Initial Subscription Period. Thereafter, this Agreement may be renewed by both Partiesthe parties for such further period as they may agree to in writing (the “Renewal Period”). 9.2 The terms and conditions 9.2. Maynooth University (acting as agent on behalf of the Members) may terminate this Agreement without cause by notifying the Publisher, in writing, at least sixty days before the end of the relevant Subscription Year, in which case this Agreement shall continue terminate upon the expiry of the applicable Subscription Year. 9.3. Maynooth University (acting as agent on behalf of the Members) may terminate this Agreement with immediate effect by written notice to the Publisher if the Publisher is in material breach of any obligation under this Agreement and, in the event of a material breach capable of being remedied, fails to remedy the breach within thirty (30) days of receipt of notice in writing of such breach. 9.4. A Member’s participation in this Agreement may be applicable terminated with immediate effect by the Publisher on written notice if the Member is in material breach of any obligation under this Agreement and, in the event of a material breach capable of being remedied, fails to all forthcoming sale-purchase agreements between Supplier remedy the breach within thirty (30) days of receipt of notice in writing of such breach. 9.5. If a Member’s participation in this Agreement is terminated then that Member’s further rights and Client untilobligations under this Agreement shall cease upon the effective date of such termination, but such termination: (a) 9.5.1. shall not prejudice any rights or liabilities of any party in connection with that Member which may have arisen on or before the effective date of such termination; and 9.5.2. shall have no effect on the continuation in force of the Agreement. 9.6. Upon termination of this Agreement pursuant (except where a Member’s participation in this Agreement is terminated under clause 9.4) the Publisher will provide (at the option of Maynooth University) the Members and Authorised Users with access to and use of the full text of the Licensed Material which was published and paid for within the term of this Section 9Agreement and under any preceding agreements (where applicable) between the Publisher and the Members, without charge, by one or more of the following options: 9.6.1. continuing online access to archival copies of the same Licensed Material on the Publisher's server; or (b) discharge 9.6.2. by supplying archival copies of the same Licensed Material to the Members in an electronic medium mutually agreed between the parties; or 9.6.3. supplying archival copies of the same Licensed Material to a central archiving facility operated on behalf of the Members or other archival facility; or 9.6.4. granting access to the same Licensed Material through one of the e- journals archiving solutions as listed in Schedule 3 – Industry Standards and Related Obligations. 9.6.5. For the avoidance of doubt, access to and use of archival copies shall be subject to the terms and conditions as set out in Clauses 3 and 4 of this Agreement. 9.7. Members are permitted to: 9.7.1. mount the archival copies of the Licensed Material supplied by the Publisher in accordance with Clauses 9.6.1 and 9.6.3; 9.7.2. communicate, make available and provide access to such Licensed Material via a Secure Network to Authorised Users in accordance with the terms of this Agreement; 9.7.3. make copies of or re-format the Licensed Material contained in the archival copies supplied by the Publisher in any way to ensure their future preservation and accessibility in accordance with this Agreement; 9.8. In the event that ownership of a part or parts of the Licensed Material is sold by the Publisher or otherwise transferred to another publisher, the Publisher will use all reasonable efforts to retain a non-exclusive copy of the volumes published during the term of this Agreement by mutual consent of both and make them available without charge to Members: 9.8.1. through the PartiesPublisher’s server; or (c) replacement of this Agreement 9.8.2. by a new frame agreement which is executed between Supplier and Client supplying such material without charge to Members in accordance with reference to the same subjectprocedure described in Clause 9.6. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default9.9. In the lack event that the Publisher ceases to publish a part or parts of the Licensed Material (including back issues of a title as part of the Licensed Material), the Publisher will: 9.9.1. maintain a digital archive of such timely remedyLicensed Material; 9.9.2. make the digital archive available to Members without charge either through the Publisher’s server, then this Agreement shall be deemed automatically terminated, via a third party server (including e- journals archiving initiatives as listed in Schedule 3 – Industry Standards and Related Obligations) or by supplying the digital archive to Member without prejudice to any other rights or remedies to charge in accordance with the non-defaulting Party available at law or procedure described in equityClause 9.6. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title 9.10. The archival copies supplied in accordance with Clauses 9.6.1 to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.49. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 This (a) The term of this Agreement shall become effective on is one year form the date Effective Date of its signature by both Parties. 9.2 The this Agreement, subject to the terms and conditions set forth below regarding early termination (the ‘Term”). The Term of this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: (a) automatically extend for successive one year terms unless sooner termination of this Agreement pursuant to this Section 9; oras provided herein. (b) discharge This Agreement may be terminated at any time by either party for its convenience upon ninety (90) days written notice. Each of the parties has considered its expenditure in preparing for performance of, and performing, this Agreement by mutual consent and possible losses resulting form its termination. It is expressly understood that this right of both the Parties; or (c) replacement of this Agreement by a new frame agreement which termination is executed between Supplier absolute and Client with reference that neither party shall be liable to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided other for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that damage in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of terminationconvenience. 9.6 Any waiver by either Party (c) This Agreement may also be terminated in the event of a one party’s breach of any provision of the terms and conditions set forth herein, providing that such breach is not remedied within thirty (30) business days of the breaching party having received written notice of such breach. (d) The obligations of Receiving Party herein shall be effective from the date Disclosing Party last discloses any Confidential Information to Receiving Party pursuant to this Agreement to the date when the Confidential Information disclosed to Receiving Party is no longer confidential. (e) Further, the obligation not to disclose shall not be considered affected by bankruptcy, receivership, assignment, attachment or seizure procedures, whether initiated by or against Receiving Party, nor by the rejection of any agreement between Disclosing Party and Receiving Party, by a trustee of Receiving Party in bankruptcy, or by the Receiving Party as a waiver debtor-in-possession or the equivalent of any subsequent breach of the same or any other provisionforegoing under local law. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 17.1 This Agreement shall become effective commence on the date of its signature by both PartiesEffective Date and shall remain in effect until terminated. 9.2 The terms and conditions of this 17.2 This Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client untilwill terminate: (a) termination upon thirty (30) days (ten (10) days in the case of this Agreement pursuant to this Section 9; or (bnonpayment) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used prior written notice if IGS shall be in this Agreement, an Event of Default means when a Party is in serious breach or default of any material obligations provided for by obligation under this Agreement. Should either Party cause an Event of Default; provided however, then IGS may avoid such termination if, before the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt end of such noticenotice period, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of it cures such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when duebreach; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or immediately if IGS ceases to carry on do business, or otherwise terminates its business operations; (except in the case of amalgamation c) immediately if IGS seeks protection under any bankruptcy, receivership, trust deed, creditors arrangement, composition or other reorganisation comparable proceeding, or if any such proceeding is instituted against IGS (and not dismissed within the company groupsixty (60) days); or (cd) immediately if IGS is unable to grant RSS the AGP Technology license specified in the event of Force Majeure as provided for in Clause 12.4Section 3.1(a). 9.5 It is agreed that in case 17.3 Neither party shall incur any liability whatsoever for any damage, loss or expenses of early any kind suffered or incurred by the other (or for any compensation to the other) arising from or incident to any termination of this Agreement for by such party which complies with the terms of the Agreement whether or not such party is aware of any reasonsuch damage, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of terminationloss or expenses. 9.6 Any waiver by either Party of a breach of any provision 17.4 Upon termination of this Agreement by either party: (i) all rights and licenses granted hereunder shall not be considered as a waiver of any subsequent breach immediately terminate, except that licenses to end user customers for the use of the same RSS Software, Documentation, IGS Chip and IGS Software pursuant to this Agreement shall continue in accordance with the applicable end user agreements therefor; (ii) IGS will immediately return to RSS all *** Technology and all materials relating to *** Technology or any other provisionportion(s) thereof and all RSS Confidential Information in IGS' possession, custody or control in whatever form held (including all copies or embodiments thereof), except that IGS may maintain one (1) copy of the RSS Software solely to the extent necessary to support its installed base of customers for the CyberPro3000 Products and Unencrypted Verilog Based Products; and (iii) except to the extent expressly provided to the contrary in this Agreement, all rights to payment (including, without limitation, milestone payments and royalties) and the following provisions shall survive the termination of this Agreement: Sections 4, 7, 9.1, 9.3, 10.5, 12.1(a), (c) & (d), 12.2(a) and 13 through 20, inclusive. 9.7 The rights to terminate 17.5 Termination is not the sole remedy under this Agreement given by this clause shall and, whether or not prejudice any termination is effected, all other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breachremedies will remain available.

Term and Termination. 9.1 This Agreement shall become effective on the date of its signature by both Parties. 9.2 15.1 The terms and conditions term of this Agreement shall commence on the Effective Date and shall continue for the term of the last to expire of the UW's intellectual property right controlling Licensed Products, unless sooner terminated as set forth in this Agreement. 15.2 In the event of any material breach of this Agreement by either party (other than any breach of Company's obligations under Paragraphs 10.2, 10.3, or 10.4), then the other party shall be applicable entitled to all forthcoming sale-purchase agreements between Supplier and Client untilterminate this Agreement by giving the breaching party written notice of such termination, provided that: (a) termination the terminating party has given the other party written notice of such breach and its intent to terminate this Agreement pursuant to this Section 9; or if the breach is not cured within thirty (b30) discharge of this Agreement by mutual consent of both days after the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt date of such notice, notice or such later date as may be specified by the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due;terminating party; and (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except breach is not cured within the cure period specified in the case of amalgamation or other reorganisation terminating party's notice and (a) above or, if the breach cannot reasonably be cured within such cure period, the company group)party in breach commences to cure the breach within such cure period and thereafter diligently pursues the same to completion; orand (c) in the event notice of Force Majeure as provided for in Clause 12.4termination is given prior to completion of the cure. 9.5 It is agreed that in case of early termination of 15.3 Company shall have a right to terminate this Agreement for or any reasonlicense granted herein, Supplier will with or without cause, upon ninety (90) days' prior written notice to UW. 15.4 Except as otherwise provided in Paragraph 10.5, the provisions under which this Agreement or any licenses, options, or obligations may be entitled to: - finalise terminated or suspended shall be in addition to any and all the running productions, - invoice other legal remedies which either party may have for the finished Products enforcement of any and all terms hereof, and do not in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of terminationany way limit any other legal remedy such party may have. 9.6 Any waiver by either Party of a breach of any provision 15.5 Termination of this Agreement shall not be considered terminate all rights and licenses granted to Company relating to Licensed Products. Further, in such event, Company shall assign to UW and/or to any of the Developers as appropriate any and all Software Identifiers and Internet Domain Names, together with any goodwill if used as a waiver trademark or service mark, ▇▇eviously assigned or transferred to Company by UW and/or Developers. Company may with the prior approval of UW fulfill any outstanding orders for the Licensed Products, and distribute any copies of Licensed Products remaining in its inventory for a period of ninety (90) days from the date of termination of this Agreement. 15.6 Termination of any subsequent breach license granted herein shall terminate all rights granted by UW to Company under this Agreement relating to Licensed Products except that Company may fulfill any outstanding order for the Licensed Products, and distribute any copies of Licensed Products remaining in its inventory for a period of ninety (90) days from the same or any other provisiondate of termination of license. 9.7 The rights to terminate 15.7 Termination by UW or Company under the options set forth in this Agreement given by this clause shall not prejudice relieve Company from any financial obligation to UW accruing prior to or after termination or from performing according to any and all other right or remedy provisions of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breachthis Agreement expressly agreed to survive termination.

Term and Termination. 9.1 This Agreement shall become effective on the date of its signature by both Parties. 9.2 The terms and conditions initial term of this Agreement shall commence on the Effective Date and shall continue until the date that is three (3) years from the Effective Date unless earlier terminated pursuant to be applicable the terms hereof. Thereafter, the Agreement shall automatically renew for additional one (1) year renewal terms unless either Party provides notice of non-renewal at least ninety (90) days prior to all forthcoming sale-purchase agreements between Supplier and Client until: (a) termination the beginning of a Renewal Term. Either Party may terminate this Agreement pursuant to this Section 9; or upon thirty (b30) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference calendar days prior written notice to the same subject. 9.3 As used other Party if the other Party breaches or violates any of its material obligations set forth in this Agreement, an Event and fails to cure such breach or violation within thirty (30) calendar days after receiving written notice of Default means when such breach or violation from the other Party. Further, after December 31, 2014, either Party may terminate this Agreement by giving the other Party thirty (30) days notice. Upon termination of this Agreement, DR shall cease referring business to the Company, each Party shall cease referring to itself as a referrer of potential clients to the other Party, and each Party is shall promptly return or destroy any of the other Party’s Confidential Information or other materials provided by the other Party in serious breach its possession or control. Notwithstanding such termination, the Included Clients Referral Fee and any Company Referral Fees earned through the satisfaction of any material obligations provided for by the conditions set forth in Section 2 hereof prior to the effective date of such termination shall continue to be due and payable in accordance with the terms of this Agreement. Should either Party cause In the event that Company terminates the Agreement due to an Event uncured breach by DR of Defaultany of its material obligations set forth in this Agreement, then the non-defaulting Party may give written notice Company shall have no obligation to pay DR any portion of the defaulting Party which notice shall specify Included Clients Referral Fee not due as of the Event of Default. After receipt date of such notice, the defaulting Party shall have a period termination. The provisions of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminatedwhich, without prejudice to any other rights or remedies to by their terms, require performance after the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reasonAgreement, Supplier will be entitled to: - finalise all or have application to events that may occur after such termination, shall survive the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision termination of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provisionAgreement. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 This Agreement shall become effective on the date of its signature by both Parties. 9.2 2.1 The terms and conditions Initial Term of this Agreement shall continue be for the period specified in the Proposal commencing as of the Effective Date (the “Initial Term”). 2.2 MSP is authorized to: (a) terminate this Agreement (and/or associated Order(s)) if Customer fails to be pay any applicable fees due under this Agreement or any Order within 60 days of the date of becoming due; or (b) terminate this Agreement if Customer commits any other material breach of this Agreement and fails to cure such breach within thirty (30) days from the receipt of written notice from MSP directing the Customer to cure such breach; or (c) terminate this Agreement in case of prolonged Force Majeure that extends for a cumulative period of 30 (thirty) days – as defined herein. 2.3 Upon any termination of the right to use a product/service, Customer will immediately uninstall (if the product/ service is software) and cease to use the terminated product/service and, upon MSP’s written request, where applicable, immediately return such product to MSP, together with all forthcoming sale-purchase agreements between Supplier related documentation, and Client untilcopies thereof. Upon written request from MSP, Customer will promptly certify in writing, in the format at Schedule 1, to MSP that all copies of the product have been returned, and that any copies not returned have been destroyed and that the Customer shall refrain from any further use of the product/service. 2.4 If the termination is with respect to a service, Customer will promptly pay MSP for all services rendered along with all expenses incurred through the termination date. MSP may terminate any license granted for a Deliverable (as defined below) if: (ai) Customer does not pay MSP for that Deliverable in accordance with this Agreement, or (ii) if Customer materially breaches any part of this Agreement that affects this clause 2.4 and the obligations herein 2.5 It is expressly recorded that all dues outstanding and payable as of the date of termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of remain payable even after termination. 9.6 Any waiver by either Party of a breach of any provision of 2.6 After the Initial Term, this Agreement agreement shall not be considered as a waiver of any automatically renew for subsequent breach periods of the same or any length as the Initial Term unless either Party gives the other provision. 9.7 The rights written notice of termination at least sixty (60) days prior to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect expiration of the breach concerned (if any) or any other breachInitial Term.

Term and Termination. 9.1 This Agreement shall become effective on the date of its signature by both Parties. 9.2 10.1. The terms and conditions term of this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier begin on the Effective Date and Client until: (a) termination provided that the first delivery of the Product under this Agreement pursuant to this Section 9; or (b) discharge shall occur on December 31, 2009 or earlier, and unless previously terminated as hereinafter set forth, shall remain in force for a period of this Agreement by mutual consent of both ten Years beginning with the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subjectFirst Shipment Date. 9.3 As used in this Agreement10.2. Each Party may, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Defaultat its discretion, then the non-defaulting Party may give upon written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such noticeother Party, the defaulting Party shall have a period of 15 (fifteen) days and in addition to remedy the Event of Default. In the lack of such timely remedy, then its rights and remedies provided under this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights to terminate agreement executed in connection with this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available and at law or in equity, terminate this Agreement in respect the event of any of the following: 10.2.1. Upon a material breach concerned (of the other Party of any material provision in this Agreement, and failure of the other Party to cure such material breach within **** days after receiving written notice thereof; provided, however, that such cure period shall not modify or extend the **** day cure period for HOKU’s delivery obligations pursuant to Section 4.3 above; and provided, further that such **** day cure period shall not apply to JINKO’s failure to make any payment to HOKU pursuant to this Agreement. In the event of JINKO’s failure to make payment on the **** day payment terms set forth in Section 6.4 hereof, termination by HOKU shall require the issuance of a written notice of default containing the threat of immediate termination if any) payment is not made within an additional grace period of not less than **** business days. For purposes of this Section 10.2.1, a “material breach” means a monthly shipment which is delayed beyond **** days, a payment default or any other breachmaterial breach of this Agreement which materially and adversely affects a Party or which occurs on multiple occasions. JINKO Initials & Date HOKU Initials & Date **** Confidential material omitted and filed separately with the Commission. 10.2.2. Upon the voluntary or involuntary initiation of bankruptcy or insolvency proceedings against the other Party; provided, that for an involuntary bankruptcy or insolvency proceeding, the Party subject to the proceeding shall have sixty (60) working days within which to dissolve the proceeding or demonstrate to the terminating Party’s satisfaction the lack of grounds for the initiation of such proceeding; 10.2.3. If the other Party (i) becomes unable, or admits in writing its inability, to pay its debts generally as they mature, (ii) becomes insolvent (as such term may be defined or interpreted under any applicable statute); or 10.2.4. In accordance with the provisions of Section 13 (Force Majeure) below; provided, however, that JINKO may not terminate this Agreement pursuant to Section 13 if HOKU is supplying Products to JINKO pursuant to Section 4.2 of this Agreement. 10.2.5. Without limiting the foregoing, JINKO shall have the right to terminate this Agreement immediately if HOKU fails to deliver the first shipment of the Minimum Monthly Quantity of Products on or before December 31, 2009. 10.3. Subject to the effectiveness of this Agreement, HOKU shall have the right to thereafter terminate this Agreement if (A) on or before March 25, 2009, JINKO has failed to pay the Third Deposit, in which case HOKU may retain the Initial Deposit of fifteen million (15,000,000) U.S. dollars as liquidated damages; (B) on or before June 24, 2009, JINKO has failed to pay the Fourth Deposit, in which case HOKU may retain the Initial Deposit of fifteen million (15,000,000) U.S. dollars and the Third Deposit of three million (3,000,000) U.S. dollars as liquidated damages. 10.4. Upon the expiration or termination of this Agreement howsoever arising, the following Sections shall survive such expiration or termination: Sections 2 (Definitions); Section 8 (Product Quality Guarantee), Section 9 (Inspection and Return Goods Policy); Section 10 (Term and Termination); Section 11 (Liability); Section 12 (Liquidated Damages); and Section 14 (General Provisions). 10.5. If JINKO terminates this Agreement pursuant to Section 10.2.1, 10.2.2, 10.2.3, 10.2.4, 10.2.5, or 13 then any funds remaining on the Total Deposit on such date of termination shall be returned to JINKO, plus interest equal to the amount set forth in Section 6.6 for each year since the Initial Deposit was paid to HOKU by JINKO; provided however that if JINKO is in material breach of this Agreement at the time it terminates this Agreement, then HOKU shall not be required to repay any remaining amount of the Total Deposit up to the amounts of HOKU’s direct loss from such material breach (unless JINKO cures such breach within the applicable cure period) or JINKO’s other outstanding and unpaid obligations hereunder (including, without limitation, obligations under Section 12). If HOKU terminates this Agreement pursuant to Section 10.2.1, 10.2.2, 10.2.3, 10.2.4, or 13 then HOKU shall be entitled to retain the Total Deposit including any funds remaining on the Total Deposit on such date of termination in accordance with Section 12. “Funds remaining” on the Total Deposit are funds not applied against JINKO’s purchase of Product, pursuant to Section 6.4 above, for Product actually shipped to JINKO hereunder. If JINKO terminates this Agreement pursuant to Section 10.2.1 or 10.2.5 due to HOKU’s failure to deliver Products pursuant to this Agreement, then one hundred fifty percent (150%) of the funds remaining on the Total Deposit on such date of termination shall be returned to JINKO. JINKO Initials & Date HOKU Initials & Date

Term and Termination. 9.1 10.1. This Agreement agreement shall become effective on commence as of the date Effective Date and continue for a minimum period of its signature twelve (12) months, (“Initial Term”). If agreed to by both Parties. 9.2 The terms and conditions of parties, this Agreement shall continue be extended for following one (1) twelve (12) month periods. 10.2. This agreement may be terminated at any time by written agreement of the parties. 10.3. If either party breaches a material provision of these Agreement and the breach is not cured within 30 days after receipt of written notice from the other party specifying the nature of the breach or if a plan is not in place to be applicable expeditiously cure such breach, the non” breaching party may terminate this Agreement by written notice to all forthcoming sale-purchase agreements between Supplier and Client untilthe party in breach (10.4) Either party may terminate this Agreement by written notice upon the occurrence of any of the following events, unless such event is eliminated or cured within 60 days of notice thereof: (a) termination the filing by the other party of this Agreement pursuant to this Section 9a petition in bankruptcy or insolvency; or (b) discharge of this Agreement by mutual consent of both any adjudication that the Partiesother party is bankrupt or insolvent; or (c) replacement of this Agreement the filing by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach other party of any material obligations provided for by this Agreement. Should either Party cause an Event of Defaultpetition or answer seeking reorganization, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such noticereadjustment, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any arrangement of the following will constitute an act of default hereunder, giving either Party the title business under any law relating to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors bankruptcy or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group)insolvency; or (cd) in the event appointment of Force Majeure as provided a receiver for in Clause 12.4all or substantially all of the property of other party; or (e) the making by the other party of any assignment or attempted assignment of the benefit of creditors; or (f) the institution of any proceedings for the liquidation or winding up of the business or for the termination of the corporate charter of the other party. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision 10.4. Termination of this Agreement shall not be considered as a waiver affect the survival of any subsequent breach rights or obligations hereunder which by their nature are to survive and be effective following termination of the same or any other provision. 9.7 The rights Agreement. After sixty (60) days following termination, remainders of inventory dollars which are reasonably in Seller’s possession due to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect the uniqueness of the breach concerned (if any) or any Customer’s product shall be inventoried, boxed, and billed to the Customer at seller’s cost plus 10%. excluding material consigned by the Customer, which shall be managed by the Supplier at a flat handling charge at the rate of $30 per hour, the Customer may request that components may be used in the manufacture of alternate the Customer’s products which the Customer agrees to purchase in accordance with the other breachterms of this Agreement.

Term and Termination. 9.1 14.1 This Agreement shall become effective on the date hereof and, unless earlier terminated in accordance with this Section, shall continue in effect for an initial term of its signature by both Partiesthree (3) years from the date of Commercial Launch. 9.2 The terms and conditions of this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: (a) termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party 14.2 Either party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all at any time after the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach first anniversary of the same or any other provision. 9.7 The rights Commercial Launch, upon ninety (90) days prior written notice given after the first anniversary of Commercial Launch. In addition, Biogen shall have the right to terminate this Agreement given immediately in the event the FDA rejects the PLA/ELA filing, or if Biogen withdraws its PLA/ELA filing. 14.3 Either party may terminate this Agreement (i) for a material breach by this clause shall not prejudice the other party upon thirty (30) days' prior written notice unless the breaching party cures the breach within such thirty (30) day period or (ii) in the event of any other right proceedings, voluntary or remedy of either Party, available at law or in equityinvoluntary, in respect bankruptcy or insolvency, by or against the other party, or the appointment with or without the other parties' consent of a receiver for such party. 14.4 Upon receipt or delivery of a termination notice by Nova Factor or ninety (90) days prior to expiration of this Agreement at the end of the breach concerned term, as applicable, the parties shall begin to transition distribution of Product for Nova Factor's customers to a party to be designated by Biogen. Transition of distribution under this Section 14.4 shall mean the following: (i) Biogen shall as soon as possible begin referring Nova Factor customers who contact Biogen's customer service department to the designated distributor. (ii) At Biogen's request, Nova Factor shall provide notice to all of Nova Factor's customers of the change in distributors. (iii) Nova Factor shall complete any reimbursement clearances and Product shipments then underway, but otherwise shall refer customers to the designated distributor. (iv) Nova Factor shall transfer a copy of the Database and customer information, including prescription files, to the designated distributor, provided that if anyapplicable patient confidentiality laws prohibit transfer of the customers' name to the designated distributor, Nova Factor shall transfer the Database and customer information using customer numbers instead of names. (v) Nova Factor's obligation to order additional Product when its inventory falls to a one-week supply shall cease and Biogen shall repurchase any Product held in inventory by Nova Factor on the date of termination at the price paid for the Product by Nova Factor. After receipt of the termination notice and during the period thereafter ending six months after termination, Nova Factor shall use reasonable efforts to cooperate with Biogen in ensuring the smooth transition of the services provided by Nova Factor under this Agreement to the distributor designated by Biogen, provided that after termination of this Agreement, Biogen shall reimburse Nova Factor for its reasonable out-of-pocket, non- personnel-related expenses associated with such cooperation. 14.5 Sections 9, 10, 11, 14.4, 15, 16, 17, and 22.7 shall survive termination or any other breachexpiration of this Agreement.

Term and Termination. 9.1 11.1 The initial term of this Agreement will commence on the Effective Date and will continue thereafter for the period as set out in the Order Form (“Initial Term”) unless terminated earlier by ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Services or Customer in accordance with the terms of this Agreement. This Agreement will automatically renew for additional one (1) year periods (unless separately identified in the Order Form, in which case such other period of the length specified in the applicable Order Form) shall become effective on apply (each being a “Renewal Term” and, collectively, with the date Initial Term, the “Term”) unless either party provides the other party with ninety (90) dayswritten notice prior to the conclusion of its signature by both Parties. 9.2 The the Initial Term or the Renewal Term, as applicable. All terms and conditions of this Agreement hereof shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: (a) termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both remain in effect during any Renewal Term, except as the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subjectparties otherwise expressly agree in writing. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without 11.2 Without prejudice to any other rights or remedies that the Parties may have, the Customer may terminate this Agreement without liability to ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Services immediately on giving written notice to ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Services if ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Services commits a material breach of any of the terms of this Agreement and, if such a breach is remediable, fails to remedy that breach within thirty (30) days of ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Services's being notified in writing of the breach. 11.3 Without prejudice to any other rights or remedies that the Parties may have, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Services may immediately suspend the provision of the Services and/or terminate this Agreement or any part of this Agreement without liability to the non-defaulting Party available at law or in equity. 9.4 Any of Customer immediately on giving written notice to the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this AgreementCustomer if: (a) Failure the Customer fails to remit pay any amount due under this Agreement on the due date for payment when due;and remains in default not less than thirty (30) days after being notified in writing to make such payment; or (b) the other Party makes Customer commits a material breach of any voluntary arrangement with its creditors or becomes subject of the terms of this Agreement and (if such a breach is remediable) fails to any bankruptcy procedure, goes into liquidation or ceases to carry on its business remedy that breach within fourteen (except 14) days of the Customer being notified in writing of the case of amalgamation or other reorganisation within the company group)breach; or (c) the Customer notifies ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Services that it does not accept any variation in the Fees pursuant to condition 6; or (d) instructed to do so by the Acquirer or a Network; or (e) if a tri--party agreement between ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Services, the Customer and the Acquirer, including the DNAP Agreement, is terminated for any reason; or (f) the Customer suspends, or threatens to suspend, payment of its debts or is unable to pay its debts as they fall due or admits inability to pay its debts or (being a company) is deemed unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986; or (g) the Customer commences negotiations with all or any class of its creditors with a view to rescheduling any of its debts, or makes a proposal for or enters into any compromise or arrangement with its creditors other than for the sole purpose of a scheme for a solvent amalgamation of the Customer with one or more other companies or the solvent reconstruction of the Customer; or (h) a petition is filed, a notice is given, a resolution is passed, or an order is made, for or in connection with the winding up of the Customer other than for the sole purpose of a scheme for a solvent amalgamation of the Customer with one or more other companies or the solvent reconstruction of the Customer; or (i) an application is made to Court, or an order is made, for the appointment of an administrator or if a notice of intention to appoint an administrator is given or if an administrator is appointed over the Customer; or (j) a floating charge holder over the assets of the Customer has become entitled to appoint or has appointed an administrative receiver; or (k) a person becomes entitled to appoint a receiver over the assets of the Customer or a receiver is appointed over the assets of the Customer; or (l) a creditor or encumbrancer of the Customer attaches or takes possession of, or a distress, execution, sequestration or other such process is levied or enforced on or sued against, the whole or any part of its assets and such attachment or process is not discharged within 14 days; or (m) the Customer suspends or ceases, or threatens to suspend or cease, to carry on all or a substantial part of its business; or (n) any event occurs, or proceeding is taken, with respect to the Customer in any jurisdiction to which it is subject that has an effect equivalent or similar to any of Force Majeure as provided for the events mentioned in Clause 12.4condition 10.3(e) to condition 10.2(l) (inclusive); or (o) there is a change of control of the Customer. 9.5 It is agreed that in case of early 11.4 On termination of this the Agreement for any reason: (a) the Customer shall, Supplier will be entitled to: - finalise within fifteen (15) days, pay to ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Services all the running productions, - invoice for the finished Products in stock and/or already delivered; of ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Services’s outstanding fees and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equityinterest and, in respect of Services supplied but for which no invoice has been submitted and any portion of the breach concerned remaining fees for that calendar year and that has not yet been invoiced, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Services may submit an invoice, which shall be payable within fifteen (if any15) days of receipt; and (b) the accrued rights and liabilities of the Parties as at termination and the continuation of any provision expressly stated to survive or any other breachimplicitly surviving termination shall not be affected.

Term and Termination. 9.1 This Agreement shall become effective on the date of its signature by both Parties. 9.2 2.1. The terms and conditions term of this Agreement shall commence on the Effective Date and shall continue to be applicable to all forthcoming salein effect for thirty-purchase agreements between Supplier and Client until: six (a36) termination of months (the “Initial Term”) unless earlier terminated as provided herein. Thereafter, this Agreement pursuant to this Section 9; or (b) discharge of shall be automatically renewed, provided that Customer is not in default beyond any applicable grace period, on the terms described in this Agreement by mutual consent of both for successive one-year periods (each, a “Renewal Term,” and together with the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to Initial Term, the same subject. 9.3 As used in this Agreement“Term“), an Event of Default means when a Party is in serious breach of any material obligations unless earlier terminated as provided for by this Agreement. Should herein or unless either Party cause an Event of Default, then the non-defaulting Party may give provides written notice to the defaulting other Party which at least sixty (60) days prior to the expiration of the current Term that such Party does not want this Agreement to renew. 2.2. Expiration or termination of the Term of this Agreement shall not affect any obligation of Customer to make payments hereunder accruing prior to such expiration or termination. 2.3. If a Party materially breaches this Agreement, the other Party may terminate this Agreement by providing written notice to the other Party specifying the nature of such breach in reasonable detail; provided, however, that (i) this Agreement shall specify not terminate if the Event of Default. After receipt of breaching Party shall have cured the breach within ten (10) business days following such notice, and (ii) the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack exercise of such timely remedy, then this Agreement right of termination shall be deemed automatically terminated, without prejudice to not limit any other rights or remedies to of the non-defaulting breaching Party available at law or in equitylaw, except as specified herein. 9.4 Any of the following will constitute an act of default hereunder, giving either 2.4. A Party the title to immediately may terminate this Agreement: Agreement immediately if: (a) Failure to remit payment when due; (bi) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business business; (except in ii) if the case of amalgamation or other reorganisation within Party becomes the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party subject of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same petition in bankruptcy or any other provisionproceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors. 9.7 The rights 2.5. Upon request by Customer made within thirty (30) days after the effective date of termination or expiration of this Agreement, Service Provider will make Customer Content (as defined in Section 5.1) available to terminate this Agreement given by this clause shall not prejudice any other right Customer for export or remedy of either Partydownload. After such 30-day period, available at law or in equity, in respect of the breach concerned Service Provider will have no obligation to maintain (if anyunless legally obligated) or to provide any other breachCustomer Content.

Term and Termination. 9.1 This Unless terminated earlier by either Party in accordance with this Agreement, this Agreement shall become effective will commence on the date of its signature by both PartiesEffective Date and will continue for the Initial Term., Termination. 9.2 The terms and conditions (1) Customer shall have the right to terminate all or any part of this Agreement shall continue including all or any part of the SOWs forthwith upon written notice to be applicable to all forthcoming sale-purchase agreements between Supplier and Client untilContractor in the event that: (a) termination Contractor defaults in the performance or observance of any of its material obligations under this Agreementor fails to the reasonable satisfaction of Customer anto correct any material deficiency under this Agreement pursuant or in the applicable SOW, in the performance of the Services under this Agreement, and fails to this Section 9; orcure such default or deficiency within fifteen (15) Business Days of receiving written notice of such default or deficiency from Customer; (b) discharge Contractor commits an Act of this Agreement by mutual consent of both the Parties; orInsolvency; (c) replacement Contractor fails to meet any SOW Termination Key Milestone date and fails to cure such default within ten (10) Business Days of receiving written notice of such default from Customer whereupon, if requested by Customer, Contractor shall promptly refund or credit, at Customer’ sole discretion, to Customer the aggregate of all amounts then paid and waive the right to any amount payable by Customer in respect of such SOW; (d) A third-party infringement claim is identified (2) Notwithstanding any other provision of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies Customer may possess and subject to the non-defaulting Party available at law provisions of the applicable Appendix, in the event that Customer wishes/wish to terminate this Agreement and/or a Statement of Work in whole or in equity. 9.4 Any of the following will constitute an act of default hereunderpart for reasons unrelated to Contractor’s performance (“termination for convenience”), giving either Party the title Customer shall be entitled to immediately terminate this Agreement: do so provided that Customer and/or its applicable Affiliate(s): (a) Failure to remit payment when due; gives/give Contractor a minimum of thirty (30) days’ advance written notice of such termination (or such longer period as may be agreed and set forth in an applicable Statement of Work); and (b) pays Contractor the other Party makes any voluntary arrangement with its creditors or becomes subject Charges as established pursuant to any bankruptcy procedure, goes into liquidation or ceases the applicable Statement of Work through to carry on its business (except in the case of amalgamation or other reorganisation within termination effective date. The Parties agree that the company group); or (c) foregoing payments shall be Contractor’s only remedy in the event of Force Majeure as provided for a termination pursuant to this Section excluding any unpaid invoices due Contractor, and Contractor acknowledges that the payment made pursuant to this Section is in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; complete and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach final satisfaction of any provision of this Agreement and all Customer liabilities to Contractor related to the termination for convenience. Contractor shall not be considered make a claim for damages, losses, liabilities, penalties, fines, assessments, claims, actions, costs, expenses (including the cost of legal or professional services, legal costs being on a full indemnity basis), proceedings, demands and charges whether arising under statute, contract or at common law of any kind as a waiver result of any subsequent breach of or in connection with the same or any other provision.termination for convenience by Customer pursuant to this Section 9.7 The rights (3) Contractor shall have the right to terminate this Agreement given by forthwith upon written notice to Customer if Customer defaults in its undisputed payments under this clause shall not prejudice any other Agreement and fails to cure such default within thirty (30) Business Days of receiving written notice of such default from Contractor. Contractor acknowledges and agrees that the foregoing right or remedy of either Party, available at law or in equity, in respect termination will be its sole and exclusive right of the breach concerned (if any) or any other breachtermination under this Agreement.

Term and Termination. 9.1 a) This Agreement agreement shall become effective commence on the date Effective Date and shall continue unless terminated in writing by either party. Supplier will give a minimum of its signature by both Parties2 months’ notice should it wish to terminate the contract except where the conditions below apply. Client will give notice of at least one calendar month to Supplier should they wish to terminate this contract. 9.2 The terms and conditions of this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: (a) termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without Without prejudice to any other rights or remedies to which the non-defaulting Party available at law parties may be entitled, either party may terminate this agreement without liability to the other if: the other party commits a material breach of any of the terms of this agreement and (if such a breach is remediable) fails to remedy that breach within 30 days of that party being notified in writing of the breach; or an administrator, receiver or liquidator is appointed in equityconnection with the other party or any part of its business, or it is otherwise insolvent; or the other party ceases, is likely to or threatens to cease, to trade. 9.4 Any c) Supplier shall be entitled by notice in writing, without prejudice to any of its rights herein, to terminate forthwith this agreement on 2 months’ notice to Client, or suspend processing if any sum or fee due to Supplier remains due and unpaid for 10 days or more after the due date. d) Supplier shall be entitled to suspend the processing of any transaction, singularly or as a batch, if a transaction fails any Anti Money Laundering or financial crime checks that Supplier carries out as part of its regulatory commitments. Supplier may also suspend the processing of any Client initiated transaction where Client has insufficient funds available in their Nuapay account. Notwithstanding any other provisions in this agreement, Supplier shall cease provision of any Services in the event that there are legitimate concerns surrounding Client, including but not limited to the security of the following will constitute an act payment services, the undertaking of default hereunderany of the activities listed at ▇▇▇.▇▇▇▇▇▇.▇▇▇/▇▇▇▇▇▇▇▇▇▇_▇▇▇▇▇▇▇▇▇▇, giving either Party the title to or being in breach of this agreement e) On termination of this agreement for any reason: i. all licences granted under this agreement shall immediately terminate this Agreement: (a) Failure to remit payment when dueand Client shall cease use of the Nuapay Service; (b) ii. all Nuapay payment accounts issued to Client will be closed on the other Party makes termination date; iii. Supplier will, at the choice of Client, delete or return all the personal data to Client after the end of the provision of services relating to processing data. Supplier may restrict the deletion of personal data where such an activity would breech compliance with any voluntary arrangement with its creditors or becomes subject financial crime and terrorist financing regulation that applies to any bankruptcy procedure, goes into liquidation or ceases Supplier. iv. Supplier will retain information relating to carry on its business (except the use of all Nuapay services used by Client for a period of sufficient time to meet all statutory requirements in this respect; v. Client remains liable for a period of 13 months in the case of amalgamation SEPA Direct Debit transactions or other reorganisation within indefinitely for Direct Debits processed via Bacs after the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement the contract to compensate Supplier in full for any claims made against Client resulting from the return of any Direct Debit collection initiated by Client for any reason vi. the accrued rights of both parties as at termination shall not be affected or prejudiced, Supplier will be entitled to: - finalise all including, but not by way of limitation, the running productions, - invoice for payment of Fees due but unpaid as at the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time date of termination. 9.6 Any waiver by either Party vii. Where Client terminates the agreement an amount equivalent to 5% of a breach the value of any provision direct debits collected in the four week period prior to receipt of the termination notice by Supplier will be held in reserve to cover any claims received for unpaid direct debits. The residue of this Agreement shall not amount will be considered as a waiver transferred to an account specified by Client two calendar months after the date of termination net of any subsequent breach of the same or any other provisionclaims made during this period. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 7.1 Subject to clause 7.2 and 7.5, this Agreement shall commence on the Effective Date and shall continue in force for a minimum of [insert term] years (“Initial Term”). This Agreement shall become effective continue, and Language Line TI Ltd shall continue to supply the Services following the expiry of the Initial Term unless or until this Agreement is terminated by one of the Parties, either in accordance with this clause 7 or by giving the other Party at least 3 (three) months' written notice such notice capable of being served at any time but not to expire earlier than the expiry of the Initial Term. 7.2 Either party may terminate this Agreement immediately if: 7.2.1 the other party commits any material breach of this Agreement and fails to remedy such breach within 30 (thirty) days of written notice notifying the breach and requiring its remedy; 7.2.2 the other party becomes bankrupt or makes any arrangement with or for the benefits of its creditors or (being a company) enters into compulsory or voluntary liquidation or amalgamation (other than for the purpose of a bone fide reconstruction or amalgamation without insolvency) or has a receiver or manager appointed of the whole or substantially the whole of its undertakings or if any distress or execution is threatened or levied upon any property of the other party or if the other party is unable to pay its debts as they fall due; or 7.2.3 an event of Force Majeure which prevents the supply of the Services persists for 3 (three) months or more. 7.3 Any Work Request that has been entered into prior to the date of termination or expiry of this Agreement but that has not been fulfilled in its entirety by Language Line TI Ltd as at the date of such termination or expiry shall, at the Customer’s option, either: 7.3.1 terminate on the date of its signature termination or expiry of Agreement, in which case the Customer shall be liable to pay Language Line TI Ltd for the Services that have been performed in accordance this Agreement and Work Request prior to the date of such termination or expiry and for which Language Line TI Ltd has not previously been paid; or 7.3.2 continue unaffected by both Parties. 9.2 The such termination or expiry and the terms and conditions of this the Agreement shall continue to be applicable apply to all forthcoming sale-purchase agreements between Supplier and Client until:the Work Request. (a) termination 7.4 If the Customer terminates a Work Request during the term of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference Customer shall pay Language Line TI Ltd for the Services that have been performed up to the same subjectdate of termination in accordance with this Agreement. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party 7.5 Language Line TI Ltd shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights right to terminate this Agreement given by this clause shall not prejudice at any other right or remedy of either Party, available at law or time upon [3 (three)] months’ written notice if there is a reduction in equity, in respect of the breach concerned (if any) or any other breachServices where such reduction would cause Language Line TI Ltd to make a loss.

Term and Termination. 9.1 This Agreement shall become effective commence on the date of its signature by both Parties. 9.2 The terms Effective Date and conditions of shall continue for the initial term set forth in the Order Form (the "Initial Term"), unless terminated earlier in accordance with this Section 9. Thereafter, this Agreement shall continue automatically renew for successive terms of twelve (12) months each ("Renewal Term(s)", and together with the Initial Term, the "Term"), unless either party notifies the other party in writing of non-renewal no less than sixty (60) days prior to be the expiration of the applicable to all forthcoming sale-purchase agreements between Supplier and Client until: (a) termination of term. Notwithstanding the foregoing, either party may terminate this Agreement pursuant to this Section 9; or (b) discharge of if the other party breaches this Agreement by mutual consent of both the Parties; or and fails to cure such breach within thirty (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen30) days to remedy of notice thereof. Without derogating from the Event of Default. In the lack of such timely remedyabove, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to Fornova may immediately terminate this Agreement: Agreement if any assignment is made by Customer for the benefit of creditors, or if Customer is the subject of an involuntary local, state, or federal bankruptcy, insolvency, or similar proceeding that is not dismissed within sixty (a60) Failure days of filing , or if Customer files for voluntary bankruptcy, insolvency, or similar proceeding, or if Customer ceases its business operations or becomes unable to remit payment pay its debts when due; (b) the other Party makes any voluntary arrangement , or enters into an agreement with its creditors providing for the extension or becomes subject to any bankruptcy procedure, goes into liquidation composition of debt. Upon termination or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination expiration of this Agreement for any reason, Supplier will be entitled to: - finalise all (i) the running productions, - invoice for the finished Products license granted to Customer in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall expire, access to the Services shall be disabled by ForNova, and Customer shall discontinue all further use of the Services; (ii) Customer shall pay forthwith all amounts due and owing under this Agreement for the remainder of the applicable term and Customer shall not be considered as entitled to a waiver refund of any subsequent breach amounts paid hereunder, and (iii) Customer shall immediately cease using and return all property in its possession belonging to ForNova, including any and all data relating to the Services and any Confidential Information and all copies thereof and/or shall erase/delete any such data and information held by it in electronic form and shall confirm such deletion to ForNova in writing. Sections 2-10 shall survive any termination or expiration of the same or any other provisionthis Agreement. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 This Agreement shall become effective be in effect for the period which commences on the date of its signature by both Parties. 9.2 The terms and conditions Effective Date of this Agreement and ends two (2) years thereafter, unless sooner terminated as provided herein (such initial term and any and all renewal terms shall be referred to herein as the "Term"). The Term shall automatically continue on a year to year basis, unless either the Company or the Manager gives the other party at least ninety (90) days prior written notice of its intent not to extend the then current Term. Additionally, should there be applicable a change in the existing leadership of Manager (i.e., a change in the representative to all forthcoming sale-purchase agreements between Supplier and Client untilthe Company), the Company shall have the option to terminate this Agreement upon sixty (60) days prior written notice. Notwithstanding the foregoing, either Company or Manager, at its option, may terminate this Agreement, upon the occurrence of any of the following: (a) termination of In the event Company and Manager mutually agree in writing that this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both may be terminated and on the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used date so specified in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give such written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when dueagreement; (b) Immediately, if the other Party makes party files a petition in bankruptcy or is adjudicated bankrupt, or any voluntary arrangement with receiver or trustee is appointed for it or for a substantial portion of its creditors assets, or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on it shall make an assignment of substantially all of its business (except in assets for the case benefit of amalgamation or other reorganisation within the company group); orits creditors; (c) in If the event other party materially breaches any of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination the terms of this Agreement Agreement, the non-breaching party provides the breaching party with written notice of the breach and a suggested method for curing such breach, and the breaching party fails to cure such breach, or make a good faith effort to initiate curative action and diligently prosecute such action within the applicable cure period. The cure periods for a breach shall be: fifteen (15) days for the failure to pay any compensation when due; thirty (30) days if the breach affects a patient's safety or quality of care; and sixty (60) days for any reason, Supplier will be entitled to: - finalise all other breaches; (d) Manager shall have the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights right to terminate this Agreement given by this clause shall not prejudice giving written notice to Company if Company is suspended or prohibited from participating in the Medicare or Medicaid programs or is excluded from entering into health care provider agreements with any other right or remedy of either Party, available at law or in equity, in respect material portion of the breach concerned managed care or health care insurance industry and such suspension, prohibition or exclusion is not rescinded within thirty (if any30) or any other breach.days following the commencement thereof; or

Term and Termination. 9.1 This Agreement shall become effective on the date of its signature by both Parties. 9.2 The terms and conditions of this Agreement shall continue 11.1 Subject always to be applicable either party’s right to all forthcoming sale-purchase agreements between Supplier and Client until: (a) termination of this Agreement terminate pursuant to this Section 911: (a) this Agreement shall commence on the Effective Date and shall continue for the Initial Subscription Term; or and (b) discharge of after the Initial Subscription Term, this Agreement by mutual consent shall automatically renew for successive periods of both the Parties; or twelve (c12) replacement of this Agreement by months (each a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement“Renewal Term”), an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should unless either Party cause an Event of Default, then the non-defaulting Party may give party gives written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 other to terminate this Agreement not less than sixty (fifteen60) days to remedy before the Event end of Default. In the lack of such timely remedyInitial Subscription Term or any Renewal Term (as the case may be), then in which case this Agreement shall be deemed automatically terminated, without terminate at the end of the Initial Subscription Term or Renewal Term (as applicable) 11.2 Without prejudice to any other rights or remedies which the parties may have, either party may terminate this Agreement without liability to the non-defaulting Party available at law or in equity. 9.4 Any of other immediately on giving written notice to the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: other if: (a) Failure (i) the other party is in material breach of this Agreement where the breach is incapable of remedy; or (ii) the other party is in material breach of this Agreement where the breach is capable of remedy and the breaching party fails to remit payment when due; remedy that breach within thirty (30) days after receiving written notice of such breach; (b) the other Party makes any voluntary party enters into an arrangement with for an assignment for the benefit of its creditors or becomes subject to any bankruptcy procedurecreditors, goes into liquidation administration, receivership or administrative receivership, is declared bankrupt or insolvent or is dissolved or otherwise ceases to carry on its business (except in the case of amalgamation business; or other reorganisation within the company group); or (c) any event analogous to those described in clause (b) above happens to the event of Force Majeure as provided for other party in Clause 12.4any jurisdiction in which it is incorporated or resident or in which it carries on business or has assets. 9.5 It is agreed that in case of early 11.3 On termination of this Agreement for any reason, Supplier will be entitled to: - finalise (a) all the running productions, - invoice for the finished Products in stock and/or already delivered; licenses and - recover all the incurred cost for purchasing raw materials and/or Packaging Components other rights granted by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of Qubit under this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights immediately terminate; (b) Customer shall immediately pay to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equityQubit all outstanding unpaid invoices and interest and, in respect of Products rendered but for which no invoice has been submitted, Qubit will submit an invoice, which will be payable by Customer immediately on receipt; (c) each party shall (and Customer shall procure that any applicable Authorized User shall), return or destroy as promptly directed by the breach concerned other party and make no further use of any equipment, property, Confidential Information, the Products (if anyincluding the Script) and other items (and all copies of them) belonging to the other party; (d) Qubit will have no further obligation to store and/or make available Customer Data and may delete the same at any time from and including the date thirty (30) days after the termination or expiry of this Agreement, without further notice to Customer; and (e) the accrued rights of the parties as at termination, and Sections 1, 3.2, 3.4, 3.5, 5.2 and 6 through 12, will survive any other breachexpiration or termination of this Agreement.

Term and Termination. 9.1 This The term of this Agreement shall become effective on the date extend for a period of its signature by both Partiesten (10) years unless terminated in accordance with this Agreement. 9.2 The Either party shall have the right to terminate this Agreement on thirty (30) days' written notice in the event the other party allows or commits a fundamental breach of the terms and conditions of this Agreement shall continue required on its part to be applicable observed or performed and does not remedy or commence to remedy with diligent efforts such failure during the thirty (30) days following the date of the written notice, provided that the License Fee specified in attachment "C" has been fully paid to LICENSOR, LICENSOR shall not terminate this Agreement for cause, except pursuant to paragraph 9.6 below. 9.3 Manufacturer shall notify LICENSOR of any changes of ownership of more than 10% within 30 days of said event. 9.4 Either party shall have the right to terminate this Agreement immediately on written notice in the event the other party (i) files a voluntary petition in bankruptcy, (ii) is adjudged bankrupt, (iii) has its assets placed under bankruptcy or reorganization, (iv) has a trustee or receive appointed by a court for all forthcoming saleor a substantial portion of its assets, or (v) becomes insolvent, suspends business, is unable to pay its bills in due course, or assigns its assets for the benefit of creditors. 9.5 Any violation by MANUFACTURER of the covenants or licensing restrictions regarding confidentiality and/or non-purchase agreements between Supplier competition stated herein shall violate the essence of this Agreement and Client until: (a) be grounds for immediate termination of this Agreement pursuant by LICENSOR. In addition to this Section 9; or (b) discharge its remedies at law, LICENSOR, for each such documented violation by MANUFACTURER, shall be entitled to a payment, as liquidated damages, of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subjectUS$100,000 per occurrence. 9.3 As used in 9.6 Upon termination of this Agreement, an Event in accordance with its terms, with or without cause, LICENSOR shall not be liable to MANUFACTURER for any damages, expenditures, loss of Default means when a Party is in serious breach profits or prospective profits of any material obligations provided for by this Agreement. Should either Party cause an Event kind or nature sustained or arising out of Default, then the non-defaulting Party may give written notice or alleged to the defaulting Party which notice shall specify the Event of Default. After receipt have arisen out of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Defaulttermination. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early The termination of this Agreement for shall not, however, relieve or release either party from making any reasonpayments which may be owing or fulfilling the obligations under Article, Supplier will be entitled to: - finalise all inter alia, with respect to the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach scope of the same License granted and to safeguard the IP from infringement or any other provisiontheft, and the obligations of Articles 2, 3, 4, 6, 7, 8, 9.5, and 10.2 hereof. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 This Agreement shall become effective on the date of its signature by both Parties. 9.2 The terms and conditions of this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: (a) termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations 14.1. Services provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then under this Agreement shall be deemed automatically terminatedprovided for the Services Period defined in the Customer Order, without prejudice to any other rights unless earlier suspended or remedies terminated in accordance with this Agreement or the Order. The Services that are ordered will Auto Renew for additional Services Periods unless (i) The Customer provides Rocket Science with written notice no later than thirty (30) days prior to the non-defaulting Party available at law end of the applicable Services Period of its intention not to renew such Services, or in equity(ii) Rocket Science provides the Customer with written notice no later than ninety (30) days prior to the end of the applicable Services Period of its intention not to renew such Services. 9.4 Any 14.2. UPON THE TERMINATION OF THE SERVICES FOR ANY REASON WHATSOEVER, THE CUSTOMER DATA WILL BE HELD FOR 30 DAYS FOR THE PURPOSES OF RETRIEVAL BY THE CUSTOMER. AT THE END OF SUCH 30-DAY PERIOD, AND EXCEPT AS MAY BE REQUIRED BY LAW, THE CUSTOMER CONTENT WILL BE DELETED OR OTHERWISE RENDERED INACCESSIBLE. 14.3. Rocket Science may temporarily suspend the Customer password, account, and access to or use of the following will constitute an act of default hereunder, giving either Party Services if the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) Customer or the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of Customer Users violate any provision of this Agreement Agreement. Any suspension or termination by Rocket Science under this paragraph shall not excuse the Customer from its obligation to make payment(s) under this Agreement. 14.4. This Agreement may be considered terminated or suspended by Rocket Science with immediate effect in the event that the Customer: 14.4.1. commits an act or omission that, if it was a natural person, would be an act of insolvency in terms of the Insolvency Act 24 of 1936, as amended; 14.4.2. institutes business rescue proceedings; 14.4.3. ceases operating its business as a waiver going concern; or 14.4.4. is provisionally or finally liquidated. 14.5. If either party breaches a material term of any subsequent this Agreement and fails to correct the breach within 30 days of written notice of the same or any other provisionbreach, then the breaching party is in default and the non-breaching party may terminate the Order under which the breach occurred. If Rocket Science terminates the Order as specified in the preceding sentence, the Customer must pay within 7 days all amounts that have accrued prior to such termination, as well as all sums remaining unpaid for the Services under such Order plus related taxes and expenses. Except for nonpayment of fees, the nonbreaching party may agree in its sole discretion to extend the 7 day period for so long as the breaching party continues reasonable efforts to cure the breach. The Customer agrees that if it is in default under this Agreement, the Customer may not use the Services ordered. 9.7 The rights to terminate 14.6. Provisions that survive termination or expiration of this Agreement given are those relating to limitation of liability, indemnification, payment and others which by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breachtheir nature are intended to survive.

Term and Termination. 9.1 10.1. This Funding Agreement shall become effective commence on the date of its signature acceptance by both Partiesthe Partner Service, or on the date upon which the Employment Regulation Orders comes into effect to cover all roles across the sector as defined in the Early Years’ Service Joint Labour Committee Establishment Order whichever is the later date (“Effective Date”), and will expire on 31 August 2023 (Term) unless otherwise terminated by the Minister. 9.2 10.2. The terms Minister shall be entitled at any time during the Term to terminate this Agreement immediately if any one or more of the following events occur: (i) the Partner Service is removed from either the register of prescribed Early Years services or the register of School Age Childcare services maintained by Tusla, the Child and conditions Family Agency; (ii) the Partner Service, its employees, agents or any third party acting on behalf of the Partner Service knowingly makes a false or misleading statement, or fails to disclose information in relation to its obligations under this Agreement; (iii) If an order is made or an effective resolution is passed for the winding up of the Partner Service; (iv) If a receiver, examiner or administrator is appointed over any of the property or assets of the Partner Service; (v) If the Partner Service shall commit a breach of any term or condition of this Agreement and, if such breach is capable of remedy, shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until:not have remedied it within 30 days after written notification thereof has been served on the Partner Service; (avi) termination If a distress or execution is levied or served upon any of this Agreement pursuant the property or assets of the Partner Service and is not paid off within 30 days; (vii) If the Partner Service shall cease or threaten to this Section 9cease to operate all or a substantial part of the service; or (bviii) discharge If any other event occurs which the Minister in their absolute discretion considers might or does materially adversely affect the ability of the Partner Service to operate the service and/or to comply with its obligations under this Agreement by mutual consent of both the Parties; orAgreement. (cix) replacement If the Partner Service fails to remedy a breach with regard to fee management within 30 days after written notification thereof has been served on the Partner Service, which will include refund of this Agreement by a new frame agreement any excess charge to families using the service for the period through which is executed between Supplier and Client with reference to the same subjectbreach occurred. 9.3 As used (x) If one or more Employment Regulation Orders relating to this sector which are in effect at the outset of the contract term, cease to be in effect. 10.3. On termination of this Agreement, an Event the Partner Service shall repay to the Scheme Administrator on demand all, or, at the absolute discretion of Default means when the Scheme Administrator, a Party is portion of, sums received in serious breach respect of the Scheme and in the event of default on such repayment, such sums shall be recoverable from the Partner Service as a simple contract debt. 10.4. The Partner Service shall pay all legal and other costs, charges and expenses incurred by the Minister in enforcing or endeavouring to enforce the repayment of any material monies and/or compliance by the Partner Service with its obligations hereunder. 10.5. Except as provided for by the provisions of sub-clause 10.2, this Agreement. Should Agreement may be terminated by either Party cause an Event of Default, then the non-defaulting Party may give party by serving 3 months written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equityparty. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 This 13.1 The Agreement shall become effective commence on the Effective Date and shall remain in force until all Minimum Periods of Service set out in all Orders have expired or been terminated in accordance with the provisions of this Agreement. After the expiry of all Minimum Periods of Service all Services provided hereunder and this Agreement shall thereafter automatically continue, unless and until either party terminates the Agreement by serving a thirty (30) day notice in writing. 13.2 Either party may immediately by notice terminate this Agreement or any Order if one of the following events occurs: 13.2.1 the other party commits a material breach of the Agreement or an Order and has failed to cure such breach within thirty (30) days after the terminating party has given a notice of default to the party i n breach; or 13.2.2 the party is deemed bankrupt or enters into liquidation, whether compulsory or voluntary, other than for the purposes of amalgamation or reconstruction, is the subject of a winding up petition or has a receiver or manager appointed over all or any of its assets; or 13.2.3 a Force Majeure Event continues for more than thirty (30) days. 13.3 Upon termination of the Agreement or an Order: 13.3.1 the rights of the parties accrued up to the date of its signature such expiry or termination shall remain unaffected; 13.3.2 the Customer shall co-operate fully with eir to recover the eir Equipment; 13.3.3 if eir terminates the Agreement for a material breach by both Parties.the Customer, or if the Customer terminates the Agreement prior to the expiry of the Minimum Period of Service the Customer shall be liable to pay to eir the balance of the Charges; 9.2 The terms and conditions 13.3.4 eir may exercise a lien over any of this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: (a) the Customer Equipment or Goods located on an eir Site at the date of such termination of this Agreement for any amount due pursuant to this Section 9the terms of the Agreement or otherwise from the Customer to eir; orand the Customer shall immediately upon such termination become liable to pay to eir the amount of any loss or damage suffered by eir as a result of the termination; and (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference 13.3.5 eir shall have an automatic right to the same subject. 9.3 As used in this Agreement, an Event of Default means when Charges for a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then Service up to and including the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time date of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 ‌ 16.1 This Agreement shall become effective enters into force on the effective date for a definite period of its signature by both Parties. 9.2 The terms and conditions of 12 (twelve) months after which this Agreement shall continue automatically renew with subsequent 12 (twelve) month periods until terminated in accordance with this article 16. 16.2 Each Party may terminate this Agreement for convenience taking into account 3 (three) months written notice prior to be applicable to all forthcoming sale-purchase agreements between Supplier the end of the then current term. 16.3 A Party may terminate this Agreement if the other Party materially breaches this Agreement, and Client until: such breach: (a) termination is incapable of this Agreement pursuant to this Section 9remedying; or or (b) discharge being capable of this Agreement by mutual consent of both the Parties; or remedying, remains uncured 30 (cthirty) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then days after the non-defaulting breaching Party may give provides the breaching Party with written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period breach containing sufficient detail of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equitysaid breach. 9.4 Any of the following will constitute 16.4 Article 13.3 contains an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) additional termination option applicable in the event of Force Majeure as provided for in Clause 12.4a force majeure situation. 9.5 It is agreed that in case of early termination of 16.5 Each Party may terminate this Agreement for with immediate effect by written notice if the other Party is declared bankrupt or otherwise subject of any reasonproceedings relating to its liquidation, Supplier winding-up, or insolvency. 16.6 In the case that VirtualMetric terminates this Agreement based on the non-performance or default on the Customer’s side, all fees that have been invoiced or would have become payable had this Agreement remained in effect will become immediately due and payable, and the Customer shall pay such fees, together with previously accrued but not yet paid fees, on receipt of VirtualMetric’s invoice therefore. 16.7 If Customer properly terminates this Agreement, the Customer will be entitled to: - finalise all relieved of any obligation to pay any applicable fees attributable to the running productions, - invoice for period after the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time effective date of such termination. 9.6 Any waiver 16.8 Termination of this Agreement, regardless of the reason for termination, requires the Customer to deinstall and refrain from any further use of the Software. Upon request of VirtualMetric, the Customer shall provide VirtualMetric with a written statement, signed by either Party an executive of a breach of the Customer, confirming that the Customer has complied with the obligation to deinstall the Software and that the Customer shall refrain from any future use. 16.9 Each provision of this Agreement shall not be considered as a waiver that, by its nature, should survive termination or expiration of this Agreement, will survive any subsequent breach termination or expiration of the same or any other provisionthis Agreement. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 10.1 This Agreement shall become effective come into force on the date Effective Date and shall continue in effect for a period of its signature two (2) years, unless terminated earlier by both Partieseither party in accordance with the provisions hereof. This Agreement will renew for additional one (1) year terms unless one party provides written notification sixty (60) days prior to the end of the term. 9.2 10.2 This Agreement shall automatically terminate upon the happening of one of the following events, whichever shall occur first: 10.2.1 The terms insolvency, bankruptcy, reorganization under the bankruptcy laws, or assignment for the benefit of creditors of either party. 10.2.2 Mutual agreement of the parties to terminate the Agreement. 10.3 In the event that a Customer terminates the agreement between HP and conditions that Customer, HP shall have the right to immediately terminate any Statement of Work and subcontract affected by such Customer's termination. Upon such termination by HP, HP will make any payments then owed i-Cube by HP with respect to such Statement of Work and subcontract, unless Customer's termination is due to acts or omissions of i-Cube such as would constitute a breach of this Agreement or any applicable subcontract or Statement of Work, in which case HP shall continue have the right to be applicable offset against the amounts so owed to all forthcoming salei-purchase agreements between Supplier and Client until:Cube the amount of any damages resulting from such material breach. (a) termination of 10.4 Either party may terminate this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give convenience upon 90 days written notice to the defaulting Party which notice shall specify other party. Any such termination does not relieve either party of their respective obligations under any subcontract and Statement of Work in effect at the Event date of Default. After receipt termination of such notice, this Agreement. 10.5 Either party may terminate this Agreement if the defaulting Party shall have other party is in material breach of any of its obligations under this Agreement and fails to remedy the breach for a period of 15 (fifteen) 30 days to remedy after a written notice by the Event of Default. In other party which specifies the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equitymaterial breach. 9.4 Any 10.6 Sections 4.1.7 (Responsibility for Costs), 6 (Intellectual Property), 7 (Confidentiality), 8 (Limitation of Liability) and 11 (Miscellaneous) shall survive the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of terminationAgreement. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 16.1 This Agreement shall become effective on and shall have a term of years from the date of its signature by both PartiesCommencement Date subject to earlier termination as provided herein. 9.2 16.2 The terms and conditions of this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: (a) termination of this Agreement pursuant to this Section 9; or (b) discharge of may terminate this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference serving at least 3 months written Notice to the same subjectManufacturer. 9.3 As used 16.3 If either party should default in this Agreement, an Event of Default means when a Party is in serious breach the performance of any material obligations provided for by obligation assumed under this Agreement. Should either Party cause Agreement (an "Event of Default"), then the non-defaulting Party party may give written notice to the defaulting Party party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party party shall have a period of 15 (fifteen) 30 days in which to remedy cure the Event of Default. In the lack If such Event of Default is not cured within such timely remedyperiod, then the non-defaulting party may terminate this Agreement at any time upon written notice to the defaulting party. Any such termination shall be deemed automatically terminated, without prejudice to any other rights or remedies to which the non-defaulting Party available at law or in equityparty may have as a result of any breach of this Agreement. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title 16.4 Either party shall be entitled forthwith to immediately terminate this AgreementAgreement by written notice to the other if: (a) Failure to remit payment when duean encumbrancer takes possession or a receiver is appointed over any of the property or assets of the other party; (b) the that other Party party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, an administration order; (c) that other party goes into liquidation or ceases to carry on its business (except in for the case purposes of amalgamation an amalgamation, reconstruction or other reorganisation within and in such manner that the company group)resulting from the reorganisation effectively agrees to be bound by or to assume the obligation imposed on that other party under this Agreement; or (cd) in the event of Force Majeure as provided for in Clause 12.4that other party ceases, or threatens to cease, to carry on business. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 16.5 Any waiver by either Party party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 16.6 The rights to terminate this Agreement given by this clause Condition shall not prejudice any other right or remedy of either Party, available at law or in equity, part in respect of the breach concerned (if any) or any other breach. 16.7 Upon termination of this Agreement for whatever reason, the Manufacturer shall promptly deliver to the Client: (a) all Background Intellectual Property of the Client in accordance with Clause 10; (b) a copy of all Service Intellectual Property (including designs and drawings relating to the development of the Product under this Agreement) as the Client may request. 16.8 Upon the termination of this Agreement for any reason, subject as otherwise provided in this Agreement and to any rights or obligations which have accrued prior to termination, neither party shall have any further obligation to the other under this Agreement.

Term and Termination. 9.1 12.1 This Agreement shall become effective commences on the date of its signature by both PartiesEffective Date and continues until all subscriptions granted in accordance with this Agreement have expired or been terminated. 9.2 12.2 Subscriptions commence on the start date specified in the applicable Addendum and continue for the subscription term specified therein. Except as otherwise specified in the applicable Addendum, all subscriptions shall automatically renew for additional periods equal to the expiring subscription term or one year (whichever is shorter), unless either party gives the other notice of non-renewal at least ninety (90) days before the end of the relevant subscription term. 12.3 The terms pricing during any automatic renewal term will be based upon the then current information of the computing systems where the EPI-USE Products are used and conditions the then current list price of the Services. EPI-USE Labs shall give Client written notice of a pricing increase at least 30 days before the end of such prior term, in which case the pricing increase shall be effective upon renewal and thereafter. 12.4 Either party may terminate this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: (a) termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as the occurrence of any of the following termination events or if such termination is provided for elsewhere in Clause 12.4the Agreement. The right to terminate is not exclusive and will not detract from any other rights that an aggrieved party may have. 9.5 It 12.4.1 The other party or any of its employees commits a breach of any obligation under this Agreement and fails to remedy such breach to the notifying party's reasonable satisfaction within 30 days of receipt after it demands that such breach be remedied. 12.4.2 Either party ceases to conduct business, is agreed declared insolvent, or makes a general assignment for the benefit of its creditors, or a petition for bankruptcy filed by or against it and such petition is not dismissed within 90 days thereafter. 12.4.3 Either party has a material change in its ownership structure such that in case "voting control" is held by a new person or entity, and the new person or entity is not willing to abide by the terms of early this Agreement 12.5 Upon termination of this Agreement for any reason: 12.5.1 All Addenda and any subscription, Supplier will be entitled to: - finalise license or sublicense granted pursuant to this Agreement shall automatically and simultaneously terminate; 12.5.2 Client, its employees, its Client Affiliates, and its Client Contractors shall immediately discontinue the use of the EPI-USE Products and any other confidential information and return all copies of the running productionssame to EPI-USE Labs or otherwise provide EPI-USE Labs with satisfactory evidence of their destruction in the form of an affidavit; and 12.5.3 Any remaining unpaid Fees, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of terminationAdditional Costs shall become immediately due and payable to EPI-USE Labs. 9.6 Any waiver 12.6 All clauses which by either Party of a breach of any provision their nature survive termination of this Agreement or which must survive to provide the full intended benefit thereof, including without limitation clauses 10, 11, 12.5, 13 and 15, shall not be considered as a waiver survive termination of any subsequent breach of the same or any other provisionthis Agreement. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 4.1. This Service Order shall commence on the Effective Date and shall continue according to the appropriate terms defining the term of the agreement as contained in the Order Form. 4.2. Should the Customer have entered into a Master Agreement shall become effective on prior to signature of this Service Order, the Effective Date will be backdated to be the date of its signature by both Partiesof such other contract. 9.2 The terms and conditions of this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: (a) termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both 4.3. In the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party case that either party is in serious breach of any material obligations provided for by terms contained in this Agreement. Should either Party cause an Event of DefaultService Order, then they must inform the non-defaulting Party may give written notice to other party in writing, after which the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall party in breach will have a period of 15 14 (fifteenfourteen) days to remedy the Event breach. Should the breach not be resolved, either party may terminate this Service Order (or any part of Defaultthe Services regulated hereby, or any Order Form or any part thereof) with immediate effect. 4.4. This Service Order will automatically be terminated if the Master Agreement or Order Form is terminated according to the terms of such agreements, on the condition that all outstanding monies had been settled by the Customer or at the Supplier’s discretion. 4.5. Save to the extent to which the Parties may otherwise agree in writing, termination of this Service Order will (as of the date of termination indicated) terminate the Customer’s right to use the Services. 4.6. Upon termination by either party as result of unremedied breach; 4.6.1. Where the Customer’s fees are charged in arrears, the Customer will remain liable for all outstanding and the pro rata fees calculated and owed up until the date that the Customer reported a material breach to the Supplier which ultimately resulted in the termination of this agreement; 4.6.2. Where the Customer’s fees are prepaid, the Supplier will refund the Customer’s fees on a pro rata basis calculated up until the date that the Customer reported a material breach to the Supplier which ultimately resulted in the termination of this agreement. 4.7. On termination of this Service Order, the Supplier shall de-activate the Customer Account and revoke other rights in relation to the Service. 4.8. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for a user misusing or abusing the Software and/or services the Customer acknowledges that the Supplier has the right, on written notice, and in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reasonits sole and unilateral discretion, Supplier will be entitled to: - finalise all to disable the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach access of any provision of this Agreement shall not be considered as a waiver of User that the Supplier determines has abused the Software in any subsequent breach of the same or any other provisionway. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 16.1 This Agreement shall become effective on continue in force for the date duration of its signature by both Partiesyour Subscription (and any subsequent renewal Subscription) (the “Term”) unless terminated in accordance with this clause. 9.2 The terms 16.2 You may terminate your Subscription at any time by giving thirty (30) days' notice in writing to RealVNC. Termination of your Subscription and conditions of this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: (a) termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent you or by RealVNC shall not entitle you to any refund for any unexpired portion of both the Parties; oryour Subscription period (as renewed or extended from time to time). (c) replacement of 16.3 Without affecting any other right or remedy available to it, either party may terminate this Agreement with immediate effect by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give giving written notice to the defaulting Party which notice shall specify other party if: a) the Event other party commits a material breach of Default. After receipt any terms of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement:, which breach is incurable or (if such breach is curable) fails to cure that breach within ten (10) business days after being notified in writing to do so; or (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors party suspends, ceases, or becomes subject threatens to any bankruptcy procedure, goes into liquidation suspend or ceases to carry cease carrying on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4a substantial part thereof, or suffers an Insolvency Event. 9.5 It is agreed that in case of early 16.4 On termination of this Agreement for any reason: a) all licenses granted under this Agreement shall immediately terminate; b) all Subscription Fees which are outstanding on the date of termination shall become immediately due and payable; c) subject to the terms and conditions of this Agreement, Supplier will be entitled to: - finalise all the running productionsyou shall and, - invoice for the finished Products in stock and/or already delivered; where applicable, shall procure that each End Client shall return or destroy and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach make no further use of any provision Confidential Information, equipment, property and other items (and all copies of them) belonging to the other party, including in your case, and shall irretrievably delete the Software from all Customer Devices and any media on which the Software is stored within 5 days of termination of this Agreement and shall certify to RealVNC in writing that it has complied with this clause; and d) any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination, including the right to claim damages in respect of any breach of this Agreement which existed at or before the date of termination shall not be considered as a waiver of any subsequent breach of the same affected or any other provisionprejudiced. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 This Agreement shall become effective 10.1 The Initial Term of each order will commence on the date Effective Date and will continue for the Initial Term, as specified in the Order Form. The term of the order shall automatically renew for consecutive one (1) year periods (each, a “Renewal Term”) unless either Party provides not less than sixty (60) days’ prior written notice of its signature by both Partiesdesire not to renew in which event the Term shall expire at the conclusion of the Initial Term or Renewal term, as the case may be. 9.2 The terms and conditions of this 10.2 Either Party ("Initiating Party") may terminate the Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client untilat any time forthwith by notice in writing if: (a) termination the other Party (the "Breaching Party") materially breaches the terms of this Agreement pursuant to this Section 9; or and (bif the breach is capable of remedy) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days fails to remedy the Event breach within thirty (30) Business Days after receipt of Default. In notice in writing from the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Initiating Party available at law or in equity. 9.4 Any giving particulars of the following will constitute an act of default hereunder, giving either breach and requiring the Breaching Party the title to immediately terminate this Agreement: (a) Failure to remit payment when duedo so; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group)suffers an Insolvency Event; or (c) in the event other Party commits any material breach of the Agreement that is not capable of remedy. 10.3 If any Force Majeure as provided event relied upon by either Party shall have been continually relied upon for in Clause 12.4more than sixty (60) consecutive days by such Party, and is continuing, the other Party shall be entitled to terminate the Agreement immediately upon written notice to the other Party. 9.5 It is agreed that in case 10.4 Upon and after the termination or expiration of early termination of this the Agreement for any or no reason: (a) the Client’s rights granted hereunder will immediately terminate and the Parties shall cease all activities hereunder; (b) the Client shall pay all amounts due upon such effective date of expiration or termination of the Agreement; (c) Supplier shall, on the Client’s written request and, at the Client’s reasonable cost, provide reasonable assistance with the migration of any Client Data to the Client’s IT systems; (d) Supplier will be entitled to: - finalise shall, within three (3) months of termination of the Agreement, delete all Client Data from its IT systems (except that Supplier may retain copies of the running productionsClient Data in accordance with its internal record keeping policies, - invoice for and at all times subject to the finished Products confidentiality provisions in stock and/or already deliveredthis Agreement); and (e) Sections 6, 9, 11, 12, 13, 14 and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of 15 shall survive termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 This Agreement shall become effective on continue for the date Initial Term and thereafter shall be automatically renewed for successive periods of its signature by both Parties12 months (each a “Renewal Period”) unless otherwise terminated in accordance with the terms of this Agreement and in particular this Clause 9. 9.2 The terms A Termination Notice may be given to AirSpeed by the Customer at least 60 days’ prior to the expiry of the Initial Term or a Renewal Period (as applicable) giving AirSpeed notice in writing that the Customer does not wish to renew this Agreement on the expiry of the Initial Term or the Renewal Period (as applicable). 9.3 A Termination Notice may be given by AirSpeed to the Customer and conditions the Agreement terminated forthwith if: 9.3.1 the Customer is in material breach of this Agreement, and the breach is capable of remedy and the Customer shall have failed to remedy the breach within thirty (30) days of written notice from AirSpeed specifying the breach and requiring its remedy, or the breach is not capable of remedy. The termination is without prejudice to any rights AirSpeed may have against the Customer for breach of the Agreement; or 9.3.2 the Customer is unable to pay its debts as they fall due or if any bankruptcy or insolvency proceedings are brought against the Customer, or if an arrangement with the Customer’s creditors is made, or a receiver is appointed over any of the Customer’s assets, or the Customer goes into liquidation or a similar action, application or proceeding in any jurisdiction to which it is subject. 9.4 In addition to a Party’s right to terminate this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier in accordance with clauses 9.2 and Client until9.3: 9.4.1 the Customer may, without cause, serve on AirSpeed a Termination Notice with a minimum of 90 days’ prior notice PROVIDED THAT where such Termination Notice is to take effect during the Initial Term or the Renewal Period (a) as applicable), the Customer shall be liable to pay the applicable Termination Fee; or 9.4.2 AirSpeed may, without cause, serve on the Customer a Termination Notice with a minimum of 90 days’ prior notice, at any time during the Initial Term or a Renewal Period and the Customer shall not be liable to pay a Termination Fee. 9.5 For the avoidance of doubt, termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both Clause 9.4.1 is conditional on the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference Customer paying to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of AirSpeed any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of terminationapplicable Termination Fee. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach The Customer agrees that following the termination of the same or any other provisionAgreement, AirSpeed has its permission to enter its property and premises during normal office hours and remove the Supplier Customer Premises Equipment. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect Upon execution of the breach concerned (if any) Agreement by both parties, the Charges become payable by the Customer to AirSpeed in the manner specified in the Agreement, notwithstanding any cancellation of the Agreement or any other breachintention to cancel the Agreement by the Customer.

Term and Termination. 9.1 13.1 This Agreement shall become effective on be for an initial term commencing as of the date of this Agreement and continuing until the fifth (5) anniversary of the date above. This Agreement shall be extended automatically for additional terms of one (1) year each, provided that either party gives written notice of its signature by both Partiesintent not to renew, such notice to be given not later than ninety (90) days prior to the expiration date of the current first term hereof. 9.2 The terms and conditions 13.2 This Agreement may be terminated by notice in writing by either party if the other party shall default in the performance of any of its other obligations under this Agreement and such default shall continue for a period of not less than thirty (30) days after written notice specifying such default shall have been given; provided, however, that if such default is not capable of being cured within such thirty (30) day period but the party in default initiates and diligently continues good faith efforts to cure such default, such thirty (30) day period shall be applicable extended to all forthcoming sale-purchase agreements between Supplier and Client until: ninety (a90) termination of this Agreement pursuant to this Section 9days; or (b) discharge of this Agreement by mutual consent of both the Parties; or or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) party if the other Party party makes any voluntary an arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation bankruptcy, receivership or ceases to carry on its business (except in the case of amalgamation liquidation, or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It if a receiver or a receiver and manager is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, appointed in respect of the breach concerned whole or a major part of the property or business of the party in default; or (d) by either party if any) a major part of the assets or all of the assets of the other party are disposed of or acquired by any other breachperson. 13.3 Thirty (30) days after notice of termination has been given as herein provided, the right of Prosper Channel to place orders for Product with CYTOCORE shall cease. 13.4 Immediately upon termination or expiration of this Agreement, Prosper Channel shall have the right and obligation to accept any Product in transit or subject to an accepted purchase order at the time of giving of written notice of termination.

Term and Termination. 9.1 This Agreement shall become effective on the date of its signature by both Parties. 9.2 5.1 The terms and conditions Initial Term of this Agreement will commence on the Effective Date and will continue for a three year period, and shall continue automatically renew thereafter for a Renewal Term unless either Party provides not less than 60 Working Days’ prior written notice of its desire not to be applicable to all forthcoming sale-purchase agreements between Supplier and Client untilrenew in which event the Term shall expire at the conclusion of the Initial Term or Renewal Term, as the case may be. 5.2 Either Party ("Initiating Party") may terminate the Agreement at any time forthwith by notice in writing if: (a) termination of this Agreement pursuant to this Section 9; or the other Party (bthe "Breaching Party") discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious material breach of any of its material obligations provided for by this Agreement. Should either Party cause an Event and (if the breach is capable of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteenremedy) days fails to remedy the Event breach within thirty (30) Working Days after receipt of Default. In notice in writing from the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Initiating Party available at law or in equity. 9.4 Any giving particulars of the following will constitute an act of default hereunder, giving either breach and requiring the Breaching Party the title to immediately terminate this Agreement: (a) Failure to remit payment when duedo so; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group)suffers an Insolvency Event; or (c) in the event other Party commits any irremediable breach of the Agreement. 5.3 If any Force Majeure as provided event relied upon by either Party shall have been continually relied upon for in Clause 12.4more than 60 successive days by such Party, and is continuing, the other Party shall be entitled to terminate this Agreement immediately upon written notice to the other Party. 9.5 It is agreed that in case of early 5.4 Upon and after the termination or expiration of this Agreement for any or no reason, Supplier : (a) the Client’s rights granted hereunder will be entitled to: - finalise immediately terminate and the Parties shall cease all activities hereunder; (b) the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover Client shall pay all the incurred cost for purchasing raw materials and/or Packaging Components by the time amounts due upon such effective date of termination. 9.6 Any waiver by either Party of a breach , (c) Concentra shall, on the Client’s written request and at Concentra’s the applicable standard daily rates, provide reasonable assistance with the migration of any provision Client Data to the Client’s IT systems; (d) Concentra shall, within 3 months’ of this Agreement shall not be considered as a waiver of any subsequent breach termination of the same or any other provisionAgreement, delete all Client Data from its IT systems, and (e) Clauses 7, 8, 5, 9, 10, 11 and 12 shall survive termination. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 14.1 This Agreement shall become be effective on the date Effective Date and continue for so long as there is an SOW in effect under this Agreement, unless this Agreement is terminated in accordance with the provisions of its signature by both Partiesthis Agreement. 9.2 The terms and conditions 14.2 This Agreement and/or any SOW may be terminated by either party for cause if the other party commits a material breach of this Agreement and/or the SOW and fails to cure such breach within thirty (30) days of its receipt of written notice of the breach from the non- breaching party. 14.3 To the extent permitted by applicable laws, and upon prior written notice, either party may terminate this Agreement upon the insolvency of the other party. The "insolvency" of a party shall continue mean the filing of a petition commencing a voluntary case against such party under the United States Bankruptcy Code; a general assignment by such party for the benefit of creditors; the inability of such party to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until:pay its debts as they become due; such party’s seeking or consenting to, or acquiescence in, the appointment of any trustee, receiver or liquidation of it, or any material party of its property; or the commencement against such party of an involuntary case under the United States Bankruptcy code; or proceeding under any receivership, composition, readjustment, liquidation, insolvency, dissolution, or like law or statute, which case or proceeding is not dismissed or vacated within sixty (60) days. 14.4 In the event of termination of this Agreement: (a) all SOWs shall terminate as of the same date; (b) RC Technology shall, at its then-current hourly rates, purge all Customer content from the Platform and provide Customer with an electronic copy of all of Customer content residing on the Platform, in a format agreed to by the parties; (c) each party shall return the other party’s Confidential Information and other materials; and (d) Customer shall pay RC Technology all amounts owed under this Agreement within thirty (30) days of the effective date of such termination. 14.5 Subject to the terms of this Agreement, all provisions of this Agreement relating to payment, non-solicitation, ownership, limitations of liability, confidentiality and indemnification shall survive termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subjectAgreement. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 11.1 This Agreement shall become effective commence as of the Effective Date and, unless terminated sooner as provided herein, shall continue for the Term. 11.2 Without affecting any other right or remedy available to it, either party may terminate this Agreement with immediate effect by giving written notice to the other party if: 11.2.1 the provision or receipt of the Services becomes unlawful; 11.2.2 the other party fails to pay any amount due under this Agreement on the due date for payment and remains in default not less than fifteen (15) Business Days after being notified in writing to make such payment; 11.2.3 if the other party commits a material breach of any term of this Agreement (which shall include a material breach of the Acceptable Sharing Policy), which breach is irremediable or (if such breach is remediable) fails to remedy that breach within thirty (30) days after being notified in writing to do so (such notification to include reference to this Clause 11.2.2); or 11.2.4 the other party takes any step or action in connection with its entering administration, provisional liquidation or any composition or arrangement with its creditors (other than in relation to a solvent restructuring), being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of its assets or ceasing to carry on business or, if the step or action is taken in another jurisdiction, in connection with any analogous procedure in the relevant jurisdiction, or it ceases or threatens to cease to carry on business. 11.3 Sylvera may terminate this Agreement at any time in whole or in part by giving three (3) months’ written notice to the Customer, provided that Sylvera shall refund to the Customer any amounts paid in advance as at the date of its signature by both Parties. 9.2 The terms and conditions of this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: (a) termination of this Agreement pursuant to under this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subjectClause 11.3. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without 11.4 Without prejudice to any other rights or remedies to which Sylvera may be entitled under this Agreement, if Sylvera knows or has reasonable grounds to suspect that the non-defaulting Party available at law Customer is acting in material breach of its obligations under this Agreement, Sylvera may notify the Customer in writing accordingly and may immediately suspend the Customer’s and all Authorised Users’ access to the Services until such breach can be remedied or until Sylvera is satisfied, acting reasonably, that its suspicions are unfounded. If Sylvera suspends Customer’s access for 10 Business Days or longer and, upon investigation, determines that its suspicions were unfounded, Sylvera shall refund to Customer any amounts paid in equityrespect of the period of suspension. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early 11.5 On termination of this Agreement for any reason: (i) all licences granted under this Agreement shall immediately terminate; each party shall return and make no further use of any Confidential Information, Supplier will be entitled to: - finalise equipment, property and other items (and all copies of them) belonging to the running productions, - invoice for the finished Products in stock and/or already deliveredother party; and - recover all (ii) any rights, remedies, obligations or liabilities of the incurred cost for purchasing raw materials and/or Packaging Components by parties that have accrued up to the time date of termination. 9.6 Any waiver by either Party of a breach , including the right to claim damages in respect of any provision breach of this Agreement which existed at or before the date of termination shall not be considered as a waiver of any subsequent breach of the same affected or any other provisionprejudiced. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 3.1. This Agreement shall become be effective upon the Effective Date and shall continue for a period of twelve months thereafter (the "Initial Period"). Each twelve month period commencing on the date Effective Date and/or on any anniversary thereof shall be referred to as an "Annual Period". The Agreement thereafter, shall automatically renew for successive Annual Periods (each an “Additional Period” and together with the Initial Period, the "Term"), unless either party provides the other party with thirty (30) days' written notice prior to the end of each applicable Additional Period of its signature by both Partiesintent not to renew this Agreement. 9.2 The 3.2. Notwithstanding the foregoing, this Agreement may be terminated by either party on written notice if the other party: (i) materially breaches the terms of this Agreement, and conditions such breach (to the extent it is capable of cure) is not cured or remedied within thirty (30) days after written notice of the breach is given to the breaching party; and/or (ii) shall become insolvent, cease doing business as a going concern, make an assignment for the benefit of its creditors, or admit in writing its inability to pay debts, or if proceedings are instituted by or against it in bankruptcy, under insolvency laws, or for receivership or dissolution, provided such proceedings are not dismissed within thirty (30) days of their commencement. 3.3. Any termination and/or expiration of this Agreement shall also terminate the rights of use granted hereunder and User shall cease all use, marketing and/or distribution of the D-ID Product. User (and its customers) may continue to be applicable use all images and/or videos created via the D-ID Product (collectively, "Animation(s)") prior to all forthcoming sale-purchase agreements between Supplier and Client until: (a) the effective termination of this Agreement pursuant to this Section 9; or and which have already been downloaded by User and/or its customers, indefinitely. Sections 4, 6, 7, 8, 10, 11, 13 and 14 (binclusive) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice herein shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early survive termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of terminationAgreement. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 This Agreement shall become effective on 13.1 The term of this agreement will be for three years from the date of its signature hereof. Thereafter, this agreement will automatically renew for additional three year periods unless (a) terminated by both Partieseither party by notice at least 60 days prior to the renewal date, or (b) replaced by a new agreement governing access to CUiNet and the network services. 9.2 The terms 13.2 During the first 60 days of the initial term, Client may terminate this agreement upon notice to Cavion, if (a) Client is dissatisfied in any material respect with the performance of CuiNet or the network services, and conditions gives notice to Cavion specifying the nature and circumstances of the dissatisfying performance with as much detail as practical, and (b) Cavion (with Client's cooperation) has not resolved the issue to Client's satisfaction within 60 days after the notice of dissatisfaction. 13.3 Either party may terminate this Agreement shall continue agreement upon notice to be applicable to all forthcoming sale-purchase agreements between Supplier and Client untilthe other: (a) termination if the other party materially breaches any of its obligations under this Agreement pursuant to this Section 9agreement and such breach is not cured within 60 days after notice thereof; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice if insolvency proceedings pursuant to any federal or state law are filed by the other rights party, or remedies to are filed against the non-defaulting Party available at law or in equity. 9.4 Any other party and not dismissed within 60 days; if substantially all of the following will constitute an act assets of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors party are transferred to an assignee for the benefit of creditors, a receiver or becomes subject to any bankruptcy procedure, goes into liquidation a trustee in bankruptcy; if the other party is adjudged bankrupt; or if the other party ceases to carry on its business (except business. 13.4 Termination of this agreement will not be exclusive of any other remedy available under this agreement or applicable law. Upon termination, each party will promptly make any payments owed to the other party. Cavion will reasonably cooperate with Client in the case transfer of amalgamation or other reorganisation within Client's domain hosting, if any. Monthly network services fees will not be prorated. Access to the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier network and network services will be entitled to: - finalise all the running productionsdiscontinued upon termination. Within 30 days after termination, - invoice each party will return (or will provide reasonable access to its facilities for the finished Products other party to retrieve) any equipment in stock and/or already delivered; and - recover all its possession that belongs to the incurred cost for purchasing raw materials and/or Packaging Components by the time of terminationother party. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 This Agreement shall become effective on 8.1 Subject to the date provisions of its signature by both Parties. 9.2 The terms and conditions Section 15, the initial term of this Agreement shall continue be for three (3) years (“Term”), which shall commence on the Effective Date. Unless terminated by a Party, this Agreement shall automatically renew on a month-to-month basis. Either Party may terminate this agreement at the expiration date of the initial term or any subsequent month-to-month expiration date provided the terminating Party gives written notice to be applicable terminate (“Notice Date”) at least ninety (90) days prior to all forthcoming sale-purchase agreements between Supplier and Client until:an expiration date. Either Party may request negotiations of a successor agreement. If the Parties are unable to agree on the terms of a successor agreement, either Party may seek regulatory or judicial relief as necessary. (a) 8.2 Neither Party shall have any liability to the other Party for termination of this Agreement pursuant other than to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference pay to the same subject. 9.3 As used in this Agreement, an Event of Default means when a other Party is in serious breach of any material obligations provided for by amounts owed under this Agreement. Should either Party cause an Event Upon termination or expiration of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit each Party shall promptly pay all amounts (including any late payment when duecharges) owed under this Agreement in accordance with Section 8.5; (b) each Party’s indemnification obligations (Section 11) and confidentiality obligations (Section 17.5) shall survive termination or expiration of this Agreement. If either Party defaults in the payment of any amount due hereunder, or if either Party violates any other provision of this Agreement, and such default or violation shall continue for thirty (30) days after written notice thereof (pursuant to Section 17.10), the other Party makes may terminate this Agreement by written notice. If the defaulting Party cures the default or violation within the thirty (30) day period, the other Party will not terminate this Agreement but shall be entitled to recover all costs, if any, incurred by it in connection with the default or violation. 8.3 The Parties agree that disputed and undisputed amounts due under this Agreement shall be handled as follows: If any voluntary arrangement portion of an amount due to a Party (the “Billing Party”) under this Agreement is subject to a bona fide dispute between the Parties, the Party billed (the “Non-Paying Party”) shall, within thirty (30) days of the invoice date containing such disputed amount, give written notice to the Billing Party of the amounts it disputes (“Disputed Amounts”) and include in such notice the specific details and reasons for disputing each item. The Non-Paying Party shall pay when due all undisputed amounts to the Billing Party. The Parties will work together in good faith to resolve issues relating to the disputed amounts. If the dispute is resolved such that payment of the disputed amount is required, whether for the original full amount or for the settlement amount, the Non-Paying Party shall pay the full disputed or settlement amounts with daily interest at the lesser of (i) one and one-half percent (1-1/2%) per month or (ii) the highest rate of interest that may be charged under the applicable state law from the date of invoice. In addition, the Billing Party may initiate a complaint proceeding with the appropriate regulatory or judicial entity, if unpaid undisputed amounts become more than ninety (90) days past due, provided the Billing Party gives an additional thirty (30) days notice and opportunity to cure the default. Any undisputed amounts not paid when due shall accrue daily interest from the date such amounts were due at the lesser of (i) one and one-half percent (1-1/2%) per month or (ii) the highest rate of interest that may be charged under the applicable state law. Undisputed amounts shall be paid within thirty (30) days of invoice date. 8.4 Upon termination or expiration of this Agreement in accordance with this Section: (a) Each Party shall comply immediately with its creditors or becomes subject to obligations as set forth above; (b) Each Party shall promptly pay all amounts (including any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); orlate payment charges) owed under this Agreement; (c) Each Party’s indemnification obligations shall survive termination or expiration of this Agreement. 8.5 Either Party may terminate this Agreement in whole or in part in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach default of the same or any other provision. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or provided, however, that the non-defaulting Party notifies the defaulting Party in equity, in respect writing pursuant to Section 17.10 of the breach concerned alleged default and the defaulting Party does not cure such alleged default within thirty (if any30) or any other breachdays after receipt of written notice thereof.

Term and Termination. 9.1 This Agreement shall become effective on 4.1 Unless otherwise terminated as provided herein, the date of its signature by both Parties. 9.2 The terms and conditions term of this Agreement shall continue to commence on the Effective Date (which for purposes of clarity is the date of the Closing under the Merger Agreement) and shall terminate on December 31, 2034 (such period, including as may be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: extended in accordance with the subsequent sentence, the “Term”). Thereafter, the Agreement shall automatically renew for successive five (a) termination of this Agreement pursuant to this Section 9; or (b) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement5)-year terms, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should unless either Party cause an Event of Default, then the non-defaulting Party may give gives written notice to the defaulting other Party which notice shall specify of intent not to renew at least six (6) months prior to the Event expiration of Defaultthe then-current Term. After receipt of such noticeIf either Party elects not to renew the Agreement and the other party wishes to continue the Agreement, the defaulting Parties shall attempt in good faith to negotiate an amendment to the Agreement to renew the Term on such terms as may be negotiated by the Parties. Such good faith negotiation shall continue until both Parties agree to cease negotiations or until expiration of the Term. 4.2 After good faith consultation with the Advisory Board, either Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision. 9.7 The rights right to terminate this Agreement given at any time for an uncured material breach by the other Party, including the non-payment of the Annual Guarantee, license fees and staffing fees, provided that the non-breaching Party provides prior written notice to the breaching Party, specifying the alleged material breach, and further provided that the breaching Party shall have thirty (30) days after receipt of such notice to cure the material breach, to the reasonable satisfaction of the non-breaching Party; provided, further, that if such breach (other than a breach for non-payment) cannot be cured during such 30-day period, but the allegedly breaching Party has commenced and is continuing good faith efforts to cure such breach within such 30-day period, then the cure period shall be extended until the allegedly breaching Party has stopped making good faith efforts to cure such breach, such extension not to exceed ninety (90) days. 4.3 Either Party may terminate this clause shall not prejudice Agreement immediately upon giving notice if the other Party ceases to conduct its operations in the normal course of business, including the inability to meet its obligations as they mature, or if any proceeding under the bankruptcy or insolvency laws is brought by or against the other Party, or a receiver or custodian is appointed or applied for by the other Party, or an assignment for the benefit of creditors or a transfer of all or substantially all of its property is made by the other Party. 4.4 In addition to and without limiting any other provision of this Agreement, if a Change of Control occurs at any time during the Term, PFHOF shall have the right to terminate this Agreement immediately upon giving notice of such termination to the Village Media Company. For purposes of this Section 4.4, a “Change of Control” shall mean any transaction or remedy series of either Partyrelated transactions that results in (including by way of merger or consolidation), available at law or that is in equityconnection with, the Village Media Company no longer being controlled (as defined in respect of the breach concerned Section 1.2) by or under common control (if anyas defined in Section 1.2) or any other breachwith HOFV.

Term and Termination. 9.1 (a) This Agreement shall become effective commence on the date of its signature by both Parties. 9.2 The terms and conditions of this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: (a) termination of this Agreement pursuant to Effective Date and, unless earlier terminated in accordance with this Section 9; or, shall continue for the Term set forth in the Pricing Proposal. (b) discharge Either party may terminate this Agreement immediately for any breach of this Agreement by mutual consent the other party that is not cured within thirty (30) days after receipt of both written notice of the Partiesbreach from the non-breaching party; orprovided however, such cure period shall not apply (i) if Dealership is in breach of Section 3(a) (License and Restrictions) of this Agreement, or (ii) if either party is in breach of Section 6 (Confidentiality), and in either such case the non- breaching party may terminate this Agreement immediately upon such breach; and further provided, however, that the cure period for the breach by Customer of an obligation to pay fees when due shall be ten (10) days. In addition, Bindr may terminate this Agreement at any time without cause upon thirty (30) days’ written notice to Customer. (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this This Agreement shall be deemed automatically terminatedimmediately terminated upon the dissolution or bankruptcy of Customer, without prejudice to any other rights the filing of a bankruptcy petition by or remedies to against Customer or a general arrangement or assignment by Customer for the non-defaulting Party available at law or in equitybenefit of creditors. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (ad) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors Following expiration or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement for any reason, Supplier all rights and licenses granted herein shall terminate and Customer shall immediately cease use of and certify to Bindr that it has destroyed all copies of the Software. Bindr will be entitled to: - finalise all archive the running productionsas-builts and remove them from online access. Notwithstanding the foregoing, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision termination or expiration of this Agreement shall not be considered as a waiver limit either party from pursuing any remedies available to it at the time of or in connection with such termination, nor shall such termination release Customer from any subsequent breach of the same or any other provision. 9.7 The rights obligation to terminate pay all fees that have accrued under this Agreement given by up to the date of termination. The parties’ rights and obligations under Sections 4, 5, 6, 7, 8, 9(d), 11 and 12 shall survive any termination or expiration of this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breachAgreement.

Term and Termination. 9.1 11.1 This Agreement shall become effective commence on the date Effective Date and will remain in effect for one (1) year unless terminated in accordance with the terms set forth in this Agreement (the “Term”). This Term shall automatically renew for additional three (3) month terms unless a Party gives the other Party no less than [*****] advanced written notice of an intent not to renew the Agreement. 11.2 Either Party may terminate this Agreement immediately upon written notice to the other party in the event such other party (a) files any petition in bankruptcy; (b) has an involuntary petition in bankruptcy filed against it; (c) becomes insolvent; (d) makes a general assignment for the benefit of creditors; (e) admits in writing its inability to pay its debts as they mature; (f) has a receiver appointed for its assets; (g) ceases conducting business in the normal course; (h) has any significant portion of its signature by both Partiesassets attached; (i) experiences a material negative litigation decision ruling that affects this agreement; or (j) experiences an event analogous to any of the foregoing in any jurisdiction in which any of its assets are situated. 9.2 The terms and conditions 11.3 Either Party may terminate this Agreement upon written notice to the other Party if such other Party breaches any material term or condition of this Agreement shall continue and fails to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until:remedy the breach within thirty (30) days after being given written notice thereof. (a) 11.4 Except as provided in Section 16.13, following the expiration or termination of this Agreement, all Customer’s rights under this Agreement pursuant shall terminate and Customer shall be entitled to this Section 9; or (b) discharge the immediate possession of all Mining Equipment. If the Agreement is terminated because of a breach of this Agreement by mutual consent Service Provider then Customer shall be reimbursed for the cost of both the Parties; orrelocating its Mining Equipment from Service Provider’s facility (c) replacement of 11.5 If this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without prejudice to any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) the other Party makes any voluntary arrangement with its creditors or becomes subject to any bankruptcy procedure, goes into liquidation or ceases to carry on its business (except in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4. 9.5 It is agreed that in case of early termination of this Agreement terminated for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision upon expiration of this Agreement, or at Customer’s option upon cessation of services under this Agreement due to a Force Majeure Event, Service Provider shall provide Customer with immediate and unconditional access to any hosting site(s) in which Service Provider is hosting Customer’s Mining Equipment to allow Customer to modify, protect, or remove the Mining Equipment. The Parties agree that, although Service Provider may store, use, or install the Mining Equipment at its hosting site(s), the Mining Equipment is and shall remain the exclusive property of Customer and shall not be considered deemed to become a fixture of the hosting site(s) or otherwise so related to the hosting site(s) as to give rise to a waiver similar interest to Service Provider under applicable real estate law. Service Provider shall not allow any lien, security interest, or other encumbrance to attach to any of the Mining Equipment, and shall defend and hold Customer harmless from any claim by a third party of any subsequent breach such lien, security interest, or encumbrance. Service Provider shall take all necessary action to effectuate the provisions of this Section, including the same grant of access to Customer, notwithstanding any adverse condition of Service Provider, such as bankruptcy or other insolvency proceedings. Service Provider shall immediately notify Customer if any other provisionsuch claim or notice related to the Customer’s Mining Equipment is received by Service Provider. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 This Agreement shall become effective on the date of its signature by both Parties. 9.2 6.1 The terms and conditions of this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: for 12 months from the Services Commencement Date (aor any other period outlined in the Order Form) termination (the “Initial Term”) unless otherwise terminated as provided in this clause 6. Thereafter, the Agreement shall automatically renew for successive fixed terms of this Agreement pursuant to this Section 9; or 12 months (b) discharge of this each a “Renewal Term”). Either party may terminate the Agreement by mutual consent of both providing the Parties; or other party with not less than three (c3) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference months’ written notice prior to the same subjectend of the Initial Term or relevant Renewal Term. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give written notice to the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting Party shall have a period of 15 (fifteen) days to remedy the Event of Default. In the lack of such timely remedy, then this Agreement shall be deemed automatically terminated, without 6.2 Without prejudice to any other rights or remedies to which the non-defaulting Party available parties may be entitled, either party may terminate the Agreement without liability to the other at law or any time with immediate effect upon written notice if the other party: 6.2.1 is in equity. 9.4 Any material breach of any of its obligations under the Agreement and/or an Order Form and, in the case of a breach which is capable of remedy, fails to remedy such breach within thirty (30) days following notice of the following will constitute an act breach; or 6.2.2 voluntarily files a petition under bankruptcy or insolvency law; shall have a receiver or administrative receiver appointed over it or any of default hereunder, giving either Party the title to immediately terminate this Agreement: (a) Failure to remit payment when due; (b) its assets; or if the other Party makes party shall become subject to an administration order or shall enter into any voluntary arrangement with its creditors or becomes shall cease or threaten to cease to carry on business; or is subject to any bankruptcy procedure, goes into liquidation analogous event or ceases to carry on its business (except proceeding in the case of amalgamation or other reorganisation within the company group); or (c) in the event of Force Majeure as provided for in Clause 12.4any applicable jurisdiction. 9.5 It is agreed that in case 6.3 On termination or expiration of early termination of this the Agreement for any reason, Supplier will be entitled to: - finalise all : 6.3.1 Customer’s rights of use granted under the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time of termination. 9.6 Any waiver by either Party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach immediately terminate and Customer shall immediately cease the use of the same Services subscribed to under the Agreement, the AutogenAI Technology, and the Support Services; 6.3.2 Customer shall promptly pay all monies due or any other provisionto become due under the Agreement; and 6.3.3 the parties shall comply with their respective obligations set out in clause 8.4. 9.7 The rights to terminate this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breach.

Term and Termination. 9.1 13.1 This Agreement shall become effective come into force on the date Effective Date and, unless terminated earlier as provided in this Clause 13, shall expire upon the completion of its signature by both Partiesthe Feasibility Studies as per Clause 7.1. 9.2 The terms and conditions of 13.2 Ophthotech may terminate this Agreement shall continue to be applicable to all forthcoming sale-purchase agreements between Supplier and Client until: or a Feasibility Study (aincluding any portion thereof) termination at any time upon delivery of this Agreement pursuant to this Section 9; or thirty (b30) discharge of this Agreement by mutual consent of both the Parties; or (c) replacement of this Agreement by a new frame agreement which is executed between Supplier and Client with reference to the same subject. 9.3 As used in this Agreement, an Event of Default means when a Party is in serious breach of any material obligations provided for by this Agreement. Should either Party cause an Event of Default, then the non-defaulting Party may give days prior written notice to Midatech. 13.3 Midatech may terminate this Agreement with respect to a Feasibility Study at any time upon delivery of thirty (30) days prior written notice to Ophthotech, if, in Midatech’s scientific opinion, it is unable to progress with such Feasibility Study in accordance with the defaulting Party which notice shall specify the Event of Default. After receipt of such notice, the defaulting relevant Work Plan. 13.4 Each Party shall have a period of 15 (fifteen) days the right to remedy the Event of Default. In the lack of such timely remedy, then terminate this Agreement shall be deemed automatically terminated, without prejudice to immediately in the event of any other rights or remedies to the non-defaulting Party available at law or in equity. 9.4 Any of the following will constitute an act of default hereunder, giving either following: (i) the other Party the title becomes insolvent or unable to immediately terminate this Agreement: pay its debts as they become due; (a) Failure to remit payment when due; (bii) the other Party makes an assignment of all or substantially all of its assets for the benefit of its creditors, if a receiver, trustee, liquidator or sequestrator of all or substantially all of a Party’s assets is appointed, or if a party discontinues its business; or (iii) the other Party (A) files a voluntary petition in bankruptcy under the United States Bankruptcy Code or any voluntary arrangement with its creditors comparable foreign law or becomes subject to any (B) has an involuntary bankruptcy procedurepetition filed against it, goes into liquidation or ceases to carry which is not dismissed within ninety (90) days after the filing date. 13.5 Each Party may terminate this Agreement on its business thirty (except in the case of amalgamation or other reorganisation within the company group); or (c30) days written notice in the event of Force Majeure as provided for a material breach or default in Clause 12.4. 9.5 It is agreed that in case of early termination the performance of this Agreement for any reason, Supplier will be entitled to: - finalise all the running productions, - invoice for the finished Products in stock and/or already delivered; and - recover all the incurred cost for purchasing raw materials and/or Packaging Components by the time other Party, provided, however, that such termination shall not take effect if the Party in breach or default cures such breach or default to the satisfaction of terminationthe terminating Party within the thirty (30) day notice period. 9.6 13.6 Any waiver by either Party of a breach of any provision termination of this Agreement shall not be considered as a waiver affect any accrued rights or liabilities of any subsequent breach Party. 13.7 Upon termination or expiration of this Agreement: 13.7.1 Midatech shall promptly refrain from using the same Intellectual Property of Ophthotech and the Confidential lnformation of Ophthotech; 13.7.2 Ophthotech shall promptly refrain from using the Intellectual Property of Midatech and the Confidential lnformation of Midatech; 13.7.3 Midatech shall destroy or return to Ophthotech, as per Ophthotech’s request and at Ophthotech’s expense, any remaining Compound or Compound-related information provided by Ophthotech which remains in Midatech’s possession. 13.7.4 Each Party shall promptly return to the other Party at other Party’s request and expense, all documents containing Confidential lnformation of other Party or any other provisionitems put at the other Party’s disposal under this Agreement (including, but not limited to, any notes and summaries, print-outs or copies of information stored in electronic or computerized systems), except for one copy of each document to be retained by the receiving Party in a confidential central file for archival purposes and as required by law or applicable regulation; 13.7.5 Midatech shall promptly deliver to Ophthotech, at Ophthotech’s request and expense, all Results and Deliverables in Midatech’s possession or control to the extent not previously delivered to Ophthotech; and 13.7.6 Midatech shall refund any then-refundable Fees that have been paid hereunder other than, reasonable non-cancellable obligations properly incurred to perform the Feasibility Studies pursuant to this Agreement prior to receipt of notice of termination; provided that Midatech shall use reasonable efforts to mitigate such costs. In the event this Agreement is terminated by Ophthotech pursuant to Clause 13.5, the exclusion of non-cancellable obligations from Midatech’s refund obligation provided for in the foregoing sentence shall not apply. 9.7 The rights to terminate 13.7.7 Clauses 4.2, 4.6, 8.3, 8.4, 8.5, 8.8 – 8.12, 9.3 – 9.7, 10.1, 10.2, 11, 12, 13.7 and 14 – 22 shall survive the termination or expiration of this Agreement given by this clause shall not prejudice any other right or remedy of either Party, available at law or in equity, in respect of the breach concerned (if any) or any other breachAgreement.