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software-as-a-service offering (“SaaS”), service bureau services or as part of an application services provider or as a serviceoffering; (vi) alter or remove any proprietary notices in the Talend Software or the Generated Code; and (vii) make available toany third party any analysis of the results of operation of the Talend Software, including benchmarking results, without theprior written consent of Talend. Notwithstanding the foregoing restrictions, in the event Customer has purchased a SoftwareSubscription license for Commercial Use (as such term is defined below), Customer shall be permitted to use the TalendSoftware to provide third party services in cases where such third parties access the Customer provided applications or services,but where such third parties do not have the ability to install, configure, manage or have direct access to the Talend Software.Talend hereby agrees, subject to payment of the applicable fees, to permit such use and the terms of this Agreement, includingreferences to "internal use" and/or "internal business operations" shall be deemed to include and permit such use (hereafterreferred to as "Commercial Use").2.3 Delivery; Software Subscription Keys and Use Manager. The Talend Software is only available electronically via downloadand will not be available in any other format. Talend Software shall be deemed delivered to Customer upon Talend makingavailable to Customer the Software Subscription Key. Customer understands and agrees that a Software Subscription Keyprovided by Talend is required to enable the Talend Software and that Software Subscription Keys are valid only during theSubscription Term. Customer further understands and agrees that: (i) in case of breach by Customer of the payment termsstipulated in this Agreement, Talend will have the right to suspend the Software Subscription and such suspension will not giverise to any modification of the amount of the Software Subscription fee or to any extension of the Subscription Term; (ii) theTalend Software will, in the absence of any renewal of the Subscription Term, be disabled automatically upon the expiration ofthe Subscription Term and (iii) the Software Subscription Key will automatically prevent the use of the Talend Software inviolation of the applicable License Type restrictions, as set forth in the Order Form. Finally, Customer understands and agreesthat upon activation of the Talend Software, a software module (“Use Manager”) will provide certain information to Talendregarding the system environment in which the Talend Software is operating and will monitor the use and security of theTalend Software. For example, the Use Manager uses HTTP protocol and encryption to provide information about theOperating System, amount of RAM, type and number of CPUs and MAC address, as well as the Customer name, license type,version of the Talend Software being used, start and end date of the Software Subscription, and number of active users,provided, however, that under no circumstances does the Use Manager capture or transmit to Talend any Customer data beingprocessed by the Talend Software.3. Services3.1 Support Services. Subject to the payment by Customer to Talend of applicable fees, Talend will provide Customer with theSupport Services specified in the Order Form. Support Services are provided to Customer solely for Customer’s internal useand Customer may not use the Support Services to supply any consulting, support or training services to any third party. Talendreserves the right to modify reasonably its Support Services Policy from time to time, provided that in no event will Talendmaterially degrade or diminish the level and quality of Support Services provided under its Support Services Policy during theterm of this Agreement. Talend shall have no obligation to support versions of the Talend Software that have been modifiedby Customer or used to process, manipulate, or otherwise utilize Unsupported Code.3.2 Consulting Services. Subject to the payment by Customer to Talend of applicable fees, Talend agrees to make commerciallyreasonable efforts to provide Customer with consulting services (“Consulting Services”), if any, set forth on an applicable OrderForm, or as may be further described in an applicable Statement of Work. Unless expressly specified in the applicable OrderForm, Consulting Services are provided on a time and material (“T&M”) basis pursuant to the T&M rates specified in theapplicable Order Form. Any hour worked during a weekend (Saturday, Sunday) or Bank/National Holiday will be charged at 1.5times the agreed hourly rate. Any estimate of time or number of days or hours required to perform Consulting Services or anymonetary amount stated in the applicable Order Form or Statement of Work for T&M Services, shall be deemed an estimatefor Customer’s budgeting and Talend resource scheduling purposes.3.3 Training Services. Subject to the payment by Customer to Talend of applicable fees, Talend agrees to provide Customerwith the instructor-led training services (“Training Services”), if any, set forth on an applicable Order Form, for which Customerhas purchased education credits or as may be further described in an applicable Statement of Work. Education credits may bepurchased by Customer and applied towards Training Services within twelve (12) months from the date of purchase. Each dayof Training Services requires fifteen (15) education credits for private courses, or four (4) education credits for public coursesif available. Public courses may not be available in all countries. Private courses are restricted to eight (8) attendees, unlessotherwise agreed in writing with Talend. Education credits may not be applied to Learning Services or Expenses.3.4 Learning Services. Subject to the payment by Customer to Talend of applicable fees, Talend will provide Customer with theLearning Services specified in the Order Form. Learning Services shall be provided on an annualized subscription basis duringthe Subscription Term, as set forth on the applicable Order Form. All access and resources provided with a Learning Servicesmay only be consumed during the Learning Subscription Term. Talend reserves the right to modify the contents of the LearningServices from time to time, in its sole discretion.Talend EULA Global v10.20193

3.5 Cancellation and Rescheduling. Cancelling or rescheduling of Consulting or Training Services must be done in writing.Consulting or Training Services scheduled by joint agreement between the Parties and cancelled or postponed by Customerless than five (5) business days prior to the engagement commencing shall be subject to a cancellation/rescheduling fee of 1,500 per Talend Consultant in addition, Customer shall reimburse Talend for any non-refundable travel expenses that havebeen incurred by Talend prior to such cancellation or postponement of the Consulting and /or Training Services by Customer.3.6 Subcontractors. Talend reserves the right to use subcontractors to perform Services on Talend’s behalf, and Customerhereby consents to such use, provided that Talend shall remain solely responsible to Customer for the provision of all applicableServices.3.7 Customer Policies. While on premises owned, controlled or hired by Customer, all Talend personnel shall conductthemselves in accordance with the standard health, safety and security policies of Customer.3.8 Ownership of Work Product and Other Materials. In the course of performing the Services, Talend may create derivativeworks of the Talend Software, new software or other works of authorship (collectively “Work Product”). Subject to Customer’sownership interest in, and Talend’s obligations with respect to, Customer’s Confidential Information, Talend shall own all righttitle and interest in and to all Work Product, including all intellectual property rights therein and thereto. Talend hereby grantsto Customer a license to such Work Product under the same terms and conditions as Customer’s license to the Talend Softwareset forth in Section 2.1 above. Notwithstanding the foregoing, and for the avoidance of doubt, in the case of Work Product thatare Generated Code, Talend shall retain ownership of the Generated Code. Nothing in this Agreement shall be deemed toprohibit Talend from using for any purpose any general knowledge, skills, techniques or methods it learns in the course ofperforming Services. Customer agrees and acknowledges that Customer is not obtaining any intellectual property right in or toany materials provided by Talend to Customer in connection with the provision to Customer of Learning Services or TrainingServices (“Materials”), other than the rights of use specifically granted in this Agreement. Customer shall be entitled to keepand use all Materials provided by Talend to Customer, but without any other license to exercise any of the intellectual propertyrights therein, all of which are hereby strictly reserved to Talend. In particular and without limitation, Materials may not becopied electronically or otherwise whether or not for archival purposes, modified including translated, re-distributed, disclosedto third parties, lent, hired out, made available to the public, sold, offered for sale, shared, or transferred in any other way. AllTalend trademarks, trade names, logos and notices present on the Materials shall be preserved and not deliberately defaced,modified or obliterated except by normal wear and tear. Customer shall not use any Talend trademarks without Talend’sexpress written authorization. The Learning Services provide Learners with ongoing access to a variety of materials and servicesfor their personal use and are not assignable or transferrable. Providing Learning Services Materials to, or using them for thebenefit of, a third party or anyone other than the applicable Learner is a material breach of the Agreement.3.9 Customer Obligations. Customer agrees to provide Talend with such cooperation, materials, information, access andsupport which Talend deems to be reasonably required to allow Talend to successfully provide the Services. Customerunderstands and agrees that Talend’s obligations to provide Services are expressly conditioned upon Customer providing suchcooperation, materials, information, access and support. If Customer has ordered Learning Services, Customer shall designatean individual to be assigned a unique user name and password to access and administer the Learning Subscription (“PowerUser”). The Power User shall be responsible for identifying and authenticating all Learners, approving access by such Learnersto the Learning Subscription (“Active Learners”), and deactivating or re-activating Learners. Active Learners are limited to thetotal number of Licensed Users. Customer is solely responsible for (a) assessing each Learner’s suitability for the LearningSubscription, (b) each Learner’s enrollment in appropriate course(s), and (c) ensuring Learners maintain the confidentiality ofuser names, passwords and account information.4. Fees, Payment and Taxes4.1 Fees. Customer agrees to pay Talend the applicable Software Subscription, Services and Cloud Subscription fees stated onthe Order Form.4.2 Invoicing. Unless otherwise specified on an Order Form or under Exhibit B, the fees for the Services, Software Subscriptionand/or Cloud Subscription shall be invoiced upon execution of the applicable Order Form by both Parties. If no Order Form isexecuted, then upon receipt and acceptance of a valid Purchase Order by Talend.4.3 Payment. Unless otherwise specified on an Order Form, under Exhibit B, or under Exhibit C, all invoices will be paid in theofficial currency of the country in which the Talend entity is identified under Section 10 below and are due upon receipt andwill be paid within thirty (30) days of the date of the invoice. Payments will be made without right of set-off or chargeback.Customer shall pay all amounts due under this Agreement to Talend at the address set forth herein or such other location asTalend designates in writing. Any amount not paid when due may be subject to interest at the rate of one and one-half percent(1.5%) per month or, the maximum rate permitted by law, whichever is greater, determined and compounded on a daily basisfrom the date due until the date paid.Talend EULA Global v10.20194

4.4 Pre-Packaged Services & Expenses. Training Services and any Consulting Services that are not provided on a T&M basis aresold as “Pre-packaged Services” with fixed prices, as set forth on an applicable Order Form. Fees for Pre-packaged Servicesshall be as stated on the applicable Order Form. Any Pre-packaged Services for which the applicable fees are pre-paid must beconsumed by Customer within one (1) year from the time of purchase, and such fees are non-refundable. Customer shallreimburse Talend for all reasonable travel, accommodation, communications, and out-of-pocket expenses incurred inconjunction with provision of the Services (“Expenses”), provided that Talend agrees that any such reimbursement may, atCustomer’s written request, be limited by Customer’s standard travel reimbursement policies.4.5 Taxes. All amounts payable by Customer to Talend under this Agreement are exclusive of any tax, levy, VAT or otherrelevant governmental charge that may be assessed by any jurisdiction (“Taxes”) and Customer agree to pay such Taxes, exceptfor Taxes based on Talend’s income, whether based on gross revenue, the delivery, possession or use of the Talend Software,the provision of Services, the execution or performance of this Agreement or otherwise, and including without limitation allgoods and services tax, sales tax, excise duty, import or export levy, value added tax, governmental permit fees, license fees,and customs. If, as a result of any tax or levy, Customer is required to withhold any amount on any payment to Talend, thenthe amount of the payment to Talend shall be automatically increased to totally offset such tax, so that the amount actuallyremitted to Talend, net of all Taxes, equals the amount invoiced or otherwise due. Customer will promptly furnish Talend withthe official receipt of payment of these Taxes to the appropriate taxing authority. If Customer is tax exempt, Customer shallprovide Talend with a certificate of exemption acceptable to the taxing authority.4.6 Purchases through Resellers. In the event Customer purchases licenses to the Talend Software and/or purchases theServices (including the Talend Cloud Services and any renewals thereof) through an authorized reseller of Talend, the termsand conditions of this Agreement shall apply and supersede any other agreement except for any terms and conditions relatedto pricing, payment or Taxes. Such terms and conditions shall be negotiated solely by and between Customer and suchauthorized reseller. In the event Customer ceases to pay the Reseller, or terminates its agreement with the Reseller, Talendshall have the right to terminate Customer’s access to the Talend Cloud Service at any time upon thirty (30) days’ prior writtennotice to Customer unless Customer and Talend have agreed otherwise in writing.4.7 Pay As You Go (applicable only to Talend Cloud Pipeline Designer)4.7.1 General. The following terms and conditions are only applicable to Cloud Subscriptions for the Talend CloudPipeline Designer (“Pipeline Designer”) subscribed to by Customer, based on a consumption offering (“Pay As You GoSubscription”).The Pay As You Go Subscription and the payment procedure for Pipeline Designer is handled by the Talend Affiliate, Stitch, Inc.(referred to as Talend for purposes of this Section 4.7). Pipeline Designer Subscription fees will be automatically charged toyour payment method on file based on the actual usage in the preceding month with no upfront commitment, until you cancelthe Pipeline Designer Cloud Subscription. Payment is made on a periodic basis in arrears. The applicable Subscription Term ofthe Pipeline Designer Cloud Subscription shall commence on the date specified on the applicable order and will beautomatically renewed on each subsequent monthly anniversary date of such Cloud Subscription thereafter unless cancelledor otherwise terminated in accordance with the terms of Section 4.7.5 below. Talend reserves the right to cancel the CloudSubscription if Talend is unable to successfully charge your payment method to renew your Cloud Subscription. All SubscriptionFees are fully earned upon payment. You hereby expressly agree that Talend may submit periodic charges (e.g., monthly)without further authorization from you until Talend receives written notice from you that you have terminated thisauthorization or wish to change your payment method. Such notice will not affect charges submitted before Talend couldreasonably act upon such notice.4.7.2. Payment by Credit Card; Electronic Payment. Talend uses a third-party payment processing service to processall such transactions (“Payment Processing Provider”). Customer shall provide (upon registration on the Talend Cloud platform)either a valid credit card, or other acceptable method of electronic payment as approved by Talend, to Talend’s PaymentProcessing Provider and shall take all necessary steps to authorize automatic payment for the Cloud Subscription fees, and theactual usage of Pipeline Designer ordered as mentioned above in section 4.7.1 ( the “Charges”), the Payment ProcessingProvider may, as applicable, automatically charge the associated Charges and any applicable Taxes in arrears. Customerconsents to the disclosure of its billing information to such Payment Processing Provider. Customer may receive a receipt uponTalend’s receipt of payment or may obtain a receipt from the Talend Cloud Platform to track the status of its Cloud Subscriptionand Fees. Any failure by Customer to provide the electronic payment information within ten (10) days of the execution of anorder or commencing use of the Pipeline Designer Software Subscription may result in the cancellation of the transaction byTalend. Customer hereby waives any requirement it may have to process payments under an invoice via a purchase order andagrees to pay Talend in accordance with the payment methods described in this Section. Customer agrees to promptly notifyTalend of any change in account number, date of expiration or any other information necessary to ensure uninterruptedprocessing of the Cloud Subscription Fees. Upon execution of an order and completion of the payment registration, Customerhereby authorizes Talend to automatically charge the Cloud Subscription Fees for the Pipeline Designer Cloud SubscriptionTalend EULA Global v10.20195

purchased under this Agreement and each subsequent renewal thereafter until or unless cancelled or terminated pursuant tothis Agreement. Any Cloud Subscription Fee not paid when due shall be considered delinquent and Talend reserves the rightto suspend or terminate Customer’s Pipeline Designer Cloud Subscription in accordance with the terms of this Agreement.Finally, Customer understands and agrees that access to or continued access to, the Talend Cloud Platform is contingent uponTalend receiving payment in full for the Cloud Subscription Fee.4.7.3 Payment Information. Customer will keep your contact information and billing information up to date. Changesmay be made on Customer’s billing page on the Talend Cloud Platform website.4.7.4 Suspension. Talend may suspend the Pipeline Des

“Documentation” means the end user manuals or documentation regarding the use of the Talend Software and/or Talend Cloud Services that are generally provided with each Talend Software and/or Talend Cloud Services product. 1.3. “Generated Code” means an independently executable