Common use of Statement of Services Clause in Contracts

Statement of Services. Service Attachments The services to be delivered by Provider (the “Services”) and the fees for those Services, and the specific terms applicable to those Services are described in the Order or in one or more Service Attachments referencing this Agreement. Except for Supplemental Services or Project Services (described below), and unless otherwise agreed in writing, the services Provider will deliver to Client are limited to those Services specifically identified in the Order and described in the Service Attachments or Schedule of Services. In the event of any conflict between the terms of a Service Attachment or Schedule of Services and this Agreement, the terms in the Service Attachment or Schedule of Services control. In the event of any conflict between the terms of this Agreement and of an Order and any Service Attachment or Schedule of Services, the terms of the Order control. Provider may decline to perform any services requested by Client that are in violation of any applicable law or that are not typically associated with the Services provided by Provider. Supplemental Services “Supplemental Services” include additional services and equipment Client may need on a “one- off” or emergency basis that are not included within the scope of the Services described in an Order or the applicable Service Attachments. You will incur additional Service Fees for Supplemental Services. We will notify Client of any such additional Service Fees and will obtain Client’s approval prior to providing them. However, Provider has no obligation to determine the need for or to provide any Supplemental Services. All Supplemental Services are provided on an “as-is” basis and include no warranties of any kind, whether express or implied. In addition, if Provider determines that any additional services Client requests would be inappropriate for treatment as Supplemental Services under this paragraph, Provider may deliver to Client a proposed Service Attachment for Project Services or a Proposal prior to providing Supplemental Services. Project Services In some cases, Client may ask Provider to deliver services outside the scope of any Order or Service Attachment and inappropriate for treatment as Supplemental Services. Examples of such services include major system upgrades, new computer, machine or device setup, network changes, datacenter moves or setups, or installations. In those cases, Provider will prepare a separate Service Attachment for Project Services describing the proposed scope of those services and Provider’s fee to deliver them. Installation dates are estimates only. Client shall be responsible for preparation and maintenance of the site for such Project Services or installations, including, but not limited to, providing necessary electrical power and communication lines and proper air conditioning and humidity control. FEES FOR SERVICES | PAYMENT TERMS Service Fees Fees for Services are set forth in Order or Statement of Work. Unless otherwise indicated in writing, all Services will be performed on a time-and-materials basis at Provider’s then-current rates. Adjustments to Service Fees Except as may be specified in an Order, Provider may adjust the Service Fees charged under this Agreement as follows: • End-User or Network Growth. During the term of an Order, if the number of users or devices in Client’s environment or the Service or Equipment types or quantities to be covered within the scope of the Order exceeds the numbers, types or quantities previously ordered, Provider may apply a pro rata adjustment to the total Service Fees. You shall pay all Service Fees owed as they become due following any such adjustment. Similarly, during the term of an Order, if the number of users or devices in Client’s environment or the Service or Equipment types or quantities to be covered within the scope of the Order is less than the numbers, types or quantities previously ordered, upon request, Provider will apply a pro rata adjustment to the total Service Fees. You shall pay all Service Fees owed as they become due following any such adjustment. However, under no circumstances may any such adjustments result in a number of users or devices in Client’s environment or in any Service or Equipment types or quantities to be covered within the scope of the Order that is less than the numbers, types or quantities ordered at the time Client signed that Order.

Statement of Services. Service Attachments The services to be delivered by Provider (the “Services”) and the fees for those Services, and the specific terms applicable to those Services are described in the Order or in one or more Service Attachments referencing this Agreement. Except for Supplemental Services or Project Services (described below), and unless otherwise agreed in writing, the services Provider will deliver to Client are limited to those Services specifically identified in the Order and described in the Service Attachments or Schedule of ServicesAttachments. In the event of any conflict between the terms of a Service Attachment or Schedule of Services and this Agreement, the terms in the Service Attachment or Schedule of Services control. In the event of any conflict between the terms of this Agreement and of an Order and any Service Attachment or Schedule of ServicesAttachment, the terms of the Order control. Provider may decline to perform any services requested by Client that are in violation of any applicable law or that are not typically associated with beyond the scope of Services provided by Providerordered. Supplemental Services “Supplemental Services” include additional services and equipment Client may need on a “one- one-off” or emergency basis that are not included within the scope of the Services described in an Order or the applicable Service Attachments. You will incur additional Service Fees for the ordered Supplemental Services. We will notify Client of any such additional Service Fees and will obtain Client’s approval prior to providing them. However, Provider has no obligation to determine the need for or to provide any Supplemental Services. All Supplemental Services are provided on an “as-is” basis and include no warranties of any kind, whether express or implied. In addition, if Provider determines that any additional services Client requests would be inappropriate for treatment as Supplemental Services under this paragraph, Provider may deliver to Client a proposed Service Attachment for Project Services or a Proposal prior to providing Supplemental Services. Project Services In some cases, Client may ask Provider to deliver services outside the scope of any Order or Service Attachment and inappropriate for treatment as Supplemental Services. Examples of such services include major system upgrades, new computer, machine or device setup, network changes, datacenter moves or setups, or installations. In those cases, Provider will prepare a separate Service Attachment for Project Services describing the proposed scope of those services and Provider’s fee to deliver them. Installation dates are estimates only. Client shall be responsible for preparation and maintenance of the site for such Project Services or installations, including, but not limited to, providing necessary electrical power and communication lines and proper air conditioning and humidity control. FEES FOR SERVICES | PAYMENT TERMS Service Fees Fees for Services are set forth in Order or Statement of Work. Unless otherwise indicated in writing, all Services will be performed on a time-and-materials basis at Provider’s then-current rates. Adjustments to Service Fees Except as may be specified in an Order, Provider may adjust the Service Fees charged under this Agreement as follows: • End-User or Network Growth. During the term of an Order, if the number of users or devices in Client’s environment or the Service or Equipment types or quantities to be covered within the scope of the Order exceeds the numbers, types or quantities previously ordered, Provider may apply a pro rata adjustment to the total Service Fees. You shall pay all Service Fees owed as they become due following any such adjustment. Similarly, during the term of an Order, if the number of users or devices in Client’s environment or the Service or Equipment types or quantities to be covered within the scope of the Order is less than the numbers, types or quantities previously ordered, upon request, Provider will apply a pro rata adjustment to the total Service Fees. You shall pay all Service Fees owed as they become due following any such adjustment. However, under no circumstances may any such adjustments result in a number of users or devices in Client’s environment or in any Service or Equipment types or quantities to be covered within the scope of the Order that is less than the numbers, types or quantities ordered at the time Client signed that Order.

Statement of Services. Service Attachments The services to be delivered by Provider (the “Services”) and the fees for those Services, and the specific terms applicable to those Services are described in the Order or in one or more Service Attachments referencing this Agreement. Except for Supplemental Services or Project Services (described below), and unless otherwise agreed in writing, the services Provider we will deliver to Client you are limited to those Services specifically identified in the Service Order and described in the Service Attachments or Schedule of ServicesAttachments. In the event of any conflict between the terms of a Service Attachment or Schedule of Services and this Agreement, the terms in the Service Attachment or Schedule of Services control. In the event of any conflict between the terms of this Agreement and of an Order and any Service Attachment or Schedule of Services, the terms of the Order control. Provider may decline to perform any services requested by Client that are in violation of any applicable law or that are not typically associated with the Services provided by Provider. Supplemental Services “Supplemental Services” include are limited, additional services and equipment Client you may need on a “one- one-off” or emergency basis that are not included within the scope of the Services described in an Order or the applicable Service Attachments. You will incur additional Service Fees for Supplemental Services. We will notify Client you of any such additional Service Fees and will obtain Client’s your approval prior to providing them. However, Provider has we have no obligation to determine the need for or to provide any Supplemental Services. All Supplemental Services are provided on an “as-is” basis and include no warranties of any kind, whether express or implied. In addition, if Provider determines we determine that any additional services Client requests you request would be inappropriate for treatment as Supplemental Services under this paragraph, Provider we may deliver to Client you a proposed Service Attachment for Project Services or a Proposal prior to providing Supplemental Services. Project Services In some cases, Client you may ask Provider us to deliver services outside the scope of any Order or Service Attachment and inappropriate for treatment as Supplemental Services. Examples of such services include major system upgrades or application upgrades, new computer, machine or device setup, network changes, datacenter moves or setups, or installations. In those cases, Provider we will prepare a separate Service Attachment for Project Services describing the proposed scope of those services and Provider’s our fee to deliver them. Installation dates are estimates onlyWork Orders You or your representative will receive an electronic notification when work is completed. Client shall Any problems will be responsible noted by reply at this time, or the call will be considered closed for preparation and maintenance of the site for such Project Services or installations, including, but not limited to, providing necessary electrical power and communication lines and proper air conditioning and humidity controlmeasurement purposes. FEES FOR SERVICES | PAYMENT TERMS Service Fees Fees for Services are set forth in Order a Pricing Addendum or Statement of Work. Unless All Fees and Costs are due upon invoice, unless the parties agree otherwise indicated in writing, all Services will be performed on a time-and-materials basis at Provider’s then-current rates. Adjustments to Service Fees Except as may be specified in an Order, Provider may adjust the Service Fees charged under this Agreement as follows: • End-User or Network Growth. During the term of an Order, if the number of users or devices in Client’s environment or the Service or Equipment types or quantities to be covered within the scope of the Order exceeds the numbers, types or quantities previously ordered, Provider may apply a pro rata adjustment to the total Service Fees. You shall pay all Service Fees owed as they become due following any such adjustment. Similarly, during the term of an Order, if the number of users or devices in Client’s environment or the Service or Equipment types or quantities to be covered within the scope of the Order is less than the numbers, types or quantities previously ordered, upon request, Provider will apply a pro rata adjustment to the total Service Fees. You shall pay all Service Fees owed as they become due following any such adjustment. However, under no circumstances may any such adjustments result in a number of users or devices in Client’s environment or in any Service applicable Statement of Work. If payments are not made on or Equipment types or quantities before such time, Millennium Technology reserves the right to be covered within the scope of the Order that is less than the numbers, types or quantities ordered at the time Client signed that Orderterminate Agreement.

Statement of Services. Service Attachments The services to be delivered by Provider (the “Services”) and the fees for those Services, and the specific terms applicable to those Services are described in the Order or in one or more Service Attachments referencing this Agreement. Except for Supplemental Services or Project Services (described below), and unless otherwise agreed in writing, the services Provider we will deliver to Client you are limited to those Services specifically identified in the Order and described in the Service Attachments or Schedule of ServicesAttachments. In the event of any conflict between the terms of a Service Attachment or Schedule of Services and this Agreement, the terms in the Service Attachment or Schedule of Services control. In the event of any conflict between the terms of this Agreement and of an Order and any Service Attachment or Schedule of Servicesthis Agreement, the terms of the Order control. Provider may decline to perform any services requested by the Client that are in violation of any applicable law or that are not typically associated with the Services provided by Provider. Supplemental Services “Supplemental Services” include are limited, additional services and equipment Client you may need on a “one- one-off” or emergency basis that are not included within the scope of the Services described in an Order or the applicable Service Attachments. You will incur additional Service Fees for Supplemental Services. We will notify Client you of any such additional Service Fees and will obtain Client’s your approval prior to providing them. However, Provider has we have no obligation to determine the need for or to provide any Supplemental Services. All Supplemental Services are provided on an “as-is” basis and include no warranties of any kind, whether express or implied. In addition, if Provider determines we determine that any additional services Client requests you request would be inappropriate for treatment as Supplemental Services under this paragraph, Provider we may deliver to Client you a proposed Service Attachment for Project Services or a Proposal prior to providing Supplemental Services. Project Services In some cases, Client you may ask Provider us to deliver services outside the scope of any Order or Service Attachment and inappropriate for treatment as Supplemental Services. Examples of such services include major system upgrades, new computer, machine or device setup, network changes, datacenter moves or setups, or installations. In those cases, Provider we will prepare a separate Service Attachment for Project Services describing the proposed scope of those services and Provider’s our fee to deliver them. Installation dates are estimates only. Client Customer shall be responsible for preparation and maintenance of the site for such Project Services or installations, including, but not limited to, providing necessary electrical power and communication lines and proper air conditioning and humidity control. FEES FOR SERVICES | PAYMENT TERMS Service Fees Fees for Services are set forth in Order or Statement of Work. Unless otherwise indicated in writing, all Services will be performed on a time-and-materials basis at Provider’s then-current rates. Adjustments to Service Fees Except as may be specified in an Order., Provider we may adjust the Service Fees charged under this Agreement as follows: • End-User or Network Growth. During the term of an Order, if the number of users or devices in Client’s your environment or the Service or Equipment types or quantities to be covered within the scope of the Order exceeds the numbers, types or quantities previously ordered, Provider we may apply a pro rata adjustment to the total Service FeesFees based on our then-current fee rates. You shall pay all Service Fees owed as they become due following any such adjustment. Similarly, during the term of an Order, if the number of users or devices in Client’s your environment or the Service or Equipment types or quantities to be covered within the scope of the Order is less than the numbers, types or quantities previously ordered, upon request, Provider we will apply a pro rata adjustment to the total Service FeesFees based on our then-current fee rates. You shall pay all Service Fees owed as they become due following any such adjustment. However, under no circumstances may any such adjustments result in a number of users or devices in Client’s your environment or in any Service or Equipment types or quantities to be covered within the scope of the Order that is less than the numbers, types or quantities ordered at the time Client you signed that Order.

Statement of Services. Service Attachments The services to be delivered by Provider (the “Services”) and the fees for those Services, and the specific terms applicable to those Services services are described in the Order or in one or more Service Attachments referencing to this AgreementMSA. The services to be provided under the Service Attachments are the “Services.” The Service Attachments identify the terms and conditions applicable to particular Services, as opposed to those generally applicable to all Services. Except for Supplemental Services or Project Services (described below)Services, and unless otherwise agreed in writing, the services to be delivered by Provider will deliver to Client Customer are limited to those Services specifically identified in the Order and described in the Service Attachments or Schedule of ServicesAttachments. In the event of any conflict between the terms of a Service Attachment or Schedule and the terms of Services and this AgreementMSA, the terms in the Service Attachment or Schedule of Services control. In the event of any conflict between the terms of this Agreement and of an Order and any Service Attachment or Schedule of Services, the terms of the Order control. Provider may decline to perform any services requested by Client that are in violation of any applicable law or that are not typically associated with the Services provided by Provider. Supplemental Services “Supplemental Services” include additional are limited services and equipment Client Customer may need on a “one- one-off” or emergency basis that are not included within the scope of the Services described in an Order or the applicable Service Attachments. You will incur Customer shall pay additional Service Fees for Supplemental Services. We will Provider shall notify Client Customer of any such additional Service Fees and will shall obtain ClientCustomer’s approval prior to providing themany Supplemental Services. However, Provider has no obligation to determine the need for or to provide any Supplemental Services. All Supplemental Services are provided on an “as-is” basis and include no warranties of any kind, whether express or implied. In additionRequests for Changes If Customer wishes to implement changes in any Services during the term of an applicable Service Attachment, if Customer must request those changes in writing and must deliver the request to Provider. Provider determines that shall review and return the request to Customer with a written evaluation of the changes, including any additional services Client requests would cost associated with the changes and the impact the changes will have on the completion of the Services. Following its review of Provider’s evaluation, Customer then may choose to approve the changes by signing and returning to Provider a copy of Provider’s written evaluation, which then will be inappropriate for treatment as Supplemental Services under subject to the terms of this paragraph, Provider may deliver to Client a proposed MSA and any applicable Service Attachment. No changes in any Service Attachment for Project Services or will be effective until Provider receives such a Proposal prior to providing Supplemental ServicesCustomer-signed evaluation of a written change request. Project Services In some cases, Client may ask Provider to deliver services outside the scope of any Order or Service Attachment and inappropriate for treatment as Supplemental Services. Examples of such services include major system upgrades, new computer, machine or device setup, network changes, datacenter moves or setups, or installations. In those cases, Provider will prepare a separate Service Attachment for Project Services describing the proposed scope of those services and Provider’s fee to deliver them. Installation dates are estimates only. Client shall be responsible for preparation and maintenance of the site for such Project Services or installations, including, but not limited to, providing necessary electrical power and communication lines and proper air conditioning and humidity control. FEES FOR SERVICES | PAYMENT TERMS Service Fees Fees for Services are set forth in Order or Statement of WorkService Attachments. Unless otherwise indicated in writing, all Services Any services performed outside the Service Attachments will be performed on a time-and-materials basis at Provider’s then-current ratestime and material rates unless otherwise agreed in writing. Adjustments to Service Fees Except as Pass-Through Expenses Customer shall pay Provider’s reasonable out-of-pocket expenses, including travel expenses, lodging, meals, or other similar expenses, which may be specified incurred by Provider in an Order, performing Services. Any such “Pass- Through Expenses” will be billed at cost and invoiced monthly. Invoicing Requirements Provider may adjust shall deliver to Customer a monthly invoice in advance of the following calendar month. Each invoice generally will include (1) the Service Fees charged under this Agreement owed for that month, (2) any known Pass-Through Expenses for which Customer is responsible, and (3) any other applicable charges or fees for the immediately preceding month and other preceding months, including adjustments to the Service Fees. Payment Terms Customer shall pay the full amount reflected on any invoice as follows: • End-User owed to Provider within thirty (30) days of its receipt of that invoice. Customer shall pay a late charge of one and one half percent (1.5%) per month or Network Growththe maximum lawful rate, whichever is less, for all invoiced amounts not paid within ten (10) days following Customer’s receipt of that invoice (the “Payment Deadline”). During If Customer disputes in good faith all or any portion of the term amount due on any invoice, or if Customer otherwise requires any adjustment to an invoiced amount, Customer must notify Provider in writing, prior to the Payment Deadline, of an Orderthe nature and basis of the dispute and/or adjustment. The parties shall use their reasonable best efforts to resolve the dispute prior to the Payment Deadline. However, if the number of users or devices in Client’s environment or parties are unable to resolve the Service or Equipment types or quantities dispute prior to be covered within the scope of Payment Deadline, Customer nevertheless shall pay the Order exceeds entire invoiced amount to Provider by the numbers, types or quantities previously orderedPayment Deadline. If it is ultimately determined that the disputed amount should not have been paid by Customer to Provider, Provider may shall apply a pro rata adjustment credit equal to the total Service Fees. You shall pay all Service Fees owed as they become due following any such adjustment. Similarly, during the term of an Order, if the number of users or devices in Clientthat amount on Customer’s environment or the Service or Equipment types or quantities to be covered within the scope of the Order is less than the numbers, types or quantities previously ordered, upon request, Provider will apply a pro rata adjustment to the total Service Fees. You shall pay all Service Fees owed as they become due following any such adjustment. However, under no circumstances may any such adjustments result in a number of users or devices in Client’s environment or in any Service or Equipment types or quantities to be covered within the scope of the Order that is less than the numbers, types or quantities ordered at the time Client signed that Ordernext invoice.

Statement of Services. Service Attachments Order and Schedule of Services The services to be delivered by Provider (the “Services”) and the fees for those Services, and the specific terms applicable to those Services are described in the Order or in one or more Service Attachments Orders referencing this Agreement. Provider agrees to provide to the Client the Services described in a Service Order that references this MSA, and which may further reference a Schedule of Services that may be updated from time to time with notice and posted at xxxx://xxx.00XxxxXxx.xxx/Schedule. A “Schedule of Services” is a description of Services that may be provided by Provider to Client upon the execution of an associated Service Order. A Schedule of Services may be modified by Provider without notice in order to account for changes in technology, third-party terms and conditions with the Provider, and the Provider’s ability to offer certain Services. Except for Supplemental Services or Project Services (described below), and unless otherwise agreed in writing, the services Provider we will deliver to Client you are limited to those Services specifically identified in the Order and described in the Service Attachments Order or Schedule of Services. In the event of any conflict between the terms of a Service Attachment or Schedule of Services Order and this Agreement, the terms in the Service Attachment or Schedule of Services control. In the event of any conflict between the terms of this Agreement and of an Order and any Service Attachment or Schedule of Services, the terms of the Order control. Provider may decline to perform any services requested by the Client that are in violation of any applicable law or that are not typically associated with the Services provided by Provider. Supplemental Services “Supplemental Services” include are limited, additional services and equipment Client you may need on a “one- one-off” or emergency basis that are not included within the scope of the Services described in an the Service Order or the applicable Service AttachmentsSchedule of Services. You will incur additional Service Fees for Supplemental Services. We will notify Client you of any such additional Service Fees and will obtain Client’s your approval prior to providing them. However, Provider has we have no obligation to determine the need for or to provide any Supplemental Services. All Supplemental Services are provided on an “as-is” basis and include no warranties of any kind, whether express or implied. In addition, if Provider determines we determine that any additional services Client requests you request would be inappropriate for treatment as Supplemental Services under this paragraph, Provider we may deliver to Client you a proposed Service Attachment Order for Project Services or a Proposal prior to providing Supplemental Services. Project Services In some cases, Client you may ask Provider us to deliver services outside the scope of any Service Order or Service Attachment Schedule of Services and inappropriate for treatment as Supplemental Services. Examples of such services include major system upgrades, new computerserver, machine or device new firewall, office move, conference room setup, network changes, datacenter moves or setups, or installations. In those cases, Provider we will prepare a separate Service Attachment Order or Schedule of Services for Project Services describing the proposed scope of those services and Provider’s our fee to deliver them. Installation dates are estimates only. Client shall be responsible for preparation and maintenance of the site for such Project Services or installations, including, but not limited to, providing necessary electrical power and communication lines and proper air conditioning and humidity control. FEES FOR SERVICES | PAYMENT TERMS Service Fees Fees for Services are set forth in Order or Statement of Work. Unless otherwise indicated in writing, all Services will be performed on a time-and-materials basis at Provider’s then-current rates. Adjustments to Service Fees Except as may be specified in an Order, Provider may adjust the Service Fees charged under this Agreement as follows: • End-User or Network Growth. During the term of an Order, if the number of users or devices in Client’s environment or the Service or Equipment types or quantities to be covered within the scope of the Order exceeds the numbers, types or quantities previously ordered, Provider may apply a pro rata adjustment to the total Service Fees. You shall pay all Service Fees owed as they become due following any such adjustment. Similarly, during the term of an Order, if the number of users or devices in Client’s environment or the Service or Equipment types or quantities to be covered within the scope of the Order is less than the numbers, types or quantities previously ordered, upon request, Provider will apply a pro rata adjustment to the total Service Fees. You shall pay all Service Fees owed as they become due following any such adjustment. However, under no circumstances may any such adjustments result in a number of users or devices in Client’s environment or in any Service or Equipment types or quantities to be covered within the scope of the Order that is less than the numbers, types or quantities ordered at the time Client signed that Order.

Statement of Services. Service Attachments The services to be delivered by Provider (the “Services”) and the fees for those Services, and the specific terms applicable to those Services are described in the Order or in one or more Service Attachments referencing this Agreement. Except for Supplemental Services or Project Services (described below), and unless otherwise agreed in writing, the services Provider we will deliver to Client you are limited to those Services specifically identified in the Service Order and described in the Service Attachments or Schedule of ServicesAttachments. In the event of any conflict between the terms of a Service Attachment or Schedule of Services and this Agreement, the terms in the Service Attachment or Schedule of Services control. In the event of any conflict between the terms of this Agreement and of an Order and any Service Attachment or Schedule of Services, the terms of the Order control. Provider may decline to perform any services requested by the Client that are in violation of any applicable law or that are not typically associated with the Services provided by Provider. Supplemental Services “Supplemental Services” include are limited, additional services and equipment Client you may need on a “one- one-off” or emergency basis that are not included within the scope of the Services described in an Order or the applicable Service Attachments. You will incur additional Service Fees for Supplemental Services. We will notify Client you of any such additional Service Fees and will obtain Client’s your approval prior to providing them. However, Provider has we have no obligation to determine the need for or to provide any Supplemental Services. All Supplemental Services are provided on an “as-is” basis and include no warranties of any kind, whether express or implied. In addition, if Provider determines we determine that any additional services Client requests you request would be inappropriate for treatment as Supplemental Services under this paragraph, Provider we may deliver to Client you a proposed Service Attachment for Project Services or a Proposal prior to providing Supplemental Services. Project Services In some cases, Client you may ask Provider us to deliver services outside the scope of any Order or Service Attachment and inappropriate for treatment as Supplemental Services. Examples of such services include major system upgrades, new computer, machine or device setup, network changes, datacenter moves or setups, or installations. In those cases, Provider we will prepare a separate Service Attachment for Project Services describing the proposed scope of those services and Provider’s our fee to deliver them. Installation dates are estimates only. Client Customer shall be responsible for preparation and maintenance of the site for such Project Services or installations, including, but not limited to, providing necessary electrical power and communication lines and proper air conditioning and humidity control. FEES FOR SERVICES | PAYMENT TERMS Service Fees Fees for Services are set forth in Order a Service Level Agreement or Statement of Work. Unless otherwise indicated in writing, all Services will be performed on a time-and-materials basis at Provider’s then-current rates. Adjustments to Service Fees Except as may be specified in an Order, Provider may adjust the Service Fees charged under this Agreement as follows: • End-User or Network Growth. During the term of an Order, if the number of users or devices in Client’s environment or the Service or Equipment types or quantities to be covered within the scope of the Order exceeds the numbers, types or quantities previously ordered, Provider may apply a pro rata adjustment to the total Service Fees. You shall pay all Service Fees owed as they become due following any such adjustment. Similarly, during the term of an Order, if the number of users or devices in Client’s environment or the Service or Equipment types or quantities to be covered within the scope of the Order is less than the numbers, types or quantities previously ordered, upon request, Provider will apply a pro rata adjustment to the total Service Fees. You shall pay all Service Fees owed as they become due following any such adjustment. However, under no circumstances may any such adjustments result in a number of users or devices in Client’s environment or in any Service or Equipment types or quantities to be covered within the scope of the Order that is less than the numbers, types or quantities ordered at the time Client signed that Order.

Statement of Services. Service Attachments The services to be delivered by Provider (the “Services”) and the fees for those Services, and the specific terms applicable to those Services services are described in the Order or in one or more Service Attachments referencing to this AgreementMSA. The services to be provided under the Service Attachments are the “Services.” The Service Attachments identify the terms and conditions applicable to particular Services, as opposed to those generally applicable to all Services. Except for Supplemental Services or Project Services (described below)Services, and unless otherwise agreed in writing, the services to be delivered by Provider will deliver to Client Customer are limited to those Services specifically identified in the Order and described in the Service Attachments or Schedule of ServicesAttachments. In the event of any conflict between the terms of a Service Attachment or Schedule and the terms of Services and this AgreementMSA, the terms in the Service Attachment or Schedule of Services control. In the event of any conflict between the terms of this Agreement and of an Order and any Service Attachment or Schedule of Services, the terms of the Order control. Provider may decline to perform any services requested by Client that are in violation of any applicable law or that are not typically associated with the Services provided by Provider. Supplemental Services “Supplemental Services” include additional are limited services and equipment Client Customer may need on a “one- one-off” or emergency basis that are not included within the scope of the Services described in an Order or the applicable Service Attachments. You will incur Customer shall pay additional Service Fees for Supplemental Services. We will Provider shall notify Client Customer of any such additional Service Fees and will shall obtain ClientCustomer’s approval prior to providing themany Supplemental Services. However, Provider has no obligation to determine the need for or to provide any Supplemental Services. All Supplemental Services are provided on an “as-is” basis and include no warranties of any kind, whether express or implied. In additionRequests for Changes If Customer wishes to implement changes in any Services during the term of an applicable Service Attachment, if Customer must request those changes in writing and must deliver the request to Provider. Provider determines that shall review and return the request to Customer with a written evaluation of the changes, including any additional services Client requests would cost associated with the changes and the impact the changes will have on the completion of the Services. Following its review of Provider’s evaluation, Customer then may choose to approve the changes by signing and returning to Provider a copy of Provider’s written evaluation, which then will be inappropriate for treatment as Supplemental Services under subject to the terms of this paragraph, Provider may deliver to Client a proposed MSA and any applicable Service Attachment. No changes in any Service Attachment for Project Services or will be effective until Provider receives such a Proposal prior to providing Supplemental ServicesCustomer-signed evaluation of a written change request. Project Services In some cases, Client may ask Provider to deliver services outside the scope of any Order or Service Attachment and inappropriate for treatment as Supplemental Services. Examples of such services include major system upgrades, new computer, machine or device setup, network changes, datacenter moves or setups, or installations. In those cases, Provider will prepare a separate Service Attachment for Project Services describing the proposed scope of those services and Provider’s fee to deliver them. Installation dates are estimates only. Client shall be responsible for preparation and maintenance of the site for such Project Services or installations, including, but not limited to, providing necessary electrical power and communication lines and proper air conditioning and humidity control. FEES FOR SERVICES | PAYMENT TERMS Service Fees Fees for Services are set forth in Order or Statement of WorkService Attachments. Unless otherwise indicated in writing, all Services Any services performed outside the Service Attachments will be performed on a time-and-materials basis at Provider’s then-current ratestime and material rates unless otherwise agreed in writing. Adjustments Pass-Through Expenses Customer shall pay Provider’s reasonable out-of-pocket expenses, including travel expenses, lodging, meals, or other similar expenses, which may be incurred by Provider in performing Services. Any such “Pass- Through Expenses” will be billed at cost and invoiced monthly. Invoicing Requirements Provider shall deliver to Customer a monthly invoice in advance of the following calendar month. Each invoice generally will include (1) the Service Fees Except owed for that month, (2) any known Pass-Through Expenses for which Customer is responsible, and (3) any other applicable charges or fees for the immediately preceding month and other preceding months, including adjustments to the Service Fees. Payment Terms Customer shall pay the full amount reflected on any invoice as may be specified owed to Provider within thirty (30) days of its receipt of that invoice. Customer shall pay a late charge of one and one half percent (1.5%) per month or the maximum lawful rate, whichever is less, for all invoiced amounts not paid within ten (10) days following Customer’s receipt of that invoice (the “Payment Deadline”). If Customer disputes in good faith all or any portion of the amount due on any invoice, or if Customer otherwise requires any adjustment to an Orderinvoiced amount, Customer must notify Provider in writing, prior to the Payment Deadline, of the nature and basis of the dispute and/or adjustment. The parties shall use their reasonable best efforts to resolve the dispute prior to the Payment Deadline. However, if the parties are unable to resolve the dispute prior to the Payment Deadline, Customer nevertheless shall pay the entire invoiced amount to Provider by the Payment Deadline. If it is ultimately determined that the disputed amount should not have been paid by Customer to Provider, Provider shall apply a credit equal to that amount on Customer’s next invoice. Suspension of Service If Customer fails to pay all amounts owed to Provider under this MSA when due, then upon at least ten (10) days prior, written notice to Customer, and in addition to any other remedies available at law or in equity, Provider may adjust the Service Fees charged suspend Services under this Agreement as follows: • End-User or Network GrowthMSA until full payment is made. During Following any suspension of service under this provision, and after Customer makes full payment to Provider, Provider shall restore the term of an Order, if the number of users or devices in Client’s environment or the Service or Equipment types or quantities Services after validating that all components to be covered within monitored and/or managed under any applicable Service Attachment comply with Provider’s level of security, updates and best practices. Customer shall pay a “Reactivation Fee” for such restoration equal to $250.00. Provider’s right to suspend Services under this section is in addition to Provider’s right to terminate this MSA for non-payment. Taxes All charges and fees to be paid by Customer under this MSA are exclusive of any applicable sales, use, excise or services taxes that may be assessed on the scope provision of the Order exceeds Services. Customer is responsible for the numberspayment of any and all such taxes. Term This MSA commences on the MSA Effective Date and will remain in effect until either party terminates it as permitted below. Termination Either party may terminate this MSA for any reason upon at least thirty (30) days advance, types or quantities previously ordered, Provider may apply a pro rata adjustment written notice given to the total other party. However, termination of this MSA will not, by itself, result in the termination of any Service Fees. You shall pay Attachments, and this MSA will remain in effect notwithstanding any notice of termination unless and until all Service Fees owed as they become due following any such adjustmentAttachments are terminated or expire according to their terms. Similarly, during the term of an Order, if the number of users or devices in Client’s environment or the Service or Equipment types or quantities to be covered within the scope of the Order is less than the numbers, types or quantities previously ordered, upon requestUnless otherwise agreed, Provider will apply a pro rata adjustment to the total Service Fees. You shall pay perform all Service Fees owed Services solely in Provider’s capacity as they become due following any such adjustment. Howeveran independent contractor and not as an employee, under no circumstances may any such adjustments result in a number agent or representative of users or devices in Client’s environment or in any Service or Equipment types or quantities to be covered within the scope of the Order that is less than the numbers, types or quantities ordered at the time Client signed that OrderCustomer.

Statement of Services. Service Attachments The services to be delivered by Provider (the “Services”) and the fees for those Services, and the specific terms applicable to those Services are described in the Order or in one or more Service Attachments referencing this Agreement. Except for Supplemental Services or Project Services (described below), and unless otherwise agreed in writing, the services Provider will deliver to Client are limited to those Services specifically identified in the Order and described in the Service Attachments or Schedule of Services. In the event of any conflict between the terms of a Service Attachment or Schedule of Services Description and this Agreement, the terms in the Service Attachment or Schedule of Services control. In the event of any conflict between the terms of this Agreement and of an Order and any Service Attachment or Schedule of Services, the terms of the Order control. Provider may decline to perform any services requested by Client that are in violation of any applicable law or that are not typically associated with the Services provided by Provider. Supplemental Services “Supplemental Services” include additional services and equipment Client may need on a “one- off” or emergency basis that are not included within the scope of the Services described in an Order or the applicable Service Attachments. You will incur additional Service Fees for Supplemental Services. We will notify Client of any such additional Service Fees and will obtain Client’s approval prior to providing them. However, Provider has no obligation to determine the need for or to provide any Supplemental Services. All Supplemental Services are provided on an “as-is” basis and include no warranties of any kind, whether express or implied. In addition, if Provider determines that any additional services Client requests would be inappropriate for treatment as Supplemental Services under this paragraph, Provider may deliver to Client a proposed Service Attachment for Project Services or a Proposal prior to providing Supplemental Services. Project Services In some cases, Client may ask Provider to deliver services outside the scope of any Order or Service Attachment and inappropriate for treatment as Supplemental Services. Examples of such services include major system upgrades, new computer, machine or device setup, network changes, datacenter moves or setups, or installations. In those cases, Provider will prepare a separate Service Attachment for Project Services describing the proposed scope of those services and Provider’s fee to deliver them. Installation dates are estimates only. Client shall be responsible for preparation and maintenance of the site for such Project Services or installations, including, but not limited to, providing necessary electrical power and communication lines and proper air conditioning and humidity control. FEES FOR SERVICES | PAYMENT TERMS Service Fees Fees for Services are set forth in Order or Statement of Work. Unless otherwise indicated in writing, all Services will be performed on a time-and-materials basis at Provider’s then-current rates. Adjustments to Service Fees Except as may be specified in an Order, Provider may adjust the Service Fees charged under this Agreement as follows: • End-User or Network Growth. During the term of an Order, if the number of users or devices in Client’s environment or the Service or Equipment types or quantities to be covered within the scope of the Order exceeds the numbers, types or quantities previously ordered, Provider may apply a pro rata adjustment to the total Service Fees. You shall pay all Service Fees owed as they become due following any such adjustment. Similarly, during the term of an Order, if the number of users or devices in Client’s environment or the Service or Equipment types or quantities to be covered within the scope of the Order is less than the numbers, types or quantities previously ordered, upon request, Provider will apply a pro rata adjustment to the total Service Fees. You shall pay all Service Fees owed as they become due following any such adjustment. However, under no circumstances may any such adjustments result in a number of users or devices in Client’s environment or in any Service or Equipment types or quantities to be covered within the scope of the Order that is less than the numbers, types or quantities ordered at the time Client signed that Order.