Common use of Trade Compliance Clause in Contracts

Trade Compliance. Partner is subject to and responsible for compliance with the export control and economic sanctions laws of the United States, the European Union and other applicable jurisdictions (collectively, “Applicable Trade Laws”). Partner agrees, without limitation, to abide by, and to assume sole responsibility for obtaining, and complying with the requirements of, all required export, re-export, in-country transfer, and import licenses, registrations, and other government authorizations relating to the Products and Services provided under this Agreement. Partner shall require End Users to agree to terms no less restrictive than those contained in this section. The Dell Trade Compliance Requirements available at xxx.xxxx.xxx/xxxxxxxxxxxxxxx contain further information and requirements on compliance with Applicable Trade Laws and then-current restrictions Customer must adhere to. Non-compliance with this section shall be a material breach of the Agreement. (a) Materials may not be used, sold, leased, exported, imported, re-exported, or transferred (i) except in compliance with such laws, including, without limitation, export licensing requirements, end user, end-use, and end-destination restrictions, prohibitions on dealings with sanctioned individuals and entities, including but not limited to persons on the Office of Foreign Assets Control's (“OFAC”) Specially Designated Nationals and Blocked Persons List, or the U.S. Department of Commerce Entity List, Denied Persons List, Military End User List, and Military Intelligence End User List and (ii) to Russia or Belarus without Dell’s prior written authorization. Partner represents and warrants that it is not the subject or target of, and that Partner is not located in a country or territory (including without limitation North Korea, Cuba, Iran, Syria, and Crimea and the so-called Donetsk People’s Republic and Luhansk People’s Republic) that is the subject or target of, economic sanctions of the United States, European Union or other applicable jurisdictions (collectively, “Sanctions”). (b) Partner agrees that it will obtain all necessary rights, permissions and consents associated with: (a) technology or data (including personal data) that Partner and its Affiliates provide to Dell or its Affiliates, and (b) non-Dell software or other components that Partner and its Affiliates direct or request that Dell or its Affiliates use with, install, or integrate as part of the Dell’s Offerings. Partner is solely responsible for reviewing data that will be provided to or accessed by Dell in the provision of the Offerings to ensure that it does not contain: (i) data that is classified, ITAR (International Traffic in Arms Regulations) related data, or both; or (ii) articles, services, and related technical data designated as defense articles and defense services. (c) Partner will defend and indemnify Dell and its Affiliates against any third party claim resulting from a breach of any of the foregoing obligation under this Trade Compliance section, or from Partner’s infringement or misappropriation of intellectual property rights of Dell, its Affiliates or third parties. (d) Partner shall have adequate policies, procedures, and controls in place to ensure its compliance with this Trade Compliance section. Partner shall have comparable export terms with its End Users and shall ensure that the Products and Services provided in connection with this Agreement will not be exported, re-exported, sold, leased or otherwise transferred to, or utilized by, an End User engaged in any of the following activities: (i) military end-uses, including any activities related to the design, development, production or use of: (A) weapons of mass destruction; (B) nuclear chemical or biological weapons, including related materials or facilities;

Trade Compliance. Partner is subject to and responsible for compliance with the export control and economic sanctions laws of the United States, the European Union and other applicable jurisdictions (collectively, “Applicable Trade Laws”)jurisdictions. Partner agrees, without limitation, to abide by, and to assume sole responsibility for obtaining, and complying with the requirements of, all required export, re-export, in-country transfer, and import licenses, registrations, and other government authorizations relating to the Products and Services provided under this Agreement. Partner shall require End Users to agree to terms no less restrictive than those contained in this section. The Dell Trade Compliance Requirements available at xxx.xxxx.xxx/xxxxxxxxxxxxxxx contain further information and requirements on compliance with Applicable Trade Laws and then-current restrictions Customer must adhere to. Non-compliance with this section shall be a material breach of the Agreement. (a) Materials may not be used, sold, leased, exported, imported, re-exported, or transferred (i) except in compliance with such laws, including, without limitation, export licensing requirements, end user, end-use, and end-destination restrictions, prohibitions on dealings with sanctioned individuals and entities, including but not limited to persons on the Office of Foreign Assets Control's (“OFAC”) Specially Designated Nationals and Blocked Persons List, or the U.S. Department of Commerce Entity List, Denied Persons List, Military End User List, and Military Intelligence End User List and (ii) to Russia or Belarus without Dell’s prior written authorization. Partner represents and warrants that it is not the subject or target of, and that Partner is not located in a country or territory (including without limitation North Korea, Cuba, Iran, Syria, and Crimea and the so-called Donetsk People’s Republic and Luhansk People’s Republic) that is the subject or target of, economic sanctions of the United States, European Union or other applicable jurisdictions (collectively, “Sanctions”). (b) Partner agrees that it will obtain all necessary rights, permissions and consents associated with: : (a) technology or data (including personal data) that Partner and its Affiliates provide to Dell or its Affiliates, and (b) non-Dell software or other components that Partner and its Affiliates direct or request that Dell or its Affiliates use with, install, or integrate as part of the Dell’s Offerings. Partner is solely responsible for reviewing data that will be provided to or accessed by Dell in the provision of the Offerings to ensure that it does not contain: (i) data that is classified, ITAR (International Traffic in Arms Regulations) related data, or both; or (ii) articles, services, and related technical data designated as defense articles and defense services. (c) Partner will defend and indemnify Dell and its Affiliates against any third party claim resulting from a breach of any of the foregoing obligation under this Trade Compliance section, or from Partner’s infringement or misappropriation of intellectual property rights of Dell, its Affiliates or third parties. (d) Partner shall have adequate policies, procedures, and controls in place to ensure its compliance with this Trade Compliance section. Partner shall have comparable export terms with its End Users and shall ensure that the Products and Services provided in connection with this Agreement will not be exported, re-exported, sold, leased or otherwise transferred to, or utilized by, an End User engaged in any of the following activities: : (i) military end-uses, including any activities related to the design, development, production or use of: (A) weapons of mass destruction; (B) nuclear chemical or biological weapons, including related materials or facilities;; (C) missiles or the support of missile projects; (ii) terrorist activities; (iii) exploration or production of oil and gas in Arctic, deep water (greater than 500 feet or metric equivalent), energy export pipelines or shale formations in Russia or in, by, or with Russian companies, territories, or any other entities as identified by BIS and/or OFAC. Partner’s controls shall include screening of transactions with its end-customers to ensure compliance with sanctions laws. Partner shall also have appropriate procedures in place to comply with (and to ensure timely reporting under) the requirements of the anti-boycott laws and regulations of the United States and other jurisdictions in which Dell Technologies does business. (e) Partner shall notify Dell immediately if Partner or any of Partner’s or Partner’s subsidiaries’ directors, administrators, officers, board of directors (supervisory and management), members or employees is the subject or target of any Sanctions. Partner further agrees to provide reasonable notice to Dell of any government action or communication that Partner receives or becomes aware of concerning sanctions or trade compliance relating to the Products and/or Services provided herein by or to Partner. (f) For all Dell Offerings where the Incoterm is Ex Works (EXW), Partner shall enter into an Ex-Works Schedule in advance of any shipment and comply with such Schedule.

Trade Compliance. Partner is subject to and responsible for compliance with the export control and economic sanctions laws of the United States, the European Union and other applicable jurisdictions (collectively, “Applicable Trade Laws”)jurisdictions. Partner agrees, without limitation, to abide by, and to assume sole responsibility for obtaining, and complying with the requirements of, all required export, re-export, in-country transfer, and import licenses, registrations, and other government authorizations relating to the Products and Services provided under this Agreement. Partner shall require End Users to agree to terms no less restrictive than those contained in this section. The Dell Trade Compliance Requirements available at xxx.xxxx.xxx/xxxxxxxxxxxxxxx contain further information and requirements on compliance with Applicable Trade Laws and then-current restrictions Customer must adhere to. Non-compliance with this section shall be a material breach of the Agreement. (a) Materials may not be used, sold, leased, exported, imported, re-exported, or transferred (i) except in compliance with such laws, including, without limitation, export licensing requirements, end user, end-use, and end-end- destination restrictions, prohibitions on dealings with sanctioned individuals and entities, including but not limited to persons on the Office of Foreign Assets Control's (“OFAC”) Specially Designated Nationals and Blocked Persons List, or the U.S. Department of Commerce Entity List, Denied Persons List, Military End User List, and Military Intelligence End User List and (ii) to Russia or Belarus without Dell’s prior written authorization. Partner represents and warrants that it is not the subject or target of, and that Partner is not located in a country or territory (including without limitation North Korea, Cuba, Iran, Syria, and Crimea and the so-called Donetsk People’s Republic and Luhansk People’s Republic) that is the subject or target of, economic sanctions of the United States, European Union or other applicable jurisdictions (collectively, “Sanctions”). (b) Partner agrees that it will obtain all necessary rights, permissions and consents associated with: : (a) technology or data (including personal data) that Partner and its Affiliates provide to Dell or its Affiliates, and (b) non-Dell software or other components that Partner and its Affiliates direct or request that Dell or its Affiliates use with, install, or integrate as part of the Dell’s Offerings. Partner is solely responsible for reviewing data that will be provided to or accessed by Dell in the provision of the Offerings to ensure that it does not contain: (i) data that is classified, ITAR (International Traffic in Arms Regulations) related data, or both; or (ii) articles, services, and related technical data designated as defense articles and defense services. (c) Partner will defend and indemnify Dell and its Affiliates against any third party claim resulting from a breach of any of the foregoing obligation under this Trade Compliance section, or from Partner’s infringement or misappropriation of intellectual property rights of Dell, its Affiliates or third parties. (d) Partner shall have adequate policies, procedures, and controls in place to ensure its compliance with this Trade Compliance section. Partner shall have comparable export terms with its End Users and shall ensure that the Products and Services provided in connection with this Agreement will not be exported, re-exported, sold, leased or otherwise transferred to, or utilized by, an End User engaged in any of the following activities: (i) military end-uses, including any activities related to the design, development, production or use of: (A) weapons of mass destruction; (B) nuclear chemical or biological weapons, including related materials or facilities;; (C) missiles or the support of missile projects; (ii) terrorist activities; (iii) exploration or production of oil and gas in Arctic, deep water (greater than 500 feet or metric equivalent), energy export pipelines or shale formations in Russia or in, by, or with Russian companies, territories, or any other entities as identified by BIS and/or OFAC. Partner’s controls shall include screening of transactions with its end-customers to ensure compliance with sanctions laws. Partner shall also have appropriate procedures in place to comply with (and to ensure timely reporting under) the requirements of the anti-boycott laws and regulations of the United States and other jurisdictions in which Dell Technologies does business. (e) Partner shall notify Dell immediately if Partner or any of Partner’s or Partner’s subsidiaries’ directors, administrators, officers, board of directors (supervisory and management), members or employees is the subject or target of any Sanctions. Partner further agrees to provide reasonable notice to Dell of any government action or communication that Partner receives or becomes aware of concerning sanctions or trade compliance relating to the Products and/or Services provided herein by or to Partner. (f) For all Dell Offerings where the Incoterm is Ex Works (EXW), Partner shall enter into an Ex-Works Schedule in advance of any shipment and comply with such Schedule.

Trade Compliance. Partner is subject to and responsible for compliance with the export control and economic sanctions laws of the United States, the European Union and other applicable jurisdictions (collectively, “Applicable Trade Laws”)jurisdictions. Partner agrees, without limitation, to abide by, and to assume sole responsibility for obtaining, and complying with the requirements of, all required export, re-export, in-country transfer, and import licenses, registrations, and other government authorizations relating to the Products and Services provided under this Agreement. Partner shall require End Users to agree to terms no less restrictive than those contained in this section. The Dell Trade Compliance Requirements available at xxx.xxxx.xxx/xxxxxxxxxxxxxxx contain further information and requirements on compliance with Applicable Trade Laws and then-current restrictions Customer must adhere to. Non-compliance with this section shall be a material breach of the Agreement. (a) Materials may not be used, sold, leased, exported, imported, re-exported, or transferred (i) except in compliance with such laws, including, without limitation, export licensing requirements, end user, end-use, and end-destination restrictions, prohibitions on dealings with sanctioned individuals and entities, including but not limited to persons on the Office of Foreign Assets Control's (“OFAC”) Specially Designated Nationals and Blocked Persons List, or the U.S. Department of Commerce Entity List, Denied Persons List, Military End User List, and Military Intelligence End User List and (ii) to Russia or Belarus without Dell’s prior written authorization. Partner represents and warrants that it is not the subject or target of, and that Partner is not located in a country or territory (including without limitation North Korea, Cuba, Iran, Syria, and Crimea and the so-called Donetsk People’s Republic and Luhansk People’s Republic) that is the subject or target of, economic sanctions of the United States, European Union or other applicable jurisdictions (collectively, “Sanctions”). (b) Partner agrees that it will obtain all necessary rights, permissions and consents associated with: : (a) technology or data (including personal data) that Partner and its Affiliates provide to Dell or its Affiliates, and (b) non-Dell software or other components that Partner and its Affiliates direct or request that Dell or its Affiliates use with, install, or integrate as part of the Dell’s Offerings. Partner is solely responsible for reviewing data that will be provided to or accessed by Dell in the provision of the Offerings to ensure that it does not contain: (i) data that is classified, ITAR (International Traffic in Arms Regulations) related data, or both; or (ii) articles, services, and related technical data designated as defense articles and defense services. (c) Partner will defend and indemnify Dell and its Affiliates against any third party claim resulting from a breach of any of the foregoing obligation under this Trade Compliance section, or from Partner’s infringement or misappropriation of intellectual property rights of Dell, its Affiliates or third parties. (d) Partner shall have adequate policies, procedures, and controls in place to ensure its compliance with this Trade Compliance section. Partner shall have comparable export terms with its End Users and shall ensure that the Products and Services provided in connection with this Agreement will not be exported, re-exported, sold, leased or otherwise transferred to, or utilized by, an End User engaged in any of the following activities: : (i) military end-uses, including any activities related to the design, development, production or use of: (A) weapons of mass destruction; (B) nuclear chemical or biological weapons, including related materials or facilities;; (C) missiles or the support of missile projects; (ii) terrorist activities; (iii) exploration or production of oil and gas in Arctic, deep water (greater than 500 feet or metric equivalent), energy export pipelines or shale formations in Russia or in, by, or with Russian companies, territories, or any other entities as identified by BIS and/or OFAC. Partner’s controls shall include screening of transactions with its end-customers to ensure compliance with sanctions laws. Partner shall also have appropriate procedures in place to comply with (and to ensure timely reporting under) the requirements of the anti-boycott laws and regulations of the United States and other jurisdictions in which Dell Technologies does business. (e) Partner shall notify Dell immediately if Partner or any of Partner’s or Partner’s subsidiaries’ directors, administrators, officers, board of directors (supervisory and management), members or employees is the subject or target of any Sanctions. Partner further agrees to provide reasonable notice to Dell of any (f) For all Dell Offerings where the Incoterm is Ex Works (EXW), Partner shall enter into an Ex-Works Schedule in advance of any shipment and comply with such Schedule.

Trade Compliance. Partner is subject to and responsible for compliance with the export control and economic sanctions laws of the United States, the European Union and other applicable jurisdictions (collectively, “Applicable Trade Laws”). Partner agrees, without limitation, to abide by, and to assume sole responsibility for obtaining, and complying with the requirements of, all required export, re-export, in-country transfer, and import licenses, registrations, and other government authorizations relating to the Products and Services provided under this Agreement. Partner shall require End Users to agree to terms no less restrictive than those contained in this section. The Dell Trade Compliance Requirements available at xxx.xxxx.xxx/xxxxxxxxxxxxxxx contain further information and requirements on compliance with Applicable Trade Laws and then-current restrictions Customer must adhere to. Non-compliance with this section shall be a material breach of the Agreement. (a) Materials may not be used, sold, leased, exported, imported, re-exported, or transferred (i) except in compliance with such laws, including, without limitation, export licensing requirements, end user, end-use, and end-end- destination restrictions, prohibitions on dealings with sanctioned individuals and entities, including but not limited to persons on the Office of Foreign Assets Control's (“OFAC”) Specially Designated Nationals and Blocked Persons List, or the U.S. Department of Commerce Entity List, Denied Persons List, Military End User List, and Military Intelligence End User List and (ii) to Russia or Belarus without Dell’s prior written authorizationBelarus. Partner represents and warrants that it is not the subject or target of, and that Partner is not located in a country or territory (including without limitation North Korea, Cuba, Iran, Syria, and Crimea and the so-called Donetsk People’s Republic and Luhansk People’s Republic) that is the subject or target of, economic sanctions of the United States, European Union or other applicable jurisdictions (collectively, “Sanctions”). (b) Partner agrees that it will obtain all necessary rights, permissions and consents associated with: : (a) technology or data (including personal data) that Partner and its Affiliates provide to Dell or its Affiliates, and (b) non-Dell software or other components that Partner and its Affiliates direct or request that Dell or its Affiliates use with, install, or integrate as part of the Dell’s Offerings. Partner is solely responsible for reviewing data that will be provided to or accessed by Dell in the provision of the Offerings to ensure that it does not contain: (i) data that is classified, ITAR (International Traffic in Arms Regulations) related data, or both; or (ii) articles, services, and related technical data designated as defense articles and defense services. (c) Partner will defend and indemnify Dell and its Affiliates against any third party claim resulting from a breach of any of the foregoing obligation under this Trade Compliance section, or from Partner’s infringement or misappropriation of intellectual property rights of Dell, its Affiliates or third parties. (d) Partner shall have adequate policies, procedures, and controls in place to ensure its compliance with this Trade Compliance section. Partner shall have comparable export terms with its End Users and shall ensure that the Products and Services provided in connection with this Agreement will not be exported, re-exported, sold, leased or otherwise transferred to, or utilized by, an End User engaged in any of the following activities: (i) military end-uses, including any activities related to the design, development, production or use of: (A) weapons of mass destruction; (B) nuclear chemical or biological weapons, including related materials or facilities;; (C) missiles or the support of missile projects; (ii) terrorist activities; (iii) exploration or production of oil and gas in Arctic, deep water (greater than 500 feet or metric equivalent), energy export pipelines or shale formations in Russia or in, by, or with Russian companies, territories, or any other entities as identified by BIS and/or OFAC. Partner’s controls shall include screening of transactions with its end-customers to ensure compliance with sanctions laws. Partner shall also have appropriate procedures in place to comply with (and to ensure timely reporting under) the requirements of the anti-boycott laws and regulations of the United States and other jurisdictions in which Dell Technologies does business. (e) Partner shall notify Dell immediately if Partner or any of Partner’s or Partner’s subsidiaries’ directors, administrators, officers, board of directors (supervisory and management), members or employees is the subject or target of any Sanctions. Partner further agrees to provide reasonable notice to Dell of any government action or communication that Partner receives or becomes aware of concerning sanctions or trade compliance relating to the Products and/or Services provided herein by or to Partner. (f) For all Dell Offerings where the Incoterm is Ex Works (EXW), Partner shall enter into an Ex-Works Schedule in advance of any shipment and comply with such Schedule.

Trade Compliance. Partner is subject to and responsible for compliance with the export control and economic sanctions laws of the United States, the European Union and other applicable jurisdictions (collectively, “Applicable Trade Laws”). Partner agrees, without limitation, to abide by, and to assume sole responsibility for obtaining, and complying with the requirements of, all required export, re-export, in-country transfer, and import licenses, registrations, and other government authorizations relating to the Products and Services provided under this Agreement. Partner shall require End Users to agree to terms no less restrictive than those contained in this section. The Dell Trade Compliance Requirements available at xxx.xxxx.xxx/xxxxxxxxxxxxxxx contain further information and requirements on compliance with Applicable Trade Laws laws and then-current restrictions Customer must adhere to. Non-compliance with this section shall be a material breach of the Agreement. (a) Materials may not be used, sold, leased, exported, imported, re-exported, or transferred (i) except in compliance with such laws, including, without limitation, export licensing requirements, end user, end-use, and end-destination restrictions, prohibitions on dealings with sanctioned individuals and entities, including but not limited to persons on the Office of Foreign Assets Control's (“OFAC”) Specially Designated Nationals and Blocked Persons List, or the U.S. Department of Commerce Entity List, Denied Persons List, Military End User List, and Military Intelligence End User List and (ii) to Russia or Belarus without Dell’s prior written authorization. Partner represents and warrants that it is not the subject or target of, and that Partner is not located in a country or territory (including without limitation North Korea, Cuba, Iran, Syria, and Crimea and the so-called Donetsk People’s Republic and Luhansk People’s Republic) that is the subject or target of, economic sanctions of the United States, European Union or other applicable jurisdictions (collectively, “Sanctions”). (b) Partner agrees that it will obtain all necessary rights, permissions and consents associated with: : (a) technology or data (including personal data) that Partner and its Affiliates provide to Dell or its Affiliates, and (b) non-Dell software or other components that Partner and its Affiliates direct or request that Dell or its Affiliates use with, install, or integrate as part of the Dell’s Offerings. Partner is solely responsible for reviewing data that will be provided to or accessed by Dell in the provision of the Offerings to ensure that it does not contain: (i) data that is classified, ITAR (International Traffic in Arms Regulations) related data, or both; or (ii) articles, services, and related technical data designated as defense articles and defense services. (c) Partner will defend and indemnify Dell and its Affiliates against any third party claim resulting from a breach of any of the foregoing obligation under this Trade Compliance section, or from Partner’s infringement or misappropriation of intellectual property rights of Dell, its Affiliates or third parties. (d) Partner shall have adequate policies, procedures, and controls in place to ensure its compliance with this Trade Compliance section. Partner shall have comparable export terms with its End Users and shall ensure that the Products and Services provided in connection with this Agreement will not be exported, re-exported, sold, leased or otherwise transferred to, or utilized by, an End User engaged in any of the following activities: (i) military end-uses, including any activities related to the design, development, production or use of: (A) weapons of mass destruction; (B) nuclear chemical or biological weapons, including related materials or facilities;; (C) missiles or the support of missile projects; (ii) terrorist activities; (iii) exploration or production of oil and gas in Arctic, deep water (greater than 500 feet or metric equivalent), energy export pipelines or shale formations in Russia or in, by, or with Russian companies, territories, or any other entities as identified by BIS and/or OFAC. Partner’s controls shall include screening of transactions with its end-customers to ensure compliance with sanctions laws. Partner shall also have appropriate procedures in place to comply with (and to ensure timely reporting under) the requirements of the anti-boycott laws and regulations of the United States and other jurisdictions in which Dell Technologies does business. (e) Partner shall notify Dell immediately if Partner or any of Partner’s or Partner’s subsidiaries’ directors, administrators, officers, board of directors (supervisory and management), members or employees is the subject or target of any Sanctions. Partner further agrees to provide reasonable notice to Dell of any government action or communication that Partner receives or becomes aware of concerning (f) For all Dell Offerings where the Incoterm is Ex Works (EXW), Partner shall enter into an Ex-Works Schedule in advance of any shipment and comply with such Schedule.

Trade Compliance. Partner is subject to and responsible for compliance with the export control and economic sanctions laws of the United States, the European Union and other applicable jurisdictions (collectively, “Applicable Trade Laws”). Partner agrees, without limitation, to abide by, and to assume sole responsibility for obtaining, and complying with the requirements of, all required export, re-export, in-country transfer, and import licenses, registrations, and other government authorizations relating to the Products and Services provided under this Agreement. Partner shall require End Users to agree to terms no less restrictive than those contained in this section. The Dell Trade Compliance Requirements available at xxx.xxxx.xxx/xxxxxxxxxxxxxxx contain further information and requirements on compliance with Applicable Trade Laws and then-current restrictions Customer must adhere to. Non-compliance with this section shall be a material breach of the Agreement. (a) Materials may not be used, sold, leased, exported, imported, re-exported, or transferred (i) except in compliance with such laws, including, without limitation, export licensing requirements, end user, end-use, and end-end- destination restrictions, prohibitions on dealings with sanctioned individuals and entities, including but not limited to persons on the Office of Foreign Assets Control's (“OFAC”) Specially Designated Nationals and Blocked Persons List, or the U.S. Department of Commerce Entity List, Denied Persons List, Military End User List, and Military Intelligence End User List and (ii) to Russia or Belarus without Dell’s prior written authorization. Partner represents and warrants that it is not the subject or target of, and that Partner is not located in a country or territory (including without limitation North Korea, Cuba, Iran, Syria, and Crimea and the so-called Donetsk People’s Republic and Luhansk People’s Republic) that is the subject or target of, economic sanctions of the United States, European Union or other applicable jurisdictions (collectively, “Sanctions”). (b) Partner agrees that it will obtain all necessary rights, permissions and consents associated with: : (a) technology or data (including personal data) that Partner and its Affiliates provide to Dell or its Affiliates, and (b) non-Dell software or other components that Partner and its Affiliates direct or request that Dell or its Affiliates use with, install, or integrate as part of the Dell’s Offerings. Partner is solely responsible for reviewing data that will be provided to or accessed by Dell in the provision of the Offerings to ensure that it does not contain: (i) data that is classified, ITAR (International Traffic in Arms Regulations) related data, or both; or (ii) articles, services, and related technical data designated as defense articles and defense services. (c) Partner will defend and indemnify Dell and its Affiliates against any third party claim resulting from a breach of any of the foregoing obligation under this Trade Compliance section, or from Partner’s infringement or misappropriation of intellectual property rights of Dell, its Affiliates or third parties. (d) Partner shall have adequate policies, procedures, and controls in place to ensure its compliance with this Trade Compliance section. Partner shall have comparable export terms with its End Users and shall ensure that the Products and Services provided in connection with this Agreement will not be exported, re-exported, sold, leased or otherwise transferred to, or utilized by, an End User engaged in any of the following activities: (i) military end-uses, including any activities related to the design, development, production or use of: (A) weapons of mass destruction; (B) nuclear chemical or biological weapons, including related materials or facilities;; (C) missiles or the support of missile projects; (ii) terrorist activities; (iii) exploration or production of oil and gas in Arctic, deep water (greater than 500 feet or metric equivalent), energy export pipelines or shale formations in Russia or in, by, or with Russian companies, territories, or any other entities as identified by BIS and/or OFAC. Partner’s controls shall include screening of transactions with its end-customers to ensure compliance with sanctions laws. Partner shall also have appropriate procedures in place to comply with (and to ensure timely reporting under) the requirements of the anti-boycott laws and regulations of the United States and other jurisdictions in which Dell Technologies does business. (e) Partner shall notify Dell immediately if Partner or any of Partner’s or Partner’s subsidiaries’ directors, administrators, officers, board of directors (supervisory and management), members or employees is the subject or target of any Sanctions. Partner further agrees to provide reasonable notice to Dell of any government action or communication that Partner receives or becomes aware of concerning sanctions or trade compliance relating to the Products and/or Services provided herein by or to Partner. (f) For all Dell Offerings where the Incoterm is Ex Works (EXW), Partner shall enter into an Ex-Works Schedule in advance of any shipment and comply with such Schedule.

Trade Compliance. Partner is subject to and responsible for compliance with the export control and economic sanctions laws of the United States, the European Union and other applicable jurisdictions (collectively, “Applicable Trade Lawslaws”). Partner agrees, without limitation, to abide by, and to assume sole responsibility for obtaining, and complying with the requirements of, all required export, re-export, in-country transfer, and import licenses, registrations, and other government authorizations relating to the Products and Services provided under this Agreement. Partner shall require End Users to agree to terms no less restrictive than those contained in this section. The Dell Trade Compliance Requirements available at xxx.xxxx.xxx/xxxxxxxxxxxxxxx contain further information and requirements on compliance with Applicable Trade Laws and then-current restrictions Customer must adhere to. Non-compliance with this section shall be a material breach of the Agreement. (a) Materials may not be used, sold, leased, exported, imported, re-exported, or transferred (i) except in compliance with such laws, including, without limitation, export licensing requirements, end user, end-use, and end-destination restrictions, prohibitions on dealings with sanctioned individuals and entities, including but not limited to persons on the Office of Foreign Assets Control's (“OFAC”) Specially Designated Nationals and Blocked Persons List, or the U.S. Department of Commerce Entity List, Denied Persons List, Military End User List, and Military Intelligence End User List and (ii) to Russia or Belarus without Dell’s prior written authorization. Partner represents and warrants that it is not the subject or target of, and that Partner is not located in a country or territory (including without limitation North Korea, Cuba, Iran, Syria, and Crimea and the so-called Donetsk People’s Republic and Luhansk People’s Republic) that is the subject or target of, economic sanctions of the United States, European Union or other applicable jurisdictions (collectively, “Sanctions”). (b) Partner agrees that it will obtain all necessary rights, permissions and consents associated with: (a) technology or data (including personal data) that Partner and its Affiliates provide to Dell or its Affiliates, and (b) non-Dell software or other components that Partner and its Affiliates direct or request that Dell or its Affiliates use with, install, or integrate as part of the Dell’s Offerings. Partner is solely responsible for reviewing data that will be provided to or accessed by Dell in the provision of the Offerings to ensure that it does not contain: (i) data that is classified, ITAR (International Traffic in Arms Regulations) related data, or both; or (ii) articles, services, and related technical data designated as defense articles and defense services. (c) Partner will defend and indemnify Dell and its Affiliates against any third party claim resulting from a breach of any of the foregoing obligation under this Trade Compliance section, or from Partner’s infringement or misappropriation of intellectual property rights of Dell, its Affiliates or third parties. (d) Partner shall have adequate policies, procedures, and controls in place to ensure its compliance with this Trade Compliance section. Partner shall have comparable export terms with its End Users and shall ensure that the Products and Services provided in connection with this Agreement will not be exported, re-exported, sold, leased or otherwise transferred to, or utilized by, an End User engaged in any of the following activities: (i) military end-uses, including any activities related to the design, development, production or use of: (A) weapons of mass destruction; (B) nuclear chemical or biological weapons, including related materials or facilities;

Trade Compliance. Partner is subject to and responsible for compliance with the export control and economic sanctions laws of the United States, the European Union and other applicable jurisdictions (collectively, collectively “Applicable Trade Laws”). Partner agrees, without limitation, to abide by, and to assume sole responsibility for obtaining, and complying with the requirements of, all required export, re-export, in-country transfer, and import licenses, registrations, and other government authorizations relating to the Products and Services provided under this Agreement. Partner shall require End Users to agree to terms no less restrictive than those contained in this section. The Dell Trade Compliance Requirements available at xxx.xxxx.xxx/xxxxxxxxxxxxxxx contain further information and requirements on compliance with Applicable Trade Laws and then-current restrictions Customer must adhere to. Non-compliance with this section shall be a material breach of the Agreement. (a) Materials may not be used, sold, leased, exported, imported, re-exported, or transferred (i) except in compliance with such laws, including, without limitation, export licensing requirements, end user, end-use, and end-destination restrictions, prohibitions on dealings with sanctioned individuals and entities, including but not limited to persons on the Office of Foreign Assets Control's (“OFAC”) Specially Designated Nationals and Blocked Persons List, or the U.S. Department of Commerce Entity List, Denied Persons List, Military End User List, and Military Intelligence End User List and (ii) to Russia or Belarus without Dell’s prior written authorization. Partner represents and warrants that it is not the subject or target of, and that Partner is not located in a country or territory (including without limitation North Korea, Cuba, Iran, Syria, and Crimea and the so-called Donetsk People’s Republic and Luhansk People’s Republic) that is the subject or target of, economic sanctions of the United States, European Union or other applicable jurisdictions (collectively, “Sanctions”). (b) Partner agrees that it will obtain all necessary rights, permissions and consents associated with: (a) technology or data (including personal data) that Partner and its Affiliates provide to Dell or its Affiliates, and (b) non-Dell software or other components that Partner and its Affiliates direct or request that Dell or its Affiliates use with, install, or integrate as part of the Dell’s Offerings. Partner is solely responsible for reviewing data that will be provided to or accessed by Dell in the provision of the Offerings to ensure that it does not contain: (i) data that is classified, ITAR (International Traffic in Arms Regulations) related data, or both; or (ii) articles, services, and related technical data designated as defense articles and defense services. (c) Partner will defend and indemnify Dell and its Affiliates against any third party claim resulting from a breach of any of the foregoing obligation under this Trade Compliance section, or from Partner’s infringement or misappropriation of intellectual property rights of Dell, its Affiliates or third parties. (d) Partner shall have adequate policies, procedures, and controls in place to ensure its compliance with this Trade Compliance section. Partner shall have comparable export terms with its End Users and shall ensure that the Products and Services provided in connection with this Agreement will not be exported, re-exported, sold, leased or otherwise transferred to, or utilized by, an End User engaged in any of the following activities: (i) military end-uses, including any activities related to the design, development, production or use of: (A) weapons of mass destruction; (B) nuclear chemical or biological weapons, including related materials or facilities;

Trade Compliance. Partner is subject to and responsible for compliance with the export control and economic sanctions laws of the United States, the European Union and other applicable jurisdictions (collectively, “Applicable Trade Laws”). Partner agrees, without limitation, to abide by, and to assume sole responsibility for obtaining, and complying with the requirements of, all required export, re-export, in-country transfer, and import licenses, registrations, and other government authorizations relating to the Products and Services provided under this Agreement. Partner shall require End Users to agree to terms no less restrictive than those contained in this section. The Dell Trade Compliance Requirements available at xxx.xxxx.xxx/xxxxxxxxxxxxxxx contain further information and requirements on compliance with Applicable Trade Laws laws and then-current restrictions Customer must adhere to. Non-compliance with this section shall be a material breach of the Agreement. (a) Materials may not be used, sold, leased, exported, imported, re-exported, or transferred (i) except in compliance with such laws, including, without limitation, export licensing requirements, end user, end-use, and end-destination restrictions, prohibitions on dealings with sanctioned individuals and entities, including but not limited to persons on the Office of Foreign Assets Control's (“OFAC”) Specially Designated Nationals and Blocked Persons List, or the U.S. Department of Commerce Entity List, Denied Persons List, Military End User List, and Military Intelligence End User List and (ii) to Russia or Belarus without Dell’s prior written authorization. Partner represents and warrants that it is not the subject or target of, and that Partner is not located in a country or territory (including without limitation North Korea, Cuba, Iran, Syria, and Crimea and the so-called Donetsk People’s Republic and Luhansk People’s Republic) that is the subject or target of, economic sanctions of the United States, European Union or other applicable jurisdictions (collectively, “Sanctions”). (b) Partner agrees that it will obtain all necessary rights, permissions and consents associated with: (a) technology or data (including personal data) that Partner and its Affiliates provide to Dell or its Affiliates, and (b) non-Dell software or other components that Partner and its Affiliates direct or request that Dell or its Affiliates use with, install, or integrate as part of the Dell’s Offerings. Partner is solely responsible for reviewing data that will be provided to or accessed by Dell in the provision of the Offerings to ensure that it does not contain: (i) data that is classified, ITAR (International Traffic in Arms Regulations) related data, or both; or (ii) articles, services, and related technical data designated as defense articles and defense services. (c) Partner will defend and indemnify Dell and its Affiliates against any third party claim resulting from a breach of any of the foregoing obligation under this Trade Compliance section, or from Partner’s infringement or misappropriation of intellectual property rights of Dell, its Affiliates or third parties. (d) Partner shall have adequate policies, procedures, and controls in place to ensure its compliance with this Trade Compliance section. Partner shall have comparable export terms with its End Users and shall ensure that the Products and Services provided in connection with this Agreement will not be exported, re-exported, sold, leased or otherwise transferred to, or utilized by, an End User engaged in any of the following activities: (i) military end-uses, including any activities related to the design, development, production or use of: (A) weapons of mass destruction; (B) nuclear chemical or biological weapons, including related materials or facilities;