Common use of Various Clause in Contracts

Various. This Agreement constitutes the entire and only agreement between Riva Inc. and Partner with respect to its subject matter and there are no understandings or representations of any kind, express, implied, oral, written, statutory or otherwise, not expressly set forth herein. No alteration or modification of this Agreement shall be binding unless in writing and signed by the party to be bound thereby. 1. This Agreement is not assignable in whole or in part by either party without proper notification of the other. 2. This Agreement shall be interpreted and enforced in accordance with the laws of Canada and the official language of this Agreement for all purposes shall be English. Any legal action relating to this Agreement shall be pursued in the City of Edmonton, Alberta, Canada under the jurisdiction of the Court of Queen’s Bench. 3. The parties agree that any controversy, claim, or dispute shall be settled by final binding arbitration in accordance with the rules of the Canadian Arbitration Association. Each of the parties agrees to bear its own costs, attorney’s fees, and expenses associated with any dispute or arbitration, and an equal share of the neutral arbitrator’s expenses and administrative fees. By: Title: Email Address: By: Xxxxxxx Van Dijk Title: Director of Operations and Finance Email Address: xxxxxxxx@xxxxxxxxxxxxxxxxxx.xxx Riva On-Premise, Riva Cloud, Riva Insight and related solutions (“Products”) are covered under this agreement. There is no geographic territory assigned to this agreement. This is a non-exclusive agreement. Additional information on Riva’s Open Referral Program is available at the following link. This information will be updated from time to time at Riva Inc.’s sole discretion: As a Riva Authorised Reseller, Partner shall receive a reseller margin ranging from 20% to 30% on all net-new license sales and license renewals (less applicable discounts), this excludes all professional services and after-hours priority support. Partner can offer its customers and will receive standard Company volume pricing for Riva. Volume pricing is provided on a per-Client basis and subject to change from time to time at Riva Inc.'s sole discretion. Margin is calculated on the net license value after all applicable discounts have been deducted. The Riva Authorised Reseller program includes three tiers. Riva Authorised Partner’s must achieve a minimum net license revenue of $10,000 USD or five(5) Net New Customers per twelve (12) month period beginning October 1 and ending September 30. Bronze – annual net license revenue of $10,000 USD through $49,999 USD or a minimum of five(5) Net New Customers Silver – annual net license revenue of $50,000 USD through $99,999 USD or a minimum of ten (10) Net New Customers Gold – annual net license revenue of $100,000+ USD or a minimum of twenty (20) Net New Customers New partners will be placed in the Bronze tier upon execution of this Agreement. Based on Partner’s net license sales or Net New Customer additions, Partner may advance through Silver and Gold tiers as applicable. Upon completion of Riva Inc.’s fiscal year, Partners will be evaluated based on net license sales and Net New Customer adds in the previous twelve (12) months and placed in the appropriate tier. Partners may be advanced to the next available tier throughout the year upon achievement of the next level.

Various. This Agreement constitutes the entire and only agreement between Riva Inc. Distributor and Partner Company with respect to its subject matter and there are no understandings or representations of any kind, express, implied, oral, written, statutory or otherwise, not expressly set forth herein. No alteration or modification of this Agreement shall be binding unless in writing and signed by the party to be bound thereby. 1. This Agreement is not assignable in whole or in part by either party without proper notification express written consent of the other. 2. This Agreement shall be interpreted and enforced in accordance with the laws of Canada and the official language of this Agreement for all purposes shall be English. Any legal action relating to this Agreement shall be pursued in the City of Edmonton, Alberta, Canada under the jurisdiction of the Court of Queen’s Bench. 3. The parties agree that any controversy, claim, or dispute shall be settled by final binding arbitration in accordance with the rules of the Canadian Arbitration Association. Each of the parties agrees to bear its own costs, attorney’s fees, costs, and expenses associated with any dispute or arbitration, and an equal share of the neutral arbitrator’s expenses and administrative fees. _________________________________________________ By: Title: Email Address: _________________________________________________ By: Xxxxxxx Van Dijk Dagneault Title: Director of Operations and Finance President Email Address: xxxxxxxx@xxxxxxxxxxxxxxxxxx.xxx Riva On-Premise, Riva Cloud, Riva Insight xxxxxxx@xxxx-xx.xxx The simplified user account management software solution called ServiceControl (xxx.xxxxxxxxxxxxxx.xxx) and its related solutions modules (“ProductsProduct”) are covered under this agreement. There is no geographic territory assigned to this agreement. This is a non-exclusive agreement. Additional information on Riva’s Open Referral Program is available at the following link. This information will be updated from time to time at Riva Inc.’s sole discretionExhibit B: As a Riva Authorised Reseller, Partner Discounts Company shall receive a reseller margin ranging from an Authorised Partner discount of 20% off the retail price as defined in Exhibit D. Upon achieving $50,000.00 in net revenue to Distributor during a 12-month rolling period (“Revenue Milestone”), the discount will increase to 30% (Preferred Partner Discount) and remain at 30% based on all net-new license sales and license renewals (less applicable discounts), this excludes all professional services and after-hours priority support. Partner can offer its customers and will receive standard Company volume pricing for Riva. Volume pricing is provided on a per-Client basis and subject to change from time to time at Riva Inc.'s sole discretion. Margin is calculated on the net license value after all applicable discounts have been deducted. The Riva Authorised Reseller program includes three tiers. Riva Authorised Partner’s must achieve a minimum net license revenue of $10,000 USD or five(5) Net New Customers per twelve (12) month period beginning October 1 and ending September 30. Bronze – annual net license revenue of $10,000 USD through $49,999 USD or maintaining a minimum of five(5) Net New Customers Silver – annual $50,000.00 in net license revenue of $50,000 USD through $99,999 USD or a minimum of ten (10) Net New Customers Gold – annual net license revenue of $100,000+ USD or a minimum of twenty (20) Net New Customers New partners will be placed in the Bronze tier upon execution of this Agreement. Based on Partner’s net license sales or Net New Customer additions, Partner may advance through Silver and Gold tiers as applicable. Upon completion of Riva Inc.’s fiscal year, Partners will be evaluated based on net license sales and Net New Customer adds in the previous twelve (during subsequent rolling 12) months and placed in the appropriate tier. Partners may be advanced to the next available tier throughout the year upon achievement of the next level-month periods.

Various. This Agreement constitutes the entire and only agreement between Riva Inc. and Partner with respect to its subject matter and there are no understandings or representations of any kind, express, implied, oral, written, statutory or otherwise, not expressly set forth herein. No alteration or modification of this Agreement shall be binding unless in writing and signed by the party to be bound thereby. 1. This Agreement is not assignable in whole or in part by either party without proper notification of the other. 2. This Agreement shall be interpreted and enforced in accordance with the laws of Canada and the official language of this Agreement for all purposes shall be English. Any legal action relating to this Agreement shall be pursued in the City of Edmonton, Alberta, Canada under the jurisdiction of the Court of Queen’s Bench. 3. The parties agree that any controversy, claim, or dispute shall be settled by final binding arbitration in accordance with the rules of the Canadian Arbitration Association. Each of the parties agrees to bear its own costs, attorney’s fees, and expenses associated with any dispute or arbitration, and an equal share of the neutral arbitrator’s expenses and administrative fees. By: Title: Email Address: By: Xxxxxxx Van Dijk Title: Director of Operations and Finance Email Address: xxxxxxxx@xxxxxxxxxxxxxxxxxx.xxx Riva On-Premise, Riva Cloud, Riva Insight and related solutions (“Products”) are covered under this agreement. There is no geographic territory assigned to this agreement. This is a non-exclusive agreement. Additional information on Riva’s Open Referral Program is available at the following link. This information will be updated from time to time at Riva Inc.’s sole discretion: As a Riva Authorised ResellerOpen Referral Partner, Partner shall receive a reseller margin ranging from 20referral fee of 10% of the net license revenue paid to 30% Company by the Client within the first year of the Clients subscription agreement with Riva. For avoidance of doubt, referral fees are only calculated on all net-new license sales and license renewals (less applicable discounts), this excludes all professional services and after-hours priority support. Partner can offer its customers and will receive standard Company volume pricing for Riva. Volume pricing is provided on a per-Client basis and subject to change from time to time at Riva Inc.'s sole discretion. Margin is calculated on additional user licenses within the net license value after all applicable discounts have been deducted. The Riva Authorised Reseller program includes three tiers. Riva Authorised Partner’s must achieve a minimum net license revenue of $10,000 USD or five(5) Net New Customers per twelve (12) month period beginning October 1 and ending September 30. Bronze – annual net license revenue of $10,000 USD through $49,999 USD or a minimum of five(5) Net New Customers Silver – annual net license revenue of $50,000 USD through $99,999 USD or a minimum of ten (10) Net New Customers Gold – annual net license revenue of $100,000+ USD or a minimum of twenty (20) Net New Customers New partners will be placed in the Bronze tier upon execution of this Agreement. Based on Partner’s net license sales or Net New Customer additions, Partner may advance through Silver and Gold tiers as applicable. Upon completion of Riva Inc.’s fiscal year, Partners will be evaluated based on net license sales and Net New Customer adds in the previous twelve (12) months and placed in the appropriate tier. Partners may be advanced to the next available tier throughout the year upon achievement of the next level.first twelve