SOFTWARE AS A SERVICE AGREEMENT

This Software as a Platform Agreement (“Agreement”) is made this ______________, 2023 (“Effective Date”), by and between
Longbow Security, Inc., a Delaware corporation with a principal place of business located at 6500 River Place Blvd., Bldg. 7, Ste. 250, Austin,
TX 78730 (“Longbow”) and ____________________ (“Company”) Longbow and Company are collectively referred to as the “Parties”
and individually referred to as a “Party.”

1. Overview.

1.1 Platform. Longbow provides an online platform that enables customers to get visibility to and help reduce cloud security
risk (“Platform”).

1.2 Orders. The terms of the initial order for use of the Platform by Company are contained in Exhibit A (the “Order
Form.”) Company may place orders for Platforms or Modules in addition to those set forth in Exhibit A, by entering into additional
Order Forms with Longbow (“Additional Orders”). The terms and conditions of each Additional Order shall be governed by the
terms and conditions of the Agreement.

1.3 Professional Platforms. If the Order Form includes professional services (the “Platforms”), such Platforms shall be
provided under the terms of Exhibit A and any applicable Statement of Work (“SOW”).

2. Subscription Period & License Rights.

2.1 Subscription Period. If the Order Form includes a license to the Platform (a “Platform License”), the license term for
the Platform License shall be for the Subscription Period as set forth on the Order Form unless earlier terminated as provided
herein. The Subscription Period shall be automatically extended for successive renewal periods of the same duration unless either
party provides written notice (email to suffice) of non-renewal to the other at least thirty (30) days before expiration of the then current Subscription Period for the applicable product. Subscription Period renewals shall be at the fees set forth on the Order
Form unless Longbow has provided Company with written notice (email to suffice) of fee increases at least sixty (60) days prior to
the end of the then-current Subscription Period. Additional licenses procured on a separate Order Form will co-terminate with
other licenses purchased by Company in the original Order Form unless otherwise expressly set forth on the applicable Order
Form.

2.2 License Rights. Subject to the terms and conditions contained in this Agreement, Longbow hereby grants to Company
the following rights during the term of this Agreement:
(i) If the Order Form includes a Platform License, Longbow grants to Company a non-exclusive, revocable, nontransferable, non-sublicensable right during the Platform License Subscription Period identified on the Order Form, for Company
personnel (“Users”) to use and access the Platform solely for Company’s internal business purposes; and
(ii) a non-exclusive, non-transferable, royalty-free license to use and copy the documentation for the foregoing as
made available by Longbow solely for Company’s internal business purposes (the “Documentation”).

2.3 Provisioning. As soon as reasonably practicable after the Effective Date or as otherwise provided in an Order Form: (i)
Company shall enable access to cloud service provider operations data (“Operations Data”) in the manner as agreed upon by the
parties; and (ii) Company shall provide to Longbow the necessary passwords, security protocols, and/or credentials to allow
Company to connect to the Platform. Upon completion of the foregoing (the “Provisioning”), Company may commence use of
the Platform.

2.4 Restrictions. Company acknowledges and agrees that, as between Company and Longbow, Company shall be responsible
for all acts and omissions of Users accessing the Platform and all actions taken or not taken by Company and Users based on their
use of the Platform. Company may only make the Platform available to its Users, and not to any third party. Company shall not and
shall not allow any third party to: (i) reverse engineer, reverse assemble, decompile, or otherwise attempt to derive source code
from, or to otherwise alter or modify the Platform; or (ii) remove, obscure or alter any notice of patent, copyright, or other
proprietary right in or on the Platform and the Documentation. Company shall comply with all applicable local, state, federal, and
foreign laws, treaties, regulations, and conventions in connection with its use of the Platform. Company agrees not to access the
Platform by any means other than through the interfaces that are provided and/or authorized by Longbow. Company shall not do
any “mirroring” or “framing” of any part of the Platform or create Internet links to the Platform which include log-in information,
user names, passwords, and/or secure cookies. No rights are granted by Longbow with respect to any source code.

3. Additional Conditions. 

3.1 Company Hosting Relationships. An AWS, Azure, or GCP subscription is required for Company to use the Platform.
Company is responsible for procuring and maintaining such subscriptions and the network connections necessary to access them.
Company acknowledges and agrees that Longbow is not responsible for any compromise of data transmitted across computer
networks or telecommunications facilities which are not owned or operated by Longbow or for any unauthorized access to the
Platform by third parties.

3.2 Data.
(a) Operations Data, Company Personal Data. Company acknowledges and understands that use of the Platform
may require Company to provide personal data, some of which may be embedded in Operations Data, to Longbow for purposes
of providing the features and functions of the Platform to Company Users. All such personal information, wherever residing, is
referred to as “Company Personal Data.” All Operations Data, specifically excluding (i) any Company Personal Data therein and (ii) any
data that identifies Company, is referred to as “Anonymous Network Data.” Company hereby grants to Longbow:
(i) a non-exclusive, irrevocable, royalty-free license during the term of this Agreement to use, copy, and store
Company Personal Data solely for Company’s use of the Platform and for Longbow to provide the Platform and/or perform the
Platforms; and
(ii) a worldwide, non-exclusive, perpetual, irrevocable right and license to use, process, store, display, manipulate,
disclose, copy, modify, append, make derivative works of and commercially exploit Anonymous Network Data in any manner and
without any payment or remuneration to Company, with such license to survive expiration or termination of this Agreement.
Company will be solely responsible for the accuracy and completeness of the Operations Data and Company Personal Data.
Company shall be responsible for all changes to and/or deletions of Operations Data and Company Personal Data on its systems
and the security of all passwords and other access protocols required to access the Platform. Company represents and warrants that
it has all necessary rights to provide Longbow with the use of and access to Operations Data and Company Personal Data and that
Longbow’s use thereof as contemplated herein will not violate the rights of any User or third party.
(b) Deletion of Company Personal Data. Longbow shall permanently delete Company Personal Data within
thirty (30 days following expiration or termination of this Agreement.
(c) Longbow Data. Longbow collects, creates and/or generates various types of data on and/or through the
Platform (specifically excluding Operations Data and Company Personal Data) such as usage patterns, trends, statistics, models, states, and
conditions (collectively, “Longbow Data”). Longbow Data is the sole property and Confidential Information (as defined herein)
of Longbow.

3.3 Maintenance and Support Terms. Longbow shall provide reasonable support during business hours on an as-available
basis. Longbow will provide Company with support contact information as part of Provisioning. Maintenance and support shall
be provided under the terms of Exhibit B, the terms of which may be modified by Longbow from time to time in its sole discretion
upon written notice to Company (email to suffice); provided, however, that no modifications shall diminish any protections of
Operations Data or Company Personal Data.

3.4 Platform Levels. Platform Levels shall be provided under the terms of Exhibit C, the Platform Level Agreement
(“SLA”), which may be modified by Longbow from time to time in its sole discretion upon written notice to Company (email to
suffice); provided, however, that no modifications shall diminish any protections of Operations Data or Company Personal Data.

3.5 Hosting Provider Platform Levels. The Platform is hosted on Amazon Web Platforms (“AWS”), which offers robust
availability metrics. Longbow will use reasonable commercial efforts to ensure that the Platform is available at all times during the
Subscription Period, subject to the availability of AWS.

3.6 Platform Reviews. Company shall use reasonable commercial efforts to participate in Platform reviews regarding the
current functionality of the Platform and roadmap features contemplated by Longbow, with such reviews to be scheduled as
mutually agreed upon by the parties.

4. Fees & Payment.

4.1 Fees and Payment. Company shall pay the fees as specified in the Order Form and SOW (if applicable), within thirty
(30) days following the date of invoice unless otherwise set forth on the Order Form or SOW, with the first invoice to be sent upon
execution of the Order Form. Any undisputed late payments shall be subject to a service charge equal to 1.5% of the amount due
(calculated on a monthly basis) or the maximum amount allowed by law, whichever is less.

4.2 Taxes. Longbow fees do not include any local, state, federal or foreign taxes, levies or duties of any nature, including
value-added, sales, use, or withholding taxes (“Taxes”). Company is responsible for paying all Taxes, excluding only taxes based on
Longbow's net income. If Longbow has the legal obligation to pay or collect Taxes for which Company is responsible, the
appropriate amount shall be invoiced to and paid by Company unless Company provides Longbow with a valid tax exemption
certificate authorized by the appropriate taxing authority.

5. Proprietary Rights.

5.1 Ownership; License from Company. As between Longbow and Company and subject to the licenses granted in this
Agreement, all title and intellectual property rights in and to the Operations Data and Company Personal Data is owned exclusively
by Company.

5.2 Longbow Intellectual Property Rights. Company agrees that all rights, title and interest in and to all intellectual property
rights in the Platform and Longbow Data are owned exclusively by Longbow or its licensors. Except as provided in this Agreement,
the license granted to Company does not convey any rights in the Platform or Longbow Data, whether express or implied.
Notwithstanding any other provision of this Agreement, Longbow may make use of any ideas, concepts, know-how, methodologies,
processes or techniques, whether or not patentable, learned, acquired or developed by Longbow in the provision of the Platform
or performance of the Platforms for all purposes of its business provided that Longbow does not breach any obligation of
confidentiality set out in this Agreement.

6. Suspension/Termination.

6.1 Suspension. Longbow reserves the right to suspend Company’s access to and/or use of the Platform (i) if amounts are
not paid when due, or (ii) if Longbow reasonably concludes that Company has used the Platform in violation of this Agreement or
to engage in illegal activity, and/or that Company’s use of the Platform is causing immediate, material and ongoing harm to Longbow
or others. In the extraordinary event that Longbow suspends access to the Platform, Longbow will use commercially reasonable
efforts to limit the suspension to the offending portion of the Platform and resolve the issues causing the suspension of Platform.
Company agrees that Longbow shall not be liable to Company or to any third party for any suspension of the Platform pursuant to
this Section.

6.2 Termination for Cause. Either party may terminate this Agreement and all Order Forms issued hereunder in the event
the other party commits a material breach of any provision of this Agreement which is not cured within thirty (30) days following
written notice from the non-breaching party.

6.3 Insolvency. Either party may, at its option, terminate this Agreement immediately upon written notice to the other party,
in the event that (a) the other party becomes insolvent or unable to pay its debts when due; (b) the other party files a petition in
bankruptcy, reorganization or similar proceeding, or, if filed against, such petition is not removed within ninety (90) days after such
filing; (c) the other party discontinues its business; or (d) a receiver is appointed or there is an assignment for the benefit of such
other party’s creditors.

6.4 Effect of Termination. Upon termination or expiration of this Agreement, Company shall have no rights to continue
use of the Platform. If this Agreement is terminated by Company for any reason other than a termination by Company under
Sections 6.2 or 6.3, or by Longbow under Section 9.1, then Longbow shall be entitled to all of the fees that would have otherwise
been payable under this Agreement for the entire Subscription Period.

7. Confidentiality. For purposes of this Agreement, “Confidential Information” shall include the terms of this
Agreement, Operations Data, Company Personal Data, each party’s proprietary technology, business processes and technical
product information, designs, issues, all communication between the parties regarding the Platform and any information that is
clearly identified in writing at the time of disclosure as confidential. Notwithstanding the foregoing, Confidential Information shall
not include information which: (1) is known publicly; (2) is generally known in the industry before disclosure; (3) has become known
publicly, without fault of the receiving party; or (4) the receiving party becomes aware of from a third party not bound by nondisclosure obligations to the disclosing party and with the lawful right to disclose such information to the receiving party. Each party agrees: (a) to keep confidential all Confidential Information; (b) not to use or disclose Confidential Information except to the
extent necessary to perform its obligations or exercise rights under this Agreement; (c) to protect the confidentiality thereof in the
same manner as it protects the confidentiality of similar information and data of its own (at all times exercising at least a reasonable
degree of care in the protection of such Confidential Information, including but not limited to inputting credit card data and social
security numbers only in the fields designated for such data in the Platform) and to make Confidential Information available to
authorized persons only on a “need to know” basis. Either party may disclose Confidential Information on a need-to-know basis
to its contractors and service providers who have executed written agreements requiring them to maintain such information in strict
confidence and use it only to facilitate the performance of their services in connection with the performance of this Agreement. 

Notwithstanding the foregoing, this Section will not prohibit the disclosure of Confidential Information to the extent that such
disclosure is permitted by law or order of a court or other governmental authority or regulation. Any input from Company and/or
Users regarding the Platform (specifically excluding Company Confidential Information) shall be considered Longbow Confidential
Information and Company hereby assigns all right, title and interest therein, including all intellectual property rights therein, to
Longbow

8. Exclusion and Limitation of Liability.

8.1 Warranty. Subject to Section 8.2 below, for any Platform License, Longbow warrants that the Platform will operate in
substantial conformance with the Documentation for a period of thirty (30) days after Effective Date (“Warranty Period”).
Longbow’s entire liability and Company’s exclusive remedy under this warranty shall be repair or replacement of elements of the
Platform that do not meet Longbow’s limited warranty. Notwithstanding the foregoing, if Longbow is unable to repair or replace
such elements during the Warranty Period, either party may, at its sole option, terminate this Agreement and refund the amounts
received from Company for the Platform Licensee. This limited warranty is void if failure of the Platform has resulted from accident,
abuse, misuse or misapplication by Users or the Company.

8.2 Company Actions. Company acknowledges that some or all of the information, reporting and analyses available through
the Platform (“Reporting”) are based on the Operations Data made available by Company and estimates, projections, processes,
priority alerts and calculations based thereon ("Analytics"). While Longbow believes the Reporting and Analytics to be accurate,
Company agrees that any decision made by Company, or any action taken or not taken by Company, in reliance upon the Reporting
and Analytics shall be in Company’s sole discretion after review and consideration of all other information Company may have
available and that neither Longbow nor any of its directors, officers, employees, agents, contractors and affiliates shall have any
liability for any such decision made or action taken or not taken by Company based on use of the Reporting and Analytics. Except
as expressly set forth in Section 8.1, neither Longbow nor any of its directors, officers, employees, agents, contractors and affiliates
warrant that the Platform will be uninterrupted or error free nor do any of them make any warranty as to the results that may be
obtained from the use of the Platform or as to the timeliness, sequence, accuracy, completeness, liability or content of any
information or service provided through the Platform. EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1, THE
PLATFORM, REPORTING AND ANALYTICS ARE PROVIDED ON AN “AS IS”, “AS AVAILABLE” BASIS WITHOUT
WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY
IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT, TRADE USAGE, COURSE OF DEALING, COURSE OF PERFORMANCE, OR ANY WARRANTIES
CONCERNING THE ACCURACY, COMPLETENESS, TIMELINESS OR AVAILABILITY OF THE PLATFORM.

8.3 Limitations of Liability. EXCEPT FOR BREACH OF SECTION 7, FOR INTENTIONAL MISCONDUCT OR
GROSS NEGLIGENCE, OR FOR COMPANY’S BREACH OF THE LICENSES SET FORTH IN THIS AGREEMENT,
NEITHER PARTY WILL BE LIABLE TO THE OTHER OR TO ANY OTHER THIRD PARTY FOR INDIRECT,
INCIDENTAL, CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES OR LOSSES (IN CONTRACT OR TORT) IN
CONNECTION WITH THIS AGREEMENT, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOST PROFITS,
LOST SAVINGS, LOST DATA OR SPECIAL DAMAGES, EVEN IF THE REMEDIES PROVIDED IN THIS
AGREEMENT FAIL OF THEIR ESSENTIAL PURPOSE AND EVEN IF SUCH PARTY HAS KNOWLEDGE OF THE
POSSIBILITY OF SUCH POTENTIAL LOSS OR DAMAGE. EXCEPT IN THE EVENT OF INTENTIONAL
MISCONDUCT OR GROSS NEGLIGENCE, LONGBOW’S CUMULATIVE LIABILITY ARISING OUT OF OR IN
CONNECTION WITH THIS AGREEMENT, INCLUDING INDEMNIFICATION OBLIGATIONS, SHALL NOT
EXCEED THE FEES PAID BY COMPANY UNDER THE APPLICABLE ORDER IN THE PREVIOUS 12 MONTHS
PRIOR TO THE DATE THE CLAIM AROSE. Some jurisdictions do not allow the exclusion or limitation of incidental or
consequential damages so parts of this limitation and exclusion may not apply.

9. Indemnification.

9.1 Infringement. Longbow shall, at its own expense and subject to the limitations set forth in this Agreement, defend
Company from and against any and all allegations, threats, claims, suits, and proceedings brought by third parties (collectively
“Claims”) and shall indemnify Company for any damages finally awarded or payable in settlement of such Claims (including,
without limitation, reasonable attorneys’ fees incurred in defense and settlement thereof) (collectively, “Losses”) where the Claims
allege that the Platform, as used in accordance with this Agreement, infringe third party U.S. patents issued as of the Effective Date,
or any trademarks or copyrights, or misappropriation of trade secrets. Excluded from the foregoing indemnification obligations are
Claims to the extent arising from (a) use of the Platform in violation of this Agreement or applicable law, (b) use of the Platform
after Longbow notifies Company to discontinue use because of an infringement claim, or (c) use of the Platform in combination
with any software, application, data, or service made or provided by a party other than by Longbow. If a Claim of infringement is
brought or threatened, Longbow shall, at its sole option and expense, use commercially reasonable efforts either (a) to procure a
license that will protect Company against such Claim without cost to Company; (b) to modify or replace all or portions of the

Platform as needed to avoid infringement, such update or replacement having substantially similar or better capabilities; or (c) if (a)
and (b) are not commercially feasible, terminate the Agreement and refund to the Company a pro-rata refund of the applicable
amounts paid by Company for licenses to the Platform for the applicable Subscription Period. The rights and remedies granted
Company under this Section state Longbow’s entire liability, and Company's exclusive remedy, with respect to any claim of
infringement or misappropriation of the intellectual property rights of a third party.

9.2 Company’s Indemnity. Company shall, at its own expense defend Longbow and its officers, directors, employees,
agents, successors and assigns (“Longbow Parties”) from and against any and all Claims and shall indemnify Longbow Parties for
any Losses attributable to such Claims, where the Claims (i) allege that the Operations Data or Company Personal Data, or any use
thereof, violates or infringes the intellectual property rights or other rights of third parties, violates applicable law, or has caused
harm to a third party, or (ii) arise out of or relate to Company’s breach of this Agreement.

9.3 Indemnification Procedures and Survival. In the event of a potential indemnity obligation under this Section 9, the
indemnified party shall: (i) promptly notify the indemnifying party in writing of such Claim; (ii) allow the indemnifying party to have
sole control of its defense and settlement; and (iii) upon request of the indemnifying party, cooperate in all reasonable respects, at
the indemnifying party’s cost and expense, with the indemnifying party in the investigation, trial, and defense of such Claim and any
appeal arising therefrom. The indemnification obligations under this Section 9 are expressly conditioned upon the indemnified
party’s compliance with this Section 9.3 except that failure to notify the indemnifying party of such Claim shall not relieve that party
of its obligations under this Section but such Claim shall be reduced to the extent of any damages attributable to such failure. The
indemnification obligations contained in this Section shall survive termination of this Agreement for one year.

10. General Provisions. Each party agrees that before it or any employee, agent or representative of the party files a claim
or suit with a federal or state agency or court or other public forum, it shall provide thirty (30) days prior written notice to the other
and that, within such thirty (30) day period (or longer, if extended by mutual desire of the parties), authorized representatives of the
parties shall meet (or confer by telephone) at least once in a good faith attempt to resolve the perceived dispute. Neither party may
assign or transfer this Agreement without written consent of the other, except that Longbow may assign or transfer this Agreement
without such consent to a related entity or to the successor of all or substantially all of its business or assets. This Agreement shall
inure to benefit and bind the parties hereto and their permitted successors and assigns. There are no third-party beneficiaries to this
Agreement. This Agreement does not create any joint venture, partnership, agency, or employment relationship between the parties,
although Longbow reserves the right to name Company as a user of the Platform. This Agreement, including all exhibits and/or
Order Forms, shall constitute the entire understanding between Company and Longbow and is intended to be the final and entire
expression of their agreement. The parties expressly disclaim any reliance on any and all prior discussions, emails, RFP’s, and/or
agreements between the parties. There are no other verbal agreements, representations, warranties undertakings or other agreements
between the parties. Under no circumstances will the terms, conditions or provisions of any purchase order, invoice or other
administrative document issued by Company in connection to this Agreement be deemed to modify, alter or expand the rights,
duties, or obligations of the parties under, or otherwise modify, this Agreement, regardless of any failure of Longbow to object to
such terms, provisions, or conditions. Except as expressly set forth herein, this Agreement shall not be modified or amended except
in a writing signed by the parties (email to suffice). This Agreement shall be governed in accordance with the laws of the State of
Texas, excluding its conflicts of law rules. The provisions of the United Nations Convention on Contracts for the International Sale
of Goods and the Uniform Computer Information Transactions Act shall not apply to this Agreement. The parties consent and
agree that any disputes, actions, claims or causes of action arising out of or in connection with this Agreement shall be subject to
the exclusive jurisdiction of the state courts located in or for Travis County, Texas. If any provision is held by a court of competent
jurisdiction to be contrary to law, such provision shall be eliminated or limited to the minimum extent necessary so that this
Agreement shall otherwise remain in full force and effect. A waiver of any breach under this Agreement should not constitute a
waiver of any other breach or future breach. Neither party shall be liable for any loss or delay resulting from any force majeure
event, including, but not limited to, acts of God, fire, natural disaster, terrorism, labor stoppage, internet service provider failures
or delays, civil unrest, war or military hostilities, or criminal acts of third parties. All provisions which by their terms are to survive
termination or expiration of this Agreement, along with payment obligations and the provisions of Sections 2.4, 3.2(b), 3.2(c), 5,
6.4, 7, 8, 9 and 10, shall survive the termination or expiration of this Agreement. Except as expressly set forth in this Agreement,
any notice, report, approval or consent required or permitted hereunder shall be in writing and delivered via registered mail or
international overnight courier to the address set forth on the Order Form. This Agreement may be executed in counterparts
and/or by facsimile, PDF or electronic signature and if so executed shall be equally binding as an original copy of this Agreement
executed in ink by both parties.