PROTEGRITY CLOUD PROTECT STARTER SUBSCRIPTION LICENSE AND SERVICES AGREEMENT The following cloud protect starter subscription license and services agreement (“Agreement”) constitutes a legal agreement between the company or entity on whose behalf you are entering into this Agreement (“Licensee”) and Protegrity USA, Inc., a Delaware corporation (“Licensor”), with its principal office at 333 Ludlow Street, South Tower, 8th Floor, Stamford, CT 06902 USA. Licensee’s use of the Software is subject to this Agreement. BY ACCEPTING THIS AGREEMENT (THE DATE OF SUCH ACCEPTANCE, THE “EFFECTIVE DATE”), LICENSEE AGREES TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT. THE INDIVIDUAL ACCEPTING THIS AGREEMENT ON BEHALF OF LICENSEE REPRESENTS THAT SUCH INDIVIDUAL HAS THE AUTHORITY TO BIND LICENSEE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF SUCH INDIVIDUAL DOES NOT HAVE SUCH AUTHORITY OR DOES NOT AGREE WITH ANY OF THE TERMS OR CONDITIONS SET FORTH HEREIN, HE OR SHE MUST NOT ACCEPT THIS AGREEMENT AND LICENSEE MAY NOT USE THE SOFTWARE. ANY AND ALL USE OF PROTEGRITY’S SOFTWARE AND SERVICES PROVIDED UNDER THIS AGREEMENT ARE SUBJECT TO THE FOLLOWING TERMS AND CONDITIONS: 1. Grant of License Licensor hereby grants to Licensee a non-exclusive, non-sublicensable, non-transferable license to deploy, install and use Licensor’s generally available Cloud Protect Starter for Snowflake (the “Software”) for installation in up to three (3) of Licensee’s cloud environments (the “Licensed Site”) solely for use with Snowflake, for use of up to three (3) Licensor security policies with the Software, in accordance with Licensor’s Documentation for the license term purchased under the respective marketplace registration (the “License Term”) commencing on the Effective Date of this Agreement which shall continue so long as Licensee is maintaining such subscription through the respective marketplace and remitting the respective payment. However, if the first month is a trial, Licensee must opt-in for the month-to-month subscription at the respective fee. The Software will be delivered solely by means of making it available to Licensee via electronic provisioning. 2. Restrictions Licensee agrees not to make and shall not cause to make any unauthorized copies, modify reverse-engineer, decompile or disassemble any Software or deliverables or create or cause to create any derivative works thereof. Licensee is not authorized to: use any Software as an application service provider, service bureau or otherwise make any Software available for use by third parties, except for service providers used by Licensee solely in connection with outsourced operations for the sole benefit of Licensee in compliance with this Agreement, or embed or integrate the Software or any of its features and functionalities in Licensee’s products and/or applications for sale or licensing to third parties, or to be operated anywhere else than in Licensee’s internal systems. 3. Ownership of Intellectual Property Licensor and its licensor, Protegrity Corporation, retain full ownership of all Software, services and its deliverables and all intellectual property therein and provided in connection with this Agreement. This Agreement does not provide Licensee any rights or licenses to Licensor’s and its licensor’s intellectual property beyond the use of the Software, services and deliverables “As is” and in accordance with this Agreement. 4. Maintenance and Support Service Maintenance and Support is included during the License Term. Maintenance and Support is subject to Licensor’s standard terms and conditions for such service. 5. Disclaimer of Warranty TO THE EXTENT PERMITTED BY LAW, LICENSOR DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THE SOFTWARE, SERVICES AND DELIVERABLES ARE LICENSED AND/OR PROVIDED “AS IS”. LICENSOR DOES NOT REPRESENT OR WARRANT THAT USE OF THE SOFTWARE WILL OR CAN ENABLE OR ENSURE LICENSEE’S COMPLIANCE WITH ANY LAW, RULE, OR REGULATION. IT IS LICENSEE’S SOLE RESPONSIBILITY TO UNDERSTAND RESPECTIVE REGULATORY REQUIREMENTS WITHIN ANY APPLICABLE INDUSTRY AND/OR REGION. 6. Fees Licensee shall pay the respective fees (as applicable) for the Software and services provided under this Agreement during the License Term in accordance with any payment terms set forth in the applicable invoice. 7. Taxes Licensee agrees to pay any and all sales or other indirect taxes, customs, duties and other similar charges (as applicable) against Licensor arising from the sale or delivery of the licenses, Maintenance and Support, and/or Professional Services under this Agreement. 8. LIMITATION OF LIABILITIES LICENSOR SHALL NOT BE LIABLE TO LICENSEE IN CONNECTION WITH THIS AGREEMENT FOR (A) LOSS OF ACTUAL OR ANTICIPATED PROFIT, (B) LOSSES CAUSED BY BUSINESS INTERRUPTION, (C) LOSS OF GOODWILL OR REPUTATION, (D) LOSS OF OR CORRUPTION OF DATA, OR (E) ANY INDIRECT, PUNITIVE, EXEMPLARY, MULTIPLE, SPECIAL, OR CONSEQUENTIAL COST, EXPENSE, LOSS OR DAMAGE, EVEN IF SUCH COST, EXPENSE, LOSS OR DAMAGE WAS REASONABLY FORESEEABLE OR MIGHT REASONABLY HAVE BEEN CONTEMPLATED BY THE PARTIES AND WHETHER ARISING FROM BREACH OF CONTRACT, TORT, NEGLIGENCE, BREACH OF STATUTORY DUTY OR OTHERWISE. THE MAXIMUM LIABLITY OF LICENSOR (AND ITS LICENSOR) UNDER OR IN CONNECTION WITH THIS AGREEMENT SHALL IN AGGREGATE BE LIMITED THE TOTAL AMOUNT OF FEES PAID UNDER THIS AGREEMENT DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO SUCH LIABILITY. 9. Confidentiality The parties hereby acknowledge and agree that each party may be provided with or given access to the other party’s Confidential Information. The party receiving the Confidential Information (the “Recipient”) from the party disclosing the Confidential Information (the “Discloser”) shall employ the same degree of care in preventing the disclosure of the Confidential Information to a third party (or parties) as it uses with regard to its own Confidential Information of similar importance, provided that in no event shall the Recipient employ less than a reasonable degree of care. The Recipient shall disclose Confidential Information of the other party only to employees and consultants who have a need to know the Confidential Information for purposes of performing or exercising the rights granted under this Agreement and shall use Confidential Information of the other party only for such purposes, provided however, that in each case, the Recipient shall ensure that every person to whom such disclosure is made is bound by obligations of confidentiality that are materially no less restrictive than those set forth in this clause and is liable for any unauthorized use or disclosure. Confidential Information shall not include, and neither party shall have any obligation of confidentiality with respect to information to the extent that it (a) is in, or comes into the public domain (except as a result of a breach of this provision); (b) is received without obligation of confidentiality by the Recipient from a third party not under an obligation of confidentiality with respect thereto; or (c) is independently developed by the Recipient without access to the Confidential Information of the Discloser. Recipient may, if ordered to do so by a regulatory authority with jurisdiction over it or if it is required to be disclosed by the Recipient under operation of law, court order, or other valid legal process, disclose the Confidential Information of the Discloser to such regulatory authority or other recipient, provided sufficient written notice is given to the Discloser prior to such disclosure to enable Discloser to seek an order limiting or precluding such disclosure. Promptly upon termination of this Agreement, or at any time upon Discloser’s request, Recipient shall promptly, at Discloser’s option, either return or destroy all or any part of the Confidential Information, and all copies thereof and other materials containing such Confidential Information, and Recipient shall, upon Discloser’s written request, certify in writing its compliance with the foregoing. Notwithstanding the foregoing, Recipient may keep a copy of Discloser’s Confidential Information to comply with applicable law, rules and regulatory purposes, and/or for archival purposes, so long as such retained Confidential Information remains subject to the obligations of confidentiality set forth herein for as long as such Confidential Information is retained. The parties acknowledge that in the event of a breach of this section, damages may not be an adequate remedy and either party shall be entitled to seek injunctive relief to restrain any such breach, threatened or actual, in addition to any other rights and remedies available to such party under this Agreement or at law or in equity. 10. Assignments The Licenses, deliverables, and services and this Agreement are not assignable without the prior written approval of Licensor. 11. Entire Agreement This Agreement, including its exhibits, comprise the entire agreement between the parties on the subject matter. No additional terms in a separate order form or any other documents shall have any effect, unless set forth in a written agreement executed by the parties. 12. Severability If any provision of this Agreement is found to be illegal or unenforceable, such portion will be deemed to be restated to reflect as nearly as possible the original intentions of the parties in accordance with applicable law, and the remainder of this Agreement will remain in full force and effect. 13. Governing Law Unless expressly agreed in a document signed by authorized representatives of each party to this Agreement, the Licenses, services and Deliverables shall be governed by the laws of the state of Delaware and Licensee consents to the exclusive jurisdiction and venue in either the state or United States federal courts in the state of Delaware. 14. Export Laws & Compliance with Laws The Software granted to Licensee are subject to the export laws and regulations of the United States and all import regulations of such other countries where the authorized Licensed Site is located. Licensee shall comply with all applicable export laws and regulations as well as import obligations laws and duties in connection with its use of the Software. Licensee further represents and warrants that it is not and will not be owned or controlled by any person or entity identified on the U.S. Department of Commerce Bureau of Industry ("BIS") Entity List, BIS Denied Parties List, or the Specially Designated Nationals List administered by the U.S. Department of Treasury Office of Foreign Assets Control, and Licensee warrants that the Software will be not be used in any end-use prohibited under the Export Administration Regulations, including without limitation, in the design or manufacture of chemical, biological, nuclear weapons (weapons of mass destruction) or missile systems. Licensee further agrees to comply with all such applicable laws and regulations regarding the Software, services and deliverables. 15. Termination 16.1 End of Term Licensee’s right and license to use the Software shall end upon expiration of the License Term. 16.2 Termination for Material Breach Each party shall have the right to terminate this Agreement with immediate effect on giving written notice to the other party if the other party breaches any material provision of the terms and conditions of this Agreement, and that material breach is either not capable of being remedied, or the party fails to remedy within fifteen (15) days after receiving written notice of such breach. 16. Survival Those clauses intended to survive shall survive termination of this Agreement. 17. Definitions “Cloud Protect Starter for Snowflake” means Licensor’s Cloud Protect Software for Snowflake and Licensor’s Cloud API. “Confidential Information” means information which is disclosed verbally, in writing or in other tangible form, that is proprietary and confidential to the party including, without limitation, information relating to a party’s software, documentation, technology, management, business operations and plans, organizational structure, policies, procedures, business relationships and clients. “Documentation” means the configuration, installation, technical specification and user manuals made available to Licensee by Licensor. “Maintenance and Support” means the maintenance and support services provided by Licensor to Licensee to maintain and support the Software.