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<br />A-0000000464
<br />CONFIDENTIAL 16 Rev . 03/31/2020
<br />9.7 Entity, Governing Law, Notices and Venue. All notices, instructions, requests, authorizations, consents,
<br />demands and other communications hereunder shall be in writing and shall be delivered by one of the following means,
<br />with notice deemed given as indicated in parentheses: (a) by personal delivery (when actually delivered); (b) by overnight
<br />courier (upon written verification of receipt); (c) by business mail (upon written verification of receipt); or (d) except for
<br />notice of indemnification claims, via electronic mail to Subscriber at the e-mail address maintained on Subscriber’s
<br />Account and to DSI at notice@dudesolutions.com. The DSI entity entering into this Agreement, the address to which
<br />notices shall be directed under this Agreement and the law that will apply in any dispute or lawsuit arising out of or in
<br />connection with this Agreement shall depend upon where Subscriber is domiciled:
<br />(a) In the United States and all other domiciles not otherwise mentioned, the DSI entity is Dude Solutions,
<br />Inc., a Delaware corporation, notices shall be addressed to 11000 Regency Parkway, Suite 400, Cary, NC 27518, Attn:
<br />General Counsel, governing law shall be North Carolina and the courts with exclusive jurisdiction in the applicable
<br />courts for Orange County, NC without regard to the principles of conflicts of laws.
<br />(b) In Canada, the DSI entity is Dude Solutions Canada, Inc., an Ontario corporation, notices shall be addressed
<br />to Bay Adelaide Centre, 333 Bay Street, Suite 2400, PO Box 20, Toronto, ON, M5H 2T6 Attn: Dude Solutions General
<br />Counsel, governing law shall be Ontario and the courts with exclusive jurisdiction shall be Toronto, Ontario, Canada
<br />without regard to the principles of conflicts of laws.
<br />(c) In the United Kingdom or a country in Europe, the DSI entity is Confirm Solutions Limited, a limited
<br />company in England, notices shall be addressed to Central House Unit C Compass Centre North, Chatham Maritime,
<br />Chatham, England, ME4 4YG, Attn: General Counsel, governing law shall be England and the courts with exclusive
<br />jurisdiction shall be London, England without regard to the principles of conflicts of laws.
<br />(d) In Australia, New Zealand, a country in Asia or the Pacific region, the DSI entity is Assetic Australia Pty Ltd,
<br />a proprietary limited company in Australia, notices shall be addressed to Level 9, 257 Collins Street, Melbourne, VIC
<br />3000 Australia, Attn: General Counsel, governing law shall be Australia and the courts with exclusive jurisdiction shall
<br />be New South Wales, Australia without regard to the principles of conflicts of laws.
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<br />9.8 Interpretation of Agreement. The Section headings contained in this Agreement are solely for the purpose
<br />of reference, are not part of the agreement of the parties, and shall not affect in any way the meaning or interpretation
<br />of this Agreement. Any reference to any federal, state, local or foreign statute or law shall be deemed to refer to all rules
<br />and regulations promulgated thereunder, unless the context requires otherwise.
<br />9.9 No Third Party Beneficiaries. No person or entity not a party to the Agreement shall be deemed to be a
<br />third party beneficiary of this Agreement or any provision hereof.
<br />9.10 Severability. The invalidity of any portion of this Agreement shall not invalidate any other portion of this
<br />Agreement and, except for such invalid portion, this Agreement shall remain in full force and effect.
<br />9.11 Entire Agreement. This Agreement, including any applicable Order Form, is the entire agreement between
<br />Subscriber and DSI regarding Subscriber’s use of the Service and supersedes all prior and contemporaneous agreements,
<br />proposals or representations, written or oral, concerning its subject matter. No modification, amendment, or waiver of
<br />any provision of this Agreement shall be effective unless in writing and signed by the party against whom the modification,
<br />amendment or waiver is to be asserted. The parties agree that any term or condition stated in any purchase order or in
<br />any other order documentation is void. In the event of any conflict or inconsistency between the documents, the order of
<br />DocuSign Envelope ID: 4D9EE5C9-1C7C-4BC0-8831-A9615B43A0B9
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