Удалено
- Удалено: Asia Pacific
- Удалено: A new Section 16.6 is added:
- Удалено: п. 16.6 16.6 Termination Waiver. The parties agree that for the effectiveness of the termination clauses under the Agreement, to waive any provisions, procedures and operation of any applicable law to the extent that a court order is required for termination of the Agreement.
- Удалено: Asia Pacific - All regions, excluding India
- Удалено: Section 4.2 (Taxes) is replaced as follows:
- Удалено: п. 4.2 4.2 Taxes. Google will itemize any invoiced Taxes. If Taxes must be withheld from any payment to Google, then Customer will increase the payment to Google so that the net amount received by Google is equal to the amount invoiced, without reduction for Taxes.
- Удалено: The definition of “Taxes” under Section 19 (Definitions) is replaced as follows:“Taxes” means all government-imposed taxes, as per the applicable law associated with the rendering and performance of the Services, including but not limited to any duties, customs duties, and any direct or indirect taxes, including any related penalties or interest, except for taxes based on Google profit.
- Удалено: Asia Pacific (all regions excluding Australia, Japan, India, New Zealand, Singapore) and Latin America (all regions excluding Brazil)
- Удалено: Section 18.12 is replaced as follows:
- Удалено: п. 18.12 18.12 Governing Law; Arbitration.
- Удалено: (a) ALL CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT OR ANY RELATED GOOGLE PRODUCTS OR SERVICES (INCLUDING ANY DISPUTE REGARDING THE INTERPRETATION OR PERFORMANCE OF THE AGREEMENT) (“DISPUTE”) WILL BE GOVERNED BY THE LAWS OF THE STATE OF CALIFORNIA, USA, EXCLUDING CALIFORNIA'S CONFLICTS OF LAWS RULES.
- Удалено: (b) The parties will try in good faith to settle any Dispute within 30 days after the Dispute arises. If the Dispute is not resolved within 30 days, it must be resolved by arbitration by the American Arbitration Association’s International Centre for Dispute Resolution in accordance with its Expedited Commercial Rules in force as of the date of this Agreement (“Rules”).
- Удалено: (c) The parties will mutually select one arbitrator. The arbitration will be conducted in English in Santa Clara County, California, USA.
- Удалено: (d) Either party may apply to any competent court for injunctive relief necessary to protect its rights pending resolution of the arbitration. The arbitrator may order equitable or injunctive relief consistent with the remedies and limitations in the Agreement.
- Удалено: (e) Subject to the confidentiality requirements in Subsection (g), either party may petition any competent court to issue any order necessary to protect that party's rights or property; this petition will not be considered a violation or waiver of this governing law and arbitration section and will not affect the arbitrator’s powers, including the power to review the judicial decision. The parties stipulate that the courts of Santa Clara County, California, USA, are competent to grant any order under this Subsection 18.12 (e).
- Удалено: (f) The arbitral award will be final and binding on the parties and its execution may be presented in any competent court, including any court with jurisdiction over either party or any of its property.
- Удалено: (g) Any arbitration proceeding conducted in accordance with this Section 18.12 (Governing Law; Arbitration) will be considered Confidential Information under Section 10 (Confidentiality), including: (i) the existence of, (ii) any information disclosed during, and (iii) any oral communications or documents related to the arbitration proceedings. In addition to the disclosure rights under Section 10 (Confidentiality), the parties may disclose the information described in this Subsection 18.12 (g) to a competent court as may be necessary to file any order under Subsection 18.12 (e) or execute any arbitral decision, but the parties must request that those judicial proceedings be conducted in camera (in private).
- Удалено: (h) The parties will pay the arbitrator’s fees, the arbitrator's appointed experts' fees and expenses, and the arbitration center's administrative expenses in accordance with the Rules. In its final decision, the arbitrator will determine the non-prevailing party's obligation to reimburse the amount paid in advance by the prevailing party for these fees.
- Удалено: (i) Each party will bear its own lawyers’ and experts’ fees and expenses, regardless of the arbitrator’s final decision regarding the Dispute.
- Удалено: Asia Pacific - India
- Удалено: Google Cloud India Private Limited has been appointed by Google Asia Pacific Pte. Ltd. (‘GAP’) as a non-exclusive reseller of the Services (as defined above) in India. For avoidance of any doubts, whilst in the Agreement, both the entities have been referred to as ‘Google.’ It is hereby clarified that wherever the provisions refer to Google for sales or rights and obligations in relation thereto (including any terms relating to invoicing for sale of services, credit limit, termination of this Agreement, etc.), ‘Google’ shall mean Google Cloud India Private Limited, and wherever in the Agreement, the provisions refer to ‘Google’ as a provider of the Services or rights and obligations in relation thereto (including Intellectual Property Rights as defined below) shall mean ‘GAP’.
- Удалено: Google Cloud India Private Limited may execute Order Form(s) referencing the Agreement, but the Order Form will form a separate contract between Google Cloud India Private Limited and the Customer, and incorporate all of the terms of this Agreement. Under the Agreement, whereas, as a reseller of Services, Google Cloud India Private Limited purchases the Services from GAP for resale to the Customer, the entire obligation to provide such Services under the Agreement will be met by GAP and as such, Google Cloud India Private Limited will not have any obligation related to performance of Services.
- Удалено: Section 4.2 (Taxes) is replaced as follows:
- Удалено: п. 4.2 4.2 Taxes.