October 27, 2022

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# Service Specific Terms

Last modified: October 27, 2022

This is not the current version of this document and is provided for archival
purposes.
View the current version

These Service Specific Terms are incorporated into the
agreement under which Google has agreed to provide
Google Cloud Platform (as described
at https://cloud.google.com/terms/services)
to Customer (the "Agreement"). If the Agreement
authorizes the resale or supply of Google Cloud Platform
under a Google Cloud partner or reseller program, then
all references to Customer in the Service Specific Terms
mean Partner or Reseller (as applicable), and all
references to Customer Data in the Service Specific
Terms mean Partner Data. Capitalized terms used but not
defined in the Service Specific Terms have the meaning
given to them in the Agreement.

1. **Data Location**. Customer may
configure the Services listed at
https://cloud.google.com/terms/data-residency to
store Customer Data in a specific Region or Multi-Region
as detailed in the Cloud Locations Page, and Google will
store that Customer Data at rest only in the selected
Region or Multi-Region. The Services do not limit the
locations from which Customer or Customer End Users may
access Customer Data or to which they may move Customer
Data. For clarity, Customer Data does not include resource
identifiers, attributes, or other data labels.

2. **Operations of
Communications Services**. Notwithstanding any
telecommunications restrictions in the Agreement, Customer
may use the Services for hosting capacity in connection
with Customer's provision of telecommunications services
to Customer End Users if (a) Customer obtains, maintains,
and complies with all necessary regulatory licenses,
registrations or other applicable requirements relating to
such telecommunications services, and (b) Customer does
not use or resell the Services to provide
telecommunications connectivity, including for virtual
private network services, network transport, or voice or
data transmission.

3.** General Software
Terms**. The following terms apply to all
Software:

a. *License*. Google
grants Customer a royalty-free (unless otherwise stated by
Google), non-exclusive, non-sublicensable,
non-transferable license during the Term to reproduce and
use the Software ordered by Customer on systems owned,
operated, or managed by or on behalf of Customer in
accordance with (i) the Agreement, and (ii) if applicable,
the Scope of Use. Customer may authorize its and its
Affiliates' employees, agents, and subcontractors
(collectively, "Software Users") to use the Software in
accordance with this section (License), so long as
Customer remains responsible. Customer may make a
reasonable number of copies of the Software for back-up
and archival purposes. For clarity, Software does not
constitute Services.

b. *Documentation*.
Google may provide Documentation describing the
appropriate operation of the Software, including a
description of how Software is properly used, and whether
and how the Software collects and processes data. Customer
will comply with any restrictions in the Documentation
regarding Software use.

c. *Compliance With Scope
of Use*. Within 30 days of Google's reasonable
written request, Customer will provide a sufficiently
detailed written report describing its usage in accordance
with the applicable Scope of Use of each Software product
used by Customer and its Software Users during the
requested period. If requested, Customer will provide
reasonable assistance and access to information to verify
the accuracy of Customer's Software usage report(s).

d. *Other Warranties and
Compliance*. Each party represents and warrants that
it will comply with all laws and regulations applicable to
its provision or use of the Software, as applicable.
Customer will: (i) ensure that Customer and its Software
Users' use of the Software complies with the Agreement and
the restrictions in the Agreement applying to Customer's
use of the Services; (ii) use commercially reasonable
efforts to prevent and terminate any unauthorized access
to or use of the Software; and (iii) promptly notify
Google of any unauthorized access to or use of the
Software of which Customer becomes aware. If the Software
contains open source or third-party components, those
components may be subject to separate license agreements,
which Google will make available to Customer. Customer is
solely responsible for complying with the terms of any
third-party sources from which Customer elects to migrate
its workloads onto the Services, and represents and
warrants that such third-party sources permit the use of
Software to migrate applications away from such sources.
If the Agreement terminates or expires, then Customer will
stop using all Software and delete it from Customer's
systems.

4. **Premium Software
Terms**. The following terms apply only to
Premium Software:

a. *Introduction*.
Google makes certain Software available under the
Agreement described as "Premium Software"
at https://cloud.google.com/terms/services("Premium
Software"). Customer will pay applicable Fees for any
Premium Software it obtains as described at the Fees URL.
Premium Software is Google's Confidential Information.

b. *Software
Warranty*. Google warrants to Customer that for one
year from its delivery, Premium Software will perform in
material conformance with the applicable Documentation.
This warranty will not apply if (i) Customer does not
notify Google of the non-conformity within 30 days after
Customer first discovers it, (ii) Customer modifies
Premium Software or uses it in violation of the Agreement,
or (iii) the non-conformity is caused by any third-party
hardware, software, services, or other offerings or
materials, in each case not provided by Google.

If Google breaches this
warranty, then Google will, in its discretion, repair or
replace the impacted Premium Software at no additional
charge. If Google does not believe that repairing or
replacing would be commercially reasonable, then Google
will notify Customer and (A) Customer will immediately
cease use of the impacted Premium Software and (B) Google
will refund or credit any prepaid amounts for the impacted
Premium Software and Customer will be relieved of any
then-current commitment to pay for future use of the
impacted Premium Software. Without limiting the parties'
termination rights, this section (Software Warranty)
states Customer's sole remedy for Google's breach of the
warranty in this section (Software Warranty).

c. *Software
Indemnification*. Google's indemnity obligations
under the Agreement with respect to allegations of
infringement of third-party Intellectual Property Rights
apply to Premium Software, and Customer's indemnity
obligations under the Agreement with respect to Customer's
use of the Services apply to Customer's use of Premium
Software. In addition to any other indemnity exclusions in
the Agreement, Google's indemnity obligations will not
apply to the extent the underlying allegation arises from
modifications to Premium Software not made by Google or
use of versions of Premium Software that are no longer
supported by Google.

d. *Technical
Support*. Unless otherwise specified by Google,
Google will make TSS available for Premium Software for an
additional charge, in accordance with the TSS Guidelines.

e. *Compliance*.
Premium Software may transmit to Google metering
information reasonably necessary to verify that use of the
Premium Software complies with the Scope of Use, as
described in the applicable Documentation. Customer will
not disable or interfere with the transmission of such
metering information.

f. *Updates and
Maintenance*. During the Term, Google will make
available to Customer copies of all current versions,
updates, and upgrades of Premium Software, promptly upon
general availability, as described in the Documentation.
Unless otherwise stated in the Documentation for the
applicable component of Premium Software, Google will
maintain the current release of Premium Software and the
two versions immediately preceding the current release,
including by providing reasonable bug fixes and security
patches. Maintenance for any Premium Software may be
discontinued with one year's notice from Google, except
Google may eliminate maintenance for a version and require
upgrading to a maintained version to address a material
security risk or when reasonably necessary to avoid an
infringement claim or comply with applicable law.

5. **Pre-GA Offerings
Terms**. Google may make available to Customer
pre-general availability Google Cloud Platform features,
services or software that are either not yet listed
at https://cloud.google.com/terms/services or
identified as "Early Access," "Alpha," "Beta," "Preview,"
"Experimental," or a similar designation in related
documentation or materials (collectively, "Pre-GA
Offerings"). While Pre-GA Offerings are not Services or
Software, Customer's use of Pre-GA Offerings is subject to
the terms of the Agreement applicable to Services (or
Software, if applicable), as amended by this Section 5.

Customer may provide feedback
and suggestions about the Pre-GA Offerings to Google, and
Google and its Affiliates may use any feedback or
suggestions provided without restriction and without
obligation to Customer.

PRE-GA OFFERINGS ARE PROVIDED
"AS IS" WITHOUT ANY EXPRESS OR IMPLIED WARRANTIES OR
REPRESENTATIONS OF ANY KIND. Pre-GA Offerings (a) may be
changed, suspended or discontinued at any time without
prior notice to Customer and (b) are not covered by any
SLA or Google indemnity. Except as otherwise expressly
indicated in a written notice or the documentation for a
given Pre-GA Offering, (i) Pre-GA Offerings may not be
covered by TSS, (ii) the Cloud Data Processing Addendum
does not apply to Pre-GA Offerings and Customer should not
use Pre-GA Offerings to process personal data or other
data subject to legal or regulatory compliance
requirements, and (iii) Google's data location commitments
set out in these Service Specific Terms will not apply to
Pre-GA Offerings. With respect to Pre-GA Offerings, to the
maximum extent permitted by applicable law, neither Google
nor its suppliers will be liable for any amounts in excess
of the lesser of (A) the limitation on the amount of
liability stated in the Agreement or (B) $25,000. Nothing
in the preceding sentence will affect the remaining terms
of the Agreement relating to liability (including any
specific exclusions from any limitation of liability).
Customer's access to and use of any Pre-GA Offering is
subject to any applicable Scope of Use. Either party may
terminate Customer's use of a Pre-GA Offering at any time
with written notice to the other party. Certain Pre-GA
Offerings may be subject to additional terms stated below.

6.
**Google-Managed Multi-Cloud. **The then-current
services described as "Google-Managed Multi-Cloud
Services" at
https://cloud.google.com/terms/services ("Google-Managed
MCS") are Google services, products and features that are
hosted on the infrastructure of a third party cloud
provider ("Multi-Cloud Service Third-Party Provider").
While the Google-Managed MCS are not Services or Software,
Customer's use of the Google-Managed MCS is subject to the
terms of the Agreement applicable to Services (or
Software, if applicable), as amended by this Section 6. In
addition to the terms of the Agreement and notwithstanding
anything to the contrary in the "Conflicting Terms"
section of the Agreement, Customer's use of the
Google-Managed MCS is subject to the following terms:

a.* Admin Console*. The
Google-Managed MCS may not be available through the Admin
Console.

b.* Multi-Cloud Service Third-Party Provider Relationship*.

i. To make use of the
Google-Managed MCS, Customer must maintain an independent
account and billing relationship with the applicable
Multi-Cloud Service Third-Party Provider. Customer is
responsible for entering into and complying with an
appropriate agreement with the applicable Multi-Cloud
Service Third-Party Provider governing Customer's use of
the Multi-Cloud Service Third-Party Provider's services
and the Multi-Cloud Service Third-Party Provider's
processing of personal data on behalf of Customer. The
Agreement does not obligate Google or the Multi-Cloud
Service Third-Party Provider to provide the Multi-Cloud
Service Third-Party Provider's services that are necessary
for the Customer to use the Google-Managed MCS.

ii. If the Multi-Cloud
Service Third-Party Provider makes a change to its
services or terms, and Google reasonably concludes that
its provision of the Google-Managed MCS is no longer
commercially feasible as a result of the change, Google
may immediately Suspend all or part of Customer's use of
the impacted Google-Managed MCS, or make any other
discontinuance or backwards-incompatible change necessary
to continue to provide the Google-Managed MCS. Google will
lift any such Suspension once the circumstances giving
rise to the Suspension have been resolved. To the extent
Google may Suspend or modify the Google-Managed MCS as set
forth in this Section, the Google-Managed MCS are not
subject to the sections of the Agreement covering
discontinuance and backwards-incompatible changes.

*c. Data Processing*.
Processing of data by the Google-Managed MCS is subject to
the terms of the Cloud Data Processing Addendum, as
supplemented and amended by the Google-Managed Multi-Cloud
Services Cloud Data Processing Addendum. "Google-Managed
Multi-Cloud Services Cloud Data Processing Addendum" means
the terms stated at
https://cloud.google.com/terms/mcs-data-processing-terms.

d.*** Limitation of Liability*****. ****Notwithstanding anything to the contrary in the Agreement (except subject to any unlimited liabilities expressly stated in the Agreement), to the maximum extent permitted by law, each party's total aggregate Liability for damages arising out of or relating to the ****Google-Managed**
**MCS is limited to the greater of (1) the Fees Customer paid for the Google-Managed MCS during the 12-month period before the event giving rise to liability and (2) $25,000****. **

****e.
***Disclaimers*****. Notwithstanding anything to the contrary in the Agreement, the Google-Managed**
**MCS (i) are not covered by any SLA covering Google Cloud Platform Services, unless specifically identified under the terms of the SLA, (ii) are not subject to any obligations for Google to provide termination or transition assistance or other technical assistance after Suspension or termination, (iii) are not subject to any business continuity or disaster recovery commitments, and (iv) are not Audited Services, unless specifically identified at the Audited Services URL as listed in Section 2.1 (Definitions) of the CDPA.**

f.* Survival*. The
following subsections of these Google-Managed Multi-Cloud
Service Specific Terms will survive expiration or
termination of the Agreement: d (Limitation of Liability);
e (Disclaimer); and f (Survival).

7.
**Benchmarking.** Customer may conduct
benchmark tests of the Services (each a "Test"). Customer
may only publicly disclose the results of such Tests if it
(a) obtains Google's prior written consent, (b) provides
Google all necessary information to replicate the Tests,
and (c) allows Google to conduct benchmark tests of
Customer's publicly available products or services and
publicly disclose the results of such tests.
Notwithstanding the foregoing, Customer may not do either
of the following on behalf of a hyperscale public cloud
provider without Google's prior written consent: (i)
conduct (directly or through a third party) any Test of
the Services or (ii) disclose the results of any such
Test.

8.**
Trials.** Certain Services may be made
available to Customer on a trial basis. The parameters of
each trial, including any Scope of Use, may be presented
to Customer either through the Fees URL, Admin Console,
Documentation, email, or as otherwise communicated by
Google. Use of a trial indicates Customer's acceptance of
any such parameters.

9.** User Experience
Research.** If Customer enrolls in the
Google Cloud User Experience Research Program for Google
Cloud Platform, Customer's participation will be subject
to the Google Cloud User Experience Research Panel
Addendum available
at https://cloud.google.com/terms/user-experience-research or
a successor URL.

10.**
PGSSI-S.** Customer will comply with
France's General Security Policy for Health Information
Systems (PGSSI-S) to the extent applicable.

11. **Additional
Definitions.**

"*Cloud Locations Page*"
means https://cloud.google.com/about/locations/.

"*Documentation*"
means the then-current Google documentation made available
by Google to its customers for use with the Services
at https://cloud.google.com/docs/.

"*Fees URL*"
means https://cloud.google.com/skus.

"*Multi-Region*" means
a defined set of Regions.

"*Region*" means a
region from which a particular Service is offered, as
identified at the Cloud Locations Page.

"*Scope of Use*" means
any limits on installation or usage of Services or
Software described at the Fees URL, Admin Console, order
form, or otherwise presented by Google.

The following terms apply only to the Service(s)
indicated in the section title.

**Compute**

1. **Compute
Engine.**

a. *Additional
Security*. If Customer requires greater than eight
static IP addresses, Google may file a SWIP report with
the American Registry for Internet Numbers (ARIN). Google
may log DNS lookups, as well as source and destination IP
addresses, for security purposes.

b. *Sustained Usage
Discounting*. Any credits provided to Customer in
connection with sustained usage discounting have no cash
value and can only be applied to offset future Compute
Engine Fees. Upon termination or expiration of the
Agreement, such credits will expire.

c. *Google Cloud
Marketplace*. If Customer uses Compute Engine tools
or APIs to deploy or otherwise use any software or
services from Google Cloud Marketplace (or Google Cloud
Launcher), then Customer's related deployment or use will
be subject to
the Google Cloud Marketplace Terms of Service.

d. *Sole-Tenant
Nodes*. Customer may select that Google provide the
Compute Engine Service on physical Google host hardware
dedicated to a single Project. While no other Google
customer virtual machine instance will share that host
hardware with Customer's virtual machine instances,
Compute Engine's virtualization software will reside on
that host hardware and continue to manage Customer's
virtual machine instances on that host hardware.

2. **Compute Engine,
Google Kubernetes Engine, and Container Registry Service
- Docker Hub.** If Customer or a Customer
End User requests container(s) from the Docker Hub for its
Project or Customer Application, Customer instructs Google
to cache a copy of such container in the Container
Registry for future use.

3. **App Engine -
Data Location.** Customer may configure App
Engine to store Customer Data in the United States or
European Union, and Google will store that Customer Data
at rest only in that location. The Service does not limit
the locations from which Customer or Customer End Users
may access Customer Data or to which they may move
Customer Data. For clarity, Customer Data does not include
resource identifiers, attributes, or other data labels.

4. **Google Cloud
VMware Engine (GCVE)******

a. *Customer Security
Obligations*. Google may not have access to
Customer's VMware environment. As such, (i) Customer
acknowledges that, notwithstanding Section 7.1.1 (Google's
Security Measures) of the Cloud Data Processing Addendum,
Google may not be able to encrypt personal data in
Customer's VMware environment and (ii) Customer will
enable vSAN encryption and take other appropriate measures
to protect and maintain the security of Customer Data
stored on or processed through GCVE.

b. *Customer
Responsibilities*. Customer is solely responsible
for obtaining and maintaining all licenses, rights,
consents, and permissions that are required for Customer's
use of any Operating Systems, software, applications, or
other content that Customer uploads to or uses in
connection with GCVE. For the purposes of this Section,
"Operating System" means any operating system that (i)
Customer uploads to, hosts on, or uses in connection with
GCVE, or (ii) Customer instructs Google to pre-load onto
GCVE servers.

c.
*VMware Cloud Universal Program ("VMware Universal").*
VMware, Inc. ("*VMware*") and VMware partners sell
credits through VMware Universal that may be applied
towards GCVE in accordance with Customer's agreement with
VMware. VMware is an authorized reseller of GCVE.
Customer's purchase and use of GCVE through VMware
Universal is subject to the Agreement with the additions
and exclusions specified in this subsection (c).

(i) The Agreement's payment
terms will not apply, and all fees will be payable to
VMware and determined solely between VMware and Customer.

(ii)
*Data Sharing with VMware.*

A. To the extent reasonably
required for GCVE to be made available through VMware
Universal, Google may share with VMware information
regarding Customer's use of GCVE and Google Cloud
Platform.

B.Customer acknowledges
that, to the extent Customer provides any data to VMware
in connection with GCVE, VMware may share such data with
Google to the extent reasonably required to provide GCVE
(including technical support) and administer VMware
Universal. Customer will not seek to prevent or delay such
disclosure.

C. If Customer brings a
claim under the Agreement related to GCVE, Customer
acknowledges that VMware may disclose to Google the fees
or other amounts paid or payable by Customer to VMware for
GCVE, and any other terms of the agreement between
Customer and VMware regarding  GCVE or either party's
performance under that agreement. Customer will not seek
to prevent or delay such disclosure.

(iii) *Remedies*.
Customer will seek any applicable SLA credits and any
applicable monetary remedies described in the Agreement
from VMware (and will not do so from Google).

(iv) *Support*. Google
will provide technical support to Customer in accordance
with the Agreement. For the avoidance of doubt, support
fees for GCVE may be charged by VMware to Customer.

(v)
*Financial Commitments*. If Customer has made
financial commitments in an Order Form or addendum to the
Agreement, then Google may apply Customer's GCVE
consumption (at a rate determined by Google), or a portion
of the applicable fees Google receives from VMware, to
those commitments.

5. **BigQuery.**

a.** ODBC/JDBC Drivers. **The ODBC and JDBC drivers for
BigQuery (as
described here)
are "Software" as defined in the Agreement and any use of
them is subject to the "General Software Terms" above.
These drivers may only be used with BigQuery and may not
be used with any other product or service.

b. **Analytics Hub**

(i) *Introduction*.
Analytics Hub is a feature of BigQuery that helps users
find and share sets of Customer Data ("Datasets").
Datasets are organized into shared repositories
("Exchanges") with each Dataset's listings containing (as
applicable) a description, documentation, branding,
metadata or similar materials ("Listing Materials").

(ii) *Roles*. Customer
can serve different roles in Analytics Hub:

A. "*Publishers*"
create and submit Datasets for listing within Exchanges.

B. "*Subscribers*"
request access to Datasets listed in Exchanges for their
own use in BigQuery.

C.
"*Exchange Administrators*" (1) create and administer
Exchanges, (2) add or remove Listing Materials in
Exchanges, (3) control visibility of Exchanges and Listing
Materials, and (4) on behalf of the relevant Publisher,
enable or reject Subscriber requests to access Datasets.

(iii) *Publishers*.
Publishers can serve as their own Exchange Administrators
or submit Datasets to Exchanges operated by third-party
Exchange Administrators. In the latter case, the Publisher
submits its Dataset to the Exchange Administrator and must
follow any enrollment steps specified by the Exchange
Administrator for its Exchange.

(iv)* Exchange Administrators*. When acting as an
Exchange Administrator, Customer must:

A. Secure and maintain
all necessary rights, consents and permissions (including
from any third-party Publishers) to list, share or take
other action with respect to the Datasets or Listing
Materials; and

B. Handle takedown requests,
data subject requests, notices of infringement, and any
other notices or requests it receives regarding its
Exchange or related Listing Materials or Datasets.

For clarity, Listing
Materials are considered Customer Data of the applicable
Exchange Administrator.

(v)
*Separate Relationships*.

A. Google is not responsible
for and will have no liability to Customer in relation to
any terms or relationships between Customer and any third
party acting as a Publisher, Subscriber, or Exchange
Administrator. If Customer offers any commitments to any
third such party beyond the commitments that Google has
made to Customer in the Agreement (including in these
Service Specific Terms), Google will not be liable for
such commitments.

B. Publishers and Exchange
Administrators must ensure that any terms they have with
Subscribers do not contradict these Service Specific Terms
or the Agreement.

C. If a Publisher or
Exchange Administrator charges fees for access to
Datasets, it is solely responsible for (1) collecting the
fees independently of Google and Analytics Hub and (2) any
related refunds or liabilities to Subscribers.

D. Google does not
guarantee continued availability of any Datasets, and
gives no warranty, indemnification or other obligation,
and accepts no liability or responsibility, with respect
to Datasets or their use.

6. **Looker Studio.**

a. *Generally. *To have
Customer's use of Looker Studio governed by this
Agreement, Customer must (1) have a Cloud Identity
organization and (2) in the Admin Console for Looker
Studio, select to have this Agreement govern Customer's
use of Looker Studio. Such selection will supersede any
terms previously accepted by Customer related to Looker
Studio. If Customer later sets Google Cloud Platform
Services to "off" in the Cloud Identity Admin Console for
all of Customer's End Users, then this Agreement will no
longer govern Customer's use of Looker Studio (and End
Users will be presented with other terms, which they must
accept to continue using Looker Studio). For clarity,
access to Looker Studio within Customer's organization is
controlled by a different on/off setting in the Cloud
Identity Admin Console from Google Cloud Platform.

 b.
*Google Maps Visualizations.* Certain visualizations
within Looker Studio include features and content from
Google Maps (such features and content, "Google Maps
Content"). Customer may choose to provide Looker Studio
with its Google Maps Platform credentials to access the
Google Maps Content, in which case Customer's use of or
access to such Google Maps Content is subject to the
agreement under which Google has agreed to provide Google
Maps Platform to Customer. If Customer does not provide
such credentials and Customer or Customer's End Users
access or use Google Maps Content, Customer agrees that
use of or access to such Google Maps Content is subject to
the then-current versions of the: (1) Google Maps/Google
Earth Additional Terms of Service at
https://maps.google.com/help/terms_maps.html;
and (2) Google Privacy Policy at
https://www.google.com/policies/privacy/.

7. **Google Earth Engine**

*a. Non-Commercial Use. *Customer may only use the
free, non-commercial/research activities edition of Google
Earth Engine if Customer meets the requisite criteria to
be a "Non-profit organization," "Academic or educational
institution," "News media organization," or "Certain
government agency," and uses the Service for
non-commercial or research activities, as described at
https://earthengine.google.com/noncommercial/
or a successor URL (the "**Non-Commercial URL**"),
which may be updated by Google from time to time. Google
does not offer this free, non-commercial/research
activities edition of Google Earth Engine as a gift to any
individual government official or with the expectation of
any future purchase of Google products or services.
Access to this free, non-commercial/research activities
edition of Google Earth Engine is not transferable,
refundable, redeemable for cash and may not be sold,
transferred or bartered. If Customer is an "Academic or
educational institution" or "Certain government agency" as
described in the Non-Commercial URL, then Customer
represents and warrants that neither Customer nor any
Customer personnel will negatively impact Google's current
or future ability to do business with Customer.

b. *Incorporation into Applications*. Customer
is permitted to incorporate Google Earth Engine into
Customer's Applications in accordance with the Agreement.
Customer may not allow End Users of Customer's
Applications to directly access or interact with the
Google Earth Engine APIs unless those End Users have their
own Google Cloud Platform Accounts and have access to
Google Earth Engine from those Accounts.

c. *Google Maps Visualizations.* Google Earth
Engine includes integrations that permit visualization of
features and content from Google Maps (such features and
content, "Google Maps Content"). Customer agrees that
Customer and Customer's End Users' use of or access to
such Google Maps Content is subject to the then-current
versions of the: (1) Google Maps/Google Earth Additional
Terms of Service at
https://maps.google.com/help/terms_maps.html; and (2)
Google Privacy Policy at
https://www.google.com/policies/privacy/.

d. *On/Off Control.* Access to Earth Engine on
Google Cloud Platform within Customer's organization is
not controlled by the "on/off" setting in the Cloud
Identity Admin Console for Google Cloud Platform. If
Google develops an integration of Earth Engine with the
general Google Cloud Platform on/off control in the
future, then this development will be announced via Earth
Engine's GCP Release Notes (available at
https://cloud.google.com/earth-engine/release-notes
or a successor URL).

**Storage **

8.** Cloud Storage -
Bucket Lock. **Customer will comply with
applicable laws and regulations with respect to the
retention of Bucket Lock Customer Data, including
determining and applying the appropriate retention and
hold periods and, if applicable, promptly furnishing any
Bucket Lock Customer Data in a usable format. Customer is
also responsible for keeping its Account in good standing
during any retention and hold period. Upon deletion of a
Project or Account, or termination of the Agreement,
Google may delete the applicable Bucket Lock Customer
Data.

a.
*Definitions*.

"*Bucket Lock*" means
the feature of Cloud Storage that allows Customer to set
and lock a retention or hold period applicable to Customer
Data in a Cloud Storage bucket.

"*Bucket Lock Customer
Data*" means Customer Data stored in Cloud Storage
with Bucket Lock activated.

**Networking**

9.** Cloud Interconnect
- Partner Interconnect.** Customer will
independently engage a network service provider ("Cloud
Interconnect Partner") who has agreed with Google to
supply connectivity between Customer and Google under
Google's partner terms for Partner Interconnect. Customer
is responsible for any charges for connectivity by the
Cloud Interconnect Partner. Google is not responsible for
any aspects of Partner Interconnect provided by the Cloud
Interconnect Partner or any issues arising outside of
Google's network.

10. **Cloud Intrusion
Detection System (Cloud IDS). **Notwithstanding
anything to the contrary in the "Benchmarking" section of
the General Service Terms of these Service Specific Terms,
Customer will not, and will not allow End Users to,
disclose, publish, or otherwise make publicly-available
any benchmark, or performance or comparison tests that are
run on Cloud IDS and that are conducted by Customer or an
End User (or a third party authorized by Customer or an
End User).

11. **Google Cloud
Armor - Managed Protection Plus**

a. *Generally*. If a
Project enrolled in Managed Protection Plus experiences a
third-party denial of service attack on a protected
endpoint ("Qualified Attack") and the conditions below are
met, Google will provide a credit equivalent to the
Covered Fees, provided that the Covered Fees incurred
exceed the Minimum Threshold. Load tests and security
assessments performed by or on behalf of Customer are not
Qualified Attacks.

b. *Conditions*.
Customer must submit a request to Cloud Billing Support
within 30 days after the end of the Qualified Attack. The
request must include evidence of the Qualified Attack,
such as logs or other telemetry indicating the timing of
the attack and the Projects and resources that were
attacked, and an estimate of the Covered Fees incurred.
Google will reasonably determine whether credits are due
and the appropriate amount.

c. *Credits*. Any
credits provided to Customer in connection with this
Section have no cash value and can only be applied to
offset future Fees for the Services. These credits will
expire 12 months after being issued or upon termination or
expiration of the Agreement.

d. *Definitions*.

"*Covered Fees*" means
any Fees incurred by Customer as a direct result of the
Qualified Attack for:

  i. ingress data
processing for the Google Cloud Load Balancer Service;

 ii. Managed Protection
Plus data processing for the Google Cloud Armor Service;
and

iii. network egress,
including inter-region, inter-zone, internet, and carrier
peering egress.

"*Minimum Threshold*"
means the minimum amount of Covered Fees that are eligible
to be credited under this Section as determined by Google
from time to time and disclosed to Customer on request.

12. **Network
Connectivity Center (NCC). **Notwithstanding any
telecommunications restrictions in the Agreement, in
Australia, India, Japan, the United Kingdom, and the
United States only, Customer may use NCC for
telecommunications connectivity.

13.
**Spectrum Access System**

a.** ***Governing Agreement. *If Customer has
previously entered into an agreement with Google that
governs its use of Spectrum Access System ("Legacy SAS
Agreement"), then for so long as the Legacy SAS Agreement
remains in force, the remainder of this Section 13
(Spectrum Access System) will not apply and the Legacy SAS
Agreement will govern Customer's use of Spectrum Access
System.

b. *Admin Account. *Spectrum Access System may
not be available through the Admin Console. If this is the
case, Customer may use Spectrum Access System through an
Admin Account.

c.
*Additional Customer Obligations. *Customer is solely
responsible for (i) the installation, operation,
maintenance, and repair of Registered CBSDs;
(ii) staffing, instructing, and managing personnel
performing the installation, operation, maintenance, and
repair of Registered CBSDs; (iii) ensuring that such
personnel are certified by WInnForum to the extent
required by applicable law; and (iv) procuring and
maintaining connectivity with Spectrum Access System to
enable the ordering and registration of CBSDs and the use
of Registered CBSDs. For clarity, Section 2(b) (Operations
of Communications Services) in the General Services Terms
of these Service Specific Terms does not prohibit Customer
from using Spectrum Access System in compliance with this
Section 13 (Spectrum Access System).

d. *Applicable Law*.
Spectrum Access System is subject to Federal
Communications Commission ("FCC") regulations and, by
design, has characteristics different from the other
Services offered under the Agreement. Each party
represents and warrants that it will comply with the rules
and implementing orders of the FCC (including 47 C.F.R.
Part 96), the Department of Defense, and the National
Telecommunications and Information Administration, along
with the duly adopted Release 1 standards of WInnForum, in
each case to the extent applicable to that party's
provision, receipt, or use of Spectrum Access System, as
applicable.

e. *No Personal Data*. Except for any Customer
Account Information that may include personal data,
Customer will not, through its use of Spectrum Access
System, share, transfer, or otherwise provide any CBSD
Endpoint User Information, or any personal data or other
data subject to legal or regulatory compliance
requirements, with or to Google.

f.
*I**nterference*. Customer acknowledges the
risk of possible interference from federal incumbent user
radar operations in the Citizens Broadband Radio Service.

g. *Transition of Customer Account Information*.
If Google ceases to offer Spectrum Access System for any
reason, then Customer may request Google to take
commercially reasonable steps to facilitate a transition
of Customer Account Information to another spectrum access
system service provider.

h.
*Test Environment. *If Google provides access to a
non-production test environment, or an environment for
operating under a Special Temporary Authority (as defined
in 47 C.F.R. Part 1), then the use of Spectrum Access
System in such an environment is deemed a "Pre-GA
Offering" subject to the Pre-GA Offerings Terms in the
General Services Terms of these Service Specific
Terms.

i. *Definitions*.

"*Admin Account*" means
the administrative account provided to Customer by Google
for the purpose of administering Spectrum Access
System.

"*CBSD*" or
"*Citizens Broadband Radio Service Device*" means a
device with a radio access point that is certified by the
FCC to operate in the Citizens Broadband Radio Services
band (3.5 GHz).

"*CBSD Registration Information*" means data relating
to the location, identification, operating parameters, and
other aspects of Registered CBSDs.

"*CBSD Reporting Data*"
means the anonymized or aggregated data and metadata
Google receives from the Registered CBSDs in the course of
Customer's use of Spectrum Access System.

"*CBSD Endpoint*" means
a device that may establish wireless connectivity with the
authorization and under the control of a Registered CBSD.
CBSD Endpoints may include handsets, dongles, Internet of
Things devices, hotspots, smart phones, or tablets.

"*CBSD Endpoint User*"
means an individual that uses any CBSD Endpoint.

"*CBSD Endpoint User Information*" means any
information, data, or content relating to a CBSD Endpoint
User, including (i) billing and usage information,
passwords, and PINs; (ii) transmitted or received
content information;  (iii) authentication
information and any other demographic information; and
(iv) other information in connection with use by a
CBSD Endpoint User of a CBSD Endpoint on any Registered
CBSD or network of Registered CBSDs (excluding any
information that may qualify as CBSD Registration
Information or CBSD Reporting Data).

"*Customer Account Information*" means information
provided by Customer in connection with the registration
of CBSDs, which consist of (i) contact and account
information for Customer; (ii) identification
information for all Registered CBSDs registered to
Customer, as prescribed by WInnForum standards;
(iii) identifying information for all groups of CBSDs
for Customer; and (iv) information relating to
Customer's priority access licenses (as applicable),
including identification numbers, boundary information,
protection area, CBSD cluster lists, grouping information,
and any leases of such priority access licenses.

"*Registered CBSD*"
means a CBSD that is registered with Google and operated
by Customer via Spectrum Access System.

"*WInnForum*" means the
Wireless Innovation Forum or any successor organization.

**AI and Machine Learning**

14. **AI Building
Blocks**. Customer will not (either directly or
intentionally via third parties) use these Services to
create, train, or improve (directly or indirectly) a
similar or competing product or service to the specific
Service being used by Customer (and specifically covered
by this section). In addition to any other available
remedies, Google may immediately suspend or terminate
Customer's use of these Services based on any suspected
violation of these terms, and violation of these terms is
deemed violation of Google's Intellectual Property Rights.
Customer will provide Google with any assistance Google
requests to reasonably confirm compliance with these
terms. In addition to this section applying to the AI
Building Blocks, this section will also apply to any
functionality relating to AutoML-related or Optimization
AI that is accessible in Vertex AI. These terms will
survive termination or expiration of the Agreement.

15.** AI Platform
Training and Prediction (AITP).** Customer
owns the model weights that Customer trains in AITP and
can export such model weights in the supported output of
the AITP supported machine learning library Customer used
to train them (e.g., TensorFlow, XGBoost, scikit-learn,
PyTorch).

16.** Celebrity
Recognition (via functionality of Cloud Vision and Video
Intelligence API). **Customer will only use
Celebrity Recognition functionality (i) with
professionally filmed media content that Customer owns or
has adequate consent to use with the functionality under
applicable law and (ii) on individuals whose primary
profession involves voluntarily being the subject of
public media attention ("Celebrities"). Customer will not
use this functionality for any surveillance–based purpose
or on individuals who are not Celebrities.

17. **AutoML
Tables.** Customer can export a frozen model
graph and related features via the formats supported by
AutoML Tables. No license to retrain or reverse engineer
such model graph is granted or implied to Customer.

18. **AutoML Video
Edge.** Customer can download a frozen model
graph and TFlite model and any related Customer-provided
video labels via the formats supported by AutoML Video. No
license to retrain or reverse engineer such model graph or
the TFLite model is granted or implied to Customer.

19. **AutoML Vision
Edge.** Customer can download a frozen model
graph and any related Customer provided image labels via
the formats supported by AutoML Vision. No license to
retrain or reverse engineer such model graph is granted or
implied to Customer.

20.** AI/ML Data
Location.** Customer may configure the
Services listed
at https://cloud.google.com/terms/data-residency
to store and perform machine learning processing of
Customer Data by the Service in a specific Multi-Region,
and Google will store the Customer Data at rest and
perform machine learning processing of it by the Service
only in that Multi-Region. For clarity, Customer Data does
not include resource identifiers, attributes, or other
data labels. These Services do not limit the locations
from which Customer, Customer End Users, or
Customer-selected or Google managed labeling resources may
access Customer Data, or to which they may move Customer
Data.

21.
** CCAI Platform**

a.** No Access to Emergency Services.**

CCAI Platform is not a
replacement for one- or two-way telephone service or a
multi-line telephone system, and does not function as
such. CCAI Platform is not capable of placing or receiving
emergency services calls, or sending or receiving
emergency services texts. Customer is responsible for
informing End Users that emergency services calls and
texts are not supported and ensuring that End Users have
access to an alternative means of contacting emergency
services.

(i) Disclaimer of Emergency
Services Liability. To the fullest extent permitted by
law, neither Google nor any of its Affiliates will have
any liability under the Agreement (whether in contract,
tort (including negligence) or otherwise) for damages of
any type (including direct and indirect damages) arising
under or in connection with the use or attempted use of
CCAI Platform to access emergency services, including but
not limited to any inability to access such services, any
delays in emergency service response or response from End
Users, conduct of emergency services response centers or
operators or End Users, or inaccuracy of information
provided to emergency services by End Users, Telephony
Providers or other third parties engaged by Google or its
Affiliates to facilitate the provision of emergency
services access.

Definitions:

i. "End User" means, in
addition to what is included in the definition in the
Agreement, potential users of CCAI Platform who may
provide services, such as customer support, using CCAI
Platform.

ii. "Telephony Providers"
means non-Google third party entities that provide
telephony functionality, including calling and SMS
capabilities.

b.**  Additional Restrictions.** In addition to
any restrictions on use applicable to Services in the
Agreement and the Documentation, Customer will not, and
will not allow End Users to, use CCAI Platform in a manner
that would (i) violate any applicable laws, regulations or
governmental orders, or binding industry standards or
guidance having the force of law, in any applicable
jurisdiction, including those: (A) requiring consent to be
obtained prior to transmitting, recording, collecting, or
monitoring data or communications; (B) requiring
compliance with opt-out requests for any data or
communications; or (C) restricting spamming or other
unsolicited or harassing marketing activities; (ii)
intentionally originate any content or communications
(commercial or otherwise) that is illegal, harmful,
confirmed to be criminal misinformation or otherwise poses
a threat to public safety; or (iii) violate the integrity
of CCAI Platform by: (A) attempting to bypass, exploit,
defeat or disable limitations or restrictions placed on
CCAI Platform; or (B) intentionally initiating or enabling
any denial of service (DoS) attack or any other conduct
that attempts to disrupt, disable or overload CCAI
Platform.  Customer will not (either directly or
intentionally via third parties) use CCAI Platform to
create, train or improve similar or competing products or
services without Google's prior written permission.

22. **Cloud Translation
(v1, v2, or later) and Media Translation API.**

a. *HTML Markup and
Attribution Requirements**.*** Customer
will comply with the HTML Markup Requirements found
at https://cloud.google.com/translate/markup and
the attribution requirements found
at https://cloud.google.com/translate/attribution.

b. *Limitation*.
Customer will not (either directly or intentionally via
third parties) (i) use this Service to create, train, or
improve (directly or indirectly) a similar product or
service, including any other machine translation engine,
or (ii) use or retain translated text or any other data
from this Service for the purpose of creating, training,
or improving (directly or indirectly) a translation
system, product, or service.

23. **Speech on Device.**

a.
*TSS Updates and Models*.  When Customer
subscribes to TSS, Google may issue one or more product
and security Updates. Upon receipt of such Updates,
Customer will promptly install the same and permanently
delete any prior versions, updates and related language
models.  A valid subscription is required to Activate
Devices.

b.  *Scope of Use*.
Customer will not (either directly or via third parties),
and will not permit End Users to (i) use Speech on Device
or any components thereof to create, train, or improve
(directly or indirectly) a similar system, product or
service, including any other speech recognition or
synthesis engine; or (ii) use speech output data or any
other data from Speech on Device or any components thereof
for the purpose of creating, training, or improving
(directly or indirectly) a similar system, product or
service.  Customer agrees that Speech on Device may
only be accessed locally and not via other media, devices
or clients over an internal or external network or
server.

c.
*Representation and Warranty*. Customer represents
and warrants that it has all licenses, rights, consents,
and permissions required for: (i) Customer and Software
Users' respective performance of Activations; and (ii) use
of any Operating Systems, software, applications, and any
other data or content that Customer or Software Users
upload to or use in connection with Speech on
Device.

d.
*License Grant*.

(i)
*Perpetual License for Existing Activations*.
Provided that Customer and Software Users comply with the
terms of the Agreement, except as otherwise set forth
herein, the license granted to Customer for Speech on
Device is perpetual for those Devices in which Speech on
Device has already been Activated as of the effective date
of any expiration or termination of the agreement(s) under
which Google provides Speech on Device, but solely as
necessary for Customer's End Users to leverage Speech on
Device functionality (in its current release and without
further Updates) in already-Activated Devices. For
clarity, upon such termination or expiration, (A) no
further Updates shall be provided to Customer, and (B)
Customer shall permanently delete all language models
provided by Google. No license to retrain or (except to
the extent such restriction is expressly prohibited by
applicable law) reverse engineer components of Speech on
Device is granted or implied to Customer, Software Users
or End Users.

(ii)
*No Additional Activations*.  If the
agreement(s) under which Google agreed to provide Speech
on Device terminate(s) or expire(s), or if Google
exercises its rights pursuant to the last sentence of
Section 4f of the General Service Terms (Updates and
Maintenance) within these Service Specific Terms, then
Customer may not perform any additional Activations, nor
distribute Devices (either directly or via third parties)
after the effective date of any such
occurrence.

e.
*Self-Reporting*.  For Speech on Device
components purchased on a consumption basis, the following
terms also apply:

(i)
*Per-Device Fees*.  Customer will pay Per-Device
Fees for all Activations occurring in each Reporting
Period, as more particularly described in the
Documentation. For clarity, such Per-Device Fees are
assessed only once per Device on which Activation has
occurred.  Customer will provide Google with
Activation Reports in accordance with the Documentation,
and Google will invoice Customer for Per-Device Fees based
on the information provided in such reports, subject to
the audit and verification rights set forth
below.

(ii)
*Audit and Verification*.  Google may verify
information submitted by Customer to Google in Activation
Reports as further described below.

(A) At Google's written
request, Customer will provide Google with a certification
signed by a Customer director-level or higher verifying
the accuracy of information submitted by Customer to
Google in Activation Reports.

(B) On at least thirty (30)
days' prior written notice, Google may, at its expense
(subject to the paragraph immediately below), appoint a
nationally-recognized certified public accountant (CPA) or
independent auditor to examine and verify Customer's
Activation Reports (i) during Customer's ordinary business
hours; and (ii) in a manner so as to not unreasonably
disrupt or interfere with Customer's day-to-day
operations.

(C) If an audit reveals that
Customer has underpaid fees to Google, then Google will
invoice Customer, and Customer will pay Google for such
underpaid fees in accordance with the payment terms set
forth in the Agreement. If the amount of underpaid fees
exceeds 5% of the Per-Device Fees paid by Customer during
the preceding six-month period, then Customer will pay
Google's reasonable audit costs.

f.   *Definitions*.

(i) "Activate(d)" or
"Activation" occurs when a Device: (A) is produced,
created, manufactured or otherwise operated or controlled
(whichever occurs first) by Customer or Customer Personnel
and (B) embeds, contains or otherwise leverages Speech on
Device in any manner.

(ii) "Activation Report"
means information reported to Google by Customer in
accordance with the Documentation made available by
Google, detailing the quantity of new Activations having
occurred during an applicable Reporting Period, and other
information reasonably requested by Google.

(iii)  "Device" means
hardware (such as sensors, appliances or machines)
specifically approved by Google, upon which Customer may
Activate a single instance of Speech on Device.  For
clarity, an Operating System is not a Device.

(iv)  "Operating
System" means any operating system that: (i) Customer
uploads to, hosts on, or uses in connection with Speech on
Device; or (ii) Customer instructs Google to pre-load onto
Speech on Device servers.

(v)  "Per-Device Fees"
are Fees paid by Customer on a consumption basis.

(vi) "Reporting Period"
means each period in which Activations occurred and are
reported by Customer to Google in each Activation Report.

(vii)  "Speech on
Device" means the Premium Software containing libraries,
models, software development kits, and any software
related to running speech-to-text and text-to-speech
services locally on individual Devices.

(viii)  "Updates" means
all current versions, updates, and upgrades of Speech on
Device.  For clarity, references to "maintenance"
within Section 4 (Premium Software Terms) of the General
Service Terms in these Service Specific Terms include
Updates.

24.
**Visual Inspection AI**: Customer may download from
Visual Inspection AI containerized Solution Artifacts (as
described in the Documentation) based on a model
previously trained by Customer within the Service.
Customer can use a Solution Artifact only for the maximum
duration (in months) and number of cameras identified by
Customer in the Admin Console when downloading the
Solution Artifact. No license to retrain or reverse
engineer the components of the Solution Artifact is
granted or implied to Customer, and Customer is prohibited
from using the Solution Artifact beyond the duration and
number of cameras previously identified. If requested,
Customer will provide reasonable assistance and access to
information to verify that Customer's use of the Service
is in compliance with this paragraph.

**Industry Solution**

25. **Talent Solution.**
Customer will not (either directly or intentionally via
third parties) use the Service to create, train, or
improve (directly or indirectly) a similar or competing
product or service without Google's prior written
permission. Customer agrees to adhere to the service
limits (e.g., "queries-per-second") as defined within the
Documentation.

26. **Retail Search.**

a. Customer will not (either
directly or intentionally via third parties) use Retail
Search or any results provided by Retail Search to create,
train, or improve (directly or indirectly) a similar or
competing product or service to Retail Search. In addition
to any other available remedies, Google may immediately
suspend or terminate Customer's use of Retail Search based
on any suspected violation of these terms, and violation
of these terms is deemed violation of Google's
Intellectual Property Rights. Customer will provide Google
with any assistance Google requests to reasonably confirm
compliance with these terms.

b. When Customer is providing
query results as part of a Customer Application to other
businesses to present to their respective end users,
Customer may not cache such results.

c. If Customer provides
results for any query in a different order than the ranked
order returned by Retail Search ("Alternative Ranking"),
then Google will not provide any support (including TSS)
in relation to this Alternative Ranking.

d. If Customer has rights
under the Agreement or any other agreement to use Google
Brand Features in connection with Retail Search, then
Customer forfeits all such rights if Customer provides an
Alternative Ranking for any query.

**Bare Metal**

27.** Bare Metal Solution**

*a. Admin Console*. The
Admin Console will not be available to Customer for
management, monitoring, or administration of Bare Metal
Solution.

b.
*Data Processing and Security Terms*. Bare Metal
Solution provides non-virtualized access to underlying
infrastructure resources and, by design, has
characteristics different from the other Services offered
under the Agreement.

*i. Amendments*. The
Cloud Data Processing Addendum is amended solely with
respect to Bare Metal Solution as stated in this
subsection b.

A.
*Google's Third Party Auditor*. The definition of
"Google's Third Party Auditor" is amended as follows:
"Google's Third Party Auditor means a qualified and
independent third party auditor appointed by Google or a
Bare Metal Solution Subprocessor, whose then-current
identity Google will disclose to Customer upon request."

 B.
*Audited Services*. Bare Metal Solution is not an
Audited Service. With respect to Bare Metal Solution,
Google or its Subprocessor will: (1) obtain (x) ISO 27001
certification and PCI DSS Attestation of Compliance (the
"Compliance Certifications"); and (y) a SOC 1 Report and
SOC 2 Report (the "SOC Reports") and update such
Compliance Certifications and SOC Reports at least once
every 12 months, and (2) provide the Compliance
Certifications and SOC Reports to Customer in accordance
with Section 7.5.3 (Additional Business Terms for Reviews
and Audits) of the Cloud Data Processing Addendum. Google
may add standards at any time. Google may replace a
Compliance Certification or SOC Report with an equivalent
or enhanced alternative.

ii. *Subprocessors*.
Customer specifically authorizes Google to engage the
entities listed at the Bare Metal Solution Subprocessors
Page as of the Services Start Date ("Bare Metal Solution
Subprocessors") as Subprocessors for Bare Metal Solution.
Information about the Bare Metal Solution Subprocessors,
including their functions and locations, is available at
the Bare Metal Solution Subprocessors Page (as may be
updated by Google from time to time in accordance with the
Cloud Data Processing Addendum).

*iii. Inapplicable Terms*. The following terms in the
Cloud Data Processing Addendum (or similar successor
terms) are excluded with respect to Bare Metal Solution:

A. From Section 7.1.1
(Google's Security Measures): the phrase "encrypt personal
data";

 B. The subsections
from Appendix 2 Section 1(a), titled "Server Operating
Systems" and "Business Continuity";

 C. The subsections
from Appendix 2 Section 1(b), titled "External Attack
Surface," "Intrusion Detection," and "Encryption
Technologies"; and

 D. From Appendix 2
Section 3(a): the sentences "Google stores data in a
multi-tenant environment on Google-owned servers. Subject
to any Customer instructions to the contrary (for example,
in the form of a data location selection), Google
replicates Customer Data between multiple geographically
dispersed data centers."; or, if the Agreement authorizes
the resale or supply of Google Cloud Platform under a
Google Cloud partner or reseller program, the sentences
"Google stores data in a multi-tenant environment on
Google-owned servers. Subject to any Partner instructions
to the contrary (for example, in the form of a data
location selection), Google replicates Partner Data
between multiple geographically dispersed data centers."

 iv.
*Other Amendments*. Other than this Section b, no
terms in the Agreement that expressly amend, modify, or
supplement the Cloud Data Processing Addendum (as
then-currently available at
https://cloud.google.com/terms/data-processing-addendum
or, for partners, at
https://cloud.google.com/terms/partners-data-processing-addendum)
will apply to Bare Metal Solution.

 v.
*Customer Obligations*. Without limiting Google's
express obligations related to Bare Metal Solution,
Customer will take reasonable steps to protect and
maintain the security of Customer Data and any other
content stored on or processed through Bare Metal
Solution.

c.
*Representation and Warranty*. Customer represents
and warrants that it has all licenses, rights, consents,
and permissions that are required for Customer's and any
End User's use of any Operating Systems, software,
applications, and any other content that Customer or any
End User uploads to or uses in connection with Bare Metal
Solution.

d.
***Limitation of Liability*****. Notwithstanding anything to the contrary in the Agreement (except subject to any unlimited liabilities expressly stated in the Agreement), to the maximum extent permitted by law, each party's total aggregate Liability for damages arising out of or relating to Bare Metal Solution is limited to the greater of (a) the Fees Customer paid for Bare Metal Solution during the 12 month period before the event giving rise to liability and (b) $25,000.**

*e. ****Disclaimer*. Notwithstanding anything to the contrary in the Agreement (including the Cloud Data Processing Addendum), Google and its subcontractors are not responsible for any of the following in relation to Bare Metal Solution: (i) non-physical security, such as access controls, encryption, firewalls, antivirus protection, threat detection, and security scanning; (ii) logging and monitoring; (iii) non-hardware maintenance or support; (iv) data backup, including any redundancy or high-availability configuration; or (v) business continuity and disaster recovery policies or procedures. Customer is solely responsible for securing (other than physical security of Bare Metal Solution servers), logging and monitoring, maintaining and supporting, and backing up any Operating Systems, Customer Data, software, and applications Customer uses with, uploads to, or hosts on Bare Metal Solution.**

f. *Survival*. The
following subsections of these Bare Metal Solution Service
Specific Terms will survive expiration or termination of
the Agreement: d (Limitation of Liability); e
(Disclaimer); f (Survival); and i (Definitions).

g. *Ordering*. Except
for Bare Metal POCs (as defined below), Customer must
order Bare Metal Solution via an order form mutually
executed by Customer and Google.

h.
*Bare Metal Solution Proof of Concepts*. The
following additional terms apply to Bare Metal Solution
proof of concepts and trials ("Bare Metal Solution POCs"):

 i. Bare Metal Solution
POCs are deemed "Pre-GA Offerings" and are subject to the
Pre-GA Offerings Terms in the General Services Terms of
these Service Specific Terms.

ii. Customer may not use
Bare Metal Solution POCs in connection with any production
workloads.

i. *Definitions*.

"*Bare Metal Solution Subprocessors Page*" means the
URL located at:
https://cloud.google.com/bare-metal/subprocessors.

"*Operating Systems*"
means any operating systems that: (i) Customer uploads to,
hosts on, or uses in connection with Bare Metal Solution;
or (ii) Customer instructs Google to pre-load onto Bare
Metal Solution servers.

"*Services Start Date*"
means the start date stated in the order form, or if no
date is specified, the date Google first makes Bare Metal
Solution available to Customer.** **

**Migration**

28. Transfer Appliance
Service. In performing the Transfer Appliance Service,
Google will attempt to provide Customer with the requested
Transfer Appliance model, subject to availability. Google
will provide technical support for the Transfer Appliance
Service only as described in the Documentation. Google may
use Subprocessors (as defined in the Cloud Data Processing
Addendum) in providing the Transfer Appliance Service. The
Transfer Appliance Materials are at all times owned by
Google, with no transfer of title to Customer.

In case of cross-border
shipments of Transfer Appliance Materials, Customer may be
responsible for export clearance, Google may designate a
carrier to act as Customer's agent with the relevant
customs and tax authorities to import or export the
Transfer Appliance Materials, and Customer will cooperate
with Google and its carrier, including providing export
classification information and acting as the importer or
exporter of record.

While Transfer Appliance
Materials are in its control, Customer is responsible for
any loss or damage and will use appropriate security
measures to protect them. Customer will not permit any
Transfer Appliance Materials to leave the U.S. state or
non-U.S. country to which they were shipped (except as
directed in writing by Google or its Subprocessors).

As part of the Transfer
Appliance Service, Google may temporarily move the
applicable Customer Data to a staging bucket within a
Google-owned project accessible to Customer and shortly
after delete such Customer Data from the Transfer
Appliance Materials. Completion of Customer's
decompression and decryption of such Customer Data (or
failure to do so within a reasonable number of days
specified by Google) will constitute an instruction to
Google to delete the applicable Customer Data from the
staging bucket. Customer is solely responsible, under its
own Project, for any virtual machine instance and
destination buckets in which Customer desires to
decompress and decrypt the applicable Customer Data.

Proper functioning of the
Transfer Appliance Service is highly dependent on
Customer's computing environment. Customer's sole remedy
in connection with any unsuccessful attempt to complete
the Transfer Appliance Service is for Google to use
reasonable efforts to re-perform the Transfer Appliance
Service.

"*Transfer Appliance Materials*" means the materials
provided by Google or its Subprocessors in connection with
the Transfer Appliance Service, including hardware and
software.

29.
**Google Distributed Cloud Edge Appliance Service.**
The Service Specific Terms for Transfer Appliance Service
(directly above) are also applicable to Google Distributed
Cloud Edge Appliance Service (with "Google Distributed
Cloud Edge Appliance" replacing "Transfer Appliance" in
each instance), except for the paragraph that begins, "As
part of the Transfer Appliance Service…", which does not
apply to Google Distributed Cloud Edge Appliance Service.

**Security and Identity **

30.** Assured
Workloads.** Assured Workloads enables Customer
to apply location and Google personnel controls in an
Assured Workloads environment via the Admin Console to
support Customer's compliance requirements. Google will
provide TSS for Assured Workloads in accordance with such
Customer-selected controls. It is Customer's
responsibility to determine whether Customer-selected
Admin Console controls are adequate for Customer's
purposes. Google's data location commitments under General
Service Terms Section 1 (Data Location) apply to Assured
Workloads. In addition, Assured Workloads provides
Customers the ability to prevent Google persons located
outside the Customer-selected Region from accessing
Customer Data in an Assured Workloads environment. The
Service does not limit the locations from which Customer
or Customer End Users may access Customer Data or to which
they may move Customer Data.

31.** Access
Approval.** Use of Access Approval may
increase support response times, and Customer will be
responsible for any disruption or loss as a result of
Customer denying or delaying approval via Access Approval.
The SLAs do not apply to any Service disruption impacted
by Customer's use of Access Approval.

32.** Cloud Identity
Services.** The following terms apply only
to the Cloud Identity Services provided under this
Agreement:

a. *Customer Domain
Name*. Customer is responsible for obtaining and
maintaining any rights necessary for use of the Customer
Domain Names in connection with the Cloud Identity
Services.

b. *Administration of the
Cloud Identity Services*. Customer may specify
through the Cloud Identity Services one or more
Administrators who will have the rights to access Admin
Account(s) and to administer the Cloud Identity Services.
Customer is responsible for all activities of the
Administrators and in connection with the Admin
Account(s).

c. *Use of Google
Workspace Components*. Customer's use of the Google
Workspace Components are subject to any applicable
provisions of the then-current Google Workspace Service
Specific Terms at
https://workspace.google.com/intl/en/terms/service-terms/,
which provisions are incorporated by reference into this
Agreement.

d. *Additional
Products*. Google makes optional Additional Products
available to Customer and Customer End Users through the
Cloud Identity Services. Customer's use of Additional
Products is subject to the Additional Product Terms.

e. *Governing
agreement*. If this Agreement and a separate Google
Workspace agreement both apply to Customer's use of Cloud
Identity Services under the Account, then (a) Customer's
Google Workspace agreement will govern those Cloud
Identity Services for as long as it remains in force; (b)
if this Agreement remains in force when Customer's Google
Workspace Agreement expires or terminates, then this
Agreement (including this section) will govern Customer's
continued use of those Cloud Identity Services under the
Account; and (c) if this Agreement is no longer in force
when Customer's Google Workspace agreement expires or
terminates, then the terms at
https://cloud.google.com/terms/identity
will govern Customer's continued use of the Cloud Identity
Services under the Account. This section will survive
expiry or termination of this Agreement.

f. *Definitions*.

"*Additional
Products*" means products, services and applications
that are not part of the Services but that may be
accessible for use in conjunction with the Services.

"*Additional Product
Terms*" means the then-current terms at
https://workspace.google.com/intl/en/terms/additional_services.html.

"*Admin Account(s)*"
means the administrative account(s) provided to Customer
by Google for the purpose of administering the Cloud
Identity Services. The use of the Admin Account(s)
requires a password, which Google will provide to
Customer.

"*Administrators*"
mean the Customer-designated technical personnel who
administer the Services on Customer's behalf.

"*Customer Domain
Names*" mean the domain names owned or controlled by
Customer, which will be used in connection with the Cloud
Identity Services and specified in the applicable order
form.

"*Google Workspace
Components*" has the meaning given in the
then-current services summary for Cloud Identity Services
at
https://cloud.google.com/terms/identity/user-features.

"*Google Workspace*"
means the then-current services described at
https://workspace.google.com/terms/user_features.html

33.** Security Command
Center.**

*a. Service Configuration*. Customer acknowledges and
agrees that (i) Customer must exclude individual resources
by following the instructions described in the
Documentation if Customer doesn't want Security Command
Center to scan Customer's entire Organization, and (ii)
Security Command Center will not detect all
misconfigurations, vulnerabilities and threats in
Customer's Organization.

*b. Access Control*.
Customer acknowledges and agrees that the Security Command
Center Standard dashboard only supports granting roles at
the Organization level, while Security Command Center
Premium supports granting IAM roles at the Organization,
Folder, or Project levels. Organization-level roles are
not suitable for all use cases, particularly for sensitive
applications or compliance standards that require strict
access controls. Customer acknowledges and agrees that, to
create fine-grained access policies, Customer must grant
roles at the Folder or Project levels by following the
instructions described in the Documentation.

*c. Active Scanners*.
Customer acknowledges and agrees that active scanners may
adversely affect the reliability of a Customer Application
and may not be suitable for use in a production
environment.

34. **Firebase
Authentication and Identity Platform.**

a. *Phone
Authentication*. Google temporarily stores phone
numbers provided for authentication to improve spam and
abuse prevention across Google services. Phone numbers are
not logically isolated for a given customer's end users.
Customer should obtain appropriate end-user consent before
using the Firebase Authentication or Identity Platform
phone number sign-in service.

b. *Other Authentication
Services*. Use of Google Sign-In for authentication
is subject
to Google's API Services: User Data Policy.
Google is not responsible for any third-party sign-in
service used with Firebase Authentication or Identity
Platform.

c. *reCAPTCHA Notice
Requirement*. Customer agrees to explicitly inform
Customer End Users of phone authentication features that
their use of reCAPTCHA is subject to the
Google Privacy Policy and Terms of Use.
For users in the European Union, you and your
Application(s) must comply with
the EU User Consent Policy.
Customer acknowledges and understands that reCAPTCHA works
by collecting hardware and software information, such as
device and application data, and sending this data to
Google for analysis. The information collected in
connection with Customer End Users' use of reCAPTCHA will
be used for improving reCAPTCHA and for general security
purposes. It will not be used for personalized advertising
by Google.

35. **Web Security
Scanner.** Customer acknowledges that Web
Security Scanner may adversely affect the reliability of a
Customer Application and may not be suitable for use in a
production environment. Web Security Scanner will not
detect all vulnerabilities in a Customer Application.

36. **reCAPTCHA
Enterprise.**

a. *Information*.
reCAPTCHA Enterprise works by collecting hardware and
software information, such as device and application data,
and sending this data to Google for analysis. The
information collected in connection with Customer's use of
the reCAPTCHA Enterprise Service will be used for
providing, maintaining, and improving reCAPTCHA Enterprise
and for general security purposes. It will not be used for
personalized advertising by Google.

b. *Privacy Policy*.
Customer will provide and adhere to a privacy policy for
its API client that clearly and accurately describes to
applicable Customer End Users what user information
Customer collects and how Customer uses and shares such
information (including for advertising) with Google and
third parties. Customer will be responsible for providing
any necessary notices or consents for the collection and
sharing of this data with Google. Customer and its API
client(s) will comply with
the EU User Consent Policy.

c. *Terms.* Customer
agrees to explicitly inform applicable Customers End Users
that Customer has implemented reCAPTCHA Enterprise on its
properties and that Customer End Users' use of reCAPTCHA
Enterprise is subject to
the Privacy Policy and Terms of Use.
reCAPTCHA Enterprise may only be used to fight spam and
abuse on Customer's properties, and not for any other
purposes, such as determining credit worthiness,
employment eligibility, financial status, or insurability
of a user.

37. **Web
Risk.**

a. *Attribution*.
Customer may display a warning about unsafe web resources
for a particular site based on verification against
Google's list of unsafe sites, if Customer provides
attribution and conspicuous notice that the reliability
and accuracy of the protection cannot be guaranteed using
language similar to the "Advisory Notice" subsection
below.

b. *Data Refresh*.
Customer will not treat a URL from Google's list as an
unsafe web resource, such as by showing users a warning
about the site or blocking access to it, unless the
applicable Customer Application has received from Google
updated information (via the applicable API method) before
the expiration time provided by the applicable API
response or within 30 minutes if no expiration time is
specified.

c. *Advisory Notice*.
Google works to provide the most accurate and up-to-date
information about unsafe web resources, but cannot
guarantee that its information is comprehensive and
error-free: some risky sites may not be identified, and
some safe sites may be identified in error.

d. *Evaluate and
Submission APIs*. The Evaluate API gives Customer
client applications the option to evaluate the
maliciousness of URLs by receiving a score instead of a
binary result. The Submission API provides Customer with
the ability to voluntarily send to Google URLs Customer
suspects are unsafe. Google uses URLs and associated data
submitted through the Evaluate API or Submission API
("Submitted URLs") and corresponding scores to provide,
maintain, protect and improve Google's products and
services, including Google's list of unsafe web resources.
Google may also share Submitted URLs with third parties,
including other Google customers and users. Submitted URLs
are not Customer Confidential Information or Customer
Data.

38. **BeyondCorp
Enterprise**

a. *Chrome Browser Cloud
Management**.*** In order to use
BeyondCorp Enterprise Threat and Data Protection Services:

 i. Customer agrees to
the online Chrome Browser Cloud Management License
Agreement (available
at https://cloud.google.com/terms/chrome-enterprise/chrome-browser-cloud-management)
(the "CBCM Agreement"); and

ii. Customer acknowledges
and agrees that Customer must enable "Chrome Enterprise
Connectors" in the Chrome Browser Cloud Management section
of the Admin Console.

b. *Advisory Notice*.
Google works to provide the most accurate and up-to-date
information about unsafe web pages and malware, but cannot
guarantee that its information is comprehensive and
error-free. Some potentially risky sites and files may not
be identified, and some safe sites and files may be
identified in error.

c. *Threats*.
BeyondCorp Enterprise's Threat and Data Protection
Services (as described
at https://cloud.google.com/terms/services)
work by aggregating threat intelligence. BeyondCorp
Enterprise analyzes (i) URLs visited by Customer's End
Users on supported browsers and proxies, to identify
unsafe web pages and (ii) content of files uploaded and
downloaded by Customer's End Users to and from supported
browsers and proxies, to identify malware (such unsafe web
pages or malware, "Threats"). When BeyondCorp Enterprise
checks for Threats, the URL or a file hash and the result
of the analysis are temporarily stored in a Google global
cache for performance-related purposes. Customer
acknowledges and agrees that Customer URLs and file hashes
that BeyondCorp Enterprise identifies as Threats are not
Customer Confidential Information or Customer Data and
Google may use such URLs and file hashes to provide,
maintain, protect and improve Google's products and
services, including Google's lists of Threats.

d.
**BCE app connector. **Customer agrees to install
Software for BCE app connector in Customer's private data
center or other non-Google cloud environments in
accordance with the minimum specifications described in
the Documentation. Customer acknowledges and agrees that
it is Customer's responsibility to maintain its base
virtual machine running this Software with software
updates and security patches in accordance with Customer's
information and security policies. Customer authorizes
Google to connect and maintain the Software in order to
provide connectivity for the applications accessed by
Customer via BCE app connector.

e.
**BCE client connector.**  Customer agrees to
install Software for BCE client connector on Customer's
endpoint devices. Customer acknowledges and agrees that,
by using BCE client connector, its End Users' traffic to
private applications on Google Cloud or other non-Google
cloud environments will be routed securely via the path
established by the Service. Customer authorizes Google to
connect and maintain the Software in order to provide
connectivity for the applications accessed by Customer via
BCE client connector.

39. **Certificate
Manager.** Customer authorizes Google Cloud
to apply for and obtain publicly trusted SSL/TLS
certificates from third-party or Google-managed
certificate authorities for domains operated and
controlled by Customer ("Customer Domains") pursuant to
the CA/Browser Forum Baseline Requirements or any
applicable successor requirements ("Requirements").
Customer represents and warrants that it operates and
controls the Customer Domains and will revoke the
authorization from Google when Customer ceases to operate
and control a Customer Domain. Google may revoke a
certificate as required by the Requirements or for failure
to comply with the AUP.

**Google Distributed Cloud**

40.** Google Distributed Cloud Edge**

*a. Equipment*. Google
will make the hardware equipment identified in the Google
Distributed Cloud Edge ("**GDCE**") Order Form
available to Customer ("**Equipment**") to be hosted in
facilities owned, operated by or licensed to the Customer
identified in the Order Form (the
"**Customer Location**"). Customer will be liable for
any loss of or damage to the Equipment while in Customer's
possession.

*b. Installation Support*. Google will be responsible
for installation of the Equipment at the Customer
Location. Google may provide additional installation
support on-site or via remote assistance. Each party will
provide qualified personnel on-site at the Customer
Location as required to assist throughout the Equipment
installation process. Customer may not use, install or
otherwise access the Equipment prior to installation.

*c. Maintenance and Repairs*. Google will be
responsible for any maintenance or repairs to the
Equipment. Customer agrees to provide a named Customer
representative on-site during repairs and reasonably
cooperate with Google upon request on any maintenance or
troubleshooting activities related to the Equipment.
Google may repair or replace defective Equipment at its
sole discretion. Google engineers have SSH access to the
Equipment in order to remotely monitor and maintain the
GDCE Services.

d.
*Onsite Requirements*.

i. In the event Google needs
to access the Customer Location, Customer will: (a)
provide Google authorized personnel with prompt and
reasonable access to the extent necessary to perform
installation, maintenance, or any other activities
requiring Google authorized personnel to access the
Customer Location; and (b) follow any written instructions
provided by Google during the Equipment installation
process.

ii. Google authorized
personnel will comply with Customer's reasonable onsite
policies and procedures communicated in writing by
Customer prior to the commencement of the Equipment
installation process; and (b) provide written instructions
to Customer during the installation process detailing any
installation procedures and activities for Customer to
perform.

iii. These terms supersede
and replace any terms, conditions, or agreements
("**Onsite Terms**") that Google authorized personnel
may be required to accept, sign, or consent to as part of
Customer's standard onsite access procedures and none of
those Onsite Terms will apply to Google or Google
personnel. Google personnel may include third party
subcontractors.

e.
*Technical Support Services*. Google will provide
remote technical support services to Customer, which may
include (as determined by Google) software updates made
available to the Equipment.

f.
*Customer Location Assessment*. Customer is solely
responsible for ensuring that the Customer Location is
suitable in all respects to support the installation and
maintenance of the Equipment in accordance with the GDCE
Installation Requirements.

*g. Additional Equipment Use Terms*. Customer's use
of the Equipment is subject to the following additional
terms:

i. *Prohibitions*.
Customer may not: (1) sublicense, loan, sell, rent, or
lease the Equipment or any portion thereof; (2) intercept,
capture, or modify the contents of any data, other than
Customer Data, transmitted between the Equipment and the
Google Cloud network; (3) pledge or grant a security
interest in the Equipment, or dismantle, export, move, or
otherwise re-locate Equipment other than as expressly
approved by Google in writing, or (4) photograph, video
record, capture screenshots, or create an image of the
Equipment, in whole or in part, in any format. Customer
will not have the capability or right to modify, replace,
or interfere with any software installed on the Equipment.

ii.
*Equipment Ownership*. All ownership rights and title
in and to the Equipment remain with Google, or its
licensors. Customer acknowledges that as between Customer
and Google, Customer has no ownership rights in the
Equipment or any part of the Equipment and notwithstanding
any other term of the Agreement, Google retains exclusive
ownership and control of the Equipment.

h.
*Amendments to the Agreement*. GDCE Services are not
deployed at a Google data center and, by design, have
characteristics different from the other services offered
under the Agreement. As a result, the following terms
apply:

*i. Inapplicable Provisions*. Any Google commitments
in the Agreement (including the Cloud Data Processing
Addendum ("**CDPA**")) or associated security
documentation (including whitepapers) that depend on
Google's operation of a Google data center do not apply to
GDCE Services.

ii. *Other Amendments*.
Other than this subsection (h), no terms in the Agreement
that expressly amend, modify, or supplement the CDPA as
then-currently available at
https://cloud.google.com/terms/data-processing-addendum
or, for partners, at
https://cloud.google.com/terms/partners-data-processing-addendum)
will apply to GDCE Services.

iii. *Audits*. GDCE
Services are not Audited Services under the CDPA, and are
not covered by the Security Documentation or subject to
the "Reviews and Audits of Compliance" Section of the
CDPA.

*iv. CDPA*
*Amendments*. The CDPA is amended as follows, solely
with respect to GDCE Services:

A. References to "Google's
systems" in Sections 6.1 and 7.1.1 will be replaced with
"the EquipmentA.

B. Section 6.2 is deleted in
its entirety and replaced with the following:

"6.2
*Return or Deletion at the end of the Term*. Customer
instructs Google to delete all remaining Customer Data
(including existing copies) from the Equipment at the end
of the Term in accordance with applicable law. If Customer
wishes to retain any Customer Data after the end of the
Term, it may export or make copies of such data prior to
the end of the Term. Google will comply with the
Instruction in this Section 6.2 as soon as reasonably
practicable and within a maximum period of 180 days,
unless European Law requires storage."

C. The following line is
added to the end of Section 10.1 (Data Storage and
Processing Facilities): "or where the Customer Location is
located."

*v. Security Measures*.
Except as specified in Section 2 (Personnel Security) and
Section 3 (Subprocessor Security) of the following
Appendix 3, solely with respect to GDCE Services (A) the
following Appendix 3 replaces in its entirety the Appendix
2: Security Measures of the Cloud Data Processing
Addendum, and (B) any references in the Agreement to
"Security Measures" will refer to Appendix 3 below.

**Appendix 3: Google Distributed Cloud Edge Security Measures**

As from the Terms Effective
Date, solely with respect to GDCE Services, Google will
implement and maintain the Security Measures described in
this Appendix 3.

**1. Local Machines and Network Security**

**Local Machines. **Customer Data is solely stored on
the Equipment to be deployed in a Customer Location.

**Server Operating Systems.** Google servers use a
Linux based implementation customized for the application
environment. Google employs a code review process to
increase the security of the code used to provide the GDCE
Services and enhance the security products in GDCE
production environments.

**Encryption Technologies.** Google makes HTTPS
encryption (also referred to as SSL or TLS connection)
available and allows for encryption of data in transit.
Google servers support ephemeral elliptic curve
Diffie-Hellman cryptographic key exchange signed with RSA
and ECDSA. These perfect forward secrecy (PFS) methods
help protect traffic and minimize the impact of a
compromised key, or a cryptographic breakthrough. Google
also makes encryption of data at rest available, using at
least AES128 or similar.  GDCE Services have a CMEK
integration; more information can be found here:
https://cloud.google.com/kms/docs/cmek.

**Connection to Cloud VPN**. Google allows Customer to
enable and configure a strong, encrypted interconnection
between the Equipment and Customer's Virtual Private Cloud
using Cloud VPN through an IPSEC VPN connection.

**Bound Storage.**
Customer's data storage is bound to the server. Should a
disk be stolen or copied at rest, the contents of such
disk will be unrecoverable outside of the server.

** 2.**
**Personnel Security**

Section 4 of Appendix 2
(Security Measures) continues to apply.

** 3.**
**Subprocessor Security**

Section 5 of Appendix 2
(Security Measures) continues to apply.

*i. Customer Obligations*. Without limiting Google's
express obligations related to GDCE Services, Customer
will take reasonable steps to protect and maintain the
security of Customer Data and any other content stored on
or processed through GDCE Services.

*j. Cooperation*.
Customer will provide reasonable and timely cooperation in
connection with Google's provision of the GDCE Services
(including compliance with the GDCE Installation
Requirements). Google will not be liable for a delay
caused by Customer's failure to provide Google with
information, consents, or access to Customer facilities,
networks, or systems required for Google to provide the
GDCE Services.

k.
***Disclaimer*****. Google and its subcontractors are not responsible for any of the following in relation to GDCE Services: (i) data backup, including any redundancy or high-availability configuration; or (ii) business continuity and disaster recovery policies or procedures.**

*l. Return of Equipment*. Upon termination or
expiration of the Term, Customer will: (i) immediately
stop using the Equipment; and (ii) cooperate with Google
(or Google's designated subcontractor) in any necessary
wind-down activities, including making a named Customer
representative available at Customer Location and, if
applicable, making the Equipment available in its original
condition (reasonable wear and tear excepted) for Google's
designated courier to collect within thirty (30) days of
the effective date of termination or expiration
("**Return Date**"). If Customer fails to abide by the
preceding sentence, Google will have the right to: (A)
charge Customer and Customer will pay the fair market
value of the Equipment; or (B) recover and take possession
of such Equipment, and for this purpose may, upon at least
30 days' written notice, enter the Customer Location
during normal working hours to remove the Equipment.

*m. Survival*. The
following subsections of these GDCE Service Specific Terms
will survive expiration or termination of the Agreement:
(k) Disclaimer; (l) Return of Equipment, (m) Survival; and
(p) Definitions.

*n. Ordering*. Except
for GDCE proofs of concept and trials, Customer must order
GDCE Services via an order form mutually executed by
Customer and Google.

o.
*GDCE Proof of Concepts*. GDCE proof of concepts and
trials are "Pre-GA Offerings" subject to the Pre-GA
Offerings Terms in the General Services Terms of these
Service Specific Terms and may not be used in connection
with production workloads.

*p. Definitions.*

"*GDCE Services*" means
the Services described under the "Google Distributed Cloud
Edge" section at
https://cloud.google.com/terms/services.

"*GDCE Installation Requirements*" means the terms
set forth at:
https://cloud.google.com/distributed-cloud-edge/docs/requirements.

"*Google*" as used in
this section also includes Google Affiliates.

**Sovereign Controls by Partners**

41.** Sovereign Controls by Partners.**

a.
 *Applicability of Solution.* This section
applies only to customers who have entered into a contract
for the receipt of a Sovereign Controls by Partners
solution (a "**Solution**") with Google and/or a
Partner or Reseller (as applicable) (each such customer, a
"**Sovereign Customer**"). In order to use a Solution
as a Sovereign Customer, Customer must obtain certain
services from third party partners
("**Sovereign Controls Partners**") as described in
subsection (b) and have a valid contract with the
applicable Sovereign Controls Partner relating to the
provision of those services.

b.
*Customer Responsibilities. *Customer acknowledges
and agrees that (1) the sovereign controls provided by the
Solution only apply to those Services listed at
https://cloud.google.com/terms/in-scope-sovereign-cloud,
as such URL may be updated from time to time
("**In-scope Google Services**"), and (2) the Solution
requires Customer's use of an external key management
system that is not maintained by Google (and which may be
provided by the Sovereign Controls Partner under terms
agreed between Customer and Sovereign Controls Partner)
(such system, the "**EKM**"). Customer is responsible
for receiving the Sovereign Partner services from the
Sovereign Controls Partner.

c.
*Applicability of Terms to In-scope Google Services. *Except
as expressly specified otherwise in this section, the
relevant parts of these Service Specific Terms that apply
to each of the In-scope Google Services will also apply to
those Services.

d. *Partner Access*.
Customer authorizes Google to share, with the relevant
Sovereign Controls Partner, Customer contact information,
metadata, log data, and configuration data from the
Services used in the Customer environment applicable to
the Solution. Google is not responsible for a Sovereign
Controls Partner's handling of such data.

e.
 *Key Access Justifications*. Customer
acknowledges and agrees that Google will transmit an
accurate justification to the EKM for each request to
obtain key access to decrypt Customer Data for supported,
generally-available Services, pursuant to terms agreed
between the third party EKM provider and Google (if
applicable). Once an EKM provider receives a
justification, they are responsible for determining
whether to grant Google the requested key access, in
accordance with the applicable terms between Customer and
the EKM provider. Google is not responsible if the
operation or functionality of the Services is impacted
because Google cannot obtain a key access needed for such
operation or functionality.

f.
*Security Controls. *Google will implement controls
restricting the locations where Customer may configure the
In-scope Google Services in accordance with General
Service Terms Section 1 (Data Location). Customer may use
the Solution to prevent Google Premium or Enhanced Support
personnel located outside a selected jurisdiction or
region from accessing Customer Data in the Customer
environment applicable to the Solution.

**Healthcare and Life Sciences**

42.
**Healthcare Data Engine (HDE).**

*a. Solution Requirements*. Customer will comply with
the solution requirements as outlined in the
Documentation.

*b. Compliance*. HDE may
transmit to Google metering information from aggregated
Customer Data for billing and compliance verification
purposes. Customer will not disable or interfere with the
transmission of such information, including through
modifications to the solution configurations, as specified
in the Documentation.

*c. Deletion*. If the
Agreement or Customer's subscription to HDE terminates or
expires, then Customer will stop using HDE and delete all
HDE deployment code, HDE starter maps, and HDE docker
images from Customer's Account. Customer may retain
mapping and reconciliation configurations created by the
Customer.

**Media and Gaming**

43.** Transcoder API. **Customer represents and
warrants that it has all licenses, rights, consents, and
permissions that are required to transcode, decode, and
encode its content in the applicable format in connection
with Transcoder API.

**Additional Definitions**

"*Cloud Locations Page*" means
https://cloud.google.com/about/locations.

"*Documentation*" means the then-current Google
documentation made available by Google to its
customers for use with the Services at
https://cloud.google.com/docs/.

"*Multi-Region*" means a defined set of Regions.

"*Organization*" and "*Folder*" have the
meanings described at
https://cloud.google.com/resource-manager/docs/cloud-platform-resource-hierarchy.

"*Region*" means a region from which a particular
Service is offered, as identified at the Cloud Locations
Page.

1. **Disclaimer**. Google's suppliers will
have no liability arising out of or relating to the
Agreement.

2. **Red Hat Enterprise Linux**.

Customer's use of the Red Hat
Enterprise Linux product, provided by Google in
conjunction with Compute Engine, is subject to the terms
and conditions stated
at https://www.redhat.com/licenses/cloud_cssa/.

3. **Microsoft Products**.

Customer's use of the
Microsoft products, which may include associated media,
printed materials, and "online" or electronic
documentation (individually and collectively, "Microsoft
Products"), provided by Google in conjunction with any
applicable Service(s) is subject to the terms and
conditions stated at
https://cloud.google.com/terms/service-terms/microsoft.

4. **NVIDIA Drivers**.

The NVIDIA software
components used in conjunction with the Services are
subject to the terms and conditions stated at
https://cloud.google.com/terms/service-terms/nvidia.
In addition, the following NVIDIA software components may
be used solely with the Services for compute and offline
graphics purposes: GRID, Tesla Driver, Cuda Toolkit,
cuDNN, TensorRT, NVENC, NVCUVID, NVML, and nvidia-aml.

1. **Committed Units.**

a. *Selection and
Commitment*. Customer may have an option to request
Committed Units via the Services (for example, in the
Admin Console or through a Google API) or in an Order
Form. If Google accepts the request, then notwithstanding
the payment terms in the Agreement, Customer will pay the
Fees for those Committed Units during the Committed Unit
Term selected by Customer, whether or not they are used,
as stated at the Fees URL for the applicable SKU.

b. *Renewal*. Unless
otherwise stated in the Admin Console or other
documentation, at the end of each Committed Unit Term, the
Committed Unit selection will automatically renew for the
same Committed Unit Term at the same quantity throughout
the Term until Customer selects in the Admin Console to
stop renewing or either party notifies the other party in
writing to cancel the renewal.

c. *Cancellation and
Expiration*. Committed Unit purchases may not be
cancelled or refunded after they are placed, but if Google
serves notice to non-renew the Agreement, terminates the
Agreement (other than for Customer's material breach), or
discontinues providing the Services applicable to the
Committed Units, Google will refund Customer any unused
prepaid Fees following the expiration or termination of
the Agreement, or discontinuance of the relevant Services,
as applicable. Any use of the Services after
cancellation or expiration of the Committed Units will be
billed at standard Fee rates.

d. *No Resell or
Transfer*. Unless Google agrees otherwise, Customer
may not resell or transfer Committed Units.

2. **Subscription Offerings.**

a. *Subscription
SKUs*. Certain SKUs may be offered on a subscription
basis (each, a "Subscription Offering"). Each Subscription
Offering may be a single Service or Software item, or a
package of two or more Services or Software items. The
details of each Subscription Offering ("Subscription
Details") will be stated (i) at the Fees URL or elsewhere
in the Services, the Admin Console, or Documentation, or
(ii) in an Order Form or other written agreement between
Google and Customer. The Subscription Details will include
the duration of the subscription ("Subscription Term"),
the amount of permitted usage of the applicable
Subscription Offering during the Subscription Term (e.g.,
usage per month) ("Subscription Usage"), minimum
Subscription Usage (if applicable), and the applicable
pricing. If the Subscription Offering is a package of two
or more Services or Software items, the Subscription
Details may also list the different components packaged
into the Subscription Offering. Customer may request to
purchase a Subscription Offering via the Services (for
example, in the Admin Console or through a Google API) or
in an Order Form or other written agreement between Google
and Customer, as applicable. If Google accepts Customer's
request to purchase a Subscription Offering, then
notwithstanding the invoicing and payment terms in the
Agreement, Google will invoice or charge Customer for the
Subscription Offering, and Customer will pay Google,
during the Subscription Term (including during any renewal
Subscription Term) as specified in the Subscription
Details. Further, unless otherwise specified in the
applicable Subscription Details, Google reserves the right
to issue additional invoices or charges to Customer in
arrears if Customer's usage of a Subscription Offering
exceeds the Subscription Usage, with the pricing listed at
the Fees URL applying to that excess usage, unless
otherwise agreed by the parties.

b. *Renewal*.
Unless (i) otherwise specified in the Subscription
Details, or (ii) either party provides the other party
with notice of non-renewal at least 30 days before the end
of the then-current Subscription Term, at the end of each
Subscription Term, Customer's access to the Subscription
Offering will automatically renew, with the renewal
Subscription Term duration and Subscription Usage as
described in the Subscription Details.

c. *Cancellation*.
Unless otherwise specified in the Subscription Details,
Customer may not terminate a Subscription Offering before
the end of the Subscription Term. If a particular
Subscription Offering is indicated as terminable in the
Subscription Details, then Customer may terminate the
Subscription Offering before the expiration of the
Subscription Term, and Google may charge a termination fee
("Termination Fee"), as specified in the Subscription
Details. Further, Customer may be required to give
extended notice before termination of any Subscription
Offering, as specified in the Subscription Details.
Notwithstanding any term to the contrary in the Agreement,
(i) if Customer has entered into a Google Cloud Platform
Order Form under the Agreement for the purchase of
Services on an on-demand basis, then the Subscription Term
will also terminate immediately upon termination of such
Google Cloud Platform Order Form (and Customer will be
charged the Termination Fee, if applicable), and (ii) upon
termination of the Subscription Term, Customer may
continue to use Google Cloud Platform, and pricing for the
Service(s) or Software that are part of the Subscription
Offering will be as stated at the Fees URL or as otherwise
agreed by the parties (if available on a non-subscription
basis).

3. **Additional Definitions.**

"*Committed Units*" means (i) a specified quantity
of the Services (e.g., App Engine virtual machine instance
hours, Compute Engine virtual machine instances or cores,
BigQuery slots, etc.) designated by Customer, which may
include a specified machine type, region, zone, query
capacity, and period of time to use; or (ii) a specified
amount of credits to be purchased for expenditure on one
or more specified Services during a specified time period.

"*Committed Unit Term*" means the period of time
within the Term during which Customer is obligated to pay
for the Committed Units.

"*Documentation*" means the then-current Google
documentation made available by Google to its customers
for use with the Services
at https://cloud.google.com/docs.

"*Fees URL*"
means https://cloud.google.com/skus.

*"Order Form" *means an order form executed by
Customer and Google or an order placed by Customer via a
Google website, in either case specifying the Services
Google will provide to Customer.

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