Background Information

If your organization is interested in a partnership with Kormo, please verify that the Contact Information below is
correct and that the person listed is a qualified representative from your organization.

Effective Date
2019-12-02 22:56 PST-US/Pacific

Agreement

KORMO EARLY ACCESS AND CO-MARKETING AGREEMENT

This Early Access and Co-Marketing Agreement (the "Agreement") is entered into as of the date you click
the “Accepted” button below (the “Effective Date”) by and between the party agreeing to these terms
(“Company”) and Google Asia Pacific Pte Ltd. with offices at 70 Pasir Panjang Road, #03-71, Mapletree
Business City, Singapore 117371 ("Google"). Through this Agreement, Google is inviting Company to
participate in its testing and development program(s) (each, a “Testing Program”) to help Google
improve its products for Company and other Google users. This Agreement also governs the parties’
participation in the marketing activities related to Google’s Area 120 Project Kormo (“Kormo”) identified in
Attachment A (the “Marketing Activity”).

The parties hereby agree as follows:

1. TESTING; MARKETING AND PROMOTIONAL ACTIVITIES.

1.1 Test Products. In each Testing Program, Google may give Company access to certain
products (including software and pre-release technology) that are not yet suitable for use in a
production environment (each, a “Test Product”). Google will not provide any compensation for
Company’s participation in the Testing Program(s).

1.2 Feedback. In connection with the Testing Program(s), Google may ask Company to provide
feedback (“Feedback”). If Company provides Feedback, it must (A) be truthful; (B) originate only
from Company; and (C) not contain any third party’s Confidential Information.

1.3 In support of the Marketing Activity, each party will perform its respective obligations as set
forth in further detail in Attachment A. Except as expressly set forth herein, each party is
responsible for its own expenses incurred under this Agreement.

2. INTELLECTUAL PROPERTY RIGHTS

2.1 Testing License. Subject to the terms of this Agreement (including Subsection (A)
(Instructions; Policies; Misuse)), Company may use the Test Products during the Agreement term
solely in a non-commercial environment, unless Google explicitly permits a broader scope of use
in writing.

(A) Instructions; Policies; Misuse. When Company uses the Test Products:
 (1) Company must follow any applicable instructions, policies, and other product
documentation made available to Company by Google.
(2) Company may use the Test Products only as permitted by law, including
applicable export and re-export control laws and regulations.
(3) Company must not misuse the Test Products. For example, don’t interfere with
the Test Products or try to access them using a method other than the interface and
the instructions that Google provides.

(C) Ownership. Google retains all right, title, and interest in the Test Products and
anything else that Google makes available to Company through the Testing Program.

(D) No Reverse Engineering. Company will not disassemble or reverse engineer the
Test Products (and Company will not allow anyone else to do so).

2.2 Feedback.

(A) Transfer; Use. Company will transfer Feedback to Google and Google may use
Company’s Feedback without obligation to Company.

(B) Assignment of Rights. To the maximum extent permitted by applicable law, by

signing this Agreement, Company assigns to Google all rights, title, and interest in
Company’s Feedback. If requested by Google, Company will sign applicable documents,
provide support, and appoint Google to act on Company’s behalf to secure these rights.

(C) License. If applicable law does not permit the assignment of rights in Subsection (B),
then Company grants Google a perpetual, irrevocable, exclusive, worldwide,
sublicenseable, royalty-free, fully paid-up license to: (1) reproduce, distribute, create
derivative works based on, publicly perform, publicly display, and otherwise use
Company’s Feedback; and (2) make, have made, import, use, have used, offer for sale,
sell, lease, license, and otherwise exploit products and services (including combinations)
that incorporate Company’s Feedback.

(D) Moral Rights. To the extent permitted by applicable law, Company waives any moral
right Company has and agrees not to exercise them, unless Company notifies Google and
follows Google’s instructions.

2.3 Brand Permissions.

A. Google grants to Company a limited, non-exclusive, non-transferable, royalty-free right to

use Kormo’s trademarks, trade names, logos, or other brand features (“Brand Features”)
during the term of this Agreement, only for the limited purposes of advertising and promotion
of the Marketing Activity. For clarity, this license grant does not extend to Google’s Brand
Features outside of the Kormo product.

B. Company grants to Google limited, non-exclusive, non-transferable, royalty-free right to use

Company’s (“Brand Features”) during the term of this Agreement, only for the limited
purposes of advertising and promotion of the Marketing Activity.

C. Each party agrees that its use of the other party’s Brand Features is subject to the strict
control and supervision of the other party, and is subject to the other party’s prior written
approval in each case. Except as otherwise expressly authorized in Attachment A, neither
party will take any action that may suggest or imply that the other party has endorsed such
 party or any product or service of such party, or that there is any connection or relationship
between Google and Company, other than participation in the Marketing Activity.

2.4 Approvals. All marketing, promotional and advertising materials used or created by Partner
in connection with Marketing Activities and any additional communications associated with
Marketing Activities (collectively, “Marketing Materials”), must be approved in advance in writing
by Google.

3. WARRANTY; DISCLAIMER. Each party warrants that (a) it has full power and authority to enter into
and to perform its obligations set forth in this Agreement, and (b) entering into or performing under this
Agreement will not violate any agreement it has with a third party. UNLESS SPECIFIED IN THIS
AGREEMENT, ALL EXPRESS OR IMPLIED CONDITIONS, REPRESENTATIONS AND WARRANTIES,
INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR
PURPOSE, OR ANY WARRANTY OF NON- INFRINGEMENT, ARE DISCLAIMED, TO THE FULLEST
EXTENT PERMITTED BY LAW. Company's exclusive remedy under this Agreement is termination in
accordance with Section 6 (Term and Termination).

4. INDEMNITY; LIMITATION OF LIABILITY. Company will defend and indemnify Google and its
affiliates, directors, officers, and employees against any third-party legal or regulatory proceeding to the
extent (A) arising from Company's breach of Section 5.2 (Personal Data); or (B) claiming that use of
Company's Feedback infringes or violates the third party’s intellectual property or other rights. Except for
obligations or claims under Sections 2.3 (Brand Permissions), 3 (Warranty), and 5 (Confidential
Information), and to the fullest extent permitted by applicable law: (i) each party's maximum aggregate
liability for all claims relating to this Agreement, whether for breach of contract or in tort, including
negligence, will be limited to ten thousand USD ($10,000); and (ii) NEITHER PARTY WILL BE LIABLE
FOR ANY INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES.

5. CONFIDENTIAL INFORMATION

5.1 “Confidential Information” means information that one party discloses to the other party
under this Agreement, and that is marked as confidential or would normally be considered
confidential information under the circumstances. It does not include information that the recipient
already knew, that becomes public through no fault of the recipient, that was independently
developed by the recipient, or that was lawfully given to the recipient by a third party. Company will
not disclose the terms of this Agreement to any third party unless specifically authorized by Google
in writing. The recipient will not disclose the Confidential Information, except to affiliates,
employees, agents or professional advisors who need to know it and who have agreed in writing
(or in the case of professional advisors are otherwise bound) to keep it confidential. The recipient
will ensure that those people and entities use the Confidential Information only to exercise rights
and fulfill obligations under this Agreement, while using reasonable care to keep it confidential.
The recipient may also disclose Confidential Information when required by law after giving
reasonable notice to the discloser, if permitted by law. Upon termination of this Agreement, the
recipient will, upon written direction of the discloser, return or destroy the discloser’s Confidential
Information. Upon termination or expiration of this Agreement, Recipient will, upon written direction
of the discloser, return or destroy such party's Confidential Information. The parties' duty to protect
Confidential Information hereunder shall survive any expiration or termination of this Agreement,
and shall extend for a period of 5 years from the date of disclosure of the Confidential Information.

5.2 Privacy/Data Protection. To the extent applicable, each party represents and warrants that
during the term of this Agreement it will: (a) maintain appropriate technical and organizational
measures to protect any data and information (including data that personally identifies an
 individual) that it collects, accesses, processes or receives from the other party under the
Agreement against unauthorized or unlawful transfer, processing or alteration and against
accidental access, loss, damage, processing, use, transfer or destruction; (b) take all reasonable
steps to ensure the reliability and security of systems operated by or on behalf of itself that
process such data and information in connection with this Agreement; (c) act only on either party’s
instructions in relation to the processing of any such data that one party provides to the other, or
that one party gathers on behalf of the other; (d) comply with the Google Privacy Policy (at
http://www.google.com/policies/privacy/) as updated from time to time for the purposes of
protecting such data and information; and (e) comply with all applicable privacy and data
protection laws governing customer and/or employee data.

5.3 Export Compliance. Company will comply with all applicable export and re-export control
laws and regulations, including (A) the Export Administration Regulations ("EAR") maintained by
the U.S. Department of Commerce; (B) trade and economic sanctions maintained by the U.S.
Treasury Department's Office of Foreign Assets Control; and (C) the International Traffic in Arms
Regulations ("ITAR") maintained by the U.S. Department of State.

5.4 Anti-Bribery. Either Party warrants that: (i) it will comply with all applicable laws and
regulations in connection with the Marketing Activity and this Agreement (including, without
limitation, the U.S. Foreign Corrupt Practices Act of 1977, the UK Bribery Act of 2010 and all other
applicable commercial and public anti-bribery laws) (“Anti-Bribery Laws”); and (ii) either party and
its directors, officers, employees and agents have not and will not offer, pay, promise or authorize
the payment, directly or through any other person or entity, of anything of value for the purpose of
inducing or rewarding any favorable action or influencing any act or decision in connection with
either party’s business to a candidate for public office or to an official or employee of a
government, government-controlled entity, public international Organisation or political party.

6. TERM AND TERMINATION. This Agreement will come into force on the Effective Date and will
remain in effect until terminated in accordance with this Section 6. Either party may terminate this
Agreement immediately by written notice to the other party (a) if the other party commits a non-remediable
material breach; or (b) if the other party fails to cure any remediable breach within 30 calendar days of
being notified in writing of such breach. Either party may also terminate this Agreement for convenience
by providing the other party with 30 calendar days notice to the other party. Upon any termination of this
Agreement, the rights granted hereunder shall terminate, and (a) Company will cease participation in the
Testing Program and (b) each party shall immediately cease all Marketing Activities, including use of the
other party’s marks and all Marketing Materials, except as follows: (i) each party shall remove all
Marketing Materials as soon as reasonably practicable after termination of this Agreement (e.g., delete
Marketing Materials from websites and online advertising). Sections 3 (Warranty; Disclaimer), 4
(Indemnity; Limitation of Liability), 5 (Confidential Information), 6 (Term and Termination), and 7 (General),
will survive any termination or expiration of this Agreement. The parties waive any provisions, procedures,
and operation of any applicable law to the extent that a court order is required to terminate this
Agreement.

7. GENERAL. All notices of termination or breach must be in English, in writing and addressed to the
other party’s Legal Department. The address for notices to Google’s Legal Department is legal-
notices@google.com. All other notices must be in English, in writing and addressed to the other party’s
primary contact. Notice will be treated as given on receipt, as verified by written or automated receipt or
by electronic log (as applicable).

8. GOVERNING LAW AND JURISDICTION. This Agreement is governed by Singapore law and the
parties submit to the exclusive jurisdiction of the Singapore courts in relation to any dispute (contractual or
non-contractual) concerning this Agreement save that either party may apply to any court for an injunction
or other relief to protect its intellectual property rights.

ATTACHMENT A
Marketing Activity

Each party may independently engage in marketing activities to promote and advertise Kormo, subject to
the terms of this Agreement (“Marketing Activities”).

The Marketing Activities may include live events and experiential marketing, social media promotion,
digital advertising, in-app promotion, and traditional offline advertising (including print and fixed media).
For the avoidance of doubt, Company’s Marketing Activities may not include or be related to any Google
product or service other than Kormo.

At Google’s discretion, Google may provide Company with reports related to the Marketing Activities.
Such reports may contain: number of seekers onboarded, number of seekers applying for jobs, number of
seekers interviewing, and number of seekers approved for work; all metrics can be segmented by seeker
gender, locality, and by weekly/monthly timeframes.

Each party is responsible for its own expenses incurred under this Agreement and the Marketing Activities
will not be performed jointly by the parties, except as mutually agreed upon otherwise by the parties in
writing.

Signatory Information

Contracting Entity: Hireeasy Consulting LLP

Url:
Name: Mahaboob Shaik
Title: President and CEO
Email: mehbub@hireeasy.co
184/A, 3rd Floor , 22nd Cross, Club Road, Sector 3, HSR Layout, Bengaluru, Karnataka
Address:
560102
Country: India
Phone: 9900078155
Fax:

Accept Agreement

Note: If you are accepting on behalf of your employer or another entity, you represent and warrant that you
have full legal authority to bind your employer or such entity to these terms and conditions. If you don't have the
legal authority to bind, please do not click the "Accepted and Agreed" button below.

By checking this box, I am accepting this Agreement on behalf of the entity Hireeasy Consulting LLP. I
represent and warrant that (a) I have full legal authority to bind the entity to this Agreement, (b) I have
read and understand this Agreement, and (c) I agree to all terms and conditions of this Agreement on
X behalf of the entity that I represent.
Accepted and Agreed

Kormo Early Access and Co-Marketing Agreement (INDIA) - v1 [#4843822393589760]

Last modified on 2019-07-01 11:27 PDT-US/Pacific