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Docusign Envelope ID:DFB5D9D9-859F-472D-9C39-2185492D36D1 mindbose By Vomterrm ._. __w made by or on behalf of Mindbase that are based either in whole or in part on the Feedback,Customer Data,or Service Use Data(or otherwise) are the exclusive property of Mindbase and all right, title and interest in and to such fixes, modifications or improvements will vest solely in Mindbase. Customer agrees to execute any written documents necessary to assign any intellectual property or other rights it may have in such fixes,modifications or improvements to Mindbase. 11. Mindbase as a Controller or Joint Controller In all instances where Mindbase acts as a controller of data, it will comply with the applicable provisions of the Mindbase Privacy Statement at https://getmindbase.com/12rivacy-12olicy,as may be updated from time to time. Mindbase holds all Customer Contact Data as a controller and shall Process such Customer Contact Data in accordance with the Mindbase Privacy Statement. In instances where Mindbase is acting as a joint controller with Customer, the Parties will enter into a separate Addendum to the Agreement to allocate the respective roles as joint controllers. 12. Force Majeure; Delays Caused by Customer 12.1. Force Majeure. Except for Customer's payment obligations hereunder, neither Party will be responsible for nonperformance or delayed performance due to events outside of its reasonable control. If performance will be significantly delayed, the affected Party will provide notice to the other Party, and the Parties will agree (in writing) upon a reasonable extension to any applicable performance schedule. 12.2. Delays Caused by Customer. Mindbase's performance of the Software and Services will be excused for delays caused by Customer or its Authorized Users or subcontractors, or by failure of any assumptions set forth in this Agreement (including in any Addendum). In the event of a delay under this Section 13.2—Delays Caused by Customer, (a) Customer will continue to pay the Fees as required hereunder, (b) the Parties will agree(in writing)upon a reasonable extension to any applicable performance schedule. 13. Disputes. The Parties will use the following procedure to resolve any disputes relating to or arising out of this Agreement(each, a"Dispute"): 13.1. Governing Law. All matters relating to or arising out of the Agreement are governed by the laws of the State of California The terms of the U.N. Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act will not apply. 13.2. Dispute Resolution. Either Party may initiate dispute resolution procedures by Page 15 of 18