U.S. Government Addendum

This U.S. Government Addendum (the “USGA”) is incorporated by reference into the Services Agreement and applies to Customers that are an agency or instrumentality of the U.S. Government or a purchasing agent authorized by a U.S. Government agency or instrumentality (a “Government Customer”). Capitalized terms not defined in this USGA have the meanings given in the applicable Services Agreement between Customer and Sedra. In the event of a conflict between the USGA and this Agreement, this USGA will control unless the Services Agreement expressly states otherwise with respect to a specific operational, security, or use restriction.

1. Commercial Products and Limited Rights

The Services, Documentation, software, and related technology are “commercial products,” “commercial services,” and/or “commercial computer software documentation,” as applicable, and are provided to Government Customer with only those rights expressly granted under the Agreement and this USGA.

2. Government Customer Legal Constraints

Government Customer is subject to applicable federal procurement law and other laws, regulations, and requirements governing public entities. Any provision of the Agreement that is inconsistent with applicable law governing Government Customer will be deemed modified only to the minimum extent necessary to comply with such law. Nothing in the Agreement or this USGA will be construed as: (a) a waiver of sovereign immunity, governmental immunity, statutory immunity, or any other immunity or defense available to Government Customer; (b) a consent by Government Customer to binding arbitration, punitive damages, or equitable relief, except to the extent expressly authorized by applicable law; or (c) an obligation by Government Customer in excess of funds lawfully appropriated and available for the applicable purchase or performance period.

3. Funding; Non-Appropriation; Renewals

Government Customer’s payment obligations are subject to the availability of lawfully appropriated or otherwise lawfully available funds. If sufficient funds are not appropriated or otherwise made available for any future fiscal period, Government Customer may terminate the affected Order Form or the Agreement, as applicable, without penalty upon written notice to Sedra. Government Customer will remain responsible for payment for Services properly provided before the effective date of termination, to the extent permitted by applicable law. Any automatic renewal provision in the Agreement will apply to Government Customer only to the extent permitted by applicable law and subject to the availability of appropriated or otherwise lawfully available funds

4. Taxes

Government Customer will not be liable for any taxes, duties, or similar charges from which it is exempt under applicable law. If Government Customer claims an exemption, it will provide exemption documentation reasonably requested by Sedra. To the extent Government Customer is not exempt from applicable taxes, such taxes will be handled in accordance with the Agreement and applicable law

5. Indemnification

Any indemnification obligation of Government Customer under the Agreement applies only to the maximum extent authorized by applicable law and only if expressly agreed in a writing signed by an authorized representative of Government Customer. Nothing in the Agreement will be interpreted to create an indemnification obligation by Government Customer that is not authorized by applicable law.

For clarity, Sedra’s indemnification obligations under the Agreement remain subject to the terms and limitations of the Agreement, except to the extent modified by this USGA.

6. Limitation of Liability

The Agreement’s limitations of liability and exclusions of damages apply to Government Customer only to the maximum extent permitted by applicable law. Nothing in the Agreement excludes or limits liability where such exclusion or limitation is prohibited by applicable law. Any limitation on Government Customer’s liability will be interpreted consistently with its statutory, constitutional, and other legal limitations and will not create liability not otherwise existing under applicable law.

7. Governing Law and Disputes

If Government Customer is a U.S. federal executive agency, the Agreement will be governed by applicable federal law, and disputes will be resolved in accordance with applicable federal procurement law and procedures. Any inconsistent forum, venue, arbitration, or dispute-escalation provision in the Agreement will not apply to the extent prohibited by applicable law. If Government Customer is not a U.S. federal executive agency but this USGA otherwise applies, governing law and venue will be as required by the laws applicable to Government Customer, and only to the extent permitted by such laws.

8. Public Records and Legal Disclosure

Government Customer may be subject to public records, freedom of information, open records, sunshine, or similar laws. Nothing in the Agreement or this USGA prevents Government Customer from complying with such laws. To the extent legally permitted, Government Customer will provide Sedra with prompt notice of any request or demand for disclosure of Sedra confidential information so that Sedra may seek appropriate protective treatment or other relief. Government Customer will disclose Sedra confidential information only to the extent required by applicable law.

9. Publicity and Endorsement

Sedra may not identify Government Customer by name, logo, seal, insignia or other identifier as a customer of Sedra for any marketing or advertising purpose without Government Customer’s prior written consent. Notwithstanding the foregoing, Sedra may (a) make disclosures required by applicable law, regulation, legal process, or stock exchange rule; and (b) identify Government Customer in internal business records and confidential communications with Sedra’s investors, lenders, insurers, auditors, legal counsel, and prospective acquirers or financing sources, in each case subject to appropriate confidentiality obligations. If Government Customer approves any public marketing or advertising reference to Government Customer, such approval does not imply endorsement and may be revoked prospectively upon written notice.

10. Electronic Acceptance

Government Customer may permit its individual users to access the Services through electronic account creation, login screens, click-through acknowledgments, or similar online workflows for purposes of onboarding, authentication, account administration, and acknowledgment of operational or user-level terms that are consistent with the Agreement. Any such electronic acceptance by an individual user will be effective only to the extent of that user’s access to and use of the Services on Government Customer’s behalf and will not, by itself: (a) bind Government Customer to any new or different contractual terms; (b) amend the Agreement or this USGA; or (c) expand Government Customer’s obligations beyond those validly agreed in a writing binding on Government Customer under applicable law.

11. Online Terms

Any online terms, policies, or addenda made available through the Services or Sedra’s website, including click-through terms, will apply to Government Customer only to the extent they are expressly incorporated by reference into the Agreement or this USGA, or otherwise accepted in the manner required by applicable law. For clarity, online workflows may be used to implement, operationalize, or acknowledge terms already included in the Agreement, but may not independently modify the parties’ legal rights or obligations unless so authorized under applicable law.

12. Assignment

Any assignment by Government Customer is subject to applicable law. Any restriction on assignment in the Agreement will apply only to the extent permitted by applicable law governing Government Customer.