Grouparoo Hosted Services Addendum

Last Updated October 13, 2021

This Hosted Services Addendum (“Addendum”) is by and between Grouparoo Inc. (“Grouparoo”) and the customer identified in the applicable Order Form (“Customer”) that has purchased a subscription to the Hosted Services (as defined in such Order Form) and agreed to the terms of the Grouparoo Master Terms and Conditions (the “Agreement”). This Addendum applies to the Hosted Services set forth in such Order Form and is hereby incorporated into and forms a part of Agreement with respect to the Hosted Services only. Capitalized terms not defined herein shall have the meanings ascribed to them in the Agreement or the Order Form.

  1. Grouparoo will provide the Hosted Services for Subscription Term set forth on the applicable Order Form.

  2. Although Grouparoo has no obligation to monitor Customer’s use of the Hosted Services, Grouparoo may do so and may prohibit any use of the Services in violation of the Agreement or this Addendum. The parties acknowledge that, because Grouparoo will be responsible for incorporating any Releases or Workarounds, the Maintenance provisions of the Agreement will not apply to the Hosted Services (however, the Support provisions of the Agreement will apply to the Hosted Services).

  3. Customer acknowledges that Grouparoo’s provision of the Hosted Services is dependent on Customer providing all reasonably required cooperation and configuring its systems in accordance with the Documentation. Customer will provide all such cooperation and implement such configurations in a diligent and timely manner.

  4. To the extent Grouparoo processes any Personal Data (as defined in the DPA referenced below) on Customer’s behalf in the performance of the Hosted Services, the data processing addendum (“DPA”) currently available at: Data Processing Addendum is hereby incorporated by reference.

  5. As between the parties, Customer exclusively owns all right, title and interest in and to the data transmitted to the Hosted Services as a result of Customer’s use of the Hosted Services, and warrants that it has all rights necessary to provide such data hereunder and to permit Grouparoo to use the same as contemplated hereunder. Grouparoo exclusively owns all right, title and interest in and to the Hosted Services and System Data. “System Data” means data collected by Grouparoo regarding the Hosted Services that may be used to generate logs, statistics and reports regarding the performance, availability, integrity and security of the Hosted Services.

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