Testkube Subscription and Service Agreement

Table of Contents

1. Purpose
2. Definitions
3. Scope of Agreement and Modifications
4. Access, Licensing, and Use Rights
5. Intellectual Property Rights
6. Fees and Payment
7. Term and Termination
8. Service Level Agreement and Availability
9. Maintenance and Updates
10. Confidentiality
11. Indemnification
12. Limitations of Liability
13. Security and Data Protection
14. Insurance
15. Dispute Resolution
16. Representations and Warranties
17. Electronic Communications and Transactions
18. Miscellaneous

Subscription and Service Agreement

This Testkube Subscription and Service Agreement (the “Agreement”) is entered into by and between Kubernetes Innovation Labs LLC, a Delaware limited liability company with registered address 1209 Orange Street, Wilmington, DE, 19801 and registered company number #5671927 doing business as “Kubeshop” and “Testkube”(“Kubeshop”, “Testkube”, or the “Company”), and the Customer referenced in theOrder Form (the “Customer”), and is dated and effective as of the date of theCustomer’s electronic signature on the Order Form (the “Effective Date”).Subject to the terms of this Agreement, Customer wishes to subscribe for access to Testkube’s Products and Services as defined below.

1. Purpose

1.1 ThisAgreement sets forth the terms of the commercial relationship between Testkube and Customer pursuant to which Testkube shall provide access to the Products and Services in exchange for Customer making payments to Testkube.

2. Definitions

2.1 “AcceptableCommercial Uses” shall mean the use of Testkube as a test orchestration and execution framework for Kubernetes environments, enabling Customer to manage, deploy, and execute tests. This includes, but is not limited to, the development, quality assurance, and performance monitoring of software applications within Kubernetes.

2.2 “Business Hours” shall mean Monday through Friday, 9:00 AM to 6:00 PM Central European Time, excluding public holidays recognized in the United States.

2.3 “Contributions” shall mean any data, code, tests, configurations, and other materials uploaded, entered, or otherwise submitted by Customer to Testkube for Acceptable Commercial Uses.

2.4 “Force Majeure Event” shall mean any events or circumstances beyond the reasonable control of a Party, including but not limited to acts of God, natural disasters, wars, civil disturbances, acts of terrorism, strikes or labor disputes, government actions, pandemics, interruptions or failures of the internet or a public utility service, and any other events that could not have been avoided or overcome with reasonable diligence.

2.5 “Order Form” shall mean the Hubspot order form, electronically signed by Customer, which delineates the Products and Services subscribed to by Customer, attached to this Agreement as Schedule A.

2.6 “Products” shall mean the software, source code, and associated documentation developed by Testkube, including test orchestration and execution frameworks for Kubernetes environments.

2.7 “Services” shall mean the professional support, integration, assistance, and maintenance related to the Products.

2.8 “Usage Metrics” shall mean those components or features of the Products and Services for which pricing is calculated based upon usage as outlined in Schedule A and at https://testkube.io/pricing.  

3. Scope of Agreement and Modifications

3.1 This Agreement, including the attached Schedules, constitutes a standalone contract, distinct and separate from any other terms and conditions previously or currently agreed upon by or between the Parties. This Agreement supersedes any prior understandings, agreements, or representations, written or oral, related to its subject matter. No other agreement, including any other Testkube Terms and Conditions related to the Products and Services provided by Testkube, shall affect the terms of this Agreement unless expressly incorporated herein.

3.2 Any modifications, amendments, or updates to this Agreement must be made in writing and signed by duly authorized representatives of both Parties. No change, modification, or waiver of any provision of this Agreement shall be valid or binding unless agreed upon in writing and acknowledged by both Parties.

4. Access, Licensing, and Use Rights

4.1 Customer shall access the Products and Services according to the access interfaces specified in the Order Form attached as Schedule A. Customer acknowledges that the Products and Services may contain open-source components, and Customer agrees to comply with the terms of the open-source licenses governing those components. Customer also agrees not to remove any copyright, license, or attribution notices from the Products and Services.

4.2 During the Term (as defined below), Customer is granted a revocable, limited license to access and use the Products and Services solely for the Acceptable Commercial Uses outlined in and pursuant to the terms of this Agreement.

4.3 Third Party Integrations. Customer may integrate third party solutions to be used alongside the Products and Services solely for the purposes of enhancing testing capabilities pursuant to the Acceptable Commercial Uses outlined in this Agreement (the “Customer Third Party Solutions”), provided that such integrations must not: (i) involve modifications to the Testkube source code, (ii) infringe upon any Testkube intellectual property rights (as defined below) or third party intellectual property rights, (iii) violate any applicable laws, or (iv) interfere with Testkube's functionality or security. Customer is responsible for ensuring that any Customer Third Party Solutions used in conjunction with the Products comply with the terms of this Agreement and do not adversely affect the Products’ functionality or other Testkube users. In the event that the Customer Third Party Solutions violate any of the above terms or otherwise disrupt, alter, modify, or impact the Products, Services, or other Testkube users, Customer shall indemnify and hold Testkube harmless from any claims, damages, expenses, or legal fees arising from the impacts of the Customer Third Party Solutions pursuant to Section 11 herein.

5. Intellectual Property Rights

5.1 The Product and Services are the proprietary property of Testkube unless otherwise indicated, and all source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics on or in the Products and Services (collectively, the “Content”) and the trademarks, service marks, and logos contained therein (the “Marks”) are owned or controlled by Testkube or licensed to Testkube, and are protected by copyright and trademark laws and various other intellectual property rights and unfair competition laws of the United States, international copyright laws, and international conventions. Except as expressly provided for in this Agreement, no part of the Products, Services, Content, or Marks may be copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose, other than the Acceptable Commercial Uses specifically outlined in this Agreement, without the express prior written permission of Testkube. Testkube reserves all rights not expressly granted to Customer in and to the Products, Services, Content, and Marks.

5.2 Testkube represents and warrants that the Products, Services, Content, and Marks are original and do not infringe on any third party’s intellectual property rights. In the event of a breach of this warranty, Testkube agrees to indemnify and hold Customer harmless from any claims, damages, expenses, or legal fees arising from allegations of infringement against the Products, Services, Content, or Marks pursuant to Section 11.3 herein.

5.3 Contributions. Ownership of and all intellectual property rights associated with the Contributions, including any elements tested through the platform and any resultant test outcomes, shall be retained by Customer. Testkube acknowledges that it has no ownership claims over such Contributions or the results generated therefrom, except as expressly provided in this Agreement. Customer represents and warrants that the Contributions are original and do not infringe on any third party’s intellectual property rights. In the event of a breach of this warranty, Customer agrees to indemnify and hold Testkube harmless from any claims, damages, expenses, or legal fees arising from allegations of infringement against the Contributions pursuant to Section 11 herein.

6. Fees and Payment

6.1 Customer will pay Testkube the corresponding amount specified in Schedule A to access and use the Testkube Products and Services outlined in Schedule A. Customer agrees to provide current, complete, and accurate purchase and account information for all purchases made to access the Products and Services, and to promptly update account and payment information, including email address, payment method, and payment card expiration date, should any such information change.

6.2 Customer may pay Testkube via the following payment methods:

(a) Via Stripe, which will store all payment and other sensitive data related to Customer’s purchase; or,

(b) Via ACH, pursuant to banking details provided in writing by Testkube to Customer.

6.3 Sales tax and other taxes and fees will be added to the price of purchases as deemed required by Testkube. All payments will be charged in United States dollars.

6.4 Testkube reserves the right to correct any errors or mistakes in its pricing based upon the incorrect calculation of any Usage Metrics specified in Schedule A, even if Testkube has already requested or received payment. In the event of such pricing revisions, Testkube shall notify Customer in writing at least five (5) days prior to such revised pricing amounts being due and payable by Customer to Testkube.

7. Term and Termination

7.1 This Agreement shall remain in full force and effect for a period of one-year (365 days) from the Effective Date (the “Term”), unless otherwise terminated in accordance with the terms of this Agreement. Notwithstanding anything contained herein to the contrary, this Agreement may be terminated:

(a) By either Party for cause by written notice, without opportunity to cure, in the event that:

(i) The other Party fails to function as a going concern;

(ii) A receiver, trustee, or other custodian for the other Party or its assets is appointed, applied for, or consented to;

(iii) The other Party becomes insolvent or unable to pay its debts as they mature in the ordinary course;

(iv) The other Party makes an assignment for the benefit of creditors;

(v) The other Party is liquidated or dissolved; or

(vi) Any proceedings are commenced by or against the other Party under any bankruptcy, insolvency, or debtor’s relief law and not dismissed within 60 days.

(b) By either Party if the other Party materially breaches this Agreement and fails to cure such breach within thirty (30) days following receipt of written notice thereof.

7.2 Upon termination of this Agreement, Testkube will delete all existing copies of data collected from Customer or related to Customer or its use of the Products and Services within 30 days of termination, and will deliver a deletion certificate to Customer as proof of such deletion upon request by Customer. Upon termination of this Agreement, Customer will delete any data and downloaded version(s) of the Products within 14 days of termination, and will deliver a deletion certificate to Testkube as proof of such deletion upon request by Testkube.

7.3 Renewal. This Agreement shall be eligible to be renewed following the conclusion of the Term for another period of one-year (365 days) if the Parties agree in writing to renew this Agreement prior to the expiration of the Term.

8. Service Level Agreement and Availability

8.1 Service Availability. Testkube agrees to meet certain availability requirements for the Products and Services specified in the attached Schedule A so that Customer may access the Products and Services with confidence.

(a) Uptime Commitment for Testkube Hosted Services. For those Products and Services which are hosted by Testkube (the “Testkube Hosted Services”), Testkube guarantees that the Products and Services will be available 99.0% of the time in any given month, excluding scheduled maintenance periods, as outlined herein. For those Products and Services which are self-hosted by Customer (the “Customer Hosted Services”), Testkube makes no uptime guarantee.

(b) Monitoring. Testkube will continuously monitor the Products and Services’ availability during Business Hours to ensure performance metrics are met and will alert Customer to any impacts on availability according to the schedule outlined in Schedule B to this Agreement.

(c) Exceptions. Downtime caused by factors outside of Testkube’s reasonable control, including natural disasters, wars, internet service provider failures, or other Force Majeure Events, will not be counted against Testkube’s uptime commitment. In the case of such Force Majeure Event, Testkube shall promptly provide written notice to Customer including an estimate of the amount of time for which the impact on Testkube’s uptime commitment is estimated to continue.

8.2 Support Services. Testkube agrees to respond to Customer’s support inquiries and provide resources to ameliorate any issues which Customer may encounter with the Products and Services (together, the “Support Services”). Testkube will provide Support Services during Business Hours through a dedicated online support portal maintained on Testkube’s website at https://testkube.io/support, via email, or through such other means as Testkube from time to time determines.

8.3 Response and Resolution Times. Testkube agrees to provide the Support Services and alert Customer regarding any issues which may impact Customer’s ability to access the Products and Services within the timeframes specified in the attached Schedule B so that Customer may obtain assistance in an effective and timeline manner. Testkube shall classify all issues with the Products and Services as one of the classification levels specified in Schedule B according to commercially reasonable standards, and shall use commercially reasonable efforts to provide Support Services within the timeframes specified for the applicable classification in Schedule B during Business Hours.

8.4 Customer Responsibilities. Customer must comply with certain commercially reasonable requests from Testkube in order to receive Support Services in an effective and timely manner.

(a) Access and Cooperation. To receive Support Services, Customer must provide to Testkube within a reasonable timeframe following Testkube’s request such access to Customer’s computer hardware, software, networks, and systems as may be reasonably required by Testkube to enable Testkube to provide Support Services. Customer must also use commercially reasonable best efforts to cooperate with Testkube in a timely manner regarding the Support Services.

(b) Licenses. Customer must also provide any governmental, legal, regulatory licenses, consents, permits, or intellectual property licenses upon Testkube’s request to the extent Testkube determines on a reasonable basis that such information is necessary to effectively provide Support Services.

9. Maintenance and Updates

9.1 Maintenance Protocols. Testkube may from time to time perform maintenance on the Products and Services in order to improve and enhance Customer’s use of the Products and Services.

(a) Scheduled Maintenance. Testkube will conduct maintenance activities during non-Business Hours to minimize disruptions to the Products and Services. Testkube will provide written notification of such scheduled maintenance to Customer at least 48 hours in advance of the earliest disruption to the Products and Services associated with the scheduled maintenance.

(b) Emergency Maintenance. In rare cases where core functionality or integrity of the Products and Services is impacted, emergency maintenance may be necessary. In such events, Testkube will provide as much notice as possible to Customer and will use commercially reasonable efforts to minimize disruptions to the Products and Services.

9.2 Updates for New Features. Testkube may from time to time push or provide updates to the Products and Services which are not maintenance related in order to improve and enhance the Products and Services. Testkube will make freely available to Customer such updates narrowly related to preserving the functionality of the Products and Services specified in Schedule A as such functionality existed at the Effective Date. Notwithstanding anything contained herein to the contrary, Testkube reserves the right to revise the pricing available at https://testkube.io/pricing for updated versions of the Products and Services pursuant to any non-maintenance related updates, though such revised pricing shall not modify this Agreement and shall not modify the pricing for the functionality detailed in Schedule A unless otherwise agreed to in writing by the Parties.

10. Confidentiality

10.1 Both Parties agree to maintain the confidentiality of Confidential Information (as defined below) received from the other Party or directly accessed or deduced therefrom during the term of this Agreement and for a period of two years following its termination. Confidential Information shall mean each Party’s software, source code, technical processes, schematics, formulas, product designs, sales, cost data, financial information, business strategies, customer lists, personal information of employees, and any other materials which the Parties designate as “Confidential” or “Proprietary” in writing. Each Party shall use the same degree of care to protect the confidentiality of the other Party's Confidential Information as it uses to protect its own similar information, but in no event less than reasonable care. This clause shall not apply to information that (i) is or becomes publicly known for reasons not connected with the breach of this Agreement, (ii) is lawfully acquired from a third party without breach of this Agreement, or (iii) is required to be disclosed by a valid judgement, regulation, law, or request by a competent court or government body. In case of (iii), the recipient of Confidential Information shall provide the other Party with a reasonable opportunity to review the disclosure and to restrict the disclosure of the relevant Confidential Information to the maximum amount possible while still complying with the relevant order.

11. Indemnification

11.1 Testkube will defend, indemnify and hold Customer harmless against any third party claims, liabilities or expenses incurred (including reasonable attorneys’ fees), as well as amounts finally awarded in a settlement or a non-appealable judgement by a court (together, the “Losses”), to the extent arising from any claim or allegation by a third party that the Products or Services infringe or misappropriate a valid United States patent, copyright, or trade secret right of a third party; provided that Customer gives Testkube: (i) prompt written notice of any such claim or allegation; (ii) sole control of the defense and settlement thereof; and (iii) reasonable cooperation and assistance in such defense or settlement. If any component or feature of the Products or Services becomes, or in Testkube’s opinion is likely to become, the subject of an injunction, Testkube may, at its option, (A) procure for Customer the right to continue using such component or feature, (B) replace or modify such component or feature so that it becomes non-infringing without substantially compromising its functionality, or, if (A) and (B) are not commercially practicable, then (C) terminate Customer’s license and access to the allegedly infringing component or feature and refund to Customer a prorated portion of the fees for such infringing component or feature as outlined in Schedule A. The foregoing comprises the entire liability of Testkube with respect to infringement of patents, copyrights, trade secrets, or other intellectual property rights.

11.2 Customer agrees to defend, indemnify, and hold Testkube harmless, including Testkube’s subsidiaries, affiliates, and all of Testkube’s respective officers, agents, partners, and employees, from and against any loss, damage, liability, claim, or demand, including reasonable attorneys’ fees and expenses, made by any third party due to or arising out of:

(a) Customer’s breach of this Agreement;

(b) Any breach by Customer of Customer’s representations and warranties set forth in this Agreement;

(c) Customer’s violation of the rights of a third party, including but not limited to intellectual property rights related to the Contributions or the Customer Third Party Solutions; or

(d) Any overtly harmful act toward any other user of the Products or Services with whom Customer connected via the Products or Services.

11.3 Customer shall have the right, at Customer’s expense, to assume the exclusive defense and control of any matter for which Customer is required to indemnify Testkube, and Testkube agrees to cooperate, at Customer’s expense, with Customer’s defense of such claims. Testkube will use reasonable efforts to notify Customer of any such claim, action, or proceeding which is subject to the indemnification described in Section 11.2 upon becoming aware of it.

12. Limitations of Liability

12.1 BOTH PARTIES AGREE THAT, EXCEPT AS OTHERWISE PROVIDED IN THIS AGREEMENT, EACH PARTY, INCLUDING ITS DIRECTORS, EMPLOYEES, OR AGENTS, SHALL NOT BE LIABLE TO THE OTHER FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING, WITHOUT LIMITATION, LOST PROFITS, LOST REVENUES, LOSS OF DATA, BUSINESS INTERRUPTIONS, FAILURES OF DELIVERY, OR OTHER DAMAGES ARISING FROM YOUR USE OF THE SERVICES. THIS LIMITATION OF LIABILITY SHALL NOT APPLY IN CASE OF EITHER PARTY’S INDEMNIFICATION OBLIGATIONS, PROHIBITED ACTIVITIES AS DEFINED IN THIS AGREEMENT, ANY INTENTIONAL BREACH, GROSS NEGLIGENCE, OR IN CASE OF BODILY INJURY OR DEATH.

12.2 NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN AND EXCLUDING DAMAGES INCURRED DUE TO GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, THE CUMULATIVE LIABILITY OF EACH PARTY TO THE OTHER, REGARDLESS OF THE FORM OF THE ACTION OR AS OTHERWISE PROVIDED IN THIS AGREEMENT, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT DUE TO BE PAID BY CUSTOMER TO TESTKUBE DURING THE TERM OF THIS AGREEMENT.

12.3 CERTAIN UNITED STATES STATE LAWS AND INTERNATIONAL LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO A PARTY, SOME OR ALL OF THE ABOVE DISCLAIMERS OR LIMITATIONS MAY NOT APPLY, AND THE PARTY MAY HAVE ADDITIONAL RIGHTS.

13. Security and Data Protection

13.1 Testkube commits to maintaining a minimum level of security in accordance with industry standards, including regular security audits and penetration testing. Details of security measures and recent audit findings are available upon request by Customer.

13.2 In the event of a data loss or security breach, Testkube shall promptly notify Customer and take steps to mitigate the impact pursuant to the classification of such loss or breach pursuant to Schedule B. Testkube agrees to compensate Customer for any direct damages resulting from a data loss or security breach subject to the limitations set forth in this Agreement, provided that such data loss or security breach is not due to a factor or factors outside of Testkube’s reasonable control, including but not limited to the Contributions, Customer Third Party Solutions, or Force Majeure Events.

14. Insurance

14.1 Testkube maintains comprehensive insurance coverage relevant to its business operations and Services provided under this Agreement. Upon Customer's request, Testkube shall furnish a certificate of insurance evidencing such coverage.

15. Dispute Resolution

15.1 Arbitration. If the Parties are unable to resolve a Dispute through informal negotiations, the Dispute may be resolved by binding arbitration. CUSTOMER UNDERSTANDS THAT THIS PROVISION WAIVES CUSTOMER’S RIGHT TO SUE IN COURT AND HAVE A JURY TRIAL. The arbitration shall be commenced and conducted under the Commercial Arbitration Rules of the American Arbitration Association ("AAA") and, where appropriate, the AAA’s Supplementary Procedures for Consumer Related Disputes ("AAA Consumer Rules"), both of which are available at the AAA website, www.adr.org. Customer’s arbitration fees and Customer’s share of arbitrator compensation shall be governed by the AAA Consumer Rules and, where appropriate, limited by the AAA Consumer Rules. The arbitration may be conducted in person, through the submission of documents, by phone, or online. The arbitrator will make a decision in writing but need not provide a statement of reasons unless requested by either Party. The arbitrator must follow applicable law, and any award may be challenged if the arbitrator fails to do so. Except where otherwise required by the applicable AAA rules or applicable law, the arbitration will take place in Delaware. Except as otherwise provided herein, the Parties may litigate in court to compel arbitration, stay proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator.

15.2 If, for any reason, a Dispute proceeds in court rather than arbitration, the Dispute shall be commenced or prosecuted in the state and federal courts located in Delaware, and the Parties hereby consent to, and waive all defenses of lack of personal jurisdiction, and forum non conveniens with respect to venue and jurisdiction in such state and federal courts.

15.3 If Section 15.1 is found to be illegal or unenforceable, then neither Party will elect to arbitrate any Dispute falling within that portion of this provision found to be illegal or unenforceable and such Dispute shall be decided by a court of competent jurisdiction within the courts listed for jurisdiction above, and the Parties agree to submit to the personal jurisdiction of that court.

15.4 Restrictions. The Parties agree that any arbitration shall be limited to the Dispute between the Parties individually. To the full extent permitted by law, (a) no arbitration shall be joined with any other proceeding; (b) there is no right or authority for any Dispute to be arbitrated on a class-action basis or to utilize class action procedures; and (c) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons.

15.5 Exceptions to Arbitration. The Parties agree that the following Disputes are not subject to the above provisions concerning binding arbitration:

(a) Any Disputes seeking to enforce or protect, or concerning the validity of, any of the intellectual property rights of a Party;

(b) Any Dispute related to, or arising from, allegations of theft, piracy, invasion of privacy, or unauthorized use; and

(c) Any claim for injunctive relief.

15.6 If any provision of this Section 15 is found to be illegal or unenforceable, then neither Party will elect to arbitrate any Dispute falling within that portion of this provision found to be illegal or unenforceable and such Dispute shall be decided by a court of competent jurisdiction within the state and federal courts of the State of Delaware, and the Parties agree to submit to the personal jurisdiction of that court.

16. Representations and Warranties

16.1 Both Parties represent and warrant that:

(a) The Party has the authority to enter into this Agreement, which shall constitute a valid and binding obligation;

(b) Entering into this Agreement does not and will not violate any laws or regulations; and,

(c) The information provided in this Agreement is true and accurate.

16.2 Customer further represents and warrants that:

(a) Customer shall only access and use the Products and Services for the Acceptable Commercial Uses; and

(b) Customer shall not use the Products or Services for any illegal or unauthorized purposes.

17. Electronic Communications and Transactions

17.1 Customer consents to receive electronic communications from Testkube and agrees that all agreements, notices, disclosures, and other communications Testkube provides to Customer electronically, via email and on the Products or Services, satisfy any legal requirement that such communication be in writing. CUSTOMER HEREBY AGREES TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS, AND OTHER RECORDS, AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED IN WRITING OR VIA THE SERVICES. Customer acknowledges and accepts that its signature on the Order Form attached in Schedule A shall be considered its signature to this Agreement. Customer hereby waives any rights or requirements under any statutes, regulations, rules, ordinances, or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records, or to payments or the granting of credits by any means other than electronic means.

17.2 Any notice required or permitted under this Agreement shall be in writing and shall be deemed effectively given upon delivery when transmitted by electronic mail to the individual and email address specified below:

(a) For Testkube: Bryan Semple, bryan@kubeshop.io

(b) For Customer: Customer contact information to be designated on the Order Form

18. Miscellaneous

18.1 This Agreement constitutes the entire agreement and understanding between the Parties. Testkube’s failure to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. This Agreement operates to the fullest extent permissible by law.

18.2 Testkube shall not be responsible or liable for any loss, damage, delay, or failure to act caused by any Force Majeure Event or any other cause beyond Testkube’s reasonable control.

18.3 If any provision or part of a provision of this Agreement is determined to be unlawful, void, or unenforceable, that provision or part of the provision is deemed severable from this Agreement and does not affect the validity and enforceability of any remaining provisions.

18.4 There is no joint venture, partnership, employment, or agency relationship created between the Parties as a result of this Agreement.

18.5 Testkube may assign any or all of its rights and obligations to others at any time. In the event of such an assignment, Customer shall have the right to terminate this Agreement within 30 days of receiving written notice of the assignment by providing written notice to Testkube or its assignee. Such termination shall be effective immediately upon receipt of the notice by Testkube or its assignee, and Customer shall be entitled to a pro-rata refund of any prepaid fees for Products or Services not rendered as of the date of termination.

Schedule A

Order Form Between Testkube and Customer

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Additional Terns

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Schedule B

Issue Classification and Support Timelines