Revolgy Google Cloud Platform Specific Terms

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c) Customer must have an Account and a Token (if applicable) to use the Services, and Customer is responsible for (a) the information it provides to create the Account, (b) the security of the Token and its passwords for the Account, and (c) for any use of its Account and the Token. If Customer becomes aware of any unauthorised use of its password, its Account or the Token, Customer will notify Revolgy as promptly as possible. Revolgy has no obligation to provide multiple Tokens or Accounts to Customer.

d) New Applications and Services. Services may include new applications, tools, features or functionality available from time to time through the Services, and new services may be added to the “Services” definition from time to time (by adding them at the URL set out under that definition), in each case the use of which may be contingent upon Customer’s agreement to additional terms.

e) Modifications. 

(i) To the Services. Subject to Clause 8, letter b), commercially reasonable updates can be made to the Services from time to time, which may include adding, updating, or discontinuing any Services or portion or feature(s) of the Services. If a material change is made to the Services, Revolgy will make commercially reasonable efforts to inform the Customer. The use of new features or functionality may be contingent upon Customer’s agreement to additional terms.

(ii) To the URL Terms. Commercially reasonable changes to the URL Terms can be made from time to time. If a material change is made to the URL Terms, Revolgy or other party will inform Customer.

f) Service Specific Terms and General Terms and Conditions. The Service Specific Terms and General Terms and Conditions are incorporated by this reference into this Agreement.

g) Service Level Agreements. Services will be provided in accordance with the applicable SLA (if any). To the extent permitted by law, the only remedies for failure to provide the Services in accordance with the applicable SLA are those stated in the SLA.

h) Services provider. The Customer acknowledges that Revolgy cooperates with Google on provision of the Services. Any claim arising out of this Agreement related to the Services or other aspects of the Agreement shall not be made against Google. 

2. Payment Terms 

a) Usage and Invoicing. Customer will pay all Fees based on: (a) Revolgy’s measurements of Customer’s use of the Services, in relation to which Revolgy’s determination is final; (b) any Reserved Units selected; (c) any Committed Purchases selected; and (d) any Package Purchases selected. Revolgy will invoice Customer on a monthly basis for all Fees accrued at the end of each month (unless otherwise set out at the Fees URL for the applicable SKU). Revolgy has no obligation to provide multiple bills.

b) Invoice Disputes. Any invoice disputes must be submitted prior to the payment due date. If the parties determine that certain billing inaccuracies are attributable to Revolgy, Revolgy will not issue a corrected invoice, but will instead issue a credit memo specifying the incorrect amount in the affected invoice. If the disputed invoice has not yet been paid, Revolgy will apply the credit memo amount to the disputed invoice and Customer will be responsible for paying the resulting net balance due on that invoice. 

(i) Required. If Customer requires a purchase order number on its invoice, Customer will select “Yes” in the Binding Order section and issue a purchase order to Revolgy. If Customer requires a purchase order number, and fails to provide the purchase order to Revolgy, then Services will not have to be provided until Revolgy receives the purchase order. If Customer requires an updated purchase order to cover its actual usage under this Agreement, then Customer will provide an additional purchase order to Revolgy. If Customer fails to provide an additional purchase order to cover its actual usage, then Customer waives any purchase order requirement and (i) Revolgy will invoice Customer without a purchase order number; and (ii) Customer will pay invoices without a purchase order number referenced. (ii) Not Required. If Customer does not require a purchase order number to be included on the invoice, Customer must select “No” in the purchase order section of the Binding Order. If Customer waives the purchase order requirement, then: (i) Revolgy will invoice Customer without a purchase order; and (ii) Customer will pay invoices without a purchase order. (iii) The parties agree that none of the terms and conditions in any purchase order issued by Customer will apply to or modify this Agreement and that any terms or conditions in such purchase orders are null and void.

d) Revising Fees. Notwithstanding Clause 1, letter e), point (ii), Fees may be revised.

3. Privacy and Security

a) Data Processing and Security Terms. Personal data processing in connection with providing Services are governed by the principles and scope of Data Processing and Security Terms, that are incorporated by this reference into this Agreement. Revolgy and Google are processors and Customer is the controller of any such data, as the terms “controller”, “processed”, “processor” and”personal data” have the meaning given in the European Data Protection Regulation.

b) Updates to Data Processing and Security Terms. Data Processing and Security Terms may only be changed where such change is required to comply with applicable law, applicable regulation, court order or guidance issued by a governmental regulator or agency, where such change is expressly permitted by the Data Processing and Security Terms, or where such change: 

(i) is commercially reasonable; 

(ii) does not result in a degradation of the overall security of the Services; 

(iii) does not expand the scope of or remove any restrictions on Revolgy’s processing of Customer Data as described in Clause 5.2 (Scope of Processing) of the Data Processing and Security Terms; and 

(iv) does not otherwise have a material adverse impact on Customer’s rights under the Data Processing and Security Terms. 

If a material change to the Data Processing and Security Terms is made in accordance with this Clause, Revolgy will inform the Customer. 

Customer is aware of and agree that Revolgy will provide Google with a Service usage report for each Customer for the invoiced period, including: (i) Customer company name, (ii), Project IDs associated with each Customer, and (iii) country of Customer headquarters and postal code.

4. Customer Obligations

a) Compliance. Customer is solely responsible for its Applications, Projects and Customer Data, and for ensuring that the Applications, Projects and Customer Data comply with the AUP. Revolgy or parties it appoints reserve the right to review the Applications, Projects or Customer Data to ensure compliance with the AUP. Customer will ensure that all Customer End Users comply with Customer’s obligations under the AUP, the Service Specific Terms, and Clauses 4, letter c) and letter e) below. Customer will (i) use commercially reasonable efforts to prevent unauthorized use of the Services and to terminate any unauthorized use; and (ii) promptly notify Revolgy of any unauthorized use of, or access to the Services of which Customer becomes aware.

b) Consent to Processing. Customer will obtain and maintain any required consents necessary to permit the processing of Customer Data under this Agreement.

c) Restrictions. Customer will not, and will not allow third parties under its control to: (a) (subject to Clause 4, letter d) below) copy, modify, create a derivative work of, reverse engineer, decompile, translate, disassemble, or otherwise attempt to extract any or all of the source code of the Services (except as expressly permitted by applicable law); (b) use the Services for High Risk Activities; (c) sublicense, resell, or distribute any or all of the Services separate from any integrated Application; (d) create multiple Applications, Accounts or Projects to simulate or act as a single Application, Account or Project (respectively) or otherwise access the Services in a manner intended to avoid incurring fees; (e) unless otherwise set out in the Service Specific Terms, use the Services to operate or enable any telecommunications service or in connection with any Application that allows Customer End Users to place calls to or receive calls from any public switched telephone network; (f) to create, transmit, process or store any Customer Data that is subject to the International Traffic in Arms Regulations maintained by the US Department of State; (g) use the Services to create, train, or improve (directly or indirectly) a substantially similar product or service, including any other machine translation engine, or (h) use the Services: (i) on behalf of or for the benefit of any entity or person who is legally prohibited from using the Services, or (ii) to transmit, store, or process Protected Health Information (as defined in HIPAA) (unless both parties execute a HIPAA BAA).

d) Third Party Components. Third party components (which may include open source software) of the Services may be subject to separate licence agreements. To the limited extent that a third party licence expressly supersedes this Agreement, that third party licence governs Customer’s use of that third party component. 

e) Documentation. Revolgy or parties it appoints may provide Documentation for Customer’s use of the Services. The Documentation may specify restrictions (including attribution or HTML restrictions) on how Applications may be built or the Services may be used and Customer will comply and will ensure Customer End Users will comply with any such restrictions.

f) Copyright Policy. Revolgy and Google provide information to help copyright holders manage their intellectual property online, but cannot determine whether something is being used legally or not without their input. Revolgy and Google respond to notices of alleged copyright infringement and terminate accounts of repeat infringers according to the process set out in the U.S. Digital Millennium Copyright Act. If Customer thinks somebody is infringing Customer’s or Customer End Users’ copyright and wants to notify Google, Customer can find information about submitting notices, and Google's policy about responding to notices at http://www.google.com/dmca.html.

g) Benchmarking. Customer will not disclose directly or through a third party the results of any comparative or compatibility testing, benchmarking, or evaluation (each, a “Test”) of the Services, unless the disclosure includes all information necessary for Google or a third party to replicate the Test. If Customer conducts, or directs a third party to conduct, a Test of the Services and discloses the results directly or through a third party, then Google (or a Google directed third party) may conduct Tests of Customer’s products or services (if the Customer or a Customer-directed third party conducted the Services Test). Google may disclose the results of any such Test of Customer’s products or services (which disclosure will include all information necessary for Customer or a third party to replicate the Test). 

5. Suspension and Removals.

a) Project Removal. Project may be removed for inactivity upon 30 days advance notice, if, for a period exceeding 180 days, such Project does not have: (a) active virtual machine or storage resources, (b) associated Applications that are serving any requests; and (c) has not incurred any Fees for Services.

b) Suspension/. If Customer becomes aware that any Application, Project, or Customer Data does not comply with this Agreement or the AUP, then Customer will immediately suspend the Application or Project and/or remove the relevant Customer Data (as applicable). If Revolgy or Google becomes aware of the above circumstances, then it may specifically request that Customer takes the remedial steps described above or take such steps itself. If Customer fails to comply with Revolgy’s request within 24 hours, then Revolgy may take such remedial steps as it considers necessary until Revolgy is satisfied that the relevant issues have been resolved.

c) Emergency Security Issues. Notwithstanding the foregoing, if there is an Emergency Security Issue, the offending Application, Project and/or Account may be automatically suspended. Suspension will be to the minimum extent and of the minimum duration required to prevent or resolve the Emergency Security Issue. If an Application, Project, or the Account is suspended, for any reason, without prior notice to Customer, Revolgy will, at Customer’s request, provide Customer the reason for the suspension as soon as is reasonably possible.

d) Effects of Suspension. Any Suspension under this Clause 5 (Suspension and Removals) will be to the minimum extent and for the shortest duration required to: (a) prevent or terminate the offending use or (b) comply with applicable law. 

6. Intellectual Property Rights; Use of Customer Data; Feedback.

a) Intellectual Property Rights. Except as expressly set out in this Agreement, this Agreement does not grant either party any rights, implied or otherwise, to the other’s content or any of the other’s intellectual property. As between the parties, Customer owns all Intellectual Property Rights in any Application, Project, Customer Brand Features and Customer Data, and Google owns all Intellectual Property Rights in the Services, Software, Google Brand Features and Documentation. 

b) Use of Customer Data. Revolgy will not access or use Customer Data, except as necessary to provide the Services to Customer.

c) Customer Feedback. If Customer provides Feedback about the Services to Revolgy or Google, then Revolgy or Google may use that Feedback without obligation to Customer, and Customer assigns to Revolgy and Google any Intellectual Property Rights in that Feedback.

7. Technical Support Services

a) By Customer. Customer is responsible for technical support of its Applications and Projects.

b) By Revolgy. Revolgy will provide TSS to Customer for the Licence Term in accordance with principles stipulated in the TSS Guidelines.

8. Deprecation of Services.

a) Discontinuance of the Services. Subject to Clause 8, letter b), any Services may be discontinued (or any portion or feature of any Services) for any reason at any time without any and anyone’s liability to Customer. 

Revolgy will use reasonable endeavours to ensure that such Services will be provided continuously without such changes for at least one year after the announcement, unless (as Revolgy reasonably determines): (i) it is unable to do so due to applicable law or a third party relationship; or (ii) doing so could create a security risk or material economic or technical burden.

9. Confidential Information

a) Obligations. Subject to Clause 9 letter b), the recipient will not disclose 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 fulfil obligations under this Agreement, and that they keep it confidential.

b) Required Disclosure. The recipient may disclose Confidential Information to the extent required by applicable Legal Process; provided that the recipient uses commercially reasonable endeavours to: (i) promptly notify the other party of such disclosure before disclosing; and (ii) comply with the other party’s reasonable requests regarding its efforts to oppose the disclosure. Subsections (i) and (ii) above will not apply if the recipient determines that complying with (i) and (ii) could: (a) result in a violation of Legal Process; (b) obstruct a governmental investigation; and/or (c) lead to death or serious physical harm to an individual. As between the parties, Customer is responsible for responding to all third party requests concerning its (and Customer End Users’) use of the Services.

10. Term and Termination.

a) Term. Subject to Customer’s payment of Fees, the rights granted by Revolgy in this Agreement will continue for the Term, unless terminated earlier as set out in this Agreement. At the end of the Initial Term, the Agreement will automatically renew for consecutive terms of twelve months (each a “Renewal Term”), unless either party provides the other party with written notice of its decision not to renew at least 30 days prior to the end of the then-current Initial Term or Renewal Term (as applicable).

b) Change of Control. If a party experiences a change of control (for example, through a stock purchase or sale, merger, or other form of corporate transaction): (a) that party will give written notice to the other party within 30 days after the change of control; and (b) the other party may immediately terminate this Agreement any time between the change of control and 30 days after it receives that written notice.

c) Material Breach and Insolvency. Either party may immediately terminate this Agreement if: (i) the other party is in material breach of this Agreement and, if the breach is remediable, fails to remedy that breach within thirty days after receipt of written notice; (ii) the other party enters into an arrangement or composition with or for the benefit of its creditors, goes into administration, receivership or administrative receivership, or is dissolved or otherwise ceases its business operations or becomes subject to insolvency or bankruptcy proceedings and the proceedings are not dismissed within ninety days; or (iii) the other party is in material breach of this Agreement more than twice notwithstanding any remedy of such breaches. Where Revolgy has the right to terminate this Agreement under this Clause, Revolgy may choose to suspend or terminate any, all, or any part of the Services or Projects. Besides, Services may be terminated in case when the Customer engages in illegal or deceptive trade practices or any other behaviour prohibited by this Agreement.

d) Inactivity. Revolgy reserves the right to terminate the Services, if, for a period exceeding 180 days, Customer (a) has failed to access the Admin Console, (b) a Project has no active virtual machine or storage resources or an Application has not served any requests, and (c) no invoices are being generated.

e) Non-Compliance with Applicable Law. Revolgy may (at its sole discretion) suspend the provision of any Services or modify any Services at any time to comply with any applicable law. If any suspension under this Clause continues for more than 30 days, Customer may, at any time until use of the applicable Services is reinstated, terminate this Agreement immediately upon written notice.

f) Termination for Convenience. Either party may terminate the Agreement upon 90 days’ prior written notice. g) Ceasing Services Use. Customer may stop using the Services at any time.

h) Effect of Termination. On expiration or termination of this Agreement: (a) the rights granted by one party to the other will immediately cease; (b) all Fees owed by Customer to Revolgy are immediately due upon receipt of the final invoice; (c) Customer will delete the Software, any Application, Instance, Project and any Customer Data, each from the Services; and (d) upon request, each party will use reasonable endeavours to return or destroy all Confidential Information of the other party.

i) Termination of any previous agreements. If Revolgy and Customer have previously entered into a Cloud Platform Licence Agreement, that agreement shall terminate on the Effective Date and be replaced with this Agreement.

11. Publicity. 

Customer is permitted to state publicly that it is a customer of the Services, consistent with the Trademark Guidelines. If Customer wishes to display Google Brand Features or Revolgy Brand Features in connection with its use of the Services, Customer must obtain written permission from Google or Revolgy through the process specified in the Trademark Guidelines in relation to Google or by contacting Revolgy’s representative in case of Revolgy. Google and Revolgy may include Customer’s name or Brand Features in a list of Google customers or Revolgy customers, online or in promotional materials. Google and Revolgy may also verbally reference Customer as a customer of the Services. Neither party needs approval for repeating a public statement that is substantially similar to a previously approved public statement. Any use of a party’s Brand Features will inure to the benefit of the party holding Intellectual Property Rights to those Brand Features. A party may revoke the other party’s right to use its Brand Features under this Clause by giving written notice to the other party and allowing a reasonable period to stop the use.

12. Warranties.

Revolgy warrants that it will: (a) use reasonable care and skill in complying with its obligations under this Agreement, and (b) ensure provision of the Services in accordance with the principles set out in applicable SLA.

13. Disclaimer.

No conditions, warranties or other terms apply to the provision of the Services unless expressly set out in this Agreement. Subject to limitation of liability under the General Terms and Conditions, no implied conditions, warranties or other terms apply (including any implied terms as to satisfactory quality, fitness for purpose or conformance with description). Neither Revolgy nor Google is not responsible or liable for the deletion of or failure to store any content and other communications maintained or transmitted through use of the Services. Customer is solely responsible for securing and backing up its Applications and Customer Data. Neither Revolgy nor Google warrants that the operation of the Software or the Services will be error-free or uninterrupted. Neither the Software nor the Services are designed, manufactured, or intended for High Risk Activities. Customer acknowledges (i) that Google shall not be responsible or liable for any damages, whether direct, indirect, incidental or consequential, arising from Revolgy’s distribution and resale of the Services to Customer and (ii) neither Revolgy nor Google does not provide any warranties with respect to the Services, including, warranties of merchantability, fitness for a particular purpose, and noninfringement.

14. Indemnification.

a) By Customer. Customer will indemnify Revolgy and its Affiliates and Google and its Affiliates against Indemnified Liabilities in any Third-Party Legal Proceeding to the extent arising from any Application, Project, Customer Data, or Customer Brand Features; or Customer’s, or Customer End Users’, use of the Services in violation of the AUP or this Agreement.

b) Conditions. Clause 14, letter a) will apply only to the extent that: 

(i) the indemnified party has promptly notified the indemnifying party in writing of any Allegation(s) that preceded the Third-Party Legal Proceeding and cooperates reasonably with the indemnifying party to resolve the Allegation(s) and Third-Party Legal Proceeding. If any breach of this Clause prejudices the defence of the Third-Party Legal Proceeding, the indemnifying party’s obligations under Clause 14, letter a) (as applicable) will be reduced in proportion to the prejudice. 

(ii) the indemnified party tenders sole control of the indemnified portion of the Third-Party Legal Proceeding to the indemnifying party, subject to the following:

the indemnified party may appoint its own non-controlling counsel, at its own expense; and b. (any settlement requiring the indemnified party to admit liability, pay money, or take (or refrain from taking) any action, will require the indemnified party’s prior written consent, not to be unreasonably withheld, conditioned, or delayed.

c) If Revolgy reasonably believes the Services might infringe a third party’s Intellectual Property Rights, then Revolgy may, at its sole option and expense: (a) procure the right for Customer to continue using the Services; (b) modify the Services to make them non-infringing without materially reducing their functionality; or (c) replace the Services with a non-infringing, functionally equivalent alternative.

If Revolgy does not believe the remedies in Clause 14, letter c), point i. are commercially reasonable, then Revolgy may suspend or terminate Customer’s use of the impacted Services.

d) Sole Rights and Obligations. Without affecting either party’s termination rights, this Clause 14 states the parties’ only rights and obligations under this Agreement for any third party’s Intellectual Property Rights Allegations and Third-Party Legal Proceedings.

15. Miscellaneous.

a) Notices. All notices of termination or breach must be in English, in writing and addressed to the other party’s Legal Department or if the party does not have a Legal Department then to an authorised representative of such party. The address for notices Revolgy is contracts@revolgy.com. Notice will be treated as given on receipt, as verified by written or automated receipt or by electronic log (as applicable).

b) Assignment. Neither party may assign any part of this Agreement without the written consent of the other, except to an Affiliate where: (a) the assignee has agreed in writing to be bound by the terms of this Agreement; (b) the assigning party remains liable for obligations under this Agreement if the assignee defaults on them; and (c) the assigning party has notified the other party of the assignment. Any other attempt to assign is void.

c) Subcontracting. Each party may subcontract any of its obligations under this Agreement, but will remain liable for all subcontracted obligations and its subcontractors’ acts or omissions.

d) Force Majeure. Neither party will be liable for failure or delay in performance to the extent caused by circumstances.

e) No Waiver. Neither party will be treated as having waived any rights by not exercising (or delaying the exercise of) any rights under the Agreement.

f) No Agency. This Agreement does not create any agency, partnership, or joint venture between the parties. Parties expressly confirm that Revolgy and Google are both independent contractors and that Revolgy is not Google’s agent or partner in a joint venture with Google.

g) Equal partner. Customer and Revolgy are independent business partners, both had a possibility to use legal assistance in relation to negotiation of the Agreement and thus no provision related to protection of weaker contractual party or consumer shall apply.

h) No Third-Party Beneficiaries. This Agreement does not confer any benefits on any third party unless it expressly states that it does.

i) Governing Law. This Agreement is governed by the Czech law and the parties submit to the exclusive jurisdiction of the courts in the Czech Republic in relation to any dispute (contractual or non-contractual) concerning this Agreement, but either party may apply to any court for an injunction or other relief to protect its Intellectual Property Rights.

j) Amendments. Except as set out in (i) Clause 1, letter e), point (ii); (ii) Clause 3, letter b); (iii) or where the content is linked to an internet website which may be unilaterally changed, any amendment to the Agreement must be in writing, signed by both parties, and expressly state that it is amending the Agreement save for Binding Orders.

k) Survival. The following Clauses will survive expiration or termination of this Agreement: 6, letter a); 9; 10, letter h); 14 and 15.

l) Entire Agreement. Agreement sets out all terms agreed between the parties and supersedes all other agreements between the parties relating to its subject matter. In entering into Agreement neither party has relied on, and neither party will have any right or remedy based on, any statement, representation or warranty (whether made negligently or innocently), except those expressly set out in Agreement.

m) Interpretation of Conflicting Terms. If there is a conflict between Agreement and terms which are linked to a website, the Agreement will take precedence.

n) Export Laws. Customer will not use the Services to store or transfer any Customer Data that would be controlled for export under the Export Control Laws.

o) Consent to the GCP Specific Terms. Before starting to use Services, the Customer is obliged to acquaint itself with these GCP Specific Terms, in addition to the General Terms and Conditions and any other relevant other business terms and conditions that apply to the relevant Services, where applicable. Besides the conclusion of the Agreement, consent is also factually expressed by the fact that the Customer, possibly directly some of the Customer’s End Users, start using any of Services. If the Customer or some of the Customer’s End Users dissent from these GCP Specific Terms, the Customer is obliged to refrain from using the Services.

p) Definitions and interpretation. 

The words “include” and “including” will not limit the generality of any words preceding them. “Account” means Customer’s Google Cloud Platform account. 

“Admin Console” means the online console(s) and/or tool(s) provided to Customer for administering the Services. “Affiliate” means any entity that directly or indirectly controls, is controlled by, or is under common control with a party. 

“Agreement” means GCP Specific Terms, Binding Order and General Terms and Conditions and other terms and conditions or documentation to which the previous refers in relation to the scope of the Services between Revolgy and the Customer. 

“Allegation” means an unaffiliated third party’s allegation. 

“Application(s)” means any web or other application Customer creates using the Services, including any source code written by Customer to be used with the Services or hosted in an Instance. 

“AUP” means the rules of acceptable use policy for the Services set out at http://cloud.google.com/terms/aup applicable for the Customer and Revolgy under this Agreement. 

“Binding Order” means an order of the Services that is binding for Customer upon acceptance by Revolgy. 

“Brand Features” means the trade names, trademarks, service marks, logos, domain names, and other distinctive brand features of each party, respectively, as secured by such party from time to time. 

“Committed Purchases” has the meaning set out in the Service Specific Terms. 

“Confidential Information” means information that one party (or an Affiliate) 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. 

“Contract Year” means a period of one calendar year starting on the Effective Date or the relevant anniversary of the Effective date (as appropriate). 

“Customer Data” means content provided to Revolgy by Customer (or at its direction) via the Services under the Account. 

“Customer End Users” means the individuals Customer permits to use the Application. 

Revolgy Business Solutions a.s., Klimentská 1246/1, Praha 1, 110 00 7/10

“Data Processing and Security Terms” means the then-current terms describing Google’s data protection and processing obligations with respect to Customer Data, as set out at: 

https://cloud.google.com/terms/data-processing-terms . 

“Documentation” means the documentation (as may be updated from time to time) in the form generally made available to customers for use with the Services including the following: 

(a) Google App Engine, set out here: https://cloud.google.com/appengine/; 

(b) Google Cloud SQL, set out here: https://cloud.google.com/cloud-sql/; 

(c) Google Cloud Storage, set out here: https://cloud.google.com/storage/; 

(d) Google Prediction API, set out here: https://cloud.google.com/prediction/; 

(e) Google BigQuery Service, set out here: https://cloud.google.com/bigquery/; 

(f) Google Compute Engine, set out here: https://cloud.google.com/compute/; 

(g) Google Translate API v2, set out here: https://cloud.google.com/translate/; and 

(h) Google Cloud Datastore, set out here: https://cloud.google.com/datastore/. 

“Effective Date” means date when Binding order is accepted by Revolgy. 

“Emergency Security Issue” means either: (a) Customer’s or Customer End Users’ use of the Services in breach of the AUP, which could disrupt: (i) the Services; (ii) other customers’ or their customer end users’ use of the Services; or (iii) the Google network or servers used to provide the Services; or (b) unauthorised third party access to the Services. 

“European Data Protection Regulation” means Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (General Data Protection Regulation). 

“Export Control Laws” means all applicable export and re-export control laws and regulations, including the Export Administration Regulations (“ EAR ”) maintained by the U.S. Department of Commerce; trade and economic sanctions maintained by the US Treasury Department’s Office of Foreign Assets Control; the International Traffic in Arms Regulations (“ ITAR ”) maintained by the US Department of State and all such equivalent laws and regulations in the European Union. 

“Feedback” means feedback or suggestions about the Services provided to Revolgy or Google by Customer. 

“Fees” means the applicable fees for each Service set out at https://cloud.google.com/skus or as otherwise set out on the Binding Order, plus any applicable Taxes. The Fees in Binding Order take precedence. 

“General Terms and Conditions” means General terms and conditions pertaining to the Agreement. “GCP Specific Terms” means these specific terms 

“Google” means Google Inc. and all its Affiliates. 

“High Risk Activities” means uses such as the operation of nuclear facilities, air traffic control, or life support systems, where the use or failure of the Services could lead to death, personal injury, or environmental damage. 

“HIPAA” means the Health Insurance Portability and Accountability Act of 1996 as it may be amended from time to time, and any regulations issued under it. 

“Indemnified Liabilities” means any (i) settlement amounts approved by the indemnifying party; and (ii) damages and costs finally awarded against the indemnified party by a court of competent jurisdiction. 

“Initial Term” means the initial term of the Agreement which will start on the Effective Date and continue until 12 months after the Service Commencement Date, unless terminated earlier in accordance with this Agreement. 

“Instance” means a virtual machine instance, configured and managed by Customer, which runs on the Services. Instances are more fully described in the Documentation. 

“Intellectual Property Rights” means all copyright, moral rights, patent rights, trade marks, design right, rights in or relating to databases, rights in or relating to confidential information, rights in relation to domain names, and any other intellectual property rights (registered or unregistered) throughout the world, whether or not in existence as at the Effective Date. 

“Legal Process” means a data disclosure request made under law, governmental regulation, court order, subpoena, warrant, governmental regulatory or agency request, or other valid legal authority, legal procedure, or similar process. 

“Revolgy” shall mean the company Revolgy Business Solutions a.s., with its registered office in Prague 1, Klimentská 1246/1, Id. No.: 25082159, Tax Id. No.: CZ25082159, registered in the Commercial Register maintained by the Municipal Court in Prague, Section B, Insert 26215. 

“Package Purchase” has the meaning set out in the Service Specific Terms. 

“Personal Data” means personal data within the meaning of Directive 95/46/EC of the European Parliament and of the Council on the Protection of Individuals with Regard to the Processing of Personal Data and on the Free Movement of Such Data and any local legislation pertaining to processing of Personal Data. 

“Project” means a grouping of computing, storage, and API resources for Customer, and via which Customer may use the Services. Projects are more fully described in the Documentation. 

“Renewal Term” has the meaning given in Clause 10.1. 

“Reserved Capacity Units” have the meaning set out in the Service Specific Terms. 

“Reserved Unit Term” has the meaning set out in the Service Specific Terms. 

“Reserved Units” have the meaning set out in the Service Specific Terms. 

“Service Commencement Date” means the date upon which Customer obtains the Token for the first Service or otherwise one or more Services are available to Customer. 

“Service Specific Terms” means the terms specific to one or more Services set out in on 

https://cloud.google.com/cloud/terms/service-terms or website to which the previous address links. 

“Services” means the services set out here: https://cloud.google.com/cloud/services (including any associated APIs), and TSS. 

“SLA” means each of the then-current service level agreements at: https://cloud.google.com/terms/sla. 

“Software” means any downloadable tools, software development kits or other such proprietary computer software provided in connection with the Services, which may be downloaded by Customer, and any updates, which may be made make to such Software from time to time. 

“Taxes” means any taxes, including sales, use, personal property, value-added, excise, customs fees, import duties or stamp duties or other taxes and duties imposed by governmental agencies of whatever kind and imposed with respect to all transactions under this Agreement, including penalties and interest, but specifically excluding taxes based upon Revolgy's net income. 

“Term” means the Initial Term and all Renewal Terms. 

“Third-Party Legal Proceeding” means any formal legal proceeding filed by an unaffiliated third party before a court or government tribunal (including any appellate proceeding). 

“Token” means an alphanumeric key that is uniquely associated with the Account. 

“Trademark Guidelines” means Google’s Guidelines for Third Party Use of Google Brand Features, set out at https://www.google.cz/permissions/trademark/our-trademarks.html. 

“TSS” means the technical support service provided by Revolgy to the administrators pursuant to the TSS Guidelines. 

“TSS Guidelines” means Revolgy’s technical support services guidelines set out at www.revolgy.com. 

“URL Terms” means the following URL terms: AUP, Fees, SLA, Service Specific Terms and TSS Guidelines. Revolgy Business Solutions a.s., Klimentská 1246/1, Praha 1, 110 00 9/10

q) Effectiveness. This wording of Google Cloud Platform Specific Terms becomes effective on 01.08.2018.