Discovery Ads Terms and Conditions for

Advertisers
Effective Date: November 11, 2024

These Discovery Ads Terms and Conditions for Advertisers (“Agreement” or “Terms”) are a legal agreement between the entity
executing this Agreement (“Advertiser,” “You” or “Your”) and Branch Metrics, Inc., with offices at 195 Page Mill Rd, Suite 101, Palo Alto,
CA 94306 (“Branch”), and governs all purchases by Advertiser of ad inventory on Branch’s Discovery Ads service.

Your use of the Services requires the ability to enter into agreements and/or to make transactions electronically.

YOU HEREBY CERTIFY TO BRANCH THAT YOUR ELECTRONIC SUBMISSIONS CONSTITUTE YOUR AGREEMENT AND INTENT TO BE
BOUND BY THIS AGREEMENT AND TO PAY FOR YOUR TRANSACTIONS WITH BRANCH INVOLVING THE DISCOVERY ADS SERVICE,
AND THAT YOU HAVE THE RIGHT AND AUTHORITY TO ENTER INTO THIS AGREEMENT ON YOUR OWN BEHALF, OR IF YOU ARE
ENTERING INTO THIS AGREEMENT ON BEHALF OF YOUR COMPANY, ORGANIZATION OR OTHER ENTITY, THAT YOU HAVE THE
RIGHT AND AUTHORITY TO LEGALLY BIND SUCH ENTITY TO ALL THE TERMS AND OBLIGATIONS OF THIS AGREEMENT.

You agree to accept and abide by this Agreement as presented. Changes, additions, or deletions to this Agreement are not acceptable.
Branch reserves the right to refuse access to the Services if You fail to comply with any part of this Agreement or for any other reason
in Branch’s sole discretion.

In consideration of the foregoing and of the mutual promises and covenants set forth herein, You and Branch agree as follows:

1. Access. Access to the Services is available only to an Advertiser that is an existing customer of Branch’s deep-linking and
attribution services, unless otherwise agreed by Branch.

2. System Requirements. Use of the Services requires compatible hardware, internet and/or mobile access, certain
software, and may require obtaining updates or upgrades from time to time. Because use of the Services involves
hardware, software, and internet and/or mobile access, Your ability to use the Services may be affected by the
performance of these factors. You acknowledge and agree that such system requirements, which may be changed from
time to time, are Your responsibility.

3. Other Agreements. Any other agreements in effect between Branch and You (collectively, the “Other Agreements”) are
separate from these Terms. These Terms will in no event be deemed to be the terms of the Other Agreements and vice
versa. No breach of these Terms will constitute a breach of the Other Agreements and vice versa.

4. Your Information. You agree to provide accurate, current and complete information required to register with the Services
and at other points as may be required in the course of using the Services (“Advertiser Registration Information”),
including, but not limited to, company name, physical address, corporate payment information, relevant tax information or
other information as requested. You acknowledge and agree that Your use of the Services (as defined herein) will require
Branch to send email communications to You at the email address that You provide upon registration. You agree that
Branch may send to You communications, including but not limited to notifications and invoices (or other materials
relating billing), in the English language, by email or postal mail. You hereby confirm Your ability to read and comprehend
communications in the English language or Your practicable ability to have communications in the English language
translated to a language of Your preference or as mandated by the jurisdiction(s) to which You are subject, at no cost to
Branch. It is Your sole responsibility to ensure Advertiser Registration Information is up to date at all times.
5. Access Credentials and Responsibility. Certain parts of the Services, including account management features, may be
password-restricted to registered users or other authorized persons (“Account”). Advertiser may select individuals
(employees or independent contractors) to access and use such parts and Advertiser will obtain separate credentials, e.g.,
user IDs and passwords, from Branch for such individuals (each, an “Authorized User”). Advertiser is responsible for the
confidentiality and security of each Authorized User’s credentials and will take all necessary steps to protect each
Authorized User’s credentials from disclosure. Advertiser will not share (and will instruct each Authorized User not to
share) such Account credentials with any other person or entity or otherwise permit any other person or entity to access
or use the Services. You agree to immediately notify Branch of any unauthorized use of Your Account or any other breach
of security. You will at all times be responsible for all actions taken under an Account and all losses arising therefrom,
whether or not such action was taken by an Authorized User or by another party, and whether or not such action was
authorized by an Authorized User.

6. Advertising Services.

a. Overview. Upon acceptance of this Agreement, You may bid on search ad inventory offered on Branch’s
Discovery Service, and run advertising campaigns (“Campaigns”) on the search ad impressions that You
purchase. If You purchase a search ad impression, Branch will deliver Your advertising content (“Ad
Content”), which includes a deep link to Advertiser or third party mobile applications and/or the associated
products and services, to a handheld device that supports the display of search results from Branch’s
Discovery Ads service (the supported devices, “Devices”; and advertising on Branch’s Discovery Ads service,
collectively, the “Services”).

b. Limited License to Ad Content. You hereby grant to Branch a non-exclusive, royalty-free, worldwide, fully paid-
up license to store, use, reproduce and display the Ad Content (which is deemed to include all content,
including text, audio, video, images, deliverables, digital files, web pages, trademarks, brand features or any
other intellectual property contained therein or accessible therefrom) for purposes of delivering the Services
and as otherwise expressly permitted hereunder.

c. Ad Parameters. You understand and agree that if You are the winning bidder for an impression, Ad Content
may be delivered to Devices authorized by Branch to display Ad Content, subject to Your specification of the
following parameters: (i) the ad trafficking and/or targeting decisions (such as search query keywords), (ii)
properties to which the Ad Content may direct viewers (such as deep linked mobile application content and
app downloads), and (iii) the related URLs and redirects and the services and products advertised on such
mobile applications, URLs and redirects ((i) to (iii), collectively, “Ad Parameters”). You authorize and consent
to the delivery of Ad Content to search impressions that satisfy the Ad Parameters. Branch may, but is not
obligated to, make available to You suggestions relating to keywords or auction bids, intended to assist You
with the selection and generation of Ad Parameters. You understand and agree that You are solely
responsible for evaluating the appropriateness and permissibility of the Ad Parameters, and You are not
required to implement or authorize the use of any of Branch’s suggestions. You further understand and agree
that if You decide to implement or authorize the use of any of Branch’s suggestions, then You are solely
responsible for the suggestions so implemented or used. Branch will not bear any responsibility or liability
for Your Ad Parameters or Your decisions relating to Ad Parameters.

d. Advertiser Targeting Data. Some features on the Services allow You to use information relating to Your
customers, products, and services (“Advertiser Targeting Data”) as Ad Parameters. As between You and
Branch, You understand and agree that (i) You are solely responsible and liable for Your Advertiser Targeting
Data; (ii) You undertake that You will only use the Advertiser Targeting Data as an Ad Parameter where you
have lawful, permitted purposes; and (iii) You will remove (or request that Branch remove, if and where
required) the Advertiser Targeting Data if You no longer intend to use such data in connection with the
Services.

e. Compliance with Specifications, Content Guidelines and Policy Guidelines. You agree to comply with the
 specifications provided by Branch to enable proper display of Ad Content in connection with the Services,
including, without limitation, technical specifications and policy and content guidelines, which is accessible
here (each as may be amended from time to time by Branch, the “AUP”) and which You agree to visit and
review regularly. You are solely responsible for the proper content, format, and keeping up-to-date Ad
Content submitted by You or otherwise used in connection with the Services. You acknowledge that changes
made to the configuration of re-direct deep link routing to the mobile application marketplace, and changes
made to the display and description of Your mobile applications (e.g. app download price) in mobile
application marketplaces such as the Apple App Store or the Google Play Store may impact Your Ad Content,
and that such changes in the respective mobile application marketplace may not be immediately reflected in
the Services. You are responsible for all costs and expenses incurred in connection with development and
certification of Your Ad Content. The data collected by Branch in connection with the Services is processed
and used in accordance with Branch’s publicly posted Privacy Policy, available at
https://legal.poweredbybranch.com/#disco-privacypolicy.

f. Reporting Metrics. You acknowledge that reporting metrics provided by Branch (the “Reporting Metrics”) are
the definitive and binding measurements of Branch’s performance on delivery of the Services, and that no
other reporting metrics, third party or otherwise, are permitted in connection with the Services. The Reporting
Metrics are in the standard format offered by the Services, and Branch makes no assurances that the
Reporting Metrics will meet Your specific reporting or analytics needs.

g. Beta, Ad Experiments, Promotions. You acknowledge that Branch or its affiliates may participate in “beta,”
“ad experiments” or promotion program features. You may not disclose any information regarding such
program features or the terms or existence of any non-public feature.

h. Right to Reject Ad Content. Branch reserves the right to reject or cancel any Ad Content, Campaigns or Ad
Parameters requested by You at any time and on any grounds, including but not limited to reasonable belief
by Branch that placement of Ad Content may subject Branch to criminal or civil liability, may contravene the
Terms, may contravene Branch’s policies, or may be adverse to Branch’s business interests. You also
understand and agree that certain Advertisers or materials owned by the Advertiser or advertiser products
and/or services may not be eligible for promotion through a Campaign set up on the Services. The fact that
Branch has not rejected any Ad Content does not in any way waive, reduce, limit or otherwise affect Your
responsibilities and obligations under this Agreement.

i. Sub-contractors. Branch reserves the right to engage sub-contractors to perform, under Branch’s direction,
the Services (or a portion thereof) where deemed necessary by Branch; provided that, Branch will remain
liable to Advertiser with respect to the Services provided by such sub-contractors subject to these Terms,
and Branch’s use of a sub-contractor shall not release Branch from any duty or liability to fulfill Branch’s
obligations under these Terms. Such sub-contractors will be informed about the confidential nature of the
information and restrictions about the usage and disclosure of such confidential information and will be
bound by Branch’s obligations in clause 8 below. Upon reasonable request by Advertiser, Branch will provide
Advertiser with a list of the sub-contractors that Branch is engaged with to perform the Services (or a portion
thereof).

j. Marketing Permission. You agree that Branch may send You marketing communications regarding the
Services. Branch may request permission to use the Ad Content, including all trademarks and logos included
in the Ad Content, for promotional purposes in Branch marketing materials. Branch must approve in writing
any press release or announcement that refers or relates to this Agreement, the Ad Content or Your
relationship with Branch.

k. Partners. The Services enable You to measure and analyze Your Campaigns with certain third parties that
You work with, such as analytics providers (“Partners”). You may, through Your configuration of the Services
(“Partner Features”), direct Branch to provide data to, and receive data from Partners or from Branch’s deep-
 linking and attribution services relating to end users that engage with Your Campaigns, including
engagement data from Branch’s Discovery Service and postback data from your applications and/or
associated products and services (“Shared Data”). By using the Partner Features, You agree that Branch may
make available Shared Data to Partners and may obtain and process Shared Data from Partners consistent
with your use of the Partner Features. You acknowledge and agree that: (i) a Partner will only receive Shared
Data to the extent enabled by the Partner and Branch; (ii) any use of Shared Data by a Partner shall be
subject to Your own agreements with the applicable Partner; (iii) Branch shall have no liability or
responsibility in connection with any acts or omissions by Partners; (iv) any use or processing of Shared
Data may be subject to certain limitations and restrictions imposed by Partners, and that Branch is not
responsible for fulfilling such limitations and restrictions unless expressly agreed to in a signed writing
between You and Branch.

7. Payment for Services.

a. Fees. As consideration for the Services, You agree to pay Branch, and agree that Branch may charge Your
payment method, for the full amount of the fees for any Campaign that You purchase in the Services
(including any taxes, administrative fees, and late fees, as applicable) that may be accrued by or in
connection with the Services or Your Account. You agree that any discounts to Your invoice must be
mutually agreed upon by the Parties in writing (email suffice). You acknowledge and agree that fees are
based solely on the Reporting Metrics (as defined herein). You are responsible for the timely payment of all
fees and for providing Branch with current, complete and accurate billing information to process Your
payment for all fees. You are responsible for the payment of any fees associated with an electronic funds
transfer (i.e., ACH, wire transfer) when issuing payment to Branch, which includes fees from Your financial
institution and intermediary banks. For the use of credit card to process Your payment, You agree that
Branch may automatically charge the credit card nominated by You at any time after any portion of the
Services are delivered. Furthermore, You authorize Branch (or its billing agent) to charge the credit card
account until You or Branch cancels or terminates the Services as set forth herein; provided that if payment
is not received from the credit card issuer, the transaction is returned after the payment has been settled,
otherwise known as chargeback, or if there are insufficient funds in the case of check or debit card
payments, You agree to pay all amounts plus any applicable transaction fees (e.g., NSF fees, chargeback
fees) due upon demand. Branch will invoice You in arrears on a monthly basis during the applicable invoice
period, with payment due net 30 days from the invoice date. You agree to pay Branch a monthly
administrative fee up to six percent (6%) of the value of the applicable monthly invoice. Late payments bear
interest at the rate of one-and-a-half-percent (1.5%) per month of the outstanding balance or the highest rate
permitted by law, whichever is less. Timely payments do not bear interest.

b. Taxes. Branch may invoice You for any applicable taxes, levies, duties, costs, charges, deductions or any
charges of equivalent effect, as imposed by any tax authority on or in respect of the Services provided by
Branch to You under this Agreement, including, without limitation, sales tax, use tax, value added tax (“VAT”),
goods and services tax (“GST”), and consumption tax. Branch will determine, collect and remit such
applicable taxes to the competent tax authorities, and You agree to pay such taxes as invoiced by Branch. In
the event that any tax authority imposes any tax compliance responsibility on You including, without
limitation, reverse charge accounting, self-accounting and reporting, You will take full responsibility for such
compliance obligations.

8. Confidentiality.

a. Definitions. During the term of this Agreement, each Party (a “Recipient”) may have access to, or become
acquainted with, certain non-public confidential information of the other Party (a “Discloser”) including
without limitation all information clearly identified as confidential at the time of disclosure (“Confidential
Information”). Advertiser and Branch further agree that, subject to the rights and licenses granted herein,
each Party's Confidential Information includes all non-public information regarding the Discloser, including
 without limitation any customer, customer prospect, the terms, conditions and pricing set forth in this
Agreement, orders for Services, marketing, technical, business and/or strategic plans or information
provided by such Party to the other Party in the performance of the Services under this Agreement.
Confidential Information further includes the proprietary information and technology used by Branch to
perform the Services, the Branch Data, and all intellectual property and related rights associated therewith
(collectively, the “Branch IP”), Reporting Metrics, nonpublic product plans, marketing plans, whether such
information is clearly designated as “Confidential” in writing, or at the time of disclosure, if disclosed orally or
visually, a reasonable person would understand the information to be confidential. Notwithstanding the
foregoing, Confidential Information does not include information that: (i) is now or subsequently becomes
generally available to the public through no act or omission of the Discloser or its employees or agents; (ii)
was rightfully in the possession of the Recipient without restriction prior to its disclosure by the Discloser;
(iii) is disclosed to a third party by the Discloser without restriction on disclosure; (iv) was rightfully in the
possession of the Recipient without restriction prior to its disclosure by the Discloser; (v) is independently
developed by Recipient without reliance on, or reference to such Confidential Information; and (iv) is received
from a third party lawfully in possession of such information and the Recipient has no knowledge of any
disclosure restrictions on such third party to disclose such information. Confidential Information excludes
any open source software (“OSS”) included in the Services and accompanied by licensing terms that do not
impose confidentiality obligations on the use or disclosure of such OSS.

b. Obligations Regarding Confidential Information. Each Party agrees as follows: (a) to use the Confidential
Information of the Discloser only for the purposes of performance of its obligations under this Agreement, or
as otherwise permitted by this Agreement; (b) to take all reasonable steps to ensure that the Discloser’s
Confidential Information is not disclosed or distributed by the Recipient’s employees or agents in violation of
the terms of this Agreement, but in no event will either party use less effort to protect the Confidential
Information of the Discloser than it uses to protect its own Confidential Information of like importance; (c) to
restrict access to the Confidential Information disclosed by the Discloser to such of the Recipient’s
employees, agents and third parties, if any, who have a need to have access and who have been advised of
and have agreed in writing or are otherwise bound to treat such information in accordance with this
Agreement; and (d) to return or destroy all Confidential Information of the Discloser in its possession upon
the Discloser’s written request, after termination of this Agreement. Recipient will be responsible for any
violation of the terms of this section by its employees or consultants.

c. Permitted Disclosures of Confidential Information. Notwithstanding the foregoing, Confidential Information

may be disclosed as required by applicable law or any governmental agency, provided that before disclosing
such information the Discloser must provide the Recipient with sufficient advance notice of such request for
the information to enable the Recipient to exercise any rights it may have to challenge or limit the agency’s
authority to receive such Confidential Information, to the extent permitted by applicable law.

9. Ownership

a. Advertiser. As between Advertiser and Branch, Advertiser retains ownership of the Ad Content, and
Advertiser Data, in each case, subject to Branch’s usage rights under this Agreement. “Advertiser Data”
means (i) the Advertiser Targeting Data; and (ii) the data that specifically identifies Advertiser that is
generated by or from Advertiser’s use of Services. Branch may use and disclose the Advertiser Data: (1) to
perform Advertiser’s obligations under this Agreement; (2) to operate, support, maintain and enhance the
Services; (3) to disclose aggregate statistics about Branch’s Discovery Ads service in a manner that prevents
individual identification of Advertiser; (4) in accordance with a judicial or other governmental order or as may
be required by law, in accordance with Section 8; and/or (5) as otherwise expressly authorized by Advertiser.

b. Branch. As between Advertiser and Branch, Branch retains ownership of the Discovery Ads service (which
includes the Services), the proprietary information and technology used by Branch to perform the Services,
the Branch Data, and all intellectual property and related rights associated therewith. “Branch Data” means (i)
 the data derived from or generated by Advertiser’s use of the Services (which include its end users’
interactions with the Ad Content) that do not specifically identify Advertiser; (ii) the data relating to any error,
issue or enhancement to the operation or use of the Services; and (iii) the data that Branch would have
regardless of Advertiser’s use of the Services. For the avoidance of doubt, Advertiser Data may include
information that is similar or identical to the information included in the Branch Data; provided, however, that
such similarities will not adversely affect each party’s ownership of its data. For the avoidance of doubt,
“Branch,” “Branch Metrics,” the Branch Metrics word and design logo, the Branch Metrics badge logo,
“Branch Discovery,” and any other product or service name, slogan, design, graphic, or logo used in
connection with the Services are trademarks and service marks of Branch Metrics, Inc. and its suppliers or
licensors, and may not be copied, imitated or used, in whole or in part, without the prior written permission of
Branch or the applicable trademark holder.

10. Representations and Warranties

a. Advertiser Warranty. You represent and warrant that: (i) You are duly organized under applicable law and
have sufficient authority to enter into and carry out Your obligations under this Agreement, and upon
Branch’s request, You will demonstrate such authority to Branch’s satisfaction, and understand and
acknowledge that Your failure to do so will be deemed a material breach of this Agreement; (ii) the person
entering into this Agreement is authorized to execute this Agreement on behalf of Advertiser; (iii) Your Ad
Content and Your selection of Ad Parameters comply fully with the Services’ posted policies and procedures,
including the AUP, and all applicable legal and regulatory requirements of each jurisdiction, including with the
requirements of any applicable self-regulatory codes, whether or not You are a member of such codes, in
which it is displayed through Your use of the Services; and (iv) none of the Ad Content (1) infringes on any
third party’s copyright, patent, trademark, trade secret or any other intellectual property or proprietary rights;
(2) is defamatory or trade libelous; (3) is pornographic or obscene; or (4) contains malware, spyware, viruses,
Trojan horses, worms, time bombs, ransomware or other similar harmful or deleterious programming
routines.

b. Branch Warranty. Branch represents and warrants that: (i) it is duly organized under applicable law and has
sufficient authority to enter into and carry out its obligations under this Agreement; and (ii) the Services will
be performed in a workmanlike and professional manner. Unless otherwise stated, Your sole remedy and
Branch’s sole obligation for any breach of the foregoing warranties is set forth in Section 12.c. of this
Agreement.

11. Disclaimer of Warranties.

a. THE PRODUCTS AND SERVICES DELIVERED TO YOU THROUGH THE SERVICES are provided “AS IS” AND
“AS AVAILABLE” without warranty of any kind, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE
FOREGOING, BRANCH EXPLICITLY DISCLAIMS ANY REPRESENTATIONS OR WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT,
AND ANY REPRESENTATIONS OR WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF
TRADE. Branch does not guarantee, represent, or warrant the accuracy, completeness, or usefulness of the
Services, or that Your use of the Services will be uninterrupted or free from errors, network failures, loss,
corruption, attack, viruses, interference, hacking, or other security intrusion and Branch disclaims any liability
relating thereto. Advertiser relies on the Services at Advertiser’s own risk.

b. BRANCH MAKES NO ASSURANCE THAT THE SERVICES WILL HAVE AVAILABLE ANY VOLUME OR A
SUFFICIENT VOLUME OF AD IMPRESSIONS THAT SATISFY YOUR AD PARAMETERS (INCLUDING YOUR
DESIRED TERRITORY AND DESIRED LANGUAGE); OR THAT YOU WILL BE SUCCESSFUL IN THE AUCTION
FOR THE AD IMPRESSIONS ON WHICH YOU BID; OR THAT YOUR AD CONTENT WILL BE SUITABLE OR
PERMISSIBLE IN THE DISCOVERY AD SERVICES MARKET OR TERRITORY IN WHICH YOU SEEK TO
ADVERTISE.
 c. YOU AGREE THAT FROM TIME TO TIME BRANCH MAY REMOVE THE SERVICES (OR PARTICULAR
PRODUCTS OR SERVICES THEREIN) FOR INDEFINITE PERIODS OF TIME, OR CEASE TO OFFER THE
SERVICES IN THEIR ENTIRETY, AT ANY TIME, WHERE NECESSARY TO PROTECT BRANCH’S INTERESTS.

d. YOU UNDERSTAND AND AGREE THAT PRICING FOR THE SERVICES IS BASED ON AN AUCTION MODEL,
WHICH MAY VARY BASED ON NUMEROUS FACTORS, INCLUDING, WITHOUT LIMITATION, PROPRIETARY
ALGORITHMS USED BY BRANCH.

e. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, RIGHTS, AND
REMEDIES IN CERTAIN CIRCUMSTANCES. ACCORDINGLY, SOME OF THE LIMITATIONS SET FORTH ABOVE
MAY NOT APPLY.

12. LIMITATION OF LIABILITY.

a. BRANCH WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR
EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL,
USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF BRANCH HAS BEEN ADVISED OF THE POSSIBILITY
OF SUCH DAMAGES), RESULTING FROM CUSTOMER’S USE OF THE SERVICES.

b. UNDER NO CIRCUMSTANCES WILL BRANCH’S TOTAL LIABILITY ARISING OUT OF OR RELATED TO

ADVERTISER’S USE OF THE SERVICES (INCLUDING BUT NOT LIMITED TO WARRANTY CLAIMS),
REGARDLESS OF THE FORUM AND REGARDLESS OF WHETHER ANY ACTION OR CLAIM IS BASED IN
CONTRACT, TORT, OR OTHERWISE, EXCEED THE AMOUNTS, IF ANY, PAID AND PAYABLE TO BRANCH FOR
USE OF THE SERVICES FOR THE SIX (6) MONTH PERIOD PRIOR TO THE CLAIM.

c. IN THE EVENT BRANCH FAILS TO DELIVER YOUR CAMPAIGN IN ANY RESPECT, THE SOLE LIABILITY OF
BRANCH TO YOU AND YOUR SOLE REMEDY IS LIMITED TO EXTENSION OF THE CAMPAIGN UNTIL THE
CONTRACTED METRICS ARE DELIVERED OR COMPENSATION UP TO A MAXIMUM OF 100% OF THE FEES
ACTUALLY PAID OR PAYABLE TO BRANCH UNDER THIS AGREEMENT. NOTWITHSTANDING THE ABOVE,
BRANCH CANNOT ASSURE THAT ANY AUCTION-BASED ADS WILL BE DELIVERED.

d. SOME OF THE LIMITATIONS PROVIDED HEREIN MAY NOT BE ALLOWED UNDER THE LAWS OF CERTAIN
JURISDICTIONS. IF ANY SUCH LAW IS DEEMED TO APPLY TO THE AGREEMENT THEN THE LIMITATIONS
SET FORTH HEREIN APPLY TO THE MAXIMUM EXTENT PERMITTED UNDER SUCH LAWS.

13. Indemnity. By using the Services and/or the Services, You agree, to the maximum extent permitted by law, to indemnify
and hold Branch, Branch’s directors, officers, employees, affiliates, agents, contractors, and licensors harmless with
respect to any claims arising out of Your breach of this Agreement, any representations or warranties made by You herein,
your instructions to share Shared Data with a Partner, or Your other improper, unauthorized or unlawful use of the
Services, including, without limitation, any allegation that the Ad Content or the content to which it links, the Ad
Parameters You select, or the Discovery Data you provide to Branch (i) misappropriated, violated or infringed any third
party’s patent, copyright, trademark, trade secret, mask work or any other intellectual property or proprietary right; (ii)
defamed, or breached the confidentiality or violated the privacy of another under any applicable law or regulation relating
to privacy or data protection, including but not limited to the Regulation EU 2016/679 (GDPR), the California Consumer
Privacy Act of 2018 (CCPA), and any other U.S. state or federal law governing personal information or personal data
(collectively, “Applicable Privacy Law”); (iii) constituted false, deceptive, unfair, abusive acts or practices, including relating
to advertising or sales; or (iv) failed to comply with any applicable law or regulation.

14. Data Privacy Terms. In relation to the provision and processing of any personal data or personal information as defined
under Applicable Privacy Law (including Advertiser Targeting Data, Ad Parameters, or Shared Data) that Advertiser
provides to Branch for use in connection with the Services (“Discovery Data”), each Party shall act as an independent
controller or business, and not as a joint controller or joint business with the other Party. Each Party shall decide how to
manage the processing of Discovery Data, including which data to collect, how to collect it, how long to store it, and which
security measures to apply to it.
 a. Purposes of Use. Branch may collect, retain, use, disclose, and/or otherwise process Discovery Data (i) to
perform the Branch Services under the Agreement, (ii) to deliver Reporting Metrics for your Campaigns; (iii)
to fulfill Branch’s obligations in this Section 14, (iv) to optimize targeting of advertising to end users of the
Branch Discovery Service and to otherwise improve the Services, (v) for use as permitted by the CCPA, and
(vi) as otherwise agreed by the Parties in writing. In addition to these purposes, Branch may collect, retain,
use, disclose, and otherwise process Discovery Data as follows: (vii) to collect, use, retain, share, or disclose
Discovery Data that has been (A) aggregated or (B) de-identified in accordance with the CCPA, (viii) to
comply with applicable laws, (ix) to comply with a civil, criminal, or regulatory inquiry, investigation,
subpoena, or summons by federal, state, or local authorities, (x) to cooperate with law enforcement agencies
concerning conduct or activity that Advertiser, Branch, or a third party reasonably and in good faith believes
may violate federal, state, or local law, (xi) to exercise or defend legal claims.

b. Use Limitations. Advertiser discloses Discovery Data to Branch, and Branch may retain, use, and disclose
such Discovery Data, solely for the legitimate business purposes set forth in this Section 14 and for purposes
permitted by Applicable Privacy Law.

c. Obligations of Branch as Data Controller. Branch will comply with requirements applicable to controllers or
third parties under Applicable Privacy Law when processing Discovery Data, including but not limited to by:
(i) providing the same level of privacy protection to Discovery Data as is required under Applicable Privacy
Law, (ii) providing applicable rights to individuals, and (iii) implementing technical and organizational security
measures appropriate to the level of risk for the Discovery Data. If either Party receives any request or claim
related to Discovery Data processed pursuant to this Agreement, such Party shall inform the other Party
without undue delay and provide all reasonable assistance to answer such request or claim. Branch shall
have no obligation to reidentify or otherwise link information that is not maintained in a manner that would
be considered personal information as defined under Applicable Privacy Law. Advertiser understands and
agrees that it is solely responsible for responding to requests to exercise individual rights that it receives and
that Branch shall have no responsibility to respond directly to an individual on the Advertiser’s behalf.

d. Cooperation by Branch. Advertiser has the right to take reasonable and appropriate steps to ensure that
Branch uses Discovery Data provided by Advertiser consistent with this Agreement and Applicable Privacy
Law, and, upon reasonable advance written notice, to take reasonable steps to stop and remediate use of
Discovery Data by Branch that is inconsistent with this Agreement or Applicable Privacy Law. Such steps
include requesting that Branch provide Advertiser with: (i) information reasonably necessary for Advertiser to
comply with Applicable Privacy Law related to the processing of Discovery Data, including to complete any
necessary data protection assessment, and (ii) in case of control or investigation by a data protection
authority, relevant information related to the Discovery Data processed pursuant to this Agreement to allow
Advertiser to cooperate with the data protection authority. Branch will notify Advertiser if it determines that it
can no longer meet its obligations under Applicable Privacy Law.

e. Advertiser’s Compliance with Applicable Law. Advertiser shall comply with applicable laws, including without
limitation, and to the extent required: (i) providing notice; (ii) obtaining consent; (iii) honoring access,
deletion, opt-out, and opt-in rights and requests; and (iv) otherwise ensuring that it and Branch have any and
all rights required in order for Branch to collect, retain, use, disclose, and otherwise process Discovery Data
under the Agreement.

15. Termination. If You fail to comply with any material provision of this Agreement, Branch, upon notice to You may: (i)
terminate this Agreement and/or Your Account, and You remain liable for all amounts due under Your Account up to and
including the date of termination; (ii) terminate the license to the software; and/or (iii) preclude access to the Services (or
any part thereof). Branch reserves the right to modify, suspend, or discontinue the Services (or any part or feature thereof)
at any time, with or without advance notice to You, and Branch is not liable to You or to any third party should it exercise
such rights, subject to Section 12.c.
16. Notices. Except as otherwise specified in this Agreement, all notices of termination or an indemnifiable claim related to
this Agreement will be in writing and will be effective (i) upon receipt if personally delivered to one of the addresses listed
below, (ii) upon receipt if sent by certified or registered mail (return receipt requested), postage prepaid, to one of the
addresses listed below, or (iii) upon receipt if transmitted by e-mail to one of the email addressed listed below. Billing-
related notices to Customer will be addressed to the relevant billing contact designated by Customer on the applicable
Order Form. All other notices to Customer will be addressed to the relevant Services account administrator designated by
Customer. Branch’s address for the giving of notice under this Agreement is: Branch Metrics, Inc., 195 Page Mill Rd, Suite
101, Palo Alto, CA 94306, Attention: Legal Department. A party may change its email or mailing address by giving the
other party written notice as described above.

17. Entire Agreement. This Agreement, including all Attachments thereto, constitute the entire agreement between You and
Branch and govern Your use of the Services, superseding all prior agreements between You and Branch. You may not
assign this Agreement, including, without limitation, by operation of law or merger, without Branch’s prior written approval,
and any attempt to assign this Agreement without such prior written approval is void. If any part of this Agreement is held
invalid or unenforceable, that portion will be construed in a manner consistent with applicable law to reflect, as nearly as
possible, the original intentions of the parties, and the remaining portions will remain in full force and effect. Branch’s
failure to enforce any right or provisions in this Agreement will not constitute a waiver of such provision, or any other
provision of this Agreement. Branch will not be responsible for failures to fulfill any obligations due to causes beyond its
control.

18. Modification or Amendment of Terms. Branch reserves the right, at its discretion, to modify or amend this Agreement at
any time. Upon such modification, the modified Terms will be available here (or its successor URL). You agree to regularly
visit our Terms and to review the Terms, including for any modifications, which may be indicated by updates to the
Effective Date stated at the top of the Terms. You acknowledge and agree that regularly reviewing this Agreement for
modifications is Your responsibility. If You do not agree to any modification to the Terms, You must immediately cease all
access to and use of the Services. Your continued use of the Services after any modification to the Terms will be deemed
to be Your acceptance of the Terms as modified.

19. Relationship of the Parties. The Parties are independent contractors under this Agreement. No employment relationship,
agency relationship, fiduciary relationship, partnership or joint venture is created by this Agreement, and neither Branch
nor You will hold itself out as the agent of the other, except as set forth in this Agreement.

20. Governing Law. You expressly agree that the laws of the State of California, excluding its conflicts of law rules, govern this
Agreement and Your use of the Services, and that the exclusive jurisdiction for any proceeding arising out of or relating in
any way to Your use of the Services will be the Northern District of California. You hereby waive the right to object to the
foregoing choice of law, personal jurisdiction or venue.