ReadySuite® Terms of Sale

These Terms of Sale (“Terms of Sale”) apply to Orders of ReadySuite® computer software, including updates, upgrades,
agents or add-on components (“Software”) and if applicable, maintenance (“Maintenance”) between you, (“you” or “your”) and
KLDiscovery Ontrack, LLC, with address at 9023 Columbine Road, Eden Prairie, MN 55347 (USA) (“KLDiscovery” or “we”).
Terms Relating to Your Purchase of Software and Maintenance.

1. Order.
The Order form sets out your order of licence(s) of the Software and if applicable, Maintenance, pursuant to these Terms of Sale (“Order”).
KLDiscovery will deliver to you, through delivery methods chosen by KLDiscovery, the number and type of licences that are subject to the
Order.

2. Fees.
You agree to pay to KLDiscovery the fees set out in the Order, either in advance to KLDiscovery prior to receiving a download of the
Software or, if KLDiscovery agrees, payment within the date specified by KLDiscovery. If KLDiscovery agrees to terms of payment, you
agree that, by providing KLDiscovery with a payment method including a Purchase Order Number, you: (i) represent that you are authorized
to use the payment method that you provided and that any payment information you provide is true and accurate; and (ii) authorize
KLDiscovery to charge you for the Software and Maintenance using your payment method. Failure to make any payment when due
authorises KLDiscovery to suspend or terminate your licence to the Software. VAT or sales/good tax shall be applied to the fees in the
Order.

3. End User Licence.
The Software is at all times expressly subject to the terms and conditions of an end user license agreement attached to these Terms of Sale
(“EULA”). The EULA is provided to you prior to installation of the Software and installation will not complete without your acceptance of the
EULA. The EULA sets out the terms of the licence to the Software and the applicable restrictions. A failure to adhere to the terms of the
EULA may result in suspension or termination of the licence to the Software.

4. Maintenance.
Maintenance for the Software shall be performed under and according to the terms of the EULA.

5. No Unlawful or Prohibited Use.
As a condition of these Terms of Sale, you warrant to us that you will not use the Software for any purpose that is unlawful or prohibited by
these Terms of Sale, or the EULA.

6. Data Protection.
Our processing of your personal data shall be governed by KLDiscovery’s Privacy Policy (available at https://www.kldiscovery.com/privacy-policy/) and the terms set out below. KLDiscovery collects personal data: (i) when you contact us via email, telephone or by any other
means; and (ii) for the purposes of performing our obligations pursuant to these Terms of Sale.

We may disclose personal data to other entities of the KLDiscovery group, a full list of which is provided in KLDiscovery’s Privacy Policy
(together with the country where they are established which includes the United States), and to: (i) legal and regulatory authorities for the
purposes of reporting any actual or suspected breach of applicable law or regulation; (ii) KLDiscovery’s accountants, auditors, lawyers and
other outside professional advisors; and (iii) third party processors such as payment services providers, shipping/courier companies;
technology suppliers, processors who provide compliance services. The purpose of disclosure to other entities is to fulfil KLDiscovery’s
contractual obligations to you or for legitimate business purposes, in accordance with applicable law. KLDiscovery has implemented
security measures described in KLDiscovery’s Privacy Policy and all entities that may receive the personal data are under a strict contractual
obligation to implement security measures ensuring a high level of protection.

You shall at any time have the right to: (i) access and obtain information about the nature, processing or disclosure of your personal data; (ii)
rectify your personal data; (iii) request, on legitimate grounds, erasure or restriction of processing of your personal data; (iv) object, on
legitimate grounds, to the processing of your personal data; (v) request to have your personal data transferred to another controller; (vi)
withdraw your consent to processing of personal data; and (vii) lodge complaints with the applicable data protection authority.
You confirm that you have read and accept the storage and use of any personal data provided as set out in KLDiscovery’s Privacy Policy
(available at kldiscovery.com/privacy-policy/) for contract administration, marketing and other purposes specified in the Privacy Policy.

7. Export Restrictions.
You agree to comply fully with all laws and regulations of the United States and other countries relating to the prohibition of sales of
products and services to designated states or jurisdictions, individuals or companies (“Export Laws”) to assure that the Software is not: (1)
exported, directly or indirectly, in violation of Export Laws; or (2) used for any purpose prohibited by Export Laws, including, without
limitation, nuclear, chemical, or biological weapons proliferation. None of the Software or underlying information or technology may be
downloaded or otherwise exported or re-exported: (i) into (or to a national or resident of) any country to which the U.S. has embargoed
goods; or (ii) to anyone on the U.S. Treasury Department’s List of Specially Designated Nationals or the U.S. Commerce Department’s Table
of Denial Orders. By installing or using the Software, you are agreeing to the foregoing and you are representing and warranting that you
are not located in, under the control of, or a national or resident of any such country or on any such list.

8. Changes to these Terms of Sale.
KLDiscovery may change these Terms of Sale at any time and without notice to you. The Terms of Sale in force at the time you place your
Order will serve as the binding agreement between us for that Order.

9. Warranties.
KLDISCOVERY AND ITS SUPPLIERS MAKE NO ADDITIONAL WARRANTIES, GUARANTEES, OR CONDITIONS, INCLUDING FOR
MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT UNDER
THESE TERMS OF SALE

10. Limitation of Liability.
KLDISCOVERY SHALL NOT IN ANY CIRCUMSTANCES WHATEVER BE LIABLE TO YOU, WHETHER IN CONTRACT, TORT (INCLUDING
NEGLIGENCE), BREACH OF STATUTORY DUTY, OR OTHERWISE, ARISING UNDER OR IN CONNECTION WITH THESE TERMS OF
SALE FOR: (A) LOSS OF PROFITS, SALES, BUSINESS, OR REVENUE; (B) BUSINESS INTERRUPTION; (C) LOSS OF ANTICIPATED
SAVINGS; (D) LOSS OR CORRUPTION OF DATA OR INFORMATION; (E) LOSS OF BUSINESS OPPORTUNITY, GOODWILL OR
REPUTATION; OR (F) ANY INDIRECT OR CONSEQUENTIAL LOSS OR DAMAGE.

OTHER THAN THE LOSSES SET OUT BELOW, OUR MAXIMUM AGGREGATE LIABILITY UNDER OR IN CONNECTION WITH THESE
TERMS OF SALE WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, SHALL IN ALL CIRCUMSTANCES BE
LIMITED TO: (i) IN CASES OF INTELLECTUAL PROPERTY INFRINGEMENT, A TOTAL OF $10,000; OR (ii) IN ANY OTHER CASE, A SUM
EQUAL TO THE APPLICABLE FEES IN THE ORDER.

NOTHING IN THESE TERMS OF SALE SHALL LIMIT OR EXCLUDE OUR LIABILITY FOR: (A) DEATH OR PERSONAL INJURY RESULTING
FROM OUR NEGLIGENCE; (B) FRAUD OR FRAUDULENT MISREPRESENTATION; (C) ANY OTHER LIABILITY THAT CANNOT BE
EXCLUDED OR LIMITED BY APPLICABLE LAW.

11. Choice of Law.
The Terms of Sale shall be governed by THE LAWS OF THE STATE OF MINNESOTA as applied to agreements between Minnesota
residents entered into and to be performed entirely within Minnesota, and EACH PARTY HERETO SUBMITS TO THE EXCLUSIVE
JURISDICTION OF THE COURTS OF THE STATE OF MINNESOTA. Each party, on behalf of itself and its affiliates, to the fullest
extent permitted by law, knowingly, voluntarily, and intentionally waives its right to a trial by jury in any action or other legal proceeding
arising out of or relating to the Terms of Sale. The foregoing waiver applies to any action or legal proceeding, whether in contract, tort or
otherwise. Each party, on behalf of itself and its affiliates, also agrees not to include any employee, officer or director of the other party or its
affiliates as a party in any such action or proceeding. This is the entire agreement between you and KLDiscovery, which supersedes any
prior or subsequent agreement, including your purchase order terms, whether written or oral, relating to this subject matter. In the event of
any inconsistency between these Terms of Sale and the EULA, the terms of the EULA shall prevail to determine such inconsistency.

Version: February 1, 2023