Tenant Admin and Maintenance Contract

This Tenant Admin and Maintenance Contract (the “Agreement”), made as of this Day (date of subscription) (the “Effective Date”) is entered into by SITDigital International Inc., a USA corporation with its principal place of business at World Trade Center DE, 42 Reads Way Suite B, New Castle, DE 19720 (“Company”) and Buyer who is subscribing (“Customer”) for the professional services mentioned in sales invoices online. BACKGROUND The Customer requires the services of the company with respect to the tasks specified herein, and the company has expertise in the area of services required by the customer and is willing to provide such services. In consideration of the mutual promises set forth below other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the above parties hereby agree as follows: TERMS AND CONDITIONS 1) DEFINITIONSa) “Acceptance” has the same meaning as defined in Section 5;b) “Contract” means Tenant Admin and Maintenance Contract;c) “Confidential Information” means the information or content provided by any party to the other shall not be disclosed to any third party;d) “Customer” means the company whom services being provided;e) “Delivery” means activation and availability of tenants/ email services extended to customer.f) “Products” shall mean any Software or Hardware collectively;g) “Support” means the support offered by company to customer on best effort basis; 2) INTELLECTUAL PROPERTY RIGHTSa) Company shall own tenant and its agreement with main service provider i.e. Microsoft, Google etc. b) Company shall be the only global administrator of the tenant. c) Company shall extend the accessibility of tenant services as per this agreement to customer as per agreed tenure. d) Extended services to customer such as Email, Cloud storage, Sites etc. shall be with 100% ownership of the customer, and company shall not access or share information / content related to extended services to any third party.e) Company shall maintain the extended services to customer and charge monthly package fee as per agreement. 3) TERMa) The Term of this Agreement shall be one (1) year from the Effective Date of this Agreement, and will automatically renew for incremental one (1) year terms unless cancelled in writing at least thirty (30) calendar days prior to the expiration of the then-current term.b) Term “a” is subject to 100% payment from the customer to company as per payment terms defined in this agreement, in advance.c) Contract shall be automatically terminated if payment is delayed more than thirty (30) days and customer data shall be deleted with tenant ownership rights. 4) PAYMENT TERMSa) The payments made by Customer to company shall be in advance (Monthly/Quarterly/Yearly) in order to enable extended services for the contract period. 5) ACCEPTANCEa) Acceptance of the Services shall be deemed to have occurred upon satisfactory completion of tasks and provision of access to customer;b) In the event of any non-compliance with the provisions of this Contract customer has right to submit his complain within five (5) working days otherwise acceptance shall be considered as grantedc) Once acceptance is granted, no refund is applicable. 6) LIMITATION OF LIABILITYa) Except for any matter for which it would be unlawful to limit, neither party shall have any liability (howsoever arising, including any liability in contract or tort) whether direct, indirect, special and/or consequential loss or damage, under or in connection with this Agreement for any account or loss of profits or anticipated savings, loss of business or revenue, business interruption, loss of or damage to reputation or goodwill, cost of procurement or cover, loss of opportunity or contracts, loss of bargain, wasted or spent management or other staff time, losses or liabilities under or in relation to any other contract, or loss of, damage to or corruption of data or information and neither party shall have any liability for any other indirect, special and/or consequential loss or damage of any kind. 7) INFRINGEMENT INDEMNITYa) The customer shall at all times indemnify the company and keep company fully and effectively indemnified against all actions, claims, demands or proceedings brought against customer in respect of any infringement or alleged infringement of Intellectual Property Rights in relation to the use of the extended services and the information supplied by the company (“Documentation”) and against all losses, damages costs and expenses whatsoever which Customer may sustain, suffer or incur or for which Company may become liable as a result of such claims, actions, demands or proceedings. 8) TERMINATIONa) Subject as provided hereafter, this Agreement shall be effective upon the Effective Date and shall remain in force until both parties have complied with all their respective obligations hereunder unless terminated by either party in accordance with the termination rights provided for herein.b) Either party shall have the right at any time by giving thirty (30) days’ notice in writing to the other party to terminate this Agreement forthwith in any of the following events:i) if the other party is guilty of any grave misconduct or wilful neglect in the discharge of its duties under this Agreement; orii) if the other party commits a material breach of any of the warranties, terms and conditions of this Agreement and fails to remedy the same (if capable of remedy) within thirty (30) days of being required in writing by the other party so to do or, with respect to any material breach which cannot reasonably be cured within thirty (30) days to commence curing the said breach and thereafter to proceed with all due diligence to substantially cure the same; oriii) if either party is the subject of any resolution, procedure or proceedings relating to its liquidation, insolvency or for the appointment of a receiver, administrator or similar officer or makes an assignment for the benefit of all or substantially all of its creditors, or enters into an agreement for composition, extension or readjustment of all or substantially all of its obligations to its creditors.c) In the event that the Head Contract signed between the Customer and the main service provider regarding the same scope or any part thereof is terminated, company may terminate this Agreement or the relevant part hereof immediately upon notice in writing. 9) CONSEQUENCES OF TERMINATIONa) Both parties shall upon expiration or termination of this Agreement immediately deliver up to the other party all information and property belonging to the other party which may be in its possession or under its control.b) Upon termination of this Agreement due to any material default of the company, the company shall remain liable to pay the customer such portions of the Service Fee which has been paid to company by the customer and which have accrued due and owing to the customer hereunder up to the date of termination.c) Upon termination of this Agreement due to any material default of the customer, company shall not be under any obligation to pay any Service Fee under this Agreement and the extended services shall refund any Service Fee paid by customer under this Agreement within five (5) days from the date of the written notice without prejudice to any other rights or remedies of customer to recover other losses and damages.d) In the event of expiration or termination of this Agreement, the provisions of this Agreement that by their nature extend beyond the expiration or termination of this Agreement will survive and remain in effect until all obligations are satisfied. Termination of the Agreement will not affect either party's accrued liabilities and rights as at the date of terminatione) Termination of this Agreement for whatever reason shall not affect the accrued rights of the parties arising out of this Agreement up to the date of termination including but without limitation, the right to recover damages against the other and all provisions which are expressed to survive this Agreement shall remain in full force and effect. 10) Publicitya) Neither Party has any right or license to use the other Party’s name, logos, trade name, trademarks, designation, dress colors or other proprietary information in advertising, publicity, promotion, marketing, or other similar activity, without the prior, express, written permission of the other Party, unless such use is required to meet timely disclosure obligations of a Party under applicable laws or stock exchange rules. 11) Solicitation of Personnela) During the term of this Agreement and for a period of one (1) year thereafter, each Party agrees not to recruit, solicit, employ or utilize, for itself or others, the other Party’s current employees, consultants or Professional Services Consultants. Each Party agrees that this covenant is necessary for the protection of legitimate business interests, including without limitation, the investment of time and money in training its employees and the retention of its goodwill. The foregoing shall not preclude a Party from hiring an employee of the other Party who answers a general advertisement for employment or who are no longer employed by or under contract with the other Party.12) Compliance with Lawsa) The laws of Company’s origin shall govern this Agreement. In the event either party hereto institutes an action or other proceeding to enforce any rights arising under this Agreement, the party prevailing in such action or proceeding shall be paid all reasonable costs and attorney’s fees by the other party.b) The Parties shall at all times, during the term of this Agreement and regardless if there is an active Executed Form, comply with the U.S. Foreign Corrupt Practices Act, the UK Bribery Act, and other laws or regulations implementing the Convention on Combating Bribery of Foreign Public Officials in International Business Transactions, within the United Kingdom or any other countries (“Anti-Corruption Laws”) and the Parties warrant that neither it nor any person representing it will make, offer, promise or authorize, directly or indirectly, any payment or transfer of anything of value to an official, representative, or employee (or any of their relatives or close family members) of any governmental, quasi-governmental agency or instrumentality, any political party or candidate for public office, or make any payment to anyone who the Party knows or should know will make a payment to any of the foregoing, in order to promote or retain business, or to improperly influence any such person’s decision making in performing their official duties or to assist such Party in performing its obligations under this Agreement or any Executed Form. 13) Waivera) This Agreement shall not be amended or modified, nor shall any waiver of any right hereunder be effective unless set forth in writing and executed by duly authorized representatives of both parties. The waiver of any breach of any term, covenant or condition herein contained shall not be deemed to be a waiver of any other term, covenant or condition herein contained. Any single or multiple instances of waiver of any breach of any term covenant or condition herein shall not be deemed to be an ongoing waiver, unless such written and duly executed waiver explicitly states such intent. 14) Severabilitya) If any part, term or provision of this Agreement shall be held void, illegal, unenforceable, or in conflict with any law having jurisdiction over this Agreement, the validity of the remaining portions or provisions shall not be affected thereby. 15) Entire Agreement. a) This Agreement contains the complete and final agreement between the Parties relative to joint Opportunities pursued in a collective fashion. No representation, promise or condition in connection with the Opportunity shall be binding upon either Party unless expressed herein. This Agreement supersedes and takes precedence over any prior or collateral understandings between the Parties concerning the collective Opportunities. No modification or amendment of this Agreement will be effective unless it is in writing and signed by the authorized representatives of each Party. The Parties acknowledge and agree that there may be other agreements between the Parties and this Agreement shall not impact or change any terms under which products or services are provided under such an agreement. IN WITNESS WHEREOF, the Parties hereto have caused this Contract to be executed on the last date set forth below (by their respective authorized representatives). SITDIGITAL INTERNATIONAL INC. BUYER World Trade Center DE, 42 Reads Way Suite B, (The company who is subscribing SITDigitalNew Castle, DE 19720 Services Online) SIGNATURE SIGNATURE STAMP STAMP