Revision History
Google.com/gsuite - G Suite (Online) Agreement
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Version Comments
This policy has been completely revamped after the renaming from Google Apps to "G Suite".
Major changes under the following sections: Services, Billing and Payment, Term, and Indemnification. The version date in the document is July 22, 2014 but the changes were published on September 1st 2014.
A new condition was added to determine the effectiveness of this agreement.
A new section was added on "Google Apps Vault"
Small change in section 8. Publicity
Major revision.
This is the initial version that ParanoidPaul captured. It is not necessarily the first version of the document.
Indicates that the document has been updated silently, without a change to the posted "last modified" date!
GOOGLE APPS FOR BUSINESSG SUITE (ONLINE) AGREEMENT 

	 Go to the Additional Terms for services made available with the new accounts infrastructure     

	 This Google Apps for BusinessG Suite (Online) Agreement (the “Agreement”) is entered into by and between Google Inc.,Inc. a Delaware corporation, with offices at 1600 Amphitheatre Parkway,Parkway Mountain View, California 94043 (“Google”) and the entity agreeing to these terms (“Customer”). This Agreement is effective as of the date you click the “I Accept” button below or, if applicable, the date the Agreement is countersigned (the “EFFECTIVE DATE”).“Effective Date”). If you are accepting on behalf of your employer or another entity, you represent and warrant that: (i) you have full legal authority to bind your employer,employer or the applicable entity,entity to these terms and conditions; (ii) you have read and understand this Agreement; and (iii) you agree,agree on behalf of the party that you represent,represent to this Agreement. If you don't have the legal authority to bind your employer or the applicable entity,entity please do not click the “I Accept” button below (or, if applicable, do not sign this Agreement). This Agreement governs Customer's access to and use of the Services.  

	 1. Services 

 	 1.1 Facilities and Data Transfer. All facilities used to store and process Customer Data will adhere to reasonable security standards no less protective than the security standards at facilities where Google stores and processes its own information of a similar type. Google has implemented at least industry standard systems and procedures to ensure the security and confidentiality of Customer Data, protect against anticipated threats or hazards to the security or integrity of Customer Data and protect against unauthorized access to or use of Customer Data. As part of providing the ServicesServices, Google may transfertransfer, store and process Customer Data in the United States or any other country in which Google or its agents maintain facilities. By using the ServicesServices, Customer consents to this transfer, processing and storage of Customer Data. 
 	 1.2 No Ads. Notwithstanding any other term of the Agreement, Google will not process Customer Data for Advertising purposes or serve Advertising in the Services. 
 	 1.3 New Features or Services. Google may make new applications, features or functionality for the Services available from time to time, the use of which may be contingent upon Customer’s agreement to additional terms. 

	 1.2 Modifications1.4 Modifications. 

 	 a. To the(a) Changes to Services. Google may make commercially reasonable changes to the Services from time to time. If Google makes a material change to the ServicesServices, Google will inform Customer, provided that Customer has subscribed with Googleby either sending an email to be informed about such change.the Notification Email Address or alerting Customer through the Admin Console. 
 	 b. To(b) Changes to URL Terms. Google may make commercially reasonable changes to the URL Terms from time to time. If Google makes a material change to the URL Terms, Google will inform Customer by either sending an email to the Notification Email Address or alerting Customer viathrough the Admin Console. If the change has a material adverse impact on Customer, and Customer does not agree to the change, is not a result of Google complying with a court order or applicable law, Customer must somay notify Google via the Help Center within thirty days after receiving noticebeing informed of the change that Customer does not agree with the change. If Customer notifies Google as required, then Customer will remain governed by the terms in effect immediately prior to the change until the earlier of: (i) the end of the then-current Services Term foror (ii) 12 months after Google informs Customer of the affected Services.change, unless the modification to the URL Terms is in response to a court order or to comply with applicable law. If the affected Services are renewed, theyAgreement renews, it will be reneweddo so under Google's then currentthe updated URL TermsTerms. 
 	 (c) Discontinuance of Services. Subject to Section 1.4(d), Google can discontinue any Services or any portion or feature for any reason at any time without liability to Customer. 
 	 (d) Deprecation Policy. Google will notify Customer if it intends to make a Significant Deprecation. Google will use commercially reasonable efforts to continue to provide the Services without a Significant Deprecation for at least one year after that notification, unless (as Google determines in its reasonable good faith judgment): (i) otherwise required by law or by contract (including if there is a change in applicable law or contract), or (ii) doing so could create a security risk or a substantial economic or technical burden. This policy is the “Deprecation Policy.” 

  	 1.31.5 Customer Domain Name Ownership. Prior to providing the ServicesServices, Google or Reseller may verify that Customer owns or controls the Customer Domain Names. If Customer does not ownown, or controlcontrol, the Customer Domain Names, then Google will have no obligation to provide Customer with the Services. 
 	 1.4 Ads.1.6 Google does not serve Ads in the Services or useVault - Retention. If Customer purchases Google Vault, Google will have no obligation to retain any archived Customer Data beyond the retention period specified by Customer (other than for Ads purposes.any legal holds). If Customer does not renew Google Vault, Google will have no obligation to retain any archived Customer Data. 

	 1.5 Google Apps Vault. If2. Customer purchases Google Apps Vault, the following additional terms apply:Obligations. 

 	 a. Retention. Google will have no obligation to retain any archived2.1 Compliance. Customer Data beyondmust ensure that all use of the retention period specifiedServices by Customer (other than for any legal holds). Ifand its End Users complies with this Agreement including the Acceptable Use Policy. 
 	 2.2 Additional Products. Google may make Additional Products available to Customer doesand its End Users in accordance with the applicable product-specific Additional Product Terms. Additional Products are not renew Google Apps Vault, Google will have no obligation,subject to retain any archivedor governed by this Agreement. Customer Data.can enable or disable Additional Products and is not required to use Additional Products in order to use the Services. 
 	 b. Additional Purchases. Unless Google allows otherwise, with each additional purchase2.3 Customer Administration of End User Accounts for the Services after Customer has purchased Google Apps Vault,Services. Customer may specify one or more Administrators through the Admin Console who will receivehave the rights to access to,Admin Account(s) and will be invoiced for, Google Apps Vault for that same number ofto administer the End User Accounts. Customer is responsible for: (a) maintaining the confidentiality of the password and Admin Account(s); (b) designating those individuals who are authorized to access the Admin Account(s); and (c) ensuring that all activities that occur in connection with the Admin Account(s) comply with the Agreement. Customer agrees that Google’s responsibilities do not extend to the internal management or administration of the Services for Customer and that Google is merely a data-processor. 

	 2.2.4 Administrator Access; End User Consent. 

 	 (a) Administrator Access. Administrators will have the ability to access all Customer’s End User Accounts, including the ability to access, monitor, use, modify, withhold, or disclose any data available to End Users associated with their End User Accounts. 
 	 (b) Reseller as Administrator. If Customer Obligations.orders Services via Reseller, Reseller may have Administrator access to Customer’s Account and Customer’s End User Accounts. As between Google and Customer, Customer is solely responsible for: (i) any access by Reseller to Customer’s Account or Customer’s End User Accounts; and (ii) defining in the Reseller Agreement any rights or obligations as between Reseller and Customer with respect to the Services. 
 	 (c) End User Consent. Customer will obtain and maintain all required consents from End Users to allow: (i) Administrators to have the access described in this Agreement; and (ii) Google’s provision of the Services to Administrators and End Users. 

 	 2.1 Compliance. Customer will use the Services in accordance with the Acceptable Use Policy. Google may make new applications features or functionality for the Services available from time to time the use of which may be contingent upon Customer's agreement to additional terms. In addition, Google will make other Non-Google Apps Products (beyond the Services) available to Customer and its End Users in accordance with the Non-Google Apps Product Terms and the applicable product-specific Google terms of service. If Customer does not desire to enable any of the Non-Google Apps Products, Customer can enable or disable them at any time through the Admin Console. 
 	 2.2 Aliases. Customer is solely responsible for monitoring responding to and otherwise processing emails sent to the “abuse” and “postmaster” aliases for Customer Domain Names but Google may monitor emails sent to these aliases for Customer Domain Names to allow Google to identify Services abuse. 
 	 2.3 Customer Administration of the Services. Customer may specify one or more Administrators through the Admin Console who will have the rights to access Admin Account(s) and to administer the End User Accounts. Customer is responsible for: (a) maintaining the confidentiality of the password and Admin Account(s); (b) designating those individuals who are authorized to access the Admin Account(s); and (c) ensuring that all activities that occur in connection with the Admin Account(s) comply with the Agreement. Customer agrees that Google's responsibilities do not extend to the internal management or administration of the Services for Customer and that Google is merely a data-processor. 
 	 2.4 End User Consent. Customer's Administrators may have the ability to access, monitor, use, or disclose data available to End Users within the End User Accounts. Customer will obtain and maintain all required consents from End Users to allow: (i) Customer's access, monitoring, use and disclosure of this data and Google providing Customer with the ability to do so and (ii) Google to provide the Services. 
 	 2.5 Unauthorized Use. Customer will use commercially reasonable efforts to prevent unauthorized use of the Services'Services and to terminate any unauthorized use. Customer will promptly notify Google of any unauthorized use of, or access to, the Services of which it becomes aware. 
 	 2.6 Restrictions on Use. Unless Google specifically agrees in writing'writing, Customer will not, and will use commercially reasonable efforts to make sure a third party does not: (a) sell, resell, leaselease, or the functional equivalent, the Services to a third party (unless expressly authorized in this Agreement); (b) attempt to reverse engineer the Services or any component; (c) attempt to create a substitute or similar service through use of, or access to, the Services; (d) use the Services for High Risk Activities; or (e) use the Services to store or transfer any Customer Data that is controlled for export under Export Control Laws.Laws.; or (f) use the Services on behalf of or for the benefit of any entity or person who is prohibited from using the Services by United States laws or regulations. Customer is solely responsible for any applicable compliance with HIPAA. 
 	 2.7 Third Party Requests.Support. Customer is responsible for responding to Third Party Requests. Google will, at its own expense, respond to the extent allowed by lawquestions and by the termscomplaints from End Users or third parties relating to Customer’s or End Users’ use of the Third Party Request: (a) promptly notifyServices. Customer of its receipt of a Third Party Request; (b) comply with Customer'swill use commercially reasonable requests regarding its efforts to oppose a Third Party Request; and (c) provideresolve support issues before escalating them to Google. 
 	 2.8 Aliases. Customer with the information or tools requiredis solely responsible for Customermonitoring, responding to respondand otherwise processing emails sent to the Third Party Request.“abuse” and “postmaster” aliases for Customer will first seekDomain Names but Google may monitor emails sent to obtain the information requiredthese aliases for Customer Domain Names to respond to the Third Party Request on its own, and will contactallow Google only if it cannot reasonably obtain such information.to identify Services abuse. 

	 3. Billing and Payment.  

 3.1 Billing.Orders via Reseller. If Customer may elect one oforders the following billing options, orServices from among other options offered by Google onReseller: (a) any payments will be made directly to Reseller pursuant to the Order Page, when placing its order forReseller Agreement; (b) the Services.remaining provisions in this Section 3 (Payment) will not apply; (c) Google will provide to Reseller any refunds or credits that may change its offeringbe due in respect of billing options, including by limiting or ceasingCustomer; and (d) any obligation on the part of Reseller to offerprovide any billing option, upon thirty days written noticesuch refunds or credits to Customer (which may be by email). Billing options may not be available to all customers. Customer may pay forwill depend on the Services usingterms of the payment options listed in Section 3.2 below.Reseller Agreement. 

 	 a. Monthly Plan. If	 3.2 Billing. Customer selects this option, Customer will not be committed to purchasemay elect one of the Services for a pre-defined term, but will pay for the Servicesfollowing billing options, or from among other options offered by Google on a monthly basis. Google will bill Customer: (i) Fees based upon Customer’s daily usage of the Services during the preceding month; and (ii) monthly in arrearsOrder Page, when placing its order for its use of the Services. Google will provide Customer with the monthly rate for the Services when Customer orders the Services,and will use this rate to calculate the Fees, on a prorated basis, forCustomer’s daily usage during that month. Any partial daymay change its offering of Services usages will be rounded upbilling options, including by limiting or ceasing to a full day of Services usage for the purposes of calculating Fees. 
 	 b. Annual Plan. If Customer selects thisoffer any billing option, upon thirty days written notice to Customer will(which may be committedby email). Billing options may not be available to purchasingall customers. Customer may pay for the Services from Google for an annual term. Google will bill Customer according tousing the terms associated with Customer’s elections on the Order Page 
 	 c. Alternative Billing. Google may offer Customer alternative billingpayment options or plans from time to time (for example, on the Order Page). In the event Customer accepts an alternative billing option or plan, the terms of that option or plan shall apply as identifiedlisted in the offer.Section 3.3 below. 

	 3.2 Payment. All payments due are 	 (a) Monthly Plan. If Customer selects this option, Customer will not be committed to purchase the Services for a pre-defined term, but will pay for the Services on a monthly basis. Google will bill Customer: (i) Fees based upon Customer’s daily usage of the Services during the preceding month; and (ii) monthly in U.S. dollars unless otherwise indicatedarrears for its use of the Services. Google will provide Customer with the monthly rate for the Services when Customer orders the Services, and will use this rate to calculate the Fees, on a prorated basis, for Customer’s daily usage during that month. Any partial day of Services usages will be rounded up to a full day of Services usage for the purposes of calculating Fees. 
 	 (b) Annual Plan. If Customer selects this option, Customer will be committed to purchasing the Services from Google for an annual term. Google will bill Customer according to the terms associated with Customer’s elections on the Order Page or invoice.Page. 

 	 a. Credit Card or Debit Card. Fees for orders where Customer is paying with a credit card, debit card or other non-invoice form of payment, are	 3.3 Payment. All payments due at the end of the month during which Customer received the Services. For credit cards, or debit cards, as applicable: (i) Google will charge Customer for all applicable Fees when due and (ii) these Fees are considered delinquent thirty days after the end of the month during which Customer received the Services. 
 	 b. Invoices. Payments for invoices are due thirty days after the invoice date,in U.S. dollars unless otherwise specifiedindicated on the Order Page, and are considered delinquent after such date. 
 	 c. Other Forms of Payment. Customer may change its payment method to those available within the Admin Console. Google may enable other forms of payment by making them available in the Admin Console. These other forms of payment may be subject to additional terms which Customer may have to accept prior using the additional forms of payment.Page or invoice. 

  	 3.3 Delinquent Payments. Delinquent payments may bear interest	 (a) Credit Card or Debit Card. Fees for orders where Customer is paying with a credit card, debit card or other non-invoice form of payment, are due at the rateend of one-and-one-half percent per month (or the highest rate permitted by law, if less) from the payment due date until paid in full.month during which Customer received the Services. For credit cards, or debit cards, as applicable: (i) Google will be responsiblecharge Customer for all reasonable expenses (including attorneys' fees) incurred by Google in collecting suchapplicable Fees when due and (ii) these Fees are considered delinquent amounts, except where such delinquent amountsthirty days after the end of the month during which Customer received the Services. 
 	 (b) Invoices. Payments for invoices are due thirty days after the invoice date, unless otherwise specified on the Order Page, and are considered delinquent after such date. 
 	 (c) Other Forms of Payment. Customer may change its payment method to Google's billing inaccuracies.those available within the Admin Console. Google may enable other forms of payment by making them available in the Admin Console. These other forms of payment may be subject to additional terms which Customer may have to accept prior using the additional forms of payment. 

 3.4 SuspensionDelinquent Payments. Delinquent payments may bear interest at the rate of one-and-one-half percent per month (or the highest rate permitted by law, if less) from the payment due date until paid in full. Customer will be responsible for Non-Payment.all reasonable expenses (including attorneys' fees) incurred by Google in collecting such delinquent amounts, except where such delinquent amounts are due to Google's billing inaccuracies. 

 	 a. Automatic Suspension. Customer will have thirty days to pay Google delinquent Fees. If Customer does not pay Google delinquent Fees within thirty days, Google will automatically suspend Customer’s use of the Services. The duration of this suspension will be until Customer pays Google all outstanding Fees. 
 	 b. During Suspension. If Customer is on a monthly billing plan, and Customer is suspended for non-payment, Google will stop charging Customer monthly Fees during Customer’s suspension for non-payment. If Customer has an annual commitment to Google for the Services, Google will continue to charge Customer monthly Fees during Customer’s suspension for non-payment and Customer must pay all outstanding Fees in order to resume its use of the Services. 
 	 c. Termination After Suspension. If Customer remains suspended for non-payment for more than sixty days, Google may terminate Customer for breach pursuant to Section 11.	 3.5 Purchase Orders. 

  	 3.5 Taxes.	 (a) Required. If Customer is responsible for any Taxes, andwants a Purchase Order number on its invoice, Customer will payinform Google for the Services without any reduction for Taxes.and issue a Purchase Order to Google. If Google is obligatedCustomer requires a Purchase Order, and fails to collect or pay Taxes,provide the TaxesPurchase Order to Google, then Google will not be invoicedobligated to Customer, unless Customer provides Google with a valid tax exemption certificate authorized byprovide the appropriate taxing authority. If Customer is requiredServices until the Purchase Order has been received by lawGoogle. Any terms and conditions on a Purchase Order do not apply to withhold any Taxes from its payments to Google, Customer must provide Google with an official tax receipt or other appropriate documentation to support such payments.this Agreement and are null and void. 
 	 3.6 Purchase Orders.(b)Not Required. If Customer requiresdoes not require a purchase orderPurchase Order number to be included on itsthe invoice, Customer will informprovide Google and Google will include such purchase order number on invoices following receipt.a waiver of the Purchase Order requirement, which may be an email to this effect. If Customer does not provide a purchase order number, Customer waives any purchase order requirement andthe Purchase Order requirement, then: (a) Google will invoice Customer without a purchase order number;Purchase Order; and (b) Customer agrees to pay invoices without a purchase order number referenced. Any terms and conditions on a purchase order do not apply to this Agreement and are null and void.Purchase Order. 

	 4. Technical Support Services.  	 3.6 Taxes. Customer is responsible for any Taxes, and Customer will pay Google for the Services without any reduction for taxes. If Google is obligated to collect or remit Taxes imposed on Customer, the Taxes will be invoiced to Customer, unless Customer provides Google with a timely and valid tax exemption certificate (or other documentation as required for the exemption) authorized by the appropriate taxing authority. In some jurisdictions the sales tax is due on the total purchase price at the time of sale and must be invoiced and collected at the time of the sale. 

 	 4.1 By Customer. Customer will, at its own expense, respond to questions and complaints from End Users or third parties relating to Customer's or End Users' use of the 	 4. Technical Support Services. Customer will use commercially reasonable efforts to resolve support issues before escalating them to Google. 
 	 4.2 By Google. If Customer cannot resolve a support issue consistent with the above, then Customer may escalate the issue to Google in accordance with the TSS Guidelines. Google will provide TSS to Customer during the Term in accordance with the TSS Guidelines.Guidelines subject to payment of support Fees, if applicable. 

	 5. Suspension. 

 	 5.1 Of End User Accounts by Google. If Google becomes aware of an End User's violation of the Agreement, then Google may specifically request that Customer Suspend the applicable End User Account. If Customer fails to comply with Google's request to Suspend an End User Account, then Google may do so. The duration of any Suspension by Google will be until the applicable End User has cured the breach which caused the Suspension. 
 	 5.2 Emergency Security Issues. Notwithstanding the foregoing, if there is an Emergency Security Issue, then Google may automatically Suspend the offending use. Suspension will be to the minimum extent and of the minimum duration required to prevent or terminate the Emergency Security Issue. If Google Suspends an End User Account for any reason without prior notice to Customer, at Customer's request, Google will provide Customer the reason for the Suspension as soon as is reasonably possible. 

	 5.3 Suspension for Non-Payment. 

 	 (a) Automatic Suspension. Customer will have thirty days to pay Google delinquent Fees. If Customer does not pay Google delinquent Fees within thirty days, Google will automatically suspend Customer’s use of the Services. The duration of this suspension will be until Customer pays Google all outstanding Fees. 
 	 (b) During Suspension. If Customer is on a monthly billing plan, and Customer is suspended for non-payment, Google will stop charging Customer monthly Fees during Customer’s suspension for non-payment. If Customer has an annual commitment to Google for the Services, Google will continue to charge Customer monthly Fees during Customer’s suspension for non-payment and Customer must pay all outstanding Fees in order to resume its use of the Services. 
 	 (c) Termination After Suspension. If Customer remains suspended for non-payment for more than sixty days, Google may terminate Customer for cause pursuant to Section 11. 

  	 5.4 Suspension to Comply with Laws. Google may at its sole discretion Suspend the provision of any Services at any time if required to comply with any applicable law. 


	 6. Confidential Information. 

 	 6.1 Obligations. Each party will: (a) protect the other party'sSubject to Section 6.2 (Disclosure of Confidential Information with the same standard of care it uses to protect its own Confidential Information; and (b)recipient will not disclose the discloser’s Confidential Information, except to employees, Affiliates, employees and agentsagents, or professional advisors (“Delegates”) who need to know it and who have agreed in writinga legal obligation to keep it confidential. Each party (and any Affiliates' employees and agents to whom it has disclosed Confidential Information) mayThe recipient will use the Confidential Information only to exercise rights and fulfill its obligations under this Agreement, while using reasonable care The recipient will ensure that its Delegates are also subject to protect it. Each party is responsible for any actions of its Affiliates' employeesthe same non-disclosure and agents in violation of this Section.use obligations.  6.2 Exceptions.Disclosure of Confidential Information does not include information that:Information. 

 	 (a) General. Subject to Section 6.2(b), the recipient ofmay disclose the discloser’s Confidential Information already knew; (b) becomes public through no fault of the recipient; (c) was independently developed by the recipient;(i) in accordance with a Legal Process or (d) was rightfully given to(ii) with the recipient by another party.discloser’s written consent. 
 	 6.3 Required Disclosure. Each party may disclose(b) Notification. Before the other party'srecipient discloses the discloser’s Confidential Information when required by law but only after it, if legally permissible: (a) usesin accordance with a Legal Process, the recipient will use commercially reasonable efforts to promptly notify the other party; and (b) givesdiscloser Google will give notice via the other partyNotification Email Address. The recipient does not need to provide notice before disclosure if the recipient is informed that (i) it is legally prohibited from giving notice or (ii) the chanceLegal Process relates to challengeexceptional circumstances involving danger of death or serious physical injury to any person. 
 	 (c) Opposition. Recipient will comply with the disclosure.other party’s reasonable requests opposing disclosure of its Confidential Information. 

	 7. Intellectual Property Rights; Brand Features. 

 	 7.1 Intellectual Property Rights. Except as expressly set forth herein, this Agreement does not grant either party any rights, implied or otherwise, to the other'sother’s content or any of the other'sother’s intellectual property. As between the parties, Customer owns all Intellectual Property Rights in Customer Data, and the Application or Project (if applicable), and Google owns all Intellectual Property Rights in the Services.Services and Software. 
 	 7.2 Display of Brand Features. Google may display only those Customer Brand Features authorized by Customer (such authorization is provided by Customer uploading its Brand Features into the Services) within designated areas of the Service Pages. Customer may specify the nature of this use using the Admin Console. Google may also display Google Brand Features on the Service Pages to indicate that the Services are provided by Google. Neither party may display or use the other party’s Brand Features beyond what is allowed in this Agreement without the other party’s prior written consent. 
 	 7.3 Brand Features Limitation. Any use of a party'sparty’s Brand Features will inure to the benefit of the party holding Intellectual Property Rights in those Brand Features. A party may revoke the other party'sparty’s right to use its Brand Features pursuant to this Agreement with written notice to the other and a reasonable period to stop the use. 

  	 8. Publicity. In connection with Customer’s use of the Services, (a) Customer agreesmay state publicly that it is a Google customer and display Google Brand Features consistent with the Trademark Guidelines and (b) Google may (i) orally state that Customer is a Google customer and (ii) include Customer'sCustomer’s name or Customer Brand Features in a list of Google customers,customers in Google’s online or inoffline promotional materials. Customer also agreesNeither party needs approval if it is using the other party’s name or Brand Features in a manner that Google may verbally reference Customer asis substantially similar to a customerpreviously approved manner. Any use of a party’s Brand Features will inure to the Google products or services that are the subjectbenefit of this Agreement. This section is subjectthe party holding Intellectual Property Rights to Section 7.3 (Brandthose Brand Features. A party may revoke the other party’s right to use its Brand Features Limitation).under this Section with written notice to the other party and a reasonable period to stop the use. 

	 9. Representations, Warranties and Disclaimers. 

 	 9.1 Representations and Warranties. Each party represents that (a) it has full power and authority to enter into the Agreement. Each party warrants thatAgreement; and (b) it will comply with all laws and regulations applicable to its provision, or use, of the Services, as applicable (including applicable security breach notification law).applicable. Google warrants that it will provide the Services in accordance with the applicable SLA. 
 	 9.2 Disclaimers. EXCEPT AS EXPRESSLY PROVIDED FOR IN THIS AGREEMENT, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, EXCEPT AS EXPRESSLY PROVIDED FOR HEREIN,(A) NEITHER PARTY NOR ITS SUPPLIERS MAKES ANY OTHER WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE AND NONINFRINGEMENT.NONINFRINGEMENT; AND (B) NEITHER GOOGLE NOR ITS SUPPLIERS WARRANTS THAT 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. EXCEPT AS EXPRESSLY PROVIDED FOR IN THIS AGREEMENT, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, GOOGLE MAKES NO REPRESENTATIONS ABOUT ANY CONTENT OR INFORMATION MADE ACCESSIBLE BY OR THROUGH THE SERVICES. CUSTOMER ACKNOWLEDGES THAT THE SERVICES ARE NOT A TELEPHONY SERVICE AND THAT THE SERVICES ARE NOT CAPABLE OF PLACING OR RECEIVING ANY CALLS, INCLUDING EMERGENCY SERVICES CALLS, OVER PUBLICLY SWITCHED TELEPHONE NETWORKS. 

	 10. Term 

 	 10.1 Agreement Term. This Agreement will remain in effect for the Term. 
 	 10.2 Services Term and Purchases During Services Term. Google will provide the Services to Customer during the Services Term. Unless the parties agree otherwise in writing, End User Accounts purchased during any Services Term will have a prorated term ending on the last day of that Services Term. 

	 10.3 Renewal. 

 	 a.(a) With a Monthly Plan. With a Monthly Plan Customer is not committed to purchase the Services for a pre-defined term,term. As a result, there is no renewal event for the Monthly Plan. Rather,GoogleRather, Google will continue billing Customer fees consistent with Section 3.1(a)above.3.1(a) above. 
 	 b.(b) With an Annual Plan. At the end of each Services Term, the Services will renew consistent with Customer’s elections on the Order Page or Admin Console. 
 	 c.(c) Generally. Customer may alter the number of End User Accounts to be renewed by communicating the appropriate number of accounts to be renewed to Google via the Admin Console. Customer will continue to pay Google the then-current Fees for each renewed End User Account unless Customer and Google mutually agree otherwise. If Google does not want the Services to renew, then it will provide Customer written notice to this effect at least fifteen days prior to the end of the then current Services Term. This notice of non renewal will be effective upon the conclusion of the then current Services Term. 

  	 10.4 Requesting End User Accounts. Customer may request additional End User Accounts during a Term by: (i) notifyingcontacting its designated Google Account Manager;Manager or Reseller, as applicable; or (ii) ordering End User Accounts via the Admin Console. 
 	 10.5 Revising Rates. Google may revise its rates for the following Services Term by providing Customer written notice (which may be by email) at least thirty days prior to the start of the following Services Term. 

	 11. Termination. 

 	 11.1 Termination for Breach.Cause. Either party may suspend performance or terminate this Agreement if: (i) the other party is in material breach of the Agreement and fails to cure that breach within thirty days after receipt of written notice; (ii) the other party ceases its business operations or becomes subject to insolvency proceedings and the proceedings are not dismissed within ninety days; or (iii) the other party is in material breach of this Agreement more than two times notwithstanding any cure of such breaches. 
 	 11.2 Effects of Termination. If this Agreement terminates,terminates or expires, then: (i) the rights granted by one party to the other will cease immediately (except as set forth in this Section);Section 11.2 and Section 14.12 (Survival)); (ii) Google will provide Customer will not have access to, andor the ability to export, the Customer Data for a commercially reasonable periodafter the effective date of termination or expiry of time at Google’s then-current rates for the applicable Services;Agreement; (iii) afterall Fees owed by Customer to Google are immediately due; (d) Customer will delete the Customer Data in a commercially reasonable periodmanner consistent with the functionality of time,the Services and in accordance with the terms of the Agreement; (e) Google will delete Customer Data by removing pointers to it on Google’s active serversin accordance with the terms of the Agreement; and overwriting it over time; and (iv)(f) upon request each party will promptly use commercially reasonable efforts to return or destroy all otherany remaining Confidential Information of the other party. If a Customer on an annual plan terminates the Agreement prior to the conclusion of its annual plan, Google will bill Customer, and Customer is responsible for paying Google, for the remaining unpaid amount of Customer’s annual commitment. 

	 12. Indemnification.Defense and Indemnity. 

 	 12.1 By Customer. CustomerGoogle Indemnification Obligations. Subject to Section 12.4 (Conditions), Google will indemnify, defend,defend Customer and hold harmless Google fromany of its Affiliates participating under this Agreement (“Customer Indemnified Parties”), and indemnify them against all liabilities, damages, and costs (including settlement costs and reasonable attorneys' fees)Indemnified Liabilities in any Third-Party Legal Proceeding to the extent arising outfrom an allegation that Customer Indemnified Parties' use in accordance with this Agreement of aGoogle's technology used to provide the Services (excluding any open source software) or of Google's Brand Features infringes the third party claim: (i) regardingparty's Intellectual Property Rights. 
 	 12.2 Customer Data orIndemnification Obligations. Subject to Section 12.4 (Conditions), Customer Domain Names; (ii) thatwill defend Google and its Affiliates (“Google Indemnified Parties”), and indemnify them against Indemnified Liabilities in any Third-Party Legal Proceeding to the extent arising from: (a) Customer Data, Customer Brand Features infringeFeatures, and Application, Project and Instance (if applicable); (b) Customer’s or misappropriate any patent, copyright, trade secret or trademark of a third party; or (iii) regarding Customer'san End User’s use of the Services in violation of the Acceptable Use Policy. 
 	 12.2 By Google. Google12.3 Exclusions. This Section 12 will indemnify, defend, and hold harmless Customer from and against all liabilities, damages, and costs (including settlement costs and reasonable attorneys' fees) arising out of a third party claim that Google's technology usednot apply to provide the Servicesextent the underlying allegation arises from: modifications to the indemnifying party’s technology or any Google Brand Feature infringeFeatures by anyone other than the indemnifying party; or misappropriate any patent, copyright, trade secret or trademarkcombination of such third party. Notwithstanding the foregoing, in no event shall Google have any obligationsindemnifying party’s technology or liability under this Section arising from: (i) use of any Services or Google Brand Features in a modified form or in combination with materials not furnished by Google, and (ii) any content, information or data provided by Customer, End Users or other third parties.the indemnifying party. 

	 12.3 Possible Infringement.12.4 Conditions. Obligations under Sections 12.1 (Google Indemnification Obligations) and 12.2 (Customer’s Indemnification Obligations) are conditioned on the following: 

 	 a. Repair, Replace, or Modify. If Google reasonably believes the Services infringe a third party's Intellectual Property Rights, then Google will: (a) obtainThe indemnified party has promptly notified the right for Customer, at Google's expense,indemnifying party in writing of any allegation(s) that preceded the Third-Party Legal Proceeding and cooperates reasonably with the indemnifying party to continue usingresolve the Services; (b) provide a non-infringing functionally equivalent replacement;allegation(s) and Third-Party Legal Proceeding. If breach of this Section 12.4(a) prejudices the defense of the Third-Party Legal Proceeding, the indemnifying party’s obligations under Section 12.1 or (c) modify12.2 (as applicable) will be reduced in proportion to the Services so that they no longer infringe.prejudice. 
 	 b. Suspension or Termination. If Google does not believe(b) The indemnified party tenders sole control of the foregoing options are commercially reasonable, then Google may suspend or terminate Customer's useindemnified portion of the impacted Services. If Google terminatesThird-Party Legal Proceeding to the impacted Services, then Google will provide a pro-rata refund ofindemnifying party, subject to the unearned Fees actually paid by Customer applicablefollowing: (i) the indemnified party may appoint its own non-controlling counsel, at its own expense; and (ii) any settlement requiring the indemnified party to admit liability, pay money, or take (or refrain from taking) any action, will require the period following termination of such Services.indemnified party’s prior written consent, not to be unreasonably withheld, conditioned, or delayed. 

  	 12.4 General. The party seeking indemnification will promptly notify	 12.5 Remedies. 

 	 (a) If Google reasonably believes the other party ofServices might infringe a third party’s Intellectual Property Rights, then Google may, at its sole option and expense: (i) procure the claim and cooperateright for Customer to continue using the Services; (ii) modify the Services to make them non-infringing without materially reducing their functionality; or (iii) replace the Services with a non-infringing, functionally equivalent alternative. 
 	 (b) If Google does not believe the other partyremedies in defendingSection 12.5(a) are commercially reasonable, then Google may suspend or terminate Customer’s use of the claim. The indemnifying party has full controlimpacted Services. 

  	 12.6 Sole Rights and authority overObligations. Without affecting either party’s termination rights, this Section 12 states the defense, except that: (a)parties’ only rights and obligations under this Agreement for any settlement requiring the party seeking indemnification to admit liability or to pay any money will require thatthird party's prior written consent, such consent not to be unreasonably withheld or delayed;Intellectual Property Rights allegations and (b) the other party may join in the defense with its own counsel at its own expense. THE INDEMNITIES ABOVE ARE A PARTY'S ONLY REMEDY UNDER THIS AGREEMENT FOR VIOLATION BY THE OTHER PARTY OF A THIRD PARTY'S INTELLECTUAL PROPERTY RIGHTS.Third-Party Legal Proceedings. 

	 13. Limitation of Liability. 

 13.1 Limitation on Indirect Liability.Limitations. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW AND SUBJECT TO SECTION 13.2 (EXCEPTIONS TO LIMITATIONS), 

 	 (a) NEITHER PARTY WILL BE LIABLE UNDERHAVE ANY LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT FORFOR: (i) THE OTHER PARTY’S LOST REVENUES OR(ii) INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY,INCIDENTAL OR PUNITIVE DAMAGES, EVEN IFCONSEQUENTIAL LOSSES (WHETHER OR NOT FORESEEABLE OR CONTEMPLATED BY THE PARTY KNEWPARTIES AT THE EFFECTIVE DATE); OR SHOULD HAVE KNOWN THAT SUCH DAMAGES WERE POSSIBLE(iii) EXEMPLARY OR PUNITIVE DAMAGES; AND EVEN IF DIRECT DAMAGES DO NOT SATISFY A REMEDY. 
 	 13.2 Limitation on Amount of Liability. NEITHER PARTY MAY BE HELD LIABLE UNDER(b) EACH PARTY'S TOTAL AGGREGATE LIABILITY FOR DIRECT DAMAGES ARISING OUT OF OR RELATING TO THIS AGREEMENT FOR MORE THANIS LIMITED TO THE AMOUNT PAID BY CUSTOMER TO GOOGLE HEREUNDER DURING THE TWELVE MONTHS PRIOR TOBEFORE THE EVENT GIVING RISE TO LIABILITY. 
 	 13.3

  	 13.2 Exceptions to Limitations. These limitations of liability apply to the fullest extent permitted by applicable law but do not apply to breaches of confidentiality obligations, violations of a party's Intellectual Property Rights by the other party, or indemnification obligations.NOTHING IN THIS AGREEMENT EXCLUDES OR LIMITS EITHER PARTY’S LIABILITY FOR: (A) DEATH OR PERSONAL INJURY RESULTING FROM ITS NEGLIGENCE OR THE NEGLIGENCE OF ITS EMPLOYEES OR AGENTS; (B) FRAUD OR FRAUDULENT MISREPRESENTATION; (C) OBLIGATIONS UNDER SECTION 12 (DEFENSE AND INDEMNITY); (D) INFRINGEMENT OF THE OTHER PARTY’S INTELLECTUAL PROPERTY RIGHTS; (E) PAYMENT OBLIGATIONS; OR (F) MATTERS FOR WHICH LIABILITY CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW. 

	 14. Miscellaneous. 

 	 14.1 Notices. Unless specified otherwise herein,Google may provide any notice to Customer under this Agreement by: (a) all notices must be in writing and addressedsending an email to Notification Email Address or by (b) posting a notice in the attention of the other party'sAdmin Console. Customer may provide notice to Google under this Agreement by sending an email to Google’s legal department and primary point of contact and (b) noticeat legal-notices@google.com. Notice will be deemed given: (i)treated as received when verified by written receipt if sent by personal courier, overnight courier,(x) the email is sent, whether or whennot the other party has received if sent by mail without verification of receipt;the email or (ii) when verified by automated receipt or electronic logs if sent by facsimile or email.(y) notice is posted in the Admin Console. 
 	 14.2 Assignment. Neither party may assign or transfer any part of this Agreement without the written consent of the other party, except to an Affiliate, but only if: (a) the assignee agrees in writing to be bound by the terms of this Agreement; and (b) the assigning party remains liable for obligations incurred under the Agreement prior to the assignment. Any other attempt to transfer or assign is void. 
 	 14.3 Change of Control. Upon a change of control (for example, through a stock purchase or sale, merger, or other form of corporate transaction): (a) the party experiencing the change of control will provide written notice to the other party within thirty days after the change of control; and (b) the other party may immediately terminate this Agreement any time between the change of control and thirty days after it receives the written notice in subsection (a). 
 	 14.4 Force Majeure. Neither party will be liable for inadequate performance to the extent caused by a condition (for example, natural disaster, act of war or terrorism, riot, labor condition, governmental action, and Internet disturbance) that was beyond the party'sparty’s reasonable control. 
 	 14.5 No Waiver. Failure to enforce any provision of this Agreement will not constitute a waiver. 
 	 14.6 Severability. If any provision of this Agreement is found unenforceable, the balance of the Agreement will remain in full force and effect. 
 	 14.7 No Agency. The parties are independent contractors, and this Agreement does not create an agency, partnership or joint venture. 
 	 14.8 No Third-Party Beneficiaries. There are no third-party beneficiaries to this Agreement. 
 	 14.9 Equitable Relief. Nothing in this Agreement will limit either party'sparty’s ability to seek equitable relief. 
 	 14.10 Governing Law. This Agreement is governed by California law, excluding that state's choice of law rules. FOR ANY DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT, THE PARTIES CONSENT TO PERSONAL JURISDICTION IN, AND THE EXCLUSIVE VENUE OF, THE COURTS IN SANTA CLARA COUNTY, CALIFORNIA. 
 	 14.11 Amendments. Any amendment must be in writing and expressly state that it is amending this Agreement. 
 	 14.12 Survival. The following sections will survive expiration or termination of this Agreement: Section 3, 6, 7.1, 11.2, 12, 13, 14,14 and 15. 
 	 14.13 Entire Agreement. This Agreement, and all documents referenced herein, is the parties' entire agreement relating to its subject and supersedes any prior or contemporaneous agreements on that subject. The terms located at a URL and referenced in this Agreement are hereby incorporated by this reference. 
 	 14.14 Interpretation of Conflicting Terms. If there is a conflict between the documents that make up this Agreement, the documents will control in the following order: the Order Page,Form, the Agreement, and the terms located at any URL. If Customer signs a physical agreement with Google to receive the Services, the physical agreement will override this online Agreement. 
 	 14.15 Counterparts. The parties may enter into this Agreement by executing the applicable Order Form, which may be executed in counterparts, including facsimile, PDF or other electronic copies, which taken together will constitute one instrument. 

	 15. Definitions.  

 	 "ACCEPTABLE USE POLICY"“Acceptable Use Policy” means the acceptable use policy for the Services available at https://www.google.com/a/help/intl/en/admins/use_policy.html or such other URL as Google may provide.be provided by Google. 
 	 “Account” means Customer’s Google account credentials and correlating access to the Services under this Agreement. 
 	 "ACCOUNT MANAGER"“Account Manager” means the Google business person working with Customer regarding Customer'sCustomer’s purchase of the Services. 
 	 "ADMIN ACCOUNT(S)"“Additional Products” means products, services and applications that are not part of the Services but that may be accessible, via the Admin Console or otherwise, for use with the Services. 
 	 “Admin Account(s)” means the administrative account(s) provided to Customer by Google for the purpose of administering the Services. The use of the Admin Account(s) requires a password, which Google will provide to Customer. 
 	 "ADMIN CONSOLE"“Admin Console” means the online tool provided by Google to Customer for use in reporting and certain other administration functions. 
 	 "ADMINISTRATORS"“Administrators” mean the Customer-designated technical personnel who administer the Services to End Users on Customer'sCustomer’s behalf. 
 	 "ADS"“Advertising” means online advertisements displayed by Google to End Users, excluding any advertisements provided byCustomer expressly chooses to have Google or any advertising products that are not part ofGoogle Affiliate display in connection with the Services under a separate agreement (for example, Google AdSense) thatAdSense advertisements implemented by Customer chooses to use in connection withon a website created by Customer using the Services."Google Sites" functionality within the Services). 
 	 "AFFILIATE"“Affiliate” means any entity that directly or indirectly controls, is controlled by, or is under common control with a party. 
 	 "BRAND FEATURES"“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. 
 	 "CONFIDENTIAL INFORMATION"“Confidential Information” means information disclosed by athat one party (or Affiliate) discloses to the other party under this AgreementAgreement, and that is marked as confidential or would normally be considered confidential information under the circumstances. It does not include information that is independently developed by the recipient, is rightfully given to the recipient by a third party without confidentiality obligations, or becomes public through no fault of the recipient. Subject to the preceding sentence, Customer Data is Customer'sCustomer’s Confidential Information. 
 	 "CUSTOMER DATA"“Customer Data” means data, including email, provided, generated, transmitted or displayed via the Services by Customer or End Users. 
 	 "CUSTOMER DOMAIN NAMES"“Customer Domain Names” mean the domain names owned or controlled by Customer, which will be used in connection with the Services and specified in the Order Page.Form. 
 	 "EMERGENCY SECURITY ISSUE"“Emergency Security Issue” means either: (a) Customer'sCustomer’s or End Users’ use of the Services in violation of the Acceptable Use Policy, which could disrupt:in a way that disrupts: (i) the Services; (ii) other customer'scustomers’ use of the Services; or (iii) the Google network or servers used to provide the Services; or (b) to prevent unauthorized third party access to the Services or data within the Services. 
 	 "END USERS"“End Users” means the individuals Customer permits to use the Services. 
 	 "END USER ACCOUNT"“End User Account” means a Google-hosted account established by Customer through the Services for an End User. 
 	 "EXPORT CONTROL LAWS"“Export Control Laws” means all applicable export and reexport 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 Treasury Department'sDepartment’s Office of Foreign Assets Control, and the International Traffic in Arms Regulations (“ITAR”) maintained by the Department of State.State, but excluding the Export Administration Regulations (“EAR”) maintained by the U.S. Department of Commerce. 
 	 "FEES"“Fees” means the amounts invoiced to Customer by GoogleGoogle, or Reseller, if applicable, for the Services as described in an Order Page. 
 	 "HELP CENTER"“Help Center” means the Google help center accessible at https://www.google.com/support/, or other such URL as Google may provide. 
 	 "HIGH RISK ACTIVITIES"“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"“HIPAA” means the Health Insurance Portability and Accountability Act of 1996, as may be amended from time to time, and any regulations issued thereunder. 
 	 "INITIAL SERVICES TERM""Indemnified Liabilities" means any (i) settlement amounts approved by the indemnifying party; and (ii) damages and costs finally awarded against the indemnified party and its Affiliates by a court of competent jurisdiction. 
 	 “Initial Term” means the term for the applicable Services beginning on the Service Commencement Date and continuing for the duration set forth on the Order Page. 
 	 "INTELLECTUAL PROPERTY RIGHTS"“Intellectual Property Rights” means current and future worldwide rights under patent law, copyright law, trade secret law, trademark law, moral rights law, and other similar rights. 
 	 "NON-GOOGLE APPS PRODUCTS"“Legal Process” means Google products which are not part of the Services, but which may be accessed by End Users using their End User Account login and password. The Non-Google Apps Products are set forth at the following URL: https://www.google.com/support/a/bin/answer.py?hl=en&answer=181865,a data disclosure request made under law, governmental regulation, court order, subpoena, warrant, governmental regulatory or agency request, or such other URL as Google may provide.valid legal authority, legal procedure, or similar process. 
 	 "NON-GOOGLE APPS PRODUCT TERMS"“Liability” means the terms found at the following URL: https://www.google.com/apps/intl/en/terms/additional_services.html,any liability, whether under contract, tort, or such other URL as Google may provide.otherwise, including for negligence. 
 	 "NOTIFICATION EMAIL ADDRESS"“Notification Email Address” means the email addressaddress(es) designated by Customer in the Admin Console to receive emailcertain notifications from Google. Customer may change this email address throughIt is Customer’s responsibility to keep the Admin Console.Notification Email Address(es) valid and current. 
 	 "ORDER PAGE""Order Page" means the online order page or pages, or other ordering document acceptable to Google under this Agreement, that Customer completes in signing up for the Services, and which may include :include: (i) the Services being ordered, which may be include applicable billing and renewal terms; (ii) Fees; (iii) number of, and Initial Services Term for, End User Accounts; (iv) the applicable form of payment; and (v) Customer Domain Names. 
 	 "SERVICE COMMENCEMENT DATE"“Purchase Order” means a Customer issued purchase order. 
 	 “Reseller” means, if applicable, the authorized reseller that sells or supplies the Services to Customer. 
 	 “Reseller Agreement” means the separate agreement between Customer and Reseller regarding the Services. The Reseller Agreement is independent of and outside the scope of this Agreement. 
 	 “Service Commencement Date” is the date upon which Google makes the Services available to Customer, and will be within one week of Google'sGoogle’s receipt of the completedapplicable Order Page,Form signed by Customer, unless otherwise agreed by the parties. 
 	 "SERVICE PAGES"“Service Pages” mean the web pages displaying the Services to End Users. 
 	 "SERVICES""Services" means the applicable Google AppsG Suite Core Services (e.g. Google Apps Premier Edition or Google Apps for Business and Google Apps Vault) provided by Google and used by Customer under this Agreement. The Services are as described here https://www.google.com/apps/intl/en/terms/user_features.html,,here: https://gsuite.google.com/intl/en/terms/user_features.html, or such other URL as Google may provide. 
 	 "SERVICES TERM"“Significant Deprecation” means to discontinue or to make backwards incompatible changes to the Initial Services Term and all renewal terms forthat results in Google no longer providing to its enterprise-customer base the applicable Services.ability to: (1) to send and receive e-mail messages; (2) schedule and manage events; (3) create, share, store and sync files; (4) communicate with other end users in real time; or (5) search, archive, and export email messages. 
 	 "SLA"“SLA” means the Service Level Agreement located here:here for applicable G Suite Core Services: https://www.google.com/a/help/intl/en/admins/sla.html, or such other URL as Google may provide. 
 	 "SUSPEND"“Suspend” means the immediate disabling of access to the Services, or components of the Services, as applicable, to prevent further use of the Services. 
 	 "TAXES"“Taxes” means any duties, customs fees, or taxes (other than Google'sGoogle’s income tax)tax), including indirect taxes such as “goods and services tax” and “value-added tax,” associated with the sale of the Services, including any related penalties or interest. 
 	 "TERM"“Term” means the term of the Agreement, which will begin on the Effective DateInitial Term and continue untilall renewal terms for the earlier of (i) the end of the last Services Term or (ii) the Agreement is terminated as set forth herein.applicable Services. 
 	 "THIRD PARTY REQUEST""Third-Party Legal Proceeding" means a request from aany formal legal proceeding filed by an unaffiliated third party for records relating to an End User's use of the Services. Third Party Requests can bebefore a lawful search warrant, court order, subpoena, other valid legal order, or written consent from the End User permitting the disclosure.government tribunal (including any appellate proceeding). 
 	 "TSS"“TSS” means the technical support services provided by Google to the Administrators during the Term pursuant tounder the TSS Guidelines. 
 	 "TSS GUIDELINES"“TSS Guidelines” means Google'sGoogle’s technical support services guidelines then in effect for the Services. TSS Guidelines are at the following URLURL: https://www.google.com/a/help/intl/en/admins/tssg.html or such other URL as Google may provide. 
 	 "URL TERMS"“URL Terms” means the "AcceptableAcceptable Use Policy,"Policy, the "SLA,"SLA, and the "TSS Guidelines."TSS Guidelines. 

Version: July 22, 2014	 Version: September 29, 2016 

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