Incredimail 2008 Annual Report Download - page 112

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- 18 -
PORTIONS OF THIS EXHIBIT WERE OMITTED AND HAVE BEEN FILED SEPARATELY WITH THE SECRETARY OF THE
COMISSION PURSUANT TO AN APPLICATION FOR CONFIDENTIAL TREATMENT UNDER RULE 24b-2 OF THE SECURITIES
EXCHANGE ACT OF 1934; [***] DENOTES OMISSIONS.
- 19 -
(b)
[***]
14.5
Upon the expiration or termination of this GSA for any reason:
(a) all rights and licences granted by each party shall cease immediately; and
(b) each party shall (at the other party’s option) promptly return to the other party, or destroy and certify the destruction of, all
Confidential Information of the other party.
14.6 The termination or expiration of an individual Agreement shall not have the effect of terminating any other Agreement or this GSA unless
expressly agreed to by the parties in writing. If an Agreement (but not this GSA) terminates or expires, all rights and licences granted by
Google to Customer relating to the applicable Services and all other rights and licences granted by Google to Customer in relation to the
applicable Services as stated in such Agreement, if any, shall cease immediately. Termination or expiration of all Agreements shall result
in the expiration of this GSA on the same date on which the last Agreement terminates or expires.
14.7 Termination or expiration of this GSA or any Agreement, in part or in whole, shall not: a) limit either party from pursuing other remedies
available to it, or b) affect the accrued rights and obligations of either party as at the date of such termination or expiry (including without
limitation any obligation to pay fees that have accrued under any Agreement prior to the date of termination or expiry).
15.
General
15.1
Any notices required to be given under this GSA and/or any Agreement shall be in English and in writing and:
(a)
if to Customer, sent to the address/fax number identified for legal notices on the applicable Order Form;
(b)
if to Google, marked for the attention of the Google Legal Department and sent to the following address/fax number:
[***]
(c)
in either case, sent to such other address/fax number as either party may designate from time to time in accordance with this clause.
Notices shall be deemed to have been duly served if hand delivered; sent by facsimile (with the original forwarded by first class post or
special delivery); by special delivery within the United Kingdom and outside the United Kingdom by recorded airmail post; in each case
correctly addressed in accordance with this clause. Any notice pursuant to this clause shall be deemed to have been served:
(a)
if hand delivered at the time of delivery by posting through the letter box of the correct addressee in accordance with this clause;
(b) if sent by facsimile one hour after transmission during business hours at its destination or 24 hours after transmission if not within
business hours but in each case subject to proof by the sender that it holds an acknowledgement confirming receipt of the
transmitted notice in readable form; and
(c) if sent by post 48 hours after posting (excluding Sundays or any applicable bank or public holidays in the country of posting) if
posted to an address within the country of posting and seven days after posting (excluding Sundays or any applicable bank or public
holidays in the country of posting) if posted to an address outside the country of posting.
15.2 Customer shall not assign or otherwise transfer its rights or delegate its obligations under this GSA and/or any Agreement(s), in whole or
in part, without the prior written consent of Google.
15.3
[***]