LogicGate Data Switching Addendum

This Data Switching Addendum (“Addendum”) supplements the service agreement between LogicGate (“Provider”) and the Customer receiving LogicGate Services (the “Agreement”). Its purpose is to set out clear and fair contractual terms to facilitate switching to another provider of data-processing services or, where applicable, to an on-premises ICT infrastructure, in accordance with Articles 23 to 30, in particular Article 25, of the Data Act (Regulation (EU) 2023/2854).

Capitalised terms not defined here have the meaning given in the Agreement or the Data Act. If this Addendum conflicts with the Agreement, this Addendum prevails.

1. Data Portability

Provider shall make available, and the Customer may extract, all exportable data and digital assets (“Content”) at any time during the Subscription Term or any agreed Transitional or Retrieval Period through features in the Service in structured, commonly used, machine-readable formats, accompanied by relevant schema, metadata and documentation.

2.Switching from the Service and Termination

The Customer may notify Provider, with at least two (2) months’ prior notice (“Notice Period”), of its decision to either: (a) switch to a different provider of data-processing services; (b) port all Content to an on-premises ICT infrastructure; or (c) request Provider to erase Content upon termination.

3. Transitional Period, Retrieval Period and Assistance

After the Notice Period, the Customer may continue to access the Service for up to thirty (30) calendar days (“Transitional Period”). During this time, the Agreement remains in force and the Customer shall pay the pro-rated amount of annual fees set forth in the Order Form. The Customer may extend the Transitional Period once, for a period it reasonably considers necessary to transfer Content (not exceeding three (3) months).

After the Transitional Period, the Customer shall have a further thirty (30) calendar days (“Retrieval Period”) to access the Service and retrieve its Content.

During the Transitional and Retrieval Periods, Provider shall:

• Provide reasonable assistance to the Customer and its authorised third parties for switching;
• Maintain business continuity and service availability;
• Provide clear information on any known risks to continuity; and
• Support the Customer’s exit strategy by ensuring continuous, secure access and necessary technical information.

4. Fees

All prepaid fees for the Services are non-refundable and non-cancellable and shall be retained by Provider in the event of termination. The Customer is responsible for fees through the end of the Transitional or Retrieval Period while it has access to the Services.

In the event Customer notifies LogicGate of its intention to terminate the Services, for any remaining Subscription Term not paid for by the Customer at the time of such notice, the Customer agrees to pay LogicGate early termination fee equal to 33% of the agreed unpaid Subscription Fees applicable to the remainder of the Term.

Provider shall make Customer Data and AI Outputs available to Customer at no charge through the Services’ standard export functionality. Any assistance beyond standard export including professional services for data preparation, transformation, or migration will be provided at Provider’s then-current professional services rates and will not constitute switching charges under the EU Data Act.

5. Security

Provider shall maintain a high level of security for Content throughout the Notice, Transitional and Retrieval Periods, consistent with the security and privacy controls described in the Agreement. Nothing in this Addendum reduces those commitments.

6. Deletion of Content

Following (i) successful completion of switching and expiry of the Retrieval Period, or (ii) Customer’s election to erase data upon termination, Provider shall delete all Content in accordance with its retention policies, except where retention is required by law.

7. Limitation of Liability

Any limitation of liability in the Agreement shall not apply to damages directly arising from either party’s gross negligence or wilful misconduct in the performance of this Addendum.

8. Fair Dealing & Cooperation

The parties acknowledge that this Addendum is negotiated on a fair, reasonable and non-discriminatory basis, and the Customer confirms its agreement with the commercial structure. Both parties agree to act in good faith to give full effect to the intent of this Addendum and the Agreement.

9. Data Access Requests

To the extent legally permitted, Provider will notify the Customer without undue delay if it receives a legally-binding request for disclosure or access to Customer data from a public authority (including judicial or administrative authorities, or national security/intelligence agencies) or becomes aware of any direct access by a public authority. Provider will use all reasonably available legal mechanisms to challenge unlawful or disproportionate requests and provide the minimum information necessary. If prohibited from notifying the Customer, Provider shall seek a waiver of such prohibition in order to enable communication as soon as possible.

Last Updated: Mar 17, 2026