CHECKMARX TERMS OF SERVICE – India

LOCAL COUNTRY ADDENDUM: INDIA

For Customers incorporated in India, the following provisions shall apply. All other provisions of the Agreement shall remain the same except as provided herein. To the extent of any inconsistency or contradiction between this Addendum and the body of the Agreement, the terms of this Addendum shall prevail.

1. Section 1.10 of the Agreement is hereby replaced with the following:

“1.10. “Quote” means a valid quotation document provided by Checkmarx India or an authorized Checkmarx reseller setting out the quantity and type of Software and Services purchased by Customer.”

2. Section 9 of the Agreement is hereby modified as follows:

The following sections of the Agreement are removed and replaced with the following:

“9.1. Ordering. Customer and its Affiliates may request the purchase of Solution licenses and Service subscriptions by submitting written orders to Checkmarx India Technology Services Private Limited (“Checkmarx India”) or an authorized reseller subject to a valid Quote. Quotes issued to Customers or Customer Affiliates in India may be issued by Checkmarx India or an authorized reseller. All such orders are subject to approval by Checkmarx, and once approved, are firm and non-cancelable by Customer. This Agreement applies to all approved orders submitted by Customer and its Affiliates. Any Affiliate submitting an order agrees to be bound by the obligations in this Agreement. The Services and Solutions will be delivered by electronic means and are deemed accepted on the Commencement Date.

9.3. Payment. All license grants and Service obligations of Checkmarx are subject to Customer’s timely payment of the Fees. For orders placed with an authorized partner, the payment terms will be defined in the agreement between Customer and the authorized partner. For orders placed directly with Checkmarx or Checkmarx India:

9.3.1. Checkmarx India shall deliver an invoice stating the Fees and, where applicable, sales, use, value-added or other taxes. All invoices are due thirty (30) days from the invoice date unless an earlier payment term is set out in the Quote. All Fees are non-refundable except as provided in Sections 10.2(c) and 11.2 and are billed upfront and in advance unless otherwise specified in the Quote, Statement of Work or Work Description. Checkmarx India may charge interest on any overdue Fees that are not subject to good faith dispute as permitted by applicable law.

9.3.2. Customer is responsible for all taxes and duties arising from the Fees, the Services, or Customer’s use of the Solution under this Agreement. If Customer is required to withhold any taxes from the Fees, Customer shall pay Checkmarx India the additional amount necessary to ensure Checkmarx India receives the full Fees as if no withholding occurred.

The following section is added to the Agreement following section 9.3:

9.4. Payments by Checkmarx. Customer agrees that any payment obligations of Checkmarx under or in connection with this Agreement may be discharged by Checkmarx India.”

3. Section 16.11 of the Agreement is hereby replaced with the following:

“16.11. No Third-Party Beneficiaries. This Agreement is entered into solely for the benefit of Checkmarx and Customer. No third party shall be deemed to be a beneficiary of this Agreement, and no third party shall have the right to make any claim or assert any right under this Agreement.”

Applies to: Cx TOS Version 20260909n thereto.”