Amendment to Google Cloud Platform License Agreement, among and between Snap Inc., Snap Group Limited and Google Inc., dated September 18, 2017

Snap UK.  The term “Customer” in the Agreement is hereby deemed to individually and collectively refer to Snap US and Snap UK, as the context may require, and Snap UK hereby agrees to become a party to the Agreement.  Snap UK will have all rights and benefits available to Snap US under the Agreement, except that:

Any act or omission by Snap UK in connection with this Agreement, including a breach of payment obligations under the Agreement, will be deemed to be an act or omission of Snap US;

[***];

[***];

Snap UK may choose to no longer be a party to the Agreement by providing 30 days advance written notice to Google, but will not otherwise have the right to terminate or not renew the Agreement.

Any publicity approvals provided by Snap US under the Agreement will be binding on Snap UK;

Any claims by Snap UK of breach of the Agreement may only be brought by designating Snap US as its agent for purposes of bringing such claims, provided however, that Snap UK and Snap US may not both institute a claim of breach of the Agreement for the same event giving rise to the breach claim.  Snap US may share all information related to such claims of breach with Snap UK;  

Requests for indemnification under the Agreement by Snap UK may only be submitted by designating Snap US as its agent for purposes of submitting such request for indemnification.  Snap US may share all information related to such requests for indemnification with Snap UK; and

Snap UK may only initiate the Dispute Resolution process set forth in Exhibit C of the Agreement by designating Snap US as its agent for purposes of initiating the Dispute Resolution process. Snap US may share all information from such Dispute Resolution process with Snap UK.

Fee Allocation.

Each month Google will provide (i) Snap US with a pro forma invoice and report detailing the allocation of the applicable monthly Fees based on the following formula: (total Fees for the invoice period) x ((egress served by the Account to endpoints in the United States during the invoice period) /( total egress served by the Account during the invoice period)) (“US Allocation”), and (ii) Snap UK with a pro forma invoice and report detailing the allocation of the total Fees for the invoice period less the US Allocation (“Fee Allocation Invoices”). The template  for such  Fee Allocation Invoices is attached hereto as Attachment 1. Customer may discuss questions regarding the allocation in the Fee Allocation Invoices with Google and Google will work with Customer in good faith to resolve any such questions.

Google will send such Fee Allocation Invoices to:

The invoice provided pursuant to Section 3 of the Agreement is the official invoice to which the terms of the Agreement will apply and will be provided only to Snap US.  Google disclaims all liability related to reliance by Customer on the Fee Allocation Invoices. Snap UK may submit payment of a portion of the officially invoiced amount to Google.

Exhibit F of the Agreement (Billing Requirements [***]) does not apply to the Fee Allocation Invoice.

If and when Customer creates separate Projects for Snap US and Snap UK, the parties will enter into an amendment to this Agreement to include other Google entities as reasonably requested by Google.

Pricing Exhibit. Exhibit A (Pricing Exhibit) of the Agreement is hereby amended by:

Replacing the first sentence of Section 3.a with the following:

Replacing the first sentence following Table 4 in Section 4.d.i with the following:

The term “products” as used in Section 6.c means any of the following:

Google Compute Engine Standard VMs

Google Compute Engine HighMem VMs

Google Compute Engine HighCPU VMs

Google Compute Engine Custom VMs

Google Compute Engine disk storage

Google Compute Engine other

Google App Engine Flex

Google App Engine FrontEnd instances

Google App Engine BackEnd instances

Google Datastore Entity Reads

Google Datastore Entity Writes

Google Datastore Storage

Google App-Engine

Google App Engine, other

Google Container Engine

Google Container Registry

Google Cloud Functions

Google Cloud Storage – GCS standard

Google Cloud Storage – DRA

Google Cloud Storage – Class A Ops

Google Cloud Storage – Class B Ops

Google Cloud SQL

Google Bigtable

Google Cloud CDN

Google Cloud DNS

Google BigQuery

Google Cloud Dataflow

Google Cloud Dataproc

Google Cloud Datalab

Google Cloud Pub/Sub

Google Cloud Machine Learning Services

Google Cloud Jobs API

Google Cloud Natural Language API

Google Cloud Speech API

Google Cloud Vision API

Google Cloud Translation API

Stackdriver

Any new product launched after the Amendment Effective Date and listed at https://cloud.google.com/products/.

Publicity.  Section 10 of the Agreement (Publicity) is hereby amended by deleting the last sentence of such Section.

Indemnification by Google.  Section 14.2 is hereby amended by deleting the word “and” right before part (b) and replacing it with the word “or.”

This Amendment may be executed in one or more counterparts including facsimile, PDF or other electronic copies, which when taken together upon proper delivery shall constitute a single instrument. In the event of a conflict between the terms and conditions of the Agreement and the terms and conditions of this Amendment, the terms and conditions of this Amendment shall govern. All other terms and conditions of the Agreement remain unchanged and are in full force and effect.

Accepted and Agreed:

Accepted and Agreed:

Google Inc.

Snap Inc.

By:

/s/ Philipp Schindler

By:

/s/ Jerry Hunter

Name:

Philipp Schindler

Name:

Jerry Hunter

Title:

Authorized Signatory

Title:

VP Core Engineering

Date:

September 8, 2017

Date:

September 12, 2017

Accepted and Agreed:

Snap Group Limited

By:

/s/ David Lewis

Name:

David Lewis

Title:

Director

Date:

September 18, 2017