Leping

Amendment of the 14.05.2024 Contract for Work no. 24.8-2/S/127-1 between Ministry of Economic Affairs and Communications of the Republic of Estonia and Apolitical Group Limited The Ministry of Economic Affairs and Communications of the Republic of Estonia, registry code 70003158, registered office Suur-Ameerika 1, Tallinn 10122, Estonia, represented by Kristi Hunt, ChiefOperations Officer of the Department ofDigital State Development, who is acting under subsection 6 (4) of the Ministry of Economic Affairs and Communications Procurement Procedure (hereinafter referred to as the ContractingAuthority), and Apolitical Group Limited, registry code 09812036, registered office 20-22 Wenlock Road, N1 7GU London, United Kingdom, represented by Joseph Buckley, Vice President of Operations and Finance (hereinafter referred to as the Contractor), hereinafter jointly also referred to as the Parties and severally as the Party taking into consideration that: - due to the extensive thematic scope of the Work, the Parties, during the execution of the first stage of the Work, have acknowledged the necessity to prevent any potential infringement on the Contractor’s rights to engage in similar work outside the scope of the 14.05.2024 Contract for Work no. 24.8-2/S/127-1 (hereinafter Contract); - the Parties have recognized the necessity to delineate the General Terms and Conditions of the Contract to ensure that although the Contracting Authority acquires an irrevocable, non-exclusive license for the work-related materials as stipulated in the initial Contract, it shall also be established that the Contractor’s intellectual property and pre-existing rights to works created prior to the Contract, which are to be utilized as part of the Work, shall remain unaffected. The Contractor retains the right to employ such works in third-party projects without any claims from the Contracting Authority; - the Works produced under the Contract may also he relevant for educational purposes for third parties, and in those cases the process of potential sub-licensing would place an unreasonahle administrative burden on the Contracting Authority; - the amendment is not substantial and does not entail a change in the overail value and nature of the Contract (in line with the Estonian Public Procurement Act § 123 clause (1) line 7); the Parties agree to replace clause 5.1. of the General Terms and Conditions of the Contract as from 14.05.2024 by adding the following provisions to clause 1.1. of the Contract: - clause 1 .1.1. “The intellectual property and copyright of any materiais created by the Contractor prior to and outside of the Contract, will remain with the Contractor. The Contractor grants the Contracting Authority a perpetual, irrevocable, non-exclusive license valid for the entire term of the copyright to use the existing intellectual property that shall become part of the Works.” - clause 1.1.2. “The Works created by the Contractor under the Contract or acquired by the Contractor from third parties and accepted and paid by the Contracting Authority under the Contract, including all proprietary rights of the author, shall he transferred to 1 ,Z’f 9’  the Contracting Authority in fuli, and with respect to the author’s personal rights in the materiais (which are not transferable in nature). The Contracting Authority grants the Contractor a perpetual, irrevocable, non-exclusive license to use and adapt the Works created by the Contractor under the Contract or acquired from third parties for similar educational purposes as the Works are created or acquired under the Contract, and the right to sub-license the Works to third parties at his/her discretion.” Contracting Authority Contractor Date: LY Date: 2-) O . Hunt Chief Operations Officer Vice President of Operations and Finance 2