AWS Event Sponsorship Terms and Conditions

These AWS Event Sponsorship Terms & Conditions (these “Terms”) govern your sponsorship of AWS events. Please see Section 8 for definitions of certain capitalized terms used in these Terms.

1.1 Sponsored Events. You may sponsor AWS event(s) in accordance with these Terms (each such sponsored AWS event, a “Sponsored Event”) by completing a Sponsorship Order Form and paying the applicable Sponsorship Fee. If you do not meet all conditions and requirements listed in the Sponsorship Order Form, then we have the right to cancel the applicable benefits under the Sponsorship Order Form and you will not be entitled to a refund for such cancelled benefits.  We reserve the right to provide substitute benefits of comparable or greater value (as reasonably determined by us) if we cannot for any reason deliver any benefits under the Sponsorship Order Form.

1.2 Sponsorship Fees. You will pay each Sponsorship Fee invoice on the earlier of (a) the due date specified in such invoice, and (b) the date of the Sponsored Event (or the first Sponsored Event if the invoice captures multiple Sponsored Events). If you do not pay the Sponsorship Fee by its due date, you may (at our sole discretion) forfeit some or all of the benefits under the Sponsorship Order Form.

1.3 Your Conduct. You and your employees and agents will at all times comply with the AWS Code of Conduct.

1.4 Taxes. Each party will be responsible, as required under applicable law, for identifying and paying all taxes and other governmental fees and charges (and any penalties, interest, and other additions thereto) that are imposed on that party upon or with respect to the transactions and payments under the Sponsorship Order Form. All fees payable by Sponsor are exclusive of applicable taxes and duties, including, without limitation, VAT, excise taxes, sales and transaction taxes, and gross receipts taxes (“Indirect Taxes”). Sponsor will provide such information to AWS as is reasonably required for AWS to determine whether AWS is obligated to collect Indirect Taxes from Sponsor. AWS will not collect, and Sponsor will not pay, any Indirect Tax that Sponsor furnishes to AWS a properly completed exemption certificate or a direct payment permit certificate for which AWS may claim an available exemption from Indirect Tax. All payments made by Sponsor to AWS under the Sponsorship Order Form will be made free and clear of any withholding or deduction for taxes. If any such taxes (for example, international withholding taxes) are required to be withheld on any payment, Sponsor will pay such additional amounts as are necessary so that the net amount received by AWS is equal to the amount then due and payable under the Sponsorship Order Form. AWS will provide Sponsor with such tax forms as are reasonably requested in order to reduce or eliminate the amount of any withholding or deduction for taxes in respect of payments made under the Sponsorship Order Form.

We will handle your information in accordance with the AWS Privacy Notice.

3.1 Intellectual Property. You grant to AWS a worldwide, royalty-free, nontransferable, and nonexclusive license to (a) use the Logos to identify you as a sponsor of the Sponsored Event and to otherwise provide you with the benefits under the Sponsorship Order Form and (b) the Materials to provide you the benefits under the Sponsorship Order Form. If AWS provides AWS Event Materials to you under the Sponsorship Order Form, AWS grants to you a worldwide, royalty-free, nontransferable, and nonexclusive license to use, reproduce, display, perform, and distribute the AWS Event Materials provided that you: (x) do not modify the AWS Event Materials; (y) accurately represent your limited relationship to AWS as a sponsor of the Sponsored Event; and (z) do not use the AWS Event Materials or any AWS logos, trademarks, service marks, or trade dress displayed in the AWS Event Materials in a manner that is disparaging to AWS or our products or services, or in a manner that suggests AWS endorses, approves, or is otherwise affiliated with you. Except as specifically set forth in this Section 3.1, neither party will acquire any interest in the other party’s trademarks, service marks, trade secrets, logos, commercial symbols, copyrights, patents, and any other intellectual property rights under the Sponsorship Order Form.

3.2 Publicity. You will not issue any press release or make any other public announcement related to the Sponsored Events without our prior written approval.

4.1 Term. The Sponsorship Order Form is effective as of the date the last party executes it, and, unless earlier terminated pursuant to these Terms, will continue until all Sponsored Events identified in the Sponsorship Order Form have occurred. Any Notice of termination of the Sponsorship Order Form must include a Termination Date.

4.2 Termination.

(a) Termination for Cause. Either party may terminate the Sponsorship Order Form for cause if the other party is in material breach of the Sponsorship Order Form and the material breach remains uncured for a period of 30 days from receipt of Notice by the breaching party. We may terminate the Sponsorship Order Form immediately upon Notice to you in order to comply with the law or requests of governmental entities.

(b) Termination for Convenience. We may terminate the Sponsorship Order Form at any time for any reason by providing you with Notice. You may terminate the Sponsorship Order Form prior to a Sponsored Event for any reason by providing us with Notice.

(c) Effect of Termination. Upon the Sponsorship Order Form’s Termination Date: (i) all of your rights under the Sponsorship Order Form immediately terminate; (ii) you remain responsible for paying the Sponsorship Fee, provided that (x) if we terminated the Sponsorship Order Form under Section 4.2(b), we will refund you the Sponsorship Fee associated with the Sponsored Events scheduled after the Termination Date, (y) if you terminated the Sponsorship Order Form under Section 4.2(b) 90 days or more before a Sponsored Event, we will refund you the Sponsorship Fee associated with such Sponsored Event, and (z) if you terminated the Sponsorship Order Form under Section 4.2(b) less than 90 days before a Sponsored Event, you will not be entitled to a refund of the Sponsorship Fee associated with such Sponsored Event; and, (iii) Section 1.2, Section 1.4, Section 2, Section 3.2, Section 4.2(c), Section 5, Section 6, Section 7, Section 8, and Section 9 will continue to apply in accordance with their terms.

5.1 Trade Compliance. You represent and warrant that you and your financial institution(s) are not subject to sanctions or otherwise designated on any list of prohibited or restricted parties, or owned or controlled by such a party, including but not limited to the lists maintained by the United Nations Security Council, the U.S. government (e.g., the U.S. Department of Treasury’s Specially Designated Nationals list and Foreign Sanctions Evaders list and the U.S. Department of Commerce’s Entity List), the European Union or its member states, or other applicable government authority.

5.2 Logos. You represent and warrant that you have the necessary rights and permissions to grant the license granted under Section 3.1 and that the Logos and our use of the Logos do not infringe upon any intellectual property right or right of publicity of any person or entity.

5.3 Warranty Disclaimer. TO THE MAXIMUM EXTENT PERMITTED BY LAW, AWS DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS OR IMPLIED, WRITTEN OR ORAL, WITH RESPECT TO ANY GOODS, SERVICES, OR BENEFITS TO BE PROVIDED UNDER ANY SPONSORSHIP ORDER FORM, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

WE AND OUR AFFILIATES AND LICENSORS WILL NOT BE LIABLE TO YOU UNDER ANY CAUSE OF ACTION OR THEORY OF LIABILITY, EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, FOR (A) INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, OR (B) LOST PROFITS, REVENUES, CUSTOMERS, OPPORTUNITIES, OR GOODWILL. IN ANY CASE, OUR AND OUR AFFILIATES’ AND LICENSORS’ AGGREGATE LIABILITY UNDER THE SPONSORSHIP ORDER FORM WILL NOT EXCEED THE AMOUNT YOU ACTUALLY PAY US UNDER THE SPONSORSHIP ORDER FORM FOR THE SPONSORED EVENT THAT GAVE RISE TO THE CLAIM. THE LIMITATIONS IN THIS SECTION 6 APPLY ONLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

7.1 Waiver. The failure by us to enforce any provision of the Sponsorship Order Form will not constitute a present or future waiver of such provision nor limit our right to enforce such provision at a later time. All waivers by us must be in writing to be effective.

7.2 Severability. If any portion of the Sponsorship Order Form is held to be invalid or unenforceable, the remaining portions of the Sponsorship Order Form will remain in full force and effect. Any invalid or unenforceable portions will be interpreted to effect and intent of the original portion. If such construction is not possible, the invalid or unenforceable portion will be severed from the Sponsorship Order Form but the rest will remain in full force and effect.

7.3 Force Majeure. We and our affiliates will not be liable for any delay or failure to perform any obligation under the Sponsorship Order Form where the delay or failure results from any cause beyond our reasonable control, including acts of God, labor disputes or other industrial disturbances, electrical or power outages, utilities or other telecommunication failures, earthquake, storms, or other elements of nature, blockages, embargoes, riots, acts or orders of government, acts of terrorism, or war.

7.4 Assignment; No Third Party Beneficiaries; Independent Contractors. You will not assign or otherwise transfer the Sponsorship Order Form or any of your rights and obligations under the Sponsorship Order Form, without our prior written consent. Any assignment or transfer in violation of this Section 7.4 will be void. We may assign the Sponsorship Order Form without your consent (a) in connection with a merger, acquisition, or sale of all or substantially all of our assets, or (b) to any affiliate or as part of a corporate reorganization; and effective upon such assignment, the assignee is deemed substituted for AWS as a party to the Sponsorship Order Form, and AWS is fully released from all of its obligations and duties to perform under the Sponsorship Order Form. Subject to the foregoing, the Sponsorship Order Form will be binding upon and inure to the benefit of the parties and their respective permitted successors and assigns. The Sponsorship Order Form does not create any third-party beneficiary rights in any individual or entity that is not a party to the Sponsorship Order Form.  We and you are independent contractors, and these Terms will not be construed to create a partnership, joint venture, agency, or employment relationship.  Neither party, nor any of their respective affiliates, is an agent of the other for any purpose or has the authority to bind the other. 

7.5 Governing Law. Subject to Section 9, the laws of the State of Washington, without reference to conflict of law rules, govern the Sponsorship Order Form and any dispute of any sort that might arise between the parties. The United Nations Convention for the International Sale of Goods does not apply to the Sponsorship Order Form.

7.6 Dispute. SUBJECT TO SECTION 9, ANY DISPUTE OR CLAIM RELATING IN ANY WAY TO YOUR SPONSORSHIP OF THE SPONSORED EVENT(S) WILL BE RESOLVED BY BINDING ARBITRATION, RATHER THAN IN COURT, EXCEPT THAT YOU MAY TO THE MAXIMUM EXTENT PERMITTED BY LAW ASSERT CLAIMS IN SMALL CLAIMS COURT. THE FEDERAL ARBITRATION ACT AND FEDERAL ARBITRATION LAW APPLY TO THE SPONSORSHIP ORDER FORM. THERE IS NO JUDGE OR JURY IN ARBITRATION, AND COURT REVIEW OF AN ARBITRATION AWARD IS LIMITED. HOWEVER, AN ARBITRATOR CAN AWARD ON AN INDIVIDUAL BASIS THE SAME DAMAGES AND RELIEF AS A COURT (INCLUDING INJUNCTIVE AND DECLARATORY RELIEF OR STATUTORY DAMAGES), AND MUST FOLLOW THE TERMS OF THE SPONSORSHIP ORDER FORM AS A COURT WOULD. TO BEGIN AN ARBITRATION PROCEEDING, YOU MUST SEND A LETTER REQUESTING ARBITRATION AND DESCRIBING YOUR CLAIM TO OUR REGISTERED AGENT CORPORATION SERVICE COMPANY, 300 DESCHUTES WAY SW, SUITE 304, TUMWATER, WA 98501. THE ARBITRATION WILL BE CONDUCTED BY THE AMERICAN ARBITRATION ASSOCIATION (AAA) UNDER ITS RULES, WHICH ARE AVAILABLE AT WWW.ADR.ORG OR BY CALLING 1-800-778-7879. PAYMENT OF FILING, ADMINISTRATION, AND ARBITRATOR FEES WILL BE GOVERNED BY THE AAA'S RULES. WE WILL REIMBURSE THOSE FEES FOR CLAIMS TOTALING LESS THAN $10,000 UNLESS THE ARBITRATOR DETERMINES THE CLAIMS ARE FRIVOLOUS. WE WILL NOT SEEK ATTORNEYS' FEES AND COSTS IN ARBITRATION UNLESS THE ARBITRATOR DETERMINES THE CLAIMS ARE FRIVOLOUS. YOU MAY CHOOSE TO HAVE THE ARBITRATION CONDUCTED BY TELEPHONE, BASED ON WRITTEN SUBMISSIONS, OR AT A MUTUALLY AGREED LOCATION. WE AND YOU AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED OR REPRESENTATIVE ACTION. IF FOR ANY REASON A CLAIM PROCEEDS IN COURT RATHER THAN IN ARBITRATION WE AND YOU WAIVE ANY RIGHT TO A JURY TRIAL. WE EACH AGREE THAT EACH PARTY MAY BRING SUIT IN COURT TO ENJOIN INFRINGEMENT OR OTHER MISUSE OF INTELLECTUAL PROPERTY RIGHTS.

7.7 Notice.

(a) To You. We will provide any notice to you under the Sponsorship Order Form by sending a message to the email address included in the Sponsorship Order Form. Any notices provided by email will be effective when we send the email. It is your responsibility to keep your email address current. You will be deemed to have received any email sent to the email address then associated with the Sponsorship Order Form when we send the email, whether or not you actually receive the email.

(b) To Us. Subject to Section 9, to give us notice under the Sponsorship Order Form, you must contact AWS as follows: (i) by facsimile transmission to 206-266-7010; or (ii) by personal delivery, overnight courier or registered or certified mail to Amazon Web Services, Inc., 410 Terry Avenue North, Seattle, WA 98109-5210, attention General Counsel. We may update the facsimile number or address for notices to us by posting a notice on the AWS Site. Notices provided by personal delivery will be effective immediately. Notices provided by facsimile transmission or overnight courier will be effective one business day after they are sent. Notices provided by registered or certified mail will be effective three business days after they are sent.

(c) Language. Subject to Section 9, all communications and Notices to be made or given pursuant the Sponsorship Order Form must be in the English language.

7.8 Conflict. In the event of a conflict between these Terms and the Sponsorship Order Form, these Terms will prevail, except that the AWS contracting entity on the Sponsorship Order Form will prevail.

7.9 Modifications to these Terms. We may modify these Terms at any time by posting a revised version on the AWS Site or by otherwise notifying you in accordance with Section 7.7. The modified terms will become effective upon posting or, if we notify you by email, as stated in the email message. By continuing to sponsor a Sponsored Event after the effective date of any modifications to these Terms, you agree to be bound by the modified terms. It is your responsibility to check the AWS Site regularly for modifications to these Terms. We last modified these Terms on the date listed at the beginning of these Terms.

7.10 Entire Agreement; Translation. The Sponsorship Order Form is the entire agreement between you and us regarding the subject matter of the Sponsorship Order Form. The Sponsorship Order Form supersedes all prior or contemporaneous representations, understandings, agreements, or communications between you and us, whether written or verbal, regarding the subject matter of the Sponsorship Order Form. We will not be bound by, and specifically object to, any term, condition, or other provision that is different from or in addition to the provisions of the Sponsorship Order Form (whether or not it would materially alter the Sponsorship Order Form). If we provide a translation of the English language version of the Sponsorship Order Form or these Terms, the English language version will control if there is any conflict.

7.11 Counterparts; Facsimile. The Sponsorship Order Form may be executed by facsimile or by electronic signature in a format approved by us, and in counterparts, each of which (including signature pages) will be deemed an original, but all of which together will constitute one and the same instrument.

“AWS,” “we,” “us,” or “our” means Amazon Web Services, Inc. (or such other AWS contracting entity as specified in a Sponsorship Order Form).

“AWS Code of Conduct” means the AWS code of conduct located at https://aws.amazon.com/codesofconduct/ (and any successor or related site designated by us), as may be updated from time to time.

“AWS Event Materials” means materials related to your participation in a Sponsored Event that AWS provides to you under the Sponsorship Order Form.

“AWS Site” means http://aws.amazon.com (and any successor or related site designated by us), as may be updated from time to time.

“AWS Privacy Notice" means the privacy notice located at http://aws.amazon.com/privacy (and any successor or related locations designated by us), as it may be updated from time to time.

“Logos” means the logos, trademarks, service marks, and trade dress that you provide to us under the Sponsorship Order Form.

“Notice” means any notice given in accordance with Section 7.7.

“Materials” means materials (other than Logos) that you provide to us under the Sponsorship Order Form.

“Sponsor” and “you” has the meaning given to the term “Sponsor” in the Sponsorship Order Form.

“Sponsorship Fee” means the sponsorship fee under the Sponsorship Order Form.

“Sponsorship Order Form” means a written agreement executed by you and us that describes your sponsorship of the Sponsored Event(s).

“Termination Date” means the effective date of termination provided in a Notice in accordance with Section 4.

Notwithstanding anything to the contrary contained in these Terms:

9.1 Amazon Web Services Argentina S.R.L. If the AWS contracting entity in the Sponsorship Order Form is Amazon Web Services Argentina S.R.L.:

(a) For purposes of Section 7.7(b), the address for Notices to AWS is: 255 Cecilia Grierson, 6th Floor, Buenos Aires.

(b) You acknowledge that the Sponsorship Order Form has been freely negotiated and that you have had access to legal counsel.

9.2 Amazon Web Services Australia Pty Ltd. If the AWS contracting entity in the Sponsorship Order Form is Amazon Web Services Australia Pty Ltd.:

(a) For purposes of Section 7.7(b), the address for Notices to AWS is: Level 37, 2 Park Street, Sydney 2000, Australia.

(b) If the benefits under the Sponsorship Order Form are subject to any statutory guarantees under the Australian Competition and Consumer Act 2010, then to the extent that any part of the Sponsorship Order Form is unenforceable under such Act, you agree that a fair and reasonable remedy to you will be limited to, at our election, either: (i) supplying the benefits under the Sponsorship Order Form again; or (ii) paying for the cost of having the benefits under the Sponsorship Order Form supplied again.

9.3 Amazon AWS Servicos Brasil Ltda. If the AWS contracting entity in the Sponsorship Order Form is Amazon AWS Servicos Brasil Ltda.:

(a) For purposes of Section 7.7(b), the address for Notices to AWS is: A. Presidente Juscelino Kubitschek Avenue, 2.041, Torre E, 18th and 19th Floors, Vila Nova Conceicao, 04543-011, Sao Paulo, Brazil.

(b) The following replaces Section 1.4: All fees and charges payable by you are exclusive of applicable taxes, levies and duties, including VAT, GST, use tax, transaction taxes, sales tax, etc. You will provide such information to us as reasonably required to determine whether we are obligated to collect such taxes from you, including your tax identification number. If you are legally entitled to an exemption from any sales, use, or similar transaction tax, you are responsible for providing us with legally-sufficient tax exemption certificates for each taxing jurisdiction. We will apply the tax exemption certificates to charges under the Sponsorship Order Form occurring after the date we receive the tax exemption certificates. If any deduction or withholding is required by law, you will notify us and will pay us any additional amounts necessary to ensure that the net amount that we receive, after any deduction and withholding, equals the amount we would have received if no deduction or withholding had been required. Additionally, you will provide us with documentation, accordingly to the applicable legislation, showing that the withheld and deducted amounts have been paid to the relevant taxing authority by email to aws-informe-de-redimentos@amazon.com, and a hard copy to International Tax at A. Presidente Juscelino Kubitscheck Avenue, 2.041, Torre E, 18th and 19th floors, Vila Nova Conceicao, 04543-011, Sao Paulo, Brazil.

9.4 Amazon Web Services Canada, Inc. If the AWS contracting entity in the Sponsorship Order Form is Amazon Web Services Canada, Inc.:

(a) For purposes of Section 7.7(b), the address for Notices to AWS is: 120 Bremner Blvd., 26th Floor, Toronto, Ontario M5G 0A8, Canada.

9.5 Servicios Amazon Web Services Chile Limitada. If the AWS contracting entity in the Sponsorship Order Form is Servicios Amazon Web Services Chile Limitada:

(a) For purposes of Section 7.7(b), the address for Notices to AWS is: Tenderini 85 Of.31, Santiago, Chile.

9.6 Amazon Connect Technology Services (Beijing) Co., Ltd. If the AWS contracting entity in the Sponsorship Order Form is Amazon Connect Technology Services (Beijing) Co., Ltd.:

(a) For purposes of Section 7.7(b), the address for Notices to AWS is: 4F, Central Building B21, Universal Business Park, 10 Jiuxianqiao Road, Chaoyang District, Beijing, China.

(b) The following language is added at the end of Section 1.4: If requested by you, AWS will issue you tax invoices (“Fapiaos”) according to the respective fees and charges received in full by AWS. The type of Fapiao (i.e., general VAT invoice or special VAT invoice) will be determined based on your tax status and the supporting documents and information that you are required to provide for validation.

(c) The laws of the People’s Republic of China, without reference to conflict of law rules, govern any dispute of any sort that might arise between you and us. Any dispute relating in any way to a Sponsored Event, including where a party seeks interim relief, will be submitted to the China International Economic and Trade Arbitration Commission (the “Commission”) for arbitration in Beijing. The arbitration will be conducted in accordance with the Commission’s arbitration rules in effect at the time of applying for arbitration. The arbitral award is final and binding upon both parties. There will be three arbitrators.

9.7 Amazon Web Services Colombia S.A.S. If the AWS contracting entity in the Sponsorship Order Form is Amazon Web Services Colombia S.A.S.:

(a) For purposes of Section 7.7(b), the address for Notices to AWS is: Avenida 82, No. 10-62, Piso 5, Bogotá, Colombia.

(b) Any dispute, controversy, or difference arising out of a Sponsored Event will be settled through the decision of an arbitration tribunal with the Center for Mediation and Arbitration of the Chamber of Commerce of Bogotá that will be subject to the following rules: (i) the tribunal will be composed of three arbitrators chosen by direct agreement between you and us. If the parties are not able to agree on three arbitrators, the parties will inform the Chamber of Commerce of the arbitrators they were able to agree on, and the remaining arbitrators will be selected by draw from the list provided by the Center for Mediation and Arbitration of the Chamber of Commerce of Bogotá; (ii) the arbitrators will decide according to the law; (iii) the place of arbitration will be Bogotá; and (iv) the proceeding will be conducted in Spanish.

9.8 Amazon Web Services Hong Kong Ltd. If the AWS contracting entity in the Sponsorship Order Form is Amazon Web Services Hong Kong Ltd.:

(a) For purposes of Section 7.7(b), the address for Notices to AWS is: 21/F, Tower 535, 535 Jaffe Road, Causeway Bay, Hong Kong.

(b) If directed by Sponsored Event attendees, we will share their personal contact information with you (such directing attendees, “Consenting Attendees”).  You will contact Consenting Attendees in your own name and capacity as an independent service provider to assist Consenting Attendees with your products, services, and special offers.  You will only use and process the personal contact information of Consenting Attendees to contact them for your own marketing purposes.  You will not retain the personal contact information of Consenting Attendees longer than is necessary to achieve your own marketing purposes. You will provide Consenting Attendees with information on how to unsubscribe from receiving marketing messages from you.  If you receive a request to stop processing personal contact information, including for direct marketing purposes, from a Consenting Attendee, you will immediately comply with such request.  You will have a privacy policy that complies with Hong Kong laws (e.g., it will describe your goods and services that you will market to Consenting Attendees).  You will implement and maintain appropriate technical and organizational measures in relation to your processing of personal contact information to ensure its security.  You will not transfer or grant access to a Consenting Attendee’s personal contact information without our or their prior written consent.  You will assist us with all requests we receive from Consenting Attendees related to you or their personal contact information that we shared with you. You will also assist us to ensure we are able to comply with our legal obligations. Notwithstanding the above, you will comply with all legal obligations applicable to your possession, use, and process of personal contact information.

9.9 Amazon Web Services India Private Limited. If the AWS contracting entity in the Sponsorship Order Form is Amazon Web Services India Private Limited (“AWS India”) (formerly known as Amazon Internet Services Private Limited):

(a) For purposes of Section 7.7(b), the address for Notices to AWS India is: Block E, 14th Floor Unit Nos. 1401-1421, International Trade Tower, Nehru Place, New Delhi, India.

(b) The laws of India, without reference to conflict of law rules, govern any dispute of any sort that might arise between the parties. All disputes and differences arising out of a Sponsored Event will be referred to arbitration by a sole arbitrator appointed by AWS India. The decision and award determined by such arbitration will be final and binding upon the parties. The arbitration will be conducted in accordance with the provisions of the (Indian) Arbitration and Conciliation Act, 1996, as may be in force from time to time. The arbitration proceedings will be conducted in English and the seat of the arbitration will be New Delhi.

(c) The following replaces Section 1.4: All fees and charges payable under the Sponsorship Order Form will be exclusive of applicable goods and services tax (“GST”) ("Taxes"). The parties acknowledge that in certain situations Sponsor will be statutorily responsible for payment of GST under the reverse charge mechanism in accordance with the GST regulations. In all other cases, AWS India will be legally obligated to charge GST under the applicable laws. For the purpose of this clause, GST will include the Central Goods and Services Tax, the State Goods and Services Tax, the Union Territory Goods and Services Tax, and the Integrated Goods and Services Tax as may be applicable. The Taxes charged by AWS India will be stated in the invoice provided to you pursuant to applicable laws. AWS India may charge, and you will pay, any applicable Taxes, which are stated separately on the invoice. As per the statutory requirement under GST, you will provide all necessary information such as the correct GST registered address, legal name and GSTIN ("GST Information") in order for AWS India to issue correct GST invoices in accordance with the applicable legal requirements. In the event the GST invoice provided to you is incorrect, you will inform us in a timely manner, to enable AWS India to correct the GST tax invoice. AWS India will determine the place of supply for the services based on the GST Information provided by you and accordingly, charge GST (CGST and SGST/UTGST or IGST) on its invoice. Any withholding taxes that may be applicable to the fees and charges payable to us are for our account. You will pay the fees and charges in our invoice in full (gross) without applying any withholding taxes. If you separately deposit applicable withholding taxes on such fees and charges to the applicable government treasury and issue us a withholding tax certificate evidencing such deposit, following receipt of the withholding tax certificate in original form, we will reimburse to you an amount equal to the taxes that are evidenced as deposited.

9.10 Amazon Web Services Singapore Private Limited. If the AWS contracting entity in the Sponsorship Order Form is Amazon Web Services Singapore Private Limited:

(a) For purposes of Section 7.7(b), the address for Notices to AWS is: 23 Church Street, Capital Square, Unit 10-01 to 10-04, 049481, Singapore.

9.11 Amazon Web Services EMEA SARL (Israel Branch). If the AWS contracting entity in the Sponsorship Order Form is Amazon Web Services EMEA SARL (Israel Branch):

(a) For purposes of Section 7.7(b), the address for Notices to AWS is: 38 Avenue John F. Kennedy, L-1855 Luxembourg.

(b) The laws of Luxembourg, without reference to conflict of law rules, govern any dispute of any sort that might arise between you and us. Any dispute relating in any way to a Sponsored Event, including where a party seeks interim relief, will be adjudicated in a court of district of Luxembourg.

9.12 Amazon Web Services Japan G.K. If the AWS contracting entity in the Sponsorship Order Form is Amazon Web Services Japan G.K.:

(a) For purposes of Section 7.7(b), the address for Notices to AWS is: 3-1-1 Kamiosaki, Shinagawa-ku, Tokyo 141-0021, Japan.

(b) The laws of Japan, without reference to conflict of law rules, govern any dispute of any sort that might arise between you and us. Any dispute relating in any way to a Sponsored Event, including where a party seeks interim relief, will be adjudicated in Tokyo District Court.

9.13 Amazon Web Services Malaysia Sdn. Bhd. If the AWS contracting entity in the Sponsorship Order Form is Amazon Web Services Malaysia Sdn. Bhd. (Registration No. 201501028710 (1154031-W)):

(a) For purposes of Section 7.7(b), the address for Notices to AWS is: Level 26 & Level 35, The Gardens North Tower, Lingkaran Syed Putra, Mid Valley City, Kuala Lumpur, 59200, Malaysia.

9.14 Amazon Web Services Mexico S. de R.L. de C.V. If the AWS contracting entity in the Sponsorship Order Form is Amazon Web Services Mexico S. de R.L. de C.V.:

(a) For purposes of Section 7.7(b), the address for Notices to AWS is: Paseo de las Palmas 405-301, Lomas de Chapultepec, D.F., Mexico.

9.15 Amazon Web Services New Zealand. If the AWS contracting entity in the Sponsorship Order Form is Amazon Web Services New Zealand:

(a) For purposes of Section 7.7(b), the address for Notices to AWS is: Level 5, 18 Viaduct Harbour Ave, Auckland, 1010, New Zealand.

9.16 Amazon Web Services EMEA SARL (Norwegian Branch). If the AWS contracting entity in the Sponsorship Order Form is Amazon Web Services EMEA SARL (Norwegian Branch):

(a) For purposes of Section 7.7(b), the address for Notices to AWS is: c/o Kvale Advokatfirma DA, Haakon Vlls gate 10, Oslo, 0161, Norway.

(b) The laws of Luxembourg, without reference to conflict of law rules, govern any dispute of any sort that might arise between you and us. Any dispute relating in any way to a Sponsored Event, including where a party seeks interim relief, will be adjudicated in a court of district of Luxembourg.  

9.17 Amazon Web Services Philippines, Inc. If the AWS contracting entity in the Sponsorship Order Form is Amazon Web Services Philippines, Inc.:

(a) For purposes of Section 7.7(b), the address for Notices to AWS is: 21F, ArthaLand Pacific Century Tower, 5th Avenue, Bonifacio Global City, Taguig, Manila, Philippines 1634.

9.18 Amazon Web Services South Africa (Pty) Ltd. If the AWS contracting entity in the Sponsorship Order Form is Amazon Web Services South Africa (Pty) Ltd.:

(a) For purposes of Section 7.7(b), the address for Notices to AWS is: Wembley Square 2, 134 Solan Road, Gardens, Cape Town, 8001, South Africa.

(b) The laws of the Republic of South Africa, without reference to conflict of law rules, govern any dispute of any sort that might arise between you and us. Any dispute relating in any way to a Sponsored Event, including where a party seeks interim relief, will be resolved by arbitration with the then-applicable rules of the Arbitration Foundation of Southern Africa, and judgment on the arbitral award must be entered in the South Gauteng High Court. The Arbitration Act, No. 42 of 1965 applies to these Terms. The arbitration will take place in Johannesburg, South Africa. There will be three arbitrators. The fees and expenses of the arbitrators and the administering authority, if any, will be paid in equal proportion by the parties.

9.19 Amazon Web Services Korea LLC. If the AWS contracting entity in the Sponsorship Order Form is Amazon Web Services Korea LLC:

(a) For purposes of Section 7.7(b), the address for Notices to AWS is: L12, East tower, 231, Teheran-ro, Gangnam-gu, Seoul, 06142, Republic of Korea.

9.20 Amazon Web Services EMEA SARL, Luxembourg, Zweigniderlassung Zurich. If the AWS contracting entity in the Sponsorship Order Form is Amazon Web Services EMEA SARL, Luxembourg, Zweigniderlassung Zurich:

(a) For purposes of Section 7.7(b), the address for Notices to AWS is: 38 Avenue John F. Kennedy, L-1855 Luxembourg.

(b) The laws of Luxembourg, without reference to conflict of law rules, govern any dispute of any sort that might arise between you and us. Any dispute relating in any way to a Sponsored Event, including where a party seeks interim relief, will be adjudicated in a court of district of Luxembourg.

9.21 Amazon Web Services Taiwan Limited. If the AWS contracting entity in the Sponsorship Order Form is Amazon Web Services Taiwan Limited:

(a) For purposes of Section 7.7(b), the address for Notices to AWS is: 10F., No. 1-7, Sec. 5, Zhongxiao E. Rd., Xinyi Dist., Taipei City 110, Taiwan.

9.22 Amazon Web Services (Thailand) Limited. If the AWS contracting entity in the Sponsorship Order Form is Amazon Web Services (Thailand) Limited:

(a) For purposes of Section 7.7(b), the address for Notices to AWS is: 1788 Singha Complex Building, 16th Floor, Unit Nos. 1601-1603 and 1609-1614, New Petchaburi Road, Bangkapi Sub-district, Huai Khwang District, Bangkok Metropolis, Thailand.

9.23 Amazon Web Services Vietnam Company Limited. If the AWS contracting entity in the Sponsorship Order Form is Amazon Web Services Vietnam Company Limited:

(a) For purposes of Section 7.7(b), the address for Notices to AWS is: Level 36, Bitexco Financial Tower, 2 Hai Trieu Street, Ben Nghe Ward, District 1, Ho Chi Minh City, Vietnam.

(b) The following is added at the end of Section 6: The parties acknowledge and agree that international commercial practices form the basis for their mutual agreement and entry into the provisions of this Section 6.

(c) Any controversy, dispute, or claim arising out of or relating to a Sponsored Event will be resolved by arbitration at the International Court of Arbitration of the International Chamber of Commerce in accordance with its Rules of Arbitration. The arbitration will take place in Singapore. There will be three arbitrators. The fees and expenses of the arbitrators and the administering authority, if any, will be paid in equal proportion by the parties. The laws of Vietnam will govern the arbitration proceedings.

9.24 Amazon Web Services EMEA SARL. If the AWS contracting entity in the Sponsorship Order Form is Amazon Web Services EMEA SARL:

(a) For purposes of Section 7.7(b), the address for Notices to AWS is: 38 Avenue John F. Kennedy, L-1855 Luxembourg.

(b) The laws of Luxembourg, without reference to conflict of law rules, govern any dispute of any sort that might arise between you and us. Any dispute relating in any way to a Sponsored Event, including where a party seeks interim relief, will be adjudicated in a court of district of Luxembourg. If the arbitration process described in Section 7.6 is not enforceable, the parties agree that any controversy, dispute, or claim arising out of or relating to a Sponsored Event held in the United Arab Emirates will be adjudicated in the courts of the Dubai International Financial Center.