This Addendum to the Master Subscription Agreement (“Agreement”) is incorporated into our Master Subscription Agreement (“Agreement”) and applies any time Notion provides Professional Services (as defined herein) to you under a Statement of Work or Order Form. Capitalized terms used but not defined in this Addendum have the meanings given in the Agreement. The parties agree as follows.

1. Definitions
   1. “Notion Personnel” means any individual or entity, including any subcontractors, engaged by and under the direction of Notion that performs Professional Services for Customer pursuant to any SOW.
   2. “Professional Services” means any implementation, configuration, training, data migration, consulting, or similar services provided by Notion to Customer, as may be further described on our website or in an applicable Order Form or Statement of Work.
   3. “Statement of Work” means an executed ordering document, including purchases made through Notion’s online checkout, that specifies the Professional Services to be provided.
   4. “Work Product” means any deliverables that are exclusively created by Notion for Customer in the performance of Professional Services.
2. Professional Services Warranty. Notion shall perform the Professional Services in a professional and workmanlike manner consistent with industry standards for such services. Notion shall assign qualified personnel with appropriate skills, training, and experience to perform the Professional Services. As Customer’s sole remedy and Notion’s sole liability for any breach of the warranties in this Section 2, Notion will, at its sole option and expense, promptly re-perform the non-conforming Professional Services or refund to Customer the fees paid for the non-conforming Professional Services (based on number of hours), provided that Customer notifies Notion no later than thirty (30) days after delivery of such Professional Services.
3. Performance; Delays. Any delays in the performance of Professional Services that occur as a result of any incorrect information provided by or on behalf of Customer or to the extent that there is a failure by Customer or its third parties to perform their respective obligations under the Agreement, shall entitle Notion to extend any applicable performance schedule. Customer will be responsible for any additional costs associated with such delays.
4. Customer Obligations. Customer will: (1) fully cooperate with and assist Notion in the performance of Professional Services; (2) provide all necessary resources and data to perform the Professional Services, including access to appropriate personnel, Customer deliverables and data specified in an Order Form or Statement of Work or reasonably requested by Notion; (3) perform all obligations required of Customer under the terms of an Order Form or Statement of Work; and (4) ensure that it has all licenses and rights required for Notion to access and use any applicable software, documentation, technology, or data provided by or on behalf of Customer in connection with Notion’s performance of the Professional Services..
5. Fees. The fees for the Professional Services shall be as specified in the applicable Order Form or Statement of Work. Unless specified otherwise in an Order Form or Statement of Work, all fees for the Professional Services shall be due and payable in full at the time prior to the commencement of the Professional Services. Except to the extent of an uncured material breach of the Agreement by Notion, all Professional Services fees are non-cancelable and nonrefundable. Any changes or modifications to the Professional Services you request may be subject to additional fees. In the case of non-payment or delinquent payment of any Professional Services fees, Notion may, at its sole discretion: (i) suspend the performance of any Professional Services; (ii) terminate the Agreement or the applicable Order Form; or, (iii) continue to provide the Professional Services, for a period solely determined by Notion, in anticipation of full and prompt payment by Customer.
6. Customer Data. Customer and its licensors own the Customer Data, including all Intellectual Property Rights therein. No ownership rights in the Customer Data are transferred to Notion under the Agreement or by this Addendum. Customer hereby grants Notion a limited, worldwide, non-exclusive, royalty-free, fully-paid, sublicensable (to Notion’s third-party service providers) license to host, store, transfer, display, perform, reproduce, modify, create derivative works of, and distribute Customer Data in order to provide the Professional Services to Customer.
7. Work Product. Professional Services do not constitute a work-for-hire agreement, and Notion retains ownership of all right, title, and interest in all Work Product. Subject to Customer’s payment of the fees related to Professional Services and compliance with the Agreement, Notion grants to Customer a limited, worldwide, non-exclusive, non-transferable, non-sublicensable license during the Subscription Term of the applicable Order Form to use the Work Product solely for Customer’s internal business purposes in accordance with the Agreement.
8. Amendment to Agreement. For the purposes of this Addendum, the reference to Services in Sections 1.6, 1.9, 2, 3.2, 5.3-5.4, 7.2, 8, 12, and 13 of the Agreement shall be deemed to include the Professional Services.
9. Subcontractors. We may use subcontractors or other third parties to perform our obligations and exercise our rights under the Agreement. We will remain responsible for all such subcontractors acts and omissions as if they were our own.