TERM SHEET

TERM SHEET

FOR INFORMATION TECHNOLOGY (IT) SECURITY CONSULTATION

WEISE CYBER SECURITY

This Term Sheet summarizes the main terms of a possible Consultant Agreement by WEISE CYBER SECURITY (hereinafter “Consultant”) and _____________________________(hereinafter “Company”).

This Term Sheet does not create any legally binding obligations or commitments until all parties to the transaction sign and deliver the definitive agreements. It is just an expression of a possible business transaction between the Parties.

Term: The Consultant Agreement shall be valid from _________________until ___________________.

Payment: For the Services rendered, the Company shall compensate the Consultant with (select one)

☐ $______________per hour

☐$___________________one off payment.

Autonomy: The Consultant will enjoy autonomy in the provision of their Services but be subject to the reasonable concerns of the Company.

Expenses: The Consultant shall be responsible for all expenses related to providing their Services under the Consultant Agreement.

Relationship of the Parties: The relationship of the Parties shall be that of an independent contractor.

Non-assignment: The Company shall not transfer or assign the Consultant Agreement without the Consultant’s consent but the Consultant may transfer or assign the Agreement or subcontract its obligations at any time without the Company’s consent.

Liability: THE CONSULTANT SHALL NOT BE LIABLE FOR ANY LOSS, DAMAGE OR CLAIM UNDER THE CONSULTANT AGREEMENT. SPECIFICALLY, AND WITHOUT LIMITING THE GENERALITY OF THE ABOVE, THE CONSULTANT SHALL NOT BE LIABLE FOR ANY LOSS, DAMAGE OR CLAIM FROM PENETRATION TESTING. IN THE EVENT THAT THE CONSULTANT IS HELD LIABLE UNDER THE AGREEMENT, THEIR TOTAL LIABILITY SHALL NOT EXCEED ANY AMOUNTS PAID BY THE COMPANY TO THE THEM.

Confidentiality: All information provided by the Consultant shall be treated as confidential information and shall not be disclosed unless as allowed by law or through consent of the Consultant. The Consultant Agreement shall also be confidential. Confidential information shall not include information that is: (a)in the public domain; (b) known to the Company at the time of disclosure, or (c) rightfully obtained by the Company on a non-confidential basis from a third party.

Termination. Either Party may terminate the Consultant Agreement at any time upon giving the other Party no less than ________notice in writing. If a Party wishes to terminate the contract with less than this stated period, the other Party reserves the right to charge costs that they have already paid in advance or incurred.

Dispute resolution: Parties agree to settle disputes under the Consultant Agreement through (select one)

☐Negotiation                          ☐Mediation                     ☐Arbitration                          ☐Litigation.

Waiver. Failure by the Consultant to enforce any of the terms or conditions of the Consultant Agreement shall not be a waiver of their right to enforce them. No waiver by the Consultant of any breach of, or of compliance with, any condition or provision of the Agreement by the Company shall be considered a waiver of any other condition or provision or of the same condition or provision at another time.

Governing law and Jurisdiction. The Consultant Agreement shall be governed in all respects by the laws of Switzerland and its Courts without regard to its conflict of law provisions.