1. Supplier Obligations
   
   1. Subject to these Product Specific Terms, the Supplier shall submit the applicable SOW to Google to request a Google Funding Payment for all or part of the Charges set out in the relevant Ordering Document. 
   2. Upon receipt by the Supplier of the Google Funding Payment, the Supplier shall set-off the Google Funding Payment against the Charges owed by the Customer to the Supplier for the Services set out in the relevant Ordering Document. 
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2. Customer Obligations
   
   1. The Customer acknowledges that receipt of the Google Funding Payment from Google by the Supplier is contingent upon the Supplier meeting certain criteria as set out in the Ordering Document.
   2. The Customer shall cooperate with the Supplier in order for the Supplier to perform its obligations set out in the Ordering Document. Should the Supplier be unable to perform its obligations set out in the Ordering Document due to the Customer or should the Customer terminate the Ordering Document, the Customer shall be obliged to pay to the Supplier the Charges (prior to the deduction of the Google Funding Payment) set out in the Ordering Document.
   3. Google Funding Payments are subject to an expiration date set by Google, should the Supplier be unable to perform its obligations set out in the SOW or before the expiration date due to the Customer, the Customer shall be obliged to pay to the Supplier the Charges (prior to the deduction of the Google Funding Payment) set out in the Ordering Document.
   4. The Customer shall consent to the Supplier providing to Google their contact details for Google to:
      
      1. contact the Customer to validate with the Customer the provision of the Services by the Supplier; and 
      2. otherwise process such details in accordance with the Google Cloud Privacy Notice available at https://cloud.google.com/terms/cloud-privacy-notice or a successor URL.
   5. Should the Supplier not receive the Google Funding Payment from Google, at Google’s discretion, the Customer shall pay to the Supplier the Charges (prior to the deduction of the Google Funding Payment) set out in the Ordering Document.
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3. Definitions 
   
   1. The following definitions apply in these Product Specific Terms:
      
      Google Funding Payment(s): means a monetary payment in an amount to be determined by Google at its discretion.
      
      Ordering Document: means an order form, statement of work, work order or any other document reasonably representing an ordering document.

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