Master Service Agreement: Arcsen Consulting & Managed Services

THIS MASTER SERVICE AGREEMENT (hereinafter referred to as “AGREEMENT”) HEREBY OUTLINES THE TERMS AND CONDITIONS AND ESTABLISHES THE RELATIONSHIP BETWEEN COBERG TECHNOLOGIES DMCC (under process of rebranding to Arcsen “Arcsen Technologies”, and the entity has full right to use either names as trademarks owned by the same UBOs) (hereinafter referred to as “PROVIDER”) AND Client (hereinafter referred to as “CLIENT”). THIS AGREEMENT GOVERNS THE DELIVERY OF PROFESSIONAL SERVICES TO BE RENDERED BY THE PROVIDER AND IS INTENDED AS A FOUNDATIONAL FRAMEWORK FOR OUR BUSINESS RELATIONSHIP AND TO ENSURE CLARITY AND MUTUAL UNDERSTANDING BETWEEN BOTH PARTIES.

By accepting this Agreement: (i) You acknowledge and affirm your acceptance of the terms and conditions outlined herein, as well as the terms of your engagement with the Provide; and (ii) You hereby represent and certify to the Provider that: (a) You have reached the legal age and possess the necessary competence to enter into a binding contract under the laws of the jurisdiction in which you are located (“Applicable Laws”) (and in all cases, you are at least 18 years old); (b) You are not subject to any legal restrictions that would prohibit you from offering or providing the Services in accordance with the Applicable Laws; and (c) Your performance of this Agreement, in full compliance with its terms, aligns with all Applicable Laws.

This Agreement is entered into by and between Coberg Technologies DMCC (hereinafter referred to as “PROVIDER”) and Client (hereinafter referred to as “CLIENT”)., with the mutual intention of establishing legally binding obligations. In consideration of the promises, covenants, and valuable consideration exchanged between the parties, the sufficiency of which is hereby acknowledged, the parties agree to the following terms and conditions:

In consideration of the mutual covenants and agreements contained herein and for other good
and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the
parties intending to be legally bound (which include Coberg and the Company), agree as
follows:
1. Definitions

The following definitions shall apply throughout this master service agreement:

1.1 “Agreement” refers to the entire Master Service Agreement, including any attachments or exhibits.

1.2 “Services” shall mean the professional consulting services to be provided by Provider to Client, as described in more detail in Exhibit A. If Exhibit A is left blank, the last version of the technical proposal shared with the customer on official communication means (email and/or post) acts as Exhibit A.

1.3 Commercials of the main project/services provided are referred to as Exhibit B. If Exhibit B is left blank, the last version of the commercial proposal shared with the customer on official communication means (email and/or post) acts as Exhibit B.

1.4 “Confidential Information” refers to any non-public, proprietary, or confidential information disclosed by either party to the other in connection with the Services, as further defined in Section 4.

1.5 “Term” shall mean the period during which this master service agreement is in effect, as specified in Section 7.

1.6 “Affiliate” means any company that is controlled by, controls, or is under common control with ‘Company, where “control” means the possession, direct or indirect, of the power to direct or cause the direction of the management and policies of an entity, whether through the ownership of voting securities, by contract, or otherwise.

1.7 “Company” means Company’s and its child/sister companies as part of the group.

1.8 “Effective Date” means the date that you accept below.

1.9 “Ordering Party” means the Company or an Affiliate of the Company, in each case that executes the relevant Scope of Work.

1.10 “Results” means all information, drawings, documents, designs, copyrightable material and other tangible and intangible materials authored, prepared, created, made, developed, delivered, conceived or reduced to practice, in whole or in part, by Contractor in performing Services.

1.11 “Scope of Work” means a written document, or a description of tasks and rates outlined within the Company’s application tool, executed by both the Ordering Party and Contractor pursuant to this Agreement and referencing this Agreement, that includes a detailed project plan for the provision of the applicable Services, the method of accomplishing such request, the Results to be delivered thereunder, the projected schedule for completion, and the fees to be paid and schedule for payments, along with such additional information as the Ordering Party and Contractor may agree.
2. Services

Provider agrees to provide the Services to Client in accordance with the specifications set forth in Exhibit A. The parties shall mutually agree on the scope, timeline, and any additional terms for each specific engagement or project within the framework of this master service agreement. Any changes to the scope of Services shall be subject to a separate written change order or statement of work agreed upon by both parties and may have an impact on the commercials.
3. Warranties

3.1. Coberg warrants that:
(I) it will perform the Services in conformity in all material respects with the specifications set out in the applicable SOW (“Specifications”);
(II) it will exercise reasonable care and skill in performing all Services, consistent with generally accepted industry standards and good commercial practices;
(III) it will perform the Services in compliance with all applicable legislation and regulations, and have obtained all necessary licences, consents and permissions to provide the Services;
(IV) it will perform and satisfy all obligations that it owes to its employees and subcontractors and will remit all required payroll withholding payments to appropriate taxing authorities with respect to its employees; and
(V) all materials it develops, creates or produces during the course of performing the Services and delivers pursuant to a SOW, including, without limitation, software, documentation, flow-charts, diagrams, specifications, reports and data (collectively, “Work”):
(I) shall be Coberg’s original works of authorship, except as expressly set forth in the applicable SOW;
(II) shall be delivered to Client free and clear of any claims, liens, or encumbrances; and
(III) can be used by Client in the manner reasonably contemplated by the SOW.

3.2. Client warrants that:
(I) it has the full power, authority and right to enter into and perform this Agreement; and
(II) it will comply with all applicable legislation and regulations, and maintain all necessary licences, consents and permissions, as required to enable Coberg to provide Services, including the use of all materials and equipment, insofar as such legislation and regulations, and licences, consents and permissions, relate to Client’s or any of its Affiliate’s business, premises, staff, materials or equipment.

3.3. The express warranties given in this Agreement are in lieu of all other terms, conditions, warranties or representations, express or implied, including that the Work will be error-free or run without interruption or for non-infringement or in relation to merchantability and fitness for a particular purpose, which are hereby excluded to the extent permitted by applicable law.
4. Confidentiality

If the parties have entered into a separate mutual non-disclosure agreement (“NDA”), then as between the NDA and this clause 3, the provisions that afford the disclosing party the greatest protection shall apply. In this Agreement, “Confidential Information” means all confidential information, material and data of a party or its Affiliates, including without limitation, research, proprietary information, ideas, techniques, work or authorship, models, inventions, know-how, processes, algorithms, software programs and source documents, development, equipment, sales information, products, pricing information, trade secrets, business plans, financial information, technical information, marketing methods and plans, customers, operations and systems of which the other party shall have gained knowledge in the course of or in connection with the performance of this Agreement.

During the term of this Agreement and for a period of five (5) years after its termination or expiration, neither party shall use, other than in connection with the provision or receipt of the Services, or disclose (and shall use its best endeavours to prevent such use, publication or disclosure) in any way or form and at any time to any person, firm or company any of the other party’s or its Affiliates’ Confidential Information, provided that a party may disclose such Confidential Information to:

1. anyone who this Agreement says the information may be disclosed to;
2. those of its and its Affiliates’ directors, officers or employees who need the information in order to enable the party concerned to carry out any of its obligations under this Agreement or exercise any of its rights under this Agreement;
3. its and its Affiliates’ auditors, lawyers or other professional advisors who are subject to confidentiality obligations consistent with the terms of this Agreement; and
4. any temporary staff, contractors or consultants working for the party concerned, provided that disclosure of the information is necessary in order to enable the person to whom it is disclosed to carry out the work concerned.
5. Each party shall be responsible for ensuring that any person to whom information is disclosed by them complies with any conditions of confidentiality applying to the information concerned under this Agreement and shall be liable for the actions or omissions of each such person in relation to the Confidential Information as if they were the actions or omissions of that party.

6. The restrictions contained in clause 3.1 shall not apply to any information or knowledge to the extent that it:
7. is or comes within the public domain other than through breach of clause 3.1;
8. that the party receiving the information already possesses in circumstances in which that party is free to disclose it to others;
9. is obtained from a third party who is not known by the party receiving the information to have obligations of confidentiality regarding such information;
10. is required to be disclosed by any court, tribunal, governmental or regulatory body with competent jurisdiction; or
11. is independently developed by the party without use of or reference to the other party’s Confidential Information, as shown by documents and other competent evidence in the party’s possession.
12. At the written request of the party to whom the Confidential Information relates, the other party shall promptly return or destroy the Confidential Information in its possession or under its control, provided that the other party shall be permitted to retain a back-up copy of such Confidential Information as reasonably necessary to exercise its rights and undertake its obligations that survive termination of this Agreement or as otherwise required by law, rule, regulation or internal compliance policies, which retained Confidential Information shall continue to be subject to the provisions of this clause 3 notwithstanding the termination of this Agreement.
13. Any use or disclosure of the other party’s Confidential Information in a manner inconsistent with the provisions of this Agreement may cause irreparable damage for which remedies other than injunctive relief may be inadequate, and both parties agree that the disclosing party may request injunctive or other equitable relief seeking to restrain such use or disclosure.

5. Acceptance
5.1. Unless different acceptance testing provisions are set forth in a SOW, upon completion of each phase of the Services, Client shall have three (3) days (the “Acceptance Period”) in which to accept or reject such Services and related Work.
5.2. The revisions recommended by Client and agreed to by Coberg will be made and the deliverable will be resubmitted.
5.3. The revisions recommended by Client and not agreed to by Coberg because it’s not part of the agreed and signed business requirement gathering document will be managed through the Project Change Control Procedure.
5.4. Acceptance shall be deemed to have occurred following expiration of the Acceptance Period absent a written rejection delivered prior thereto.

6. Project Hold & Restaffing
6.4. Project Hold: If at any point during the course of the Project the Client places the Project on hold or, the Service Provider will not be obligated to immediately resume work on the Project. Instead, the Service Provider shall initiate a re-staffing and re-planning process to address any adjustments required due to the Project’s suspension. This process will include but not be limited to reassessing resource allocation, timelines, and deliverables. The Service Provider will provide the Client with a revised schedule and a detailed plan outlining the necessary steps for resumption. The Client acknowledges that the resumption of the Project is subject to the availability of resources and may be affected by the duration of the hold period.
6.5. Expired Contracts: In the event the Project remains on hold for a period exceeding three (3) months, the Service Provider shall have the right to consider any agreements or contracts related to the Project under this Master Service Agreement (MSA) as expired. The Service Provider may, at its discretion, require the Client to enter into a new contract or amend the existing MSA to reflect the current scope, objectives, and terms applicable to the resumed or newly redefined Project. The Service Provider will provide the Client with written notice if the existing contract is deemed expired, along with the terms of any new or amended agreement and necessary extra payments needed.
7. Term & Conditions
7.1. Governing Law: This agreement shall be governed by and construed in accordance with the laws of UAE. Any disputes arising out of or relating to this agreement shall be subject to the exclusive jurisdiction of the courts in UAE.
7.2. Entire Agreement: This agreement, including any attachments or exhibits, constitutes the entire agreement between the parties and supersedes any prior or contemporaneous agreements, understandings, or representations, whether oral or written.
7.3. Amendments: No amendment, modification, or waiver of any provision of this agreement shall be valid or binding unless made in writing and signed by both parties.
7.4. Severability: If any provision of this agreement is held to be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired.
7.5. Assignment: Neither party may assign or transfer any rights or obligations under this MSA without the prior written consent of the other party, except in connection with a merger, acquisition, or similar transaction.
7.6. Term: This Agreement will commence on the Effective Date and continue unless and until terminated earlier. Termination of this Agreement shall automatically terminate each outstanding Scope of Work unless agreed otherwise, but termination of any given Scope of Work shall not – alone – terminate any other Scope of Work or this Agreement.
8. Termination

8.1. Termination for Convenience: Either party may terminate this agreement or any specific engagement or project within the agreement for any reason or no reason, upon providing 90-days written notice to the other party. In such cases, Client shall be responsible for payment for all Services rendered up to the effective date of termination, Provider shall refund the Client of any advanced payment for a Service which was not performed.
8.2. Termination for Cause: Either party may terminate this agreement or any specific engagement or project within the agreement immediately in the event of a material breach by the other party. Material breaches include, but are not limited to, failure to pay fees when due, failure to perform Services in accordance with this agreement, or violation of any applicable laws or regulations. The non-breaching party shall provide written notice to the breaching party specifying the nature of the breach, and if the breach remains uncured within 60-days from the date of notice, the non-breaching party may terminate this agreement or the specific engagement or project.
8.3. If there has been an Overdue Payment, or if the provider reasonably determines that an Overdue Payment is likely to occur or that the Client will be unable to perform its financial obligations under this Agreement or a Work Statement, Provider may in writing demand that the Client provide adequate assurance of the Client’s future performance. Provider may, at its reasonable discretion, suspend performance of any Services under this Agreement or the applicable Statement of Work until any Overdue Payments have been paid and it receives such assurance from the Client.
8.4. Termination by Client: Client may terminate any given Scope of Work on not less than 60-days’ notice with or without reason. In the event of such termination, Provider shall refund the Client of any advanced payment for a Service which was not performed. If there are any delayed payments, Client is responsible to clear before the contract termination.
8.5. Termination by Client with Prepaid Payments: In the event the Client terminates this Agreement after making an upfront payment or prepayment, the Service Provider shall retain the entire upfront payment and shall have no obligation to refund any portion thereof. The upfront payment is considered non-refundable, and the Client acknowledges that it will not receive a refund irrespective of the reason for termination. This provision applies regardless of the stage at which the termination occurs or any services performed up to the point of termination.
9. Payment for Services
9.1. Client will pay to the provider the fees set forth in the applicable Statement of Work. All invoices are payable within (5) days of receipt. Unless otherwise provided in the Statement of Work, fees do not include (i) the cost of servers, third party software and other materials and equipment mutually agreed by the parties to be purchased specifically for the Project covered by the applicable Statement of Work, which shall be paid by Client or (ii) any fees designated as being the responsibility of Client. Provider shall not be responsible for the selection of third-party hardware or software. All amounts paid by Client to Provider prior to the execution of this Agreement that relate to any Project covered by this Agreement shall be credited and deducted from the amounts set forth on the related Statement of Work.
9.2. Client will reimburse Provider for reasonable out-of-pocket expenses incurred by Provider and its personnel in connection with its performance of the Services. Provider will provide Client with reasonably detailed invoices for such expenses on a monthly basis and Client agrees to pay the total amount shown as due on each invoice within (5) days of receipt.
9.3. All payments shall be sent by Client in accordance with the instructions on the applicable Statement of Work.
9.4. Taxes. The fees payable to provider pursuant to this Agreement or any Statement of Work do not include any taxes, duties, or other governmental charges, including, without limitation, sales, use, excise, personal property, services, ad valorem, value added taxes, with holding tax (WHT), and taxes of a similar nature (collectively, “Taxes”). Client will be responsible for, and agrees to pay, all Taxes related to this agreement to the required authorities.

10. Ownership

10.1. In this Agreement, “Intellectual Property Rights” means all copyright and related rights, patent rights, trade or service marks, logos, rights to inventions, design rights, rights in or relating to databases, rights in or relating to confidential information, business names and domain names, rights in get-up, goodwill and the right to sue for passing off, know-how and any other intellectual property rights (registered or unregistered) throughout the world including all rights of reversion and rights to any applications and pending registrations and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future anywhere in the world and the right to sue for and recover damages for past infringements. Subject to clause 6.2, and in consideration of Client’s payment of fees pursuant to this Agreement, Coberg hereby assigns (including by way of present and future rights) with full title guarantee to Client the entire legal and beneficial interest in the Work (excluding Coberg’s know-how, ideas, techniques, systems, models, templates, tools, generalised features of the structure, sequence and organisation of software, user interfaces, screen designs and similar items, and any enhancements made to the foregoing while performing Services (“Coberg Tools”) comprised within the Work), including any and all Intellectual Property Rights embodied therein, for any and all uses in any media without any compensation except as set forth in this Agreement, together with all accrued causes of action in respect thereof. Client shall have the right to adapt, change, revise, make derivative works of, delete from, add to, or rearrange the results and proceeds of the Work, and Coberg hereby irrevocably waives all its moral rights, rights of artistic integrity, rights of attribution or any similar law, doctrine or principle, however denominated, arising out of or in connection with the Work (excluding any Coberg Tools comprised within the Work) and all rights or forms of protection of equivalent or similar nature or effect which may exist throughout the world in so far as Coberg may lawfully do so, and agrees to procure the waiver of any such moral rights held by any third parties. Coberg shall do such further acts and execute such further documents as may be reasonably necessary for absolutely vesting full right, title and interest in and to the Work (excluding any Coberg Tools comprised within the Work) and all extensions and renewals thereof, in Client, such assistance to be provided at Client’s expense.

10.2. Coberg retains ownership of the Coberg Tools. In consideration of Client’s payment of fees pursuant to this Agreement, Coberg hereby grants Client a worldwide, perpetual, fully paid, royalty-free, and non-exclusive right and licence to use any Coberg Tool incorporated into the Work and required for its use as reasonably contemplated by the SOW.

10.3. Subject to the licence granted in clause 6.2 above, neither party has any right whatsoever in or to any Intellectual Property Rights of the other party.

10.4. Coberg may use within the scope of its business the general knowledge, skills and experience that are developed in the course of, or learned as a result of, the provision of Services (collectively, “Residuals”), and, for the avoidance of doubt, nothing shall restrict Coberg from developing work that is competitive with or similar to the Work for other clients, provided that the Residuals and such work shall not include any information that is the Client’s Confidential Information.

10.5. To the extent any of the Work is subject to Intellectual Property Rights or limitations that differ from those set forth herein (referred to herein as “Special Rights Works”), they shall be identified in the applicable SOW, which identification shall include the licence rights applicable to such Special Rights Works. By way of example, Special Rights Works might include Work developed by a Coberg subcontractor from which Client licences or plans to licence the subcontractor’s products or services (e.g., Client’s cloud provider or SaaS vendor). Client agrees to use such Special Rights Works in compliance with the rights and licences set forth in the applicable SOW.

11. Independent Contractor

11.1. Coberg is an independent contractor and not a partner, employee, agent or joint-venturer of Client. Coberg shall have no authority, and will not represent that it has any authority, to enter into agreements on behalf of Client.

11.2. Nothing in this Agreement shall constitute or be construed as constituting or establishing any partnership or joint venture between the parties for any purpose whatsoever.

12. Use of Customer References
12.1. Grant of License for Customer References: The Client hereby grants the Service Provider a non-exclusive, worldwide, royalty-free, and perpetual license to use the Client’s name, logo, and any related marks (collectively, “Customer References”) in connection with the promotion and marketing of the Service Provider’s services. This includes, but is not limited to, the Service Provider’s website, social media platforms, marketing materials, and other promotional and advertising activities.
12.2. Scope of Use: The Service Provider shall have the right to use the Customer References to illustrate the Service Provider’s capabilities, showcase successful projects, and demonstrate the Service Provider’s experience and expertise. Such use may include, without limitation, case studies, testimonials, project highlights, and client success stories.
13. Fixed Scope Project Completion & Delay Provisions
13.1, Obligation to Complete: In the event that the Project is defined as a fixed scope project under this Agreement, the Service Provider shall be obligated to complete the Project within the timeframe mutually agreed upon with the Client.
13.2. Reasonable Delays: The Service Provider acknowledges that certain reasonable delays may occur due to factors beyond its control. Such factors may include, but are not limited to, unforeseen technical issues, supply chain disruptions, or other similar contingencies. However, the Service Provider shall not be held liable for delays arising solely from the Client’s unavailability or any actions or inactions by the Client.
13.3. Limitations on Delay Duration: In the event that delays are attributable to the Client’s unavailability or other Client-related issues, the Service Provider shall not be required to extend the Project completion timeframe to more than double the originally agreed duration. Should such delays occur, the Service Provider will assess the impact and may propose necessary adjustments to the Project schedule.
13.4. Change Requests for Additional Time: If the delay due to Client unavailability or other Client-related issues results in a need to extend the Project completion timeframe beyond the initially agreed duration, the Service Provider may request changes to the Project scope or schedule. Such changes shall be documented and managed through formal change requests. The Client agrees to review and, if acceptable, approve any proposed change requests, which may include adjustments to the Project timeline and any associated costs or fees.
13.5. Payment for Change Requests: Any additional costs or fees arising from approved change requests due to delays or modifications resulting from Client-related issues shall be payable by the Client. The Service Provider shall issue a written change request outlining the scope of the changes, additional time required, and any associated costs. The Client agrees to review, approve, and pay for such changes as outlined in the change request.
13.6. No Additional Liability: The Service Provider shall not be liable for any penalties or damages arising from delays caused by the Client’s unavailability or other Client-related factors, software licenses, or hardware licenses, provided that the Service Provider has acted in accordance with the provisions set forth in this section.

14. Non-Solicitation
During the term of a SOW and for twelve (12) months thereafter, neither party shall solicit for employment or contractor relationship any employee of the other party who was engaged in or became known to the other as a result of the performance of such SOW, provided that the foregoing shall not prohibit offers of engagement which result from general, non-targeted solicitations.
15. Force Majeure
Neither party shall be in breach of this Agreement nor liable to the other party for delay in performing or failure to perform any of its obligations under this Agreement if such delay or failure result from events, circumstances or causes beyond its reasonable control. In such circumstances the time for performance shall be extended by a period equivalent to the period during which performance of the obligation has been delayed or failed to be performed. This provision shall in no way impair either party’s right to terminate this Agreement under clause 2.

16. DPA Exhibit

This Data Processing Addendum Exhibit (DPA Exhibit) specifies the DPA for the identified Service.

16.1. Processing

Coberg will process Client Personal Data for the Service, as described in the Agreement, including the DPA and this DPA Exhibit.

16.2. Nature of Processing

Coberg data processing activities based on Client’s instructions are:
• Use Reading data only.

16.3. Client Personal Data

16.3.1. Categories of Data Subjects

The following lists the Categories of Data Subjects whose Personal Data generally can be processed within the Service:

• Client’s employees (including temporary or casual workers, volunteers, assignees, trainees,
• retirees, pre-hires, and applicants)
• Client’s affiliates employees (including temporary or casual workers, volunteers, assignees,
• trainees, retirees, pre-hires, and applicants)
• Client’s (potential) customers (if those (potential) customers are individuals)
• Employees of Client’s (potential) customers
• Client’s business partners (if those business partners are individuals)
• Employees of Client’s business partners
• Client’s visitors
• Client’s suppliers and subcontractors (if those suppliers and subcontractors are individuals)
• Employees of Client’s suppliers and subcontractors
• Client’s agents, consultants, and other professional experts (contractors)

16.3.2. Types of Personal Data and Special Categories of Personal Data

16.3.2.i.Types of Personal Data

The following lists are the Types of Client Personal Data that generally can be processed within the Service:

• Capabilities and Qualifications of the Individual
o Education and Professional Certifications
o Profession and Employment Information
o Professional Affiliations
• Characteristics of the Individual
o Demographic
o Economic and Financial
o Nationality and Citizenship
o Opinion
o Personal Preference and Interest
• Habits and Activities of the Individual
o Behaviour
o Consumed Resources
• Identity of the Individual
o Government Identities
o Identification Number
o Individual
o Online Access and Authentication Credentials
o Online connection and network connectivity Data
o Online Identifier
o Person Name
o Technology Identifiers
o Telephony
• Location of the individual
o Appointments, schedules, calendar entries
o Environment of the individual
o Physical location of the individual

16.3.2.ii.General

The above lists, in this Section 2, are information about the Categories of Data Subjects, the Types of Client Personal Data, and Special Categories of Personal Data that generally can be processed within the Service.

Coberg will process the Types of Client Personal Data and Special Categories of Personal Data of the identified Categories of Data Subjects listed above in accordance with the Agreement. Given the nature of the Services, Client acknowledges that Coberg is not able to verify or maintain the above lists, therefore, Client will notify Coberg of any required changes to the above lists by emailing Coberg Project Manager. If changes to the above lists require changes of the agreed Processing, Client shall provide Additional Instructions to Coberg as set out in the DPA.

16.4. Deletion and return of Client Personal Data

Client will be able to delete and/or make a copy of Client Personal Data until the expiration or termination of the Service. Coberg will delete all Client Personal Data at the end of the Service.

17. Signatures

This agreement and any related SOW are the complete agreement between Client and Coberg regarding Services and replace any prior oral or written communications between us. Accordingly, in entering into any SOW, neither party is relying upon any representation that is not specified in any SOW including without limitation, any representations concerning 1) estimated completion dates, levels of service, hours, or charges to provide any Service; 2) the experiences of other clients; or 3) results or savings Client may achieve.