These Terms and Conditions (The T&Cs ) and Any Accompanying Insertion Orderagreement For

AMENDMENT TO MEMBER AGREEMENT

This Amendment (the “Amendment”) between Cookie Trust Working Group, Inc. d/b/a DigiTrust (the “Corporation”) and ______(the “General Member”) is made and entered into as of date of the last signature below (“Amendment Effective Date”) and amends the Member Agreement between the parties dated effective as of ______(the “Agreement”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Agreement.

WHEREAS, the parties wish to add licensing terms regarding the DigiTrust ID and related features and services to the Agreement;

NOW, THEREFORE, in consideration of the mutual covenants contained herein and in the Agreement and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree to amend the Agreement as follows:

1. The following defined terms shall be hereby added to the end of Article 1 of the Agreement:

1.2.3 “DigiTrust ID” means a shared digital identifier developed by Corporation for use on digital media.

1.2.4 “Media” means media which General Member owns, operates or otherwise has the contractual right to sell advertising space on.

1.2.5 “PII” means a Media end-user’s name, address, telephone number, email address, financial account number, government-issued identifier, or any other data used or intended to be used to identify, contact or precisely locate such Media end-user.

1.2.6 “Services” collectively means the DigiTrust ID, as well as associated features, such as a timestamp recording an end user’s consent and a proprietary opt-out mechanism, and documentation intended to assist third parties with enabling, generating, and distributing the DigiTrust ID and related features.

2. The parties hereby agree to amend Article 8 of the Agreement in its entirety as follows:

8.1. License. Corporation grants General Member a non-exclusive, non-transferable, royalty-free license, without rights to sublicense (the “License”), to use the Services (including the DigiTrust ID), subject to the terms and restrictions in this Agreement (including any policies incorporated by reference herein). The foregoing license shall enable General Member to transmit the DigiTrust ID to advertisers or other entities interested in or otherwise involved in the purchase or sale of advertising inventory on the Media. General Member is responsible for obtaining any software, hardware or other technology required to operate the Services and complying with any corresponding terms and conditions.

8.2. License Restrictions. General Member must not, and must not allow any third party to: (a) use the Services in violation of any law, rule or regulation, the 2015 Network Advertising Initiative’s Code of Conduct, or the Digital Advertising Alliance’s self-regulatory principles; (b) transmit the unencrypted DigiTrust ID to advertisers, or other entities interested in or otherwise involved in the real-time purchase or sale of advertising inventory on the Media; (c) modify, translate, enhance, or create derivative works from the Services (including the DigiTrust ID), or reverse assemble or disassemble, reverse engineer, decompile, or otherwise attempt to derive source code from the Services (including the DigiTrust ID); (d) remove any copyright or other proprietary notices on or in the Services; or (e) violate or circumvent any technological restrictions within the Services or as otherwise specified in this Agreement.

8.3. API Subscription Fees. General Member agrees to pay API subscription fees in accordance with the amount and schedule determined by the Corporation board on a quarterly basis. General Member understands that failure to timely pay API subscription fees will result in cessation of the API being available to them (i.e., to decrypt the encrypted DigiTrust ID), and may result in suspension or termination of membership.

8.4. Privacy. Corporation agrees to post on its website, and General Member agrees to post on its website, a privacy policy that complies with all applicable laws, rules and regulations. Each party agrees to comply with the terms of its own posted privacy polic(ies). Corporation does not collect or wish to receive any information that consists of a Media end-user’s PII, and General Member agrees that it will not pass or provide any such end-user PII to Corporation.

8.5. Opt-Outs. Corporation and General Member each agree that its privacy polic(ies) will provide Media end-users with a conspicuous link to a functional opt-out page that enables such end-users to opt out of behavioral or interest-based advertising (each, an “Opt Out”). Corporation agrees that it will signal to General Member, in a manner mutually agreed upon by the parties, whenever it encounters for the first time an end user that has initiated an Opt Out. General Member further agrees that if General Member maintains its own proprietary Opt Out mechanism, General Member will signal to Corporation, in a manner mutually agreed upon by the parties, whenever it encounters for the first time an end user that has initiated an Opt Out.

3. The Agreement, as modified by this Amendment, is the entire agreement between the parties regarding its subject matter and supersedes any other agreements or understandings between them. In the event of any conflict between this Amendment and the Agreement, the provisions of this Amendment shall control.

IN WITNESS WHEREOF, the parties have caused this Amendment to be duly executed and delivered as of the date first written above.

Cookie Trust Working Group, Inc. ______

By: ______By: ______

Name: ______Name: ______

Title: ______Title: ______

Date: ______Date: ______