Extract to table

All capitalized terms used but not defined herein shall have the meanings ascribed to them in the MSA or DPA, as applicable

§ 1867, and Orion Cloud's services as a downstream provider must accommodate regulatory examination rights consistent with OCC Bulletin 2013-29 (Third-Party Relationships: Risk Management Guidance) and the Interagency Guidance on Third-Party Relationships: Risk Management, issued in June 2023 by the OCC, the Federal Reserve, and the FDIC; and WHEREAS, the parties desire to memorialize the terms and conditions under which Orion Cloud's subprocessor obligations are governed, including data residency, security, service levels, audit rights, regulatory examination rights, incident notification, and data lifecycle management, to ensure that Meridian's data protection and regulatory compliance requirements are fully addressed throughout the subprocessor chain; NOW, THEREFORE, in consideration of the mutual covenants and agreements set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: SECTION 1: DEFINITIONS For purposes of this Addendum, the following terms shall have the meanings set forth below: 1

10 All other capitalized terms used in this Addendum but not expressly defined herein shall have the meanings given to such terms in the MSA or DPA, as applicable

In the event of any inconsistency between the definitions in the MSA and the DPA, the definitions in the DPA shall control with respect to data processing matters, and the definitions in the MSA shall control with respect to all other matters

Any material change to the scope of Orion Cloud's services, including the addition of new hosting regions, the introduction of new infrastructure service categories, or the replacement of Orion Cloud with a different IaaS subprocessor, shall require no fewer than thirty (30) days' advance written notice from Skybridge to Meridian

Meridian shall have a reasonable objection right with respect to any such change, exercisable in accordance with the subprocessor approval process set forth in Section 7