Master Services Agreement

• Expiration Date: 02 May 2021
• Date: 02 May 2020
• Parties: Kubient Inc. ("Kubient"), The Associated Press (the "Customer")(individually as a "Party" and collectively as the "Parties")
• Renewal Term: successive 1 year
• Section: Commercial Contracts

Exhibit 10.14

MASTER SERVICES AGREEMENT

This Master Services Agreement (the "Agreement"), dated as of the 5th day of February, 2020 (the "Effective Date"), is by and between Kubient

Inc., with offices located at 330 7th Avenue, 10th Floor, New York, NY 10001 ("Kubient") and The Associated Press, a New York not-for-profit

corporation with principal place of business located at 200 Liberty Street, New York, NY 10281 (the "Customer"). Each of Customer and Kubient

may be referred to herein individually as a "Party" and collectively as the "Parties".

WHEREAS, Customer wishes to increase the revenue derived from its traffic, content, websites, applications, podcasts, audience and database,

and would like to retain Kubient to support and assist in that process as described herein;

For good and valuable consideration, the receipt of which is acknowledged by each Party, the Parties agree as follows:

1. Kubient Services. The services provided by Kubient pursuant to each specific engagement by Customer (the "Service" or "Services") shall be

set forth and detailed in individual exhibits attached hereto (each an "Exhibit"), which shall be subject to the terms and conditions hereof and be

incorporated as part of this Agreement. Kubient shall use reasonable efforts to provide to Customer the Services. Customer agrees to provide all

reasonable and necessary access, support and cooperation for Kubient to provide the Services in a timely and effective manner. Nothing herein is

intended nor shall be construed as creating an exclusive arrangement between Customer and Kubient. This Agreement will not restrict Customer

offering Inventory via other agents or otherwise selling Inventory to any third parties.

2. Kubient License. In the event Customer shall utilize Kubient's ad serving technology as part of the Services, Kubient hereby grants to Customer

a limited, royalty-free, non-exclusive, non-transferable, non-assignable, without right of sublicense, revocable license to access, participate in and

use to the full extent the Auction Platform as hosted by Kubient, for the purpose of serving Inventory at Target Demand (""). The Auction

Platform will place Creative from the Target Demand with the Winning Bid Price on Google Ad Manager for such Creative to be placed on

Customer's websites.

3. Kubient License Definitions.Certain capitalized terms used in this Agreement shall have meanings set forth below.

(a) "Auction"means a real-time auction through the Auction Platform for the placement of Creatives on Customer's websites and applications.

(b) "Auction Platform"means that technology licensed or created by Kubient on which a Registered Bidder may Bid for Inventory.

(c) "Bid"means a price for which a Registered Bidder is willing to pay for Impressions in an Auction via the Auction Platform.

(d) "Creative"means, as applicable: (i) any Digital ad, or Companion ad as defined in the IAB's Portfolio and Guidelines.

(e) "Impression(s)" means the number of times a Creative is served to, and received by, a visitor viewing the Inventory as measured by

Kubient.

(f) "Registered Bidder"means a person or entity that executed an agreement with Kubient in order to use the Auction Platform to participate

in Auction and to deliver Impressions in Inventory.

(g) "Request(s)" means the data sent from Customer to Kubient that is used in the auction to determine a Bid.

(h) "Target Demand"means the Registered Bidder that has placed a Bid for Impressions to be delivered in Inventory.

(i) "Inventory"means advertising space on, within or associated with premium content on web site(s) or app(s) offered through the Auction

Platform by Customer.

(j) "Winning Bid Price"means the price at which the Auction Platform awards Impressions to a bidding party which shall be no less than the

minimum price that Customer has agreed to accept.

4. Term and Termination. (a) The initial term of this Agreement shall be one (1) year from the Effective Date (the "Initial Term"). This Agreement

will automatically renew for additional 1-year terms unless earlier terminated pursuant to this Agreement's express provisions (together with the

Initial Term, such additional periods the "Term"). Neither Party may terminate this Agreement during the Initial Term except as set forth in

paragraph 4(b) or any Exhibit. Either Party may terminate this Agreement for any reason following the Initial Term upon ninety (90) days written

notice to the other Party. Except for termination for material breach as detailed in paragraph 4(b), Kubient shall be entitled to all fees generated

during the termination period regardless of which Party terminates the Agreement,

(b) Either Party may terminate this Agreement if the other Party commits a material breach of the Agreement and upon thirty (30) days written notice

to the other Party, such other Party hasn't cured the breach within such thirty (30) days. Either Party may terminate the Agreement immediately if

the other party (i) becomes insolvent or makes a general assignment for the benefit of creditors; (ii) suffers or permits the appointment of a

conservator or receiver for its business or assets or any similar action by a governmental entity for the purpose of assuming operation or control of

the Party due to the financial condition of the Party; (iii) becomes subject to any proceeding under any bankruptcy or insolvency law whether

domestic or foreign and such proceeding or action has not been dismissed within a sixty (60) period; or (iv) has wound up or liquidated its

business, voluntarily or otherwise.