Item 26 - Agreement with Allied Network Solutions, Inc. for Adobe Software and Subscription

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sricnw-, SUBSCRIPTION SERVICE AGREEMENT EFFECTIVE DATE: NOVEMBER 4, 2014 SUBSCRIPTION SERVICE AGREEMENT This Subscription Service Agreement (including the Subscription Service Guide, attached hereto) ("Agreement') is made between the ServiceNow entity ("ServiceNo►n/') and the customer entity ("Customer") on the ordering document and becomes effective on the last signature date of the ordering document issued by ServiceNow ("Effective Date"). The Subscription Service Guide includes: (1) the Customer Support Policy; (2) the Upgrade Policy; (3) the Data Security Guide; and (4) any other attachment set forth or referenced in the Subscription Service Guide. The Subscription Service Guide is posted on www.servicenow.com/schedules.do and incorporated herein by reference. Pursuant to a separate transaction between Customer and ServiceNow's authorized reseller ("Resellet"), Customer has purchased from Reseller certain services to be delivered by ServiceNow. This Agreement specifies the terms and conditions under which those services will be provided, apart from price, payment and other terms specified in the separate agreement between Customer and Reseller. 1. DEFINITIONS 1.1. "Confidential Information" means: (a) ServiceNow Core Technology (which is Confidential Information of ServiceNow); (b) Customer Data and Customer Technology (which are Confidential Information of Customer); (c) any other information of a party that is disclosed in writing or orally and is designated as Confidential or Proprietary at the time of disclosure (and, in the case of oral disclosures, summarized in writing within thirty (30) days of the initial disclosure and delivered to the receiving party), or that due to the nature of the information the receiving party would clearly understand it to be confidential information of the disclosing party; and (d) the specific terms and conditions of this Agreement, any Use Authorization, any SOW, and any amendment and attachment thereof, between the parties. Confidential Information shall not include any information that: (i) is or becomes generally known to the public through no fault or breach of this Agreement by the receiving party; (ii) was rightfully in the receiving party's possession at the time of disclosure without restriction on use or disclosure; (iii) is independently developed by the receiving party without use of the disclosing party's Confidential Information; or (iv) was or is rightfully obtained by the receiving party from a third party not under a duty of confidentiality and without restriction on use or disclosure. 1.2. "Customer Data" means electronic data uploaded by or for Customer and Customer's agents, employees and contractors, and processed in the Subscription Service, excluding the ServiceNow Core Technology. 1.3. "Customer Technology' means software, methodologies, templates, business processes, documentation or other material authored, invented or otherwise created or licensed (other than by or from ServiceNow) by Customer using or for use with the Subscription Service, excluding the ServiceNow Core Technology. 1.4. "Development Tools" means source code, application programming interfaces (APIs), executable software and tools in human readable format made available by ServiceNow for the implementation, customization, configuration, and use of the Subscription Service, such as scripts, code snippets, sample code, and development tools published by ServiceNow. 1.5. "Documentation" means the ServiceNow product documentation relating to the operation and use of the Subscription Service, Software and Development Tools, including technical program or interface documentation, user manuals, operating instructions and release notes, as updated from time to time by ServiceNow. 1.6. "Product Overview' means the description of the ordered products and their functionalities attached to a Use Authorization or referenced therein. 1.7. "Professional Services" means any services provided by ServiceNow pursuant to an agreed SOW or Service Description. SERVICENOw CONFIDENTIAL Page 1 (version 11/4/2014)