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<br />SERVICENow EXPRESS GENERAL TERMS AND CONDITIONS
<br />of such party, assign the Agreement in its entirety to such party's successor; and (ii) assign the Agreement in its entirety to any
<br />company, partnership or other legal entity which from time to time directly or indirectly controls, is controlled by or is under the
<br />common control with such party. Any attempted or purported assignment in violation of this Section 8.1 will be null and void.
<br />Subject to the foregoing, the Agreement shall bind and inure to the benefit of the parties, their respective successors and
<br />permitted assigns.
<br />8.2. NOTICE. Except as otherwise provided herein, all notices shall be in writing and deemed given upon: (i)
<br />personal delivery; (ii) when received by the addressee if sent by a nationally recognized overnight courier (receipt requested);
<br />(iii) the second business day after mailing; or (iv) the first business day after sending by email, except that email shall not be
<br />sufficient for notices regarding a Claim. Notices shall be sent to the parties as set forth on the Order Form or as otherwise
<br />agreed to by the parties in writing.
<br />8.3. EXPORT COMPLIANCE. Each party shall comply with United States and foreign export control laws and
<br />regulations. Customer acknowledges that the Subscription Service, Professional Services, Software and Documentation are
<br />subject to the U.S. Export Administration Regulations (the "EAR") and that Customer shall comply with the EAR. Without
<br />limiting the foregoing, Customer represents and warrants that: (i) Customer is not located in, and shall not use the Subscription
<br />Service, Professional Services, Software and Documentation from, any country that is subject to U.S. export restrictions
<br />(currently including, but not necessarily limited to, Cuba, Iran, North Korea, Sudan and Syria); (ii) Customer shall not use the
<br />Subscription Service, Professional Services, Software and Documentation in the design, development or production of nuclear,
<br />chemical or biological weapons, or rocket systems, space launch vehicles, sounding rockets or unmanned air vehicle
<br />systems; and (iii) Customer is not prohibited from participating in the U.S. export transactions by any federal agency of the
<br />U.S. government. In addition, Customer is responsible for complying with any local laws which may impact Customer's right to
<br />import, export or use the Subscription Service, Professional Services, Software and Documentation.
<br />8.4. FORCE MAJEURE. No party shall be liable or responsible to the other party, nor be deemed to have
<br />defaulted under or breached the Agreement, for any failure or delay in fulfilling or performing any term of the Agreement, when
<br />and to the extent such failure or delay is caused by or results from acts beyond the affected party's reasonable control,
<br />including without limitation: strikes, lock -outs or other industrial disputes (whether involving its own workforce or a third
<br />party's), trespassing, sabotage, theft or other criminal acts, failure of energy sources or transport network, acts of God, war,
<br />terrorism, riot, civil commotion, interference by civil or military authorities, national or international calamity, armed conflict,
<br />malicious damage, breakdown of plant or machinery, nuclear, chemical or biological contamination, explosions, collapse of
<br />building structures, fires, floods, storms, earthquakes, epidemics or similar events, natural disasters or extreme adverse
<br />weather conditions (each a "Force Majeure Event'). The party suffering a Force Majeure Event shall use reasonable efforts to
<br />mitigate against the effects of such Force Majeure Event.
<br />8.5. US GOVERNMENT RIGHTS. All ServiceNow software is commercial computer software and all services
<br />are commercial items. "Commercial computer software" has the meaning set forth in Federal Acquisition Regulation ("FAR")
<br />2.101 for civilian agency purchases and the Department of Defense ("DOD") FAR Supplement ("DFARS") 252.227-7014(a)(1)
<br />for defense agency purchases. If the software is licensed or the services are acquired by or on behalf of a civilian agency,
<br />ServiceNow provides the commercial computer software and/or commercial computer software documentation and other
<br />technical data subject to the terms of the Agreement as required in FAR 12.212 (Computer Software) and FAR 12.211
<br />(Technical Data) and their successors. If the software is licensed or the services are acquired by or on behalf of any agency
<br />within the DOD, ServiceNow provides the commercial computer software and/or commercial computer software
<br />documentation and other technical data subject to the terms of the Agreement as specified in DFARS 227.7202-3 and its
<br />successors. Only if this is a DOD prime contract or DOD subcontract, the Government acquires additional rights in technical
<br />data as set forth in DFARS 252.227-7015. This U.S. Government Rights clause is in lieu of, and supersedes, any other FAR,
<br />DFARS or other clause or provision that addresses Government rights in computer software or technical data.
<br />8.6. ENTIRETY. Customer acknowledges that it has not relied on any statement, promise or representation
<br />made or given by or on behalf of ServiceNow which is not set out in the Agreement. Customer's order is not contingent on,
<br />and Customer has not relied on, the delivery of any future functionality regardless of any verbal or written communication
<br />about ServiceNow's future plans. The Agreement supersedes all prior or contemporaneous oral or written agreement,
<br />representations and negotiations, including, but not limited to, any terms contained in Customer's purchase order.
<br />8.7. WAIVER AND AMENDMENT. A waiver of any right is only effective if it is in writing and only against the
<br />party who signed such writing and for the circumstances given. Any modification of the Agreement, an Order Form, the
<br />Product Overview, the Subscription Service Guide, a SOW or a Service Description must be in writing and signed by
<br />authorized representatives of both parties.
<br />8.8. RELATIONSHIP OF THE PARTIES. The parties are independent contractors. Nothing in the Agreement
<br />shall be construed to create a partnership, joint venture or agency relationship. Neither party shall have any right or authority
<br />SERVICENOw PROPR ETARY AND CONFIDENTIAL Page 5 (version 10/21//2014)
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