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Spatialest Master Software and Services Agreement 16 <br /> <br />11 EXHIBIT A DEFINITIONS <br /> <br />1.1 Affiliates means any corporation, partnership or other entity now existing or hereafter organized <br />that directly or indirectly controls, is controlled by or under common control with a Party. For purposes <br />of this definition “control” means the direct possession of most of the outstanding voting securities of an <br />entity. <br />1.2 Authorized Users means the categories of Users identified on the applicable Sales Order. <br />1.3 Confidential Information has the meaning ascribed to it in Section 4.1. <br />1.4 Documentation means the documentation for the applicable Software or SaaS Service generally <br />supplied by Spatialest to assist its customers in the use of the Software or SaaS Service, including user and <br />system administrator guides and manuals and other written materials, including software functional <br />specifications. <br />1.5 Losses means all claims, actions, proceedings, damages, losses, liabilities and expenses, including <br />reasonable attorney fees. <br />1.6 Representatives has the meaning ascribed to it in Section 4.1. <br />1.7 Sales Order means each Spatialest ordering document signed by duly authorized representatives of <br />both Parties which references this Agreement, identifies the specific Software and/or Services ordered by <br />Customer from Spatialest, sets forth the prices for the Subscription Service and contains other applicable <br />terms and conditions. <br />1.8 Services means Subscription Services, Maintenance Services and Professional Services (if applicable) <br />and as further described herein and in the applicable Sales Order and/or SOW. <br />1.9 Software means the software products provided by Spatialest as further described in Exhibit B, and <br />if purchased by Customer, are provided to Customer and listed on a Sales Order and all updates, <br />enhancements, bug fixes and new releases thereto that Spatialest makes available to Customer <br />hereunder. <br />1.10 SOW means a Statement of Work referencing this Agreement signed by duly authorized <br />representatives of both Parties from time to time that sets forth Professional Services to be provided by <br />Spatialest and certain other terms related thereto that are agreed between the Parties. The Parties <br />acknowledge that for small Professional Services engagements, the SOW may be a stand-alone document, <br />or attached to the applicable Sales Order as a schedule or attachment, or the Sales Order may serve as <br />DocuSign Envelope ID: D64C7E68-26A4-4A46-BC30-54CE92CAE70D