|
12
<br /> "Internal Use" means access or use solely for Customer's and subject to the Section entitled Affiliates, Orders
<br /> and Payment: Affiliates and the Section entitled Access and Use Rights, its Affiliates', own internal information
<br /> security purposes. By way of example and not limitation, Internal Use does not include access or use: (i) for the
<br /> benefit of any person or entity other than Customer or its Affiliates, or (ii) in any event, for the development of any
<br /> product or service. Internal Use is limited to access and use by Customer's and its Affiliates' employees and
<br /> Customer Contractors (except as set forth in the Section entitled Customer Contractors), in either event, solely on
<br /> Customer's behalf and for Customer's benefit.
<br /> "Offerings" means, collectively, any Products, Product-Related Services, or Professional Services.
<br /> "Order" means any purchase order or other ordering document(including any SOW)accepted by CrowdStrike or
<br /> a reseller that identifies the following ordered by Customer: Offering, Offering quantity based on CrowdStrike's
<br /> applicable license metrics (e.g., number of Endpoints, size of company (based on number of employees), number
<br /> of file uploads, or number of queries), price and Subscription/Order Term.
<br /> "Product" means any of CrowdStrike's cloud-based software or other products ordered by Customer as set forth
<br /> in the relevant Order,the available accompanying API's,the CrowdStrike Data,any Documentation and any Updates
<br /> thereto that may be made available to Customer from time to time by CrowdStrike.
<br /> "Product-Related Services" means, collectively, (i) Falcon OverWatch, (ii) Falcon Complete Team, (iii)the
<br /> technical support services for certain Products provided by CrowdStrike, (iv)training, and (v)any other CrowdStrike
<br /> services provided or sold with Products. Product-Related Services do not include Professional Services.
<br /> "Professional Services" means any professional services performed by CrowdStrike for Customer pursuant to
<br /> an SOW or other Order. Professional Services may include without limitation incident response, investigation and
<br /> forensic services related to cyber-security adversaries, tabletop exercises, and next generation penetration tests
<br /> related to cyber-security.
<br /> "Services" means, collectively, any Product-Related Services and any Professional Services.
<br /> "Statement of Work"or"SOW"means a mutually-agreed executed written document describing the Professional
<br /> Services to be performed by CrowdStrike for Customer, deliverables, fees, and expenses related thereto.
<br /> "Subcontractor" means any person or entity that has been retained by CrowdStrike to perform all or a portion
<br /> of an engagement for Professional Services directly and uniquely to Customer. The term "Subcontractor" does not
<br /> include third parties engaged by CrowdStrike in its day-to-day operations including, but not limited to, web hosting,
<br /> Internet, communications and collocation providers, subprocessors,or third parties engaged to provide provisioning,
<br /> development, and maintenance of CrowdStrike Products and Services.
<br /> "Subscription/Order Term"means the period of time set forth in the applicable Order during which: (i)Customer
<br /> is authorized by CrowdStrike to access and use the Product or Product-Related Service, or(ii)Professional Services
<br /> may be performed.
<br /> "Updates" means any correction, update, upgrade, patch, or other modification or addition made by CrowdStrike
<br /> to any Product and provided to Customer by CrowdStrike from time to time on an as available basis.
<br /> 2. Affiliates, Orders and Payment.
<br /> 2.1 Affiliates. Any Affiliate purchasing hereunder, or using or accessing any Offering hereunder, or benefitting from
<br /> the Customer's use of an Offering, will be bound by and comply with all terms and conditions of this Agreement. The
<br /> Customer signing these CrowdStrike Terms and Conditions will remain responsible for Customer's Affiliates'acts and
<br /> omissions unless Customer's Affiliate has entered into its own Terms and Conditions with CrowdStrike.
<br /> 2.2 Orders. Only those transaction-specific terms stating the Offerings ordered, quantity, price, payment terms,
<br /> Subscription/Order Term, and billing/provisioning contact information (and for the avoidance of doubt, specifically
<br /> excluding any pre-printed terms on a Customer or reseller purchase order) will have any force or effect unless a
<br /> particular Order is executed by an authorized signer of CrowdStrike and returned to Customer (or the applicable
<br /> reseller). If any such Order is so executed and delivered, then only those specific terms on the face of such Order
<br /> CrowdStrike Form May 27 2019 2 of 17
<br />
|