Hardware Access Agreement This Hardware Access Agreement (“Agreement”) is between you (“you” or “Customer”) and ionQ, Inc. (“Publisher”) from which you are procuring Offerings (defined below) and governs your use of Offerings purchased through the Azure Marketplace and AppSource Marketplace (collectively, “Marketplace”). This Agreement is the parties’ entire agreement on this subject and merges and supersedes all related prior and contemporaneous agreements. By agreeing to these terms, you represent and warrant that you have the authority to accept this Agreement, and you also agree to be bound by its terms. This Agreement applies to all Orders entered into under this Agreement. Both parties acknowledge that Microsoft is not a party to this Agreement, nor in anyway responsible for the parties’ actions or obligations under this Agreement. Microsoft’s relationship with Customer and Publisher is solely governed by Microsoft’s respective agreements with those parties; Microsoft otherwise disclaims all liability resulting from this Agreement (including any Orders). 1. Offerings. a. License grant. Apps are licensed and not sold. Services are provided and not licensed. Upon acceptance of an Order, and subject to Customer’s compliance with this Agreement, Publisher: (a) grants Customer a nonexclusive, nonsublicensable, revocable and limited license to use the App to schedule and provide the Customer Program to Publisher to run on the Publisher Hardware as part of the Services and for no other purpose; and (b) will provide the Services as set forth in the Order. These licenses are solely for Customer’s own use and business purposes and are nontransferable except as expressly permitted under this Agreement or applicable law. b. Duration of licenses. The licenses to the Apps will continue as long as (1) Customer continues to pay for its usage of the Offerings and (2) Customer is in full compliance with this Agreement. c. Provision of Services. Publisher will provide the Services as set forth in an Order and Customer will pay for such Services on a metered basis as set forth in the Order. Customer acknowledges that the Services are provided in minimum increments as set forth in the Order and Customer shall pay for all such Services for usage in such increments as required by an Order. d. End Users. Customer will control access to and use of the Apps by End Users and is responsible for any use of the Offerings that does not comply with this Agreement. e. Affiliates. Customer may order Offerings for use by its Affiliates. If it does, the licenses granted to Customer under this Agreement will apply to such Affiliates, but Customer will have the sole right to enforce this Agreement against Publisher. Customer will remain responsible for all obligations under this Agreement and for its Affiliates’ compliance with this Agreement and any applicable Order(s). f. Reservation of Rights. Publisher reserves all rights not expressly granted in this Agreement. All right, title, and interest in and to the Offerings and the Publisher Hardware, including, all intellectual property rights will remain with Publisher. Customer will acquire no rights to any intellectual property rights in the Offerings or Publisher Hardware by reason of Customer’s use of the Offerings. Offerings are protected by copyright and other intellectual property laws and international treaties. No rights will be granted or implied by waiver or estoppel. Rights to access or use Offerings on a device do not give Customer any right to implement Publisher’s patents or other intellectual property in the device itself or in any other software or devices. g. No Back-Up. Publisher is not obligated to back up any Customer Data or the Customer Program and the Customer is solely responsible for creating backup copies of any Customer Data and Customer Programs in its own discretion. h. Restrictions. Except as expressly permitted in this Agreement, Documentation or an Order, Customer must not (and is not licensed to): (1) copy, modify, reverse engineer, decompile, or disassemble any Offering, or attempt to do so; (2) install or use any third-party software or technology in any way that would subject Publisher’s intellectual property or technology to any other license terms; (3) work around any technical limitations in an Offering or restrictions in Documentation; (4) separate and run parts of an App on more than one device; (5) upgrade or downgrade parts of an App at different times; (6) use an Offering for any unlawful purpose; (7) to process personal information of any individual; (8) use an Offering in violation of any export laws, rules or regulations; (9) remove, alter, or obscure any proprietary notices or labels on or in an Offering and its documentation; (10) publish any performance or benchmark tests or analysis relating to the Offering and the Publisher Hardware; (11) provide a Customer Program that is owned by an entity that is not Customer (unless Customer is licensed to do so by the entity that owns the Customer Program); (12) use the Offering to create a product or service that competes with the Offerings; or (13) distribute, sublicense, rent, lease, or lend any Offerings, in whole or in part, or use them to offer hosting services to a third party. i. Feedback. Customer may, at Customer’s sole discretion, provide to Publisher suggestions, comments and Feedback regarding the Offerings, including but not limited to usability and bug reports. If Customer provides such Feedback to Publisher, Customer hereby grants Publisher the following worldwide, non-exclusive, perpetual, irrevocable, royalty free, fully paid up rights to: make, use, copy, modify, sell, distribute, publicly perform or display, sublicense (including the right to sublicense to further third parties), and create derivative works of the Feedback as part of any Publisher product, technology, service, specification or documentation (individually and collectively, “Publisher Products”). j. Customer Responsibility for Data and Security. Customer and its End Users will have access to the Customer Programs and Customer Data and will be responsible for all changes to and/or deletions of Customer Programs and Customer Data and the security of all passwords and other access protocols required in order the access the Publisher Hardware. Customer is solely responsible for the accuracy, quality, integrity, legality, reliability, and appropriateness of all Customer Programs and Customer Data. Publisher has no responsibility or liability for the deletion or accuracy of any Customer Programs and Customer Data; or the failure to store, transmit or receive transmission of Customer Programs and Customer Data. k. Data Safeguards. Publisher shall maintain reasonable and appropriate data safeguards and procedures designed to prevent the unauthorized use or disclosure of Customer Programs and Customer Data as required under applicable laws and prudent business practices (“Data Safeguards”). During the Term, Publisher will maintain physical, administrative and technical security measures designed to ensure the availability, integrity and confidentiality of the Customer Data and Customer Programs. 2. Privacy. a. EU Standard Contractual Clauses. To the extent applicable, the parties will abide by the requirements of European Economic Area and Swiss data protection law regarding the collection, use, transfer, retention, and other processing of Personal Data from the European Economic Area and Switzerland. All transfers of Customer Data out of the European Union, European Economic Area, and Switzerland will be governed by the Standard Contractual Clauses, as designated by the European Commission, made available by the Publisher at the applicable URL for such terms or as otherwise communicated to Customer. b. Personal Data. Customer consents to the processing of Personal Data by Publisher and its Affiliates, and their respective agents and Subcontractors, as provided in this Agreement. Before providing Personal Data to Publisher, Customer will obtain all required consents from third parties (including Customer’s contacts, partners, distributors, administrators, and employees) under applicable privacy and Data Protection Laws. c. Processing of Personal Data; GDPR. To the extent Publisher is a processor or subprocessor of Personal Data subject to the GDPR, the Standard Contractual Clauses govern that processing and the parties also agree to the following terms in this subsection (“Processing of Personal Data; GDPR”): (1) Processor and Controller Roles and Responsibilities. Customer and Publisher agree that Customer is the controller of Personal Data and Publisher is the processor of such data, except when (a) Customer acts as a processor of Personal Data, in which case Publisher is a subprocessor or (b) stated otherwise in any Offering-specific terms. Publisher will process Personal Data only on documented instructions from Customer. In any instance where the GDPR applies and Customer is a processor, Customer warrants to Publisher that Customer’s instructions, including appointment of Publisher as a processor or subprocessor, have been authorized by the relevant controller. (2) Processing Details. The parties acknowledge and agree that: (A) the subject-matter of the processing is limited to Personal Data within the scope of the GDPR; (B) the duration of the processing will be for the duration of the Customer’s right to use the Offering and until all Personal Data is deleted or returned in accordance with Customer instructions or the terms of this Agreement; (C) the nature and purpose of the processing will be to provide the Offering pursuant to this Agreement; (D) the types of Personal Data processed by the Offering include those expressly identified in Article 4 of the GDPR; and (E) the categories of data subjects are Customer’s representatives and end users, such as employees, contractors, collaborators, and customers, and other data subjects whose Personal Data is contained within any data made available to Publisher by Customer. (3) Data Subject Rights; Assistance with Requests. Publisher will make information available to Customer in a manner consistent with the functionality of the Offering and Publisher’s role as a processor of Personal Data of data subjects and the ability to fulfill data subject requests to exercise their rights under the GDPR. Publisher will comply with reasonable requests by Customer to assist with Customer’s response to such a data subject request. If Publisher receives a request from Customer’s data subject to exercise one or more of its rights under the GDPR in connection with an Offering for which Publisher is a data processor or subprocessor, Publisher will redirect the data subject to make its request directly to Customer. Customer will be responsible for responding to any such request including, where necessary, by using the functionality of the Offering. Publisher will comply with reasonable requests by Customer to assist with Customer’s response to such a data subject request. (4) Use of Subprocessors. Customer consents to Publisher using the subprocessors listed at the applicable Publisher URL or as otherwise communicated to Customer. Publisher remains responsible for its subprocessors’ compliance with the obligations herein. Publisher may update its list of subprocessors from time to time, by providing Customer at least 14-days’ notice before providing any new subprocessor with access to Personal Data. If Customer does not approve of any such changes, Customer may terminate any subscription for the affected Offering without penalty by providing, prior to expiration of the notice period, written notice of termination that includes an explanation of the grounds for non-approval. (5) Records of Processing Activities. Publisher will maintain all records required by Article 30(2) of the GDPR and, to the extent applicable to the processing of Personal Data on behalf of Customer, make them available to Customer upon request. 3. Confidentiality. a. Confidential Information. “Confidential Information” is non-public information that is designated “confidential” or with a similar legend or other notation denoting the confidential nature of the information or proprietary interest of the disclosing party, including, but not limited to, Customer Programs, Customer Data, the terms of this Agreement, and Customer’s account authentication credentials. Confidential Information does not include information that: (1) is or becomes publicly available without a breach of a confidentiality obligation in this Agreement; (2) the receiving party received lawfully from another source without a confidentiality obligation; or (3) is independently developed. b. Protection of Confidential Information. Each party will take reasonable steps to protect the other’s Confidential Information using at a minimum the same degree of care as it uses for its own confidential information of a similar nature and will use the other party’s Confidential Information only for purposes of the parties’ business relationship. Neither party will disclose Confidential Information to third parties, except to its Representatives, and then only on a need-to-know basis under nondisclosure obligations at least as protective as this Agreement. Each party remains responsible for the use of Confidential Information by its Representatives and, in the event of discovery of any unauthorized use or disclosure, must promptly notify the other party. For the avoidance of doubt, Publisher’s obligations to protect Customer’s Confidential Information under this section will extend to Customer Programs and Customer Data. c. Disclosure required by law. A party may disclose the other’s Confidential Information if required by law, but only after it notifies the other party (if legally permissible) to enable the other party to seek a protective order. d. Duration of confidentiality obligations. These obligations apply: (1) for Customer Data, until it is deleted by Publisher; and (2) for all other Confidential Information, for a period of five years after a party receives the Confidential Information. 4. Intentionally Omitted. 5. Representation and Warranties. Each party represents and warrants that: a. it has full rights and authority to enter into, perform under, and grant the rights in, this Agreement; b. its performance will not violate any agreement or obligation between it and any third party; c. while performing under this Agreement, it will comply with applicable law Customer represents and warrants that: a. it will comply with all applicable laws, rules and regulations regarding its use of the Offerings; b. it will take all standard and reasonable means to detect and remove from any Customer Program any virus, malware or other harmful code before sending it to Publisher as part of the Services. c. it will procure all approvals, certificates, licenses, permits or inspections required by law applicable to Customer’s performance under this Agreement and the processing of the Customer Programs on the Publisher Hardware through the Services (if required); d. the Customer Data and the Customer Program will not (i) infringe any copyright, trademark, or patent or (ii) misappropriate any trade secret or otherwise violate the rights of a third party; e. it will be responsible for any fines or other amounts, including penalties, imposed on either party arising from any noncompliance with any law applicable to Customer; f. it will make no false, misleading or disparaging representations or statements concerning ionQ or the Offering and will refrain from any unethical conduct or any other conduct damaging to the reputation of ionQ. Publisher represents and warrants that: a. the Offering will, when used correctly by Customer, substantially conform to the Documentation; and b. the Offering will not contain viruses or other malicious code that will degrade or infect any products, services, software, or Customer’s network or systems; c. it will procure all approvals, certificates, licenses, permits or inspections to provide the Offering. 6. Disclaimer. Except as expressly stated in this Agreement, the Offerings are provided as is. Publisher does not warrant that the Offerings will meet Customer’s requirements or that the Offerings will be error-free. Publisher does not guarantee the Customer Programs will operate or provide any specific results. To the maximum extent permitted by law, Publisher disclaims any and all other warranties (express, implied or statutory, or otherwise) including of merchantability or fitness for a particular purpose, whether arising by a course of dealing, usage or trade practice, or course of performance of this Agreement. 7. Indemnification and defense of third-party claims. a. By Customer. Customer will indemnify, defend and hold harmless Publisher and its Affiliates from and against any and all third party claims, actions, suits, proceedings arising from or related to Customer’s or any authorized user’s violation of this Agreement or related to the Customer Data or a Customer Program (a “Claims Against Publisher”), and will indemnify Publisher and its Affiliates for all reasonable attorney’s fees incurred and damages and other costs finally awarded against Publisher or its Affiliates. Publisher must provide Customer with prompt written notice of any Claims Against Publishers and allow Customer the right to assume the exclusive defense and control of the claim, and cooperate with any reasonable requests assisting Customer’s defense and settlement of such matter. b. By Publisher. Publisher will defend Customer from and against any and all third party claims, actions, suits, proceedings, and demands alleging that the use of the Offering as permitted under this Agreement infringes a third party’s intellectual property rights (a “Claim Against Customer”), and will indemnify Customer for all reasonable attorney’s fees incurred and damages and other costs finally awarded against Customer in connection with or as a result of, and for amounts paid by Customer under a settlement Publisher approve of in connection with a Claim Against Customer; provided, however, that the Publisher has no liability if a Claim Against Customer arises from or relates to: (1) Customer Data, Customer Programs, or non-Publisher products, including third-party products; and (2) any modification or combination of the Offering with Customer Programs. Customer must provide Publisher with prompt written notice of any Claim Against Customer and allow Publisher the right to assume the exclusive defense and control, and cooperate with any reasonable requests assisting Publisher’s defense and settlement of such matter. This section states Publisher sole liability with respect to, and Customer’s exclusive remedy against Publisher for, any Claim Against Customer. c. Notwithstanding anything contained in the above subsections (a) and (b), (1) an indemnified party will always be free to choose its own counsel if it pays for the cost of such counsel; and (2) no settlement may be entered into by an indemnifying party, without the express written consent of the indemnified parties (such consent not to be unreasonably withheld), if: (A) the third party asserting the claim is a government agency; (B) the settlement arguably involves the making of admissions by the indemnified parties; (C) the settlement does not include a full release of liability for the indemnified parties; or (D) the settlement includes terms other than a full release of liability for the indemnified parties and the payment of money. 8. Limitation of liability. For each Offering, each party’s maximum, aggregate liability to the other under this Agreement is limited to direct damages finally awarded in an amount not to exceed the amounts Customer was required to pay for the Offerings during the term of the applicable licenses, subject to the following: a. Free Offerings and distributable code. For Offerings provided free of charge, Publisher’s liability is limited to direct damages finally awarded up to US$5,000. b. Exclusions. In no event will either party be liable for indirect, incidental, special, punitive, or consequential damages, or loss of use, loss of profits, or interruption of business, however caused or on any theory of liability. c. Exceptions. No limitation or exclusions will apply to liability arising out of either party’s: (1) confidentiality obligations (except for liability related to Customer Data, which will remain subject to the limitations and exclusions above); (2) indemnification obligations in Section 7 above; or (3) violation of the other party’s intellectual property rights. 9. Pricing and Payment. Customer’s pricing and payment terms for a given order are set forth and governed by the Microsoft Services Agreement and applicable Order. 10. Term and termination. a. Term. This Agreement is effective until terminated by a party, as described below. The term for each Order will be set forth therein. b. Termination without cause. Unless otherwise set forth in an Order, either party may terminate this Agreement or any Order without cause on 30 days’ prior written notice. Publisher will not provide refunds or credits for any paid but unused usage if the Agreement or an Order is terminated without cause. c. Termination for cause. Without limiting other remedies it may have, either party may terminate this Agreement or any Order immediately on notice if (i) the other party materially breaches the Agreement or an Order, and fails to cure the breach within 30 days after receipt of notice of the breach; or (ii) the other party becomes Insolvent. Upon such termination, the following will apply: (1) All licenses granted under this Agreement will terminate immediately and Publisher will no longer be required to provide any Services. (2) All amounts due under any unpaid invoices will become due and payable immediately. For metered Offerings billed periodically based on usage, Customer must immediately pay for unpaid usage as of the termination date. (3) If Publisher is in breach, Customer will receive a credit for amounts paid in advance for unused consumption for any usage period after the termination date. d. Suspension. Publisher may suspend use of an Offering without terminating this Agreement during any period of material breach. e. Survival. The terms of this Agreement, including the applicable Order, that are likely to require performance, or have application to events that may occur, after the termination or expiration of this Agreement or any Order, will survive termination or expiration, including all indemnity obligations and procedures. 11. Miscellaneous. a. Entire Agreement. This Agreement supersedes all prior and contemporaneous communications, whether written or oral, regarding the subject matter covered in this Agreement. If there is a conflict between any parts of this Agreement, the following order of precedence will apply: (1) Order; (2) this Agreement; and (3) Documentation. b. Independent contractors. The parties are independent contractors. Customer and Publisher each may develop products independently; provided that, they do so without using the other’s Confidential Information. c. Subcontractors. Publisher will be responsible and liable for the acts and omissions of all Publisher employees, representatives, agents, contractors, and Subcontractors relating to the performance of this Agreement. d. Agreement not exclusive. Customer is free to enter into agreements to license, use, and promote the services of others. e. Amendments. Unless otherwise agreed in a writing signed by both parties, the parties will not change the terms of this Agreement, including privacy terms, during the term of this Agreement. f. Assignment. Either party may assign this Agreement to an Affiliate, but it must notify the other party in writing of the assignment. Customer consents to the assignment to an Affiliate or third party, without prior notice, of any rights Publisher may have under this Agreement to receive payment and enforce Customer’s payment obligations, and all assignees may further assign such rights without further consent. Furthermore, either party may assign this Agreement without the consent of the other party in connection with a merger, reorganization, acquisition, or other transfer of all or substantially all of such party’s assets. Any other proposed assignment of this Agreement must be approved by the non-assigning party in writing. Assignment will not relieve the assigning party of its obligations under the assigned Agreement. Any attempted assignment without required approval will be void. g. Severability. If any part of this Agreement is held to be unenforceable, the rest of the Agreement will remain in full force and effect. h. Waiver. Failure to enforce any provision of this Agreement will not constitute a waiver. Any waiver must be in writing and signed by the waiving party. i. No third-party beneficiaries. This Agreement does not create any third-party beneficiary rights except as expressly provided by its terms. j. Notices. Notices must be in writing and will be treated as delivered on the date received at the address, date shown on the return receipt, email transmission date, or date on the courier or fax confirmation of delivery. Notices to Publisher must be sent to the address stated in the Order. Notices to Customer will be sent to the individual at the address Customer identifies on its account as its contact for notices. Publisher may send notices and other information to Customer by email or other electronic form. k. Applicable law. This Agreement and any action related thereto will be governed and interpreted by and under the laws of the State of Maryland, without giving effect to any conflicts of laws principles that require the application of the law of a different jurisdiction. Customer hereby expressly consents to the personal jurisdiction and venue in the state and federal courts of Maryland for any lawsuit filed there against Customer by Publisher arising from or related to this Agreement. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement. l. Government procurement rules. By accepting this Agreement, Customer represents and warrants that: (1) it has complied and will comply with all applicable government procurement laws and regulations; (2) it is authorized to enter into this Agreement; and (3) this Agreement satisfies all applicable procurement requirements. m. Compliance with laws. The parties will comply with all laws and regulations applicable to its provision of the Offerings. Each party will obtain and maintain any approvals, licenses, filings, or registrations necessary to its performance, and will comply with all law (including law related to export, corruption, money laundering, or any combination of these). Customer must also comply with laws applicable to their use of the Offerings. n. Construction. Neither party has entered this Agreement in reliance on anything not contained or incorporated in it. This Agreement is in English only. Any translation of this Agreement into another language is for reference only and without legal effect. If a court of competent jurisdiction finds any term of the Agreement unenforceable, the Agreement will be deemed modified as necessary to make it enforceable, and the rest of the Agreement will be fully enforced to effect the parties’ intent. Lists of examples following “including”, “e.g.”, “for example”, or the like are interpreted to include “without limitation,” unless qualified by words such as “only” or “solely.” This Agreement will be interpreted according to its plain meaning without presuming that it should favor either party. Unless stated or context requires otherwise: (1) all internal references are to this Agreement and its parties; (2) all monetary amounts are expressed and, if applicable, payable, in U.S. dollars; (3) URLs are understood to also refer to successors, localizations, and information or resources linked from within websites at those URLs; (4) a party’s choices under this Agreement are in its sole discretion, subject to any implied duty of good faith; (5) “written” or “in writing” means a paper document only, except where email is expressly authorized; (6) “days” means calendar days; (7) “may” means that the applicable party has a right, but not a concomitant duty, (8) “partner,” if used in this Agreement or related documents, is used in its common, marketing sense and does not imply a partnership; (9) “current” or “currently” means “as of the effective date” but “then-current” means the present time when the applicable right is exercised or performance rendered or measured; (10) “notify” means to give notice under subsection (j) above; and (11) a writing is “signed” when it has been hand-signed (i.e., with a pen) or signed via an electronic signature service by a duly authorized representative of the signing party. 12. Definitions. “Affiliate” means any legal entity that controls, is controlled by, or is under common control with a party. “Anti-Corruption Laws” means all laws against fraud, bribery, corruption, inaccurate books and records, inadequate internal controls, money-laundering, and illegal software, including the U.S. Foreign Corrupt Practices Act. “Apps” means the software application that Publisher makes available in order to formulate and schedule a Customer Program to run on the Publisher Hardware as part of the Services. “Control” means ownership of more than a 50% interest of voting securities in an entity or the power to direct the management and policies of an entity. “Confidential Information” is defined in the “Confidentiality” section. “Customer Data” means all data, including all that are provided to Publisher or its Affiliates by, or on behalf of, Customer and its Affiliates through use of the Offering. Customer Data does not include Support Data. “Support Data” means all data, including all text, sound, video, image files, or software, that are provided to Publisher by or on behalf of Customer (or that Customer authorizes Publisher to obtain from an Offering) through an engagement with Publisher to obtain technical support for the Offering covered under this Agreement. “Customer Program” means the software or algorithm Customer develops and optimizes to run on the Publisher Hardware as part of the Services which is scheduled and provided to Publisher through the App. “Data Protection Law” means any law applicable to Publisher or Customer, relating to data security, data protection and/or privacy, including Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to processing of personal data and the free movement of that data (“GDPR”), and any implementing, derivative or related legislation, rule, regulation, and regulatory guidance, as amended, extended, repealed and replaced, or re-enacted. “Documentation” means all user manuals, handbooks, training material, requirements, and other written or electronic materials Publisher makes available for, or that result from use of, the Offering. “End User” means any employee of Customer that Customer permits to use an Offering or access Customer Data. “Feedback” means ideas, suggestions, comments, input, or know-how, in any form, that Customer provides to Publisher in relation to Publisher’s Confidential Information, products, or services. Feedback does not include sales forecasts, future release schedules, marketing plans, financial results, and high-level plans (e.g., feature lists) for future products. “Insolvent” means admitting in writing the inability to pay debts as they mature; making a general assignment for the benefit of creditors; suffering or permitting the appointment of a trustee or receiver for all or any of its (i.e., the non-terminating party’s) assets, unless such appointment is vacated or dismissed within 60 days from the date of appointment; filing (or having filed) any petition as a debtor under any provision of law relating to insolvency, unless such petition and all related proceedings are dismissed within 60 days of such filing; being adjudicated insolvent or bankrupt; having wound up or liquidated; or ceasing to carry on business. “Offering” means the Apps and Services Publisher makes available under or in relation to this Agreement. Offering availability may vary by region. “Order” means an ordering document used to transact the Offering via the Marketplace. “Personal Data” means any information relating to an identified or identifiable natural person. “Publisher Hardware” means the quantum computing hardware and software operated by Publisher and offered by Publisher for use by Customer as set forth in an Order. “Representatives” means a party’s employees, Affiliates, contractors, advisors and consultants. “Standard Contractual Clauses” means the standard data protection clauses for the transfer of personal data to processors established in third countries which do not ensure an adequate level of data protection, as described in Article 46 of the GDPR. “Subcontractor” means any third party: (1) to whom Publisher delegates its obligations under this Agreement, including a Publisher Affiliate not contracting directly with Customer through an Order; or (2) who, in performing under a contract between it and Publisher or a Publisher Affiliate, stores, collects, transfers or otherwise processes Personal Data (obtained or accessed in connection with performing under this Agreement) or other Customer Confidential Information. “Services” means the time on the Publisher Hardware to run the Customer Program ordered by Customer as set forth in an Order. “use” means to copy, download, install, run, access, display, use or otherwise interact with. 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