8.3. APPLICABILITY. The foregoing does not apply to: (i) obligations to pay for the Subscription Service or taxes; (ii) third party payment obligations under Section 7; (iii) infringement or misappropriation by a party of the other party’s IPR; or (iv) an action in tort, separate and distinct from a cause of action for breach of this Agreement, for a party’s gross negligence or willful misconduct. 9. TERM AND TERMINATION. 9.1. GENERALLY. This Agreement begins on the Effective Date and continues until terminated in accordance with its terms. Each party may terminate this Agreement in its entirety: (1) on 30 days’ prior notice to the other, if at the time of notice there are no Order Forms in effect; (2) immediately on notice by the party subject to a petition in bankruptcy or any proceeding related to its insolvency, receivership, or liquidation, in any jurisdiction, that such party is enforcing their right to reject this Agreement which is an executory contract; or (3) immediately on notice if the other party materially breaches this Agreement and does not cure such breach within 30 days after the other party’s receipt of notice of the breach. Either party may terminate an Order Form on notice if the other party materially breaches this Agreement or the applicable Order Form for the affected Subscription Service and does not cure the breach within 30 days after receiving notice of the breach. 9.2. EFFECT OF TERMINATION. On termination of an Order Form or expiration of a Subscription Term, Customer will stop accessing and using the Subscription Service and all related rights granted to Customer in this Agreement terminate. At any time during the applicable Subscription Term, Customer may export or delete Customer Data using the functionality of the Subscription Service. Upon written request by Customer within 10 days following expiration or termination of all Subscription Services, ServiceNow will provide any Customer Data in the Subscription Service to Customer in ServiceNow’s standard database export format at no additional charge. After such 10 day period, ServiceNow will delete all Customer Data in accordance with its standard operating procedures unless legally prohibited. ServiceNow will, within 30 days after the effective date of Customer’s termination for ServiceNow’s uncured breach, refund to Customer any prepaid fees received by ServiceNow covering the remainder of the Subscription Term for the affected Subscription Service. Within 30 days after the effective date of ServiceNow’s termination for Customer’s breach, Customer will pay all remaining amounts, if any, payable under this Agreement for the Subscription Term applicable to the terminated Order Form, regardless of the due dates in the Order Form. 9.3. SURVIVAL. Sections 3.2 (Restrictions), 4 (Intellectual Property), 5 (Warranties; Disclaimer) (solely in accordance with its terms), 6 (Confidentiality), 7 (Defense Obligations), 8 (Limitation of Liability), 9 (Term and Termination) (solely in accordance with its terms), and 10 (General Provisions), together with any other terms required for their construction or enforcement, will survive termination or expiration of this Agreement. 10. GENERAL PROVISIONS. 10.1. ASSIGNMENT. Neither party may assign or novate its rights or obligations under this Agreement without the other’s prior written consent, except (on written notice) in connection with a merger, reorganization, or sale of all or substantially all of either party’s assets or equity. Notwithstanding the foregoing, ServiceNow may assign or novate this Agreement in its entirety to any ServiceNow Affiliate. Subject to the foregoing, this Agreement binds and inures to the benefit of the parties, their respective successors, and permitted assigns. 10.2. TRADE LAWS. The activities governed by this Agreement, including access to and usage of the Subscription Service, are subject to the U.S. Export Administration Regulations, the regulations of the U.S. Office of Foreign Assets Control, and may also be subject to similar laws of other jurisdictions (collectively, “Trade Laws”). Customer agrees to fully comply with the Trade Laws that apply to its activities governed by this Agreement, including prohibitions against usage by restricted persons, for certain end-uses, and in territories embargoed by then-current Trade Laws (as of the Effective Date, Cuba, Iran, Syria, North Korea, and the Ukrainian regions of Crimea, Luhansk, and Donetsk). Customer confirms that it is not restricted or sanctioned by applicable Trade Laws, including trade sanctions laws. 10.3. U.S. GOVERNMENT RIGHTS. This Section 10.3 applies to the extent that the Subscription Service is used by or in support of the U.S. Government. The Subscription Service and Professional Services are commercial items, and any software therein is commercial computer software (per Federal Acquisition Regulation (“FAR”) 12.211 and 12.212 and Department of Defense FAR Supplement (“DFARS”) 227.7202, as applicable). Government Customers will have only those rights in technical data, computer software, and computer software documentation (collectively, “data”) set forth in these commercial terms of use, except that Department of Defense Customers may acquire additional rights in technical data pursuant to DFARS 252.227-7015(b). This provision applies in lieu of any FAR, DFARS, or other data rights clause or provision. Page 5 of 8 (Version: 12JUN2024) © 2023 ServiceNow, Inc. All rights reserved. ServiceNow, the ServiceNow logo, Now, Now Platform, and other ServiceNow marks are trademarks and/or registered trademarks of ServiceNow, Inc. in the United States and/or other countries. Other company and product names may be trademarks of the respective companies with which they are associated.