11/1/2018
<br />Master Services Agreement I Relies
<br />perfected, filed or recorded, including without limitation inventions, technology, patent
<br />rights (including patent applications and disclosures), copyrights, trade secrets,
<br />trademarks, service marks, trade dress, methodologies, procedures, processes, know-
<br />how, tools, utilities, techniques, various concepts, ideas, methods, models, templates,
<br />software, source code, algorithms, the generalized features of the structure, sequence
<br />and organization of software, User interfaces and screen designs, general purpose
<br />consulting and software tools, utilities and routines, logic, coherence and methods of
<br />operation of systems, training methodology and materials, which Company has created,
<br />acquired or otherwise has rights in, and may, in connection with the performance of
<br />Subscription Services or Professional Services hereunder, create, employ, provide,
<br />modify, acquire or otherwise obtain rights in.
<br />1.9 Ordering Document means the document(s), regardless of actual name, executed by
<br />the parties from time to time, which incorporates by reference the terms of this
<br />Agreement and describes order -specific information such as description of Subscription
<br />Services and/or Professional Services ordered, Subscription Metrics, fees, and other
<br />business terms. Statement of Work (SOW) shall be synonymous with Ordering
<br />Document.
<br />1.10 Professional Services means consulting, implementation, training, creation of custom
<br />content, or other professional services to be performed by the Company described in the
<br />attached Ordering Document or Schedule to this Agreement mutually agreed to by the
<br />parties in writing.
<br />1.11 Schedule means a product -specific set of terms and conditions that serves as an
<br />addendum to this Agreement and will either come attached hereto and/or be referenced
<br />within the Ordering Document(s) with a hyperlink provided.
<br />1.12 Site means the web interface at a URL designated by Company.
<br />1.13 Subscription Metrics means each of the per-unit metrics specified in the Ordering
<br />Documents to describe the scope of Client's right to use each of the Subscription
<br />Services, such as the maximum number of Users, restricted Users, Content type, and the
<br />like.
<br />1.14 Subscription Services means services described in the relevant schedule.
<br />1.15 Subscription Start Date means the date specified on the Ordering Document(s).
<br />1.16 User(s) means those persons who (a) have been authorized by Client to access and
<br />use the Subscription Services and Professional Services for data analytics, testing and
<br />skill assessments, and/or training and education purposes; (b) have complied with any
<br />registration requirements reasonably requested by Company, (c) have been issued a
<br />personal and unique User ID and Password; and (c) have acknowledged, where required,
<br />httpsJ/w ..relias.comAegaVmsa-2017 25J-10 2/18
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