Company Customer. “Company Customer” is limited to those customers, clients or partners who did business with the Company within the most recent twenty-four (24) months of the Executive’s employment (or during the period of the Executive’s employment, if the Executive was employed for less than twenty-four months) and # about whom the Executive, as a result of his or her employment, had access to information or goodwill as a normal part of the Executive’s job performance that would assist in solicitation of such Company Customer, or # with whom the Executive personally dealt on behalf of the Company in the twelve (12) months immediately preceding the last day of the Executive’s employment and that the Executive was introduced to or otherwise had business contact with such Company Customer as a result of his or her employment with the Company. “Company Customer” shall also include an individual or business to whom a pitch to solicit or secure business or a sale was prepared (even if not yet made) within the 12-month period preceding the end of the Executive’s employment, and with which the Executive had not insignificant involvement in the preparation, or had exposure to specific information developed for that particular pitch.

Customer Satisfaction. RUS represents and warrants that there is no existing pattern or repetition of material customer complaints regarding the BETA Services, including functionality or performance issues, and that RUS's engineers have not currently identified any

Customer. Customer represents and warrants that # it owns or leases the Facilities; # it has the right and authority to enter into this Agreement; # it has all rights and licenses necessary to purchase and use the Products; # it does not require a license to any [[Illumina:Organization]] Application Specific IP, including without limitation, any Affiliate Application Specific IP in order to use the Products; # when performing Customer Use, it will only use the TG Consumables and Temporary Consumables; # it will use the Non-TG Consumables only for Research Use; and # the person(s) signing this Agreement on its behalf has the right and authority to bind Customer to the terms and conditions of this Agreement. Further, in the case of [[FMI:Organization]], [[FMI:Organization]] represents and warrants that # the person(s) signing this Agreement on its behalf has the right and authority to bind FMI Germany GmbH to the terms and conditions of this Agreement, # FMI Germany GmbH is a wholly-owned subsidiary of [[FMI:Organization]], and # [[FMI:Organization]] is jointly and severally liable for the acts or omissions of FMI Germany GmbH.

Customer Indemnity. Subject to Section 13.3, Customer will defend and will indemnify Medidata against any third party claim and from any resulting damage awards, settlement amounts and reasonable attorney’s fees in any cause of action arising out of or relating to: # the occurrence of a Customer Infringement Event; # any claim that any materials, software, or other items provided to Medidata by Customer infringes a third party’s Intellectual Property Rights; # ​; or # breach of Section 2.4.

Customer Data. All right, title and ownership of Customer Data, including any derivatives thereof, is and shall remain solely and exclusively vested in Customer, including all IPR relating thereto. Medidata shall process Customer Data for the purpose of providing the Services to Customer pursuant to the Instructions.

Customer Confidences. The customers of the [[Non-Solicitation Period:Organization]] expect that the [[Non-Solicitation Period:Organization]] will hold all business-related matters, including the fact that they are doing business with the [[Non-Solicitation Period:Organization]] and the specific matters on which they are doing business, in the strictest confidence (“Customer Confidences”). The term Customer Confidences will not, however, include information which # is or becomes publicly available, other than as a result of a breach by Optionee of this Agreement or any restrictive covenants (including confidentiality, non-competition and non-solicitation) relating to the [[Non-Solicitation Period:Organization]], or # is or becomes available to Optionee on a non-confidential

Company Customer. “Company Customer” is limited to those customers, clients or partners who did business with the Company within the most recent eighteen (18) months of Executive’s employment (or during the period of Executive’s employment, if Executive was employed for less than twenty-four months) and # about whom Executive, as a result of his or her employment, had access to information or goodwill as a normal part of Executive’s job performance that would assist in solicitation of such Company Customer, or # with whom Executive personally dealt on behalf of the Company in the eighteen (18) months immediately preceding the last day of Executive’s employment and that Executive was introduced to or otherwise had business contact with such Company Customer as a result of his or her employment with the Company. “Company Customer” shall also include an individual or business to whom a pitch to solicit or secure business or a sale was prepared (even if not yet made) within the 12-month period preceding the end of Executive’s employment, and with which Executive had not insignificant involvement in the preparation, or had exposure to specific information developed for that particular pitch.

Customer Representations. Customer represents that it is responsible for the legal basis under Privacy Laws of any Personal Data in the Customer Data made available to Medidata for processing pursuant to the Instructions. Customer agrees that, as between the parties, it is responsible for compliance as the data controller (or data exporter) under Privacy Laws with respect to the Services.

As between Supplier and AT&T, title to all Customer Information and customer proprietary network information (“CPNI”) (as that term is defined in Section 222 of the Communications Act of 1934, 47 U.S.C. §222 (as amended, “[Section 222]”)) shall be in AT&T. Except as otherwise provided herein, no license or rights to any Customer Information are granted to Supplier hereunder.

On a Program-by-Program basis, in the event an Abandonment occurs with respect to such Program (an “Abandoned Program”), Ginkgo will have the right to trigger the consequences set forth in Section 10.6(b) upon written notice to Customer specifying in reasonable detail the basis for such claim and identifying the clause in the definition of Abandonment corresponding to such claim (such notice, the “Abandonment Notice”); provided, that, but only where Ginkgo’s Abandonment Notice refers to clause (b) of the definition of Abandonment as the basis for its claim, # within ​ of receipt of an Abandonment Notice, Customer will have the right to request a meeting with Ginkgo to discuss Ginkgo’s abandonment claim (“Abandonment Dispute Notice”), # following such meeting, if the Parties are unable to reach agreement on whether abandonment under this Section 10.6 occurred prior to the Abandonment Notice, either Party may refer the matter for dispute resolution in accordance with Section 16.1, and # the consequences set forth in Section 10.6(b) shall not be effective until an adjudicator has determined that such abandonment has occurred.