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ADOBE VALUE INCENTIVE PLAN TERMS AND CONDITIONS

This Value Incentive Plan (“VIP” or “Program”) Commercial Membership Agreement
(“Agreement”) sets forth the terms of your participation as a Member in the
Program. The Agreement is effective as of the date of online enrollment. This
Agreement is entered into by and between Adobe and the customer identified in
on-line enrollment to become a Member. “Adobe” shall mean either ADOBE INC., a
Delaware corporation having a place of business at 345 Park Avenue, San Jose, CA
95110-2704, if the Agreement is entered into with a Member’s organization that
is located in the United States, Canada, or Mexico, ADOBE SYSTEMS SOFTWARE
IRELAND LIMITED, a company incorporated in Ireland and having a place of
business at 4‑6 Riverwalk, Citywest Business Campus, Dublin 24, Ireland as
authorized agent of Adobe Systems Pty Ltd (ABN 72 054 247 835), if the Agreement
is entered into with a Member’s organization that is located in Australia, or
otherwise with ADOBE SYSTEMS SOFTWARE IRELAND LIMITED, a company incorporated in
Ireland and having a place of business at 4-6 Riverwalk, Citywest Business
Campus, Dublin 24, Ireland. Member shall license all software, services, and
offerings available under the Program (collectively “Product”) to be installed
and used within the United States (including United States territories and
military bases wherever located), Canada, or Mexico from Adobe U.S. Member shall
license all Products to be installed and used in Australia from Adobe Ireland,
as authorized agent of Adobe Systems Pty Ltd (ABN 72 054 247 835). Member shall
license all Products to be installed and used in all other countries and
territories from Adobe Ireland.

1. PROGRAM DESCRIPTION.

1.1 General and Program Term. The VIP Program is a flexible licensing program
designed to allow qualified and eligible customers to manage and deploy Product
licenses purchased through the Program. The VIP Program is a membership program
with license Subscription Periods as further defined in Section 3.4 of this
Agreement. Once the organization enrolls in a membership through the VIP
administration user interface and is accepted by Adobe into the Program, the
organization will be a member of the Program (“Member”) until the earliest of
when (a) Adobe terminates the Program, (b) this Agreement terminates. Member’s
participation is further subject to the terms stated in the program guide for
the Program, which may be updated from time to time and is available at
www.adobe.com/go/vip_program_guide_en (“Program Guide”). The Program Guide is
hereby incorporated into the Agreement by reference. Adobe may change the terms
of the Program at its sole discretion. If Program terms change Member may be
required to reaccept the Program terms in the Console.

1.2 Termination. Notwithstanding the foregoing, either party may terminate the
Agreement with or without cause on thirty (30) days prior written notice.
Termination of this Agreement shall not affect Member’s obligations with regard
to any Products ordered prior to the termination date, including without
limitation any subscription terms or payment obligations. In addition, Adobe may
immediately terminate this Agreement, upon written notice, for a material breach
(including but not limited to any misappropriation or infringement of Adobe’s
intellectual property rights). If this Agreement terminates, then Member’s
organization shall immediately cease use of the Products, delete the Products
from all computer systems and IT equipment on which it resides, and return to
Member’s Account Manager any media containing the Products as well as any
related materials. Account Manager means either (i) Reseller, if a transaction
is through a reseller, or (ii) Adobe representative, if a transaction is with
Adobe.

1.3 TOU. The access and use of the Products is governed by the applicable Adobe
terms of use (“TOU”) available at https://www.adobe.com/legal/terms.html. The
terms of the applicable TOUs are hereby incorporated by reference (including
without limitations terms related to governing law and venue). In the event of
inconsistency between the terms of this Agreement and the terms of the TOU, the
terms of this Agreement shall control.

1.4 Program Products. For a complete list of Products available through the
Program, Member shall contact its Account Manager or go to the Program web pages
located on Adobe.com http://www.adobe.com/howtobuy/buying-programs/vip.html. All
Products purchased through the Program are solely for use within Member’s own
organization and all re-sale, sublicensing, and other distribution is prohibited
except as set forth in Section 4.1 and/or the Program Guide, if applicable.
Certain offerings may be available for license by purchasing Consumables, as
described in the Program Guide.

1.5 Affiliates. Adobe agrees that customer's Affiliates may place orders under
this Agreement for the Products and use such Products provided hereunder.
Customer retains ultimate liability for any acts or omissions of such Affiliate.
Affiliate means, for Member, any other entity that controls, is controlled by,
or under common control with, Member. For the purposes of this Section 1.5, the
term “control” means the direct or indirect power to direct the affairs of the
other entity through at least 50% of the shares, voting rights, participation,
or economic interest in this entity.

2. PARTICIPATION.

2.1 Adobe ID and VIP ID. An Adobe ID will be required in order to enroll in the
Program. Each Member will be assigned a VIP ID which must be referenced on all
orders. Member is responsible for acts or omissions of anyone who obtains access
to and use of the Products through Member.

2.2 Console. The Program administration user interface is the “Admin Console.”
Once the terms of this agreement are accepted, the individual accepting on
behalf of the organization will be assigned as the Contract Owner. The Contract
Owner can add system administrator(s) (each an “Administrator”). The Contract
Owner and any Administrator will be provided access to the Admin Console where
they will have the ability to access the Product, manage their subscriptions,
and view their account information. The Admin Console will allow the
Administrator to invite additional users within their organization to gain
access to the Admin Console. Member authorizes any Administrator or Contract
Owner to act on Member’s behalf.

2.3 Confidentiality. Member shall treat VIP ID as confidential and not share or
disclose such information except with Member’s Account Manager.

2.4 Memberships. The terms of Exhibit B apply to Education, Government, and
Non-Profit Memberships. Member must use a separate VIP Agreement for any
Products made available and ordered for use in the People’s Republic of China.

3. ORDERING, PRICING, AND FULFILLMENT.

3.1 Ordering and Pricing. Member shall place Product orders with their Account
Manager. All fees are determined by Member’s Account Manager. Matters such as
price, delivery, and payment terms must be agreed between Member and Member’s
Account Manager. Adobe cannot guarantee any particular discount, unless Adobe is
Member’s Account Manager.

3.2 Access, Admin Console Deployment, and Fulfillment. Upon becoming a Member,
Member’s Administrator will be provided access to the available Products,
through the Admin Console. Member may add many Products from the Admin Console
and obtain immediate access to such Products. Adobe must receive an order for
any such Products within the Grace Period.

3.3 Grace Period for Products Added in Admin Console. The Grace Period is 14
days after adding such Products. If Adobe does not receive an order for such
Products within the Grace Period, then Member will no longer be allowed to add
additional Products until payment is made for all added Products. Member may
manage the number of Products deployed in the Console.

3.4 Agreement Anniversary Date, Subscription Period, and Renewals.

3.4.1 Anniversary Date. Unless otherwise communicated by Adobe, Member’s
Anniversary Date is the day twelve months after Adobe accepts Member’s initial
order (“Anniversary Date”).

3.4.2 Subscription Period. The Subscription Period means the period that a
Member may use Products and includes the initial Subscription Period and any
renewal Subscription Period. The initial Subscription Period means the period
that begins on Member’s initial order date and ends the day prior to the
Anniversary Date. With Product subscription renewal, a renewal Subscription
Period will begin on the Anniversary Date and continue until the day prior to
the next Anniversary Date. Use of subscription Products and any related services
co-terminates on the last day of the Subscription Period. Most Consumables must
be used within a single Subscription Period, and any unused Consumables will
expire on the last day of the Subscription Period. Additional information may be
found in the Program Guide.

3.4.3 Subscription Renewals. Adobe or Account Manager will use reasonable
efforts to notify Member prior to any Subscription Period end date.
Subscriptions must be renewed prior to the Anniversary Date in order to ensure
uninterrupted use of Product.

3.5 Upgrade Protection. Purchase of the subscription Product(s) includes upgrade
entitlement, meaning Member will be entitled to receive the latest generally
available version of a subscription Product purchased under the program as long
as the Product subscription is paid and active at the time Adobe makes the new
version of the Product commercially available.

3.6 Returns. Without prejudice to any rights that a Member may have under any
consumer laws in the jurisdiction that Member is located, once a Product is
installed or accessed, Member cannot return it. If Member requests a return
prior to installation, Member must return the entire order. Member must request
the return of Products purchased under the Agreement through Member’s Account
Manager. Subject to any applicable warranty rights, return requests must be made
to Member’s Account Manager within fourteen (14) days after Member’s original
Product order date. Adobe must approve all return requests before any return is
valid, as further described in the Program Guide.

3.7 Orders Direct From Adobe. If Member orders direct from Adobe, then this
section will apply. Members can add Products at any time via the Admin Console
or via an Adobe representative, but you must place an order for all Products
with an Adobe representative. Products are priced at the rates current at the
time ordered and prorated based on the days remaining in your Subscription
Period. Notwithstanding the language in 3.2, 3.3, and 4.2, if you add Products
via the Admin Console, then Adobe my invoice you directly for those products at
the then current price. Your order may be subject to credit approval. Member
will be charged the Product price, plus applicable taxes. For any ordered
Products, Member must pay in full within 30 days of the invoice date in
accordance with the invoice. Any amounts not paid when due will bear interest at
a rate which is the lesser of 1.0% per month or the maximum rate permitted by
applicable law on any overdue fees, from the date due until the date the full
amount plus interest is paid in-full.

4. VIP MARKETPLACE.

4.1. Section 4 “VIP Marketplace” will only apply to Products licensed through
VIP Marketplace. Despite language in Section 3.4.3 above, at the end of your
subscription term in VIP Marketplace, your annual subscription will
automatically renew based on Adobe’s partner price: 1- in effect on your
Anniversary Date and 2-for your qualifying discount level, unless you elect to
change or cancel at least 3 days before your Anniversary Date or Adobe
communicates otherwise. For clarity, your Account Manager will determine your
Product fees. See VIP Marketplace Program Guide for details. Member may work
with their Account Manager to adjust Product subscriptions.

4.2 VIP Marketplace Grace Period. Notwithstanding Section 3.2 and 3.3, the
Grace Period for VIP Marketplace Products is seven days after adding Products,
not 14 days. If Adobe does not receive an order for Products added through VIP
Marketplace within the Grace Period, then such Products will be removed.

5. MISCELLANEOUS.

5.1 Transfer of License. Product TOUs do not govern restrictions regarding the
transfer of Products licensed under or in connection with this Agreement. In
limited circumstances, Adobe may permit the transfer of Product licenses under
this Agreement in its sole and exclusive discretion. Such requests should be
directed to Adobe Customer Service including a description of the reason for the
proposed transfer and the contact information of the transferee. Additional
information may be found in the Program Guide. For clarity, all offerings are
licensed, not sold.

5.2 License Compliance. Member must maintain systems and/or procedures
sufficient to ensure an accurate record of the number of copies of the Products
that have been installed and/or deployed and retain records of Product
installation and/or deployment for two (2) years after the termination of the
Agreement. Adobe and/or its representatives may conduct an audit of Member’s
Product installation/deployment not more than once per year on thirty (30) days
written notice. Such audit will require Member to provide an unedited, accurate
report of all Products installed/deployed and accessed by Member and all valid
purchase documentation for all Products within thirty (30) days after request.
If the audit findings demonstrate non-conformity with the Product licenses,
Member shall purchase the necessary licenses within thirty (30) days after being
so notified. Notwithstanding the foregoing, Adobe reserves the right to conduct
an onsite audit of Member license installation and deployment after ten (10)
business days’ prior written notice during regular business hours. This Section
5.2 shall survive termination of the Agreement for a period of two (2) years.

5.3 Use of Information. Adobe may use information about Member or Affiliate,
including name and contact information, for fulfilling obligations under the
Agreement. For more information, please see the Adobe Privacy Center
(adobe.com/privacy).

5.4 Standing. The parties agree that the United Nations Convention on Contracts
for the International Sale of Goods is specifically excluded from application to
this Agreement. If Member is an entity of the United States Federal Government,
Member agrees that Adobe shall have standing and the right to assert any breach
of contract claim arising out of this Agreement under the Contracts Disputes Act
of 1978 (“Disputes Act”).

5.5 General. The parties are independent contractors, and this Agreement will
not be construed to imply that either party is the agent or venturer of the
other. Member may not assign this Agreement (by operation of law or otherwise)
without the prior written consent of Adobe and any prohibited assignment is null
and void. Adobe may, at its sole discretion, assign or novate this Agreement,
without the prior written consent of Member. This Agreement will be binding upon
and will inure to the benefit of any permitted successors or assignees. No
modification will be valid or binding unless in writing. This Agreement
(including the Program Guide, applicable TOUs, and any Exhibits or on-line
enrollment information, if applicable) represents the entire agreement between
the parties on the subject matter of this Agreement. If any provision of this
Agreement is held unenforceable, the remainder of the Agreement will continue in
full force and effect. If Member’s Account Manager is no longer an Authorized
Adobe Account Manager, then after notice to Member, Adobe may move Member’s
account under a then-current Authorized Adobe Account Manager.

This Agreement is prepared and is executed in the English language only. The
English language version shall be controlling in all respects, and any version
of this Agreement in any other language, shall not be binding and shall have no
effect. Further, each party agrees that signature by Member or Adobe on any
non-English language version, even if there is no signature(s) on the English
language version shall be deemed execution of the English language version and
binding on the parties. Without limiting the foregoing, if there is any conflict
or inconsistency between the English language version of this Agreement and any
other translated version of this Agreement, the English language version and
interpretation shall prevail. All communications or notices to be made or given
pursuant to this Agreement and any disputes arising under this Agreement shall
be conducted or resolved in the English language.

5.6 Services. The Product may integrate with a variety of services, operated
either by Adobe or by third parties, which may contain user-generated content
that may be (a) inappropriate for minors, (b) illegal in some countries; or
(c) inappropriate for viewing at work. A complete list of integrated services is
available here: www.adobe.com/go/integratedservices. If Member wants to prevent
viewing of or access to user-generated content services it may (i) disable
service access in the Creative Cloud Packager, where that functionality is made
available, or (ii) block access to the services via its network firewall.
Services are not, under any circumstances, available to users under the age of
thirteen (13). Adobe disclaims liability for all user-generated content
available via the services. Member is responsible for determining whether use of
the services complies with applicable laws in Member’s jurisdiction. Member is
not entitled to a refund and Adobe is not liable (i) if access to the services
is slowed or blocked as a result of government or service provider action, or
(ii) if Adobe reasonably deems it necessary to block access to some or all of
the services.

EXHIBIT B
EDUCATION, GOVERNMENT, AND NON-PROFIT MEMBERSHIPS

A. EDUCATION MEMBERS

For the Member who is an Education Entity (defined below), the following
additional terms apply. Adobe reserves the right to terminate Education
memberships if Member is not an Educational Entity.

1. DEFINITIONS APPLICABLE TO EDUCATION MEMBERS.

1.1 Education Entity. The following is a non-exhaustive list of qualified
educational institutions: (a) Accredited (by official accrediting entities)
public or private primary or secondary school providing full-time instruction;
(b) Accredited public or private university or college (including community,
junior, or vocational college) that grants degrees requiring not less than the
equivalent of two years of full-time study; (c) Named educational institutions,
if individually approved in writing by Adobe; (d) Hospitals that are wholly
owned and operated by an otherwise qualified educational institution, where
“wholly owned and operated” means the educational institution is sole owner of
the hospital and the only entity exercising control over day to day operations;
and (e) Higher education research laboratories that are i - a public institution
and recognized by a national or regional educational authority, ii – teach
students, and iii – can provide a copy of the bylaws that state the relationship
with the controlling university.

The following is a non-exhaustive list of entities that are not qualified
educational institutions: (a) Non-accredited schools; (b) Museums or libraries;
(c) Hospitals not wholly owned and operated by an otherwise qualified
educational institution; (d) Churches or religious organizations that are not
accredited schools; (e) Vocational training centers or schools granting
certificates for courses such as computer software training or job training that
are not accredited schools or which grant degrees requiring less than the
equivalent of two years of full-time study; (f) Military schools that do not
grant academic degrees; and (g) Research laboratories not recognized by a
national or state ministry overseeing education. For example, institutions
recognized by other government branches are not eligible.

The above lists do not apply to the countries as listed in Section 1.2
(Regional-Specific Definition) below.

1.2 Regional-Specific Definition of Education Entity.

(a) Asia Pacific Countries excluding Southeast Asia Countries as defined in
sub-paragraph (b) below. If Education Member is resident in Australia, New
Zealand, India, Sri Lanka, China mainland, Hong Kong SAR of China., Taiwan
region, the Republic of Korea, the People’s Republic of Bangladesh, the Federal
Democratic of Nepal, the Republic of the Union of Myanmar, Pakistan or Mongolia
or any country designated by Adobe from time to time, “Education Entity” shall
mean the entities that satisfy the meaning of “Qualified Educational Users”
(except for the sections entitled “Full and Part Time Faculty and Staff” and
“Students”) designated by Adobe on
https://www.adobe.com/special/avl/education/ap/index2.html (or its successor web
site thereto), as updated by Adobe from time to time.

(b) Southeast Asia Countries. If Education Member is resident in Indonesia,
Malaysia, Philippines, Singapore, Thailand and Vietnam, “Education Entity” or
“Education Institution” shall have the respective meanings designated by Adobe
on https://www.adobe.com/go/edu_entity_sea (or its successor web site thereto),
as updated by Adobe from time to time.

(c) Japan. If Education Member is resident in Japan, “Education Entity” or
“Education Institution” shall have the respective meanings designated by Adobe
on https://helpx.adobe.com/jp/x-productkb/policy-pricing/cq081918191.html (or
its successor web site thereto), as updated by Adobe from time to time.

1.3 Primary and Secondary Schools. Primary and Secondary Schools are defined in
the Program Guide. Adobe may have offers available to members that qualify as
Primary and Secondary Schools. Adobe reserves the right to terminate Primary and
Secondary School licenses and memberships if Member is not a Primary and
Secondary School as defined in the Program Guide. See VIP Education Program
Guide for additional details and
http://www.adobe.com/go/primary-secondary-institution-eligibility-guidelines.

B. GOVERNMENT MEMBERS

For the Member who is a Government Entity (defined below), the following
additional terms apply. Adobe reserves the right to terminate Government
memberships if Member is not a Government Entity.

1. DEFINITIONS APPLICABLE TO GOVERNMENT MEMBERS.

Government Entity. Participation is contingent upon Member (and each Affiliate)
being a “government entity”, which means: (a) a federal, central, or national
agency, department, commission, board, office, council, or authority (executive,
legislative, or judicial); (b) a municipality, special district, city, county,
or state governmental agency, department, commission, board, office, council,
entity, or authority, or any other agency in the executive, legislative, or
judicial branch of state or local government that is created by the constitution
or a statute of the governing state, including the district, regional, and state
administrative offices; or (c) a public agency or organization created and/or
funded by federal, state, or local governments and authorized to conduct the
business of governing or supporting citizens, businesses, or other governmental
entities. For the avoidance of doubt, the following entities are not Government
Entities: private “for profit” companies, non-profit organizations, trade or
industry associations, higher education institutions, and labor unions, even
those conducting work on behalf of or with government agencies, unless such
entity has a specific letter of authorization from a U.S Government Entity
pursuant to FAR Part 51. Member represents to Adobe that it and its Affiliates
are government entities. A list of qualified “Government Entities” for Japan is
available
at: http://www.adobe.com/jp/aboutadobe/volumelicensing/pdfs/cl5_government_license_table.pdf.

1.1 For France: a Government Entity is either an agency; a minister; a
commission, board, office, or council (national, regional, or local); a city; a
region; or any entity subject to the French Public Law and under the
administration of a government entity.

2. TERMS APPLICABLE TO GOVERNMENT MEMBERS.

2.1 Additional Restrictions. For United States Federal Government Members, it is
understood that any orders are subject to FAR 52.232-18 (Availability of Funds)
and FAR 52.232-19 (Availability of Funds for the Next Fiscal Year) and therefore
United States Federal Government Members shall not deploy any Product unless
funds are available to pay for such orders. To the extent any state or local
government entity is subject to similar requirements, such entities shall not
deploy any Product unless funds are available to pay for such orders.

2.2 Termination. This Agreement may be terminated by a Member who is a United
States federal government customer pursuant to FAR 52.249-1 (Termination for
Convenience of the Government). Adobe may change the Terms at its sole
discretion.

2.3 Federal Government Members. Notice to U.S. Federal Government End Users
(Commercial Items): The Products, provided under this Agreement are “Commercial
Item(s),” as that term is defined at 48 C.F.R. §2.101, consisting of “Commercial
Computer Software” and “Commercial Computer Software Documentation,” and
services related thereto, as such terms are used in 48 C.F.R. §12.212 or 48
C.F.R. §227.7202, as applicable. Consistent with 48 C.F.R. §12.212 or 48 C.F.R.
§227.7202-1 through §227.7202-4, as applicable, the Commercial Computer Software
and Commercial Computer Software Documentation are being licensed to U.S.
Federal Government End Users (a) only as Commercial Items and (b) with only
those rights as are granted to all other end users pursuant to the terms and
conditions of this Agreement and the TOUs. Unpublished rights are reserved under
the laws of the United States- Adobe Inc., 345 Park Avenue, San Jose, CA
95110-2704, USA.

C. NON-PROFIT MEMBERS

Additional terms applicable to Non-Profit Members are contained in the Program
Guide. Adobe reserves the right to terminate memberships, if Member is not an
eligible non-profit organization, as described on
https://helpx.adobe.com/buying-programs/non-profit.html.

ADOBE VALUE INCENTIVE PLAN TERMS AND CONDITIONS

1. PROGRAM DESCRIPTION.

2. PARTICIPATION.

2.3 Confidentiality. Member shall treat VIP ID as confidential and not share or
disclose such information except with Member’s Account Manager.

3. ORDERING, PRICING, AND FULFILLMENT.

3.4 Agreement Anniversary Date, Subscription Period, and Renewals.

3.4.1 Anniversary Date. Unless otherwise communicated by Adobe, Member’s
Anniversary Date is the day twelve months after Adobe accepts Member’s initial
order (“Anniversary Date”).

4. VIP MARKETPLACE.

5. MISCELLANEOUS.

EXHIBIT B
EDUCATION, GOVERNMENT, AND NON-PROFIT MEMBERSHIPS

A. EDUCATION MEMBERS

For the Member who is an Education Entity (defined below), the following
additional terms apply. Adobe reserves the right to terminate Education
memberships if Member is not an Educational Entity.

1. DEFINITIONS APPLICABLE TO EDUCATION MEMBERS.

The above lists do not apply to the countries as listed in Section 1.2
(Regional-Specific Definition) below.

1.2 Regional-Specific Definition of Education Entity.

B. GOVERNMENT MEMBERS

For the Member who is a Government Entity (defined below), the following
additional terms apply. Adobe reserves the right to terminate Government
memberships if Member is not a Government Entity.

1. DEFINITIONS APPLICABLE TO GOVERNMENT MEMBERS.

2. TERMS APPLICABLE TO GOVERNMENT MEMBERS.

C. NON-PROFIT MEMBERS

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