Upgrade The enclosed is NDA only and not public ready unless specifically noted within the document.

Confidential/NDA Mock ads are used for inspiration, not for external marketing use.

Why upgrade: Upgrade Value Proposition Not approved for external use Why upgrade: Upgrade Value Proposition 1. It’s free. We are offering a free upgrade to our best OS ever to qualified new and existing Windows 7, Windows 8.1, and Windows Phone 8.1 devices at NO COST!* 2. Designed for speed, compatibility, security. Windows 10 is designed to boot and resume quickly, be compatible with the software and peripherals you already use, and help protect you from malicious malware with Windows Defender and Secureboot. 3. You’ll be an expert from the start. Desktop lovers rejoice. It’s so easy to use and there is so little to learn, you will feel like an expert in Windows 10. Plus we’ll bring over your pinned applications, favorites, and an improved Start menu. It’s everything you love, only better. 4. It comes with amazing new features. Windows 10 comes with your very own personal digital assistant – Cortana, plus the world’s most advanced browser, free online storage with OneDrive, and great built-in apps like photos, maps, messaging, music, videos and more. 5. Discover hundreds of thousands of apps, movies, music, and more in the new Windows Store. Unwind with a selection of great apps from all the big names like Facebook, ESPN, and Netflix to the popular games like Halo Spartan Assault, Despicable Me: Minion Rush, and exclusives like Age of Empires: Castle Siege. Kick back to the latest digital content; enjoy Movies and TV shows in full HD, along with 47 million music tracks to stream and download.** 6. We got your back. We’ve done lots of testing to help make your transition to Windows 10 easy. Your documents, files, and pictures will be waiting for you. Plus, we’re even including Answer Desk to help you get up and running, or help you fix any issues in case you encounter one. Note: not final messaging. See next slide for approved 1/21 messaging which must be accompanied by a disclaimer. *Requires disclaimer on accompanying slide. **Availability varies by market. Microsoft Confidential I Windows 10 I Upgrade I January

Upgrade messaging Facts Topline offer message External-ready copy Devices in scope: Windows 7 SP1 Windows 8.1 Update Windows Phone 8.1 Other items disclosed: One year free upgrade offer Free upgrade is delivered via Windows Update Enterprise Edition and Windows RT are excluded Active SA customers may upgrade as part of their SA benefit Devices must be compatible Topline offer message Headline: Free Upgrade Offer Sub copy: Great news! We will offer a free upgrade to Windows 10 for qualified new or existing Windows 7, Windows 8.1 and Windows Phone 8.1 devices that upgrade in the first year!* Sign up with your email today, and we will send you more information about Windows 10 and the upgrade offer in the coming months. Offer Disclaimer *It is our intent that most of these devices will qualify, but some hardware/software requirements apply and feature availability may vary by device. Devices must be connected to the internet and have Windows Update enabled. ISP fees may apply. Windows 7 SP1 and Windows 8.1 Update required. Some editions are excluded: Windows 7 Enterprise, Windows 8/8.1 Enterprise, and Windows RT/RT 8.1. Active Software Assurance customers in volume licensing have the benefit to upgrade to Windows 10 Enterprise outside of this offer. We will be sharing more information and additional offer terms in coming months. Microsoft Confidential I Windows 10 I Upgrade I January

Partner upgrade messaging guidance for January Technical Preview External-ready copy Partner upgrade messaging guidance for January Technical Preview Reactive Statement For Retail Partners Microsoft said it was their intention that most PCs and tablets running Windows 8.1 will work on Windows 10. Windows 10 is being designed to be compatible with most Windows 7 SP1, Windows 8.1 Update, and Windows Phone 8.1 devices. Check with OEMs on specific devices. Reactive Statements For OEM Partners We’re working closely with Microsoft on X-product and planning to deliver a great experience with Windows 10. X-product is being designed to take advantage of the new features of Windows 10 for a great user experience. We’re doing work now for the x-product you already have to make sure it will run Windows 10. [OEMs may provide a stronger statement at their option, based on their own testing and legal counsel.] Microsoft Confidential I Windows 10 I Upgrade I January

Business upgrade materials for January Technical Preview Microsoft Internal Only Business upgrade materials for January Technical Preview Facts Devices in scope: Windows 7 SP1 Windows 8.1 Update Windows Phone 8.1 Other items disclosed: One year free upgrade offer Free upgrade is delivered via Windows Update Enterprise Edition and Windows RT are excluded Active SA customers may upgrade as part of their SA benefit Devices must be compatible What does the upgrade announcement mean for business customers? We believe that Windows 10 will be our best enterprise platform ever. And we’re excited that the upgrade will be delivered for free via Windows Update to qualified devices. For enterprises, we will continue to deliver exclusive value and offer extensive flexibility in how Windows 10 is deployed and managed as Windows evolves to become a service. For companies that require these enterprise-grade capabilities, Windows Software Assurance (SA) will continue to offer the best and most comprehensive benefits.   What does the upgrade announcement mean for small business? We believe that businesses and organizations of all sizes will love Windows 10. As mentioned, organizations connected to Windows Update will receive the free upgrade on qualified devices – given all qualified devices connected to Windows Update will receive it. List of Internal Field Facing Resources: To Customer Deck Frequently Asked Questions Microsoft Confidential I Windows 10 I Upgrade I January

FAQs Q&A will be provided by the field comms team as part of the 1/21 BOM. Microsoft Confidential I Windows 10 I Upgrade I January