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2011-191 EMS - CenturyLink Sales Solutions, Inc. for E911 Phone Records and Maintenance
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2011-191 EMS - CenturyLink Sales Solutions, Inc. for E911 Phone Records and Maintenance
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1/11/2012 10:05:26 AM
Creation date
7/8/2011 9:11:46 AM
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BOCC
Date
7/8/2011
Meeting Type
Work Session
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Agreement
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Manager Signed
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6. ORDERS. <br />6.1 Application. The terms and conditions in any Orders will have no force or effect other than to <br />denote quantity and description of Products or Services, delivery destinations, delivery dates, <br />Customer billing addresses, installation addresses, the Agreement under which the Order is issued, <br />and any other information required by CenturyLink. Orders are binding only upon acceptance in <br />writing by CenturyLink. CenturyLink will notify Customer of rejected Orders. Customer may <br />cancel an Order at any time before CenturyLink initiates delivery of Products and Services listed <br />in the Order or otherwise begins performance, but Customer must pay CenturyLink's costs <br />resulting from Customer's cancellation, including costs specifically described in the applicable <br />Schedule or Product and Service-specific Annexes. <br />6.2 Cancellation. CenturyLink will notify Customer of rejected Orders. Customer may cancel an <br />Order at any time before CenturyLink delivers the Products and Services listed in the Order or <br />begins its performance, but Customer must pay any actual costs CenturyLink incurs due to <br />Customer's cancellation in addition to any amounts described in the applicable Product and <br />Service-specific Annexes. <br />7. WARRANTIES. EXCEPT AS, AND ONLY TO THE EXTENT EXPRESSLY PROVIDED IN THE <br />AGE, PRODUCTS AND SERVICES ARE PROVIDED "AS IS." CENTURYLINK <br />DISCLAIMS ALL EXPRESS OR I1vIPLIED WARRANTIES, INCLUDING ALL WARRANTIES OF <br />MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, INFRINGEMENT, AND <br />WARRANTIES RELATED TO EQUIPMENT, MATERIAL, SERVICES OR SOFTWARE. <br />8. EQUIPMENT AND SOFTWARE; CENTURYLINK-PROVIDED NETWORK MANAGEMENT. <br />8.1 Equipment or Software Not Provided by CenturyLink. Customer is responsible for any items <br />not provided by CenturyLink, including installation, operation, and maintenance of such <br />equipment or softwaze and any equipment or software that impairs Product or Service quality or <br />availability. Upon notice from CenturyLink of such impairment, Customer will promptly cure the <br />problem. Customer will continue to pay CenturyLink for Products and Services during such <br />impairment or related suspension. If the impairment interferes with the use of the CenturyLink- <br />provided network by CenturyLink or third parties, CenturyLink, in its reasonable discretion, may <br />suspend or disconnect the affected Products and Services without advance notice to Customer, <br />although CenturyLink will provide advance notice where practical. Customer will not rearrange, <br />disconnect, remove, or attempt to repair any CenturyLink-provided items. At Customer's request, <br />CenturyLink will troubleshoot the impairment at CenturyLink's then-current time and materials <br />rates. CenturyLink is not liable if a commercially reasonable change in Products or Services <br />causes equipment or software not provided by CenturyLink to become obsolete, require alteration, <br />or perform at lower levels. <br />8.2 Calls via Customer's Equipment or Software. Customer is responsible for all charges, including <br />any third-party charges, incurred for all types of calls, authorized or unauthorized, placed by or <br />through Customer's equipment or software via any remote access feature, transferring capability, <br />or call .forwarding, even when such calls are placed fraudulently. Customer's responsibility for <br />these chazges applies in all instances, including if Customer purchased or leased such equipment <br />or software by or through CenturyLink or purchased CenturyLink-provided maintenance for its <br />equipment or software. To reduce Customer's exposure, Customer may install its own blocking <br />techniques to stop such capabilities and calls. CenturyLink will neither install nor assist in the <br />.installation of such blocking techniques, and has no obligation to block these capabilities or <br />liability if such calls are placed, including no liability for chazges that Customer may incur. <br />8.3 Software License. <br />A. Licensing Requirements. Where software is provided with a Product or Service, <br />Customer is granted anon-exclusive and non-transferable license or sublicense to use the <br />#280902x.10 Page 4 of 11 Rev. 11.5.10 <br />
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