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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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software, including any related documentation, solely to enable Customer to use the <br />Products and Services in accordance with the applicable licensing requirements. Software <br />licensing tenors .and conditions, including end-user licensing agreements and terms and <br />conditions from CenturyLink's vendors, may be provided to Customer through click or <br />shrink-wrap agreements. CenturyLink may suspend, block or terminate Customer's use <br />of any software if Customer fails to comply with any applicable licensing requirement. <br />B. Prohibitions. Customer is not granted any rights to use any software on behalf of third <br />parties or related to time share or service bureau activities. No rights are granted to source <br />code, and Customer will not reverse engineer, decompile, modify, enhance; copy, prepare <br />derivative works, or reproduce any software. <br />8.4 Title to Software or Equipment. CenturyLink (or CenturyLink vendors, if applicable) retain title <br />and property rights to CenturyLink-provided software and equipment (excluding Products sold to <br />Customer under the Agreement), including copies, and any related patents, copyrights, trademazks, <br />or IP addresses assigned to Customer. Upon termination or expiration of the Agreement or an <br />applicable Order, Customer will surrender and immediately return the CenturyLink-provided <br />equipment and software, including all copies, to CenturyLink or will provide CenturyLink access <br />to reclaim such equipment and software. <br />8S Network Management. CenturyLink reserves the right to perform preventative maintenance and <br />software upgrades to the CenturyLink-provided network at its sole discretion on a scheduled or as- <br />needed basis. CenturyLink may charge Customer where additional technical limitations or <br />CenturyLink must construct network facilities to provide Services to Customer. If softwaze or <br />equipment not provided by CenturyLink is connected to CenturyLink-provided network facilities, <br />CenturyLink's obligations relate only to the Services under the Agreement. <br />9. USE OF NAME, SERVICE MARKS, TRADF.MARK~. Neither party will use the name, service mazks, <br />trademarks, or carrier identification code of the other party or any of its Affiliates for any purpose without <br />the other party's prior written consent. <br />10. CUSTOMER RESPONSIBILITIES. <br />10.1 Installation. Customer will reasonably cooperate with CenturyLink or its agents to install the <br />Products and Services. Customer is responsible for damage to CenturyLink-owned Products and <br />Services located on Customer premises, excluding reasonable wear and teaz or damage caused by <br />CenturyLink. CenturyLink may refuse to install Products and Services or may discontinue and <br />disconnect Products and Services without notice, if any condition on Customer's premises is <br />unsafe or likely to cause injury to any person using Products and Services. Additional Customer <br />responsibilities relating to a particular Product or Service may be defined in the applicable <br />Schedules or Product and Service-specific Annexes. <br />10.2 Use of Products and Services. <br />A. Acceptable Use Policy. If Customer purchases Products or Services that connect to the <br />Internet, Customer must conform to the CenturyLink acceptable use policy posted to: <br />http://www.centurylink.com/Pases/AboutUs/Leeal, as reasonably amended from time to <br />time. <br />B. Abuse and Fraud. Customer will not use Products or Services: (1) for fraudulent, <br />abusive, unlawful or destructive purposes, including unauthorized or attempted <br />unauthorized access to, or alteration, abuse or destruction of, information; or (2) in any <br />manner that causes interference with CenturyLink's or another's use of the CenturyLink- <br />provided network. Customer will cooperate promptly with CenturyLink to prevent third <br />parties from gaining unauthorized access to the Products and Services via Customer's <br />facilities. <br />#280902v.10 Page 5 of 11 Rev. 115.10 <br />
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