2015-145-E Sheriff - Lexipol - Agreement for Use of Subscription Material

Browse Search

DocuSign Envelope ID: 19C3DB51-1450-4C96-9F45-10FC8B9357D2 VIII. INDEMNIFICATION In developing the Subscription Materials, Lexipol has made a good faith effort to comply with all applicable statutes, case law and industry standards in effect at the time such Subscription Materials are provided to Agency. While Lexipol has made such a good faith effort, Agency acknowledges and agrees that Lexipol will have no liability to Agency or any other person or entity arising from or related to the Subscription Materials, or any act or omission by Agency or its personnel pursuant to, or in reliance on, any of the Subscription Materials. IX. COPYRIGHT Agency acknowledges and agrees that the Subscription Material is a proprietary product of Lexipol, protected under U.S. copyright. Agency is hereby given the right to prepare Derivate Works; provided, however, that Agency acknowledges and agrees that Lexipol will be the sole owner of all right, title and interest in and to all Derivative Works prepared by or for Agency, including all copyrights pertaining thereto, and Agency hereby assigns and transfers to Lexipol all right, title and interest in and to all Derivative Works prepared by or for Agency, including all copyrights pertaining thereto. Agency will not remove from any copies of the Subscription Material provided by Lexipol to Agency any copyright notice or other proprietary notice of Lexipol appearing thereon, and shall include such copyright and other notices at the appropriate place on each copy of the Subscription Material and each copy of any Derivative Work made by Agency that is published or displayed by any means or in any medium. X. DISCLAIMER OF WARRANTIES The Lexipol services and all Subscription Material is provided "as is" without warranties, express or implied, or representations of any kind whatsoever. Lexipol makes no express or implied warranties of merchantability, fitness for a particular use, non-infringement of proprietary rights, enjoyment of the Subscription Material or services, system integration, or accuracy of the information. To the fullest extent permitted by law, Lexipol disclaims any warranties for the security, reliability, timeliness, and performance of the Subscription Material and the services. The entire risk as to satisfactory quality, performance, accuracy and effort is with Agency. Some jurisdictions do not allow the disclaimer of implied warranties. In such jurisdictions, the foregoing disclaimers may not apply to Agency insofar as they relate to implied warranties. XI. NON-WAIVER AND SEVERABILITY Either party's failure to exercise any right or provision of this Agreement shall not constitute a waiver of such right or provision. If a court of competent jurisdiction holds any provision of this Agreement to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and agree that the other provisions of this Agreement remain in full force and effect. XII. POLICY ADOPTION Agency hereby acknowledges and agrees that any and all policies included in the Subscription Material provided by Lexipol have been individually reviewed, customized and adopted by Agency for use by Agency. Agency further acknowledges and agrees that neither Lexipol nor any of its agents, employees or representatives shall be considered "policy makers" in any legal or other sense, and that the chief executive of Agency will, for all purposes, be considered the "policy maker" with regard to each and every such policy. Copyright 2014©Leiapol,LLC 1995-2014 4 V08.06.14