2021-678-E-IT Dept-RecTrac-Parks & Rec software maintenance

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DocuSign Envelope ID: E67DC299-98E1-4682-B281-3085AC9FC5B4 VERMONT SYSTEMS trademarks,service marks and other intellectual the federal Family Educational Rights and Privacy property. Act("FERPA"),or similar state laws.We will not disclose,copy,or modify any Educational 16.CONFIDENTIALITY.Aparty(the"Receiving Information without your prior written consent,or Party")shall not disclose the disclosing party's(the unless otherwise required by law.We will notify "Disclosing Party")Confidential Information to any you if we become aware of a possible unauthorized person or entity,except to the Receiving Party's disclosure or use of Educational Information. employees who have a need to know the Confidential Information for the Receiving Party to 18. LIMITED WARRANTIES.We represent and exercise its rights or perform its obligations under warrant that(a)we own the appropriate rights to the Agreement. Notwithstanding the foregoing, license and/or sublicense our Services(including each party may disclose Confidential Information the Software); (b)the Services(including the to the limited extent required (a) in order to Software)will conform with any then-available comply with the order of a court or other published specifications; (c)to the best of our governmental body,or as otherwise necessary to knowledge,our Software is free of any viruses, comply with applicable law, provided that the Trojan horses, malware,spyware, ransomware or party making the disclosure pursuant to the order other harmful code;and (d)that there have been shall first have given written notice to the other no violations of copyrights or patent rights in party and made a reasonable effort to obtain a connection with the Services(including the protective order; (b)to establish a party's rights Software)offered.We do not warrant that the under this Agreement, including to make required Services(including the Software)will be entirely court filings;or(c) in order to comply with NCGS free from defect or error. EXCEPT AS SPECIFICALLY Chapter 132 Public Records law, provided that the STATED HEREIN,THE SERVICES(INCLUDING THE party making the disclosure pursuant to the law SOFTWARE)ARE BEING PROVIDED ON AN "AS IS" shall first make reasonable efforts to have given BASIS,WITHOUT WARRANTY OF ANY KIND. EACH written notice to the other party to enable the PARTY HEREBY EXPRESSLY DISCLAIMS ALL OTHER other party reasonable time to obtain a protective WARRANTIES,WHETHER EXPRESS OR IMPLIED. No order. Each Party's obligations of non-disclosure advice or information,whether written or oral, with regard to Confidential Information are obtained from us,or any member of our Team,will effective as of the Effective Date and will expire create any warranty not expressly made. If you are one year after the termination of the Agreement; a California resident,you waive California Civil provided, however,with respect to any Code§ 1542,which says: "A general release does Confidential Information that constitutes a trade not extend to claims which the creditor does not secret(as determined under applicable law),such know or suspect to exist in his favor at the time of obligations of non-disclosure will survive the executing the release,which if known by him must termination or expiration of the Agreement for as have materially affected his settlement with the long as such Confidential Information remains debtor." subject to trade secret protection under applicable 19. LIMITATIONS OF LIABILITY.The following law. limitations of liability are applicable to the extent 17. PROTECTION OF EDUCATIONAL allowable under North Carolina Law: INFORMATION.We understand and acknowledge that in the performance of our Services,we may 19.1 EXCLUSIVE REMEDY.TO THE EXTENT have access to private and confidential information ALLOWABLE UNDER NORTH CAROLINA LAW, YOUR EXCLUSIVE REMEDY FOR ANY FAILURE OF regarding students, parents,guardians,faculty, OUR OBLIGATIONS UNDER THE AGREEMENT donors, employees,staff,alumni (collectively, "Educational Information")that may be covered by SHALL BE YOUR RIGHT TO TERMINATE THE 9 File:VS Terms of Service 04DEC2020-V01 ©RecTrac, LLC All rights reserved. Last Revision:9/29/2021