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Revised 07/20 <br />3 <br /> <br /> <br />b. Licensing. Provider products and services are purchased by County as subscriptions. <br />Provider hereby grants and County hereby accepts, solely for its internal use, a <br />worldwide, revocable, non-exclusive, non-transferrable right to use the Provider <br />products and services during the term of this Agreement. Provider reserves all right, <br />title and interest in the Provider products and services, the documentation and resulting <br />product including all related intellectual property rights. No implied licenses are granted <br />to County. The Provider name, logo, and the product names are trademarks of Provider, <br />and no right or license is granted to use them. County assigns to Provider any <br />suggestion, enhancement, request, recommendation, correction or other feedback <br />provided by County relating to the use of the Provider products and services. County <br />shall not: (i) Misuse any Provider resources or cause any disruption, including but not <br />limited to, the display of adult content, advertisements, solicitations, or mass mailings <br />to individuals who have not agreed to be contacted; (ii) Use any process, program, or <br />tool for gaining unauthorized access to the systems, networks, or accounts of other <br />parties, including but not limited to, other Provider clients; (iii) Use the Provider <br />Products and Services in a manner in which system or network resources are <br />unreasonably denied to other Provider clients; (iv) Use the products and services as a <br />door or signpost to another server; (v) Access or use any portion of Provider products <br />and services except as expressly allowed by this agreement; (vi) Disassemble, <br />decompile, or otherwise reverse engineer all or any portion of the Provider products and <br />services; (vii) Use the Provider products and services for any unlawful purposes; (viii) <br />Export or allow access to the Provider products and services in violation of U.S. laws <br />or regulations; (ix) subcontract, disclose, rent, or lease the Provider products and <br />services, or any portion thereof, for third party use; or (x) Modify, adapt, or use the <br />Provider products and services to develop any software application intended for resale <br />which uses the Provider products and services in whole or in part. <br /> <br />4. Duration of Services <br /> <br />a. Term. The term of this Agreement shall be from 8/1/2021 to 7/31/2022. <br /> <br />b. Scheduling of Services. <br />i) The Provider shall schedule and perform its activities in a timely manner. <br /> <br />ii) The Commencement Date for the Provider's Basic Services shall be 8/1/2021. <br /> <br />5. Compensation <br /> <br />a. Compensation for Basic Services. Compensation for Basic Services shall include all <br />compensation due the Provider from the County for all services satisfactorily (as <br />determined by the County) performed pursuant to this Agreement. The maximum <br />amount payable for Basic Services shall not exceed Thirty-Six Thousand Four Hundred <br />Twenty-Four Dollars and Seventy-Four Cents ($36,424.74). Payment for satisfactorily <br />performed Basic Services shall become due and payable within thirty (30) days of <br />Provider properly invoicing County. Payment shall be subject to provisions of Section <br />5(b). <br />DocuSign Envelope ID: 3E449D1B-F914-4359-8659-2A169DFA08FADocuSign Envelope ID: D14FB770-D6FF-4670-8FA6-82E3D2314360