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<br /> <br />1 of 11 <br />© 2022 Priority Dispatch Corp., SLC, UT, USA. All Rights Reserved. U.S. Patents:5857966; 5989187; 6004266; 6010451; 6053864; 6076065; 6078894; 6106459; 6607481; 7106835; 7428301; 7436937; 7645234; 8066638; 8103523; 8294570; 8335298; 8355483; 8396191; <br />8417533; 8488748; 8494868; 8971501; 8712020; 8670526; 8873719; 9491605; 9516166 (other patents pending) <br />PRIORITY DISPATCH SYSTEM (“PDS”) <br />End-User License Agreement (EULA) <br /> <br />Electronic-Acceptance Software License & Service Agreement <br /> <br /> <br />PLEASE READ CAREFULLY THE ACCOMPANYING TERMS AND <br />CONDITIONS OF THIS LICENSE & SERVICE AGREEMENT <br />BEFORE PROCEEDING TO INSTALL THE SOFTWARE <br />OR USE THE SERVICES PROVIDED WITH AND SUBJECT TO THIS AGREEMENT. <br /> <br /> <br />INSTALLING OR USING ANY OF THE SOFTWARE OR SERVICES <br />CONSTITUTES YOUR ACCEPTANCE OF THESE TERMS AND CONDITIONS. <br /> <br />IF YOU DO NOT AGREE TO ACCEPT THEM, YOU MAY <br />RETURN THE SOFTWARE AND ACCOMPANYING DOCUMENTATION OR <br />CEASE USING THE SERVICES WITHIN 10 DAYS AFTER YOUR RECEIPT THEREOF, <br />FOR A REFUND OF ANY NEW FEES YOU HAVE PAID FOR <br />THIS PARTICULAR UPDATE, UPGRADE AND/OR NEW LICENSE <br /> <br /> <br /> <br />ELECTRONIC-ACCEPTANCE: <br />The person accepting this Agreement for the Client represents <br />(1) that they are duly authorized to do so for and on behalf of the Client; and <br />(2) that the Client understands and agrees to be bound by the terms and conditions of this Agreement. <br /> <br /> <br />1. Software means the Priority Dispatch System (“PDS”) software, content, and manual flip cards that you receive from PDC in <br />connection with this Agreement and as further identified in Customer’s invoice or quote from PDC, regardless of the medium on which <br />it is stored. Documentation means any and all manuals, instructions and other documents and materials that PDC provides or makes <br />available to Customer in any form or medium in relation to the Software. Whenever the context reasonably permits, any reference in this <br />Agreement to “Software” shall also apply to the PDS and to the Documentation, which together comprise the Licensed Product. Except <br />as provided below, in the section entitled “Limited Software Warranty,” any Updates to the Software received by you from PDC shall be <br />included in this definition of Software and covered by this Agreement. User rights to the Software are obtained only from PDC, by <br />license agreement with PDC. <br />2. A PDC Product. The Software (including its content) and any and all copies thereof and derivatives therefrom are owned by PDC or <br />its Licensor(s) (altogether “PDC”). You acknowledge that PDC owns the copyrights, patent rights, trade secrets, trademarks and other <br />intellectual property rights in and to the Software. License fees purchase only the limited License provided in this Agreement. You <br />agree not to infringe upon any of these exclusive intellectual property rights of PDC and that you will not attempt to record or register <br />any of them for any party. Copies of the Software are loaned to you by PDC for the duration of the License only, and only for the <br />purpose of enabling you to exercise your License rights (see also, section entitled “Termination”). <br />3. Stations, Licensed Stations, Number of Licensed Stations. “Stations” are computers, terminals, nodes, computer aided dispatch <br />stations, or workstations in your possession and/or control. “Licensed Stations” are your Stations that have access to the Software and for <br />which you have paid the applicable License Fee to PDC for this License to use the Software. The “Number of Licensed Stations” is <br />specified in your License Fee invoice or quote from PDC. You may not use the Software in connection with any Stations (or any other <br />computers, terminals, nodes or workstations) other than the Licensed Stations, and the number of Stations using or having access to the <br />Software shall at no time exceed the Number of Licensed Stations. “Training Stations” are Stations that have access to the Software but <br />are dedicated to the purpose of training personnel on the use of computerized functions in the call-center and may not be used to take <br />real or live calls. “Backup Stations” are Stations that have access to the Software but have been designated as backup stations for <br />emergency contingency use only. Backup Stations are separate and independent from the Licensed Stations and shall not run concurrent <br />functions with the Licensed Stations. Backup Stations are only licensed to be used in circumstances when the Licensed Stations are <br />rendered inoperable. <br />4. License of Software. PDC grants to Customer a nonexclusive, non-transferable limited license (the “License”) to use the Software on <br />the Number of Licensed Stations. This License also authorizes you to use the Documentation, but only in connection with your licensed <br />DocuSign Envelope ID: 81CC6DDE-9DF1-4223-9E3B-9E3A97F4F5FB