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<br />
<br />e. Ownership of Data
<br />
<br />All data relating to the performance and condition of Customer
<br />building systems that Brady collects in connection with the
<br />Brady’s data monitoring and smart building analytics shall be
<br />owned by Customer, provided that Customer grants to Brady
<br />the irrevocable, perpetual, nonexclusive, worldwide, royalty-
<br />free right and license to use, reproduce, display, distribute
<br />internally or externally and prepare derivative works based
<br />upon any such data Brady collects from Customer. Brady shall
<br />not use or publish such data in any way that identifies
<br />Customer as the source of that data without Customer's prior
<br />written consent. The data Brady collects from Customer will
<br />not include any personal or individual information.
<br />
<br />f. Data Retention
<br />
<br />Upon Customer's written request, Brady will endeavor to
<br />provide an electronic copy of data collected from Customer
<br />through data monitoring, subject to availability. Brady will use
<br />commercially reasonable efforts to store Customer's data
<br />obtained through data monitoring for up to 2 years. There is no
<br />guarantee as to the availability of the data.
<br />
<br />g. Communications- Analog Modem Facilities
<br />
<br />Customer authorizes Brady to utilize Customer's telephone
<br />line to provide data monitoring and smart building analytics
<br />and acknowledges that, unless an exclusive telephone line
<br />has been provided for performance of the services, the
<br />telephone line may be unavailable for Customer’s use for
<br />extended periods of time while data is being collected from
<br />Customer’s building systems and equipment. Brady is not
<br />responsible for any adverse impact to Customer's
<br />communications infrastructure, including but not limited to
<br />computers, BAS hardware or peripheral hardware. Customer
<br />understands that Brady will not be able to collect data when
<br />the telephone line or other transmission mode is not operating
<br />or has been cut, interfered with or is otherwise damaged or if
<br />Brady is unable to acquire, transmit or maintain a connection
<br />over Customer's telephone service.
<br />
<br />h. Communications- Ethernet
<br />
<br />Customer authorizes Brady to utilize Customer’s network
<br />infrastructure to provide the contracted services and
<br />acknowledges that Brady is not responsible for any adverse
<br />impact to Customer’s communications infrastructure.
<br />Customer understands that Brady will not be able to collect
<br />data when network issues do not allow for successful
<br />communications between Brady data collection devices and
<br />the data sources. Interruption of external Internet
<br />communications of longer than 24 hours may result in loss of
<br />data and degradation of service levels. Interruption of
<br />communications can be classified as failure of transmitting or
<br />receiving packet transmissions, interfered- with or is otherwise
<br />damaged or if Brady is unable to acquire, transmit or maintain
<br />a connection over network or the internet for any reason
<br />including network or ISP outage or other network/ISP
<br />problems such as congestion or downtime, routing problems,
<br />or instability of signal quality.
<br />
<br />i. Logging and Data Mining
<br />
<br />Customer grants Brady the unrestricted right, but not the
<br />obligation, to log web addresses and/or mine other information
<br />and/or data relating to services and information accessed or
<br />requested (a) to provide better support, services and/or
<br />products to users of Brady products and services, (b) to verify
<br />compliance with the terms of the Agreement, (c) for use by
<br />Brady for statistical or other analysis of the collective
<br />characteristics and behavior of users or equipment, (d) to
<br />backup user and other data or information and/or provide
<br />remote support and/or restoration, (e) to provide or undertake:
<br />engineering analysis; failure analysis; warranty analysis;
<br />energy analysis; predictive analysis; service analysis; product
<br />usage analysis; and/or other desirable analyses, including
<br />histories or trending of any of the foregoing, and (f) to
<br />otherwise understand and respond to the needs of the users of
<br />Brady products and services.
<br />
<br />Any data logging, mining or other activities performed by
<br />Brady is intended solely for Brady’s own non-critical and non-
<br />emergency business purposes, and not for emergency alert,
<br />emergency response or any other purpose. Brady shall have
<br />no obligation to detect, monitor for, respond to, or alert
<br />authorities of any emergency. In case of an emergency,
<br />Customer is solely responsible to contact local emergency
<br />responders (such as the fire department, paramedics, or police
<br />department).
<br />
<br />j. Anti-Virus Prevention:
<br />
<br />Brady maintains antivirus checking software on the network
<br />and has a strict policy on checking all software loaded onto
<br />Brady’s environment. However, due to the nature of computer
<br />viruses, Brady is not able to guarantee that provision of data
<br />monitoring and smart building analytics will be virus free. It is
<br />Customer's responsibility to ensure that adequate security and
<br />antivirus software is installed on the Customer’s environment.
<br />
<br />k. Disaster Recovery
<br />
<br />In the event that Brady experiences a significant problem with
<br />data monitoring or smart building analytics that results in or is
<br />expected to result in the loss of service for in excess of 5
<br />working days, Brady may transfer the data monitoring service
<br />and smart building analytics to an alternative hosting
<br />environment. In the event that Brady transfers the service to
<br />an alternative hosting environment, Customer acknowledges
<br />that the following may occur: There may be a loss of data
<br />imported to Brady after the last database backup was taken;
<br />data monitoring and smart building analytics may be provided
<br />by a different IP address; the IP address registered against the
<br />domain name may be changed.
<br />
<br />l. Privacy
<br />
<br />Brady will make commercially reasonable efforts to ensure that
<br />data and other parameters are not visible or accessed by other
<br />customers. Customer acknowledges that the very nature of
<br />communication via the internet restricts Brady from offering
<br />any guarantee to the privacy or confidentiality of information
<br />relating to Customer passing over the internet. In gaining
<br />access via the internet, Customer also acknowledges and
<br />accepts that electronic communication may not be free from
<br />interference by unauthorized persons and may not remain
<br />confidential. Customer therefore accepts that access and
<br />storage of data is at its own risk. Customer shall immediately
<br />report any breach in privacy to Brady.
<br />
<br />m. Intellectual Property
<br />
<br />Brady retains and reserves all rights, title and interest in and to
<br />its intellectual property, including without limitation all Brady
<br />software, algorithms, materials, formats, interfaces and
<br />proprietary information and technology, and all other Brady
<br />products, data monitoring and smart building analytics, and
<br />including all copyright, trade secret, patent, trademark and
<br />other intellectual property rights related to the foregoing. No
<br />rights are granted to the Customer hereunder with respect to
<br />the data monitoring subscription or otherwise, other than as
<br />expressly set forth herein.
<br />
<br />Docusign Envelope ID: 3B01E8C5-43A2-424D-967C-3C14D0C78675
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