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Docusign Envelope ID:4F71IA08-6576-4765-B50B-29AAF403F8AD
<br /> TM PU�YerDMS
<br /> NEOGOV
<br /> Digital Management Software
<br /> A wEoaov e"W"
<br /> c) Im lei.For Services requiring implementation,NEOGOV implementation supplements the Training Materials
<br /> and is conducted off-site unless otherwise agreed in the Order Form. For an additional fee as detailed on an applicable
<br /> Order Form,NEOGOV personnel will provide consultation on best practices for setting up the Services,answer Customer
<br /> questions during the implementation period,and use commercially reasonable efforts to ensure Authorized User Admins
<br /> grasp the system. The length of the implementation time is dependent on the type of Service and the Customer's
<br /> responsiveness.NEOGOV is not responsible or liable for any delay or failure to perform implementation caused in whole
<br /> or in part by Customer's delay in performing its obligations hereunder and, in the event of any such delay,NEOGOV
<br /> may,in its sole discretion,extend all performance dates as NEOGOV deems reasonably necessary.
<br /> d) Stu port.Phone support for the Services is available to Customer Monday through Friday,excluding NEOGOV holidays.
<br /> Customer may submit a request for online support for the Services 24 hours a day,seven days a week,and the NEOGOV
<br /> support desk will acknowledge receipt of the request within a reasonable time.The length of time for a resolution of any
<br /> problem is dependent on the type of case.
<br /> c} Limitations.Unless otherwise specified in the Order Form,this Agreement does not obligate NEOGOV to render any
<br /> maintenance or support services that are not expressly provided herein,including,but not limited to data uploads,manual
<br /> data entry, migration services, data conversion, refinement, purification, reformatting, SQL dump, or process
<br /> consultation.
<br /> 9. NEOGOV Intellectual Property Rights.
<br /> a) NEOGOV shall exclusively own all right, title and interest in and to all pre-existing and future intellectual property
<br /> developed or delivered by NEOGOV including all Services,products,systems,software(including any source code or
<br /> object code)or Service Specifications related thereto,Updates or Upgrades,trademarks,service marks,logos and other
<br /> distinctive brand features of NEOGOV and all proprietary rights embodied therein (collectively, the "NEOGOV
<br /> Intellectual Property"), This Agreement does not convey or transfer title or ownership of the NEOGOV Intellectual
<br /> Property to Customer or any of its users. All rights not expressly granted herein are reserved by NEOGOV.Other than
<br /> recommendation use or as required by law,all use of NEOGOV trademarks must be pre-approved by NEOGOV prior to
<br /> use. Trademarks shall include any word, name, symbol, color,designation or device,or any combination thereof that
<br /> functions as a source identifier, including any trademark,trade dress, service mark, trade name, logo, design mark, or
<br /> domain name,whether or not registered.
<br /> b) Customer may, but is not obligated to, provide NEOGOV with suggestions, ideas, enhancement requests, or other
<br /> feedback("Feedback"). If Customer provides any such Feedback to NEOGOV, Customer hereby grants NEOGOV a
<br /> nonexclusive,perpetual, irrevocable,royalty-free license to use all Feedback for any purpose.Feedback is provided to
<br /> NEOGOV on an"as-is"basis without warranties of any kind.
<br /> 10. Data Processing and Privacy.
<br /> a) Customer Data. "Customer Data" shall mean all data that is owned or developed by Customer, whether provided to
<br /> NEOGOV by Customer or provided by a third party to NEOGOV in connection with NEOGOV's provision of Services
<br /> to Customer,including Personnel data collected,loaded into,or located in Customer data files maintained by NEOGOV.
<br /> NEOGOV Intellectual Property, including but not limited to the Services and all derivative works thereof, NEOGOV
<br /> Confidential Information, and Platform Data do not fall within the meaning of the term"Customer Data". Customer
<br /> exclusively owns all right,title,and interest in and to all Customer Data.Customer grants NEOGOV a license to host,
<br /> use, process, display, create non-personal derivative works of, and transmit Customer Data to provide the Services.
<br /> NEOGOV reserves the right to delete or disable Customer Data stored,transmitted or published by Customer using the
<br /> Services upon receipt of a bona fide notification that such content infringes upon the intellectual roperty rights of others,
<br /> or if NEOGOV otherwise reasonably believes any such content is in violation of this Agreement.
<br /> b) Platform Data. "Platform Data"shall mean any anonymized data reflecting the access to or use of the Services by or on
<br /> behalf of Customer or any user,including statistical or other analysis and performance information related to the provision
<br /> and operation of the Services including any end user visit,session,impression,clickthrough or click stream data,as well
<br /> as log,device,transaction data,or other analysis, information,or data based on or derived from any of the foregoing.
<br /> NEOGOV shall exclusively own all right, title and interest in and to all Platform Data. Customer acknowledges
<br /> NEOGOV may compile Platform Data based on Customer Data input into the Services.Customer agrees that NEOGOV
<br /> may use Platform Data to the extent and in the manner permitted under applicable law. Such anonymized data neither
<br /> identifies Customer or its users,nor can Customer or any its users can be derived from such data.
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