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N EOGOT
<br />(b) NEOGOV Intellectual Property. As between NEOGOV and Customer, NEOGOV shall exclusively
<br />own all right, title and interest in and to all Services (including any Update or Upgrade thereto), NEOGOV's products,
<br />system, any software (including any source code or object code) or documentation related thereto, any trademarks,
<br />service marks, logos and other distinctive brand features of NEOGOV and all Proprietary Rights embodied therein
<br />(collectively, the "NEOGOV Intellectual Property').
<br />(c) Customer Grant to Use Certain Customer Data. Customer hereby grants to NEOGOV a perpetual,
<br />irrevocable, non-exclusive, royalty -free, fully transferable, worldwide license to download, use, reproduce, archive,
<br />adapt, combine with other data, edit and re -format, generate, store, disclose, create derivative works of, sell and exploit
<br />(commercially or otherwise) any and all Customer Data that does not constitute personally identifiable information
<br />for any purpose, including, without limitation, to provide the Services to Customer and its users and to analyze use of,
<br />and develop improvements to, the Services.
<br />(d) Reservation of Rights. This Agreement does not convey or transfer title or ownership of the
<br />NEOGOV Intellectual Property to Customer or any of its users. Except as expressly set forth in Section 4(e), this
<br />Agreement does not grant Customer any licenses or other rights with respect to any of the NEOGOV Intellectual
<br />Property. All rights not expressly granted herein are reserved by NEOGOV.
<br />(e) NEOGOV License Grant. NEOGOV's approved logos and trademarks (the "Approved Marks"),
<br />including the "powered by" logo, will appear on the "employment opportunities", `job description" and other
<br />NEOGOV hosted pages. NEOGOV hereby grants to Customer a limited, revocable, non-exclusive, non -transferable,
<br />non-sublicensable license during the Term to use and reproduce the Approved Marks solely for purposes set forth in
<br />this Section 4(e). All uses of the Approved Marks shall conform to NEOGOV's standard guidelines and requirements
<br />for use of the Approved Marks.
<br />(0 Privacy. NEOGOV will have no responsibility or liability for the accuracy of the Customer Data.
<br />Customer shall comply with all applicable laws and regulations relating to (i) the privacy of users of the Services,
<br />including, without limitation, providing appropriate notices to and obtaining appropriate consents from any individuals
<br />to whom Customer Data relates; and (ii) the use, collection, retention, storage, security, disclosure, transfer, disposal,
<br />and other processing of any Customer Data (including any personally identifiable information). Without limiting the
<br />generality of the foregoing, in using the Services or any other NEOGOV Intellectual Property, Customer will not
<br />disclose or provide to NEOGOV any personally identifiable information of any other person or entity.
<br />5. Representations. Warranties and Disclaimers.
<br />(a) Authority. Each party represents and warrants to the other party that (i) it has full power and
<br />authority under all relevant laws and regulations and is duly authorized to enter into this Agreement; and (ii) to its
<br />knowledge, the execution, delivery and performance of this Agreement by such party does not conflict with any
<br />agreement, instrument or understanding, oral or written, to which it is a party or by which it may be bound, nor violate
<br />any law or regulation of any court, governmental body or administrative or other agency having jurisdiction over it.
<br />(b) Service Performance Warranty. NEOGOV warrants that it will perform the Services in a manner
<br />consistent with industry standards reasonably applicable to the performance thereof.
<br />(c) No Other Warranty. EXCEPT FOR THE EXPRESS WARRANTIES SET FORTH IN THIS
<br />SECTION 5, THE SERVICES ARE PROVIDED ON AN "AS IS" BASIS, AND CUSTOMER'S USE OF THE
<br />SERVICES IS AT ITS OWN RISK NEOGOV DOES NOT MAKE, AND HEREBY DISCLAIMS, ANY AND ALL
<br />OTHER EXPRESS AND/OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, WARRANTIES
<br />OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT AND TITLE,
<br />AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE.
<br />NEOGOV DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR -FREE, OR
<br />COMPLETELY SECURE, OR THAT ANY ERROR WILL BE CORRECTED.
<br />NEOGOV
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