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NEOGOT
<br />(b) N QQI�nCel4uttuaiPronefy.Asbetween NEOQOVand Customer, NEOGOV shall exclusively
<br />own all right, tide 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" GQ,]ntelteettmi$rriuertv"").
<br />(c) CuMomer Grant to ICustomer 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, createderivative 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) se g{rop, Qr_ilgt0. 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 a fo 4 ;j, 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)NEOQO! toense G ant. NEOGOV's approved logos and trademarks (the "A+liitroved Marks"),
<br />including the "powered by" logo, will appear on the "employment opportunities",'Job description" and other
<br />NEOGOV hosted pages. NEOQOV 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 S etl n 40a . All uses of the Approved Marks shall conform to NEOGOV's standard guidelines and requirements
<br />for use of the Approved Marks.
<br />(f) 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 or users or the Services,
<br />including, without limitation, providing appropriate notices to and obtaining appropriate consents from any Individuals
<br />to whom Customer Data relates; and (li) 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 identiflable information of any otherperson or entity,
<br />S. k(epreseataN01WkV r ti s irr d D"sr. d ops,
<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 duty 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 hnvingjurisdiction over it.
<br />(b) 'OrvicgP n »once War en y, NEOGOV warrants that it will perform the Services in a manner
<br />consistent with industry standards reasonably applicable to the performance thereof.
<br />(a) No QducL,WU-m-n. , EXCEPT FOR THE EXPRESS WARRANTIES SET FORTI4 IN THIS
<br />SECTION 5, TIE SERVICES ARE PROVIDED ON AN "AS IS" BASIS, AND CUSTOMER'S USE OF TI{E
<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, NONINFRINGEIvIENT 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 Page 3 of 13
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