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14. Miscellaneous. <br />a. Use of contractors. Microsoft may use rontmclors Id perform services, but will be responsible <br />for their performance subject to the terms of this Agreement. <br />b, Microsoft as independent contractor. The parties are independent contractors. Enrolled <br />Affiliate and Microsoft each may develop products independently wilhoul using the other's <br />Confidential Information. <br />c, Notices. Notices to Microsoft must be sent to the address an the signature form, Notices must <br />he in writing and will be treated as delivered on the date shown on the return receipt or on the <br />courier or fax confirmation of delivery. Microsoft may provide information to Enrolled Affiliate <br />about upcoming ordering deadlines, services, and subscription information in electronic form, <br />including by small to contacts provided by Enrolled Affiliate. Emails will. be treated as delivered <br />on the transmission dale. <br />d. Agiocment not exclusive. Customer is free to enter Into agreements to license, use or <br />promote non -Microsoft products; <br />e. Amendments. Any amendment to this Agreement must be executed by both parties, except <br />that Microsoft may change the Product Terms and the Use Rights from time to time In <br />accordance wilh the terms of this Agreement. Any conflicting terms and conditions contained <br />in an Enrolled Affiliate's purchase' order will not apply. Microsoft may require Customer to sign <br />a new agreement or an amendment before an Enrolled Affiliate enters into an Enrollment under <br />this agreement. I <br />f. Assignment. Either party may assign this Agreement to an Affiliate, but must notify the other <br />party in writing -of the assignment. Any other proposed assignment must be approved by the <br />non -assigning party In writing. Assignment will not relieve the assigning party of its obligations <br />Linder the assigned agreement Any attempted assignment without required approval will be <br />void. I <br />9. Applicable law; dispute resolution. The terms of this Agreement v4tl be governed by the <br />laws of Customer's state, without giving effect to its conflict of laws. Disputes relating to this <br />Agreement will be subject to applicable dispute resolution taws of Custornees state. <br />h. Severabllity. If any provision Intihis agreement is held to be unenforceable, the balance of lite <br />agreement will remain in full force and effect. <br />I. Waiver. Failure to enforce any provision of this agreement will not constitute a waiver. Any <br />waiver must be in writing and signed by the waiving party. <br />j. No third -party beneficiaries. ;Tilts Agreement does not create any third -party beneficiary <br />rights. <br />K Survival. All provisions survive lenrilnalion or expiration of this Agreerltenl except those <br />requiring performance only during the Will of the Agreement. <br />I. Managoment and Reporting. Customer and/or Enrolled Affiliate may manage account details <br />(e.g., contacts, orders, Licenses, software downfoads) on Microsoft's volume Licensing <br />Service Center rvud-) web site (or successor site) at: <br />fJrs.rtwwv ni:crosofl.comllicensino/servu:ecenter. Upon the effective date of this Agreement <br />and any Enrollments, the contact(s) Identified for this purpose Mill be provided acor;ss to this <br />site and may authorize additional users and contacts. <br />in. Order of precedence. In the case of a conflict between any documents in this Agreement that <br />Is not expressly resolved In thosA documents, their terms will control in lite following order front <br />highest to lowest priority: (1) this Enterprise Agreement, (2) any Enrollment, (3) the Product <br />Terms, (4) the online Services Terms, (5) orders submitted underthls Agreement, and (6) any <br />other documents in this Agreement. Terms In an amendment control over the amended <br />document and any prior amendments concerning the same subject waiter. <br />EA'lnI riAgnJ8)SLG(EIJG)(Nov2n l a) <br />nave 100111 <br />eonxnent X20 162e9 <br />25G-21 <br />