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MERIDIAN KNOWLEDGE SOLUTIONS, LLC
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Last modified
8/24/2022 2:17:02 PM
Creation date
6/15/2022 2:14:45 PM
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Contracts
Company Name
MERIDIAN KNOWLEDGE SOLUTIONS, LLC
Contract #
A-2022-073
Agency
Human Resources
Council Approval Date
5/17/2022
Expiration Date
6/30/2025
Insurance Exp Date
10/15/2022
Destruction Year
2030
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ii. attempt to reverse compile, disassemble, reverse engineer or otherwise reduce to human - <br />perceivable form all or any part of the Software; <br />iii. access all or any part of the Services andfor Documentation in order to build a product or <br />service which competes with the Services, Software and/or the Documentation provided by <br />this Agreement; <br />V. use the Services, and/or Documentation to provide services to third parties; or <br />V. subject to the Assignment Section, license, sublicense, sell, rent, lease, transfer, subcontract, <br />assign, distribute, display, disclose, or otherwise commercially exploit, or otherwise make the <br />Services, and/or Documentation available to any third party except the Authorized Users, or <br />vi, attempt to obtain, or assist third parties in obtaining, access to the Services, and/or <br />Documentation, other than as provided under this clause. <br />g. The CLIENT shall use all reasonable endeavors to prevent any unauthorized access to, or use of, <br />the Services, and/or the Documentation and, In the event of any such unauthorized access or use, <br />promptly notify MERIDIAN. The rights provided under this Section are granted to the CLIENT only <br />and shall not be considered granted to any subsidiary or affiliate of the CLIENT. <br />h. Additional User Subscriptions <br />1. The CLIENT may, during any Subscription Term, purchase additional User Subscriptions In <br />excess of the number set out in Schedule 1 and MERIDIAN shall grant access to the Services <br />to such additional Authorized Users in accordance with the provisions of this Agreement. <br />ii. If the CLIENT wishes to purchase additional User Subscriptions, the CLIENT shall notify <br />MERIDIAN in writing, MERIDIAN shall evaluate such request for additional User Subscriptions <br />and respond to the CLIENT with approval or disapproval of the request and such approval not <br />to be unreasonably withheld. <br />iii. If MERIDIAN approves the CLIENT's request to purchase additional User Subscriptions, the <br />CLIENT shall, within thirty (30) calendar days of the date of MERIDIAN'S invoice, pay <br />MERIDIAN the relevant fees for such additional User Subscriptions as set out in Schedule 1 <br />and, if such additional User Subscriptions are purchased by the CLIENT part way through the <br />Initial Subscription Term or any Renewal Period (as applicable), such fees shall not be pro- <br />rated for the remainder of the Initial Subscription Term or then current Renewal Period (as <br />applicable). <br />3. Fees; Payment Terms <br />a. Fees. In consideration of this Agreement, CLIENT will pay the Subscription fees set forth in <br />Schedule 2 (the "Subscription Fees"). In consideration of any other products provided or services <br />performed under this Agreement, CLIENT will pay the fees and charges described in the applicable <br />Schedule. On the Effective Date of this Agreement, the Subscription Fees shall be payable with <br />respect to the Initial Subscription Term and at least thirty (30) calendar days prior to each <br />anniversary of the Effective Date, the Subscription Fees shall be payable with respect to the next <br />Renewal Period. If, at any time while using the Services, the CLIENT exceeds the amount of <br />storage space specified in Schedule 2, MERIDIAN shall charge the CLIENT, and the CLIENT shall <br />
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