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<br />constituting Confidential Information of the other party as strictly confidential and wholly owned by such other party
<br />and that it will not, (x) without the express prior written consent of the other party, (y) except as permitted or
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<br />redistribute, market, publish, disclose, or divulge to any other person, firm or entity, or use or modify for use, directly
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<br />and for a period of three (3) years thereafter or, if later, from the last date Services (including any warranty w ork)
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<br />for the protection of trade secrets, Confidential Information, and fair market competition, Customer acknowledges
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<br />shall be approved by NEOGOV prior to any publicly accessible disclosure of such media.
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<br />12. Representations, Warranties, and Disclaimers.
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<br />a) Service Performance Warranty. NEOGOV warrants that it provides the Services using a commercially
<br />reasonable level of care and skill. THE FOREGOING WARRANTY DOES NOT APPLY, AND NEOGOV
<br />STRICTLY DISCLAIMS ALL WARRANTIES, WITH RESPECT TO ANY THIRD-PARTY PRODUCTS.
<br />
<br />b) No Other Warranty. EXCEPT FOR THE EXPRESS WARRANTIES SET FORTH IN THIS WARRANTY
<br />SECTION, THE SERVICES ARE PROVIDED ON AN ³AS 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 />
<br />c) Disclaimer of Actions Caused by and/or Under the Control of Third Parties. NEOGOV DOES NOT AND
<br />CANNOT CONTROL THE FLOW OF DATA TO OR FROM THE NEOGOV SYSTEM AND OTHER
<br />PORTIONS OF THE INTERNET. SUCH FLOW DEPENDS IN LARGE PART ON THE PERFORMANCE OF
<br />INTERNET SERVICES PROVIDED OR CONTROLLED BY THIRD PARTIES. AT TIMES, ACTIONS OR
<br />INACTIONS OF SUCH THIRD PARTIES CAN IMPAIR OR DISRUPT CUSTOMER¶S CONNECTIONS TO
<br />THE INTERNET (OR PORTIONS THEREOF). ALTHOUGH NEOGOV WILL USE COMMERCIALLY
<br />REASONABLE EFFORTS TO TAKE ALL ACTIONS IT DEEMS APPROPRIATE TO REMEDY AND AVOID
<br />SUCH EVENTS, NEOGOV CANNOT GUARANTEE THAT SUCH EVENTS WILL NOT OCCUR.
<br />ACCORDINGLY, NEOGOV DISCLAIMS ANY AND ALL LIABILITY RESULTING FROM OR RELATED TO
<br />SUCH EVENTS.
<br />
<br />d) Services Do Not Constitute Advice or Credit Reporting. NEOGOV does not provide its customers with legal
<br />advice regarding compliance, data privacy, or other relevant applicable laws in the jurisdictions in which you
<br />use the Services. YOU ACKNOWLEDGE AND AGREE THAT THE SERVICES PROVIDED HEREUNDER
<br />ARE NOT INTENDED TO BE AND WILL NOT BE RELIED UPON BY YOU AS EITHER LEGAL, FINANCIAL,
<br />INSURANCE, OR TAX ADVICE. TO THE EXTENT YOU REQUIRE ANY SUCH ADVICE, YOU REPRESENT
<br />THAT YOU WILL SEEK SUCH ADVICE FROM QUALIFIED LEGAL, FINANCIAL, INSURANCE,
<br />ACCOUNTING, OR OTHER PROFESSIONALS. YOU SHOULD REVIEW APPLICABLE LAW IN ALL
<br />JURISDICTIONS WHERE YOU OPERATE AND HAVE EMPLOYEES AND CONSULT EXPERIENCED
<br />COUNSEL FOR LEGAL ADVICE. YOU ACKNOWLEDGE THAT NEOGOV IS NOT A "CONSUMER
<br />REPORTING AGENCY" AS THAT TERM IS DEFINED IN THE FAIR CREDIT REPORTING ACT AS
<br />AMENDED.
<br />
<br />e) Configurable Services. The Services can be used in ways that do not comply with applicable laws and it is
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<br />in accordance with applicable law. In no event shall NEOGOV be responsible or liable for Customer failure to
<br />comply with applicable law in connection with your use of the Services. NEOGOV is not responsible for any
<br />harm caused by users who were not authorized to have access to the Services but who were able to gain
<br />access because usernames, passwords, or accounts were not terminated on a timely basis by Customer.
<br />Customer acknowledges that NEOGOV exercises no control over specific human resource practices
<br />LPSOHPHQWHG XVLQJ WKH SHUYLFH RU CXVWRPHU¶V decisions as to employment, promotion, termination, or
<br />compensation of any personnel or Authorized User of the Services. Customer further agrees and acknowledge
<br />that NEOGOV does not have a direct relationship with Customer employees and that Customer is responsible
<br />for all contact, questions, Customer Data updates and collection, with Customer employees.
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