ORANGE, COUNTY OF - 2008 - Laserfiche WebLink

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subtenants, invitees, or licensees. COUNTY will defend, indemnify and save harmless PARTICIPANT, its officers, agents, employees and volunteers from and against any and all claims, demands, losses, damages, expenses or liabilities of any kind or nature which PARTICIPANT, its officers, agents, employees or volunteers may sustain or incur or which may be imposed upon them for injury to or death of persons, or damages to property as a result of, or arising out of the acts, errors or omissions of COUNTY, its officers, agents, employees, subtenants, invitees, or licensees. .III. Term: This MOU shall be in effect from and shall expire on June 30, 2012, unless COUNTY funding of the System becomes unavailable at which time PARTICIPANTS will be given six month advance notice per the termination teens found in Paragraph IX. Termination, below. IV. .Scope of Services: PARTICIPANTS shall receive-from NTI the same services provided by NTI to the COUNTY.under the Agreement. COUNTY'S involvement inthis MOU is limited only to extending the availability of the terms and conditions of the Agreement to the PARTICIPANTS. PARTICIPANTS and NTI acknowledge and agree that any actions taken by NTI or any PARTICIPANT under the scope of the Agreement and this MOU are the responsibility of NTl~and the respective PARTICIPANT. V. Use: Use of the System and its data, including but not limited to contact information, is governed by the terms, conditions and. restrictions set. forth in the terms provided in Exhibit A, B and C. All PARTICIPANTS agree to the terms and conditions contained in Exhibits A, B, and C. COUNTY retains the right to update Exhibits A, B, and C as needed, in whole or in part, during the life'of this MOU. Any and all revised Exhibits will be distributed to PARTICIPANTS within five business days of the revision date and ..shall be incorporated into this MOU: Such modifications to the Exhibits shall not be deemed an amendment for the purposes of Paragraph X. Amendments, below. PARTICIPANT, including each' of its agents; officers, employees, and representatives who are given access to the System, agrees to abide by the individual terms of each agreement and the additional conditions incorporated herein. Breach of use may result in individual user or Participant access account termination. The scope of services under the Agreement is limited to using the System to distribute business communication to PARTICIPANT inter-departmental resources and/or emergency information to the. public in emergency notification situations. PARTICIPANTS may arrange for the use of the System with NTI to distribute non- emergency information.. However, any agreement reached between NTI and any PARTICIPANT for the use of the System for non-emergency notification situations shall exist only between NTI and the PARTICIPANT. In accordance with Paragraph II. Hold Harmless, above, COUNTY shall be held harmless and indemnified by the PARTICIPANTS and NTI from. any actions whatsoever arising from any PARTICIPANT'S use of the System fornon-emergency services. Page 3 of 5