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them for injury to or death of persons, or damages to property as a result of, or arising out <br />of the acts, errors or omissions of PARTICIPANT, its officers, agents, employees, <br />subtenants, invitees, or licensees. COUNTY will defend, indemnify and save harmless <br />PARTICIPANT, its officers, agents, employees and volunteers from and against any and <br />all claims, demands, losses, damages, expenses or liabilities of any kind or nature which <br />PARTICIPANT, its officers, agents, employees or volunteers may sustain or incur or <br />which may be imposed upon them for injury to or death of persons, or damages to <br />property as a result of, or arising out of the acts, errors or omissions of COUNTY, its <br />officers, agents, employees, subtenants, invitees, or licensees. <br />III. Term: This MOU shall be in effect from July 1, 2013 and shall expire on June 30, 2017, <br />unless COUNTY funding of the System becomes unavailable at which time <br />PARTICIPANTS will be given six-month advance notice per the termination terms found <br />in Paragraph IX. Termination, below. <br />IV. Scope of Services: PARTICIPANTS shall receive from Blackboard Connect, Inc. the <br />same services provided by Blackboard Connect, Inc. to the COUNTY under the <br />Agreement. COUNTY's involvement in this MOU is limited only to extending the <br />availability of the terms and conditions of the Agreement to the PARTICIPANTS. <br />PARTICIPANTS and Blackboard Connect, Inc. acknowledge and agree that any actions <br />taken by Blackboard Correct, Inc. or any PARTICIPANT under the scope of the <br />Agreement and this MOU are the responsibility of Blackboard Connect, Inc. and the <br />respective PARTICIPANT, <br />V. Use: Use of the System and its data, including but not limited to contact information, is <br />governed by the terms, conditions and restrictions set forth in the terms provided in <br />Exhibit A, B and C. All PARTICIPANTS agree to the terns and conditions contained in <br />Exhibits A, B, and C. COUNTY retains the right to update Exhibits A, B, and C as <br />needed, in whole or in part, during the life of this MOU. Any and all revised Exhibits <br />will be distributed to PARTICIPANTS within five business days of the revision date and <br />shall be incorporated into this MOU. Stich modifications to the Exhibits shall not be <br />deemed an amendment for the purposes of Paragraph X, Amendments, below. <br />PARTICIPANT, including each of its agents, officers, employees, and representatives <br />who are given access to the System, agrees to abide by the individual terms of each <br />agreement and the additional conditions incorporated herein. Breach of use may result in <br />individual user or PARTICIPANT access account termination. <br />The scope of services under the Agreement is limited to using the System to distribute <br />business communication to PARTICIPANT inter -departmental resources and/or <br />emergency information to the public in emergency notification situations. <br />PARTICIPANTS may arrange for the use of the System with Blackboard Connect, Inc. <br />to distribute non -emergency information, However, any agreement reached between <br />Blackboard Connect, Inc. and any PARTICIPANT for the use of the System for non- <br />emergency notification situations shall exist only between Blackboard Connect, Inc. and <br />Page 3 of 5 <br />