Agenda - Council Work Session - 11/26/2024

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acknowledges and agrees that, as directed by County, (1) Jurisdiction may be required to deliver, at Jurisdiction's sole cost and expense, Election Equipment to County or its designee for maintenance and repair; and (11) JursdctIon maybe required to provide access to the Election Equipment for inspection, maintenance or repair during Jurisdiction's regular business hours, including but not limited to granting the right to enter into and upon the premises where the Election Equipment is located. Upon reasonable notice, County shall have the right to enter into and upon the premises where the Election Equipment is located for the purposes of inspecting the Election Equipment or observing its use. On an annual basis, during the term of this Agreement, Jurisdiction shall comply with County's request for verification of Election Eqfflpment Inventory. Jurisdiction shall secure, safeguard and control the Election Equipment, including but not limited to system authentication and passwords, in the same manner that Jurisdiction secures, safeguards and controls its own critical or confidential equipment, systems, software, data, passwords or other information. While the Election Equipment is in Jurisdiction's possession, custody and/or control, Jurisdiction shall exercise best efforts to (1) use and handle the Election Equipment in a manner that avoids damage or harm to the Election Equipment; (11) use and handle the Election Equipment in accordance with County direction and any third -party specification; and (111) safeguard and secure the Election Equipment from theft, loss or other damage. 4. OWNERSHIP County represents and warrants and Jurisdiction acknowledges and agrees that County is duly authorized to grant the license herein exclusively for use by Jurisdiction in its official elections. Pursuant thereto, use of the Election Equipment for any other purpose other than that authorized herein is strictly prohibited absent express written consent of County. Jurisdctlon acknowledges and agrees that the Election Equipment may contain proprietary and trade secret information that Is owned by a third party and is protected under state and federal patent, copyright law or other laws, rules, regulations and decisions. Jurisdiction shall protect and maintain the proprietary and trade secret status of the Election Equipment. 4. DISCLAIMER, LIABILITY AND LIMITATION OF LIABILITY County, by and through its duly authorized vendor, is providing the election equipment on an as -is basis with no support whatsoever. There is no warranty of merchantability, no warranty of fitness for particular use, no warranty of non -infringement, no warranty regarding the use of the information or the results thereof and no other warranty of any kind, express or implied. z