Snohomish County PUD 6/29/2021 - Laserfiche WebLink

D. If a Service Outage, or multiple Service Outages, exceed a cumulative total of twenty-four(24)hours annually,the liability of Licensor and Licensors under this Agreement shall be limited to the following calculation, which represents the monthly credit or refund Licensee may receive for the duration of the Service Outage(s): Maximum Outage Liability equals (hours of Outage that month/720 hours)times (Annual Rent/12)times (number of Licensee Fibers affected by Outage/Total Number of Licensee Fibers)times(Licensee Fiber Route Miles Affected by Outage/Route Miles in service). E. Credits will appear on the next annual invoice. If the Service outage occurs too late in the year, it will be on the next annual invoice after the Service Outage. Refunds for Service Outages occurring in the last year of service are payable to Licensee within thirty (30) days after termination of this Agreement. Credit documentation in the annual invoices shall include: (1) day; (2)hour and minute of the beginning and ending of the Service Outage period; (3)reason for the Service Outage; and(4)identification of affected fiber(s). 14. FORCE MAJEURE Neither Party will be held liable for any delay or failure in performance of any provision of this Agreement and neither Party shall be in default under this Agreement if such delay or failure results from a Force Majeure event;provided that such causes are beyond its control and without its fault or negligence and,provided further,that the Party whose performance is affected by the Force Majeure event continues to make best efforts to perform; provided, however, that except that if a Force Majeure event persists for a period of more than ninety (90) days without there being a reasonably foreseeable expectation of termination of such event in the ensuing ninety(90) day period, then either Party, if not then in default, may terminate this Agreement upon written notice without penalty, but nevertheless would continue to be liable for the performance of any outstanding obligations under this Agreement arising prior to the termination of this Agreement. 15. ENTIRE AGREEMENT; CHANGES AND MODIFICATIONS; NO WAIVER A. The Contract Documents constitute the entire agreement between the Parties with respect to the subject matter hereof, whether written or oral. By a signed written agreement, the Parties may amend, add, or delete sections of this Agreement. Such action will not constitute a modification or change of any section unless explicitly stated in such written Agreement and incorporated herein. B. No waiver of the terms of this Agreement or failure of either Party to exercise an option, right, or privilege on any occasion or through the course of dealing, in whole or in part, shall be construed to be a waiver of the same or of any other option,right,or privilege on any other occasion. For any waiver to be binding it shall be made in writing and signed by both Parties. 16. CARE AND USE OF LICENSEE FIBERS A. Licensee shall use the Licensee Fibers and any other property of Licensor to which it may be given access hereunder with the same degree of care as it accords to its own property, 11 Fiber Optic Cable Master License Agreement