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Home My WebLink AboutC22-084 LogMeInLMI U.S. Government/Education Licensee Addendum to TOS 2021.v1 Page 1 of 1 Proprietary U.S. GOVERNMENT/EDUCATION LICENSEE ADDENDUM TO TERMS OF SERVICE This U.S. Government/Educations Licensee Addendum forms part of the LogMeIn Terms of Service (the “Terms”), which are available at https://www.logmein.com/legal/terms-and-conditions. Capitalized terms used in this Addendum that are not defined herein shall have the meanings given in the Terms. This Addendum may apply to government agencies and public education institutions located in the United States. LogMeIn acknowledges that statutes and regulations may sometimes require limitations to standard commercial software license agreements causing some provisions to become ineffective and inoperative, such as indemnities, commitments of funds from future appropriation years, dispute resolution, jurisdiction and the right to stop work. In such instances, LMI acknowledges that the Terms shall be superseded where, and to the extent, required by applicable law and regulation. More specifically, the sections of the Terms that may be added or superseded, in part or in whole, by such laws and regulations include: 1. Section 3.1. Term shall be amended to remove any reference to “automatic renewal.” 2. Section 3.5. Termination for Convenience shall be added to the Terms and state the following: Customer may elect to terminate Customer’s subscription and use of the Service at any time, for any reason or for no reason, at Customer’s convenience. However, Customer understands and agrees that in the event of such a termination for convenience, Customer shall not be entitled to receive any refund and any fees Customer may have paid to LogMeIn in advance are nonrefundable. 3. Section 7. Indemnification shall be deleted to remove any reference to “Indemnification” obligations of the Customer. 4. Section 9.14. Contracting Party, Choice of Law and Location for Resolving Disputes shall be revised to designate the Customer’s residing state the applicable choice of law, while remaining silent on the issue of venue. 5. Section 9.15. US Government Users shall be added to the Terms and state the following: The Services, software, websites, and written documentation provided by LogMeIn qualify as "commercial items" as defined at 48 C.F.R. 2.101 and 48 C.F.R. 12.212. All Government users acquire the Services, software, websites, and written documentation provided by LogMeIn with only those rights herein that apply to non- governmental customers. Use of either the Services, software, websites, written documentation provided by LogMeIn, or any combination thereof constitutes agreement by the Government that the Services, software, websites, and written documentation provided by LogMeIn are "commercial computer software" and "commercial computer software documentation," and constitutes acceptance of the rights and restrictions herein. For the avoidance of doubt, nothing in the Terms or this Addendum shall provide LogMeIn with any rights to publicly reference or otherwise utilize Customer’s name or logo for marketing purposes. CUSTOMER: ____________________________________________ LOGMEIN: By: __________________________________________________ By: ______________________________________________ Authorized Signatory for Customer Authorized Signatory for LogMeIn Name: _______________________________________________ Name: ___________________________________________ Title: ________________________________________________ Title: ____________________________________________ Address: _____________________________________________ Address: _________________________________________ _____________________________________________________ __________________________________________________ Effective Date: ________________________________________ DocuSign Envelope ID: E1F30E5B-A6C8-4712-8F42-A98F09E46408 Claire Bergen Associate General Counsel 333 Summer Street Boston, MA 02210 DocuSign Envelope ID: 7B5FE887-8EBC-4DA5-BF27-CC4CC8DE3B6B 3/3/2022 500 BROADWAY EAGLE, CO 81631 COUNTY MANAGER JEFF SHROLL EAGLE COUNTY GOVERNMENT CONTACT INFORMATION. Customer: Eagle County Health & Human Services Address: 200 N Milwaukee Ave, Vernon Hills, IL USA, 60061- 1577 Main Contact: Jake Klearman Email: jake.klearman@eaglecounty.us Phone: (970) 328-3595 LogMeIn Account Email: jake.klearman@eaglecounty.us VAT/TVA/ABN Number: GoTo Representative: Name: Brian Houston Email: brian.houston@logmein.com Phone: +17812472868 Fax: QUOTE OR OID #: 00351063 UID #: 6000639892 COL Opp ID #: 2108185973117 Quote Date: 02-14-2022 Quote Expiration Date: 03-16-2022 TERM & BILLING INFORMATION. Term and Billing Frequency: Annual Annual Payment Method: Invoice AGREEMENT. EXCEPT AS EXPRESSLY SET FORTH HEREIN, BY SIGNING AND RETURNING THIS ORDER TO GOTO, YOU CONFIRM THIS IS AN ORDER FOR THE GOTO SERVICE(S) LISTED HEREIN AND AGREE TO THE TERMS OF SERVICE https://www.goto.com/company/legal/terms-and- conditions WHICH APPLY TO YOUR CONTINUED USE OF ALL SERVICES AND SHALL PREVAIL OVER ANY TERMS OTHERWISE REFERENCED IN A PURCHASE ORDER. Supplemental Terms: Notwithstanding anything to the contrary in the Agreement, the following supplemental Terms apply: • Government Addendum attatched Purchase Order Process: If the order is in excess of 25k USD, or equivalent, GoTo requires a PO with the executed Order in the name of the contracting entity noted above. Please complete: Require a PO? \PO_Required_1\ Requires a PO, see below: Customer PO#: \PO_Number_1\ PO Expiration Date (if applicable): \PO_Expiration_1\ SIGNATURES. By signing below, the signatory represents it is legally authorized to enter into the Agreement and agrees to be bound to all terms contained in the Agreement. CUSTOMER: Eagle County Health & Human Services If Billing Contact is different than above, please provide: Billing Address: \Billing_Address_1\ Billing/Invoicing Contact: \Billing_Contact_1\ Telephone: \Billing_Phone_1\ Email: \Billing_Email_1\ \Customer_VTA_1\ Signature: \s1\ Name: \n1\ Title: \t1\ LogMeIn USA, Inc. 333 Summer Street Boston, MA 02210 ORDER FORM DocuSign Envelope ID: 7B5FE887-8EBC-4DA5-BF27-CC4CC8DE3B6B Jeff Shroll County Manager Customer Authorized Signatory Date: \d1\ A LastPass Site License is defined as one subscription to the LastPass service that provides Customer and its Affiliates with a LastPass account for every employee within a defined company domain(s), up to the maximum company employee count, at a flat fee. For the avoidance of doubt, a Site License and associated fees are calculated based on the number of employees in an organization, NOT the number of users of the LastPass service. Following the expiration of the subscription term set forth in this Order Form, with respect to any future renewals, Customer acknowledges and agrees that LogMeIn has the right to adjust the fees in accordance with the actual company employee count within Customer’s a nd its Affiliates’ organizations. As of the Effective Date of this Order, Customer has a maximum employee count o f 500. SERVICES & FEE SUMMARY. You agree to use the Services in accordance with the applicable Use Levels. All fees are exclusive of VAT, GST and any other applicable taxes and/or fees. Product Name Purchase Type Contract Term (Months) Contract Type Quantity Unit Price (Monthly) Total Price LastPass Bus Site License 500 New 12 Annual Annual 1 USD 2,056.67 USD 24,680.00 TOTAL AMOUNT: USD 24,680.00 DocuSign Envelope ID: 7B5FE887-8EBC-4DA5-BF27-CC4CC8DE3B6B 3/3/2022