Common use of Compatibility and Data Flow Clause in Contracts

Compatibility and Data Flow. Vendor shall ensure that the Software and Services allows data to flow properly between the Board’s users and the Software. Vendor must ensure that the Services, Software, and other resources and materials (collectively, the “Provided Resources”) that are provided by Vendor to the Board, incorporated by Vendor, or approved or recommended by Vendor for use by the Board in connection with the Services, be fully compatible with, and must not materially and adversely affect, or be materially and adversely affected by, each other or the other hardware, software, equipment, network components, systems, services, and other resources that are owned or leased by, or licensed to, the Board (collectively, the “Board Resources”). At all times, Vendor must cooperate and work as requested with the other service providers of the Board to coordinate the development and the provision of Services with the services and systems of such other service providers, including without limitation the following: A. Facilitating with such other relevant service providers the timely resolution of all problems that may arise and impact the Services, regardless of the actual or suspected root-cause of such problems, and using all commercially reasonable efforts to obtain and maintain the active participation, cooperation, and involvement of such other service providers as is required for such problem resolution. B. Providing information concerning any or all of the Provided Resources or the data, computing environment, and technology direction used in implementing and providing the Services. C. Working with the Board’s other service providers in the implementation and integration of the Services with the Board Resources in the Board’s environment and the integration and interfacing of the services of such other service providers with the Services. D. Providing reasonable access to and use of the Provided Resources. E. Performing other reasonably necessary tasks in connection with the Services in order to accomplish the foregoing activities described in this section. In the event of any dispute between the parties as to whether a particular services or function falls within the Scope of Services to be provided by the Board’s third-party service providers (or by the Board itself), or within the Scope of Services to be provided by Vendor, such particular service or function shall be considered to be a part of the Services hereunder if it is consistent with, and reasonably inferable to be within, the scope of Vendor’s work, as set forth in the Agreement, and it more reasonably would be associated with the scope of Vendor’s work than with the scope of the services to be provided by such other service providers. If any of the foregoing requires the disclosure of any proprietary information or Confidential Information of Vendor to any third party, such third party may be required to enter into a reasonable confidentiality agreement with Vendor and/or Board, with terms substantially equivalent to those of the Agreement regarding the protection of Confidential Information. Vendor shall have no obligation under this section to ensure that the Board maintains an active internet connection. Any unavailability of the Services due to the Board’s lack of an internet connection, unless such lack of an internet connection is caused by Vendor, the Services, or the Software, shall be the sole responsibility of the Board.

Compatibility and Data Flow. Vendor shall ensure that the Software and Services allows data to flow properly between the Board’s users and the Software. Vendor must ensure that the Services, Software, and other resources and materials (collectively, the “Provided Resources”) that are provided by Vendor to the Board, incorporated by Vendor, or approved or recommended by Vendor for use by the Board in connection with the Services, be fully compatible with, and must not materially and adversely affect, or be materially and adversely affected by, each other or the other hardware, software, equipment, network components, systems, services, and other resources that are owned or leased by, or licensed to, the Board (collectively, the “Board Resources”). At all times, Vendor must cooperate and work as requested with the other service providers of the Board to coordinate the development and the provision of Services with the services and systems of such other service providers, including without limitation the following: A. Facilitating with such other relevant service providers the timely resolution of all problems that may arise and impact the Services, regardless of the actual or suspected root-cause of such problems, and using all commercially reasonable efforts to obtain and maintain the active participation, cooperation, and involvement of such other service providers as is required for such problem resolution. B. Providing information concerning any or all of the Provided Resources or the data, computing environment, and technology direction used in implementing and providing the Services. C. Working with the Board’s other service providers in the implementation and integration of the Services with the Board Resources in the Board’s environment and the integration and interfacing of the services of such other service providers with the Services. D. Providing reasonable access to and use of the Provided Resources. E. Performing other reasonably necessary tasks in connection with the Services in order to accomplish the foregoing activities described in this section. In the event of any dispute between the parties as to whether a particular services or function falls within the Scope of Services to be provided by the Board’s third-party service providers (or by the Board itself), or within the Scope of Services to be provided by Vendor, such particular service or function shall be considered to be a part of the Services hereunder if it is consistent with, and reasonably inferable to be within, the scope of Vendor’s work, as set forth in the AgreementContract, and it more reasonably would be associated with the scope of Vendor’s work than with the scope of the services to be provided by such other service providers. If any of the foregoing requires the disclosure of any proprietary information or Confidential Information of Vendor to any third party, such third party may be required to enter into a reasonable confidentiality agreement with Vendor and/or Board, with terms substantially equivalent to those of the Agreement Contract regarding the protection of Confidential Information. Vendor shall have no obligation under this section to ensure that the Board maintains an active internet connection. Any unavailability of the Services due to the Board’s lack of an internet connection, unless such lack of an internet connection is caused by Vendor, the Services, or the Software, shall be the sole responsibility of the Board.

Compatibility and Data Flow. Vendor shall ensure that the Software and Hosting Services allows data to flow properly between the Board’s users 's computer workstations and the SoftwareVendor's Software and Services. Vendor must ensure that the Services, Software, and any other resources and materials (collectively, the “Provided Resources”) that are provided by Vendor to the Board, incorporated by Vendor, or approved or recommended by Vendor for use by the Board in connection with the Software and Services, be fully compatible with, and must not materially and adversely affect, or be materially and adversely affected by, each other or the other hardware, software, equipment, network components, systems, services, and other resources that are owned or leased by, or licensed to, the Board (collectively, the “"Board Resources”"). At all times, Vendor must cooperate and work as requested with the other service providers of the Board to coordinate the development and the provision of Services with the services and systems of such other service providers, including without limitation the following. Such coordination shall include: A. (a) Facilitating with such other relevant service providers the timely resolution of all problems that may arise and impact the Software and Services, regardless of the actual or suspected root-cause of such problems, and using all commercially reasonable efforts to obtain and maintain the active participation, cooperation, and involvement of such other service providers as is required for such problem resolution.; B. (b) Providing information concerning any or all of the Provided Resources or the Software, Services, data, computing environment, and technology direction used in DocuSign Envelope ID: D0808DEF-BF12-4CFC-B5D3-0A625F488C41 implementing and providing the Services.Software and services; C. (c) Working with the Board’s 's other service providers in the implementation and integration of the Software and Services with the Board Resources in the Board’s 's environment and the integration and interfacing of the services of such other service providers with the Software and Services.; D. (d) Providing reasonable access to and use of the Provided Resources.Software and Services; and E. (e) Performing other reasonably reasonable necessary tasks in connection with the Software and Services in order to accomplish the foregoing activities described in this section. In the event of any dispute between the parties as to whether a particular services service or function falls within the Scope scope of Services services to be provided by the Board’s 's third-party service providers (or by the Board itself), or within the Scope scope of Software and Services to be provided by Vendor, such particular service or function shall be considered to be a part of the Software and Services hereunder if it is consistent with, and reasonably inferable to be within, the scope of Vendor’s work's Services, as set forth in the this Agreement, and it more reasonably would be associated with the scope of Vendor’s work 's Services than with the scope of the services to be provided by such other service providers. If any of anyof the foregoing requires the disclosure of any proprietary information or Confidential Information confidential information of Vendor to any third party, such third party may shall be required to enter into a reasonable confidentiality agreement with Vendor and/or Board, with terms substantially equivalent to those of the this Agreement regarding the protection of Confidential Information. Vendor shall have no obligation under this section to ensure that the Board maintains an active internet connection. Any unavailability of the Software or Services due to the Board’s 's lack of an internet connection, unless such lack of an internet connection is caused by Vendor or Vendor, the 's Software or Services, or the Software, shall be the sole responsibility of the Board.

Compatibility and Data Flow. Vendor shall ensure that the Software and Services allows data to flow properly between the Board’s users and the Software. Vendor must ensure that the Services, Software, and other resources and materials (collectively, the “Provided Resources”) that are provided by Vendor to the Board, incorporated by Vendor, or approved or recommended by Vendor for use by the Board in connection with the Services, be fully compatible with, and must not materially and adversely affect, or be materially and adversely affected by, each other or the other hardware, software, equipment, network components, systems, services, and other resources that are owned or leased by, or licensed to, the Board (collectively, the “Board Resources”). At all times, Vendor must cooperate and work as requested with the other service providers of the Board to coordinate the development and the provision of Services with the services and systems of such other service providers, including without limitation the following: A. Facilitating with such other relevant service providers the timely resolution of all problems that may arise and impact the Services, regardless of the actual or suspected root-cause of such problems, and using all commercially reasonable efforts to obtain and maintain the active participation, cooperation, and involvement of such other service providers as is required for such problem resolution. B. Providing information concerning any or all of the Provided Resources or the data, computing environment, and technology direction used in implementing and providing the Services. C. Working with the Board’s other service providers in the implementation and integration of the Services with the Board Resources in the Board’s environment and the integration and interfacing of the services of such other service providers with the Services. D. Providing reasonable access to and use of the Provided Resources. E. Performing other reasonably necessary tasks in connection with the Services in order to accomplish the foregoing activities described in this section. In the event of any dispute between the parties as to whether a particular services or function falls within the Scope of Services to be provided by the Board’s third-party service providers (or by the Board itself), or within the Scope of Services to be provided by Vendor, such particular service or function shall be considered to be a part of the Services hereunder if it is consistent with, and reasonably inferable to be within, the scope of Vendor’s work, as set forth in the this Agreement, and it more reasonably would be associated with the scope of Vendor’s work than with the scope of the services to be provided by such other service providers. If any of the foregoing requires the disclosure of any proprietary information or Confidential Information of Vendor to any third party, such third party may be required to enter into a reasonable confidentiality agreement with Vendor and/or Board, with terms substantially equivalent to those of the this Agreement regarding the protection of Confidential Information. Vendor shall have no obligation under this section to ensure that the Board maintains an active internet connection. Any unavailability of the Services due to the Board’s lack of an internet connection, unless such lack of an internet connection is caused by Vendor, the Services, or the Software, shall be the sole responsibility of the Board.

Compatibility and Data Flow. Vendor shall ensure that the Software and Services allows data to flow properly between the Board’s users and the Software. Vendor must ensure that the Services, Software, and other resources and materials (collectively, the “Provided Resources”) that are provided by Vendor to the Board, incorporated by Vendor, or approved or recommended by Vendor for use by the Board in connection with the Services, be fully compatible with, and must not materially and adversely affect, or be materially and adversely affected by, each other or the other hardware, software, equipment, network components, systems, services, and other resources that are owned or leased by, or licensed to, the Board (collectively, the “Board Resources”). At all times, Vendor must cooperate and work as requested with the other service DocuSign Envelope ID: B93E46A5-1622-4A2D-B1AC-CC045CEED495 providers of the Board to coordinate the development and the provision of Services with the services and systems of such other service providers, including without limitation the following: A. Facilitating with such other relevant service providers the timely resolution of all problems that may arise and impact the Services, regardless of the actual or suspected root-cause of such problems, and using all commercially reasonable efforts to obtain and maintain the active participation, cooperation, and involvement of such other service providers as is required for such problem resolution. B. Providing information concerning any or all of the Provided Resources or the data, computing environment, and technology direction used in implementing and providing the Services. C. Working with the Board’s other service providers in the implementation and integration of the Services with the Board Resources in the Board’s environment and the integration and interfacing of the services of such other service providers with the Services. D. Providing reasonable access to and use of the Provided Resources. E. Performing other reasonably necessary tasks in connection with the Services in order to accomplish the foregoing activities described in this section. In the event of any dispute between the parties as to whether a particular services or function falls within the Scope of Services to be provided by the Board’s third-party service providers (or by the Board itself), or within the Scope of Services to be provided by Vendor, such particular service or function shall be considered to be a part of the Services hereunder if it is consistent with, and reasonably inferable to be within, the scope of Vendor’s work, as set forth in the AgreementContract, and it more reasonably would be associated with the scope of Vendor’s work than with the scope of the services to be provided by such other service providers. If any of the foregoing requires the disclosure of any proprietary information or Confidential Information of Vendor to any third party, such third party may be required to enter into a reasonable confidentiality agreement with Vendor and/or Board, with terms substantially equivalent to those of the Agreement Contract regarding the protection of Confidential Information. Vendor shall have no obligation under this section to ensure that the Board maintains an active internet connection. Any unavailability of the Services due to the Board’s lack of an internet connection, unless such lack of an internet connection is caused by Vendor, the Services, or the Software, shall be the sole responsibility of the Board.

Compatibility and Data Flow. Vendor shall ensure that the Software and Services allows data to flow properly between the Board’s users and the Software. Vendor must ensure that the Services, Software, and other resources and materials (collectively, the “Provided Resources”) that are provided by Vendor to the Board, incorporated by Vendor, or approved or recommended by Vendor for use by the Board in connection with the Services, be fully compatible with, and must not materially and adversely affect, or be materially and adversely affected by, each other or the other hardware, software, equipment, network components, systems, services, and other resources that are owned or leased by, or licensed to, the Board (collectively, the “Board Resources”), assuming that relevant Board Resources meet basic current standards of performance. At all times, Vendor must cooperate and work as requested with the other service providers of the Board to coordinate the development and the provision of Services with the services and systems of such other service providers, including without limitation the following: A. Facilitating with such other relevant service providers the timely resolution of all problems that may arise and impact the Services, regardless of the actual or suspected root-cause of such problems, and using all commercially reasonable efforts to obtain and maintain the active participation, cooperation, and involvement of such other service providers as is required for such problem resolution. B. Providing information concerning any or all of the Provided Resources or the data, computing environment, and technology direction used in implementing and providing the Services. C. Working with the Board’s other service providers in the implementation and integration of the Services with the Board Resources in the Board’s environment and the integration and interfacing of the services of such other service providers with the Services. D. Providing reasonable access to and use of the Provided Resources. E. Performing other reasonably necessary tasks in connection with the Services in order to accomplish the foregoing activities described in this section. In the event of any dispute between the parties as to whether a particular services or function falls within the Scope of Services to be provided by the Board’s third-party service providers (or by the Board itself), or within the Scope of Services to be provided by Vendor, such particular service or function shall be considered to be a part of the Services hereunder if it is consistent with, and reasonably inferable to be within, the scope of Vendor’s work, as set forth in the Agreement, and it more reasonably would be associated with the scope of Vendor’s work than with the scope of the services to be provided by such other service providers. If any of the foregoing requires the disclosure of any proprietary information or Confidential Information of Vendor to any third party, such third party may be required to enter into a reasonable confidentiality agreement with Vendor and/or Board, with terms substantially equivalent to those of the Agreement regarding the protection of Confidential Information. Vendor shall have no obligation under this section to ensure that the Board maintains an active internet connection. Any unavailability of the Services due to the Board’s lack of an internet connection, unless such lack of an internet connection is caused by Vendor, the Services, or the Software, shall be the sole responsibility of the Board.

Compatibility and Data Flow. Vendor shall ensure that the Software and Services allows data to flow properly between the Board’s users and the Software. Vendor must ensure that the Services, Approved Products, Software, and other resources and materials (collectively, the “Provided Resources”) that are provided by Vendor to the Board, incorporated by Vendor, or approved or recommended by Vendor for use by the Board in connection with the ServicesApproved Products, be fully compatible with, and must not materially and adversely affect, or be materially and adversely affected by, each other or the other hardwareHardware, softwareSoftware, equipment, network components, systemsInfrastructures, services, and other resources that are owned or leased by, or licensed to, the Board (collectively, the “Board Resources”). At all times, Vendor must cooperate and work as requested with the other service providers of the Board to coordinate the development and the provision of Services with the services and systems of such other service providers, including without limitation the following. Such coordination shall include: A. i. Facilitating with such other relevant service providers the timely resolution of all problems that may arise and impact the ServicesApproved Products, regardless of the actual or suspected root-cause of such problems, and using all commercially reasonable efforts to obtain and maintain the active participation, cooperation, and involvement of such other service providers as is required for such problem resolution. B. ii. Providing information concerning any or all of the Provided Resources or of the data, computing environment, and technology direction used in implementing and providing the ServicesApproved Products. C. iii. Working with the Board’s other service providers in the implementation and integration of the Services Approved Products with the Board Resources in the Board’s environment and the integration and interfacing of the services of such other service providers with the ServicesApproved Products. D. iv. Providing reasonable access to and use of the Provided Resources. E. v. Performing other reasonably necessary tasks in connection with the Services Approved Products in order to accomplish the foregoing activities described in this section. vi. In the event of any dispute between the parties as to whether a particular services or function falls within the Scope of Services Approved Products to be provided by the Board’s third-party service providers (or by the Board itself), or within the Scope of Services to be provided by Vendor, such particular service or function shall be considered to be a part of the Services Approved Products hereunder if it is consistent with, and reasonably inferable to be within, the scope of Vendor’s work, as set forth in the this Master Agreement, and it more reasonably would be associated with the scope of Vendor’s work than with the scope of the services to be provided by such other service providers. If any of the foregoing requires the disclosure of any proprietary information or Confidential Information of Vendor to any third party, such third party may be required to enter into a reasonable confidentiality agreement with Vendor and/or Board, with terms substantially equivalent to those of the this Master Agreement regarding the protection of Confidential Information. vii. Vendor shall have no obligation under this section to ensure that the Board maintains an active internet connection. Any unavailability of the Services due to the Board’s lack of an internet connection, unless such lack of an internet connection is caused by Vendor, the ServicesApproved Products, or the Software, shall be the sole responsibility of the Board.