Service Terms of Use

Introduction

FPUAnet's services are provided by the FPUAnet division of Fort Pierce Utilities Authority, Ft. Pierce, Florida. The terms FPUA, FPUAnet, ispEZ, and GigaBand are service marks that may be used interchangeably in this AUP. This AUP is intended to enhance the use of all services (the "Service") provided by FPUAnet by preventing unacceptable use. All users of the Service, whether a subscriber or not, must comply with this AUP. By using the Service you signify your agreement to all of the terms set forth herein.

Generally, FPUAnet does not monitor or edit the content posted by users of the Service or other Internet services. However, FPUAnet and its agents reserve the right to monitor content and to remove any materials that, in their sole discretion, may be illegal, subject it to liability, harmful, objectionable, or which may violate this AUP. FPUAnet may cooperate with legal authorities in the investigation of any suspected or alleged crime or civil wrong. Violation of this AUP may result in the suspension or termination of your FPUAnet Internet account.

Prohibited Uses and Activities

Prohibited uses include, but are not limited to, using the Service to:

• Gain unauthorized access to any other person's computer or computer systems, software, or data without their knowledge or consent; breach the security of another user; or attempt to circumvent the use authentication or security of any host, network, or account. This includes accessing data not intended for you, logging into or making use of a server or account you are not expressly authorized to access, or probing the security of other hosts, networks, or accounts.
• Undertake or accomplish any unlawful purpose. This includes, but is not limited to, posting, storing, transmitting, or disseminating information, data, or material which is libelous, obscene, unlawful, threatening, defamatory, or which infringes the intellectual property rights of any person or entity, or which in any way constitutes or encourages conduct that would constitute a criminal offense, give rise to civil liability, or otherwise violate any local, state, federal, or international law, order, or regulation.
• Post, store, send, transmit, or disseminate any information or material which a reasonable person could deem to be objectionable, offensive, indecent, pornographic, harassing, threatening, embarrassing, distressing, vulgar, violent, hateful, racially or ethnically offensive, or otherwise inappropriate, regardless of whether this material or its dissemination is unlawful.
• Use or distribute tools designed or used for compromising security, such as password guessing programs, decoders, password gatherers, unauthorized keystroke loggers, analyzers, cracking tools, packet sniffers, encryption circumvention devices, or Trojan Horse programs. Network probing or port scanning tools are only permitted when used in conjunction with a residential home network, or if explicitly authorized by the destination host and/or network. Unauthorized port scanning, for any reason, is strictly prohibited.
• Upload, post, publish, transmit, reproduce, create derivative works of, or distribute in any way information, software, or other material obtained through the Service or otherwise that is protected by copyright or other proprietary right, without obtaining permission of the owner.
• Restrict, inhibit, or otherwise interfere with the ability of any other person, regardless of intent, purpose, or knowledge, to use or enjoy the Service, including posting or transmitting any information or software which contains a worm, virus, or other harmful feature, or generating levels of traffic sufficient to impede others' ability to send or retrieve information.
• Restrict, inhibit, interfere with, or otherwise disrupt or cause a performance degradation, regardless of intent, purpose, or knowledge, to the Service or any FPUAnet host, server, backbone network, node, or service.
• Initiate, perpetuate, or in any way participate in any pyramid or other illegal soliciting scheme.
• Impersonate any person or entity, engage in sender address falsification, forge anyone else's digital or manual signature, or perform any other similar fraudulent activity.
• Collect, or attempt to collect, personal information about third parties without their consent unless authorized by applicable law.
• Run programs, equipment, or servers from the premises that provide network content or any other services to anyone outside of your Premises LAN (Local Area Network). Examples of prohibited services and servers include, but are not limited to, e-mail, web hosting, file sharing, and proxy services and servers.
• Resell or share the Service or otherwise deviate from the Service parameters defined in the subscriber agreement or sales order.
• Service, alter, modify, or tamper with the FPUAnet equipment or the Service. Rebooting, recycling power, disconnecting, or powering down FPUAnet equipment is specifically prohibited. Please note that an FPUAnet switch or other device in your premises is used to deliver the Service; if that device loses power, even momentarily, it may disrupt the Service for several customers.

Inappropriate Content and Transmissions

FPUAnet reserves the right, but not the obligation, to refuse to transmit or to post and to remove or to block any information or materials, in whole or in part, that it, in its sole discretion, deems to be offensive, indecent, or otherwise inappropriate, regardless of whether this material or its dissemination is unlawful. Neither FPUAnet nor any of its affiliates, suppliers, or agents have any obligation to monitor transmissions or postings (including, but not limited to, e-mail, newsgroup, and instant message transmissions as well as materials available on Personal Web Pages and Online Storage features) made on the Service. However, FPUAnet and its affiliates, suppliers, and agents have the right to monitor these transmissions and postings from time to time for violations of this AUP and to disclose, block, or remove them. This AUP should be read in conjunction with any other applicable agreements and policies relative to the character of the provided Services.

Security

There is a chance that a dedicated connection may be "always on," meaning the risk of losing data to unauthorized users is greater than with intermittent service, such as a dial-up connection. You are responsible for any misuse of the Service, even if the misuse was committed by a friend, family member, or guest with access to your Service account. You must take steps to ensure that others do not use your account to gain unauthorized access to the Services by, for example, strictly maintaining the confidentiality of your Service login and password. In all cases, you are solely responsible for the security of any device you choose to connect to the Service, including any data stored or shared on that device. FPUAnet is not responsible for any loss or corruption that may occur to your device or data.

Network, Bandwidth, Data Storage, and Other Limitations

FPUAnet may provide versions of the Service with different speeds and bandwidth usage limitations, among other characteristics, subject to applicable Service plans, subscriber agreements, and sales orders. Unless otherwise stated in a written and signed quote, all FPUAnet quotes for Service are valid for 90 days, after which quotes automatically expire. You shall ensure that your use of the Service does not restrict, inhibit, interfere with, or degrade any other user's use of the Service, nor represent an overly large burden on the network.

You further agree to comply with all FPUAnet network, bandwidth, and data storage and usage limitations. If your use of the Service results in the consumption of bandwidth in excess of the applicable limitations, that is a violation of this Policy. FPUAnet may, in its sole discretion, terminate or suspend your Service account or request that you subscribe to a higher bandwidth plan. If FPUAnet determines that your account is exceeding your parameters, you will be notified by e-mail. If excess use continues for more than 10 days, the Service may be suspended, and after 30 more days of non-compliance, terminated. If excessive bandwidth utilization is determined by FPUAnet to impair its ability to provide the Service for other customers, FPUAnet may immediately reduce bandwidth available to you and will notify you by e-mail as soon as practicable.

Protection of the Service

FPUAnet may take any limited action it deems appropriate, without notice, to reasonably protect the Service, its network, and its facilities. In the event FPUAnet takes any action to protect the Service which negatively impacts the Service, FPUAnet will provide you with immediate notice of such action and how any such negative impacts on the Service will be mitigated. If FPUAnet denies you access to Service pursuant to this AUP, you will have no right: (i) to access through FPUAnet any materials stored on the Internet, or (ii) to access third-party services, merchandise, or information on the Internet through FPUAnet. FPUAnet will have no responsibility to notify any third-party providers of services, merchandise, or information nor any responsibility for any consequences resulting from lack of notification.

Additional Terms of All Services

You expressly consent and authorize Fort Pierce Utilities Authority ("FPUA"), its authorized agents and assignees, for the purpose of servicing your account or to collect any amounts you may owe, to contact you by telephone, text message, e-mail, or via the Internet at any telephone number, e-mail address, or website associated with you or your account, whether obtained from you or from third parties, including by cell phone, which could result in cellphone charges to you. Methods of contact may include using prerecorded/artificial voice messages, use of an automatic dialing device, text messages, e-mails, and communications via Internet sites and/or social and business networking websites as applicable. You understand that consent is a condition of obtaining FPUAnet service.

You acknowledge that if your bill is not paid by the due date, your account is subject to penalty charges and disconnection. Any charges incurred for collection of delinquent accounts will be added to the customer's indebtedness. A Collection Agency Fee, currently 18%, will be added to the final bill.

Violation of Acceptable Use Policy

FPUAnet does not routinely monitor the activity of Service accounts for violations of this AUP. However, in our efforts to promote good citizenship within the Internet community, we will respond appropriately if we become aware of inappropriate use of the Service. FPUAnet and its suppliers reserve the right at any time to monitor bandwidth, usage, transmissions, and content to operate the Service, to identify violations of this AUP, and to protect the network, the Service, and users.

If the Service is used in a way that FPUAnet or its suppliers believe violates this AUP, FPUAnet or its suppliers may take any responsive actions they deem appropriate. These actions include, but are not limited to, temporary or permanent removal of content, cancellation of newsgroup posts, filtering of Internet transmissions, and the immediate suspension or termination of all or any portion of the Service. Neither FPUAnet nor its affiliates, suppliers, or agents will have any liability for any these responsive actions.

FPUAnet reserves the right to investigate suspected violations of this AUP, including the gathering of information from the user or users involved and examination of material on FPUAnet's servers and network. You expressly authorize FPUAnet and its suppliers to cooperate with (i) law enforcement authorities in the investigation of suspected legal violations, and (ii) system administrators at other Internet service providers or other network or computing facilities to enforce this Policy. This cooperation may include FPUAnet providing available personally identifiable information about you to law enforcement or system administrators, including, but not limited to, username, subscriber name, and other account information. FPUAnet will disclose personally identifiable information about you, without consent, when required by law, to comply with a valid legal process such as a subpoena, court order, or search warrant.

The failure of FPUAnet or its suppliers to enforce this AUP, for whatever reason, shall not be construed as a waiver of any right to do so at any time. You agree that if any portion of this AUP is held invalid or unenforceable, that portion will be construed consistent with applicable law as nearly as possible, and the remaining portions will remain in full force and effect.

Indemnification

You agree to indemnify, defend, and hold FPUAnet harmless from any claims resulting from your use of the Service, all items defined by the Service Order, and any related activities of you and your agents, such as mounting cameras or other devices on FPUAnet or FPUA poles, whether authorized or not, that result in injury or other damage to you or another party. Use of any information obtained via the Service is at your own risk. FPUAnet is not responsible for the accuracy, quality, or content of information obtained through the Service.

Revisions to This Acceptable Use Policy

FPUAnet reserves the right to revise, amend, or modify this AUP at any time and in any manner. Amendments of other FPUAnet policies will be made in accordance with the conditions stated in those policies. FPUAnet's policies and agreements can be viewed online at: fpuanet.com/terms-and-service/

General — Introduction

FPUAnet Communications services are provided by the FPUAnet Communications division of Fort Pierce Utilities Authority ("FPUA"), Fort Pierce, Florida, USA. The terms "FPUA" and "FPUAnet" are service marks that may be used interchangeably in this Agreement. By using this service, also called Residential Internet Service (the "Service"), or by establishing an account, "you," the customer, agree to be bound by this agreement (the "Agreement") and to use the Service in compliance with this Agreement, the Acceptable Use Policy, all other applicable user policies (collectively "Terms of Service") available at fpuanet.com/terms-and-service/, as well as Sales Order(s) (if any) by which you ordered your Service, and any other related documents signed by you.

Special notes printed in the Sales Order prior to execution by both parties shall supersede the corresponding language of this agreement. FPUA may update this Agreement from time to time and will publish the current version on the above website. FPUA will also announce such revisions by email. Agreement updates are effective thirty (30) days after their publish dates. Your continued use of this Service following the posting of any revisions to this Agreement constitutes your acceptance of those revisions.

Definitions

• FPUA's "Network" shall refer to the linked communications system created by the installation of the fiber optic cables, other cables, and wired and wireless devices owned, leased, or otherwise contracted for use by FPUA.
• "Demarcation" shall refer to the point of connection between the connector, switch, or other device at the edge of FPUA's Network and the mating connector of the Customer's network, as defined in the Sales Order.
• "Residential Internet Service" provides high quality Internet access, for residential and general use, on the FPUAnet Network, which is operated seven (7) days per week, twenty-four (24) hours per day. FPUAnet service is not a common-carrier telecommunications service. The location and specifications of a Service are defined in the Sales Order.

Services

• In consideration for the payments to be made by you, pursuant to the terms of each Sales Order and this Agreement, FPUAnet will provide your device or network with the Service.
• Except as modified in the Sales Order, you shall provide FPUAnet with adequate space within its buildings or facilities for FPUAnet's equipment required to furnish the service and will provide the necessary electrical power to operate the onsite equipment. Customer will provide FPUAnet with ingress and egress to the properties, access to the buildings, and access to conduit entering the building for telecommunications services from the public right of way.
• All costs associated with any building modifications or conduit installation on the premises will be borne by the Customer, unless there has been a prior agreement between the parties covering said costs. FPUAnet will install its wire or cable once the Customer has provided for access.
• Where the premises are not owned by the customer, Customer shall obtain all necessary approvals, including easements, licenses, and/or permits where applicable from the owner which will allow FPUAnet to locate, install, and maintain its equipment, cable, and wire on the premises.
• FPUAnet will have the right to perform inspections and audits of its equipment and fibers for its own internal contract accounting purposes.
• All equipment, cable, wire, and fiber optic lines provided or installed by FPUAnet shall remain the property of FPUAnet. The Customer will provide and allow FPUAnet access to the premises for normal and emergency maintenance, and if necessary, to remove or replace any of the equipment, cable, wire, and/or fiber optic lines.
• FPUA retains the right to leave and use any of its equipment, cable, and wire in place beyond Service termination, until FPUA decides to remove part or all of it.

Scope of Services

• Internet Services. Flexible Bandwidth purchased for Internet usage will coincide with Internet Services commitment. Customer understands that Customer's authorized users may access the Internet through the Service. Neither FPUAnet, its agents, nor affiliates make any express or implied warranties, representations, or endorsements whatsoever. FPUAnet does not guarantee any internet speed; all purchased internet services will be provided on a best-effort basis.
• Customer acknowledges access to the Service(s) under this Agreement is intended for the use of the Customer and its authorized users only. Customer and its authorized users shall not resell or share the Service(s) to any other party without having executed a separate Reseller Agreement with FPUAnet.
• Customer will follow the rules set forth in the Acceptable Use Policy located at fpuanet.com/terms-and-service/.

Service Level Agreement (SLA)

This Service is provided on a best-effort basis and FPUAnet does not warrant that the Service shall be error-free or without interruption. No credit shall be allowed for any interruption of this Service, unless expressly provided herein to the contrary. FPUAnet shall have no obligation to provide alternative routing with respect to any transmission capacity provided pursuant to this Agreement.

Maintenance

Routine Maintenance shall be defined as upgrades of hardware or software to increase capacity or replace equipment. Routine maintenance may temporarily degrade the quality of the Service or cause outages. Maintenance outages are not considered service interrupting and will not be considered for an Outage Credit. Customers will receive advanced notice of the Routine maintenance outage at least seven (7) Calendar Days in advance.

Emergency Maintenance shall be defined as the efforts necessary to correct a service-interrupting event requiring immediate and prompt action. Emergency maintenance may degrade the quality of service or cause outages. FPUAnet Communications will make reasonable and practical efforts to notify customers. Outages resulting from emergency maintenance are not considered service interrupting and will not be considered for an Outage Credit. Catastrophic outages defined as an outage lasting more than 48 consecutive hours will be considered for an Outage Credit. Customers are required to provide a contact person and an escalation list for notification purposes. FPUAnet will provide notifications via email, direct calls, and on our website.

FPUA Equipment

• Equipment provided by FPUA ("the Equipment") for the Service is owned by FPUA and is to be returned to FPUA upon termination of the Service, unless otherwise stated in the Sales Order.
• FPUA agrees to keep the Equipment in good repair for the duration of the Service. Except as modified in the Sales Order, you grant to FPUA and its agents rack, wall, or shelf space at each Demarcation, electricity with proper grounding, and access to operate and service FPUA equipment.
• You will protect the Equipment and premises cabling, and be responsible for any damage to or loss of the Equipment and premises cabling, including the result of improper grounding, your abuse or negligence, and acts of God, until it is returned to FPUA.
• You agree to return the Equipment within seven (7) days after termination of the Service, and to immediately pay the fair market value for any part of the Equipment not returned to FPUA within that seven (7)-day period. Fair market value will be reasonably determined at FPUA's sole discretion.
• If FPUA damages your premises during the Service installation or maintenance, FPUA will compensate the owner of the Premises for reasonable, actual, and documented costs of necessary repair.

Payment

In consideration for the Service to be provided by FPUA, you shall pay fees to FPUA, including a monthly fee in accordance with the Sales Order, or in the absence of a Sales Order, FPUA's applicable fee schedule or price list. FPUA reserves the right to change pricing at any time, except that your pricing is protected within the current Term of your Sales Order. You shall also pay appropriate deposits and late payment fees in accordance with FPUA's then current security deposit, credit, and collection policies, and any sales tax, Communications Services tax, or any taxes or fees required by applicable law.

Payment shall be due in accordance with your Sales Order and monthly billing. Three payment options are available in accordance with FPUA resolutions:

• Monthly Paper Invoice — Inclusion of Communication Services charges on your monthly paper invoice. Available at no extra charge if you receive a paper invoice for electric, water, wastewater, gas, or other FPUA utility services.
• Automatic Bank Draft (EZPay) — No extra charge. EZPay authorizes FPUA to make automatic monthly charges against your bank account. This authorization shall be cancelable by you via written notice to FPUA, delivered by email, facsimile transmission, or United States Mail. To sign up, go to fpua.com/account-and-billing/.
• Automatic Credit Card Payments — FPUA reserves the right to pass on to you a third-party "convenience fee," if any, for credit card payments. For current details, go to fpua.com/account-and-billing/ or call Customer Service at 466-1600.

Term of Agreement

• Your Service Term of Agreement is twelve (12) months, unless otherwise stated on the Sales Order. At the end of the initial Term of Agreement, the Service and Agreement will continue on a month-to-month basis until terminated with at least thirty (30) days' notice by either party, or renewed by written agreement of both parties, unless otherwise stated on the Sales Order.
• If FPUA materially defaults in performance of any duty or obligation imposed by this Agreement, you may terminate this Agreement after giving written notice to FPUA specifying the existence and nature of the default, and giving FPUA thirty (30) days from the effective date of the notice to cure the default. If you terminate this Agreement for such fault of FPUA, you will not be obligated to pay any monthly Service charges beyond the month in which you terminate, for the balance of the Term of Agreement.
• FPUA may suspend or terminate the Service upon no less than thirty (30) days' prior notice upon (i) your failure to pay any amounts invoiced within thirty (30) days after the date of the invoice; or (ii) your failure or refusal to cure any breach of this Agreement within thirty (30) days after notice of such breach has been given by FPUA to you.
• If you terminate the Service prior to the completion of the full Term of Agreement, you agree to pay FPUA, within seven (7) days, all of the balance on your account, the fair market value of any Equipment not returned, and 70% of the monthly Service charges for the balance of the Term of Agreement.
• If you cancel a Service prior to Service activation, you agree to pay FPUA for the first month's Service, the Installation/Set-up fee, and any additional costs incurred by FPUA in preparation for activating the Service. These additional costs may include engineering, provider services, permitting, cabling, and other labor and materials costs committed by FPUA.

Information Security

• This Service DOES NOT include storage or backup services for your data. FPUA shall have no responsibility for your failure to backup, or loss of any of your data. You are responsible for providing any archival history services with respect to your data. Service transports data through optical and electrical communications cables and network nodes, some of which may utilize signal splitters in secured locations for non-invasive test ports.
• Each Sales Order with its attachments contains sensitive Proprietary Confidential Business Information, is exempt from public records disclosure in accordance with Florida Statutes 688, 202, and 364, and Customer agrees to exercise due care to keep it confidential, subject to current law.

Disclaimer of Warranties

FPUA exercises no control whatsoever over the content, accuracy, or quality of the information passing through its Network or any products ordered by you via its Network. The information or products obtained by you through the Service are provided "as is" without any warranties whatsoever, expressed or implied.

Limitation of Liability

In no event shall either party be liable to the other for any consequential or special damages arising out of or in relation to this Agreement or the Service, including, but not limited to, damages incurred by you resulting from loss of data due to delays, non-deliveries, mis-deliveries, or interruptions in Service, regardless of the cause.

Force Majeure

Neither party shall be considered in default of its obligations hereunder if performance of such obligations is prevented or delayed by acts of God, government, hackers, vandals, war, civil disorder, riots, Denial of Service attacks, labor disputes, failure or delay of transportation or third-party providers, or such other causes as are beyond such party's reasonable control.

Assignment

No party to this Agreement may assign its rights or delegate its duties hereunder, in whole or in part, without the prior, written consent of the other party.

Construction

Any word in this Agreement shall be read either as singular or plural, and as either masculine, feminine, or neuter gender, as the context may require. Captions are included for convenience only, and shall not be construed to limit, expand, or otherwise modify the text of this Agreement in any manner. Each party assumes equal responsibility for the drafting of this Agreement.

Notices

Any notice permitted or required by this Agreement shall be in writing and shall be either delivered in person; mailed by United States Mail, certified with return receipt requested and all postage prepaid; delivered by Federal Express, UPS, or other widely recognized overnight courier services; or delivered by facsimile or electronic transmission with confirmation of receipt. Notice sent by certified mail shall be effective on the third business day following postmark. Notice delivered in person shall be effective upon delivery. Notice sent by overnight courier, properly addressed with all charges prepaid, shall be effective at 5:00 PM on the next business day. Notice sent by facsimile or electronic transmission shall be effective at 5:00 PM on the next business day following confirmation of receipt.

Address to:

Governing Law

This Agreement shall be construed under the laws of Florida, and as applicable, of the United States of America. Venue for any action or proceeding arising out of this Agreement shall be in Florida, within or closest to St. Lucie County.

General — Introduction

FPUAnet Communications services are provided by the FPUAnet Communications division of Fort Pierce Utilities Authority ("FPUA"), Fort Pierce, Florida, USA. By using this service, also called Commercial Internet Service (the "Service"), or by establishing an account, "you," the customer, agree to be bound by this agreement (the "Agreement") and to use the Service in compliance with this Agreement, the Acceptable Use Policy, all other applicable user policies (collectively "Terms of Service") available at fpuanet.com/terms-and-service/, as well as Sales Order(s) (if any) by which you ordered your Service, and any other related documents signed by you.

FPUA may update this Agreement from time to time and will publish the current version on the above website. Agreement updates are effective thirty (30) days after their publish dates. Your continued use of this Service following the posting of any revisions to this Agreement constitutes your acceptance of those revisions.

Definitions

• FPUA's "Network" shall refer to the linked communications system created by the installation of the fiber optic cables, other cables, and wired and wireless devices owned, leased, or otherwise contracted for use by FPUA.
• "Demarcation" shall refer to the point of connection between the connector, switch, or other device at the edge of FPUA's Network and the mating connector of the Customer's network, as defined in the Sales Order.
• "Commercial Internet Service" provides high quality Internet access, for commercial and general use, on the FPUAnet Network, which is operated seven (7) days per week, twenty-four (24) hours per day. FPUAnet service is not a common-carrier telecommunications service. The location and specifications of a Service are defined in the Sales Order.

Services

• In consideration for the payments to be made by you, FPUAnet will provide your device or network with the Service.
• Except as modified in the Sales Order, you shall provide FPUAnet with adequate space within its buildings or facilities for FPUAnet's equipment required to furnish the service and will provide the necessary electrical power to operate the onsite equipment. Customer will provide FPUAnet with ingress and egress to the properties, access to the buildings, and access to conduit entering the building from the public right of way.
• All costs associated with any building modifications or conduit installation on the premises will be borne by the Customer, unless there has been a prior agreement between the parties covering said costs.
• Where the premises are not owned by the customer, Customer shall obtain all necessary approvals, including easements, licenses, and/or permits where applicable from the owner which will allow FPUAnet to locate, install, and maintain its equipment, cable, and wire on the premises.
• FPUAnet will have the right to perform inspections and audits of its equipment and fibers for its own internal contract accounting purposes.
• All equipment, cable, wire, and fiber optic lines provided or installed by FPUAnet shall remain the property of FPUAnet. The Customer will provide and allow FPUAnet access to the premises for normal and emergency maintenance.
• FPUA retains the right to leave and use any of its equipment, cable, and wire in place beyond Service termination, until FPUA decides to remove part or all of it.

Scope of Services

• Internet Services. Flexible Bandwidth purchased for Internet usage will coincide with Internet Services commitment. Customer understands that Customer's authorized users may access the Internet through the Service. Neither FPUAnet, its agents, nor affiliates make any express or implied warranties, representations, or endorsements whatsoever. FPUAnet does not guarantee any internet speed; all purchased internet services will be provided on a best-effort basis.
• Customer acknowledges access to the Service(s) is intended for the use of the Customer and its authorized users only. Customer and its authorized users shall not resell or share the Service(s) to any other party without having executed a separate Reseller Agreement with FPUAnet.
• Customer will follow the rules set forth in the Acceptable Use Policy located at fpuanet.com/terms-and-service/.

Service Level Agreement (SLA)

This Service is provided on a best-effort basis and FPUAnet does not warrant that the Service shall be error-free or without interruption. No credit shall be allowed for any interruption of this Service, unless expressly provided herein to the contrary. FPUAnet shall have no obligation to provide alternative routing with respect to any transmission capacity provided pursuant to this Agreement.

Maintenance

Routine Maintenance shall be defined as upgrades of hardware or software to increase capacity or replace equipment. Customers will receive advanced notice of the Routine maintenance outage at least seven (7) Calendar Days in advance. Emergency Maintenance shall be defined as the efforts necessary to correct a service-interrupting event requiring immediate and prompt action. Catastrophic outages lasting more than 48 consecutive hours will be considered for an Outage Credit. FPUAnet will provide notifications via email, direct calls, and on our website.

FPUA Equipment

• Equipment provided by FPUA for the Service is owned by FPUA and is to be returned to FPUA upon termination of the Service, unless otherwise stated in the Sales Order.
• FPUA agrees to keep the Equipment in good repair for the duration of the Service. Except as modified in the Sales Order, you grant to FPUA and its agents rack, wall, or shelf space at each Demarcation, electricity with proper grounding, and access to operate and service FPUA equipment.
• You will protect the Equipment and premises cabling, and be responsible for any damage to or loss of the Equipment and premises cabling, including the result of improper grounding, your abuse or negligence, and acts of God, until it is returned to FPUA.
• You agree to return the Equipment within seven (7) days after termination of the Service, and to immediately pay the fair market value for any part of the Equipment not returned to FPUA within that seven (7)-day period.
• If FPUA damages your premises during the Service installation or maintenance, FPUA will compensate the owner of the Premises for reasonable, actual, and documented costs of necessary repair.

Payment

In consideration for the Service to be provided by FPUA, you shall pay fees to FPUA, including a monthly fee in accordance with the Sales Order. FPUA reserves the right to change pricing at any time, except that your pricing is protected within the current Term of your Sales Order. You shall also pay appropriate deposits and late payment fees, and any sales tax, Communications Services tax, or any other taxes or fees required by applicable law.

Three payment options are available in accordance with FPUA resolutions:

• Monthly Paper Invoice — Inclusion of Communication Services charges on your monthly paper invoice at no extra charge if you receive a paper invoice for other FPUA utility services.
• Automatic Bank Draft (EZPay) — No extra charge. EZPay authorizes FPUA to make automatic monthly charges against your bank account. To sign up, go to fpua.com/account-and-billing/.
• Automatic Credit Card Payments — FPUA reserves the right to pass on to you a third-party "convenience fee," if any. For current details, go to fpua.com/account-and-billing/ or call Customer Service at 466-1600.

Term of Agreement

• Your Service Term of Agreement is twenty-four (24) months, unless otherwise stated on the Sales Order. At the end of the initial Term of Agreement, the Service and Agreement will continue on a month-to-month basis until terminated with at least thirty (30) days' notice by either party.
• If FPUA materially defaults in performance of any duty or obligation imposed by this Agreement, you may terminate this Agreement after giving written notice to FPUA and giving FPUA thirty (30) days from the effective date of the notice to cure the default.
• FPUA may suspend or terminate the Service upon no less than thirty (30) days' prior notice upon (i) your failure to pay any amounts invoiced within thirty (30) days after the date of the invoice; or (ii) your failure or refusal to cure any breach of this Agreement within thirty (30) days after notice of such breach.
• If you terminate the Service prior to the completion of the full Term of Agreement, you agree to pay FPUA, within seven (7) days, all of the balance on your account, the fair market value of any Equipment not returned, and 70% of the monthly Service charges for the balance of the Term of Agreement.
• If you cancel a Service prior to Service activation, you agree to pay FPUA for the first month's Service, the Installation/Set-up fee, and any additional costs incurred by FPUA in preparation for activating the Service.

Information Security

• This Service DOES NOT include storage or backup services for your data. FPUA shall have no responsibility for your failure to backup, or loss of any of your data. Service transports data through optical and electrical communications cables and network nodes, some of which may utilize signal splitters in secured locations for non-invasive test ports.
• Each Sales Order with its attachments contains sensitive Proprietary Confidential Business Information, is exempt from public records disclosure in accordance with Florida Statutes 688, 202, and 364, and Customer agrees to exercise due care to keep it confidential, subject to current law.

Disclaimer of Warranties

FPUA exercises no control whatsoever over the content, accuracy, or quality of the information passing through its Network or any products ordered by you via its Network. The information or products obtained by you through the Service are provided "as is" without any warranties whatsoever, expressed or implied.

Limitation of Liability

In no event shall either party be liable to the other for any consequential or special damages arising out of or in relation to this Agreement or the Service, including, but not limited to, damages incurred by you resulting from loss of data due to delays, non-deliveries, mis-deliveries, or interruptions in Service, regardless of the cause.

Force Majeure

Neither party shall be considered in default of its obligations hereunder if performance of such obligations is prevented or delayed by acts of God, government, hackers, vandals, war, civil disorder, riots, Denial of Service attacks, labor disputes, failure or delay of transportation or third-party providers, or such other causes as are beyond such party's reasonable control.

Assignment

No party to this Agreement may assign its rights or delegate its duties hereunder, in whole or in part, without the prior, written consent of the other party.

Construction

Any word in this Agreement shall be read either as singular or plural, and as either masculine, feminine, or neuter gender, as the context may require. Captions are included for convenience only and shall not be construed to limit, expand, or otherwise modify the text of this Agreement in any manner. Each party assumes equal responsibility for the drafting of this Agreement.

Notices

Any notice permitted or required by this Agreement shall be in writing and shall be either delivered in person; mailed by United States Mail, certified with return receipt requested; delivered by widely recognized overnight courier services; or delivered by facsimile or electronic transmission with confirmation of receipt.

Address to:

Governing Law

This Agreement shall be construed under the laws of Florida, and as applicable, of the United States of America. Venue for any action or proceeding arising out of this Agreement shall be in Florida, within or closest to St. Lucie County.

General — Introduction

FPUAnet Communications services are provided by the FPUAnet Communications division of Fort Pierce Utilities Authority ("FPUA"), Ft. Pierce, Florida, USA. By using this Dedicated Internet Access service, also called Dedicated Fiber Internet Access, DFIA, and DIA (the "Service"), or by establishing an account, "you," the customer, agree to be bound by this agreement (the "Agreement") and to use the Service in compliance with this Agreement, the Acceptable Use Policy, all other applicable user policies (collectively "Terms of Service") available at fpuanet.com/terms-and-service/, as well as Sales Order(s) (if any) by which you ordered your Service, and any other related documents signed by you.

FPUA may update this Agreement from time to time and will publish the current version on the above website. Agreement updates are effective thirty (30) days after their publish dates. Your continued use of this Service following the posting of any revisions to this Agreement constitutes your acceptance of those revisions.

Definitions

• FPUA's "Network" shall refer to the linked communications system created by the installation of the fiber optic cables, other cables, and wired and wireless devices owned, leased, or otherwise contracted for use by FPUA.
• "Demarcation" shall refer to the point of connection between the connector at the end of FPUA's Network and the mating connector of the Customer's network, as defined in the Sales Order.
• "Dedicated Internet Access" (DIA), also called Dedicated Fiber Internet Access (DFIA), service provides high quality Internet access with dedicated bandwidth, for commercial and general use, on the FPUAnet Network, operated seven (7) days per week, twenty-four (24) hours per day. FPUAnet DIA service is not a common-carrier telecommunications service. The location and specifications of a DIA are defined in the Sales Order.

Services

• In consideration for the payments to be made by you, FPUAnet will provide your network with an Ethernet connection to the Internet, as described in the Sales Order, for commercial and general uses via FPUA's Internet backbone and Network facilities, operated seven days per week, twenty-four hours per day.
• FPUA and its contracted providers shall install and maintain all portions of its Network up to the Demarcation Point. FPUA shall give you at least 10 business days' notice prior to the date of any scheduled, non-emergency work on the Network that may affect the Service.
• Except as modified in the Sales Order, you will provide FPUA with ingress and egress to the property from the public right of way, for the installation to each exterior and interior connection and Demarcation Point. You will be responsible for all costs associated with any building modifications or conduit installation on the premises. Whether or not the premises are owned by you, you shall obtain all necessary approvals, including easements where applicable from the owner.
• Any unscheduled outage of the Service will require FPUA to perform emergency repairs. You agree to report the outage by calling Outage/Trouble: (772) 466-7703, whenever possible; otherwise call FPUA's 24-hour/7-day emergency repair crew dispatch at 772-466-1600 ext. 6209. FPUA will remotely troubleshoot and, if necessary, dispatch repair crew personnel 24 hours a day, seven days a week. FPUA shall use reasonable best efforts to have its first maintenance person at the site within four hours after the fault is identified. FPUA will attempt to restore the Service no later than six hours after the fault is identified. FPUA retains the right to charge you for time and materials expended if you tamper with FPUA equipment or report system outages not caused by the Service.

Service Level Agreement (SLA)

The SLA for this service is contained in a separate document. See the DIA Service Level Agreement section below.

FPUA Equipment

• Equipment provided by FPUA for the Service is owned by FPUA and is to be returned to FPUA upon termination of the Service, unless otherwise stated in the Sales Order.
• FPUA agrees to keep the Equipment in good repair. Except as modified in the Sales Order, you grant to FPUA and its agents six (6) rack units, or equivalent wall or shelf space at each Demarcation, electricity with proper grounding, and access to operate and service FPUA equipment.
• You will protect the Equipment and premises cabling, and be responsible for any damage to or loss of the Equipment and premises cabling, including the result of improper grounding, your abuse or negligence, and acts of God, until it is returned to FPUA.
• You agree to return the Equipment within 7 days after termination of the Service, and to immediately pay the fair market value for any part of the Equipment not returned to FPUA within that 7-day period.
• If FPUA damages your premises during the Service installation or maintenance, FPUA will compensate the owner of the Premises for reasonable, actual, and documented costs of necessary repair, not to exceed $1,000.

Payment

In consideration for the Service to be provided by FPUA, you shall pay fees to FPUA, including a monthly fee in accordance with the Sales Order. FPUA reserves the right to change pricing at any time, except that your pricing is protected within the current Term of your Sales Order. You shall also pay appropriate deposits and late payment fees, and any applicable taxes or fees required by applicable law.

Three payment options are available in accordance with FPUA resolutions:

• Monthly Paper Invoice — Include Communication Services charges on your monthly paper invoice at no extra charge if you receive a paper invoice for other FPUA utilities.
• Automatic Bank Draft (EZPay) — No extra charge. EZPay authorizes FPUA to make automatic monthly charges against your bank account. To sign up, go to fpua.com/account-and-billing/.
• Automatic Credit Card Payments — FPUA reserves the right to pass on to you a third-party "convenience fee," if any. Call Customer Service at 466-1600 for current details.

Term of Agreement

• Your Service Term of Agreement is thirty-six (36) months, unless otherwise stated on the Sales Order. At the end of the initial Term of Agreement, the Service and Agreement will continue on a month-to-month basis until terminated with at least 30 days' notice by either party.
• If FPUA materially defaults in performance of any duty or obligation imposed by this Agreement, you may terminate this Agreement after giving written notice to FPUA and giving FPUA thirty (30) days to cure the default.
• FPUA may suspend or terminate the Service upon no less than thirty (30) days' prior notice upon (i) your failure to pay any amounts invoiced within thirty (30) days after the date of the invoice; or (ii) your failure or refusal to cure any breach of this Agreement within thirty (30) days after notice of such breach.
• If you terminate the Service prior to the completion of the full Term of Agreement, you agree to pay FPUA, within 7 days, all of the balance on your account, the fair market value of any Equipment not returned, and 50% of the monthly Service charges for the balance of the Term of Agreement.
• If you cancel a Service prior to Service activation, you agree to pay FPUA for the first month's Service, the Installation/Set-up fee, and any additional costs incurred by FPUA in preparation for activating the Service.

Information Security

• This Service DOES NOT include storage or backup services for your data. FPUA shall have no responsibility for your failure to backup, or loss of any of your data. Service transports data through optical and electrical communications cables and network nodes, some of which may utilize signal splitters in secured locations for non-invasive test ports.
• FPUAnet Internet Access Services use Address Resolution Protocol (ARP) inspection of connections to the FPUAnet public, fiber-optic network. This means that all public IP and MAC address mappings must be registered with FPUAnet before use. If you require additional FPUAnet IP addresses, or add or replace edge devices, the IP and MAC addresses for those new devices must be registered with FPUAnet in order for those devices to communicate on our network. To make any registration changes, please contact our Help Desk by phone at 772-466-1600, ext. 3911, between 8 am and 4 pm on regular weekdays. For emergency, after-hours replacements, contact our 24/7 Dispatch desk at 772-466-1600, ext. 6209.
• Each Sales Order with its attachments contains sensitive Proprietary Confidential Business Information, exempt from public records disclosure in accordance with Florida Statutes 202 and 364, and Customer agrees to exercise due care to keep it confidential.

Disclaimer of Warranties

FPUA exercises no control whatsoever over the content, accuracy, or quality of the information passing through its Network or any products ordered by you via its Network. The information or products obtained by you through the Service are provided "as is" without any warranties whatsoever, expressed or implied.

Limitation of Liability / Force Majeure / Assignment / Construction

In no event shall either party be liable to the other for any consequential or special damages arising out of or in relation to this Agreement or the Service. Neither party shall be considered in default if performance is prevented or delayed by acts of God, government, hackers, vandals, war, civil disorder, riots, Denial of Service attacks, labor disputes, failure or delay of transportation or third-party providers, or such other causes as are beyond such party's reasonable control. No party to this Agreement may assign its rights or delegate its duties hereunder, in whole or in part, without the prior, written consent of the other party. Each party assumes equal responsibility for the drafting of this Agreement.

Notices

Any notice permitted or required by this Agreement shall be in writing and shall be either delivered in person; mailed by United States Mail, certified with return receipt requested; delivered by widely recognized overnight courier services; or delivered by facsimile or electronic transmission with confirmation of receipt.

Address to:

Governing Law

This Agreement shall be construed under the laws of Florida, and as applicable, of the United States of America. Venue for any action or proceeding arising out of this Agreement shall be in Florida, within or closest to St. Lucie County.

Service Definition

"Dedicated Internet Access" (DIA), also called Dedicated Fiber Internet Access (DFIA), provides high quality Internet access with dedicated bandwidth, for commercial and general use, on the FPUAnet Network, operated seven days per week, twenty-four hours per day. The location and specifications of a DIA are defined in the Sales Order.

SLA Terms and Conditions

FPUA has built the highly efficient FPUAnet fiber optic Network, which is designed for 100% uptime and minimal delays (latency). To achieve such reliability, FPUA has more than one upstream connection to the Internet backbone, with automatic failover. This means that, if one uplink fails, the traffic is automatically re-routed through another path. The failover process typically takes only a few seconds. In some rare circumstances, the failover path may provide less overall capacity than the primary path, possibly resulting in temporary congestion. In such a case, our network equipment is configured to indiscriminately distribute the available capacity in proportion to the defined bandwidth of each affected service. Devices on the FPUAnet Network are monitored constantly, seven days per week, twenty-four hours per day.

If FPUA fails to meet any of the service levels defined in this section, your sole remedies shall be for FPUA to use commercially reasonable efforts to correct the deficiencies, for you to terminate the Service in accordance with the Corresponding Service Agreement, and for FPUA to credit your account as appropriate based on SLA Guarantee details below.

The SLA Guarantee credits do not apply for failures (i) occurring during scheduled maintenance or configuration events; (ii) attributable to any application, equipment, system, act, or omission of you, your employees, contractors, agents, or end users; (iii) caused by Force Majeure or other causes beyond the reasonable control of FPUA; (iv) in which testing or repairs are delayed due to insufficient access to equipment in your premises; or (v) of four minutes or less in duration.

Internet Availability SLA Guarantee

Minimum Service availability is guaranteed to be 99.99% Internet Availability (also called Internet Uptime). Service Availability is expressed as a monthly percentage, calculated as: (minutes in the month – total unavailable minutes) / minutes in the month.

Service is considered unavailable whenever an outage is recorded by FPUA. An outage means that FPUA's switch (or other device) containing the port used to hand off your service is unable to obtain or return ping replies from Internet Protocol-addressed devices on the public Internet.

If FPUA fails to meet this service level, you will receive a credit on your account calculated as the sum of: 10% of your monthly rate for the portion of your service affected, plus 100% minus Internet Availability rounded to a whole number percent (e.g., 100% – 98.3% = 1.7%, rounded to 2%).

Mean Time to Repair (MTR)

MTR is a monthly measure and the FPUAnet standard is four hours or less. MTR is defined as (total outage minutes) / (number of outages). No credits are associated with MTR.

Latency SLA Guarantee

If the monthly average latency between the FPUAnet gateway and the FPUAnet device in your premise exceeds 10 milliseconds, then you may receive a credit of 10% of your monthly rate for the portion of your service affected. For specialized applications requiring very low latency, such as voice traffic, FPUA offers, at additional cost, customized Quality of Service (QoS) configuration to prioritize traffic and avoid symptoms such as voice jitter.

Packet Loss SLA Guarantee

If the monthly average packet loss at the port through which FPUA provides your service exceeds 0.5%, then you may receive a credit of 3% of your monthly rate for the portion of your service affected.

Bandwidth SLA Guarantee

The bandwidth, or data transmission speed, provided to you from the port through which FPUA provides your service to the Internet is defined in your FPUAnet Sales Order. The bandwidth provided by FPUA to you is guaranteed to be at least 90% of the defined bandwidth, for at least 90% of the time during which Service is available each month. If the bandwidth provided does not meet this standard, you may receive a credit of 10% of your monthly rate for the portion of your service affected. FPUA reserves the right to specify the test sites used and to charge reasonable fees for testing at your site if the testing shows no deficiency in bandwidth.

General — Introduction

FPUAnet Communications services are provided by the FPUAnet Communications division of Fort Pierce Utilities Authority ("FPUA"), Ft. Pierce, Florida, USA. By using this E-Rate IP Link service (the "Service") or by establishing an account, "you," the customer, agree to be bound by this agreement (the "Agreement") and to use the Service in compliance with this Agreement, the Acceptable Use Policy, all other applicable user policies (collectively "Terms of Service") available at fpuanet.com/terms-and-service/, as well as Sales Order(s) (if any) by which you ordered your Service, and any other related documents signed by you.

E-Rate IP Link service alone does not include Internet service nor maintenance of your network, but such services may be available separately. FPUA may update this Agreement from time to time and will publish the current version on the above website. This Agreement applies to both governmental and non-governmental customers. If you do not agree to any future revisions of this Agreement, and you have a current Sales Order, you may notify FPUA in writing within 90 days after the notice of revision.

Definitions

• FPUA's "Network" shall refer to the linked communications system created by the installation of the fiber optic cables, other cables, and wired and wireless devices owned, leased, or otherwise contracted for use by FPUA.
• "Demarcation" shall refer to the point of connection between the connector, switch, or other device at the edge of FPUA's Network and the mating connector of the Customer's network, as defined in the Sales Order.
• "E-Rate IP Link" (EIP) service will enable communication with Customer's other EIP and/or BC and/or WBC services on the FPUAnet Network, operated seven (7) days per week, twenty-four (24) hours per day. FPUAnet EIP service differs from other FPUAnet services in that EIP is a common-carrier telecommunications service. The location and specifications of an EIP service are defined in the Sales Order.

Services

• In consideration for the payments to be made by you, FPUAnet will provide for your use the Service.
• FPUA and its contracted providers shall install and maintain all portions of its Network up to each Demarcation Point. FPUA shall give you at least 10 business days' notice prior to the date of any scheduled, non-emergency work on the Network that may affect the Service.
• Except as modified in the Sales Order, you will provide FPUA with ingress and egress to the property from the public right of way, for the installation to each exterior and interior connection and Demarcation Point. You will be responsible for all costs associated with any building modifications or conduit installation from the right of way or on the premises.
• Any unscheduled outage of the Service will require FPUA to perform emergency repairs. You agree to report the outage on the website at fpuanet.com, whenever possible; otherwise call FPUA's 24-hour/7-day emergency repair crew dispatch at 772-466-1600 ext. 6209. FPUA will remotely troubleshoot and, if necessary, dispatch repair crew personnel for emergency dispatch 24 hours a day, seven days a week. FPUA shall use reasonable best efforts to have its first maintenance person at the site within four hours after the fault is identified and will attempt to restore the Service no later than six hours after the fault is identified.

Service Level Agreement (SLA)

The SLA for this service is contained in a separate document.

FPUA Equipment

• Equipment provided by FPUA for the Service is owned by FPUA and is to be returned to FPUA upon termination of the Service, unless otherwise stated in the Sales Order.
• FPUA agrees to keep the Equipment in good repair. Except as modified in the Sales Order, you grant to FPUA and its agents six (6) rack units, or equivalent wall or shelf space at each Demarcation, electricity with proper grounding, and access to operate and service FPUA equipment.
• You will protect the Equipment and premises cabling, and be responsible for any damage to or loss of the Equipment and premises cabling, including the result of improper grounding, your abuse or negligence, and acts of God, until it is returned to FPUA.
• You agree to return the Equipment within 7 days after termination of the Service, and to immediately pay the fair market value for any part of the Equipment not returned to FPUA within that 7-day period.
• If FPUA damages your premises during the Service installation or maintenance, FPUA will compensate the owner of the Premises for reasonable, actual, and documented costs of necessary repair, not to exceed $1,000.

Payment

In consideration for the Service to be provided by FPUA, you shall pay fees to FPUA, including a monthly fee, in advance and in accordance with the Sales Order. After the first three months of service, the monthly service rate will be adjusted each March, based on the percent annual change in the CPI report, "U.S. All Items, 1982-84=100" available from USDOL Bureau of Labor Statistics. You shall also pay appropriate deposits and late payment fees, and any applicable taxes or fees required by applicable law.

Three payment options are available in accordance with FPUA resolutions:

• Monthly Paper Invoice — Include Communication Services charges on your monthly paper invoice at no extra charge if you receive a paper invoice for other FPUA utilities.
• Automatic Bank Draft (EZPay) — No extra charge. EZPay authorizes FPUA to make automatic monthly charges against your bank account. To sign up, go to fpua.com/account-and-billing/.
• Automatic Credit Card Payments — FPUA reserves the right to pass on to you a third-party "convenience fee," if any. Call Customer Service at 466-1600 for current details.

Term of Agreement

• Your Initial Term of Agreement is one hundred twenty (120) months, unless otherwise stated in the Sales Order. At the end of the Service Term of Agreement, the Service and Agreement will continue on a month-to-month basis until terminated with at least 30 days' notice by either party, or renewed by written agreement of both parties.
• If FPUA materially defaults in performance of any duty or obligation imposed by this Agreement, you may terminate this Agreement after giving written notice to FPUA and giving FPUA thirty (30) days to cure the default.
• FPUA may suspend or terminate the Service upon no less than thirty (30) days' prior notice upon (i) your failure to pay any amounts invoiced within thirty (30) days after the date of the invoice; or (ii) your failure or refusal to cure any breach of this Agreement within thirty (30) days after notice of such breach.
• If you terminate the Service prior to the completion of the full Term of Agreement, you agree to pay FPUA, within 7 days, all of the balance on your account, the fair market value of any Equipment not returned, and 70% of the monthly Service charges for the balance of the Term of Agreement.
• If you cancel a Service prior to Service activation, you agree to pay FPUA for the first month's Service, the Installation/Set-up fee, and any additional costs incurred by FPUA in preparation for activating the Service.

Information Security

• This Service DOES NOT include storage or backup services for your data. FPUA shall have no responsibility for your failure to backup, or loss of any of your data. Service transports data through optical and electrical communications cables and network nodes, some of which may utilize signal splitters in secured locations for non-invasive test ports.
• Each Sales Order with its attachments contains sensitive Proprietary Confidential Business Information, exempt from public records disclosure in accordance with Florida Statutes 688, 202, and 364, and Customer agrees to exercise due care to keep it confidential, subject to current law.

Disclaimer of Warranties

FPUA exercises no control whatsoever over the content, accuracy, or quality of the information passing through its Network or any products ordered by you via its Network. The information or products obtained by you through the Service are provided "as is" without any warranties whatsoever, expressed or implied.

Limitation of Liability / Force Majeure / Assignment / Construction

In no event shall either party be liable to the other for any consequential or special damages arising out of or in relation to this Agreement or the Service. Neither party shall be considered in default if performance is prevented or delayed by acts of God, government, hackers, vandals, war, civil disorder, riots, Denial of Service attacks, labor disputes, failure or delay of transportation or third-party providers, or such other causes as are beyond such party's reasonable control. No party to this Agreement may assign its rights or delegate its duties hereunder, in whole or in part, without the prior, written consent of the other party. Each party assumes equal responsibility for the drafting of this Agreement.

Notices

Any notice permitted or required by this Agreement shall be in writing and shall be either delivered in person; mailed by United States Mail, certified with return receipt requested; delivered by widely recognized overnight courier services; or delivered by facsimile or electronic transmission with confirmation of receipt.

Address to:

Governing Law

This Agreement shall be construed under the laws of Florida, and as applicable, of the United States of America. Venue for any action or proceeding arising out of this Agreement shall be in Florida, within or closest to St. Lucie County.