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DOCUMENT TITLE:  AMENDED AND RESTATED LICENSE, HOSTING AND SERVICES AGREEMENT .
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Clause Heading
1 - DEFINITIONS.
2 - RULES OF CONSTRUCTION.
3.1 - License Grant.
3.2 - Specifications.
3.3 - Hosting Services.
3.4 - Documentation.
3.5 - Source Code Escrow.
3.6 - Option to Host Technology.
3.7 - Application to Company and Third Party Websites.
4.1 - Technology Ownership.
4.2 - License Restrictions.
5.1 - Confidential Information.
5.2 - Restrictions.
5.3 - Additional Obligations.
5.4 - Privacy Compliance.
6.1 - SOW; Deliverables.
6.2 - Change Orders.
6.3 - Implementation Services.
7 - MAINTENANCE AND SUPPORT.
8.1 - Redundancy; Disaster Recovery.
8.2 - Bandwidth.
8.3 - Back-Up of Transaction Logs.
8.4 - Notice of Third Party Service Provider.
9.1 - Security.
9.2 - Incident Response Protocol.
11.1 - Fees.
11.2 - SOW Invoices.
11.3 - Expenses.
11.4 - Payment Terms.
11.5 - Taxes.
12.1 - Maintenance of Company Records.
12.2 - Maintenance of RazorStream Records.
12.3 - Inspection of Company Accounting Records.
12.4 - Compliance Audit.
12.5 - Financial Audit of RazorStream.
12.6 - Cooperation of RazorStream.
12.7 - Transaction Log Reports.
12.8 - Incident Response Reports.
12.9 - No Limitation of Remedies.
13 - TERM.
14.1 - Termination for Default.
14.2 - Termination by Company.
14.3 - Effect of Termination.
14.4 - No Prejudice.
15 - RELATIONSHIP OF THE PARTIES; INDEPENDENT CONTRACTOR.
16.1 - General Representations and Warranties.
16.2 - Additional RazorStream Representations and Warranties.
16.3 - Disclaimer.
17.1 - Disclaimer of Consequential Damages.
17.2 - Exceptions to Limitations of Liability.
18 - INDEMNIFICATION.
19 - NOTICE.
20 - GOVERNING LAW; DISPUTE RESOLUTION.
21.1 - Amendment and Restatement of Original Agreement.
21.2 - Entire Agreement.
21.3 - Force Majeure.
21.4 - No Construction Against Drafter.
21.5 - Amendment; Waiver.
21.6 - Assignment.
21.7 - Subcontracting.
21.8 - Severability.
21.9 - Survival.
21.10 - Cumulative Remedies.
21.11 - Publicity.
21.12 - Time of Essence.
21.13 - Counterparts.
1 - Contact Information:
2 - Term:
7 - Payment Terms:
d - Other:
b - Reporting requirements:
1 - STANDARD SUPPORT SERVICES.
2 - SERVICES NOT INCLUDED.
3.1 - Company Contact.
3.2 - Installation.
3.3 - Facility and Personnel Access.
3.4 - Error Documentation.
4 - DESIGNATION OF SUPPORT COORDINATORS; TROUBLE REPORTS.
5 - SUPPORT SERVICES; REPORTING OF PROBLEMS.
6 - RESPONSE TIMES; RESOLUTION OF PROBLEMS.
1 - Severity 1 Problems.
2 - Severity 2 Problems.
3 - Severity 3 Problems.
4 - Severity 4 Problems.
6.2 - Communication Regarding Progress.
7 - OTHER PROVIDERS.
8 - ADDITIONAL REMEDIES.
9 - RELEASES.
1 - IMPLEMENTATION SERVICES FEE.
2 - NON-RECURRING ENGINEERING FEES.
3 - ADDITIONAL FEE.
4 - MINIMUM GUARANTEED PAYMENT.
5 - MAINTENANCE FEE.
6 - FEES APPLICABLE TO INDIVIDUAL WEBSITES.