[to be printed on Cisco letterhead]
Agreement Number _________________
Cisco Networking Local Academy Agreement
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Full legal Name of Institution
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Full Address
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Contact Name
Tel: ( - ) Fax : ( - )
Telephone and Fax Numbers
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CISCO NETWORKING LOCAL ACADEMY AGREEMENT
This Cisco Networking Academy Local Agreement (herein the “Agreement”) is made and entered into this _________ day of __________, 2019_____, between ______________________________ (herein "Regional Academy") and the Local Academy named / described below (herein the “Local Academy”).
The Cisco Networking Academy Program (herein the “Program”) is designed to teach various levels of students how to design, build and maintain computer networks for local, national and global businesses. The Regional Academy has undertaken to both run this Program and also recruit and support certain additional Local Academies, all as contemplated herein. Accordingly, the parties agree as follows:
This Agreement consists of this signature page and the following attachments, all of which are incorporated into and form part of this Agreement:
1. Networking Academy Terms and Conditions
2. EXHIBIT A: Local Academy Information Data Sheet
3. EXHIBIT B: Regional and Local Academies Cost Model
4. EXHIBIT C: Required Equipment and Services
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed. Each party warrants and represents that its respective signatories whose signatures appear below have been and are on the date of signature duly authorized to execute this Agreement.
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Full Legal Name of Institution of Regional Academy Full Legal Name of Institution of Local Academy
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Signature Signature
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Date Date
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Print Name Name
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Print Title Title
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Dear Prospective Academy:
Thank you for your interest in the Cisco Networking Academy program. We are delighted that you have decided to join hundreds of schools worldwide in offering this innovative and revolutionary curriculum.
Enclosed is the Cisco Networking Academy Agreement. Please follow these simple steps to expedite the approval process:
1. Type or print clearly ALL information and dates requested on ALL pages including:
AppendixExhibit A: “Networking Academy Information Data Sheet;” (full legal name of the institution, street address; no P.O. Boxes)
AppendixExhibit CB:: “Potential Local Academies Information Data Sheet”
AppendixExhibit CG: “Regional and Local Academies Cost Model”
Appendix H: “SMARTnet Agreement
Addendum 1: “Amendments” (as needed)
Exhibit A: “Letter of Assurance”
2. Mail in two (2) copies of the Agreement with original signatures to :
Cisco Systems (USA) Pte. LtdInc.
501 Orchard Road, #05-15
Wheelock Place
Singapore, 238880MS: SC-PATRCK 1/1
170 W. Tasman Drive
San Jose, CA, 95134
Attention: Marcus Lim Ms. Juli Dempsey
Incomplete Agreements will be returned to the prospective Academy.
Once received, we will start the approval process. Please allow fourtwo weeks (310 business days) for notification regarding approval status. Upon approval, you will be notified via email to the addresses you provided in your signed Agreement and we will mail you one copy of the agreement for your records.
We thank you for your interest in the Cisco Networking Academy program and look forward to working with you in the near future.
If you have questions about the agreement, please contact the Cisco Area Academy Manager, Marcus Lim at (65) 833-5540 (or by e-Mail at marcuslim@). responsible for your state:
East - Gene Longo Alabama, Connecticut, Delaware, District of Columbia, Florida,
(410) 309-4870 Georgia, Maine, Maryland, Massachusetts, New Hampshire,
glongo@ New Jersey, New York, North Carolina, Pennsylvania, Rhode Island,
South Carolina, Tennessee, Vermont, Virginia, West Virginia
Southwest - Steve Spanier Arizona, Arkansas, California, Colorado, Louisiana, Mississippi,
408) 526-4644 Nevada, New Mexico, Oklahoma, Texas, Utah, Wyoming
sspanier@
North - Clydene Stangvik Alaska, Hawaii, Idaho, Illinois, Indiana, Iowa, Kansas, Kentucky, Michigan, (612) 851-8361 Minnesota, Missouri, Montana, Nebraska, North h
Dakota, Ohio, Oregon, South cstangvi@ Dakota, Washington, Wisconsin
sstangvi@
Sincerely,
Cisco Systems (USA) Pte Ltd
Per: ________________________
The Education Market Development Team
Cisco Systems Education Marketing Development
AA___________
Networking Academy Networking Academyies Agreement Version 1.0
MayAprilJune 1998
“Local Academy Agreement”“Standard”
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Full legal Name of Institution
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Full Address
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Contact Name
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Telephone and Fax Numbers
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e-Mail Address
Copyright © 1998 Cisco Systems, Inc. All rights reserved. Cisco, Cisco Systems, the Cisco Systems logo are registered trademarks of Cisco Systems, Inc. in the U.S. and certain other countries. All other trademarks mentioned in this document are the property of their respective owners.
CISCO NETWORKING ACADEMYIES PROGRAM LOCAL ACADEMY AGREEMENT
The Cisco Networking Academy Program is a global educational initiative created and directed by Cisco Systems Inc., the worldwide leader in providing products and technologies in networking for the Internet (herein “Cisco”) in partnership with academic institutions around the world.
Agreement Number:________________(to be filled by Cisco Systems)
This Cisco Networking Academy Local Academy Agreement (herein the “Agreement”) is made and entered into this _________ day of __________, 19_____, “Effective Date” between Cisco Systems, Inc._________________________________, a nationally accredited, non-profit educational institution designated under the Cisco Networking Academy Program as a Regional Academy (hereinafter is referred to as "Regional AcademyCisco") and the Regional Local Academy named / described below (herein the after referred to as (“Local Academy”).
“Academy”.) and, subject to Section 11 below, sets forth the principle terms and conditions relating to implementation of the first phase of the Cisco Networking Academies Program (the “Program”).
Regional Academy Name:
Address:
_
It is understood that the Local Academy is a nationally accredited, non-profit educational institution acreditedaccredited committed to delivering high technology based training.
The Cisco Networking Academy Program (herein the “Program”) is designed to teach various levels of students how to design, build and maintain computer networks for local, national and global businesses. The Regional Academy has undertaken to both run this Program and also recruit and sponsor certain additional Local Academies, all as contemplated herein. Accordingly, the parties agree as follows:
This Agreement consists of this signature page and the following attachments, all of which are incorporated into and form part of this Agreement:
5. Networking Academy Terms and Conditions
6. EXHIBIT A: Local Academy Information Data Sheet
7. otentialrospective Information Data SheetEXHIBIT B: Cost Recovery Model
8. EXHIBIT C: Equipment and ServicesList of from Local Academies forat-
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed. Each party warrants and represents that its respective signatories whose signatures appear below have been and are on the date of signature duly authorized to execute this Agreement.
___________________________________ _______________________________________
Full Legal Name of Institution Full Legal Name of Institution
___________________________________ ___________________________________
Signature Signature
__________________________________ __________________________________
Date Date
Scott Dierks _____________________________________________ ___________________________________
Print Name Print Name
Education Market Development Manager, Pacific Rim _______________________________________________________________________________ ___________________________________
Print Title Print Title
NCISCO NETWORKING ACADEMY
LOCAL ACADEMY AGREEMENT --– BASIC TERMS and CONDITIONS
Region:
1. DEFINITIONS
A. “Effective Date” shall means the date thise Aagreement is signed by an authorized Cisco Systems representativethe Regional Academy.
B. “Expiration Date” shall means theis _________ day of ________ , _ ,2019____ .
C. “Cisco” shall mean Cisco Systems, Inc., a company incorporated under the laws of California, one of the United States of America and having its principal place of business at 170 West Tasman Drive, San Jose, California, U.S.A. 95134. This is the date upon which all effective renewal clauses are based.
D. “Region” shall means ______________________________ . the territory in which the Regional Academy is limited to offering of Cisco’s classes.
E. “Curriculum Materials” shall mean all of the courseware and any other associated documentation, training or instructional materials whatsoever (whether in hardcopy, software or otherwise) plus all changes to, additions to, deletions from and updates thereof whatsoever issued by Cisco during the term of this Agreement, which are provided by Regional AcademyCisco to the Regional Local Academyies for delivery of the Program including all courses and classesCisco courses and any train-the-trainer tools or materials whatsoever..
F. “CATC” shall mean the Cisco Academy Training Center.
G. “CCAI” shall mean a Cisco Certified Academic Instructor.
H. “AAM” shall mean the Area Academy Manager appointed by Cisco.
I.
,, 2. TERM
The term of the Agreement, unless terminated earlier, shall commence on the Effective Date and automatically
terminate on the Expiration Date. There is nothing in this Agreement that should be interpreted as an obligation
on either party to renew the agreement.
2.1. As part of the implementation of the Program, Cisco agrees to:
a) Provide, at no charge, Regional Academy with access to the Cisco Networking Academies Curriculum (the “Curriculum”) including periodic electronic updates of related instructional material. Regional Academy acknowledges and agrees that in order to meet the goals of the Program, Cisco may at any time change or modify the Curriculum and associated materials in its sole discretion;Donated Equipment is functionally equivalent to “Purchased/Leased” equipment listed in Appendix B;
b) Evaluate, monitor, update and audit the Program on a continuous and reasonable basis in Cisco's sole discretion in order to improve the instruction delivery process and assure Regional Academy of current content and practical "hands-on" instructional experiences for students;
c) Make available, a list of Area Academy Training Centers “AATCs” to Regional Academies for instructor training.
Provide instructor certificate upon the completion of all instructor certification requirements.2. LOCAL ACADEMY RESPONSIBILITIES
T
2.2 o implement the Program, the Regional Local Academy shallagrees to:
a) Acquire: all of the Cisco Equipment (including Hardware and Software) as described in Exhibit C-I ; plus, all of the non-Cisco goods (including hardware and associated software) as described in Exhibit C-II ; plus, all of the suite of support services SmartNetSMARTnetas described in Exhibit C-III . It is understood that the Local Academy may acquire all of the Cisco Equipment (as described in Exhibit C-I ) from one or more of the Cisco authorisedauthorized suppliers in the Region. All of the non-Cisco goods (as described in Exhibit C-II ) shall be acquired by the Local Academy from such suppliers as the Local Academy shall deem appropriate. All of the suite of support services SmartNetSMARTnet(as described in Exhibit C-III ) shall be acquired by the Local Academy from any Cisco authorisedauthorized suppliers of such services in the Region;
Commits to identifying the physical and fiscal resources necessary to support the Program per Appendix B, ;including the purchase of support services pursuant to Cisco SMARTnet Agreement after year one (1) at Cisco's then-current price less any applicable discount, see Appendix H.
b) Designate minimum of two (2) individuals to be trained by the Area Academy Training Center ‘AATC” as regional instructors (“Regional Instructors”). Regional Academy shall be responsible for all compensation and benefits (if any) to be provided to Regional TrainersDesignate a minimum of two one (12) of its employee(s) to be trained by the Regional Academy to become Local Instructor(s). All travel and incidental expenses for such employees to be paid by the Local Academy, including additional training and any training of replacement instructors in cases of attrition. Local Academy shall be responsible for all compensation and benefits (if any) provided to Local Instructors. Local Academy may be required to pay a cost-recovery training fee to the Regional Academy;
c) Ensure that Local Academy instructors have received training prior to teaching the Curriculum;
b) Oc) ;
d) ffer at least four (4) semesters of courses or equivalent to students for credit. Courses shall be entitled "Cisco Networking Academy" or other similar course title approved by the AAM;
e) d) Respond to Regional Academy’s enquiries within 48 hours of receipt of each request;
f) e) Obtain and maintain an active electronic mail address with a minimum 64KB dedicated Internet connection. This connection may also be used for non-Program purposes;
g) f) Endeavor to provide the opportunity for its own students to design, build and maintain the Local Academy’s network;
h) Share lesson plans and other support materials with all other Regional Academies and their respective Local Academies as may be appointed from time to time;
i) g) Limit any fees or charges which it levies on its students to those that will allow recovery of only those costs actually incurred and directly associated with the implementation of the Program;
j) h) Teach the Curriculum, utilizing CCAIs only, to its own students in the standard format and not to exceed ten (10) hours per week without prior written permission from AAM; and,.
k) Submit to the Regional Academy with this Agreement a cost recovery model as contemplated in Exhibit B.
Serve as a training center in the Region and in collaboration with the Cisco Account Team select and endeavor to sign up at least ten (10) Local Academies which shall be operational within one (1) year of signing this Agreement. Any additional Local Academies will require written approval from their Cisco Area Academy Manager “AAM”;
Insure Local Academies’ capabilities to provide, maintain and pay for all of the services and equipment set forth in AppendiciesAppendicesD-I___D-II___ D-III___x A for participation in the Program;- -0ooooo
Respond to Cisco’s inquiries within 48 hours from receiving the request;
Be responsible for training instructors from or associated with the Local Academies using the Curriculum.
Provide a list of ten (10) potential Local Academy candidates prior to receiving the final approval from their AAM. See Appendix C;
Require that Local Academies participating in the Program offer at least four (4) semesters of courses to students for credit. Local Academies shall be entitled "Cisco Networking AcademiesAcademy" or other similar course title approved by their AAM;
As part of the project based learning under the Program, utilize, and encourage the Local Academies to endeavor to provide the opportunity to utilize students to design, build and maintain the school’s network;
a)
b)
Prior to offering any “Cisco Networking Academies” (hereinafter sometimes referred to as “CCNA”) course at a Local Academy, Regional Academy or a Cisco Area Academy Training Center shall have trained the local instructors (“Local Instructors”).
Teach CCNA curriculum by using Cisco Certified Academic Instructors (“CCAIs”) only. See appendix D;
Keep and maintain accurate records relating to instructor training and provide Cisco with reports within two weeks (14 days) upon completion.
Regional and Local Academies must be willing to share lesson plans and other support materials with each other.
May charge Local Academy instructors for instructor training an amount to maintain a cost recovery model.
Submit a cost recovery model to Cisco upon submitting this Agreement. See appendix F;
p) Obtain and maintain active electronic mail and an Internet 56KB connection dedicated to Cisco curriculum training;;
q) Require that Local Academies obtain and maintain active electronic mail and Internet 56KB connection dedicated to Cisco Curriculum training;;
r) Teach CCNA curriculumzs uizsin the standard school format and not to exceed five (5) hours per week for K-12 and ten (10) hours per week for community colleges and universities
g) h) authorizedapproved SmartNetSMARTnet
3. REGIONAL ACADEMY RESPONSIBILITIES
To facilitate the implementation of the Program, the Regional Academy shall:
a) Serve as a training center in the Region and be responsible for training instructors from the Local Academy using the Curriculum and ensuring that Local Academy instructors have received training prior to teaching the Curriculum;
b) Keep and maintain accurate records relating to the training of all instructors for all the Local Academies (the “train-the-trainer course”) and provide Cisco with reports within one week (7 days) of each such train-the-trainer course;
c) Provide, at no charge either directly, or indirectly, the Curriculum to the Local Academy as contemplated herein;
d) Provide to the Local Academyfirst-line, on-going first-line support for curriculum issues and technical issues, except for those items already covered under Exhibit C-III;
e) Share lesson plans and other support materials with the Local Academy;
f) zsauthorisedauthorizedSmartNetSMARTnet Evaluate, monitor, update and auditreview the Program being offered by the Local Academy on a continuous and reasonable basis in order to improve the instruction delivery process and assure Local Academy of current content and practical "hands-on" instructional experiences for students;
g) Ensure to a reasonable certainty that the Local Academy has the ability to acquire, maintain and pay for all of the services and equipment set forth in Exhibits C-I , C-II and C-III ;
h) Limit any fees or charges which it levies on the Local Academy to those that will allow recovery of only those costs actually incurred and directly associated with the implementation of the Program;
i) Submit to the Local Academy with this Agreement a cost recovery fee structure, if any such fee is to be levied.
using CCAIs and equipment configuration as stated in Appendix B.
4.
2.3 Regional Academy represents that:
a. Regional Academy has the authority to enter into this Agreement and to perform its obligations hereunder; and
b. Regional Academy will comply (and will endeavor to ensure that all Local Academies within the Region participating in the Program comply) with all local, state and federal laws in connection with all activities relating to the Program or this Agreement.
Regional Academy will implement the Program pursuant to a cost recovery system which accurately reflects the cost of the Program to the Regional Academy including the donation of any Equipment.
PROPRIETARY RIGHTS and LICENSING
A. With respect to the Program, the Curriculum, the Marks and all Confidential Information, the parties understand that Cisco does not sell, assign or transfer to the Regional Academy or Local Academy and Cisco retains for itself and its suppliers all right, title and interest therein whatsoever.
B. In order to permit the use of the Program, the Curriculum, the Marks and the Confidential Information (herein the “Academy Materials”) by the Local Academy as contemplated in this Agreement, Cisco and its suppliers, through the Regional Academy, grant to the Local Academy a non-exclusive non-transferrabletransferable license to use the Academy Materials (and, to the extent that any of the Academy Materials comprise or include any software, then such License is only to use such software in object code form only) solely for providing instructional courses to students in accordance with the terms and conditions set forth herein. The Local Academy may not sublicense any of its rights hereunder except to use the Academy Materials for providing instructional courses to its students.
C. Except as expressly authorizsed above, Local Academy shall not copy, in whole or in part, modify, reverse engineer, decompile, dissassembledisassemble, rent, lease, distribute, sell or create derivative works of any of the Academy Materials without the express prior written agreement of the Regional Academy and Cisco. Further, Local Academy shall not remove, conceal, alter or cover any product identification or notices of any proprietary rights or copyright restrictions in, or on, any of the Academy Materials.
transferrabletransferablez
D. In the event that Cisco provides any Cisco Equipment (including hardware and associated Software) to the Local Academy without any charge or payment therefor, then it is understood by the parties that in order to permit the use of such Software, Cisco and its suppliers will grant to the Local Academy a non-exclusive non-transferable license to use such Software solely for providing instructional courses to students in accordance with the terms and conditions set forth in this Agreement. The terms and conditions of such license shall be governed by the then current Cisco Software License Agreement which ships with such Equipment whether such Equipment is shipped directly by Cisco or is shipped through an authorized Cisco suppliers.
5. NON-COMPETE
The Local Academy shall not develop classes with substantially similar objectives to the Cisco Standard Courses. The Local Academy must teach the complete Curriculum but may add more content to the Curriculum as it sees fit. The Local Academy may offer other industry education programs.
2.4 Cisco will grant Regional Academy and Local Academies participating in the Program a non-exclusive, non- transferable, non-sublicensable limited license to use Cisco software (“Software”) only in connection with Cisco Lab Equipment during the Regional Academy's participation in the Program. No right to modify, create derivative works of, reverse engineer or disassemble software and no right to copy software will be granted by Cisco except as expressly permitted by this Agreement. All rights to use the software shall be governed by Cisco’s Software License Agreement that ships with the Equipment, a copy of which is attached hereto.
2.5 Ownership. Cisco shall retain all rights, title and interest in and to all additional Equipment loaned by Cisco to the Regional Academy, Software, the Curriculum and all other materials made available to or provided by Cisco to Regional Academy and/or Local Academies participating in the Program. The Regional Academy and each Local Academy shall retain all rights, title and interest in and to all Equipment other materials currently owned or purchased by them and shall have the right to use any Software and associated documentation for which they have paid any applicable fee. All Equipment donated to the Regional Academy or a Local Academy by Cisco, if any, shall become the property of the Regional Academy or that Local Academy.
2.6 Nondisclosure. Regional Academy acknowledges and agrees that the Curriculum is provided by Cisco to the Academies for use only as part of an approved CCNA course and Regional Academy will not, or allow anyone else to, disclose the Curriculum to any third party not associated with the Program, including, without limitation, any competitors of Cisco, or make any unauthorized copies of the Curriculum without Cisco’s prior written consent.
NON-COMPETE
Academy shall not develop and/or deliver classes with substantially similar objectives to the Cisco Standard Courses for the term of this Agreement.
6. AUDITSPROGRAM EVALUATION
For the purpose of verifying to the satisfaction of both the Regional Academy and Cisco the quality of the Program and that that the Local Academy is performing its obligations under this Agreement, the Local Academy shall keep full, true and accurate records and accounts, in accordance with generally accepted accounting principles, of each instructional course which it providesd to any end user.
The Regional Academy generally plans or intends to undertake a Program evaluation with the Local Academy on a quarterly basis and accordingly, Academy shall, upon fifteen (15) days prior written notice, during regular business hours at the Local Academy’s principal place of business, allow the Regional AcademyCisco to: (i) audit such records; (ii) reviewexamine the Local Academy’s place(s) of business (classes, labs, offices and facilities etc.) where it undertakes / implements any aspects of the Program; and (iii) reviewexamine the Local Academy’s inventories of training products; and, for the purpose of verifying to the satisfaction of Cisco that Academy is performing its obligations under this Agreement. (iii) review such records and accounts.;
In addition to the above mentioned Program evaluation, wWithin ten (10) working days of any written f request from the Regional Academy,, the Local Academy shall prepare and forward reports reasonably required by the Regional AcademyCisco, such as but not limited to, a report of Local Academy’s student numbers, and student evaluations and the updated quarterly Program schedule. Regional AcademyCisco has the right to verify information in such reports and shall be provided with reasonable documentation / evidenceproof confirming the information in any such reporton request. Cisco Regional Academy may evaluateaudit the training level or performance level of the Local Academy’s staff, facilities and equipment. This on-site review and Program quality assessment may be conducted audit may be conducted either by specific appointment or, by announced site visit, or by a Cisco representative enrolling in Academy’s courses. Any deficiency in or requirement for additional training, equipment or materials will be submitted in writing
by the Cisco Regional Academy to the Local Academy and will be accompanied by a recommended plan for resolving outstanding issues, if any.
7.
8.
9.
10.
11.
12.
13.
14. ADVERTISZING
5. A.
Networking Academy Status. During the term of this Agreement the Local Academy may not advertise as having Local Academy status (or any similar or other association with Cisco) either prior to the Effective Date, or, after any termination or expiration of this Agreement. Local Academy may not represent or imply that any of its courses are Cisco approved unless Cisco has given such approval in writing in advance, either directly or via the Regional Academy. Proper Cisco Curriculum names and version numbers for every course offered as part of the Cisco Program must be used in all advertising, and any non-Cisco courses taught must be clearly differentiated from such Cisco Program courses.
B. Use of Cisco Marks, Trade Names. Pursuant to this Agreement, the Local Academy is authorized to use just those names, logos, trademarks, and other marks of Cisco including those more specifically related to the Program and those which are identified at the world wide web page / site / address currently located at: (all of which together are hereinafter collectively referred to as “Marks”) which are specifically applicable to the Curriculum provided under this Agreement in connection with its advertising and delivery of the Curriculum, but only in accordance with Cisco policies which are set forth at Cisco’s world wide web page / site / address (currently located at: ) and only during the term of this Agreement.
Except as specifically set forth above, Local Academy is not authorized to use any Marks (or any other Cisco names, logos, trademarks or other marks whatsoever) without the express prior written agreement of Cisco. Upon the expiration or any termination of this Agreement, Local Academy shall cease all display, advertising and use of any and all Marks. Local Academy shall not: alter, erase or overprint any notices provided by Cisco with respect to such Marks; or, attach any additional trademarks to, or affix any Marks to non-Cisco Cuirriculum or course materials without the express prior written agreement of Cisco. Local Academy recognizes Cisco’s ownership and title to the Marks and the goodwill attached to the Marks. Local Academy agrees that any goodwill which accrues because of its use of the Marks, will become Cisco’s property. Local Academy shall have no claim or right in the Marks, including but not limited to trademarks, service marks or trade names owned, used or claimed now or in the future by Cisco and Local Academy shall not make any claim to the Marks or lodge any filings with respect to either such Marks, or, any marks confusingly similar to the Marks, whether on behalf of Cisco or in its own interest without the express prior written agreement of working Academy Status. Academy may not advertise as having Academy status prior to final
approval by Cisco, or after authorization as a Networking Academy is revoked by Cisco. Academy may not misrepresent or imply that courses are Cisco approved unless Cisco has given such approval in writing. Proper Cisco Curriculum names and version numbers for Cisco Standard Curriculum must be used in all advertising, and any non-Cisco courses taught must be clearly differentiated from Cisco Curriculum. Academy agrees to comply with Cisco’s Corporate Communications Guide when advertising. A copy of this document is available to all Networking Academies on CCO under the subject heading “Corporate Marketing Information” ().
B. Use of Cisco Marks, Trade Names. Academy is authorized to use the name, logo, trademarks, and other marks of Cisco (hereinafter collectively referred to as “Marks”) applicable to the Curriculum acquired under this Agreement in connection with its advertising and delivery of the Curriculum, but only in accordance with Cisco policies which are set forth in Cisco’s Corporate Communications Guide on CCO and only during the term of this Agreement. Except as set forth above, Academy is not authorized to use any Marks without prior written consent from Cisco. Upon the Expiration Date or termination of this Agreement, Academy agrees to cease all display , advertising and use of any and all Marks. Academy agrees not to alter, erase or overprint any notice provided by Cisco and not to attach any additional trademarks without prior written consent of Cisco or affix any Marks to non-Cisco course materials. Academy recognizes Cisco’s ownership and title to the Marks and the goodwill attached to the Marks. Academy agrees that any goodwill which accrues because of its use of the Marks, will become Cisco’s property. Academy shall have no claim or right in the Marks, including but not limited to trademarks, service marks or trade names owned, used or claimed now or in the future by Cisco and Academy shall not make any claim to the Marks or lodge any filings with respect to such Marks or marks confusingly similar to the Marks, whether on behalf of Cisco or in its own interest without the prior written approval of Cisco.
6. PROPRIETARY RIGHTS AND CURRICULUM MATERIAL LICENSING
Cisco hereby grants Academy a nonexclusive, nontransferable license to use Cisco’s Curriculum solely for providing certified instructional courses to end users in accordance with the terms and conditions set forth herein. Academy shall not make any copies or duplicates of any Curriculum without the prior written consent of Cisco. Academy may not sublicense to any person its rights to distribute the Curriculum but shall have the right to sublicense end users to use the Curriculum.
A. Cisco retains all title to, and, except as expressly licensed herein, all rights to the Curriculum, all copies thereof and all related documentation and materials, and all of Cisco’s Marks or any other designations. Any invoices of Cisco purporting to cover such items do not convey title to, or patent rights, copyrights, or any other proprietary interest in, such items to Academy.
B. Academy agrees, except as otherwise expressly authorized hereunder, not to (i) make any copies, duplicates or derivative works of any Curriculum without Cisco express prior written consent or (ii) remove, conceal, alter, or cover any product identification or notices of any proprietary or copyright restrictions from the Curriculum.
7. SOFTWARE LICENSE AND PROPRIETARY RIGHTS.
Cisco and its suppliers grant to Academy a nonexclusive and nontransferable license to use the Software in object code form solely on a single hardware chassis owned or leased by Academy or otherwise embedded in equipment provided by Cisco. Academy may make one (1) archival copy of the Software provided Academy affixes to such copy all copyright, confidentiality, and proprietary notices that appear on the original. EXCEPT AS EXPRESSLY AUTHORIZED ABOVE, ACADEMY SHALL NOT: COPY, IN WHOLE OR IN PART, SOFTWARE OR DOCUMENTATION; MODIFY THE SOFTWARE; REVERSE COMPILE OR REVERSE ASSEMBLE ALL OR ANY PORTION OF THE SOFTWARE; OR RENT, LEASE, DISTRIBUTE, SELL, OR CREATE DERIVATIVE WORKS OF THE SOFTWARE.
Academy agrees that aspects of the licensed materials, including the specific design and structure of individual programs, constitute trade secrets and/or copyrighted material of Cisco. Academy agrees not to disclose, provide, or otherwise make available such trade secrets or copyrighted material in any form to any third party without the prior written consent of Cisco. Academy agrees to implement reasonable security measures to protect such trade secrets and copyrighted material. Title to Software and documentation shall remain solely with Cisco.
This license is effective until terminated. Academy may terminate this license at any time by destroying all copies of Software including any documentation. This license will terminate immediately without notice from Cisco if Academy fails to comply with any provision of this license. Upon termination, Academy must destroy all copies of Software. In addition, this license shall automatically terminate upon the termination of this Agreement for any reason. Any use of this Software and associated documentation after termination shall be a violation of the limited right to use this Software in the Training Courses. Continued use of the Software and associated documentation is conditioned upon prior written approval and re-licensing from Cisco.
If any portion hereof is found to be void or unenforceable, the remaining provisions of this license shall remain in full force and effect. This license constitutes the entire license between the parties with respect to the use of the Software.
Restricted Rights - Cisco’s software is provided to non-DOD agencies with RESTRICTED RIGHTS and its supporting documentation is provided with LIMITED RIGHTS. Use, duplication, or disclosure by the Government is subject to the restrictions as set forth in subparagraph “C” of the Commercial Computer Software - Restricted Rights clause at FAR 52.227-19. In the event the sale is to a DOD agency, the government’s rights in software, supporting documentation, and technical data are governed by the restrictions in the Technical Data Commercial Items clause at DFARS 252.227-7015 and DFARS 227.7202.
Ownership: Cisco shall retain all rights, title and interest in and to all equipment loaned by Cisco to the Regional Academy, Software, the Curriculum and all other materials made available to or provided by Cisco to Regional Academy and/or Local Academies participating in the Program.
88. CONFIDENTIALITY
It is the plan and expectationecution of the parties that the Local Academy, while implementing the Program in accordance with the terms of this Agreement, will be delivering the disclosing to its students the course content provided by Cisco in the Ccurriculum.
The Local Academy acknowledges that, in the course of providing certified instructional courses and performing its duties under this Agreement, it may obtain information relating to Cisco goods and servicesProducts and to Cisco which is of a confidential and proprietary nature. Such confidentialproprietary information includes, but is not limited to, trade secrets, know how, inventions, techniques, processes, programs, schematics, Curriculum source documents, data, customer lists, Program information, financial information, technical and commercial information,Program pricing information and sales and marketing plans (all herein “ConfidentialProprietary Information”). Cisco owns and intends to maintain its ownership of all such ConfidentialProprietary Information. . Local Academy shall at all times, both during the term of this Agreement and for a period of at least two (2) years after its expiration or termination, maintain in the strictest secrecy, confidence and trust all such ConfidentialProprietary Information, and it shall not usee such ConfidentialProprietary Information other than in the course of its duties under this Agreement, nor shall Academy disclose any such ConfidentialProprietary Information to any party whatsoever, other than in the course of performing its duties under this Agreement, without the express prior written agreementconsent of Cisco. Local Academy shall appropriately bind each of its employees to whom such disclosure is made, to hold the ConfidentialProprietary Information in strict confidence and not to use or to disclose such Confidential Iinformation to any person or party whatsoever other than as specifically provided herein.
as is necessary in the course of its employment by Academy.
99. WARRANTY
IT IS UNDERSTOOD BY THE PARTIES THAT THE CURRICULUM IS PROVIDED “AS IS ” WITH ALL FAULTS. EXCEPT AS OTHERWISE PROVIDED IN THIS AGREEMENT, CISCO DISCLAIMS ALL WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING THOSE OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY, AGAINST INFRINGEMENT OR ANY WARRANTIES ARISING FROMOR A COURSE OF DEALING, USAGE, OR TRADE PRACTICE ARE ALL HEREBY EXCLUDED TO THE EXTENT ALLOWED BY APPLICABLE LAW. IN NO EVENT SHALL CISCO BE LIABLE FOR THE ACCURACY OR COMPLETENESS OF THE CURRICULUM OR ANY TRAINING MATERIAL. THIS DISCLAIMER AND EXCLUSION SHALL APPLY EVEN IF ANY EXPRESS WARRANTY SET FORTH HEREIN FAILS OF ITS ESSENTIAL PURPOSE. This disclaimer and exclusion shall apply even if the express warranty set forth above fails of its essential purpose.
ACADEMY SHALL NOT MAKE ANY WARRANTY COMMITMENT, WHETHER WRITTEN OR ORAL , ON CISCO’S BEHALF.
10. LIMITATION OF REMEDIES
CISCO’S ENTIRE LIABILITY AND ACADEMY’S EXCLUSIVE REMEDY FOR ANY CLAIMS CONCERNING THIS AGREEMENT, CURRICULUM, AND HARDWARE ACQUIRED UNDER THE AGREEMENT ARE SET FORTH IN THIS SECTION. NOT WITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, CISCO WILL NOT BE LIABLE TO ACADEMY FOR ANY INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS) SUSTAINED OR INCURRED IN CONNECTION WITH THIS AGREEMENT AND THE CURRICULUM THAT ARE SUBJECT TO THIS AGREEMENT REGARDLESS OF THE FORM OF ACTION AND WHETHER OR NOT SUCH DAMAGES ARE FORESEEABLE.
A. Curriculum. In all situations involving inaccuracies or mistakes in Curriculum acquired under this Agreement, Academy’s sole and exclusive remedy is the correction or replacement of the Curriculum by Cisco. For any other claims concerning performance or non-performance by Cisco in any way related to, or arising from, this Agreement, or any purchase order under this Agreement, Academy will be entitled to recover actual damages to the limits set forth in this section.
B. Aggregate Liability. Except for a claim for personal injury or damage to tangible personal property, Cisco’s liabilities for direct damages to the Academy for any cause whatsoever, except as otherwise stated in this Section, and regardless of the form of action, will be limited to the greater of 1) $25,000.00 or 2) the price, less discount, of the Curriculum or Equipment that cause the damages or gave rise to the cause of action.
C. Third Party Claims. Cisco will not be liable for any claim by Academy based on any third party claim, as stated in Section 12 (Warranty) of this Agreement.
10. LIMITATION OF REMEDIES
THE PARTIES HERETO UNDERSTAND AND CONFIRM THAT CISCO AND/OR THE REGIONAL ACADEMY’S ENTIRE LIABILITY AND LOCAL ACADEMY’S EXCLUSIVE REMEDY FOR ANY CLAIMS CONCERNING THIS AGREEMENT, CURRICULUM, AND EQUIPMENT, IF ANY, ACQUIRED UNDER THE AGREEMENT ARE SET FORTH IN THIS SECTION. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, CISCO AND/OR THE REGIONAL ACADEMY WILL NOT BE LIABLE TO LOCAL ACADEMY FOR ANY DAMAGES FOR LOSS OF PROFITS OR REVENUE, LOSS OF USE, LOSS OF GOODWILL OR ANY OTHER ECONOMIC LOSSES, OR FOR ANY CLAIMS OF THE LOCAL ACADEMY OR ANY OF ITS STUDENTS FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES SUSTAINED, ARISING FROM OR INCURRED IN CONNECTION WITH THIS AGREEMENT, THE CURRICULUM AND/OR THE EQUIPMENT, IF ANY, REGARDLESS OF THE FORM OF ACTION, WHETHER OR NOT SUCH DAMAGES ARE FORESEEABLE AND WHETHER OR NOT ANY SUCH DAMAGES ARE CONSTRUED AS ARISING FROM A BREACH OF A CONDITION OR FUNDAMENTAL TERM OR FUNDAMENTAL BREACH OR BREACHES.
A. Curriculum. In all situations involving any inaccuracies or mistakes in Curriculum acquired under this Agreement, Local Academy’s sole and exclusive remedy is the correction or replacement of the Curriculum by the Regional Academy. For any other claims concerning performance or non-performance by the Regional Academy in any way related to, or arising from, this Agreement, or Equipment, if any, acquired from the Regional Academy under this Agreement, Local Academy will only be entitled to recover its actual damages, subject to the limits set forth in this Section 10.
B. Aggregate Liability. Except for a claim for personal injury or damage to tangible personal property, Cisco and/or the Regional Academy’s total cumulative liability for direct damages to the Local Academy for any cause whatsoever, except as otherwise stated in this Section 10, and regardless of the form of action, will be limited to the greater of: 1) Twenty-five Thousand United States Dollars (US $25,000); or, 2) the price actually paid by the Local Academy to the Regional Academy for the Curriculum or Equipment, if any, which directly caused the damages or gave rise to the cause of action. NEITHER PARTY SHALL HAVE ANY LIABILITY WHATSOEVER TO THE OTHER PARTY, AND EACH PARTY HEREBY EXPRESSLY WAIVES, SURRENDERS, RELEASES AND DISCHARGES THE OTHER PARTY, TO THE FULLEST EXTENT PERMITTED BY LAW, FOR ANY EXPENSES, CHARGES, LOSSES, CLAIMS OR DEMANDS WHATSOEVER WHICH ANY PARTY NOW HAS OR WHICH MAY HEREAFTER ARISE OUT OF ANY EXPIRATION OR TERMINATION OF THIS AGREEMENT PURSUANT TO EITHER SUB-SECTION 11A OR SUB-SECTION 11B OF THIS AGREEMENT. FURTHER, LOCAL ACADEMY SHALL HAVE NO RIGHTS TO DAMAGES OR INDEMNIFICATION OF ANY NATURE, SPECIFICALLY INCLUDING COMMERCIAL SEVERANCE PAY, WHETHER BY WAY OF LOSS OF FUTURE PROFITS, EXPENDITURES FOR PROMOTION OF EITHER THE REGIONAL ACADEMY AND/OR CISCO OR ITS PRODUCTS, OR OTHER COMMITMENTS IN CONNECTION WITH THE ACTIVITIES AND GOOD WILL OF THE LOCAL ACADEMY. LOCAL ACADEMY EXPRESSLY WAIVES AND RENOUNCES ANY CLAIM TO COMPENSATION OR INDEMNITIES FOR ANY TERMINATION OF A BUSINESS RELATIONSHIP WHICH MAY EXIST UNDER THE LAWS OF ANY APPLICABLE JURISDICTION.
C. Third Party Claims. Regional Academy and/or Cisco will not be liable for any claim by Local Academy based on any third party claim, as stated in Section 9 of this Agreement.
D. Indemnification. Local Academy agrees to indemnify, defend and hold Regional Academy and/or Cisco harmless from any and all damages, liabilities, cost and expenses incurred by Regional Academy and/or Cisco as a result of any claim, judgment or adjudication against Regional Academy and/or Cisco by any third party resulting from Local Academy’s delivery of education services or its breach of this Agreement, except to the extent that any such damages, liabilities, costs, or expenses are due to the negligent or willful act(s) of Regional Academy and/or Cisco, its officers, employees, or agents. In the event that either Regional Academy and/or Cisco receives notice of a claim based upon Local Academy’s breach, Regional Academy and/or Cisco will promptly notify Local Academy in writing of such claim and will permit Local Academy to have the sole control of the defense of any such claim or action and all negotiations for its settlement and compromise, provided adequate assurances is given to Regional Academy and/or Cisco that Local Academy will diligently pursue resolution of the claim. Local Academy shall indemnify Regional Academy and/or Cisco for any warranties made by the Local Academy in addition to Cisco’s standard warranty and / or for any misrepresentation with respect to any Cisco Academy Materials.
1101. DEFAULT/TERMINATIONTERMINATION
Either party may terminate this Agreement upon an event of default by the other party. Upon an event of default, the party alleging default will provide notice as specifically described below, or as provided in Section 16.G to the other party.
A. Either party may, at any time, upon sixty (60) days prior written notice to the other party, terminate this agreement solely for convenience, without any cause, reason or explanation whatsoever.
B. This Agreement may be terminated, at any time, by either party by prior written notice to the other party if that other party breaches any of the material provisions of this Agreement and fails to remedy such breach within thirty (30) days after such notice of such breach.
C. Notwithstanding the foregoing, this Agreement may be terminated immediately by Cisco or the Regional Academy upon written notice to the Local Academy in the event of any breach by the Local Academy, or by any of its employees of either Section 4 or Section 8 .
D. Upon either the expiration of this Agreement or the termination of this Agreement for any reason, all rights and licenses granted to Local Academy hereunder to use the Curriculum and any associated Marks shall immediately terminate.
A. Default by Academy.
The following are events of Academy’s default:
i. Failure to Pay or Breach. If Academy fails to meet its payment obligation under this Agreement and such failure continues for ten (10) days following receipt of written notice from Cisco, or if Academy fails to observe any other term or condition under this Agreement or the terms, obligations or conditions of the Program Guideline, including but not limited to student volumes, customer satisfaction measurements, or submission of schedules, and such failure continues for thirty (30) days following receipt of written warning from Cisco, this Agreement may be terminated immediately. Academy must submit a written plan to address the issues to Cisco within ten (10) days of Cisco’s warning of breach. If a plan is not received or if the failure continues for thirty (30) days, the Agreement may be terminated immediately. If a Academy has in excess of three (3) violations during this Agreement period, this Agreement may be terminated immediately.
ii. Breach of Cisco’s Software License, Proprietary Rights, Curriculum License or Confidential Information. This Agreement may be terminated immediately by Cisco in the event of Academy’s breach of Cisco’s Software License, Proprietary Rights, Curriculum License or Confidential Information.
B. Default by Cisco.
The following are events of Cisco's default:
i. Breach. If Cisco fails to observe any term or condition under this Agreement and such failure continues for sixty (60) days following receipt of written notice from Academy.
ii. Insolvency , Assignment, or Bankruptcy. If Cisco is not paying its debts as such debts generally become due, becomes insolvent, files or has filed against it a petition (or other document) under any Bankruptcy Law or similar law, which is unresolved within sixty (60) days of filing of such petition (or document), proposes any dissolution, liquidation, composition financial reorganization or
recapitalization with creditors, makes a general assignment or trust mortgage for the benefit of creditors,
or if a receiver, trustee, custodian or similar agent is appointed or takes possession of any of Cisco’s property or business.
C. Indemnification. Academy agrees to indemnify, defend and hold Cisco harmless from any and all damages, liabilities, cost and expenses incurred by Cisco as a result of any claim, judgment or adjudication against Cisco by any third party resulting from Academy’s delivery of education services or breach of this Agreement, except to the extent that any such damages, liabilities, costs, or expenses are due to the negligent or willful act(s) of Cisco, its officers, employees, or agents. In the event that Cisco receives notice of a claim based upon Academy’s breach, Cisco will promptly notify Academy in writing of such claim and will permit Academy to have the sole control of the defense of any such claim or action and all negotiations for its settlement and compromise, provided adequate assurances is given to Cisco that Academy will diligently pursue resolution of the claim.
D. Acceleration of Payment. Upon termination of the Agreement by Cisco for cause, the due dates of all outstanding invoices to Academy for materials will automatically be accelerated so that they become due and payable on the effective date of termination, even if longer terms had been provided previously. All orders or portions of orders remaining unshipped as of the effective date of such termination will automatically be canceled.
E. Termination of License. Upon termination of this Agreement for any reason, all rights and licenses granted to Academy hereunder shall terminate including, but not limited to, the right to use and distribute the Curriculum. Academy may continue to use the Equipment and Software that ships with the Equipment provided that Academy is not in material breach of the Software License. Should this Agreement terminate as a result of Academy’s material breach of Cisco’s Software License that ships with the Equipment, all Software Licenses shall terminate immediately as set forth in Section 7(Software License and Proprietary Rights).
F. Termination of Convenience. Either party may terminate this Agreement solely for convenience upon sixty (60) days prior written notice except in the case of contract renewal, when Cisco may notify the Academy of non-renewal under the conditions noted in paragraph 2, Term.
G.E. Return of Information. Upon the expiration or any termination whatsoever of this Agreement for any reason, Local Academy shall immediately return to Cisco Regional Academy all Curriculum Academy Mmaterials, including any CD-ROMsS and accompanying documentation, any Networking Academy plaque and any ConfidentialProprietary Information and data (including all copies thereof) then in Local Academy’s possession, custody or control. retaining only sufficient material to fulfill its teaching obligations ,
including, without limitation i) all technical material and business plans supplied by Cisco, ii) any customer or prospect lists, iii) any other Confidential Information, iv) any Software and associated documentation unless Cisco has agreed to re-license the Curriculum and/or Software to Academy pursuant to Cisco standard Software License, and v) the Networking Academy plaque.
H. Curriculum Material. Any Curriculum material contained in Academy’s materials shall be deleted from Academy’s materials as set forth in Section 6, Proprietary Rights and Curriculum Material License. All Curriculum Material shall be immediately returned to Cisco upon termination, or certify in writing within 10 days that such material has been destroyed.
FI. Effect of Termination on Obligations. Expiration or any tTermination of thise Agreement will not affect any pre-existingtermination obligations of either party under this Agreement and any such expiration or termination is without prejudice to the enforcement of any undischarged oobligation pre-existing at the time of such expiration or termination.
12. GENERAL MATTERS
ACADEMY AGREES THAT, IN THE EVENT OF TERMINATION OF THIS AGREEMENT FOR ANY REASON, IT SHALL HAVE NO RIGHTS TO DAMAGES OR INDEMNIFICATION OF ANY NATURE, SPECIFICALLY INCLUDING COMMERCIAL SEVERANCE PAY, WHETHER BY WAY OF LOSS OF FUTURE PROFITS, EXPENDITURES FOR PROMOTION OF THE CISCO PRODUCTS, OR OTHER COMMITMENTS IN CONNECTION WITH THE BUSINESS AND GOOD WILL OF ACADEMY. ACADEMY EXPRESSLY WAIVES AND RENOUNCES ANY CLAIM TO COMPENSATION OR INDEMNITIES FOR ANY TERMINATION OF A BUSINESS RELATIONSHIP WHICH MAY EXIST UNDER THE LAWS OF THE TERRITORY, LAWS OF CALIFORNIA, OR LAWS OF ANY JURISDICTION.
12. GENERAL PROVISIONS
A. Force Majeure. If either party is prevented from the performance any portion of this Agreement (except the payment of money) by causes beyond its control, including labor disputes, civil commotion, war, governmental regulations or controls, casualty, inability to obtain materials or services or act of God, such defaulting party will be excused from performance for the period of the delay and or reasonable time thereafter.
B. Jurisdiction. The validity, interpretation, and performance of this Agreement shall be controlled by and construed under the laws of the State of California, United States of America, as if performed wholly within the State and without giving effect to the principles of conflict of law. The parties specifically disclaim the UN Convention on Contracts for the International Sale of Goods.
Survival of Terms. The provisions of this Agreement which by their nature extend beyond the Expiration Date or other termination of this Agreement will survive and remain in effect until all obligations are satisfied. The contract terms which will survive are Sections 5, 6 and 8 - 16.
Networking Academy shall not damage Cisco’s public image through negative statements about Cisco, other Cisco Networking Academies or the Cisco Networking Academy Program for the term of this agreement and for two years after the termination of this agreement
Waiver. No waiver of any right or remedy on one occasion by either party will be deemed a waiver of such right or remedy on any other occasion.
F. Assignment. This Agreement is not assignable by Academy, in whole or in part. Any attempted assignment will be null and void.
G. Attorneys Fees. Each party agrees to pay the other’s reasonable attorneys’ fees and costs of litigation if the original party is finally adjudicated not to have liability.
H. Notice. Notices shall be deemed given: (a) when delivered personally; (b) when sent by confirmed telex or facsimile (followed by the actual document in air mail/air courier); (c) three (3) days after having been sent by registered or certified mail, return receipt requested, postage prepaid; or (d) one (1) day after deposit with a commercial express courier specifying next day delivery, with written verification of receipt. All communications will be sent to the addresses set forth on the cover sheet of this Agreement or such other address as may be designated by a party by giving written notice to the other party pursuant to this paragraph.
I. Severability. If any provision of the Agreement is held invalid, illegal, or unenforceable; the validity, legality, and enforceability of the remaining provisions will not in any way be affected or impaired thereby.
J. Independent Contractors. Academy is an independent contractor of Cisco and is not, and shall not be deemed to be a legal representative, agent, or employee of Cisco.
K. No Agency. Neither party has the right or authority to, and shall not assume or create any obligation of any nature on behalf of the other party or bind the other party in any respect whatsoever.
L. Compliance with Laws. Academy represents and warrants all consents of governmental officials necessary for the Agreement to become effective have been obtained, or will be obtained before placing any orders under this Agreement. Academy will comply, at its own expense, with all statutes, regulations, rules, ordinances, and order of any governmental body, department or agency which apply to or result from its obligations under the Agreement. authorisationsauthorizations
M. Headings. The headings provided in this Agreement are for convenience only and will not be used in interpreting or construing this Agreement.
N. Tax Liability. All sales tax liability associated with selling training services is the responsibility of the Academy.ui
O. Misrepresentation Warranty. Academy shall indemnify Cisco for any warranties made in addition to Cisco’s standard warranty and for any misrepresentation of Cisco’s reputation or Cisco’s Training Materials.
EntireModification of Agreement. This Agreement is the complete agreement between the parties hereto concerning the subject matter of this Agreement. There are no conditions, understandings, agreements, representations or warranties, express or implied, which are not specified herein. Any other prior or subsequent agreement (collateral, verbal or otherwise), understanding, negotiation, representation or warranty on this subject matter, other than an amendment hereof, is hereby cancelled, non-binding and without effect. This Agreement may only be amended by a written document executed by the parties hereto subsequent to the Effective Date.
This Agreement is a complete agreement between the two parties hereto concerning the subject matter of this Agreement and replaces any prior oral or written communications between the parties. There are no conditions, understandings, agreements, representations, or warranties, expressed or implied, which are specified herein. This Agreement may only be modified by a written document executed by the parties hereto.
P.
Purchase of Equipment. In addition to the terms and conditions set forth in this Agreement, Cisco’s Sales Terms and Conditions, a copy of which is attached hereto, shall govern the purchase of Equipment of the Program. Should there be a conflict between the terms of this Agreement and the Sales Terms and Conditions, this Agreement shall govern.IHAny purchase of Equipment shall be pursuant to the terms and conditions agreed to between the Academy and the relevant Cisco supplier.
P. Language. If this agreement is translated into another language, the English language version shall prevail in the event of any conflict.
* * * * * * *
RegionaLocaCAcademy Type: Regional Both, Regional & Local
CMarcus Lim ____________(65)8335540 ______________________________________for Local Academies Regional Local
Exhibit B
Potential Local Academies Information Data Sheet
|No |Academy Name |Contact Name |Telephone |Email Address |City/Country |
|1 | | | | | |
|2 | | | | | |
|3 | | | | | |
|4 | | | | | |
|5 | | | | | |
|6 | | | | | |
|7 | | | | | |
|8 | | | | | |
|9 | | | | | |
|10 | | | | | |
Exhibit A
LOCAL Academy Information Data Sheet
Regional Academy Main Contact: Telephone #:
Institution Name: ________________________________________________________________________
Primary Contact Name: ___________________________________________________________________
Primary Contact Job Title: _________________________________ Tel #: __________________________
Email Address: __________________________________________ Fax #: __________________________
Street Address: __________________________________________ City: ___________________________
State/Province: __________________ Country: ________________ Postal Code: _____________________
School Type: Secondary College University Others: ______________________
Public Private
Start Date for offering student classes (dd/mm/yy) : / /
Please provide the following information about the Local Academy Instructors:
|Instructor Name |Email Address |Telephone # |Fax # |
| | | | |
| | | | |
Exhibit B
Regional and Local Academies Cost Recovery Model
Please fill in the costs that reflects the running cost of the your Academy. You may add new items if appropriate.
[pic]
Based on the above model, Regional Academy will charge:
• Local Academies : $Rs____________ per year for Local Academy instructor training, mentoring and support;
Based on the above model, Local Academy will charge:
• Students : $Rs____________ per year for tuition fee (if applicable).
BC
Sample Template: Regional and Local Academies Cost Recovery Model
This is a sample Cost Recovery Model. Please fill in the costs that reflects the running cost of the your Academy. You may add new items if appropriate.
[pic]
Based on the above model, Regional Academy will charge:
• Local Academies $1,500 per year for Local Academy instructor training, mentoring and support;
• Its own students $150 per year for tuition fee (if applicable).
Agreement Number _________________
Cisco Networking Local Academy Agreement
_____________________________________________________________
Full legal Name of Institution
_____________________________________________________________
Full Address
_____________________________________________________________
Contact Name
Tel: ( - ) Fax : ( - )
Telephone and Fax Numbers
_____________________________________________________________
Email Address
EXHIBIT C
Required Equipment and Services
I – Required Cisco Equipment Configuration (The following CCNA Program Lab Bundles are only applicable to CCNA curriculum ONLY)
CCNA ECONOMY BUNDLE
|Qty |Item # |Description |
|4 | CISCO1721 |10/100BaseT Modular Router w/2 WAN slots, 16M Flash/32M DRAM |
|4 |S17C-12211T |Cisco 1700 IOS IP |
|4 |WIC-2A/S |2-Port Async/Sync Serial WAN Interface Card |
|4 |CAB-SS-V35MT |CAB-SS-V35MT V.35 Cable, DTE Male to Smart Serial, 10 Feet |
|4 |CAB-SS-V35FC |CAB-SS-V35FC V.35 Cable, DCE Female to Smart Serial, 10 Feet |
|2 |WS-C2950-24 |24 port, 10/100 Catalyst Switch, Standard Image only |
|4 |CON-SNT-1721 |8x5xNBD Svc, 10/100BaseT Modular Router w/2 WAN slots |
|2 |CON-SNT-C2950-24 |8x5xNBD Svc, C2950: 24 port 10/100 autosense/autonego |
OR
CCNA STANDARD BUNDLE
|Qty |Item # |Description |
|6 |CISCO1721 |10/100BaseT Modular Router w/2 WAN slots, 16M Flash/32M DRAM |
|6 |S17C-12211T |Cisco 1700 IOS IP |
|6 |WIC-2A/S |2-Port Async/Sync Serial WAN Interface Card |
|6 |CAB-SS-V35MT |V.35 Cable, DTE Male to Smart Serial, 10 Feet |
|6 |CAB-SS-V35FC |V.35 Cable, DCE Female to Smart Serial, 10 Feet |
|3 |WS-C2950-24 |24 port, 10/100 Catalyst Switch, Standard Image only |
|6 |CON-SNT-1721 |8x5xNBD Svc, 10/100BaseT Modular Router w/2 WAN slots |
|3 |CON-SNT-C2950-24 | 8x5xNBD Svc, C2950: 24 port 10/100 autosense/autonego |
OR
CCNA PREMIUM BUNDLE
|Qty |Item # |Description |
|4 |CISCO2620XM |Mid Performance 10/100 Ethernet Router with Cisco IOS IP |
|2 |CISCO2621XM |Mid Performance Dual 10/100 Ethernet Router w/Cisco IOS IP |
|2 |MEM2600XM-32U64D |32 to 64MB DRAM factory upgrade for Cisco 261x/2xXM |
|6 |S26B-12213 |Cisco 2600 Series IOS IP/IPX/AT/DEC |
|6 |WIC-2T |2-Port Serial WAN Interface Card |
|6 |CAB-SS-V35MT |V.35 Cable, DTE Male to Smart Serial, 10 Feet |
|6 |CAB-SS-V35FC |V.35 Cable, DCE Female to Smart Serial, 10 Feet |
|3 |WS-C2950-24 |24 port, 10/100 ports w.2 10/100/1000BASE-T ports, Enhanced Image |
|6 |CON-SNT-26XX |SMARTnet 8x5xNBD for Cisco26XX |
|3 |CON-SNT-C2950T24 |8x5xNBD Svc, C2950 24 10/100 ports 2 10/100/100BASE-T |
* Please note that this current list of equipment or their equivalents is as of August 3, 2003. Cisco reserves the absolute right to change any or all of the components of these laboratory equipment in the future as deemed appropriate. For more information, please speak with the AAM or the Account Manager or the Partner that Cisco has designated.
II – Required Non-Cisco Equipment
Personal Computers* (Windows or Apple) for the curriculum delivery classroom, using a 3:1 maximum ratio of students to computers.
Minimum system requirements for a PC:
Windows (98, 2000, NT, XP) with Netscape 4.7.X or Internet Explorer 5.5 or higher, with Java, JavaScript, and Style Sheets Enabled Java script enabled, with QuickTime plug-in and MacroMedia Shockwave plug-in (all of these are available free on the Web)
Minimum Pentium processor with 64 MB RAM
10 MB free disk space
Display minimum resolution 800 x 600 at 256 colors
10BaseT Ethernet Network Interface Card
CD/ROM drive
Mouse
Sound card
Speakers or headphone
Minimum system requirements for a Macintosh:
Mac OS 9 or later
Netscape 4.7.X with Java, JavaScript, and Style Sheets Enabled Java script enabled, with QuickTime plug-in and MacroMedia Shockwave plug-in (all these are available free on the Web)
Minimum 68040 with minimum 12 MB RAM
10 MB free disk space
Display minimum resolution 800 x 600 at 256 colors
10BaseT Ethernet Network Interface Card
CD/ROM drive
Mouse
Speakers or headphones
Five Personal Computers (Windows or Apple) for the development lab with the following capabilities:
• Windows 95 or Mac OS 7.5 or later;
• Terminal emulation software;
• 10BaseT Ethernet Network Interface Card
• Netscape 4.7.X or Internet Explorer 5.5 or higher
• Available COM port/serial port
Web server – for storing approximately 130Mbytes of zipped web-based curriculum content
Hub 8-port unmanaged – 4 units
Cat 5 Twisted Pair Ethernet UTP Cables** - Approximately 45 metres/150 feet per student
Cat 5 Twisted Pair Ethernet Connectors** - 12 per student in the Semester One class
Cat 5 Crimping tools, wire cutters and punch down tools - 6 sets per class based on a 30-student class
Cable tester - 1 per class (this could range from a simple continuity tester to tester that can check total throughput of the cable)
Six 568B Standard Patch Panels
Two 19-inch Communication Racks, inter-connected by Cable Tray
* Amount dependent on class size (number of students) and ratio listed above.
** indicates reoccurring cost for semester one class
III – Required Services
I. SERVICE RESPONSIBILITIES OF CISCO AUTHORIZED SUPPLIER. The RegionLocal Academy shall acquire all of the suite of services as described below (which are reasonably equivalent to SMARTnet Services) from any Cisco authorized suppliers of such services in the Region, whereby the Cisco authorized supplier shall:
A. Support Services.
1. Assist the Regional AcademyLocal Academy by telephone, facsimile, or electronic mail (for information related to Product use, configuration and troubleshooting).
2. Under Single Point of Contact Support, provide access to Cisco’s Technical Assistance Center (TAC). During local business hours, the Cisco authorized supplier will respond within one (1) hour. Outside local business hours, the Cisco authorized supplier will respond to Priority 1 and 2 calls within one (1) hour and Priority 3 and 4 calls no later than the next business day.
3. Manage the Problem Prioritization and Escalation Guideline.
4. Generate work-around solutions to reported Software problems using reasonable commercial efforts or implement a patch to the Software. For a Software patch, the Cisco authorized supplier will ship a Maintenance Release to the Regional AcademyLocal Academy for the Product experiencing the problem or provide a Software image, as agreed by the Regional AcademyLocal Academy.
5. Support each Major Release and Version Release for a period of thirty-six (36) months from the first commercial shipment of that release. The Cisco authorized supplier, in meeting any support obligations, may require Regional AcademyLocal Academy to upgrade to a supported release.
6. Provide Updates, upon Regional AcademyLocal Academy request, for Product supported by the services.
7. Provide access to Cisco Connection Online (CCO) information web site. This system provides the Regional AcademyLocal Academy with technical and general information on Cisco Products and access to Cisco’s on-line software library.
8. Arrange all remedial support shipments to Regional AcademyLocal Academy via express transportation. Request for alternate carriers will be at Regional AcademyLocal Academy’s expense.
9. Provide, upon request, supporting documentation as follows: (a) on CD ROM; or (b) one paper copy for each Update except for Major Releases and Version Releases on certain Products. Supporting documentation may also be made available via CCO. Additional copies of supporting documentation may be purchased.
B. Advance Replacement Services.
1. Regional AcademyLocal Academy will report failed Product to the Cisco authorized supplier. Advance Replacement Product will be shipped to arrive the next business day provided the request for shipment is made before 3:00 p.m., local time, Monday through Friday, excluding scheduled local holidays. For requests after 3:00 p.m., Advance Replacement will be shipped the next business day. Delivery time may be conditioned by destination country importation and customs processes.
2. Advance Replacements will be either new or equivalent to new at Cisco’s or the Cisco authorized supplier’s discretion.
II. SERVICE RESPONSIBILITIES OF REGIONAL ACADEMYLOCAL ACADEMY. To ensure proper service can be provided by the Cisco authorized supplier, the Regional AcademyLocal Academy shall:
A. Comply with the Export Regulations.
B. Provide a priority level for all calls placed.
C. Be responsible for verifying any damage in transit.
D. Provide reasonable access to the Product through the Internet or via modem such that problems may be diagnosed and corrected remotely.
E. Agree to use the latest Software Update if required to correct a reported Software problem.
F. Agree to pay all travel expenses if Cisco, or the Cisco authorized supplier, is requested to perform on-site services. Engineering time will be billed at the then-current applicable time/ and materials rates.
G. Acknowledge that it is only entitled to receive support services on the Product for which it has paid a separate support fee.
H. Return Material Authorization. The Regional AcademyLocal Academy is responsible for:
1. Obtaining a Return Material Authorization (“RMA”) number from Cisco’s Regional AcademyLocal Academy service department.
2. Proper packing, including description of failure and written specification of any other changes or alterations.
3. Insurance of all packages for replacement cost to be shipped FOB Cisco’s designated repair center.
4. Returns must be received within ten (10) days; otherwise, the list price of the Hardware will be charged.
5. Each request to Cisco for an RMA number must specify the number, type, and serial number for each part to be replaced. Cisco will provide the local RMA shipment address upon issuance of the RMA number.
6. Returns must agree exactly in the number, type, and serial numbers associated with the RMA transaction.
I. Return of Product. Hardware is returned to the Cisco authorized supplier per the Cisco authorized supplier’s return instructions.
III. SERVICES NOT COVERED. The following services are not expected to be required, and are not normally provided by the Cisco authorized suppliers:
A. Any customization of, or labor to install, software.
B. Support of application Software (non-IOS based Software).
C. Any expenses incurred to visit Regional AcademyLocal Academy’s location, except as required during escalation of problems by Cisco or the Cisco authorized supplier.
D. Support or replacement of Product that is altered, modified, mishandled, destroyed or damaged by natural causes or damaged due to a negligent or willful act or omission by Regional AcademyLocal Academy or use by Regional AcademyLocal Academy other than as specified in the applicable Cisco-supplied documentation.
E. Services to resolve software or hardware problems resulting from third party products or causes beyond Cisco or the Cisco authorized supplier’s control.
F. Services for non-Cisco software installed on any Cisco Product.
G. Any Hardware upgrade required to run new or updated Software.
IV. PAYMENT TERMS. Payment will be as per Cisco authorized supplier’s terms.
EXHIBIT E
Cisco Certified Academic Instructor (CCAI) Program
Program Goal:
Create a certification program for Networking Academy teachers to provide training to students at all levels.
Targeted Audiences:
The targeted audiences are:
Secondary school teachers
College and University Faculty or Instructors
Existing other industry certified professionals (consultants, volunteer personnel)
Certification Prerequisite:
Cisco recommends that candidates have the following prerequisite:
Proven competency and one year experience in technical instruction
Certification Requirements:
Proof of attendance of the full CCNA curriculum ( four semesters, Train The Trainer courses)
Pass all 4 semesters final exams
Pass the CCNA test
Candidates must complete the certification process within 14 months from first semester attendance date.
Authorization Process:
Laboratory
Candidates must demonstrate the ability to set up and configure classroom equipment to meet the course objectives. The following is an example of some of the tasks that will be part of the evaluation process:
Cable a five router and two switches network as directed
Recover lost passwords
Plan and configure TCP/IP and IPX networks
Demonstrate IP filtering
Demonstrate AutoInstall process
Demonstrate IOS and configuration file management
[pic]
CCAI Recommended Presentation Skills
Maintenance of Instructional Credibility:
The candidate demonstrates content expertise.
Management of the Learning Environment
The candidate facilitates participation through the use of language and instructional activities.
The candidate encourages participant involvement in the learning experience through positive reinforcement.
Communication Skill Effectiveness
The candidate effectively uses language, technical terminology, and analogy to communicate with the participants.
The candidate adapts presentation style and collateral content to audience needs within the constraints of the course schedule.
Presentation Skill Effectiveness
The candidate effectively used voice, gesture, movement and eye contact to sustain participant focus on the subject presented.
The candidate integrates personal experience to enhance the presentation.
The candidate uses classroom facilities (white board, overhead, presentation system...) to enhance the presentation.
Effective Questioning Techniques:
The candidate effectively uses questions to probe participant understanding.
The candidate encourages participant questions and commentary.
Appropriate Clarification and Feedback:
The candidate matches feedback to the instructional situation.
The candidate answers participant questions appropriately.
Positive Reinforcement and Motivation
The materials presents were coordinated with other course sections
The candidate relates the content to appropriate application.
Exhibit F
List of Attendees from Local Academies for Train-The-Trainer Class
This form is to be completed and faxed to 1-408-527-0754. Attention: Networking Academy Coordinator, within one week of completion of the session to record pass/fail status of final exam.
Class (e.g., Semester 1):
Class Dates:
Location:
Regional Academy Delivering Class:
Instructor:
|Student Name |Academy Name |Telephone # |Email Address |Pass/Fail |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
In witness whereof, the parties hereto have executed this Agreement to be effective as of the date first written above.
NETWORKING ACADEMY CISCO SYSTEMS, INC.
___________________________________ ___________________________________
Signature Signature
__________________________________ __________________________________
Date Date
___________________________________ ___________________________________
Print Name Print Name
___________________________________ ___________________________________
Print Title Print Title
___________________________________ ___________________________________
Academy Name Agreement No (assigned by Cisco)
_________________________________________________________________________________________________________
Addendum I: Networking Academy Territory coverage
Agreement Number: __________________(to be filled by Cisco Systems)
This modification to the Agreement is agreed upon by Cisco Systems Inc., acting through the Cisco Worldwide Training Department (“Cisco”) located at 170 West Tasman Drive, San Jose CA USA 95134-1706
and ______________________________________________________(“Academy”), to be effective on the same date as the attached Networking Academies Agreement. This addendum is ONLY valid in conjunction with the aforementioned Agreement.
1. The Territory covered by this agreement is:
2. The Networking Academy agrees that other agreements are not affected by this Addendum, and remain in force
as delineated in the appropriate section of the Networking Academy Agreement. Amendments to this Agreement are:
Exhibit A: Letter of Assurance v 1.0
RESTRICTED TECHNICAL DATA RECEIVED FROM THE UNITED STATES
Ref.: U.S. Export Administration Regulations (Sect. 779.4 (f) (1)
To: Network Academy Manager, Cisco Systems, Inc.
1. We certify that neither the technical data nor direct product thereof is intended to be shipped either directly or indirectly to any country currently under restriction as set forth in the U.S. Export Administration Regulations (Sect. 779.4 (f) (1).
2. We further agree that we will remain cognizant of changes in the list of the countries affected by these restrictions and will limit our export or delivery of technical data and direct products to remain in compliance with current restrictions.
Very truly yours,
_______________________________________________________________________
(Signature of the representative of the foreign importer/exporter)
_______________________________________________________________________
(Printed Name)
_______________________________________________________________________
(Title)
________________________________________________________________________
(Academy Name and Address)
_______________________________________________________________________
(Date)
AppendixExhibit A :
RegionalNetworking Academy Information Data Sheet
Academy Type: Regional Local If local, which Regional:___________________________
Both
Networking Academy Agreement Signed: Yes No (Regional Academies only)
Cisco Account Manager Name:_________________________ Telephone #: ______________________________ Email Address:____________________________
Telephone #: ______________________________
InstitutionAcademy Name:______________________________________ ____________________________________
Primary Contact Name:_____________________________________________________________________: _____________________________
Telephone #: ____________________ Fax #:____________________ Email Address:________________________
Street Address:________________________________ City:_____________________________
State/Province:___________________ Postal Code:________________ Country:__________________________
School Type: K-12 Community College 4-Year College/university Other
International School Type: __________________________
Private: Public:
When do you anticipate attending the first semester train the trainer session?
Training Date Local Academy Instructors will be Trained: / /
Starting Date for Local Academies to offer classes: / /
Please provide the following instructors information about the Regional Academy Instructors(regional only):
Instructor Name Email Address Telephone # Fax #
EXHIBIT D
Required Equipment and Services
I – Cisco Equipment
Purchased/Leased Equipment Configuration:
|QTY |Item # |Description | |
|4 |ACADLAB-1601-CCNA |1601 Configuration for CCNA Lab | |
| |1 |CISCO1601 |Cisco Ethernet/Serial Modular Router |
| |1 |SF160AP-11.2.11P |Cisco 1601-1604 IOS IP/IPX/AT PLUS |
| |1 |PWR-1600-NA1 |Cisco 1600 AC Power Supply - NORTH AMERICA |
| |1 |MEM1600-4U6FC |Cisco 1601-1604 4MB to 6MB Flash Factory Upgrade |
| |1 |MEM1600-2U4D |Cisco 1601-1604 2MB to 4MB DRAM Factory Upgrade |
| |1 |WIC-1T |1-Port Serial WAN |
| |1 |CAB-V35MT |MALE DTE V35 CAB 10 FT Interface Card |
| |1 |CAB-V35FC |FEM DCE V35 CAB 10 FT |
| | | | |
|1 |PWR-1600-NA1 |Cisc| |
| | |o | |
| | |1600| |
| | |AC | |
| | |Powe| |
| | |r | |
| | |Supp| |
| | |ly -| |
| | |NORT| |
| | |H | |
| | |AMER| |
| | |ICA | |
| | | | |
|1 |ACADLAB-2514-CCNA |2514 Configuration for CCNA Lab | |
| |1 |CISCO2514 |CISCO 2500 2E2T |
| |1 |CAB- AC |Power Cord,110V |
| |1 |SF25BP-11.2.11 |Cisco IOS 2500 Series IP/IPX/AT/DEC Plus |
| |1 |MEM-1X8D |8MB DRAM SIMM |
| | | | |
|4 |ACADLAB-1501-CCNA |1501 Configuration for CCNA Lab | |
| |1 |CISCO1501-8U |8 Port Stackable 10BaseT Hub - Unmanaged |
| | | | |
|1 |MWEB200 |Webserver-in-a-box appliance | |
| | | | |
|1 |WS-C1924-A |24 | |
| | |Port| |
| | |10Mb| |
| | |Swit| |
| | |ch | |
| | |W/2 | |
| | |100B| |
| | |aseT| |
| | |X | |
| | |Port| |
| | |s; | |
| | |Ent | |
| | |Ed | |
| | |Upgr| |
| | |adab| |
| | |le | |
| | | | |
|1 |WS-C1912-EN |12 | |
| | |Port| |
| | |10Mb| |
| | |Swit| |
| | |ch 2| |
| | |100B| |
| | |aseT| |
| | |X | |
| | |Port| |
| | |s, | |
| | |ISL,| |
| | |CGMP| |
| | |,RMO| |
| | |N | |
| | | | |
|1 |CON-SNT-CCNA-LAB |CCNA| |
| | |Lab | |
| | |Equi| |
| | |pmen| |
| | |t 9| |
| | |Mont| |
| | |hs | |
| | |SMAR| |
| | |Tnet| |
| | |* | |
| |4 |CON-SNT-1601 |SmartNet Services, 9 months 1601 |
| |1 |CON-SNT-2514 |SmartNet Services, 9 months 2514 |
| |4 |CON-SNT-WSC1501 |SmartNet Services, 9 months 1501 |
| |1 |CON-SNT-MWS |SmartNet Services, 9 months 200 |
| |1 |CON-SNT-WSC1924A |SmartNet Services, 9 months 1924 |
| |1 |CON-SNT-WSC1912 |SmartNet Services, 9 months 1914 |
| | | | |
| | | | |
| | | |Total Purchase Cost: $14,000 |
|*ind| | | |
|icat| | | |
|es | | | |
|recu| | | |
|rrin| | | |
|g | | | |
|cost| | | |
|s of| | | |
|$1,2| | | |
|08.2| | | |
|0 | | | |
|per | | | |
|year| | | |
|for | | | |
|purc| | | |
|hase| | | |
|d | | | |
|CCNA| | | |
|lab | | | |
|equi| | | |
|pmen| | | |
|t | | | |
|For | | | |
|leas| | | |
|ing | | | |
|info| | | |
|rmat| | | |
|ion | | | |
|and | | | |
|opti| | | |
|ons,| | | |
|plea| | | |
|se | | | |
|cont| | | |
|act | | | |
|Dean| | | |
|Raab| | | |
|, | | | |
|dera| | | |
|ab@c| | | |
|isco| | | |
|.com| | | |
|, | | | |
|800-| | | |
|680-| | | |
|9745| | | |
Appendix B: Required Lab Equipment, Services and Tools
* Indicates recurring costs;
** Note: these are minimum acceptable configurations. Computers may be either PCs or Apple Macintoshes, but they must be capable of running at least Netscape 3.0 with QuickTime, Java Script enabled, have Shockwave plug-in and have a 600 x 800 monitor.
*** number/amount dependent on class size/number of students.
Donated Lab Equipment Configuration:
Donated equipment is functionally equivalent to purchased/leased lab, excluding hubs.
II – Non-Cisco Equipment
Personal Computers* (Windows or Apple) for the curriculum delivery side.
3 : 1 maximum ratio of students to computers is acceptable
Minimum system requirements for a PC:
Windows 95
Netscape 3.0 or later, or Internet Explorer 4.0 or later
Java script enabled, with QuickTime plug-in and MacroMedia Shockwave plug-in
(all of these are available free on the Web)
Minimum 486 with 24 MB RAM or Pentium processor with 24 MB RAM
10 MB free disk space
Display minimum resolution 800 x 600 at 256 colors
10BaseT Ethernet card
CD/ROM drive
Mouse
Sound card
Speakers or headphones
Minimum system requirements for a Macintosh:
Mac OS 7.5 or later
Netscape 3.0 or later, or Internet Explorer 4.0 or later
Java script enabled, with QuickTime plug-in and MacroMedia Shockwave plug-in (all these plug-ins are available free on the Web)
Minimum 68040 with minimum 12 MB RAM
10 MB free disk space
Display minimum resolution 800 x 600 at 256 colors
10BaseT Ethernet card
CD/ROM drive
Mouse
Speakers or headphones
Five Personal Computers (Windows or Apple) for the development lab with the following capabilities:
Windows 95 or Mac OS 7.5 or later;
Terminal emulation software;
10BaseT Ethernet Network Interface Card
Netscape Navigator 3.0 or later or Internet Explorer 4.0 or later
Available COM port/serial port
Four LAN hubs ***
No SNMP management (dumb)
Category 5 Twisted Pair EthernetUTP Cables**
Approximately 150 ft per student
Category 5 Twisted Pair Ethernet Connectors**
12 per student in the Semester One class
Cat 5 Crimping tools, wire cutters and punch down tools
6 sets per class based on 30 pupils per class
Cable tester
1 per class (this could range from a simple continuity tester to tester that can check total throughput of the cable)
Six 568B Standard Patch Panels
Two 19 inch Communication Racks, inter-connected by Cable Tray
Six AUI to RJ45 transceivers
* amount dependent on class size (number of students) and ratio listed above.
** indicates reoccurring cost for semester one class
*** indicates that institutions receiving donated equipment will need to purchase this item, Academies purchasing or leasing Cisco equipment will receive the hubs in their Academy lab bundle.
AppendixExhibit BC:
Potential Local Academies Information Data Sheet
|Academy Name |Contact Name |Telephone # | email Address | City |State/Province |
| | | | | | |
| | | | | | |
| | | | | | |
| | | | | | |
| | | | | | |
| | | | | | |
| | | | | | |
| | | | | | |
| | | | | | |
| | | | | | |
| | | | | | |
| | | | | | |
| | | | | | |
| | | | | | |
| | | | | | |
| | | | | | |
| | | | | | |
| | | | | | |
| | | | | | |
| | | | | | |
EXHIBIT E
Cisco Certified Academic Instructor (CCAI) Program
Program Goal:
Create a certification program for Networking Academy teachers to provide training to students at all levels.
Targeted Audiences:
The targeted audiences are:
High school teachers
College and University Faculty or InstructorsColleges and universities professors
Existing other industry certified professionals (consultants, volunteer personnel)
Certification Prerequisite:
Cisco recommends that candidates have the following prerequisite:
Proven competency and one year experience in technical instruction
Certification Requirements:
Proof of attendance of the full CCNA curriculum ( four semesters, Train The Trainer courses)
Pass all 4 semesters final exams
Pass the CCNA test
Candidates must complete the certification process within 14 months from first semester attendance date.
Authorization Process:
Laboratory
Candidates must demonstrate the ability to set up and configure classroom equipment to meet the course objectives. The following is an example of some of the tasks that will be part of the evaluation process:
Cable a five router and two switches network as directed
Recover lost passwords
Plan and configure TCP/IP and IPX networks
Demonstrate IP filtering
Demonstrate AutoInstall process
Demonstrate IOS and configuration file management
[pic]
CCAI Recommended Presentation Skills
Maintenance of Instructional Credibility:
The candidate demonstrates content expertise.
Management of the Learning Environment
2. The candidate facilitates participation through the use of language and instructional activities.
3. The candidate encourages participant involvement in the learning experience through positive reinforcement.
Communication Skill Effectiveness
The candidate effectively uses language, technical terminology, and analogy to communicate with the participants.
The candidate adapts presentation style and collateral content to audience needs within the constraints of the course schedule.
Presentation Skill Effectiveness
The candidate effectively used voice, gesture, movement and eye contact to sustain participant focus on the subject presented.
The candidate integrates personal experience to enhance the presentation.
The candidate uses classroom facilities (white board, overhead, presentation system...) to enhance the presentation.
Effective Questioning Techniques:
The candidate effectively uses questions to probe participant understanding.
The candidate encourages participant questions and commentary.
Appropriate Clarification and Feedback:
The candidate matches feedback to the instructional situation.
The candidate answers participant questions appropriately.
Positive Reinforcement and Motivation
The materials presents were coordinated with other course sections
The candidate relates the content to appropriate application.
Appendix D: Cisco Certified Academic Instructor (CCAI) Program
Program Goal:
Create a certification program for Networking Academy teachers to provide training to students at all levels.
Targeted Audiences:
The targeted audiences are:
High school teachers
Colleges and universities professors
Existing other industry certified professionals (consultants, volunteer personnel)
Course Content:
The course consists of two main components:
Presentation skills
Technical /competency/Knowledge
Delivery products:
The CCAI certification will have the following deliverables:
Online certification test (CCNA test)
Program brochure
Welcome Aboard Kit (WAK)
Cover letter
Certificate
Pen
T-shirt
Certification Prerequisite:
Cisco recommends that candidates have the following prerequisite:
Proven competency and one year experience in technical instruction
Certification Requirements:
Proof of attendance of the full CCNA curriculum ( four semesters)
Pass all 4 semesters final exams
Pass the CCNA test
Candidates must complete the certification process within ONE year from first semester attendance date.
Authorization Process:
Laboratory
Candidates must demonstrate the ability to set up and configure C classroom equipment to meet the course objectives. The following is an example of some of the tasks that will be part of the evaluation process:
Cable a five router and two switches
network as directed
Recover lost passwords
Plan and configure TCP/IP and IPX networks
Demonstrate IP filtering
Demonstrate AutoInstall process
Demonstrate IOS and configuration file management
START
Instructor is
Authorized to
Teach.
Attended No
Semester
?
Attended all No
4 Semesters&pass
Yes CCNA?
Yes
CERTIFICATION
Passed No PROCESS
Semester Final COMPLETED
Exam?
Yes END
CCAI Benefits:
Recognition throughout the internetworking industry as highly qualified technical professionals
Enhanced job performance. Provides the ability to build, configure, and test internetworks to specifications and meet business needs
Welcome aboard Kit (WAK, mentioned above)
Others (CDs, logo use etc..)
CCAI Recommended Presentation Skills
Maintenance of Instructional Credibility:
The candidate demonstrates content expertise.
Management of the Learning Environment
The candidate facilitates participation through the use of language and instructional activities.
The candidate encourages participant involvement in the learning
experience through positive reinforcement.
Communication Skill Effectiveness
The candidate effectively uses language, technical terminology, and analogy to communicate with the participants.
The candidate adapts presentation style and collateral content
to audience needs within the constraints of the course schedule.
Presentation Skill Effectiveness
The candidate effectively used voice, gesture, movement and eye contact to sustain participant focus on the subject presented.
The candidate integrates personal experience to enhance the presentation.
The candidate uses classroom facilities (white board, overhead, presentation system...) to enhance the presentation.
Effective Questioning Techniques:
The candidate effectively uses questions to probe participant understanding.
The candidate encourages participant questions and commentary.
Appropriate Clarification and Feedback:
The candidate matches feedback to the instructional situation.
The candidate answers participant questions appropriately.
Positive Reinforcement and Motivation
The materials presents were coordinated with other course sections
The candidate relates the content to appropriate application.
Copyright 1998 Cisco Systems, Inc. All Rights Reserved.
Exhibit F
List of attendees for Local Academies (Train The Trainer Class)
This form is to be completed and faxed to 408-527-0754, Attn: Networking Academies Coordinator within one week of completion of the session to record Pass/fail status of final exam.
Class (eg Semester 1):
Class Dates:
Location:
Regional Academy Delivering Class:
Instructor:
|Student Name |Academy Name |Telephone # |Email Address |Pass/Fail |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
| | | | | |
EXHIBIT G
SOFTWARE LICENSE AGREEMENT
PLEASE READ THIS SOFTWARE LICENSE AGREEMENT CAREFULLY BEFORE DOWNLOADING OR USING THE SOFTWARE. BY CLICKING ON THE "ACCEPT" BUTTON, OPENING THE PACKAGE, DOWNLOADING THE PRODUCT, OR USING THE EQUIPMENT THAT CONTAINS THIS PRODUCT, YOU ARE CONSENTING TO BE BOUND BY THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, CLICK THE "DO NOT ACCEPT" BUTTON AND THE INSTALLATION PROCESS WILL NOT CONTINUE, RETURN THE PRODUCT TO THE PLACE OF PURCHASE FOR A FULL REFUND, OR DO NOT DOWNLOAD THE PRODUCT.
Single User License Grant: Cisco Systems, Inc. ("Cisco") and its suppliers grant to Customer ("Customer") a nonexclusive and nontransferable license to use the Cisco software ("Software") in object code form solely on a single central processing unit owned or leased by Customer or otherwise embedded in equipment provided by Cisco.
Multiple-Users License Grant: Cisco Systems, Inc. ("Cisco") and its suppliers grant to Customer ("Customer") a nonexclusive and nontransferable license to use the Cisco software ("Software") in object code form: (i) installed in a single location on a hard disk or other storage device of up to the number of computers owned or leased by Customer for which Customer has paid a license fee ("Permitted Number of Computers"); or (ii) provided the Software is configured for network use, installed on a single file server for use on a single local area network for either (but not both) of the following purposes: (a) permanent installation onto a hard disk or other storage device of up to the Permitted Number of Computers; or (b) use of the Software over such network, provided the number of computers connected to the server does not exceed the Permitted Number of Computers. Customer may only use the programs contained in the Software (i) for which Customer has paid a license fee (or in the case of an evaluation copy, those programs Customer is authorized to evaluate) and (ii) for which Customer has received a product authorization key ("PAK"). Customer grants to Cisco or its independent accountants the right to examine its books, records and accounts during Customer's normal business hours to verify compliance with the above provisions. In the event such audit discloses that the Permitted Number of Computers is exceeded, Customer shall promptly pay to Cisco the appropriate licensee fee for the additional computers or users. At Cisco's option, Cisco may terminate this license for failure to pay the required license fee.
Customer may make one (1) archival copy of the Software provided Customer affixes to such copy all copyright, confidentiality, and proprietary notices that appear on the original.
EXCEPT AS EXPRESSLY AUTHORIZED ABOVE, CUSTOMER SHALL NOT: COPY, IN WHOLE OR IN PART, SOFTWARE OR DOCUMENTATION; MODIFY THE SOFTWARE; REVERSE COMPILE OR REVERSE ASSEMBLE ALL OR ANY PORTION OF THE SOFTWARE; OR RENT, LEASE, DISTRIBUTE, SELL, OR CREATE DERIVATIVE WORKS OF THE SOFTWARE.
Customer agrees that aspects of the licensed materials, including the specific design and structure of individual programs, constitute trade secrets and/or copyrighted material of Cisco. Customer agrees not to disclose, provide, or otherwise make available such trade secrets or copyrighted material in any form to any third party without the prior written consent of Cisco. Customer agrees to implement reasonable security measures to protect such trade secrets and copyrighted material. Title to Software and documentation shall remain solely with Cisco.
LIMITED WARRANTY. Cisco warrants that for a period of ninety (90) days from the date of shipment from Cisco: (i) the media on which the Software is furnished will be free of defects in materials and workmanship under normal use; and (ii) the Software substantially conforms to its published specifications. Except for the foregoing, the Software is provided AS IS. This limited warranty extends only to Customer as the original licensee. Customer's exclusive remedy and the entire liability of Cisco and its suppliers under this limited warranty will be, at Cisco or its service center's option, repair, replacement, or refund of the Software if reported (or, upon request, returned) to the party supplying the Software to Customer. In no event does Cisco warrant that the Software is error free or that Customer will be able to operate the Software without problems or interruptions.
This warranty does not apply if the software (a) has been altered, except by Cisco, (b) has not been installed, operated, repaired, or maintained in accordance with instructions supplied by Cisco, (c) has been subjected to abnormal physical or electrical stress, misuse, negligence, or accident, or (d) is used in ultrahazardous activities.
DISCLAIMER. EXCEPT AS SPECIFIED IN THIS WARRANTY, ALL EXPRESS OR IMPLIED CONDITIONS, REPRESENTATIONS, AND WARRANTIES INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT OR ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE, ARE HEREBY EXCLUDED TO THE EXTENT ALLOWED BY APPLICABLE LAW.
IN NO EVENT WILL CISCO OR ITS SUPPLIERS BE LIABLE FOR ANY LOST REVENUE, PROFIT, OR DATA, OR FOR SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL, OR PUNITIVE DAMAGES HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE EVEN IF CISCO OR ITS SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. In no event shall Cisco's or its suppliers' liability to Customer, whether in contract, tort (including negligence), or otherwise, exceed the price paid by Customer. The foregoing limitations shall apply even if the above-stated warranty fails of its essential purpose. SOME STATES DO NOT ALLOW LIMITATION OR EXCLUSION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES.
The above warranty DOES NOT apply to any beta software, any software made available for testing or demonstration purposes, any temporary software modules or any software for which Cisco does not receive a license fee. All such software products are provided AS IS without any warranty whatsoever.
This License is effective until terminated. Customer may terminate this License at any time by destroying all copies of Software including any documentation. This License will terminate immediately without notice from Cisco if Customer fails to comply with any provision of this License. Upon termination, Customer must destroy all copies of Software.
Software, including technical data, is subject to U.S. export control laws, including the U.S. Export Administration Act and its associated regulations, and may be subject to export or import regulations in other countries. Customer agrees to comply strictly with all such regulations and acknowledges that it has the responsibility to obtain licenses to export, re-export, or import Software.
This License shall be governed by and construed in accordance with the laws of the State of California, United States of America, as if performed wholly within the state and without giving effect to the principles of conflict of law. If any portion hereof is found to be void or unenforceable, the remaining provisions of this License shall remain in full force and effect. This License constitutes the entire License between the parties with respect to the use of the Software.
Restricted Rights - Cisco's software is provided to non-DOD agencies with RESTRICTED RIGHTS and its supporting documentation is provided with LIMITED RIGHTS. Use, duplication, or disclosure by the Government is subject to the restrictions as set forth in subparagraph "C" of the Commercial Computer Software - Restricted Rights clause at FAR 52.227-19. In the event the sale is to a DOD agency, the government's rights in software, supporting documentation, and technical data are governed by the restrictions in the Technical Data Commercial Items clause at DFARS 252.227-7015 and DFARS 227.7202. Manufacturer is Cisco Systems, Inc. 170 W. Tasman Dr., San Jose, CA 95134.
AppendixExhibit GE :
Software Licensing Agreement
SOFTWARE LICENSE AGREEMENT
PLEASE READ THIS SOFTWARE LICENSE AGREEMENT CAREFULLY BEFORE DOWNLOADING OR USING THE SOFTWARE.
BY CLICKING ON THE "ACCEPT" BUTTON, OPENING THE PACKAGE, DOWNLOADING THE PRODUCT, OR USING THE EQUIPMENT THAT CONTAINS THIS PRODUCT, YOU ARE CONSENTING TO BE BOUND BY THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL OF
THE TERMS OF THIS AGREEMENT, CLICK THE "DO NOT ACCEPT" BUTTON AND THE INSTALLATION PROCESS WILL NOT CONTINUE, RETURN THE PRODUCT TO THE PLACE OF PURCHASE FOR A FULL REFUND, OR DO NOT DOWNLOAD THE PRODUCT.
Single User License Grant: Cisco Systems, Inc. ("Cisco") and its suppliers grant to Customer ("Customer") a nonexclusive and nontransferable license to use the Cisco software ("Software") in object code form solely on a single central processing unit owned or leased by Customer or otherwise embedded in
equipment provided by Cisco.
Multiple-Users License Grant: Cisco Systems, Inc. ("Cisco") and its suppliers grant to Customer ("Customer") a nonexclusive and nontransferable license to use the Cisco software ("Software") in object code form: (i) installed in a single location on a hard disk or other storage device of up to the number of
computers owned or leased by Customer for which Customer has paid a license fee ("Permitted Number of Computers"); or (ii) provided the Software is configured for network use, installed on a single file server for use on a single local area network for either (but not both) of the following purposes: (a) permanent installation onto a hard disk or other storage device of up to the Permitted Number of Computers; or (b) use of the Software over such network, provided the number of computers connected to the server does not exceed the Permitted Number of Computers. Customer may only use the programs contained in the Software (i) for which Customer has paid a license fee (or in the case of an evaluation copy, those programs Customer is authorized to evaluate) and (ii) for which Customer has received a product authorization key ("PAK"). Customer grants to Cisco or its independent accountants the right to examine its books, records and accounts during Customer's normal business hours to verify compliance with the above provisions. In the event such audit discloses that the Permitted Number of Computers is exceeded, Customer shall promptly pay to Cisco the appropriate licensee fee for the additional computers or users. At Cisco's option, Cisco may terminate this license for failure to pay the required license fee.
Customer may make one (1) archival copy of the Software provided Customer affixes to such copy all copyright, confidentiality, and proprietary notices that appear on the original.
EXCEPT AS EXPRESSLY AUTHORIZED ABOVE, CUSTOMER SHALL NOT: COPY, IN WHOLE OR IN PART, SOFTWARE OR DOCUMENTATION; MODIFY THE SOFTWARE; REVERSE COMPILE OR REVERSE ASSEMBLE ALL OR ANY PORTION OF THE SOFTWARE; OR RENT, LEASE, DISTRIBUTE, SELL, OR CREATE DERIVATIVE WORKS OF THE SOFTWARE.
Customer agrees that aspects of the licensed materials, including the specific design and structure of individual programs, constitute trade secrets and/or copyrighted material of Cisco. Customer agrees not to disclose, provide, or otherwise make available such trade secrets or copyrighted material in any form to
any third party without the prior written consent of Cisco. Customer agrees to implement reasonable security measures to protect such trade secrets and copyrighted material. Title to Software and documentation shall remain solely with Cisco.
LIMITED WARRANTY. Cisco warrants that for a period of ninety (90) days from the date of shipment from Cisco: (i) the media on which the Software is furnished will be free of defects in materials and workmanship under normal use; and (ii) the Software substantially conforms to its published specifications.
Except for the foregoing, the Software is provided AS IS. This limited warranty extends only to Customer as the original licensee. Customer's exclusive remedy
and the entire liability of Cisco and its suppliers under this limited warranty will be, at Cisco or its service center's option, repair, replacement, or refund of the Software if reported (or, upon request, returned) to the party supplying the Software to Customer. In no event does Cisco warrant that the Software is error
free or that Customer will be able to operate the Software without problems or interruptions.
This warranty does not apply if the software (a) has been altered, except by Cisco, (b) has not been installed, operated, repaired, or maintained in accordance with instructions supplied by Cisco, (c) has been subjected to abnormal physical or electrical stress, misuse, negligence, or accident, or (d) is used in
ultrahazardous activities.
DISCLAIMER. EXCEPT AS SPECIFIED IN THIS WARRANTY, ALL EXPRESS OR IMPLIED CONDITIONS, REPRESENTATIONS, AND WARRANTIES INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT OR ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE, ARE HEREBY EXCLUDED TO THE EXTENT ALLOWED BY APPLICABLE LAW.
IN NO EVENT WILL CISCO OR ITS SUPPLIERS BE LIABLE FOR ANY LOST REVENUE, PROFIT, OR DATA, OR FOR SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL, OR PUNITIVE DAMAGES HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY
ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE EVEN IF CISCO OR ITS SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. In no event shall Cisco's or its suppliers' liability to Customer, whether in contract, tort (including negligence), or
otherwise, exceed the price paid by Customer. The foregoing limitations shall apply even if the above-stated warranty fails of its essential purpose. SOME STATES DO NOT ALLOW LIMITATION OR EXCLUSION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES.
The above warranty DOES NOT apply to any beta software, any software made available for testing or demonstration purposes, any temporary software modules or any software for which Cisco does not receive a license fee. All such software products are provided AS IS without any warranty whatsoever.
This License is effective until terminated. Customer may terminate this License at any time by destroying all copies of Software including any documentation. This License will terminate immediately without notice from Cisco if Customer fails to comply with any provision of this License. Upon termination, Customer
must destroy all copies of Software.
Software, including technical data, is subject to U.S. export control laws, including the U.S. Export Administration Act and its associated regulations, and may be subject to export or import regulations in other countries. Customer agrees to comply strictly with all such regulations and acknowledges that it has the responsibility to obtain licenses to export, re-export, or import Software.
This License shall be governed by and construed in accordance with the laws of the State of California, United States of America, as if performed wholly within the state and without giving effect to the principles of conflict of law. If any portion hereof is found to be void or unenforceable, the remaining provisions of this License shall remain in full force and effect. This License constitutes the entire License between the parties with respect to the use of the Software.
Restricted Rights - Cisco's software is provided to non-DOD agencies with RESTRICTED RIGHTS and its supporting documentation is provided with LIMITED RIGHTS. Use, duplication, or disclosure by the Government is subject to the restrictions as set forth in subparagraph "C" of the Commercial Computer Software - Restricted Rights clause at FAR 52.227-19. In the event the sale is to a DOD agency, the government's rights in software, supporting documentation, and technical data are governed by the restrictions in the Technical Data Commercial Items clause at DFARS 252.227-7015 and DFARS
227.7202. Manufacturer is Cisco Systems, Inc. 170 W. Tasman Dr., San Jose, CA 95134.
SOFTWARE LICENSE AGREEMENT
PLEASE READ THIS SOFTWARE LICENSE AGREEMENT CAREFULLY BEFORE DOWNLOADING OR USING THE SOFTWARE.
BY CLICKING ON THE "ACCEPT" BUTTON, DOWNLOADING THE SOFTWARE, OR USING THE EQUIPMENT THAT CONTAINS THIS SOFTWARE, YOU ARE CONSENTING TO BE BOUND BY THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, DO NOT DOWNLOAD OR USE THE SOFTWARE. CLICK THE "DO NOT ACCEPT" BUTTON AND THE INSTALLATION PROCESS WILL NOT CONTINUE.
Single User License Grant. Cisco Systems, Inc. (ÒCiscoÓ) and its suppliers grant to Customer (ÒCustomerÓ) a nonexclusive and nontransferable license to use the Cisco software provided or made available by Cisco to Customer (ÒSoftwareÓ) in object code form solely on a single hardware chassis or a single central processing unit, as applicable, owned or leased by Customer or otherwise embedded in equipment provided by Cisco. The term “Software” also includes any upgrades, updates, bug fixes, modified versions, and copies of the Software licensed or provided to Customer by Cisco.
Multiple-Users License Grant. If Customer has purchased a multi-user license from Cisco, Cisco and its suppliers grant to Customer a nonexclusive and nontransferable license to use the Software in object code form in ONLY ONE of the following manners:
make copies of the Software up to the number of copies for which Customer has paid Cisco a license fee and which number is specified on the master copy of the Software provided or made available by Cisco to Customer; or
make copies of the Software up to the number of copies for which Customer has paid Cisco a license fee and for which Customer has received a product authorization key ("PAK"); or
installed in a single location on a hard disk or other storage device of up to the number of computers owned or leased by Customer or the number of simultaneous users for which Customer has paid a license fee ("Permitted Number of Computers" or “Permitted Number of Users”, as applicable); or
provided the Software is configured for network use, installed on a single file server for use on a single local area network for either (but not both) of the following purposes: (a) permanent installation onto a hard disk or other storage device of up to the Permitted Number of Computers or Permitted Number of Users, as applicable; or (b) use of the Software over such network, provided the number of computers or users connected to the server does not exceed the Permitted Number of Computers or Permitted Number of Users, as applicable.
NOTE: The license requirement to pay a license fee does not apply to evaluation or beta copies for which Cisco does not charge a license fee.
Customer grants to Cisco or its independent accountants the right to examine its books, records and accounts during CustomerÕs normal business hours to verify compliance with this Agreement. In the event such audit discloses non-compliance with this Agreement, Customer shall promptly pay to Cisco the appropriate licensee fees. At CiscoÕs option, Cisco may terminate this license for failure to comply with this Agreement.
Customer agrees to maintain and reproduce all copyright and other proprietary notices on all copies, in any form, of the Software in the same form and manner that such copyright and other proprietary notices are included on the Software.
Except as expressly authorized in this Agreement, Customer shall not make any copies or duplicates or any Software without the prior written permission of Cisco. Customer may make such back-up copy or copies of the Software as may be necessary for Customer’s lawful use, provided Customer affixes to such copies all copyright, confidentiality, and proprietary notices that appear on the original.
Customer agrees, except as otherwise expressly authorized hereunder, not to:
(i) remove any product identification or notices of any proprietary or copyright restrictions from the Software;
(ii) make error corrections to or otherwise modify or adapt the Software nor create derivative works based upon the Software, or to permit third parties to do the same; or
(iii) copy, in whole or in part, decompile, reverse engineer, disassemble or otherwise reduce the Software to human-readable form.
To the extent required by law, at Customer's request, Cisco shall provide Customer with the interface information needed to achieve interoperability between the Software and another independently created program, on payment of Cisco's applicable fee. Customer shall observe strict obligations of confidentiality with respect to such information.
Customer agrees that aspects of the licensed materials, including the specific design and structure of individual programs, constitute trade secrets and/or copyrighted material of Cisco. Customer shall not disclose, provide, or otherwise make available such trade secrets or copyrighted material in any form to any third party without the prior written consent of Cisco. Customer shall implement reasonable security measures to protect such trade secrets and copyrighted material. Title to Software and documentation shall remain solely with Cisco.
Limited Warranty. Cisco warrants that for a period of ninety (90) days from the date of shipment from Cisco: (i) the media on which the Software is furnished will be free of defects in materials and workmanship under normal use; and (ii) the Software substantially conforms to its published
specifications. Except as expressly granted in this Agreement, the Software is provided AS IS. This limited warranty extends only to Customer as the original licensee. Customer's sole and exclusive remedy and the entire liability of Cisco and its suppliers under this limited warranty will be, at Cisco or its service center's option, repair, replacement, or refund of the Software if reported (or, upon request, returned) to the party supplying the Software to Customer. In no event does Cisco warrant that the Software is error free or that Customer will be able to operate the Software without problems or interruptions.
This warranty does not apply if the Software (a) has been altered, except by Cisco, (b) has not been installed, operated, repaired, or maintained in accordance with instructions supplied by Cisco, (c) has been subjected to abnormal physical or electrical stress, misuse, negligence, or accident, or (d) is used in ultrahazardous activities.
This warranty does not apply if the Software is licensed for beta, evaluation, testing or demonstration purposes for which Cisco does not receive a license fee.
Disclaimer. EXCEPT AS SPECIFIED IN THIS WARRANTY, ALL EXPRESS OR IMPLIED CONDITIONS, REPRESENTATIONS, AND WARRANTIES INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT, SATISFACTORY QUALITY OR ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE, ARE HEREBY EXCLUDED TO THE EXTENT ALLOWED BY APPLICABLE LAW.
IN NO EVENT WILL CISCO OR ITS SUPPLIERS BE LIABLE FOR ANY LOST REVENUE, PROFIT, OR DATA, OR FOR SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL, OR PUNITIVE DAMAGES HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE EVEN IF CISCO OR ITS SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. In no event shall Cisco's or its suppliers' liability to Customer, whether in contract, tort (including negligence), or otherwise, exceed the price paid by Customer. The foregoing limitations shall apply even if the above-stated warranty fails of its essential purpose. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW LIMITATION OR EXCLUSION OF CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
This Agreement is effective until terminated. Customer may terminate this Agreement at any time by destroying all copies of Software including any documentation. This Agreement will terminate immediately without notice from Cisco if Customer fails to comply with any provision of this Agreement. Upon termination, Customer must destroy all copies of Software in its possession or control.
Software, including technical data, is subject to U.S. export control laws, including the U.S. Export Administration Act and its associated regulations, and may be subject to export or import regulations in other countries. Customer agrees to comply strictly with all such regulations and
acknowledges that it has the responsibility to obtain licenses to export, re-export, or import Software.
This Agreement shall be governed by and construed in accordance with the laws of the State of California, United States of America, as if performed wholly within the state and without giving effect to the principles of conflict of law. If any portion hereof is found to be void or unenforceable, the remaining provisions of this Agreement shall remain in full force and effect. This Agreement constitutes the entire agreement between the parties with respect to the use of the Software
Restricted Rights. Cisco's software is provided to United States Government agencies other than the United States Department of Defense (“DOD”) with RESTRICTED RIGHTS and its supporting documentation is provided with LIMITED RIGHTS. Use, duplication, or disclosure by the Government is subject to the restrictions as set forth in subparagraph "C" of the Commercial Computer Software - Restricted Rights clause at FAR 52.227-19. In the event the sale is to a DOD agency, the government's rights in software, supporting documentation, and technical data are governed by the restrictions in the Technical Data Commercial Items clause at DFARS 252.227-7015 and DFARS 227.7202. Manufacturer is Cisco Systems, Inc. 170 W. Tasman Dr., San Jose, CA 95134.
AppendixExhibit CF
: Sample , Template Regional and Local Academies Cost Recovery Model
Local Academy Regional Academy CATC
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