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- - STRATEGIC TEC)ETNOLOGY AGREEMENT between CASE WESTERN RESERVE UNIVERSITY and HAYFIELD VILLA,CE This Strategic Technolo~ry Agreement (the "Ageement") is made as of. May 17, 2004 between Case Western Reserve University, Cleveland, Ohio, herein<-ifter called "CWRU" and Mayfield Village, Cleveland, Ohio, hereinafter called the CWRU Strategic Technology Affiliate or "STA". CWRU and the STA are cash a "Party" (or "Parties") to this Ageement. Whereas, CWRU has established a high speed network connecting various parts of its campus in Cleveland, Ohio; and Whereas, CWRU has entered into contractual agreements and/or memoranda of understanding (colleetivcly the "Vendor Agreements") with various entities for the provision of products, services, atad connectivity for itself aad its Strategic Technology Affiliates;. and Whereas, CWRU and the STA wish to achieve the maximum mutual benefit from the Vendor Agreements and the use of their existing network, computing, and connectivity capabilities. Now, therefore, in consideration of the mutual covenants, promises, conditions and terms to be kept and performed and the mutual bencfits~to be obtained from cooperation, the Parties agree as follows: 1_ AEFINITIONS. As used throughout this Agreement, the following terms shall have the meaning described herein. 1.1 Additional A~Iiates. The term "Additional Affiliates" shall mean other non-profit organizations that have formed -a Strategic Technology Alliance with CWRU by executing a Strategic Technology Agreement with CWRU. 1.2 CWRi Services. The term "CWTtU Services" shall mein and include any of the services provided by CWRU to the STA; as more specifically described in an Appendix. I.3 Fiscal Year'. The term "1~iscal Year" shall mean the fiscal year period beginning on July 1 and continuing until June 30 of the following year. 1.4 Vendor. The: term "Vendor" shall mean a company that has a Vendor Agreement with CWRU. A current list of Vendors is attached to this Agreement as Attachment A. Attachment A may be amended from tinge to lime to include new Vendors or delete Vendors whose Vendor Agreements have expired and not been renewed.