2005-099 - Laserfiche WebLink

Home Browse Search

% 1. DEFINITIONS.The following terms as defined below are used throughout this Agreement: I "Licensed Standard Software" The current version of New World standard and development application software package(s)(in machine readable code and,if applicable, the related source code)listed on Lxhibit A. "Development Software"is standard application software currently under development by New World which,if applicable,will be completed and delivered to Customer as Licensed Standard Software during the term of this Agreement. 2."Upgrades" Any enhanced and/or improved versions of the Licensed Standard Software provided as Licensed Standard Software under Exhibit C of this Agreement and released after the execution of this Agreement. 3 "Licensed Custom Software" Any software(programs or portions of programs)developed by New World specifically for Customer's own use. 4 "Licensed Software" The Licensed Standard Software(including any Development Software).Upgrades,and Licensed Custom Software provided under this Agreement. 5."Licensed Documentation" New World User Manuals which includes the current specifications for the Licensed Standard Software and other written instructions relating to the Licensed Software(such as Product Bulletins,installation instructions,and training materials). 6."Authorized Copies" Except as provided in Section H.subparagraph 1.3,the only authorized copies of the Licensed Softvare and Licensed Documentation are the copies of each application software package defined in this Paragraph.They are: (i)the single copy of the Licensed Software and the related Licensed Documentation delivered by New World under this Agreement;and (ii)any additional copies made by Customer as authorized in Section 11,subparagraph 1.2. 7 "Licensed Products- The Licensed Software,the related Licensed Documentation,and the Authorized Copies of the foregoing. 8."Customer Liaison"- A Customer employee assigned to act as liaison between Customer and New World for the duration of this Agreement.Within ten(10) days of execution of this Agreement,Customer shall notify New World of the name of the Customer Liaison. 9 "SSMA" The New World Standard Software Maintenance Agrccment as set forth in Exhibit C 10."Computer" The multiple MSP Server(s),to be located at: Indian River County Shertys Office 4055 41'Avenue Vero Beach,FL 32960 and oher such locations as designated by Customer in writing. Customer shall identify in writing the serial number ofthe Computer within ten(10)days of receipt of the Computer or within ten(10)days of execution of this Agreement,whichever is later If the Computer is to be relocated,Customer shall notify New World of the new location in writing prior to the relocation. 11 "Confidential Information" Information disclosed or obtained by one party in connection with,and during the term of,this Agreement and designated as"Confidential" by the party claiming confidentiality at the time of disclosure. Confidential Information does not include any information which was previously known to the other party without obligation of confidence or without breach of this Agreement,is publicly disclosed either prior or subsequent to the other party's receipt of such information.or is rightfully received by the other partyfrom a third party without obligation of confidence. 12. "An Authorized User" Subject to the number of users specified in Exhibit A,any PC workstation that is connected to access the Licensed Software resident on Computer and that may be activel) logged on to access the programs,interfaces,data,or files created and/or maintained by the Licensed Software. 11 GENERAL TERMS AND CONDITIONS 1.0 SINGLE USE LICENSE 1.1 New World grants Customer a nontransferable and nonexclusive license to use the Licensed Software only on the Computer and only for its internal processing needs.Customer shall have the right and license to use,enhance,or modify the Licensed Software only for Customer's own use and only on the Computer by an authorized user. New World will deliver to Customer one copy of each application of the Licensed Software (in machine readable form compatible with the specified operating environment) and one copy of the related Licensed Documentation. If Customer fails to pay all license fees specified in Exhibit A and the applicable custom software fees, if any, Customer shall forfeit the right and license to use the Licensed Products and shall return them to New World. 1.2 In order to assist Customer in the event of an emergency,Customer is permitted to make up to four (4)back up copies on magnetic media of each application of the Licensed Software and one back up copy of the related Licensed Documentation.These Authorized Copies may be stored off-site away from Customer's premises as specified in the Definitions so long as they are kept in a location secure from unauthorized use. Customer or anyone obtaining access through Customer shall not copy, CONFIDENTIAL Page 3 (Revised 02/10/04) Indian River Co.,FL SmeadSoft Reprint Date:Wednesday,Jury 13,2016-13:01:52-OfficialDocuments:3530,Attachment Id 1,Page 3