2022-260 - Laserfiche WebLink

Home Browse Search

SECTION C NON-STANDARD TERMS AND CONDITIONS 1. Online Services Eligible Users: Notwithstanding anything in the Online Services General Terms and Conditions incorporated in this Agreement to the contrary, the terms 'Eligible User' and 'Eligible Users' as defined in those Online Services General Terms and Conditions shall, for the purposes of this Agreement, also include each'Authorized User' as that term is defined in the Delivered Content Terms and Conditions of Use incorporated in this Agreement. 2. Applicable Law: Notwithstanding anything to the contrary set forth elsewhere in this Agreement, this Agreement and any modifications, amendments or alterations shall be interpreted, construed and enforced in all respects in accordance with the laws of the State of Florida, excluding its conflicts of law principles. Each party irrevocably consents to the exclusive jurisdiction of the courts of the State of Florida in connection with any action to enforce the provisions of this Agreement, to recover damages or other relief for breach or default under this Agreement, or otherwise arising under or by reason of this Agreement. 3. Non -appropriation of Funds. Notwithstanding anything herein to the contrary, in the event that the funds due for subsequent projects and related deliverables under the terms and conditions of this Agreement are not lawfully appropriated, the following provisions shall apply: a. Customer shall provide Pictometry with written documentation of non -appropriation of funds from its funding source prior to commencement of a subsequent project; b. This Agreement shall remain in full force and effect, however commencement of the subsequent project shall be deemed postponed until such time as funds for the subsequent project have been appropriated and all other sums due under the terms and conditions of this Agreement have been paid by Customer. In the event that the postponement exceeds eighteen months, Pictometry reserves the right to terminate any and all obligations with respect to the postponed project and all subsequent projects included in this Agreement; and c. If Customer, or any party authorized under the terms and conditions of this Agreement to use the licensed products set forth in Section A, is in possession of licensed products for which Pictometry has not been fully compensated in accordance with the payment terms of this Agreement, Customer or such authorized party shall immediately cease use of those licensed products, purge those licensed products from all Customer and authorized party computers, and return those licensed products to Pictometry. 4. Public Records: Pictometry acknowledges that the Customer is required to comply with Article 1, Section 24, Florida Constitution and Chapter 119, Florida Statutes, relating to public records created or maintained under the Agreement and Florida law controls over the provisions of the Agreement. Pictometry agrees to comply with all applicable Florida statutes and regulations relating to public records. 5. The following is added to the end of the paragraph under the header FEES; PAYMENT TERMS: "Payment shall be pursuant to Florida's Local Government Prompt Payment Act, Chapter 218, Part VII, Florida Statutes." 6. TERMINATION IN REGARDS TO F.S. 287.135: Pictometry certifies that it and those related entities of Pictometry as defined by Florida law are not on the Scrutinized Companies that Boycott Israel List, created pursuant to s. 215.4725 of the Florida Statutes, and are not engaged in a boycott of Israel. In addition, if this agreement is for goods or services of one million dollars or more, Pictometry certifies that it and those related entities of Pictometry as defined by Florida law are not on the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, created pursuant to Section 215.473 of the Florida Statutes and are not engaged in business operations in Cuba or Syria. Customer may terminate this Contract if Pictometry is found to have submitted a false certification as provided under section 287.135(5), Florida Statutes, been placed on the Scrutinized Companies with Activities in Sudan List or the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or been engaged in business operations in Cuba or Syria, as defined by section 287.135, Florida Statutes. Customer may terminate this Contract if Pictometry, including all wholly owned subsidiaries, majority-owned subsidiaries, and parent companies that exist for the purpose of making profit, is found to have been placed on the Scrutinized Companies that Boycott Israel List or is engaged in a boycott of Israel as set forth in section 215.4725, Florida Statutes. Pictometry is registered with and will use the Department of Homeland Security's E -Verify system (www.e-verify.gov) to confirm the employment eligibility of all newly hired employees for the duration of this agreement, as required by Section 448.095, F.S. Pictometry is also responsible for obtaining proof of E -Verify registration and utilization for all subcontractors. [END OF NON-STANDARD TERMS AND CONDITIONS] Page 21 of 23 Indian River County, FL — C28131710 2022-12-14 C-0001-20200910.8