Laserfiche WebLink
Benevate Inc. (dba Neighborly Software) SAAS Services Order Form <br />sufficient information describing the content of the information to be disclosed. If such objection is unsuccessful, then Recipient <br />shall produce only such Confidential Information as is required by the court order or governmental action. <br />c. Customer shall own all right, title, and interest in and to the Customer Data, as well as any data that is based on or derived from <br />the Customer Data and provided to Customer as part of the Services. <br />d. Company shall own and retain all right, title and interest in and to (a) the Services and Software, all improvements, <br />enhancements, or modifications thereto, (b) any software, applications, inventions, or other technology developed in connection <br />with implementation of services or support, and (c) all intellectual property rights related to any of the foregoing. <br />e. Notwithstanding anything to the contrary, Company shall have the right to collect and analyze data and other information <br />relating to the provision, use and performance of various aspects of the Services and related systems and technologies <br />(including, without limitation, information concerning Customer Data and data derived therefrom), and Company will be free <br />(during and after the term hereof) to (i) use such information and data to improve and enhance the Services and (ii) disclose <br />such data solely in aggregate or other de -identified form in connection with its business. <br />5. PAYMENT OF FEES <br />a. Payment Terms. Customer shall pay Company the fees listed in the Purchase Summary of the Order Form. An invoice for the <br />fees will be sent to the Customer immediately following the Effective Date and is due within forty (40) days from the date of <br />the invoice, in accordance with the requirements set forth in Section 215.422, Florida Statutes, the Florida Local Government <br />Prompt Payment Act. <br />b. Late Payments. If the Customer fails to pay any invoice in full within forty-five (45) days from the due date, the Company shall <br />have the right to suspend the Services until payment is received. Suspension of Services in accordance with this subsection <br />shall not be deemed a breach of this Agreement. <br />C. Addition of Licenses or Programs. During the Initial Service Term, the Customer may add additional licenses and/or programs <br />for an additional charge. Additional programs will be charged at the rate provided in the Order Form. Additional licenses will <br />be charged on a pro rata basis. <br />d. Implementation & Delay Fees. Implementation costs are based on a 6 -8 -week implementation period (for up to four (4) <br />programs). Company reserves the right to assess a weekly fee of $500.00 for implementations that exceed eight (8) weeks, <br />beginning on the date of the Kickoff Meeting, and caused solely by Customer's delays. <br />e. Renewal. Company reserves the right to change the fees listed in the Order Form at the end of the Initial Service Term or then - <br />current renewal term. The Company shall provide the Customer with an invoice (via e-mail) based on the Company's then - <br />current pricing, sixty (60) days prior to end of the Initial Service Term or then -current renewal term. <br />f. Taxes. The fees do not include any taxes, including, without limitation, sales, use or excise tax. If Customer is a tax-exempt <br />entity, you agree to provide Company with a tax-exempt certificate. Otherwise, Company will pay all applicable taxes to the <br />proper authorities and Customer will reimburse Company for such taxes (this excludes Company's income taxes, both federal <br />and state, as applicable, arising from Company's performance of this Agreement). <br />g. The parties acknowledge that appropriation of funds is a governmental function which the Customer cannot contractually <br />commit itself in advance to perform and this Agreement does not constitute such commitment. The Customer's obligation to <br />pay under this Agreement is contingent upon Customer's annual appropriation of funds for such purpose, and the non - <br />appropriation of funding for such purpose in any fiscal year shall immediately relieve both parties of their respective obligations <br />hereunder, as of the last day for which funds have been appropriated. The Customer shall immediately notify the Company in <br />writing (via e-mail), upon determining that sufficient funds will not be budgeted and appropriated in any fiscal year under this <br />Agreement. <br />6. TERM AND TERMINATION <br />a. Term and Renewal. Subject to earlier termination as provided below, the term of the Agreement shall commence on the <br />Effective Date and shall cover the Initial Service Term as specified in the Order Form and shall renew for additional periods <br />of the same duration as the Initial Service Term (collectively, the "Term"), upon written agreement, by the Parties. <br />4 <br />