Res 2000-074 - Laserfiche WebLink

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LICENSE AGREEMENT 308 3-13-00 8. This Agreement constitutes the entire Agreement between the parties, and no representation, condition, understanding or agreement of any kind, oral or written, shall be binding upon the parties unless incorporated herein. This Agreement may not be modified or amended except by an agreement in writing signed by both parties. 9. CIS and User agree to the following plan selection of the database. CIS agrees to perform an Oracle Database Study to determine if the Oracle Database can support the System(s) without modifications to the System(s) that, in CIS' sole judgement, would require CIS to maintain a separate system or otherwise affect CIS' existing development and support programs. CIS estimates that it will provide the User by July 1, 2000 with written notice of its determination regarding the Oracle Database. In the event that the Oracle Database can support the System(s) as detailed above, CIS will commence the work detailed in Addendum C. In the event that CIS determines that the Oracle Database cannot support the System(s) as detailed above, the User shall have the options as follows: Option (1), Provide CIS with written notice within ten (10) days of receipt of CIS' written notice of determination that the User accepts the System(s) using the Microsoft SOL Server Database. CIS will then commence the work detailed in Addendum C; Option (2), Provide CIS with written notice within ten (10) days of receipt of CIS' written notice of determination that the User has elected to terminate this Agreement. CIS shall then return all monies received by CIS from User within ten (10) days of receipt of User's written notice except that CIS shall retain as termination costs $ 12,500.00 from the monies received from User. Upon said termination, CIS and User shall have no further obligations under this Agreement. 10. User has issued a Request For Proposal (RFP), dated 12-16-99, entitled "Public Safety Software". A copy of said RFP is incorporated hereto by reference as Exhibit 1. CIS has responded to said RFP in a Proposal for Public Safety Computer System dated 1-4-2000. A copy of said Proposal is incorporated herein by reference as Exhibit 2. User has issued to CIS a series of written questions regarding the proposed System(s) and Services and Cerulean MCS. CIS responded to said written questions in Letters dated 2-2-2000,2-14-2000 and 3-6-2000, attached hereto and incorporated herein as Exhibits 3, 4 and 5 respectively. In the event of a conflict between parties hereto as to any terms, conditions, specifications or requirements, the parties hereto agree that the order of precedence shall be this Agreement, Exhibit 5, Exhibit 4, Exhibit 3, Exhibit 2 and lastly Exhibit 1. 10