Res 2003-066 - Laserfiche WebLink

Home Browse Search

THIS AGREEMENT, effective as of the day of 2003 (the "Effective Date") between N. Harris Computer Corporation, a corporation incorporated under the laws of the Province of Ontario (hereinafter referred to as "Harris") and The City of San Marcos (hereinafter referred to as "San Marcos'); WHEREAS Harris carries on the business of software development, sales, implementation and support; and WHEREAS San Marcos desires to purchase from Harris certain sof~vare, hardware and related professional services upon and subject to the terms and conditions hereinafter set forth; NOW THEREFORE, in consideration of the premises and the covenants and agreements herein contained, the Parties hereto agree as follows: 1. INTERPRETATION 1.1 Definitions. In this Agreement, unless something in the subject matter or context is inconsistent therewith: (a) "Agreement" means this Agreement for the Acquisition and Supply of Customer Information System Software, Hardware and Related Professional Services, including all Schedules attached hereto and any and all amendments to the Agreement as may be agreed upon in writing between Harris and San Marcos. (b) "Harris Business Hours" means 8:00 am to 8:00 pm eastern standard time, Mondays through Fridays, excluding Statutory Holidays. (c) "Statutory Holidays" means those holidays as listed in Section 8 of Schedule C. (d) "Confidential Information" means any and all data or information relating to the business or management of either Party, its customers or its licensors, including without limitation all San Marcos's customer billing data, the Software and the Documentation, except any data or information which: i. is or becomes publicly available through no fault of the other Party; ii. is already in the rightful possession of the other Party prior to its receipt under this Agreement; iii. is independently developed by the other Party without use or reference to Confidential Information; iv. is rightfully obtained by the other Party from a third party; or v. is disclosed pursuant to court order or other legal compulsion. (e) "Documentation" has the meaning ascribed to it in Section 2.4 of this Agreement. (f) "Effective Date" has meaning ascribed to it in the recitals hereto. (g) "Harris" has the meaning ascribed to it in the recitals hereto.