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<br />Network Computing Corporation
<br />5301 Seventy-Seven Center Drive
<br />Charlotte, NC 28217-2703
<br />704.525-8810
<br />November 2, 1993
<br />PJN:155:93
<br />
<br />
<br />
<br />Mr. Larry Gilley
<br />City of San Marcos
<br />630 East Hopkins
<br />San Marcos, TX 78666
<br />
<br />Re: Network Computing Corporation ("NCC") -
<br />Flagship Agreement
<br />
<br />Dear Larry:
<br />
<br />This letter is written to set forth the agreement between the City of San Marcos (the,
<br />"Customer") and NCC relating to the termination of the Software Maintenance Agreement dated
<br />November 10, 1982, the Contract For Computer Hardware and Software dated November 10,.1982,
<br />the Software Maintenance Agreement dated October 14, 1986, Addendum #1 tQ the Uniterruptible
<br />Powers Supply Contract dated February 8, 1988, Addendum #1 dated January 26, 1993, Addendum
<br />#2 dated February 8, 1993, Addendum #3 dated February 26, 1993 and the Software Maintenance
<br />Agreement dated July 13, 1993, (the "Agreements") between NCC and the Customer and all related
<br />agreements and understandings other than the Software License Agreement.
<br />
<br />NCC and Customer hereby agree as follows:
<br />
<br />1. In exchange for NCC permitting a new organization led by Ron Usry to provide
<br />t maintenance and support services to the Customer for the Customer's Flagship software, NCC and
<br />I the Customer hereby agree to terminate the Agreements" effective as of November ~, 1993.
<br />Customer's license of the Flagship software shall continue in full force and effect.
<br />
<br />2. NCC hereby grants to Customer a non-exclusive, royalty free, perpetual license to the
<br />Frames software product for use by the Customer in maintaining, modifying and enhancing the
<br />Flagship software.
<br />
<br />3. Each party to this agreement, including any subsidiaries, affùiates, officers, directors,
<br />employees .or agents, hereby releases the other party, its subsidiaries, affiliates, officers, directors,
<br />employees and agents, from any and all claims, demands, debts, actions, causes of actions, suits,
<br />obligations, accounts, defenses, offsets and liabilities of any kind or character whatsoever, known or
<br />unknown, suspected or unsuspected, whether arising prior to, on, or after the date hereof, in contract
<br />or in tort, at law or in equity, which each party ever had, now has, or might hereafter have against
<br />the other party, except as to obligations specifically described in this agreement.
<br />
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