AgdaPkt 2002-11-04 - Laserfiche WebLink

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TERMS AND CONDITIONS Motorola, Inc., a Delaware corporation ("Motorola"), by and throughrl~e N~ America Group of its Commercial, Government, and Industrial Solutions Sector ("CGISS"), and San Marco County ("Customer") enter into this Communications System Agreement (the "Agreement"), effective as of the last date signed below (the "Effective Date"), pursuant to which Customer will purchase and Motorola will provide Customer with a Communications System. SECTION 1 EXItlBITS The Exhibits below are hereby incorporated into and made a part of this Agreement. In interpreting this Agreement and resolving any ambiguities, the main body of this Agreement will take precedence over the Exhibits and any inconsistency between the Exhibits will be resolved in the order in which the Exhibits appear below. Exhibit A Motorola software license agreement ("Software License Agreement") . Exhibit B Equipment List dated March 27, 2001 ("Equipment List"); Coverage Acceptance Test Plan rev. 1 (revision to Section 5, Volume II &the Proposal); and Motorola's Proposal dated November 3, 2000, which includes the system description ("System Description"), acceptance test plan, statement of work, and the implementation schedule, but excluding the equipment list which has been superseded by the Equipment List and the Coverage ATP which has been superseded by the Coverage Acceptance Test Plan rev. 1. The statement &work and acceptance test plan contained in the Proposal are supplemented by the applicable responses, commitments and representations made by the parties in the attached (1) Questions and Answers documents dated January 22, 2001; (2) the document entitled "Table 1 - Questions/Clarifications and Responses dated February 15, 2001; and (3) the document entitled "Proposal Addendum" dated March 27, 2001. If there is any inconsistency between these three supplemental documents, the most current document will prevail over an earlier document in resolving the inconsistency. The statement of work as supplemented and the acceptance test plan as supplemented are referred to respectively as the_"Statement of Work" and the "Acceptance Test Plan" or "ATP". Exhibit C Enhanced System Support Plan ("ESS Plan") Exhibit D Motorola service agreement ("Service Agreement") and Motorola Software Subscription Agreement (" Software Subscription Agreement") SECTION 2 DEFINITIONS Capitalized terms used in this Agreement and not otherwise defined within the Agreement have the following meanings: "Communications System" or "System" is the communications system described in Exhibit B.