Agmt22 Eagle Aerial Photography Inc.

Browse Search

REV: 12-16-21 MI use of such. FEES, PAYMENT AND TERM Fees and Payment. You will pay all fees specified in this Agreement plus any applicable sales or use taxes which are applicable to the Order. Except as otherwise specified herein or in an Order Form, (a) fees are based on the purchased use and not actual incremental usage, (b) payment obligations are non-cancelable and fees paid are non-refundable except as otherwise set forth herein, (c) fees shall be made in advance in accordance with the frequency stated in this Agreement, (d) quantities or add-ons purchased cannot be decreased during the relevant subscription term, and (e) unless otherwise stated in the Order Form, invoiced charges are due net 45 days from the invoice date. You are responsible for providing complete and accurate billing and contact information and notifying Us of any changes to such information. Non-Payment or Failure to Pay. A charge of 1.5% per month may be assessed on any outstanding and past due invoices until paid in full. You will be charged for any cost of collections including, but not limited to, agent fees, legal fees and costs, and other associated expenses. If Your access and use is terminated or suspended due to nonpayment or non- compliance, You shall nonetheless still be responsible for any fees as set forth in this Agreement. If We do not receive from You payment for the invoiced amount within forty-five (45) days of its due date, We may suspend Your access and use of the Web Application, until You bring Your account current. Term of Agreement. This Agreement will continue for the period of one year (“Initial Term”). After the Initial Term, this Agreement shall automatically renew for two additional three (3) years renewal periods (“Renewal Term”) unless either party provides written notification to the other party of its intent not to renew at least sixty (60) days prior to the expiration of the then Initial Term or Renewal Term. Upon termination, any licenses or rights granted by Us under this Agreement are immediately revoked. DELIVERY OF WATER USAGE AND RELATED DATA; COMMENCEMENT OF CONTRACT Delivery of Water Usage and Related Data; Commencement of Contract. As soon a reasonably possible, You shall deliver to Eagle current residential customer water use data for all water customers within Agency. This delivery of data shall be made no later than twenty-one (21) days after execution of this license (the “Required Delivery Date”). Eagle will then seek to load such data into the WaterView portal as soon as reasonably possible. This process might require corrections, standardizations and re-arrangement of the data by Eagle in order for it to be in the form required by the Web Application. You understand that some data may be in a form or condition that cannot be adequately corrected, standardized or re- arranged in order to use in the Web Application. The commencement date of the subscription term of this Agreement shall be on the date that Eagle has loaded all of the water use data that can be adequately corrected, standardized or re- arranged into the Web Application to allow You to begin making use of it (the “Operational Date”), provided, however, that if You have delivered the initial set of water use data to Eagle later than the Required Delivery Date, the start date of this subscription term shall be the date that is the number of days prior to the Operational Date that such data delivery was delayed beyond the Required Delivery Date. Eagle will provide confirmation in a written or electronic form confirming the commencement date of this license. All processing of Your Data for implementation and use in the WaterView portal is included in the fees set forth in this Agreement. PROPRIETARY RIGHTS, LICENSES, AND CONFIDENTIALITY Reservation of Rights. Subject to the limited rights expressly granted hereunder, We and Our licensors reserve all of Our/their rights, titles, and interests in and to the Web Application, including all of Our/their related intellectual property rights. You understand that We may at our sole discretion replace vendors or suppliers related to Content or Web Application functionality at any time without notice. You agree that any works commissioned or undertaken by Us pursuant to or in supplement to this Agreement shall be and remain Our property. No rights are granted to You hereunder other than as expressly set forth herein. ATTY/AGR.2021.325/Eagle Aerial Solutions (WaterView) (Page 3 of 10)