Agmt10 Granicus, Inc - Laserfiche WebLink

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Client pays for and receives Managed Services. Client's sole and exclusive remedy for any breach by Granicus of this warranty is to notify Granicus, with sufficient detail of the nonconformance, and provide Granicus with a reasonable opportunity to conect or replace the~efective Granicus Software. Client agrees to comply with Granicus' reasonable instructions with respect to the alleged defective Granicus Software. 2.4 Limitations. Except for the license in Section 2.2, Granicus retains all ownership and proprietary rights in and to the Granicus Software, and Client is not permitted, and will not assist or permit a third party, to: (a) utilize the Granicus Software in the capacity of a service bureau or on a time share basis; (b) reverse engineer, decompile or otherwise attempt to derive source code from the Granicus Software; (c) provide, disclose, or otherwise make available the Granicus Software, or copies thereof, to any third party; or (d) share, loan, or otherwise allow another Meeting Body, in or outside its jurisdiction, to use the Granicus Software, or copies thereof, except as expressly outlined in the Proposal. 2.5 Licensee Obligation for Security. Client shall take appropriate action by instruction, agreement, 01' otherwise with those of its employees and third party agents having access to the Granicus Software to restrict and control the use, copying, modification, disclosure, transfer, protection, and security of such Granicus Software in accordance with the provisions of this Agreement. 2.6 Licensing Types. Components of the Granicus Software are licensed as follows, as fUlther provided in the Proposal attached as Exhibit A: (a) by Site: bandwidth and storage components, MediaManager Basic, MediaManager Enterprise, podcasting (both audio-only and audio/video); (b) by Install: Outcast Encoder, MediaVault, StreamReplicator, VotingSystem, MobileEncoder (both audio-only and audio/video); (c) by Meeting Body: MinutesMaker, agenda workflow integration, Agenda Parsers, Closed Captioning. 2.7 General. Client and Granicus agree to take reasonable steps to comply with all applicable local, state and federal laws and regulations issued pursuant thereto. 3. CLIENT SUPPORT: SALE AND MAINTENANCE OF HARDWARE 3.1 Client Support. At no additional fee, Granicus will use commercially reasonable efforts to provide Client with reasonable telephone or e-mail technical support twenty-four (24) hours a day, seven (7) days a week, via the office and after hours Client support lines and email address. Support Information is listed in Exhibit B. Additional support of software enhancements or modifications may be requested by Client subject to Client's payment to Granicus of additional fees. Granicus may update and revise the Graniclls Software periodically and will provide such updates to Client as they are made available, as detailed in the Proposal included as Exhibit A. 3.2 Sale and Maintenance of Hardware. Where the Granicus Solution includes the purchase of Hardware from Granicus, the sale and maintenance of such Hardware shall be governed by the Hardware Exhibit attached as Exhibit C. GR^NICUS. INC. SERVICE AGREEMENT 2 Version 4.1.2