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Agmt11 Asset Works Inc.
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Agmt11 Asset Works Inc.
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Last modified
12/20/2011 3:08:16 PM
Creation date
12/20/2011 3:08:15 PM
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Template:
Agreement
Contractor Name
Agmt11 Asset Works Inc., successor in interest to Maximus, Inc.
PROJECT NAME
Annual Software maintenance and support
RMP File Number
304.5
Date
12/12/2011
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. !� �• <br /> account of Licensor. Licensor s6a11 not, however, be responsible for any expenses incurred or profits lost <br /> by Liceusee in connection with either tk�e failure of the Product to perform as warranted or performance of <br /> the warranty. <br /> (d) Any alccration whatever to any Diskette File delivered pursuant to tLis Agreement shall render this <br /> warranty void in its entirety. <br /> (e) Notwithstanding the provisions of (b) and (c) above, Licensor shall indemnify and hold Licensee <br /> harmless with respect to any claim made against Licensee that the Product infringes upon the proprietary <br /> rights of others. <br /> (� Licensor's liability under this Agreement for damages iocluding but not limited to liability for <br /> infringement upon the proprietary rig6ts of othecs, regardless of the form of action, s6atl not exceed the <br /> total price paid pursuant to this Agreement. <br /> 5. Maintenance after Warranty Period. <br /> (a) Licensor ahall offer a program ("Program") of maintenance and support for the Ptoduct. The <br /> program will be divided into annual periods ("Program Periods"), the first of which will begin on the day <br /> following delivery of the Product. <br /> (b) The Program shall indude the following: (1) distribution of the ca�rections, updates and <br /> enhancements referred W ia Paragcaph 6; (2) access to qualified telep6oue hot-line support from Licensor <br /> (duriug Licensor's narmal business hours) in connect�an �+'��6 goY esPe� of installation or operation of the <br /> Product; (3) membership in eny usei s group of the Product liceasaes whic6 Licensor may organize. <br /> (c) The annual cost for t6e Program will be an amount equal to ?A°6 of the aggregate pu�hase price <br /> paid by Licensee for ail copies of t6e Product licensed as of t6e fiest day of each amual Program Period. <br /> The annual cost for the first Program Period �s included ia the price set forth in this Agreement. For <br /> periods beginning on or afler four years following delivery of the Product, the amual cost of t6e Progcam <br /> will be subject to edjustment propoRional to any increases or decreases in Licensor's established price(s) for <br /> t6e Product(s) licensed. <br /> (d) Prior to the pxpiration of each anaua! Program Period for wLich Liceosce has joined the Program, <br /> Licensot s6a11 notify Liceusee of its option to join or continue in the Program. If Licensee so eleds, <br /> Licensee shall pay W liceosor an amount equal to the amual cost of tbe Program. <br /> (e) If Licensee fails w join the Program for any annual period, es a prerequisite W rejoining the <br /> Program for any subsequent period Liceasee sball PaY to Licensor an amouot equa! to the annual cost of the <br /> Program for each Progrsn+ Period or Pa�tia1 P�'°STam Period in which Licensee did not participate, es weU <br /> as the cost for the amual Program Period for which Licensee is rejoining. Upon receipt of such payment, <br /> Licensor shall ceinstate Liceusee in the Program and tumish to Licensee a then cument copy of the Ptoduct <br /> and B4ieve. <br /> 6. Enhancements and Correclions• <br /> (a) From time to time, Liceosor may discover, either itself or from ils liceosees, errors ("Ecrors") in <br /> the Produd. Licensor s6all notify Licensee of and provide cocrections ('Corra:lion") for all E[rocs <br /> discovered during the Warranty Period or during any Program Period during which Liceosee is a member <br /> of the Program, within ninery (90) days afler the discovery. T6e Cotrxtion shall be in the form of <br /> diskettes containing a correceed copy of any portions of t6e Product which were changed co correct sn <br /> Error, and shall be accompanied by installation instTUCtions. From time W time, Licensor shall elso <br /> provide an updated copy of t6e help file and updated pagas for the User's Marival to incaiporace in them <br /> any changes requirod by Co�rectionsissued. <br />
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