Laserfiche WebLink
2.3 Set -Up and Use of the eSOPH System. <br />2.3.1 Upon execution of this Agreement by both parties and MMI's receipt of a purchase order <br />issued by Client in accordance with Section 3 (Fees and Payments), MMI will commence work with Client to <br />establish Client's account on the eSOPH System and provide in -person setup and training for Client's access and <br />use of the eSOPH System. <br />2.3.2 For each Applicant, an Authorized User (with appropriate permission levels set in the <br />eSOPH System), must create an entry method into the eSOPH System for the Applicant. One method is by entering <br />the Applicant's legal name and other identifying information into the eSOPH System. This is considered an <br />"Entry." An Authorized User, may then grant access to the eSOPH System to the Applicant, who may use it to <br />submit information to assist Client in executing its background investigation of such Applicant. The second entry <br />method is for an Authorized User to create an access code within the eSOPH System. The access code, if given <br />out to Applicants, will allow those Applicants with the access code to access the system with no further data entry <br />by any Authorized User. The Applicant(s) then has/have access to the eSOPH System to submit information to <br />assist Client in executing its background 'investigation of such Applicant(s). Each Applicant who accesses the <br />system via the access code option will also be considered an "Entry". Any Authorized Users may access and use <br />the eSOPH System for the purpose of adding information, and accessing and reviewing information submitted by <br />Applicant(s). Any Authorized User, including Applicants, must be capable of entering into legally binding <br />agreements. <br />2.3.3 If Client desires to have Users under the age of 18 access and use the eSOPH System, <br />Client will, at Client's sole expense and risk, provide a legally sufficient release agreement to be executed by the <br />minor's legal guardian(s), prior to the minor's access to the eSOPH System. The release must include language <br />legally sufficient to hold MMI harmless and release MMI of all liability. Client agrees it is solely responsible, and <br />will retain all executed release agreements, and will provide MMI a fully legible copy of the requested release <br />agreement(s), if so requested by MMI, within five calendar days of MMI's request. Client is solely responsible <br />for researching and complying with all laws regarding a minor's access to and use of the eSOPH System. Client <br />agrees to defend, indemnify and hold MMI harmless from all claims and damages relating to a minor's use of the <br />eSOPH system. <br />2.4 Restrictions on Use. <br />2.4.1 Except as expressly permitted below, Client (including its Authorized Users) is strictly <br />forbidden from entering at any time fictitious data (e.g., names, social security numbers, addresses, phone numbers <br />or other data) into the eSOPH System for "testing," "training," or any other purpose. MMI reserves the right to <br />invoice Client at MMI's then -standard hourly rate, for the removal of any fictitious data entered by any Authorized <br />User. MMI will provide to Client a "fake" applicant name and the other information necessary to conduct training <br />and testing with its Authorized Users, at Client's request. MMI will remove the "fake" applicant from the eSOPH <br />System, after requested by Client, at completion of Client's testing or training. <br />2.4.2 Client may use the eSOPH System only to aid in pre -employment background <br />investigations for those Applicants who have applied for employment or a volunteer position within the Client's <br />specific government agency (e.g., state government, township, county, city, and village). Client may not use the <br />eSOPH System on behalf of other government agencies or entities. MMI reserves the right to invoice Client all <br />fees equivalent to if the other entity were a direct Client of MMI. Client agrees to pay the fees in accordance with <br />Section 3 (Fees and Payments). <br />2.5 Acknowledgment of Ownership and Limited License Rights. As between MMI and Client, <br />MMI is the sole and exclusive owner of the eSOPH System (including all updates), Documentation, and all <br />Intellectual Property Rights associated therewith. The eSOPH System is licensed not sold, to Client. Client shall <br />have only the rights specifically granted by MMI under this Agreement. No additional rights are granted or may be <br />inferred. Client shall not: (i) make any modifications to any portion of the eSOPH System to which it is not intended <br />to have access, via the user interface; (ii) attempt to reverse engineer, disassemble, reverse translate, decompile, <br />MASTER SOFTWARE LICENSE & SERVICES AGREEMENT PAGE 4 OF 21 <br />Version: June], 1019 — Santa Ana Specific (See Addendum) <br />