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3.1. Make available to IPS any currently existing documents, data or information required for the performance <br />of this Agreement, including any material updates therein. <br />3.2. Designate a representative authorized to act on behalf of the City. <br />3.3. Keep, at its own cost and expense, the Equipment in good repair, condition and working order, adhering to <br />any requirements for preventative maintenance. <br />3.4. Notify IPS of any need for customer service support or warranty repair work and will coordinate the return <br />process with IPS. <br />3.5. Be solely responsible for meter posts and housings, including keeping meter posts, keys locks and housings <br />in good working order and in compliance with all applicable laws. <br />3.6. Comply with applicable national, state, and local laws and regulations in any way relating to the possession <br />or use of the Equipment and Services. <br />3. 7. Be fully responsible, at its own cost and expense, to provide and maintain a merchant account and <br />associated merchant account services using the City designated third party provider. <br />4.Equipment Delivery, Installation and Acceptance. <br />4.1. IPS shall deliver new, fully-tested Equipment. No used or previously owned Equipment will be allowed <br />unless otherwise agreed to in writing by the City. <br />4.2. Delivery and installation of all Equipment will take place during standard business hours. <br />4.3. Unless otherwise notified in writing, the Equipment shall be deemed accepted by the City and to its <br />satisfaction no later than ten (10) business days following completed installation or thirty (30) days <br />following delivery, whichever occurs first. <br />5.Compensation <br />5.1. The City will compensate IPS for the Equipment and Services, as set forth in Attachment B. The total sum <br />to be expended during this Agreement, including any extension periods, shall not exceed $300,000. <br />5.2. City further agrees to pay to IPS the amounts specified in Attachment Bon a Net 30 basis from the date of <br />invoice, subject to City accounting procedures. Payment need not be made for work that fails to meet the <br />standards of per formance set forth herein that may reasonably be expected by City. <br />5.3. Payment for the Equipment shall be due and paid upon delivery of each batch or invoiced line item of <br />Equipment to the City. Payment need not be made for equipment that fails to meet the standards of <br />performance set forth herein that may reasonably be expected by City. <br />5.4. City agrees to promptly notify IPS in writing of any dispute with any invoice, and those invoices for which <br />no such notification is made within 30 business days after receipt of the respective invoice shall be deemed <br />accepted by the City. <br />S.S.Reserved. <br />5.6. All pricing excludes any taxes that may be applicable to the City. Any applicable taxes will be added to <br />invoices and will be paid by the City on submission of an invoice. Exemption from the payment of applicable <br />EXHIBIT 1