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SALE AGREEMENT AGREEMENT FOR FINANCIAL MANAGEMENT SYSTEM SOFTWARE THIS AGREEMENT made and entered into this 22nd day of November, 1988, by an between the City of Santa Ana ('"City"), and Lawson Associates Inc. ("Lawson"). WITHESSETH 1, The City requested proposals for a Financial Management System through an Invitation For Bid dated May 5, 1988 (Bid Spec #87-023R), a public record on file in the office of the City Clerk, hereinafter referred to as the 111 FB". 2. Lawson responded to the IFB with its proposal dated June 8, 1988, a public record on file in the office of the City Clerk, hereinafter referred to as the "Proposal". 3. City desires to obtain, through a seven year lease -purchase agreement with UNISYS Finance Corporation, various computer software from Lawson consistent with the IFB and the Proposal. DEFINITION OF TERMS Days - Unless specifically stated as working days, the term "days" shall refer to calendar days. A working day corresponds to regular City Hall working hours (8:00 a.m. - 5:00 p.m.), Monday through Friday. Demonstration Test - An execution of programs in City's mainframe computer environment of each Licensed Module provided by Lawson to demonstrate that the Licensed Module has been properly installed and is functioning in the City's computer environment. Installation - Shall refer to a series of activities to include, but not limited to: A. Identification by Lawson of City resources and timeframe required to perform the activities in this list. B. Delivery of data base description file (DASDC) in advance of the system. C. Delivery of Licensed Module(s) in source code form to City. D. Loading of source code programs into a designated partitioned data set in City's computer environment. E. Performance of all compiling and listing activities necessary to place executable programs into City's execution libraries. Page - I VVIi ATEVEnIT TAKES`