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A-2005-120 <br />Geographic Solutions <br />Virtual One Stop Subscription Agreement <br />TERMS AND CONDITIONS <br />This Agreement is made between Santa Ana W/O/R/K Center of, 1000 E. Santa Ana Blvd, 4200, <br />Santa Ana, CA 92701, referred to as SUBSCRIBER, and Geographic Solutions, Inc. of 1001 <br />Omaha Circle, Palm Harbor, Florida 34683, referred to as GEOGRAPHIC SOLUTIONS. <br />The SUBSCRIBER and GEOGRAPHIC SOLUTIONS, intending to be legally bound, hereby <br />covenant and agree as follows: <br />1. DEFINITIONS. <br />In addition to terms elsewhere defined in this Agreement, the following terms shall have the <br />meanings set forth in this Section I for purposes of this Agreement: <br />1.1 ACCEPTANCE. A PROGRAM module will be deemed to be ACCEPTED by <br />SUBSCRIBER when; <br />a) An authorized representative of the SUBSCRIBER signs a GEOGRAPHIC <br />SOLUTIONS acceptance certificate indicating in writing that the PROGRAM module has been <br />accepted or; <br />b) The PROGRAM module has been installed and has been operating on the HOST <br />SERVER without a reported and reproducible ERROR for a period of 15 SUBSCRIBER does <br />not return the certificate to GEOGRAPHIC SOLUTIONS, indicating rejection of the <br />PROGRAM module and a valid reason for the rejection. <br />c) Within 15 calendar days of receiving an acceptance certificate LICENSEE does not <br />return the certificate to GEOGRAPHIC SOLUTIONS, indicating rejection of the PROGRAM <br />module and a valid reason for the rejection. <br />1.2 ALMIS DATABASE is America's Labor Market Information System Database. The <br />ALMIS DATABASE is a centralized database developed to support states' efforts to develop <br />and maintain a comprehensive labor market and occupational information system. <br />1.3 DOCUMENTATION means user manuals and other written materials that relate to <br />PROGRAM. DOCUMENTATION shall include any ERROR CORRECTIONS, <br />MAINTENANCE MODIFICATIONS or BASIC ENHANCEMENTS thereto created by <br />GEOGRAPHIC SOLUTIONS from time to time, and shall include MAJOR <br />ENHANCEMENTS thereto when added to the DOCUMENTATION in connection with <br />services contracted by SUBSCRIBER under separate agreement with GEOGRAPHIC <br />SOLUTIONS. <br />1.4 ENHANCEMENTS shall mean changes or additions, other than MAINTENANCE <br />MODIFICATIONS, to CORE CODE and related DOCUMENTATION, including all new <br />releases, that improve functions, add new functions, or significantly improve performance by <br />changes in system design or coding. <br />1.4.1 BASIC ENHANCEMENTS mean any ENHANCEMENTS that are not MAJOR <br />ENHANCEMENTS. <br />1.4.2 MAJOR ENHANCEMENTS means changes or additions to PROGRAM and <br />Geographic Solutions Virtual One Stop Subscription <br />Page <br />