Laserfiche WebLink
Metadata
Document management portal powered by Laserfiche WebLink 9 © 1998-2015 Laserfiche. All rights reserved.
Agreement between VISIPHOR Corporation and <br />City of Santa Ana [Exhibit F] <br />2.5. VISIPHOR shall endeavor to assist with all inquiries made to Support <br />personnel. However, if the inquiry is not related to a problem with the Product, <br />VISIPHOR shall be entitled to charge the Customer on a time and materials basis at the <br />rates set forth in Schedule B (hereinafter "T&M"). In all circumstances, VISIPHOR shall <br />' advise the Customer in advance and shall receive prior approval from the Customer prior <br />to charging for T&M on any matter. <br />3. COMPENSATION <br />3.1. For the Support provided pursuant to this Agreement and all other services <br />related to the operation, maintenance and upgrades or customer modifications, the <br />Customer shall pay VISIPHOR the annual fee specified in Section 3.1.1 and Section <br />3.1.2. (the "Fees"). <br />3.1.1. There is no annual fee for Support and Maintenance in Year 1. <br />3.1.2. The annual fee for in Year 2 will be $56,750. <br />3.1.2.1.1. Fees for additional years (Y3 - Y6) will be capped at an annual <br />increase of no more than 3%. <br />3.2. Customer shall have a right to off-set any and all payments in the event there <br />is any breach of this Agreement by VISIPHOR. VISIPHOR shall invoice the Customer <br />for the Fee annually in advance. All such invoices shall be payable within 30 days of the <br />date of each such invoice. <br />3.3. The Fees for Support and any other products or services that may be provided <br />hereunder are exclusive of any federal, state or provincial tariffs, duties or sales taxes, <br />taxes which shall be paid by the Customer. <br />4. CUSTOMER RESPONSIBILITIES <br />4.1. Without cost to VISIPHOR, the Customer shall provide to VISIPHOR full co- <br />operation and assistance to enable VISIPHOR to provide the Support Services <br />contemplated hereby. In particular, and without limiting the generality of the foregoing, <br />the Customer, or its designee, shall: <br />4.1.1. Designate Contacts <br />Designate up to four (4) individuals from its MIS/IT department, <br />or services provider (as the case may be). All Support calls must be <br />channeled through the designated individual(s). The designated <br />individual(s) are set out in Schedule A-2. <br />Confidential Page 6 7/ 18/2006 <br />City of Sanla Ana-ExhibitF Copyright©2006-VISIPHOR Corporation <br />