GUARDIAN RFID (CODEX CORPORATION)

Home Browse Search

GUAMANWID (e.g., cell check, offender movement, etc.)or a similar event or inmate activity dealing with real- world use. (q) "Go-Live Date"means the latest to occur of(i)the date of the Installation Notice, or(ii) if any,the date of the last Subsequent Installation Notice. For clarity, the official Go-Live Date will be identified in the first invoice sent by GUARDIAN RFID to the Customer after the Command Cloud System Goes-Live. (r) "GUARDIAN RFID Information" means Confidential or Proprietary Information disclosed by GUARDIAN RFID to the Customer in connection with, in contemplation of entering, or under this Agreement, including, but not limited to, all Documentation. (s) "GUARDIAN RFID Personnel"means any officers, employees, partners, members, owners, agents, or affiliates of GUARDIAN RFID. (t) "GUARDIAN RFID Project Manage " means the person authorized by GUARDIAN RFID to serve as the primary point of contact for project management with the Customer as specified in Section 6(a). (u) "Hardware" means all hardware, equipment, and other tangible items supplied to the Customer by GUARDIAN RFID under this Agreement and identified as"Hardware"in Addendum A. Hardware specifically excludes the Customers'Third Party Hardware. (v) "Initial Term Fee" means the sum of the Initial Term Fee for Year One and the fee amounts listed in Addendum B for(1) Initial Term Fee for Year Two and (ii) Initial Term Fee for Year Three. (w) "Initial Term Fee for Year One" means the sum of the fee amounts listed in Addendum A. (x) "Receiving Party" means the party to this Agreement that receives Confidential or Proprietary Information from the other party to this Agreement. (y) "Receiving Party Personnel"means any employees, partners, members, owners, or affiliates of the Receiving Party. (z) "Renewal Fee" means the sum of the fee amounts listed in Addendum B for(1) Renewal Fee for Extended Term Year One, (ii) Renewal Fee for Extended Term Year Two, and (iii) Renewal Fee for Extended Term Year Three. (aa)"Service Level Agreement" means the agreement set forth in Addendum C. (bb)"System Administrator" means any person authorized by the Customer to serve as the primary point of contact for systems administration between the Customer and GUARDIAN RFID as specified in Section 13(c). (cc)"Term" means the period beginning on the Effective Date and ending on the earliest to occur of(i) the expiration of the Initial Term plus the Extended Term pursuant to Sections 17(a) and 17(b), or (ii)a termination of this Agreement pursuant to Sections 17(b), 17(c), or 17(d). (dd)"Third-Party-Software" means any software to be supplied by GUARDIAN RFID under this Agreement that is purchased or licensed from any source external to GUARDIAN RFID for use with or integration into the Command Cloud System. Third-Party Software specifically does not include the Customer's Third-Party Software. Command Cloud Subscription Agreement 13 ©2024 GUARDIAN RFID.A4 rights reserved.GUARDIAN RFID is a U.S.registered trademark. Confidential&Proprietary.(Rev. 112024)