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ACTIVE NETWORK, THE 3-2013
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ACTIVE NETWORK, THE 3-2013
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Last modified
3/31/2017 12:43:49 PM
Creation date
10/22/2012 8:08:23 AM
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Contracts
Company Name
ACTIVE NETWORK, THE
Contract #
N-2012-130
Agency
PARKS, RECREATION, & COMMUNITY SERVICES
Expiration Date
10/31/2013
Insurance Exp Date
4/16/2013
Destruction Year
2017
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GENERAL TERMS <br />invoiced upon each anniversary of Go -Live Date. Payment will <br />be made Net 30 days from invoice date. <br />v. EXCLUSIVITY FOR HOSTED SOFTWARE <br />TAN will, during all periods for which Customer has subscribed <br />for Hosted Software, be the sole and exclusive provider to <br />Customer of the Hosted Software and Online Services, or any <br />products or services substantially similar thereto, for the part of <br />Customer's organization utilizing the Hosted Software and <br />Online Services. <br />18. TERM FOR HOSTED SOFTWARE <br />Unless otherwise provided in the Pricing Form, TAN shall <br />provide to Customer, and Customer shall license from TAN, the <br />Hosted Software commencing on the Effective Data of this <br />Agreement, and remaining in full force for a period of one (1) <br />year from the Go -Live Date of the Hosted Software (the "Initial <br />Term "), with automatic renewals for one (1) year terms (each a <br />"Renewal Term ") thereafter until either party gives written <br />notice to terminate the Hosted Software no less than six (6) <br />months prior to the and of the Initial Term or Renewal Term, as <br />applicable. <br />SCHEDULE B: TERMS APPLICABLE ONLY TO <br />LICENSED SOFTWARE AND ASSOCIATED SUPPORT <br />AND MAINTENANCE SERVICES <br />19. ACCESS TO SYSTEM AND OTHER CUSTOMER <br />OBLIGATIONS <br />19.1 Access. Customer will provide, at no cost to TAN: <br />(a) subject to tho security requirements of Customer, 24 hour <br />access to Customer's system via either an always- available <br />telephone circuit or an always available Internet connection to <br />enable TAN or its designated representative to perform any of <br />the obligations placed upon TAN by this Agreement; and <br />(b) subject to the security requirements of Customer, remote <br />dial up /Internet access methods approved by TAN to allow TAN <br />to remotely diagnose and correct errors in the Licensed Softwaze <br />and provide other Services. <br />19.2 Customer Obligations. Without limiting any of <br />Customer's other obligations under this Agreement, Customer <br />will: <br />(a) use its best efforts to upgrade to any new Release or <br />Version of the Licensed Software as soon as possible after <br />becoming aware of its availability; <br />(b) ensure that at all times at least one current stall' person of <br />Customer has been fully trained on the Licensed Software; and <br />(c) designate by written notice a single site and single person <br />as the point of contact for telephone or other contact, which site <br />and /or person Customer may change upon 14 days prior notice to <br />TAN. <br />20. GRANT OF LICENSES AND LIMITATIONS <br />THEREON <br />20.1 TAN hereby grants to Customer a non - exclusive and <br />non - transferable right and license, subject to this Agreement, to <br />instal] and/or use the Licensed Software, in the manner and for <br />the term stated in the Pricing Form (Exhibit 1B) and TAN <br />provided and related written user documentation as follows: <br />(a) WorKstation -Based Modules. Irt respect of each <br />Workstation -based core Module and each Workstation -based <br />add -on Module, Customer may install and use each Module on <br />Workstations to access the Enterprise Database on the Database <br />Server, provided that the number of copies of any particular <br />Module in use does not exceed the number of licenses granted to <br />Customer therefor as set out in the Pricing Form. <br />(b) Server -based Add -on Modules. Customer may install and <br />use each server -based Module on as many Workstations es is <br />desired by Customer, and Customer may use and permit use of <br />such Modules by its clients, alt without limit to the number of <br />Users or transactions which simultaneously use any such <br />Module, provided however that: <br />(I) in respect of each TeleReg 8c Voice Server Module, <br />Customer may install one copy of each Modulo on one <br />1VR Server, provided that the number of copies of any <br />particular Module in use does not exceed the number of <br />licenses granted to Customer therefor as set out in the <br />Pricing Form, and all such Modules together may be in <br />Concurrent Use not to exceed the number of licenses <br />granted to Customer for TeleReg Lines Modules es sat <br />out in the Pricing Form; and <br />(11) in respect of each Payment Server Module, such <br />Modules may be in Concurrent Use not to exceed the <br />number of licenses granted to Customer for Point of <br />Sale Modules as set out in the Pricing Form. <br />(c) Server -based On -line (Internet) Modules. In respect of <br />each Server -based On -line (Internet) Module, Customer may: <br />(f) install one copy of each Module on one Internet server, <br />provided that the number of copies of the Module in <br />use does not exceed the number of licenses granted to <br />Customer therefor as set out in the Pricing Form; and <br />(ii) subject to 20(d), permit Users to access and use such <br />Modules to access the Database Server via Internet <br />Clients connecting via a licensed Internet Server, and <br />a[1 such Modules together may be in Concurrent Use <br />not to exceed the number of licenses granted to <br />Customer for Online Client Access Modules as set out <br />in the Pricing Form multiplied by twenty -five (25). <br />(d) Cumulative V1'orkstation -based Modules. In respect of <br />each Cumulative Workstation -based Module, Customer may: <br />
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