IPS GROUP, INC. 2-2014 - Laserfiche WebLink

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30 basis from the date of invoice. 5.3. City agrees to promptly notify IPS in writing of any dispute with any invoice, and that invoices for which no such notification is made within 10 business days shall be deemed accepted by the City. 5.4. Notwithstanding anything stated herein or in any Attachment hereto, to the contrary, the compensation shall not be increased without the approval of City in writing. 6. Warranties. 6.1. IPS shall provide a full 12 -month warranty on all equipment as described in Attachment A, IPS Limited Warranty, on all installed equipment Extended warranties are available for an additional fee. 6.2. IPS shall provide technical support via telephone Mondays through Fridays from 8:00 AM to 4:00 PM. IPS shall provide on-site technical support within 24 hours Mondays through Fridays from 8:00 AM to 4:00 PM. IPS shall ensure the availability of current manuals and shall provide all manuals for any future upgraded or new services. 6.3. The Contractor shall bear risk of loss of the Parking Meter Equipment, including any damage sustained during transportation to the delivery site. Transfer of title to Parking Meter Equipment, and otherwise risk of loss, shall pass to City upon delivery. 7. Intellectual Property and Confidential Information. 7.1. The City exclusively and solely owns all City Data and the intellectual property therein. IPS further agrees to execute any documents necessary for the City to perfect, memorialize, or record the City's ownership rights in City Data. For purposes of this Agreement, "City Data" means all intellectual property of the City, including but not limited to occupancy data, financial records, programming configurations of the parking meters, GIS location and rates, and other operational data and tailored operational programming. 7.2. IPS may not provide or disclose any City Data to any third party without the City's prior written consent 7.3. Any subcontract entered into by IPS relating to this Agreement, to the extent allowed hereunder, must include a like intellectual property provision to ensure that the City's ownership rights in City Data are preserved and protected as intended in this Agreement Failure of IPS to comply with this requirement or to obtain the compliance of its subcontractors with such obligations constitutes a breach of this Agreement and will subject IPS to damages paid to the City and the imposition of all sanctions allowed by law, including but not limited to termination of this Agreement. 3