COMPULINK MANAGEMENT CENTER, INC. DBA LASERFICHE 4 - 2014

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IN8URANG ON FIW_- WORK MAY PROCEED UNTIL INSURANCE EXPIRES �% CIERKOFC4UNRIL r apL DATE (a .. 3 } q Laserfiche Enterprise Software License and Professional Services Agreement This Enterprise Software License and Professional Services Agreement ("Agreement") ventered into by and between Com'pulink Management: Center, Inc., a California corporation x doing business as Laserfiche ("Laserfiche"), and the City of Santa Ana, a charter city and a municipal corporation organized and existing under the Constitution and laws of the State of California, with its primary place of business at 20 Civic Center Plaza, Santa Ana, CA 92701 A (referred to as "Licensee"). v RECITALS A. Laserfiche designs, develops and markets enterprise content management (ECM), business process management (BPM), and related software programs, products and professional services under the Laserficheg brand name. Licensee desires to acquire the Laserfiche Software described in Schedule A (the "Laserfiche Software"), the professional services described in Schedule D and Section 4 (the "Services"), training described in Schedule E, and scanning services described in Schedule G of this Agreement. B. Licensee has therefore requested, and Laserfiche has agreed to grant, an enterprise software license authorizing Licensee to use the Laserfiche Software on all computer hardware and peripherals owned, leased or managed by Licensee, subject to the terms and conditions of this Agreement. C. Laserfiche Software constitutes valuable proprietary products, information and trade secrets of Laserfiche, embodying substantial creative efforts and confidential information, ideas, and expressions. Laserfiche has invested large amounts of capital and time to develop and promote the Laserfiche Software. Laserfiche claims copyrights and proprietary trade secrets in the Laserfiche Software. THEREFORE, in consideration of the premises and covenants contained in this Agreement, Laserfiche and Licensee agree as follows: AGREEMENT 1. Term. This Agreement commences on the date first written above and includes provisions with various terms. The tern of the software licenses purchased under this Agreement is perpetual and can only be terminated in accordance with Section 14, below. The term for purchasing software licenses, training, and professional services under this Agreement is thirty-six (36) months during which the pricing and rates will be as described in this Agreement. Thereafter, pricing and rates will be at Laserfiche's then -published rates or as agreed upon by the parties. Laserfiche Enterprise So-fhvare License and Profimsionaa Services Agreement Page '1