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The term for purchasing scanning services under this Agreement is thirty-six (36) months <br />during which the pricing and rates will be as described in this Agreement. License may renew <br />this provision for two (2) one (1) year renewals. Thereafter, pricing and rates will be at <br />Laserfiche's then -published rates or as agreed upon by the parties. <br />The term for maintenance and support, referred to as the Laserfiche Software Assurance Plan <br />("LSAP"), will commence June 12, 2014, and continue for one (1) year. Thereafter, Licensee <br />may renew the LSAP for one year terms on June 12 of each year. The annual LSAP rates will <br />remain fixed during the first three (3) years and, thereafter, be subject to the increase limits set <br />forth in this Agreement. The option to renew will be exercised by Licensee's Executive Director <br />of the Finance and Management Services Agency or other authorized staff designated by <br />Licensee. <br />2. Definitions. <br />A. "Laserfiche Software" means any software program, application, integration, <br />customization, derivative work, or related software product developed, created, written, owned, <br />licensed, distributed, sold, or marketed by Laserfiche or licensed or marketed under the <br />Laserfiche(& trademark. For purposes of this Agreement, "Laserfiche Software" is described in <br />Schedule A and includes all maintenance modifications to the Laserfiche Software provided to <br />licensees. <br />B. "LSAP" means the annual software maintenance agreement provided by <br />Laserfiche to Licensee and known as the "Laserfiche Software Assurance Plan," or by its <br />acronym "LSAP." All LSAP references in this Agreement shall refer to the LSAP "Basic" level <br />of coverage which is described in Schedule F, attached and incorporated by this reference. <br />C. "Acceptance" means that the Laserfiche Software has performed substantially in <br />conformance with Laserfiche's Warranty for 30 days following installation of the Laserfiche <br />Software. Licensee will conduct User Acceptance Testing (pursuant to Section 2.1) below) to <br />determine if the Laserfiche Software has performed in accordance with Laserfiche's Warranty. <br />Licensee's failure to notify Laserfiche in writing of any discrepancies within 30 days of <br />installation of the Laserfiche Software will constitute Licensee's Acceptance. Upon Licensee's <br />Acceptance of the Laserfiche Software, and except as otherwise specifically set forth in this <br />Agreement, the Laserfiche Software license fee consideration paid to Laserfiche, together with <br />the purchase of the LSAP maintenance agreement and the balance of any moneys due for the <br />license of the Laserfiche Software, will all become final and non-refundable. <br />D. "User Acceptance Testing (UAT)" refers to the testing procedures used to <br />ensure that the Laserfiche Software solution reasonably satisfies Licensee's functional <br />requirements as set forth in the Scope of Work attached to this Agreement and that it complies <br />with Laserfiche's Warranty. User Acceptance Testing is intended to identify and expose defects <br />and bugs in the Laserfiche Software solution and to communicate all known issues to the <br />Laserfiche project team and ensure that all issues are addressed in an appropriate manner before <br />full implementation of the solution. During this stage of the project, Licensee should <br />exhaustively test the system. This testing should be done using a testing plan developed by <br />Laserfiche Enterprise Sofikeaare License and <br />Professional Services Agreement Page 2 <br />