Unimark EC3000 Series Spezifikationen PDF herunterladen (Seite 57)

AIMS System and Services Agreement Page 57 of 60

a component of Goods shall be deemed licensed to County on a nonexclusive

basis strictly for use as an integral part of the Goods. Any associated Software

delivered with the Goods shall be deemed licensed to County according to the

terms and conditions of the Software license agreement included with the

Documentation or, if not so included, then County shall be deemed granted a

nonexclusive license in object code form to install, store, load, execute and

display (collectively, "Use") the Software as part of using the Goods for the

purposes contemplated herein. All Goods will be new and unused except normal

manufacturers’ testing for product control and verification of quality. County shall

have the right to sell the Goods and, in such event, it is understood and agreed

that County may transfer the licenses to all Software, including any elements of

the Licensed Software, that are an integral part of the Goods to the purchaser(s)

of the Goods, but only if the purchaser agrees to accept and be bound by the

terms and conditions of the licenses being assigned with the Goods.

22.3 Contractor represents and warrants that it will convey to County good and

marketable title to the Goods free and clear of all liens and encumbrances or a

proper license to use the Software. Risk of Loss and title to the Goods shall pass

to the County upon Final Acceptance and final payment by the County.

Contractor will install those elements of the Licensed Software to be furnished by

Contractor described in the Statement of Work, so that such Software will

function with the Goods as set forth and described in the Statement of Work.

Contractor or the owner of the Software associated with the Goods retains title to

such Software. All patent, copyright, trade secret, trademark, and other

intellectual property rights remain solely with Contractor or the owner of the

Software.

ARTICLE 23

PERFORMANCE AND PAYMENT GUARANTY

Within five (5) calendar days after the date County executes this System Agreement,

Contractor shall furnish County with a Performance Bond and Payment Bond ("Bond"),

either in the form and containing all the provisions of Exhibit N, "Form of Performance

Bond and Payment Bond" ("Surety Bond") attached hereto and incorporated herein, or a

letter of credit ("Letter of Credit") in form and substance satisfactory to the County. The

Bond shall be in an amount equal to Five Million Four Hundred Thirty-Eight Thousand

Nine Hundred Twenty Dollars ($5,438,920.00). Said Bond shall be in full force and

effect until commencement of the "First Maintenance Fee Term" (as defined in Section

8.2 of the License Agreement). The Bond required hereunder shall secure the

performance of all work under this System Agreement, payment of liquidated damages,

if any, required under this System Agreement and any other payments or

reimbursements by the Contractor to the County that may be required under this

System Agreement. The Bond shall be in form and substance satisfactory to the

County’s Risk Management Division. The Bond posted by the Contractor shall be in

effect and shall provide coverage from the effective date of this System Agreement and

shall be kept in full force and effect until commencement of the First Maintenance Fee

Exhibit 3

Page 57 of 278

1 2 ... 52 53 54 55 56 57 58 59 60 61 62 ... 277 278

Unimark EC3000 Series Spezifikationen Seite 57

Kommentare zu diesen Handbüchern