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2015_0323_CCpacket
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2015_0323_CCpacket
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4/16/2015 2:27:38 PM
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3/19/2015 2:01:19 PM
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Attachment A <br />GRANICUS, INC. SERVICE AGREEMENT <br />Agreement <br />March 17, 2015 (the <br />Effective DateGranicus <br />California Corporation, <br />Client <br />and the City of Roseville, MN, a municipal corporation <br />A. WHEREAS, Granicus is in the business of developing, licensing, and offering for <br />sale various streaming media solutions specializing in Internet broadcasting, and related support <br />services; and <br />B. WHEREAS, Granicus desires to provide and Client desires to (i) purchase the <br />Granicus Solution as set forth in the Proposal, which is attached as Exhibit A, and incorporated <br />herein by reference, (ii) engage Granicus to integrate its Granicus Software onto the Client <br />Website, (iii) use the Granicus Software subject to the terms and conditions set forth in this <br />Agreement, and (iv) contract with Granicus to administer the Granicus Solution through the <br />Managed Services set forth in Exhibit A. <br />NOW, THEREFORE, in consideration of the foregoing and the mutual agreements, <br />covenants, representations and warranties herein contained, the parties hereto agree as follows: <br />1. GRANICUS SOFTWARE AND MANAGED SERVICES. <br />1.1 Software and Services.Subject to the terms and conditions of this Agreement, <br />Granicus will provide Client with the Granicus Software, and Managed Services that comprise the <br />Granicus Solution as outlined in Exhibit A. shall mean the services provided <br />cost of the Managed Services, as detailed in Exhibit A. <br />2. GRANT OF LICENSE. <br />2.1 Ownership.Granicus, and/or its third party supplier, owns the copyright and/or <br />certain proprietary information protectable by law in the Granicus Software. <br />2.2 Use.Granicus agrees to provide Client with a revocable, non-transferable and <br />non-exclusive license to access the Granicus Software listed in the Solution Description and a <br />revocable, non-sublicensable, non-transferable and non-exclusive right to use the Granicus <br />Software. All Granicus Software is proprietary to Granicus and protected by intellectual property <br />laws and international intellectual property treaties. Pursuant to this Agreement, Client may use <br />the Granicus Software to perform its own work and work of its customers/constituents. <br />2 hereof. <br />2.3 Limited Warranty; Exclusive Remedies. Subject to Sections 6.1 and 6.2 of this <br />Agreement, Granicus warrants that the Granicus Software, as provided by Granicus, will <br />substantially perform in accordance with its applicable written specifications for as long as the <br />Client pays for and receives Managed Services. Client <br />by Granicus of this warranty is to notify Granicus, with sufficient detail of the nonconformance, <br />and provide Granicus with a reasonable opportunity to correct or replace the defective Granicus <br />Software. Client agrees to comply with reasonable instructions with respect to the <br />alleged defective Granicus Software. <br /> <br />0 ¦¤ ΐ <br /> <br />
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