Orange County NC Website
09f1~/20~03 11:11 919E443324 FINANCE PAGE 11 <br />14. DEFINRIONS. <br />In addition to the capitalized terms otherwise defined hcrcin, the following additional <br />capitalized terms shall have the meanings set forth below; <br />14.1 "Agxeenaent" shall trtean this Service Agreement. <br />14,2 "Client" shall mean Orange County, North Carolina. <br />14.3 "Clieat Use" shall zxtean any public strearrting, document posting, padcasting, or <br />internal streaming that is not for system testing or validation purposes by Client. <br />14.4 "Confidential Information" shall mean all proprietary ox confidential information. <br />disclosed or made available by the other party puxsuant to this Agreement that is identified as <br />con.?~dential or proprietaty at the time of disclosure ax is of a nature that shoutd reasonably be <br />considered to be confidential, and includes but is not limited to the terms and condikiotts of this <br />Agreement, and all business, technical and other information (including without limitation, all <br />product, ser'viets, financial, marketing, engineering, research aztd development inforration, <br />product speeifieatioxts, technical data, data sheets, software, inventions, processes, training <br />manuals, lrnow-haw and any other information oz txtaterial), disclosed from tizxte to time by the <br />disclosing party to the receiving party, directly or indirectly in arty manner whatsoever (including <br />without lirnitatiom, ix~ writing, orally, electronically, or by inspection); provided, however, that <br />Canftdential Information shall not include the Content that is to be published on the website{s) of <br />Client. <br />14.5 "Content" shall mean any and all, doeunaemts, graphics, video, audio, images, <br />soutads attd other content that is streamed or otherwise transmitted 4r. provided by, or on behalf of, <br />the Client to Granicus. <br />14,b "Cuatounar Website" shall mean the Client's existing website. <br />14.7 "Granicus" shall tneatt Granicus, Inc. <br />14.8 "VranicUS 5olutiOlt" shall tttean the Solution detailed ixt the Proposal, which m+ay <br />include Granicus Software, Installation atzd Training, Managed Setvices, and Hardware, as <br />specified ita rx ' i <br />14.9 "Grariuleus ,~fo~tWAl'e" shalt meant all software included with the Granicus Solution <br />as specified in the attached Proposal that may include but is not limited to; MediaMattagerTM <br />{includes Uploader, Software Development I~.it, CL~ Creator, and f'odcasting Services), <br />MinutesMa3cerT~ (includes )~iveManager), MobileEneoder't'~`~, VotingSystem'~`i (includes Public <br />Vote I}isplay and Meettnglvlexttber), OutCastTM )rncodex (includes Meeting Serverj, <br />StreamReplicatazr~, and MediaVaultTM. <br />14.10 "Rardware" shall rtaeart the equipment components o£ the Granicus Solution, as <br />listed in ~hibii.A. <br />14.11 "Xn~stall" shall mean a single iztstance in which the software is set up and prepared <br />for use with the Granicus Solution. <br />14.12 "License Fee" sltall mean the total cost of ~e Granicus Software product, as <br />Gx:+racvs, Icvc. SsztvtCk AGFC£~tENr t0 ~ version 4.O.t <br />