Orange County NC Website
Browse       Search
Exhibit B <br />INNOVATIVE INTERFACES INCORPORATED <br />SUBSCRIPTION LICENSE AGREEMENT <br /> <br />This Subscription License Agreement (“License Agreement”) is entered into by and between Innovative <br />Interfaces Incorporated, a California corporation (“Innovative”), and the party identified as Client below (“Client”), as <br />of the “Effective Date” also set forth below. <br />Client Orange County Public Library <br /> <br />Address 137 West Margaret Lane <br />Hillsborough, NC 27278 <br />Customer No. CU0756 <br /> <br />Effective Date August 1, 2021 <br /> <br />Initial Term 36 Months <br /> <br />1. Definitions. <br /> <br />“Go-Live Date” means the Client’s first use of the Software in a production environment. <br /> <br />“GTCs” means the Innovative Interfaces Incorporated Subscription License Agreement General Terms and <br />Conditions in Exhibit B. <br /> <br />“Support Terms” means the Innovative Interfaces Incorporated Maintenance and Support Terms and Conditions <br />in Exhibit C. <br /> <br />“Hosting Terms” means the Innovative Interfaces Incorporated Hosting Terms and Conditions in Exhibit D. <br /> <br />2. General. Innovative and Client agree that this License Agreement is a binding agreement between the <br />parties and is governed by the GTCs, Support Terms and, if the attached Pricing Exhibit indicates that Client has <br />purchased hosting services, then the Hosting Terms, all of which are made a part hereof. This License Agreement, <br />the GTCs, Support Terms, Hosting Terms, if applicable, and all other exhibits, schedules and terms and conditions <br />referenced by or in this License Agreement, the GTCs, Support Terms or Hosting Terms together constitute the <br />“Agreement.” Client acknowledges and agrees that it has had the opportunity to review the Ag reement, including <br />without limitation, the GTCs, Support Terms and Hosting Terms, prior to the execution of this License Agreement. <br />Unless otherwise specified, capitalized terms in this License Agreement have the same meaning as those in the <br />GTCs. This Agreement is governed by and interpreted in accordance with the internal substantive laws of the State <br />of New York, without regard to any other laws that would require the application of the laws of another jurisdiction. <br />Application of the U.N. Convention on Contracts for the International Sale of Goods is hereby excluded. <br /> <br />In consideration of Innovative’s continued grant to Client of subscription licenses to the Software as described within <br />Exhibit A, Client acknowledges, and the parties agree all other existing software subscription agreements and <br />associated purchase orders between the parties for the software identified in Exhibit A (“Prior Subscription <br />Agreement(s)”), will be deemed to be immediately terminated by the parties’ mutual written agreement and all such <br />software subscriptions under the Prior Subscription Agreement(s), and as identified in Exhibit A, will be deemed <br />Software (as defined in the GTCs) licensed and supported under the terms of this License Agreement. To the extent <br />Client remains in possession of any proprietary Innovative documentation or materials subject to the Prior <br />Agreements Client agrees that it shall continue to keep such documentation and materials confidential pursuant to <br />the terms of the Agreement. <br /> <br />EXHIBITS TO LICENSE AGREEMENT <br /> <br />A PRICING EXHIBIT <br />DocuSign Envelope ID: F014C755-030D-478F-806C-6FB970D9CCD2