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DocuSign Envelope ID: 1 F5180CC-F9F6-4D55-A9A8-581 CB73213A5 <br /> Exhibit A <br /> INNOVATIVE INTERFACES INCORPORATED <br /> PERPETUAL LICENSE AGREEMENT <br /> This Perpetual License Agreement is entered into by and between Innovative Interfaces Incorporated, a <br /> California corporation ("Innovative"), and the party identified as Client below ("Client"), as of the "Effective Date" <br /> also set forth below. <br /> Client Orange County Public Library <br /> Address 137 West Margaret Lane <br /> Hillsborough, NC 27278 <br /> Client Technical Name: <br /> Contact: Phone: <br /> Effective Date August 1, 2021 <br /> Customer No. CU0756 <br /> 1. Definitions. <br /> "GTCs" means the Innovative Interfaces Incorporated Perpetual License Agreement General Terms and <br /> Conditions in effect as of the time of execution of this License Agreement, a copy of which can be found in <br /> Exhibit B. <br /> "Support Terms" means the Innovative Interfaces Incorporated Maintenance and Support Terms and <br /> Conditions, as may be amended from time to time by Innovative, a copy of which can be found in Exhibit C. <br /> "Hosting Terms" means the Innovative Interfaces Incorporated Hosting Terms and Conditions, as may be <br /> amended from time to time by Innovative, a copy of which can be found in Exhibit D. <br /> 2. General. Innovative and Client agree that this Perpetual License Agreement ("License Agreement") is a <br /> binding agreement between the parties and is governed by (i) the GTCs, (ii) to the extent that the attached <br /> Pricing Exhibit indicates that Client has purchased maintenance and support, then the Support Terms and (iii) <br /> to the extent that the attached Pricing Exhibit indicates that Client has purchased hosting services, then the <br /> Hosting Terms, all of which are made a part hereof. This License Agreement, the GTCs, the Support Terms <br /> and Hosting Terms, to the extent specified in the Pricing Exhibit, and all other exhibits, schedules and terms <br /> and conditions referenced by or in this License Agreement,the GTCs,Support Terms or Hosting Terms together <br /> constitute the "Agreement." Client acknowledges and agrees that it has had the opportunity to review the <br /> Agreement, including without limitation, the GTCs, Support Terms and Hosting Terms, prior to the execution of <br /> this License Agreement. Innovative recommends that Client print a copy of each component of this Agreement <br /> for Client's records. Unless otherwise specified, capitalized terms in this License Agreement have the same <br /> meaning as those in the GTCs. This Agreement is governed by and interpreted in accordance with the internal <br /> substantive laws of New York, without regard to any other laws that would require the application of the laws of <br /> another jurisdiction. Application of the U.N. Convention on Contracts for the International Sale of Goods is <br /> hereby excluded. <br /> In consideration of Innovative's continued grant to Client of licenses to the Software as described within Exhibit <br /> A, Client acknowledges, and the parties agree all other existing software agreements and associated purchase <br /> orders between the parties for the software identified in Exhibit A, including but not exclusive of the Sierra <br /> Software Agreement made on December 5, 2012 ("Prior Agreement(s)"), will be deemed to be immediately <br /> terminated by the parties' mutual written agreement and all such software under the Prior Agreement(s), and <br /> as identified in Exhibit A, will be deemed Software (as defined in the GTCs) licensed and supported under the <br /> terms of this License Agreement. To the extent Client remains in possession of any proprietary Innovative <br /> documentation or materials subject to the Prior Agreements Client agrees that it shall continue to keep such <br /> documentation and materials confidential pursuant to the terms of the Agreement. <br /> EXHIBITS TO LICENSE AGREEMENT <br />