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<br />- 3 - <br />deleterious software routines; (h) improper or <br />abnormal use or use under abnormal conditions; (i) <br />use in a manner not authorized by this Agreement <br />or use inconsistent with Farragut’s Documentation; <br />(j) use of Software on equipment that is not in good <br />operating condition or defects in Customer <br />Infrastructure; (k) acts of Customer, its agents, <br />servants, employees, or any third party; (l) <br />servicing or support by any third party, or without <br />written authorization by Farragut; or (m) Force <br />Majeure. Farragut reserves the right to charge for <br />repairs on a time-and-materials basis at Farragut’s <br />then-prevailing rates, plus expenses, and for <br />replacements at Farragut’s standard prices caused <br />by these exclusions from warranty and support <br />coverage. <br /> <br />3.3 Disclaimer. TO THE MAXIMUM EXTENT <br />PERMITTED BY APPLICABLE LAW, EXCEPT <br />FOR THE WARRANTIES IN THIS SECTION 3, (A) <br />THERE ARE NO WARRANTIES, EXPRESS OR <br />IMPLIED, BY OPERATION OF LAW OR <br />OTHERWISE UNDER THIS AGREEMENT OR IN <br />CONNECTION WITH THE LICENSE, <br />SOFTWARE SUPPORT OR PERFORMANCE OF <br />OTHER SERVICES, AND (B) FARRAGUT <br />DISCLAIMS ALL EXPRESS AND IMPLIED <br />WARRANTIES, INCLUDING, BUT NOT LIMITED <br />TO, THE IMPLIED WARRANTIES OF FITNESS <br />FOR A PARTICULAR PURPOSE, <br />MERCHANTABILITY, TITLE, AND <br />NONINFRINGEMENT FOR ALL SOFTWARE, <br />SOFTWARE SUPPORT AND OTHER SERVICES. <br />THE EXPRESS WARRANTIES EXTEND SOLELY <br />TO CUSTOMER. <br /> <br />4. Fees. <br /> <br />4.1 License Fees. Upon execution of this <br />Agreement, Customer will pay Farragut the <br />License Fees (the “License Fees”) in the amount <br />set forth on Schedule A. Farragut will invoice <br />Customer for the License Fees, and the License <br />Fees are due within 30 days after the date of <br />invoice. <br /> <br />4.2 Annual Support Fees. Customer will pay <br />Farragut the Annual Support Fee in the amount set <br />forth on Schedule A on or before each Anniversary <br />Date of this Agreement. Farragut will use <br />reasonable efforts to invoice Customer for the <br />Annual Support Fee at least 60 days before the due <br />date. Customer will pay the support fee within thirty <br />(30) days of receipt of a correct invoice from <br />Farragut. <br /> <br />4.3 Additional Charges. Additional charges <br />may apply for services and products not included <br />in Software Support or for services rendered <br />outside contracted hours or beyond normal <br />coverage at Customer’s request, e.g., travel <br />expenses, premium and minimum charges. Any <br />additional charges must be mutually agreed to in <br />advance by Customer and Farragut, except for <br />charges resulting from defects in Customer <br />Infrastructure as given in Section 2.5(e) of <br />Schedule B. Farragut will invoice Customer for <br />additional charges incurred under this Agreement. <br />Payment is due on these invoices within 30 days <br />after the date of invoice. <br /> <br />4.4 Payment. Unless otherwise stated herein, <br />Customer will pay Farragut any fees due under this <br />Agreement within 30 days after the invoice date. <br />Customer shall pay Farragut all amounts due in <br />U.S. dollars. All payments are to be made to <br />Farragut at its office in Durham, North Carolina or <br />to such other location as is designated by Farragut <br />by written notice to Customer. Unless otherwise <br />expressly set forth in this Agreement, all fees paid <br />or due hereunder by Customer are non-refundable. <br />If any payments are past due, Farragut may, <br />without waiving any other available rights or <br />remedies, (a) suspend performance under any or <br />all of this Agreement until payments are current, (b) <br />decide not to accept additional SOW’s or other <br />orders from Customer under other agreements, if <br />any, between Customer and Farragut, and/or (c) <br />seek collection of all amounts due. <br /> <br />4.5 Taxes and Duties. Customer shall be <br />responsible for paying all taxes and duties in <br />connection with this Agreement, including taxes <br />paid or payable by Farragut or which Farragut is <br />required to collect, in connection with the products <br />or services provided by Farragut to Customer <br />hereunder, or arising from Customer’s use, <br />operation or possession of the Software, or any <br />part thereof, but excluding any taxes based upon <br />Farragut's income. This provision does not apply to <br />any taxes for which Customer is exempt and for <br />which Customer has furnished Farragut with a valid <br />tax exemption certificate authorized by the <br />appropriate taxing authority. <br /> <br />5. Customer’s Responsibilities. <br /> <br />5.1 Independent Determination. Customer <br />has independently determined that the Software <br />provided under this Agreement currently meets <br />DocuSign Envelope ID: 7DCC2B8A-E44C-4172-BF52-8A8B6D647BED