Reso 2024-3733 - Laserfiche WebLink

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SECTION 2.BUSINESS TERMS 2.1.Defined Terms.Any capitalized terms contained herein not defined in this Agreement shall have the same meaning as defined in the Master Agreement. 2.2.Appendices. Winning Supplier agrees to provide Products & Services to Program Participants as may be agreed to by the Parties in accordance with the specific terms and conditions set forth in the Master Agreement, this Appendix Appendices (i)Appendix A defines Winning Sup (ii)Appendix B sets forth the roles and responsibilities of the Parties. (iii)Appendix C defines the financial terms between the Parties. 2.3.Terms in Appendices.In all cases where the terms of this Agreement and any Appendices disagree, the terms in the Appendix shall control. 2.4.Publicity & Joint Marketing. (a)Publicity. A Party may only issue press releases or other public announcements with respect to this Agreement with the prior, written consent of the other Party. (b)Joint Marketing / Logo & Name Use.Winning Supplier authorizes Equalis to use Winning ogos as provided by Equalis to Winning Supplier. including correspondence, newsletters, and website material, and joint marketing efforts, including, but not limited to, utilizing the same on correspondence, collateral, agreements, websites, newsletters, or other marketing materials promoting the Products & Services pursuant to the Master Agreement and this Agreement. Notwithstanding the foregoing, the Parties understand and agree that except as provided herein, termination of this Agreement, each Party shall immediately cease use of the oth names, and logos. SECTION 3.TERMS & CONDITIONS 3.1.Express Limitation of Equalis Liability. With respect to any purchases of Products & Services by CCOG or any Program Participant pursuant to the Master Agreement, Equalis shall not be: (i) construed as a dealer, re-marketer, representative, partner, or agent of any type of the Winning Supplier, CCOG, or any Program Participant; (ii) obligated by, liable for, or in any way responsible for any order of Products & Services made by CCOG or any Program Participant or any employee thereof under the Master Agreement or for any payment required to be made with respect to such order for Products & Services; and (iii) obligated by, liable for, or in any way responsible for any failure by CCOG or any Program Participant to comply with procedures or requirements of applicable law or the Master Agreement or to obtain the due authorization and approval necessary to purchase Products & Services under the Master Agreement. Equalis makes no representation or guaranty with respect to any minimum purchases by CCOG or any Program Participant, whether individually or collectively, or any employee thereof under this Agreement or the Master Agreement. The terms of this section shall survive the termination of this Agreement. -2-