Reso 2011-1774 - Laserfiche WebLink

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-P p~RKeon ..9-: ~.........~ GENERAL TERMS AND CONDITIONS 1. SCOPE These tenns and conditions apply to the provision of the Services by P ARKEON to the Customer. The services to be supplied by PARKEON to the Customer in reference to this Agreement are listed in the Service Application Fonn. PARKEON shall propose to the Customer several services in a Package. 2. CONTRACTUAL DOCUMENTS The contractual documents which govern the dealings between the Customer and PARKEON are as follows: The General tenns and conditions . The Service Application Fonn 3. TERM OF THE AGREEMENT 3.1 This Agreement takes effect on its signature date. 3.2 The Services will be provided from the Services starting Date and shall be valid during the Services Agreement Period. Both are defined in the Service application Fonn, 3.3 At the end of the Services Agreement Period, the Agreement shall be automatically renewed for an additional Services Agreement Period unless one party gives written notice of tennination to the other at least three months prior to the end of the initial or renewal tenn, 4. CUSTOMER'S OBLIGATIONS The Customer shall : 4.1 only use the Services in accordance with directions given by PARKEON from time to time for better management of the Services, 4.2 provide PARKEON with all the infonnation necessary to provision the Services and update PARKEON in writing with any changes in such infonnation (especially any change of address or otherwise), The Customer shall be solely responsible for any consequences caused by failure to provide or update such infonnation; 4,3 restrict knowledge and maintain the confidentiality of all, logins, passwords and personal identification used in connection with the Services and generally safeguard such infonnation to ensure that there is no unauthorized use of the Services. 4.4 provide P ARKEON with a list of users and any of its own administrators in the Service Application Fonn, and shall inform P ARKEON immediately of any changes. 4,5 verify the confonnity to the PARKEON preconisation or specifications for any third party system connected the service, 5. PARKEON'S UNDERTAKINGS PARKEONshall provide the Services with reasonable care and skill in accordance with industry standard. 6. FEES - INVOICING AND PAYMENT OBLIGATIONS 6.1 In consideration for receiving the Services the Customer shall pay to P ARKEON the fees set out in the Service Application Form, All fees due under this Agreement shall be non cancellable and the sum paid non refundable. 6.2 PARKEON will send invoices to the Customer as per the Invoicing Frequency period set out in the Service Application Form. 6.3 Any due and unpaid amount owing to PARKE ON shall bear interest 1.5% compounded monthly, from the due date. 6.4 If there is a disagreement over invoicing, the Customer must pay the undisputed amount of the invoice, within the contractual deadline. 6.5 If Services remain unpaid past the due date without written notice from the Customer, PARKEON will be entitled at its sole discretion (i) to suspend providing the Services or (ii) to enforce the provision of Article 13 a) below at any time, 6.6 Parkeon reserves the right to adjust pricing for the services annually. Parkeon will provide written notice of any increase at least 60 days before implementation. Any price adjustment will be implemented on the renewal date of this Agreement 7. PRICE REVISION 7.1 In consideration of the Services to be provided by Parkeon under this Agreement, Customer agrees to pay Parkeon in accordance with the payment terms set forth in the summary/signature page, without limitation 7.2 In consideration of the Services to be provided by Parkeon under this Agreement, Customer agrees to pay Parkeon in accordance with the payment terms set forth in this Article 4 including, without limitation. 7.3 The prices shall be invoiced as specified in the summary/signature page, 7.4 The invoices shall be paid in advance by check or wire transfer (to a bank account to be designated by Parkeon), within thirty (30) Business days from the date of the invoices, Such payment shall be made in D,S. Dollars without any deduction, set-off or counterclaim. 7,5 For any amounts due to Parkeon that are not paid within the time limit provided herein, Parkeon may, without prejudice to any other rights or remedies, take one or several of the following measures: suspend provision of all or a portion of the Services to Customer; require advance payment; or charge interest at the rate of 1.5% per month on the unpaid balance of the disputed invoice. 2011 7 11 Services Agreement FinaLdoc Paraphs: