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1997
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1997
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CITY CLERK
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soon as possible in keeping with other commitments by <br />ALR staff. <br />D. ALR will provide, following the warranty period if desired <br />by CLIENT, continuing consulting, program maintenance <br />and program enhancements under a separate agreement. <br />E. During the warranty period, ALR will make available to <br />CLIENT any enhancements generally released to customers <br />as part of its standard system. It should be noted that ALR <br />has no obligation under this Agreement to make any <br />enhancements to the Licensed Program and Materials. <br />F. During the warranty period, CLIENT shall have the right <br />to use the ALR support line and to designate one (1) <br />attendee at the ALR User Group Meetings. <br />G. ALR shall bear the expense of all reasonable travel <br />expenses incurred in the performance of the program <br />support services described in subparagraphs 3A and 3B <br />above. All travel expenses associated with the performance <br />of Additional support services shall be borne by CLIENT. <br />H. CLIENT will be solely responsible for conversion of <br />CLIENT'S current data to the format required by the <br />Licensed Program for use in CLIENTS computer. ALR <br />shall have no responsibility hereunder as to conversion and <br />entry of CLIENTa data unless specifically contracted. <br />4. TERM. The term of the license granted under this Agreement <br />shall commence upon delivery of the Licensed Program and <br />Materials and shall remain in force for a term of seventy -five <br />(75) years, unless terminated earlier as provided in this <br />Agreement. <br />5. PAYMENT. CLIENT agrees to pay ALR the total cash <br />consideration specified on the cover page., for the license <br />granted under Paragraph 2 hereof and for the program support <br />services described in Subparagraphs 3A and 3B hereof <br />representing the total of such fees listed for the individual <br />modules described in Exhibit "A ". Hereafter these fees either in <br />total or for each module shall be referred to as the "license fee ". <br />Additionally, CLIENT agrees to pay ALR the total cash <br />consideration specified on the cover page for the modifications <br />listed in Exhibit "A" hereof (if any). This fee or the fee for each <br />modification shall be hereinafter referred to as the "modification <br />fee ". The total of the license fee and the modification fee shall <br />be hereinafter referred to as the "Total Contract Price ". <br />A. The foregoing sum (hereinafter called 'Total Contract <br />Price") shall be payable as follows: <br />1. One -half (1 /2) of the Total Contract Price shall be <br />promptly payable upon the execution of this <br />Agreement: and <br />2. CLIENT agrees to promptly pay one -half (112) of the <br />specified license fee as in Exhibit "A" and the cover <br />page for each module upon the completion of the <br />program support services described in subparagraph 3A <br />and 3B for that module. <br />3. Client agrees to promptly pay one -half (1 /2) of the <br />specified modification fee as presented in Exhibit "B" <br />and the cover page for each modifications upon its <br />delivery to CLIENT. <br />B. Payment for additional program support services provided <br />under this Agreement shall be promptly paid upon ALR's <br />invoicing of same. <br />C. Any amounts due under this Agreement which are not paid <br />within twenty (20) days of its payment due date hereunder <br />shall be subject to a finance charge accruing from such date <br />until paid. Such finance charge shall be calculated at a <br />rate of eighteen (18%) percent per annum, or the maximum <br />charge allowable under applicable law, whichever is lesser. <br />D. The license fee, modification fee, and program support <br />services fee hereunder do not include local, state or federal <br />sales, use, excise, personal property or other similar taxes. <br />CLIENT assumes all responsibility and liability for any <br />such taxes, and agrees to indemnify ALR as to same. <br />E. Any additional travel expenses beyond those included in <br />this agreement, which are incurred by ALR in the <br />CLIENTS behalf and which are requested by CLIENT, <br />shall be promptly reimbursed to ALR by CLIENT upon <br />ALR's invoicing of same. <br />P. NI source code for the licensed program shall be delivered <br />to CLIENT upon payment of all fees due under this <br />agreement. <br />G. DELIVERY. <br />A. The services described in Subparagraph 3A hereof will be <br />completed on or about thirty days following the receipt of <br />the executed copy of this agreement at ALR's place of <br />business. <br />B. The Licensed Program and Materials will lie delivered to <br />
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