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Software, License, Maintenance & Support Agreement - Vermont Systems Inc - RecTrac WebTrac Software
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Software, License, Maintenance & Support Agreement - Vermont Systems Inc - RecTrac WebTrac Software
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4/2/2025 10:15:55 AM
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2/14/2018 3:40:26 PM
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Board of Public Works
Document Type
Contracts
Document Date
2/13/2018
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VERMONT SYSTEMS, INC. <br />SOFTWARE LICENSE AGREEMENT <br />SOUTH BEND, IN. <br />6. WARRANTIES: <br />6.1 VSI warrants that it has the right to license the Software Products, and that <br />there are no pending liens, claims, or encumbrances against the software. <br />6.2 VSI warrants that the software shall conform to its published specifications in <br />the Capabilities Summary. <br />6.3 VSI warrants to the Customer that it is not insolvent, it is not in bankruptcy <br />proceedings or receivership, nor is it engaged in any proceedings which would <br />have an adverse effect on its ability to perform its obligations under this <br />agreement. <br />6.4 VSI warrants that there has been no violation of copyrights or patent rights in <br />connection with the Software Products licensed in the Agreement. <br />7. LIMITATION OF LIABILITY: <br />7.1 Except for the warranties specified in Section 6, VSI grants no warranties, either <br />expressed or implied, including, but not limited to any implied warranties of <br />merchantability or fitness for a particular use. Notwithstanding anything to the <br />contrary in this agreement, it is expressly agreed that VSI shall in no event be <br />liable for special, incidental, indirect, or consequential damages, or for any loss, <br />or for any claim against the Customer. <br />8. RISK OF LOSS: <br />8.1 The risk of loss or destruction, regardless of the cause, shall be the responsibility <br />of VSI until the Software Products have been delivered to the Customer's <br />premises, and have been installed on the designated computer(s). <br />8.2 The Customer shag be responsible for verifying that the Software Products have <br />been received, installed on the designated computer(s), and are operational. <br />9. APPLICATION SOFTWARE SOURCE CODE: <br />9..1 The application source code for all of VSI software is held in escrow by VSI's <br />Escrow Agent, Kolvoord, Overton, & Wilson, Attorneys, at 3 Main Street, Essex <br />Junction, Vermont 05452. If VSI defaults in providing software maintenance <br />support due to company failure, then the source code will be made available to <br />the Customer by the Escrow Agent for Customer support use only. <br />
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