Contracts & Agreements_190-2024 - Laserfiche WebLink

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• ••• '• ty • tecer hnologies LICENSE AND SERVICES AGREEMENT This License and Services Agreement is made between Tyler Technologies, Inc. and the City of Redlands, a municipal corporation. WHEREAS, Client and Tyler were parties to an agreement dated April 16, 2019 (the "License Agreement"), under which Tyler granted Client a limited license to the Tyler Software known as Enterprise Resource Planning;" WHEREAS, under the License Agreement Client's perpetual licenses to the Tyler Software listed above are fully paid for; WHEREAS, under the License Agreement Tyler also provided Client maintenance and support services, subject to annual maintenance and support fees; WHEREAS, Tyler and Client desire to terminate the License Agreement and replace it with this Agreement effective April 16, 2024, to restate the terms of its license grant and, on a term beginning April 16, 2024, for Tyler to provide and Client to receive and pay for continued maintenance and support services from Tyler as set forth in the Investment Summary under the terms of this Agreement; NOW THEREFORE, in consideration of the foregoing and of the mutual covenants and promises set forth in this Agreement, Tyler and Client agree as follows: SECTION A— DEFINITIONS • "Agreement" means this License and Services Agreement. • "Business Travel Policy" means our business travel policy. A copy of our current Business Travel Policy is attached as Schedule 1 to Exhibit B. • "Client" means the City of Redlands, California. • "Defect" means a failure of the Tyler Software to substantially conform to the functional descriptions set forth in our written proposal to you, or their functional equivalent. Future functionality may be updated, modified, or otherwise enhanced through our maintenance and support services, and the governing functional descriptions for such future functionality will be set forth in our then -current Documentation. • "Defined Named Users" means the maximum number of named users that are authorized to use the Enterprise Permitting & Licensing labeled modules identified in the Investment Summary, if any. • "Developer" means a third party who owns the intellectual property rights to Third Party Software. • "Documentation" means any online or written documentation related to the use or functionality of the Tyler Software that we provide or otherwise make available to you, including instructions, user guides, manuals and other training or self-help documentation. Eyler