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Item 26 - Agreement with Allied Network Solutions, Inc. for Adobe Software and Subscription
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Item 26 - Agreement with Allied Network Solutions, Inc. for Adobe Software and Subscription
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1/27/2025 5:03:20 PM
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1/21/2025 2:16:24 PM
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City Clerk
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Agenda Packet
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Information Technology
Item #
26
Date
1/21/2025
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services will be governed by the then -current applicable price list at the time the initial, renewal, or <br />add -on order is submitted, or as otherwise agreed. We may increase or add new fees for the Service <br />Offering by notifying you at least 30 days in advance. <br />5.6 Taxes.Service Offering fees are exclusive of taxes, and you shall pay or reimburse for all taxes <br />arising out of transactions contemplated by this Agreement. If you are required to pay or withhold <br />any tax for payments due under this Agreement, you shall gross your payments to us so we receive <br />sums due in full and free of any deductions. You will provide documentation to us showing thattaxes <br />have been paid to the relevant taxing authority. " Taxes" means any sales, VAT, use, gross receipts, <br />business and occupation, and other taxes (other than taxes on our income), export and importfees, <br />customs duties and similar charges imposed by any government or other authority. You hereby <br />confirm that we can rely on the name and address you provide to us when you agree to the Service <br />Offering or in connection with your payment method as being the place of supply for sales tax and <br />income tax purposes or as being the place of supply for VAT purposes where you have established <br />your business. <br />6. Temporary Suspension. <br />6.1 Generally.Upon prior written notice to you, we may suspend your use of the Service Offering if <br />we reasonably determine: (a) payment for the Service Offering is not received within 30 days from <br />the date on which payment is due; (b) you or your use of the Service Offering is in breach of this <br />Agreement; (c) you fail to address our request to take action as specified in Section 3.3; (d) your use <br />of the Service Offering poses a security risk to the Service Offering or other users of the Service <br />Offering; or (e) suspension is required pursuant to our receipt of a subpoena, court order, orother <br />request by a law enforcement agency. <br />6.2 Effect of Suspension.You will remain responsible for all fees incurred before or during the <br />suspension. You will not be entitled to any service credits under the Service Level Agreement that <br />you might have otherwise accrued during the period of suspension. <br />7. Term and Termination. <br />7.1 Term of Agreement.This Agreement will be in effect through the Subscription Term, plus any <br />renewals, unless terminated earlier as permitted under this Agreement or the Service Description. <br />Upon the completion of the Subscription Term, the subscription will automatically renew as specified <br />in the Service Description, unless terminated as permitted under the Service Description. <br />7.2 Termination for Cause. We may terminate this Agreement effective immediately uponsending <br />you an email notice if: (a) you breach any provision in Sections 3.1 or 3.2; (b) you do not resolve the <br />underlying cause resulting in a suspension of your account pursuant to Section 6.1 (otherthan <br />suspension due to a subpoena, court order, or other request by a law enforcement agency) within 10 <br />days after your account is suspended; or (c) you commit a material breach that cannot be cured. <br />7.3 Termination for Insolvency. We may terminate this Agreement effective immediatelyupon <br />sending you an email notice if you: (a) terminate or suspend your business; (b) become insolvent, <br />admit in writing your inability to pay your debts as they mature, make an assignment for the benefit <br />of creditors; or (c) become subject to control of a trustee, receiver or similar authority orany <br />bankruptcy or insolvency proceeding. <br />7.4 Effect of Termination. Upon the termination of this Agreement for any reason: (a) all rights <br />granted to you under this Agreement, including your ability to access the Service Offering, will <br />immediately terminate; and (b) you must promptly discontinue all use of the Service Offering and <br />delete or destroy any of our Confidential Information. We will retain Your Content for a period of 30 <br />
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