1994 014 Ordinance - Laserfiche WebLink

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Mayfield Village Creative Microsystems, Inc-. j - information relating thereto. The CUSTOMER agrees to make no copies, with the exception of normal back-up requirements of the PROGRAM. CUSTOMER warrants that it will instruct all persons having access to the PROGRAM or any of its components to observe the non-disclosure terms of this paragraph. In the event that the CUSTOMER or any of its agents, employees or representatives shall attempt to use or dispose of the PROGRAM or any of its aspects or components or any duplication or modification thereof, in a manner contrary to the terms of this License, CMI shall have the right, in addition to such other remedies which may be available to it, to injunctive relief enjoining such acts or attempts, it being acknowledged that legal remedies are inadequate. The CUSTOMER agrees that he will take appropriate action by instruction, agreement or otherwise with his employees or other persons permitted access to the PROGRAM or any of its aspects or components to satisfy the non-disclosure requirements of this Agreement. Nothing in this Agreement shall be construed to prevent CMI &om licensing copies of the PROGRAM or any modifications or improvements thereto to other CUSTOMERS, purchasers or future licensees. CMI rpserves the right to alter the PROGRAM at will and to offer the original, any update, upgrade or modified version to any CUSTOMER or prospective customer using any pricing structure or technique. 6) TRANSFER OF LICENSE The rights and license granted CUSTOMER pursuant to this Agreement to hold and use the PROGRAM are restricted solely and exclusively to CUSTOMER and may not be assigned, subleased, sublicensed, sold, offered for sale, disposed of, encumbered or mortgaged. 7) WARRANrIES CMI warrants that the PROGRAM will perform as detailed in the CMI PROGRAM specifications for a period of one (1) year beginning on the date of installadon, provided that it is implemented and operated in accordance with CMI's written instructions. This warranty and any related program support shall immediately terminate and be of no force or affect in the event that the PROGRAM is modified by CUSTOMER in any manner not directly supervised and expressly authorized by CMI. CMI's sole obligation and liability under this warranty shall be to conect errors in the PROGRAM or in the documentation associated with the PROGRAM. In no event shall CMI be liable for any incidental, consequential or other such damages with regard to such wananty including, but not limited to, lost profits, direct or indirect economic loss, special, consequential or other damages. 8) LIMITATION OF LIABILITY THE FOREGOING WARRANTIES ARE IN LIEU OF ALL OTHER WARRANTIES EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRAN'I'IES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. THE CUSTOMER AGREES THAT REGARDLESS OF THE FORM OF ACTION, CMI'S LIABILITY FOR DAMAGES SHALL NOT EXCEED THE TOTAL AMOUNTS PAID TO CMI UNDER THIS AGREEMENT. THIS SHALL BE THE CUSTOMER'S EXCLUSIVE REMEDY. NO ACTION, REGARDLESS OF FORM, ARISING OUT OF A CLAIM OF A BREACH OF THIS AGREEMENT MAY BE BROUGHT BY EITHER PARTY MORE THAN ONE YEAR AFTER THE DATE OF THE ALLEGED BREACH, EXCEPT THAT AN ACTION OF NON-PAYMENT WII.L BE LIMITED ONLY BY THE STATUTE OF LIMITATIONS OF THE STATE OF OHIO. ' 2