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INNOVATIVE INTERFACES INCORPORATED <br /> MASTER PROFESSIONAL SERVICES AGREEMENT <br /> This Master Professional Services Agreement ("Services Agreement") is entered into by and between <br /> Innovative Interfaces Incorporated, a California corporation ("Innovative"), and the party identified as Client below <br /> ("Client"), as of the"Effective Date" also set forth below. <br /> Client City of Everett (Everett Public Library) <br /> Address 2702 Hoyt Avenue <br /> Everett WA 98201-3556 <br /> Effective Date October 19, 2021 <br /> License Agreement Date TBD <br /> 1. Definitions. <br /> a. "GTCs" means the Innovative Interfaces Incorporated Master Professional Services Agreement General <br /> Terms and Conditions in Exhibit A. <br /> b. "SOW' means one or more Statements of Work attached as an exhibit hereto and executed by the parties <br /> hereto from time to time on or after the Effective Date. <br /> 2. General. Innovative and Client agree that this Services Agreement is a binding agreement between the <br /> parties and is governed by the GTCs, which are made a part hereof. This Services Agreement, the GTCs and all <br /> other exhibits, schedules and terms and conditions referenced by or in this Services Agreement or the GTCs <br /> together constitute the"Agreement." Client acknowledges and agrees that it has had the opportunity to review the <br /> Agreement, including without limitation,the GTCs, prior to the execution of this Agreement. Innovative recommends <br /> that Client print a copy of each component of this Agreement for Client's records. Unless otherwise specified, <br /> capitalized terms in this Services Agreement have the same meaning as those in the GTCs. This Agreement is <br /> governed by and interpreted in accordance with the internal substantive laws of New York, without regard to any <br /> other laws that would require the application of the laws of another jurisdiction. Application of the U.N. Convention <br /> on Contracts for the International Sale of Goods is hereby excluded. <br /> EXHIBITS TO SERVICES AGREEMENT <br /> A General Terms and Conditions <br /> B Statement(s) of Work <br /> C Pricing Exhibit <br /> [Signature page follows] <br /> Page 1 of 13 <br />