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Innovative Interfaces Incorporated 10/29/2021
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Innovative Interfaces Incorporated 10/29/2021
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Last modified
11/12/2021 1:44:51 PM
Creation date
11/12/2021 1:44:33 PM
Metadata
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Template:
Contracts
Contractor's Name
Innovative Interfaces Incorporated
Approval Date
10/29/2021
Department
Library
Department Project Manager
Abigail Cooley
Subject / Project Title
Master Professional Services Agreement
Tracking Number
0003090
Total Compensation
$49,500.00
Contract Type
Agreement
Contract Subtype
Professional Services
Retention Period
6 Years Then Destroy
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g. Publicity. Innovative will have the right to issue public statements pertaining to the existence of the business <br /> relationship between Innovative and Client, including the right to limited use of Client's name, logo and other <br /> reasonable non-confidential information in press releases, web pages, advertisements, and other marketing <br /> materials. <br /> h. Assignment. Neither party has the power to assign, license, or sub-license any of its rights or obligations <br /> hereunder without the prior written consent of the other party, which will not be unreasonably withheld. Any <br /> assignment, license, or sub-license attempted without such consent will be void. Notwithstanding the foregoing, <br /> a party may assign this Agreement without the other party's consent (i) as part of a corporate reorganization, <br /> consolidation, merger, or sale of substantially all of its assets or capital stock; or(ii) to an affiliate of such party <br /> provided that any such assignment will not release the assigning party from its obligations under this <br /> Agreement. <br /> i. Waiver of Jury Trial; Governing Language. EACH PARTY HEREBY WAIVES ITS RIGHT TO A JURY TRIAL <br /> IN CONNECTION WITH ANY DISPUTE OR LEGAL PROCEEDING ARISING OUT OF THIS AGREEMENT <br /> OR THE SUBJECT MATTER HEREOF. This Agreement and all proceedings hereunder will be conducted in <br /> the English language; any translation of this Agreement into another language will be for convenience only but <br /> will not modify the meaning hereof. Only a written instrument duly executed by both parties may modify this <br /> Agreement. <br /> j. Entire Agreement. This Agreement contains the entire understanding of the parties, and supersedes all prior <br /> agreements and understandings relating to the subject matter hereof, provided that nothing herein will diminish <br /> or affect any separate confidentiality agreement, license agreement or other document issued thereunder. The <br /> parties represent that they are sophisticated commercial entities, have had the opportunity to consult with their <br /> own counsel, and have included in this Agreement all terms material to the parties' rights and obligations with <br /> respect to the subject matter hereof and intend this document to be the final expression of their contractual <br /> intent. The parties further represent and acknowledge that communications exchanged between the parties <br /> during contract negotiation (including without limitation requests for proposals ("RFPs") and responses to such <br /> RFPs, questionnaires and responses to same) do not constitute a part of this Agreement. Purchase orders, <br /> work orders or other documents submitted by Client will be for Client's internal administrative purposes only <br /> and the terms and conditions contained in any such purchase order, work order or other document will have no <br /> force or effect and will not amend or modify this Agreement. In the event of any inconsistencies or conflicts <br /> among the GTCs, a Services Agreement or any other exhibits or schedules referenced by these GTCs, the <br /> following order of priority will control: 1. Service Agreement, 2. GTCs and 3. Any other terms, agreements, <br /> exhibits or schedules included in, or referenced by the Agreement. <br /> Page 8 of 13 <br />
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