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TMS Online Inc. -3 -Software License and Services Agreement Rev. 20250929 <br />15.5 Modification. This Agreement may not be modified or <br />amended except by a writing which is signed by authorized <br />representatives of each of the parties. No other act, document, <br />usage or custom shall be deemed to amend or modify this <br />Agreement. <br />15.6 No Waiver. The failure of either party to exercise any right or <br />the waiver by either party of any breach, shall not prevent a <br />subsequent exercise of such right or be deemed a waiver of any <br />subsequent breach of the same of any other term of the <br />Agreement. <br />15.7 Notice. Any notice required or permitted to be sent <br />hereunder shall be in writing and shall be deemed to have been <br />given when mailed by first class mail, fax, personal delivery <br />(including overnight mail by private carrier), or to <br />support@themasterscheduler.com. Notice is effective upon <br />receipt. To expedite order processing, Client acknowledges <br />Transmitted Copies as binding documents equivalent to original <br />documents. “Transmitted Copies” shall mean requests for <br />additional user licenses and other ordering documents which (a) <br />contain no modifications or amendments to this Agreement, (b) are <br />copied or reproduced and transmitted to TMS via photocopy, <br />facsimile, or any other process which accurately reproduces and <br />transmits the original documents, and (c) are accepted by TMS. <br />15.8 Entire Agreement. This Agreement constitutes the sole and <br />entire agreement of the parties with respect to the subject matter <br />hereof and supersedes any prior oral or written promises or <br />agreements. There are no promises, covenants or undertakings <br />other than those expressly set forth in this Agreement. <br />15.9 Equitable Remedies. The parties recognize that money <br />damages is not an adequate remedy for any breach or threatened <br />breach of any obligation hereunder by Client involving use of the <br />Platform beyond the scope of the license granted by this <br />Agreement. The parties therefore agree that in addition to any <br />other remedies available hereunder, by law or otherwise, TMS shall <br />be entitled to an injunction against any such continued breach by <br />Client of such obligations. <br />So agreed between the parties signing below. <br />The Effective Date of this Agreement is: November 1, 2025 <br />Executed by TMS Online Inc.: <br />Authorized Signature: <br />Print Name: Nick Reed <br />Title: President <br />Date: September 29, 2025 <br />Executed by Client: <br />Authorized Signature: _______________________________ <br />Print Name: _______________________________________ <br />Title: ____________________________________________ <br />Date: ____________________________________________ <br />Cassie Franklin <br />Mayor <br />11/20/2025 <br />Attest <br />Office of the City Clerk