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(1.116,c, f . .?-,1-1 `. 40-tn . <br /> emphasys Software <br /> EMPHASYS SOFTWARE LICENSE AGREEMENT <br /> This Emphasys Software License Agreement ("Agreement") is entered into effective the 92 <br /> day of 3kl CL , 2019 ("Effective Date") by and between Emphasys Software a Michigan <br /> corporation,with its principal place of business located at: 3675 Mt Diablo Blvd., Suite 280,Lafayette, <br /> CA 94549 ("Emphasys"),and Jefferson County, a Washington public entity,with its principal place of <br /> business located at: 1820 Jefferson St.,Port Townsend,WA 98368 ("Licensee"). <br /> RECITALS <br /> A. Emphasys designs, develops and licenses a proprietary computer software solution known as the <br /> SymPro Treasury Management Software. <br /> B. Licensee desires to obtain a personal, nontransferable, non-exclusive limited right and license to <br /> use such software and related documentation and services for Licensee's own internal business purposes <br /> only and Emphasys is willing to grant such a license on the terms and subject to the conditions of this <br /> Agreement. <br /> THEREFORE, in consideration for the fees to be paid by Licensee to SHI Government Solutions <br /> Inc. ("SHI") (whom Licensee has hired to perform all purchasing duties under this Agreement and who <br /> will issue a purchase order to Emphasys to cover all payments due) hereunder and other good and <br /> valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree: <br /> 1. Certain Definitions. As used in this Agreement, the following terms shall have the following <br /> definitions: <br /> A. "Authorized Users" shall mean Licensee and its employees and no other persons or <br /> entities; the number of which is stated in the attached Exhibit A and which may be changed by <br /> amendment to the attached Exhibit A or authorized purchase order issued by Licensee and accepted by <br /> Emphasys. <br /> B. "Designated Equipment" shall mean a single Intel based computer or a network file <br /> server on which Licensee uses the Software pursuant to this Agreement and which is more fully <br /> described in the attached Exhibit A. <br /> C. "Designated Site" shall mean the location at which the Designated Equipment and <br /> Licensed Products are located during the term of this Agreement as identified on Exhibit A to this <br /> Agreement or such other location as may be expressly approved in writing by Emphasys. <br />