concerning the use of any software licensed for State use pursuant the State’s Contract. The parties agree that any non-compliance indicated by the report shall not constitute infringement of the intellectual property rights, and that settlement licensor’s payment mutually agreeable to the parties shall be the exclusive remedy for any such Operations Security. The Vendor shall cause SOC II or SOC III audit to be conducted annually. The audit results and the plan for addressing or resolution of the audit Vendor’s results shall be shared with the State within sixty (60) days of the Vendor's receipt of the audit results. Further, on an annual basis, within 90 days of the end of the fiscal Vendor’s year, the Vendor shall transmit its annual audited financial statements to the State. DISPUTE RESOLUTION Accept Reject Vendor’s Explanation Vendor’s Proposed Alternative Language (if applicable) (Initial) (Initial) (required for any Cross-reference to specific section of Vendor terms, if any provided as part of the rejection/exception) RFP Response. NOTES/COMMENTS: <FOR STATE USE ONLY> The Vendor shall be in default under the Contract if: Vendor institutes or has instituted against it insolvency, receivership or bankruptcy proceedings which are not withdrawn or dismissed within 60 days of their commencement, makes an assignment for the benefit of creditors, or ceases doing business on a regular basis; or Commits any material breach of any covenant, warranty, obligation or certification under the Contract, fails to perform the Services in conformance with the specifications and warranties provided in the Contract, or clearly manifests an intent not to perform future obligations under the Contract, or such longer period as the State may specify in such notice. In the event of a dispute between the Vendor and the Continuity of Performance. State, each party will continue to perform its obligations under the Contract during the resolution of such dispute unless and until the Contract is terminated in accordance with its terms. REMEDIES FOR DEFAULT; TERMINATION Accept Reject Vendor’s Explanation Vendor’s Proposed Alternative Language (if applicable) (Initial) (Initial) (required for any Cross-reference to specific section of Vendor terms, if any provided as part of the rejection/exception) RFP Response.
concerning the State’s use of any software licensed for State use pursuant the Contract. The parties agree that any non-compliance indicated by the report shall not constitute infringement of the licensor’s intellectual property rights, and that settlement payment mutually agreeable to the parties shall be the exclusive remedy for any such Operations Security. The Vendor shall cause SOC II or SOC III audit to be conducted annually. The audit results and the Vendor’s plan for addressing or resolution of the audit results shall be shared with the State within sixty (60) days of the Vendor's receipt of the audit results. Further, on an annual basis, within 90 days of the end of the Vendor’s fiscal year, the Vendor shall transmit its annual audited financial statements to the State. DISPUTE RESOLUTION Accept (Initial) Reject (Initial) Vendor’s Explanation (required for any rejection/exception) Vendor’s Proposed Alternative Language (if applicable) Cross-reference to specific section of Vendor terms, if any provided as part of the RFP Response. NOTES/COMMENTS: <FOR STATE USE ONLY> The Vendor shall be in default under the Contract if: Vendor institutes or has instituted against it insolvency, receivership or bankruptcy proceedings which are not withdrawn or dismissed within 60 days of their commencement, makes an assignment for the benefit of creditors, or ceases doing business on a regular basis; or Commits any material breach of any covenant, warranty, obligation or certification under the Contract, fails to perform the Services in conformance with the specifications and warranties provided in the Contract, or clearly manifests an intent not to perform future obligations under the Contract, or such longer period as the State may specify in such notice. Continuity of Performance. In the event of a dispute between the Vendor and the State, each party will continue to perform its obligations under the Contract during the resolution of such dispute unless and until the Contract is terminated in accordance with its terms. REMEDIES FOR DEFAULT; TERMINATION Accept (Initial) Reject (Initial) Vendor’s Explanation (required for any rejection/exception) Vendor’s Proposed Alternative Language (if applicable) Cross-reference to specific section of Vendor terms, if any provided as part of the RFP Response.
vt-mmis-ivv-rfp-template-m-terms-conditions-of-this-rfp-contract-v5-08.21.14.docx