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<br />E. Training materials f.e Standard Implementation Services training .tified in Part IV #2. <br />F. Implementation Planning Report from the Project Planning service identified in Part IV #2. <br />G. Technical documentation including but not limited to an Entity Relationship Diagram (ERD) or physical <br />data model and Program Specifications for the Application Software and Software Customizations <br />identified in Part III - Cost and Payment schedule - License Fees and Part IV #4 respectively. <br />H. Other analysis reports, specifications and documentation as required through the use of the <br />Supplemental Consultant Services as identified in Part IV #2. <br /> <br />Conversion Tools: LICENSOR shall provide to LICENSEE appropriate conversion tools and <br />documentation that are required to convert data into the database used by the Application Software. <br /> <br />Help Desk Support: LICENSOR shall provide LICENSEE Help Desk Support during implementation <br />period to assist with problems and configuration of the Application Software and Database. <br /> <br />6. ACCEPTANCE <br /> <br />Customization Acceptance: Is the event in which LICENSEE accepts and approves as being complete the <br />Software Customizations provided by LICENSOR identified in Part IV #4. LICENSEE will provide <br />LICENSOR a Requirements Specification for each Software Customization. After delivery of each Software <br />Customization, LICENSEE will test the Software Customization against the Requirements Specification for <br />each Software Customization. Upon successful completion of testing for each Software Customization, <br />LICENSEE shall sign a Customization Acceptance Form for each indicating acceptance of the Software <br />Customization. <br /> <br />Final Acceptance: Is the event in which LICENSEE accepts and approves as being complete LICENSOR's <br />payroll and human resources solution, consisting collectively of the products and services as identified in <br />Part II1 - Cost and Payment Schedule - Licensee fees. LICENSEE shall sign a Final Acceptance Form <br />indicating Final Acceptance when all of the following conditions are met: <br />1. LICENSOR delivers to LICENSEE deliverables identified in Part IV #6 Deliverables with quality that <br />can be reasonably expected from a typical provider of LICENSOR's type of solutions. <br />2. Two (2) LICENSEE paycheck cycles have been run accurately in a production "Live" environment in <br />which the paychecks produced from LICENSOR's solution are distributed to LICENSEE's employees <br />as compensation. <br />3. LICENSOR's payroll and human resources solution behaves in a manner consistent with that <br />represented by LICENSOR's representatives and documented in LICENSOR's documentation. <br /> <br />Optional Module Acceptance: In the event LICENSEE exercises the option to purchase Optional <br />Application Software identified in Part IV #5, LICENSEE will sign an Optional Module Acceptance Form <br />for each Optional Application Software module indicating acceptance for each when LICENSEE has tested <br />and begins to use each Optional Application Software Module in a production "Live" environment. <br /> <br />AGREEMENT #980603 Page 100f 10 <br /> <br />