a Security Event (as borein defined), Provider may, at its sole option, take immediate action up to and including, without further
<br />obligation or liability of any kind, terminating Agency's account and the license to use the Services.
<br />3. RETENTION / DISTRIBUTION.
<br />For all Services provided hereunder that involve Reports, Provider will maintain a copy of each Report for a period of uo less than seven
<br />(7) years from the date of the Report. Provider will distribute Reports and/or specific data extracted from the Report to individuals or
<br />legal entities ("Authorized Requestors'l and other authorized law enforcement entities ("Agency Requesters") in accordance with an
<br />applicable Order and all applicable laws and regulations.
<br />4. SUPPORT AND MAINTENANCE.
<br />4.1. Ongoing Maintenance. Provider will, Brom time -to -time issue and/or provide maintenance including bug fixes, euhancomecrs,
<br />new features, or new functionality that are generally made available to customers along with any corresponding changes to
<br />documentation ("Maintetmnce'). Maintenance does not include work to custom code, customized configurations, or to
<br />unauthorized modifications of the Services. Any Provider assistance beyond standard Maintenance will be billed at Provider's
<br />then current pricing schedule, as agreed upon in advance by the Parties. Additionally, upon Agency's written notice of new
<br />or revised legislation, statutes, or ordinances requiring any Services to be updated, Provider shall update or modify the Services
<br />or particular form consistent with such new regulation within a reasonable time.
<br />4.2. Sumoon Services. Provider will provide ongoing support services for problems, queries or requests for assistance ("Support")
<br />provided that all requests for Support must be made to Provider Monday through Friday from 8:00 AM ET to 8:00 PM ET at
<br />1-888-949-3835. Provider will also provide limited atter hours Support including the ability to leave a message and receive a
<br />call back the following business day or sooner, if critical, In order to provide Support, Agency will provide all information
<br />reasonably required by Provider to identify the issue, including: an Agency point of contact (familiar with the Services and
<br />issue), description of issue, screenshots, the impact, and assist in Provider's efforts to reproduce the problem (as applicable).
<br />Provider will work to resolve problem with reasonable promptness for issues that are application or Services related (Provider
<br />is not responsible forresolvingissuescaused byAgency hardware). The Agency agrees to provide Provider with data transfers,
<br />as requested, remote access to the Services system, and with sufficient test time on the Agency's computer system to duplicate
<br />the problem, to certify that the problem is with the Services, and to certify that the problem has been corrected. If the problem
<br />cannot readily be resolved, Provider will attempt to identify a work around. Upon resolution of any issue, Provider shall notify
<br />the Agency of such resolution via email. Tho Parties agree that Provider is not obligated to ensure that its Services are
<br />compatible with outdated (exceeding 4 years from date of initial release) hardware, computer operating services or database
<br />engines.
<br />4.3. On Site Stung . In response to written Agency requests for Provider to provide on-site routine non -emergency support,
<br />Provider shall produce a written estimate of the time required to provide the requested supportand state any requirements, such
<br />as the presence of Agency staff or other resources or materials. Any on-site support provided byProvider ", lontybeinvoiced
<br />by Provider or paid by Agency if tho problem arose due to something other than a defect in the Services. The Agency shall
<br />reimburse Provider at the rate of two thousand five hundred ($2,500.00) dollars per day for each Provider employee who
<br />provides any on-site support, and such fees will not include any reimbursement for Provider travel time or travel expanses.
<br />5. FEES.
<br />5.1. Pees due to Progydgr. Any fees due to Provider for Services hereunder shat l be specified in an Order ("Fees'. For any Order
<br />where Fees are specified, Provider will issue an invoice to Agency pursuant to the terms in the Order. Invoices shalt be paid
<br />in full by Agency within thirty (30) days from invoice date. Provider may increase or decrease the Fee following the Initial
<br />Term (as defined in an applicable Order) in an Order by providing Agency no less than sixty (60) days written notice prior to
<br />the effective date of such pricing change. In the event Agency has a good faith dispute on all or a portion of an unpaid invoice
<br />("Dispute"), Agency shall notify Provider in writing and follow the procedures set forth below. To the extent an interfica or
<br />other technological development is required to enable an Agency designated third parry (i.e., RMS Vendor) to receive Reports
<br />from Provider at Agency's request or to enable Provider to intake Agency Data, such cost shall not be home by Provider. If
<br />any invoice (or undisputed portion thereof) remains unpaid and not subject to a Dispute after sixty (60) days from the invoice
<br />date, provider shall have the right to to-inate this Agreement (including ail Services) or the ,ria t to discontinue the appllcable
<br />Service immediately, without such action constituting a breach or incurring any liability herein. All Fees notproperly disputed
<br />or paid shall accrue interest at the rate of eighteen percent (18%) per aurum. All Fees are calculated for payment made via
<br />ACH, Wire, or Agency check Agency agrees that Fees exclude taxes (if applicable) or other coat incurred by Agency's RMS
<br />Vendor or other third parties and agrees such costa shall be passed on to Agency. Provider shall not be required to enter into
<br />a third -patty relationship to obtain payment for the Service provided to Agency, however, should Provider elect to do so,
<br />Provider reserves the right to charge Agency additional fees for such accommodation.
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