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=~' s ~~= - lol~lo~ - 4 <br />ADDENDUM TO SOFTWARE MAINTENANCE AND SUPPORT AGREEMENT <br />This Addendum to Software Maintenance and Support Agreement (this "Addendum") is <br />made effective as of November 10, 2009 (the "Addendum Effective Date"), by and between <br />Orange County, a North Carolina county ("County"), and Intelligent Information Systems, Inc., a <br />North Carolina corporation ("IIS"). Capitalized terms used herein and not otherwise defined shall <br />have the meanings given to such terms in the Support Agreement (as defined below). <br />RECITALS <br />WHEREAS, County and IIS are parties to that certain Software Maintenance and Support <br />Agreement dated as of November 10, 2009 (the "Support Agreement"); and <br />WHEREAS, County desires IIS to expand the level and amount of support provided <br />under the Support Agreement; and <br />WHEREAS, In consideration of the premium support fee paid to IIS hereunder, and in <br />accordance with the terms of this Addendum, IIS agrees to provide the support services <br />described hereunder beginning when the Software is put into production. <br />NOW, THEREFORE, in consideration of the foregoing and for other good and valuable <br />consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree to <br />amend the Support Agreement as follows: <br />1. Services <br />(a) IIS will provide County with up to 380 total hours per year (up to 95 hours per quarter <br />during the annual term of Support and Maintenance) for prioritized correction of Errors, <br />assistance relating to maximizing use or performance of the Software, design and development of. <br />Software enhancements, on-site services, and services provided after normal Customer <br />Response Center hours as defined in the Support Agreement (after-hour services will be counted <br />with a 1.5 multiplier on hours used). The parties agree that travel time between IIS and County is <br />chargeable under this Addendum. <br />(b) The parties will meet in person or by phone on a weekly basis to as necessary create, <br />review, prioritize, clarify and amend a list of mutually agreed projects and tasks provided by IIS <br />under this Agreement and to discuss the status of pending projects and tasks. The parties may <br />by mutual agreement exceed the hourly cap in any given quarter. <br />(c) Hours not used at the end of an annual term will roll over to the next annual term if the <br />Support Agreement and this Addendum is renewed. If the Support Agreement or this Addendum <br />is not renewed, however, County will not be entitled to any refund of any unused hours. <br />2. Fees <br />The fee for services provided under this Addendum is $40,000, and is due and payable in four <br />equal quarterly payments, beginning on the Production Date. Payment terms are net 30 days. <br />This fee is in addition to the fees set forth in the Support Agreement. <br />Orange Support Addendum 110409.doc Page 1 <br />