2011-072 IT - ePlus Technology for professional services with IT support

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8.2.2 The Project Manager of the requesting party will review the proposed change with his/her counterpart. The parties will evaluate the Change Request and negotiate in good faith the changes to the Services and the additional charges, if any, required to implement the Change Request. If both parties agree to implement the Change Request, the appropriate authorized representatives of the parties will sign the Change Request, indicating the acceptance of the changes by the parties. 8.2.3 Upon execution of the Change Request, said Change Request will be incorporated into, and made a part of, this SOW. 8.2.4 Neither ePlus nor its subcontractor(s) is under any obligation to proceed with the Change Request until such time as the Change Request has been agreed upon by both parties. 8.3 If any permitted change causes an increase or decrease in the price of the applicable SOW, or the time required for the performance of any part of the work to be accomplished there under, whether or not such work is specifically identified in a Change Request, then the price, delivery schedules and other affected provision, if any, as applicable, shall be equitably adjusted and the Parties shall executed a Change Request to the SOW as follows: (i) the Party requesting the change will deliver a Change Request (attached as Appendix B hereto) to the other Party. The Change Request will describe the nature of the change, the reason for the change, and the effect the change will have on the scope of work, which may include changes to the Delv+rrables and/or the schedule; (ii) a Change Request may be initiated by either Party. The project manager for th~''iequesting Party will review the proposed change with his/her counterpart. The Parties will evaluate the Change 'Request and negotiated in good faith the changes to the Services and the additional charges, if any, required to implement the Change Request. If both Parties agree to implement the Change Request, the appropriate authorized representatives of the Parties will sign the Change Request, indicating the acceptance of the changes by both Parties; (iii) upon execution of the Change Request, said Change Request will be incorporated into, and made a part of, the SOW; (iv) neither ePlus nor its subcontractor(s) is under any obligation to proceed with the Change Request until such time as the Change Request has been signed by both Parties. ePlus and Customer personnel assigned to the project shall use reasonable efforts to negotiate any proposed changes under this clause in a fair and reasonable manner. In the event that they are unable to reach mutual agreement after good faith negotiations on the additional charges for one or more such changes, then the matter shall be referred to the appropriate senior executive of each Party for appropriate resolution. 8.4 Whenever there is a conflict between the provisions set forth in a fully executed Change Request and those set forth in the original SOW, or previous fully executed Change Request, the provisions of the most recent fully executed Change Request shall prevail. This 3573 SOW ORANGE -NETWORK SUPPORT consists of this document and the following Appendices which are incorporated into this SOW by this reference: Appendix A -Milestone/Service Completion Certificate Appendix B -Change Request This 3573 SOW ORANGE -NETWORK SUPPORT is acceptable. Each- party hereby acknowledges and confirms that it has read this SOW and accepts and approves the scope of work and terms and conditions. Each party understands that should additional work be required that by its nature could not have been known or determined at the time this SOW was. executed, a mutually agreeable written change order describing the additional work and any related expenses will be required. This SOW must be signed and returned before work can begin. Please sign and FAX to at () - IN WITNESS WHEREOF, the duly authorized representatives of the parties hereto have caused this SOW to be duly executed. ePlus Technology, inc. fC»ctnmerl By: Name: Title: Date: ©2010 ePlus Technology, inc. 6 lvovlo This instrument has been pre- audited in the manner required _ ~~ ~~ by the Local Government Budget: C ~~~~~ G. C~~Q~ and Fiscal Control Act