2016-625-E Emergency Svc - Wireless Communications - Amendment to Service Agreement for VESTA CPE

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DocuSign Envelope ID:A72EBE18-7D37-451C-A8CA-32292EFE2DEE AMENDMENT TO SERVICE AGREEMENT This is an Amendment to the Service Agreement dated, November 2, 2016, and entered into by Orange County, a local political subdivision of the State of North Carolina, ("Customer") and Wireless Communication, Inc. ("Wireless"). 1. Signatures. This Agreement together with any amendments or modifications may be executed electronically. All electronic signatures affixed hereto evidence the intent of the Parties to comply with Article 11A and Article 40 of North Carolina General Statute Chapter 66. By executing this Agreement Provider affirms that Provider and any subcontractors of Provider are and shall remain in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. By executing this Agreement Provider certifies that Provider has not been identified, and has not utilized the services of any agent or subcontractor, on the list created by the State Treasurer pursuant to G.S. 147- 86.58. 2. Non Appropriation. Wireless acknowledges that Customer is a governmental entity, and the validity of this Agreement is based upon the availability of public funding under the authority of its statutory mandate. In the event that public funds are unavailable and not appropriated for the performance of Customer's obligations under this Agreement, then this Agreement shall automatically expire without penalty to Customer immediately upon written notice to Wireless of the unavailability and non-appropriation of public funds. In the event of such termination the Customer shall be obligated to pay Wireless for pro- rated service fees up to and including the date of termination and the Customer shall have no further legal obligation pursuant to this Agreement. 3. Termination. The Customer may terminate this Agreement based upon Wireless's material breach of this Agreement; provided, Wireless has not taken all reasonable actions to remedy the breach. The Customer shall give Wireless seven (7) days' prior written notice of its intent to terminate this Agreement for cause. In the event of termination, Wireless shall be paid that portion of the fees and expenses that it has earned to the date of termination, less any costs or expenses incurred or anticipated to be incurred by the Customer due to errors or omissions of Wireless. The payment of any sums by the Customer under this Agreement or the failure of Customer to require compliance by Wireless with any provisions of this Agreement or the waiver by the Customer of any breach of this Agreement shall not constitute a waiver of any claim for damages by the Customer for any breach of this Agreement or a waiver of any other required compliance with this Agreement. IN WITNESS WHEREOF, the Parties,by and through their authorized agents, have hereunder set their hands and seal, all as of the day and year entered in the Original Service Agreement. 5ob Communications, Inc.: �, gyCounty: LVttW ahtttawts botA,Att, NuMwtt,V'stt,ti 19A48BA034CD464 Bruce Williams Bonnie Hanunersley Wireless Division Service Vice President Orange County Manager