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DocuSign Envelope ID:A85914F8-053D-4BD6-8AC7-4F68478D8DB3 <br /> • <br /> 11111111, ilho <br /> Iffi <br /> ld N1 V( 111 1( <br /> AMENDMENT <br /> This amendment ("Amendment") is made this 27 day of September , 2017 by and <br /> between Tyler Technologies, Inc. with offices at One Tyler Drive, Yarmouth, Maine 04096("Tyler") and <br /> Orange County, with offices at 131 West Margaret Lane, Suite 300, Hillsborough, North Carolina 27278 <br /> ("Client"). <br /> WHEREAS,Tyler and the Client are parties to an agreement dated February 16, 2016 ("Agreement"); and <br /> WHEREAS, pursuant to Section I (11),Tyler and Client desire to amend the Agreement to remove some <br /> of the licensed software; <br /> NOW THEREFORE, in consideration of the mutual promises hereinafter contained,Tyler and the Client <br /> agree as follows: <br /> 1. The Tyler Software EnerGov License & Regulatory Management Suite (LRM),with a fee of <br /> $69,776 and Annual Support/Maintenance (ASM)fees of$15,700 as set forth in Exhibit A of the <br /> Agreement, are hereby removed from the Agreement upon execution of this Amendment. As of <br /> such date,Tyler's maintenance, support and update obligations with respect to such software <br /> are terminated. Should Client wish to again use such software, Client shall first pay Tyler the <br /> then-current license fee for the software and any required professional services, third party <br /> product and maintenance fees required for implementation of such software. <br /> 2. Tyler hereby issues the Client a credit of$68,032 in recognition of the software license and <br /> maintenance fees paid by the Client to Tyler to date for the EnerGov License & Regulatory <br /> Management Suite (LRM) software. At Client's direction,Tyler will apply the credit issued <br /> herein to the purchase of service hours at the rates set forth in the Agreement, with such <br /> services to be invoiced in accordance with the Invoicing and Payment Policy (Exhibit B). <br /> Moreover,Tyler agrees that, upon execution of this Amendment by both parties,Tyler shall not <br /> invoice Client for the final 25% of license fees for the EnerGov License & Regulatory <br /> Management Suite (LRM) software as indicated by Section 1.1 of Exhibit B. <br /> 3. This Amendment shall be governed by and construed in accordance with the terms and <br /> conditions of the Agreement. <br /> 4. All other terms and conditions of the Agreement shall remain in full force and effect. <br /> SIGNATURE BLOCK FOLLOWS <br />