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DocuSign Envelope ID:9EAFBE54-OC17-4035-9610-6143BA641245 <br /> ADDENDUM TO SENSOSCIENTIFIC ANNUAL SUPPORT AND MAINTENANCE <br /> AGREEMENT <br /> This Addendum modifies the Annual Support and Maintenance Agreement by and between <br /> SensoScientific ("SensoScientific"or"Provider") and Orange County, a local political subdivision of the <br /> State of North Carolina("County"or"Customer")The Addendum takes precedence over all other <br /> conflicting terms and conditions of the Agreement. This Addendum supersedes and modifies the attached <br /> Agreement. This Addendum is attached to the Agreement is hereby incorporated by reference into that <br /> Agreement as if had been set out therein. <br /> 1. Revision to Section 4. Term and Termination or agreement extension: The subscription to the <br /> Monitoring Fees and the obligation to pay Service Fees will continue for a term of five(5)years <br /> from the effective date of installation, or within 15 days after shipment of products, after which it <br /> may continue for succeeding five(5)year periods upon duly executed written agreement,unless <br /> County shall send written notice to Provider on or before the date which is two(2)months prior <br /> to the end of the term of this Agreement. Such renewal shall be upon the same terms and <br /> conditions.Notwithstanding the foregoing, either County or Provider may terminate this <br /> Agreement at any time upon thirty(30)days written notice to the other. County may suspend this <br /> Agreement upon reasonable notice to the Provider. <br /> 2. Revision to Section 10. Loss,Repair,Maintenance, and Warranty: This provision is hereby struck <br /> from the Agreement. <br /> 3. Revision to Section 11. Confidentiality: To the extent permitted by the North Carolina Public <br /> Records laws, set forth at Chapter 132 of the North Carolina General Statutes,the prices and <br /> terms of this Agreement shall be treated by both SensoScientific and Customer as confidential <br /> and may not be disclosed or shown to a third party without the prior written consent of the other. <br /> Both Customer and SensoScientific may disclose that Customer has agreed to utilize the Products <br /> and Monitoring Fees,but shall not disclose any terms of this Agreement without the prior written <br /> consent of the other. Should SensoScientific fail to consent to disclosure pursuant to a legitimate <br /> records request under the North Carolina public records laws, SensoScientific agrees to <br /> indemnify and hold harmless County and its officers,employees, and agents from all costs, <br /> damages, and expenses incurred in connection with refusing to disclose the records. <br /> 4. Revision to Section 13. Default: If either party fails to comply with the terms of this Agreement, <br /> the other party shall be entitled to all remedies available at law or in equity, and in connection <br /> therewith both parties acknowledge that such breach will cause the other party immediate and <br /> irreparable injury for which remedies at law are inadequate. To the extent permitted by applicable <br /> law, if SensoScientific fails to comply with the terms of this Agreement, SensoScientific's entire <br /> liability arising from or in connection with the Products and/or any software or firmware provided <br /> in connection therewith shall be limited to the amounts paid by Customer hereunder. To the <br /> extent permitted by applicable law,neither party shall be liable to the other, or anyone claiming <br /> by,through, or under the other party, for any consequential, incidental, indirect, special, <br /> exemplary, or punitive damages. <br /> 1 <br />