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DocuSign Envelope ID:8D6BF819-7F7F-492F-B590-6156F7327668 <br /> acknowledge that the fees stated in the Investment Summary are good-faith estimates of the amount of <br /> time and materials required for your implementation. We will bill you the actual fees incurred based on <br /> the in-scope services provided to you. <br /> 3. Additional Services. The Investment Summary contains the scope of services and related costs (including <br /> programming and/or interface estimates) required for the project based on the specifications you supplied <br /> in your RFP and/or that we addressed in our Proposal. If additional work is required other than the re- <br /> performance of services as set forth under Section C(5) or to fix a Defect as set forth under Section B(4), or <br /> if you use or request additional services,we will provide you with an addendum or change order, as <br /> applicable, outlining the costs for the additional work. The price quotes in the addendum or change order <br /> will be valid for thirty(30) days from the date of the quote. <br /> 4. Cancellation. We make all reasonable efforts to schedule our personnel for travel, including arranging <br /> travel reservations, at least two (2) weeks in advance of commitments. Therefore, if you cancel services <br /> less than two (2)weeks in advance (other than for Force Majeure or breach by us),you will be liable for all <br /> (a) non-refundable expenses incurred by us on your behalf, and (b) daily fees associated with cancelled <br /> professional services if we are unable to reassign our personnel. We will make all reasonable efforts to <br /> reassign personnel in the event you cancel within two (2)weeks of scheduled commitments. <br /> 5. Services Warranty. We are qualified to perform the services requested under this Agreement. We will <br /> perform those services in a highly professional,workmanlike manner, consistent with industry standards <br /> and applicable laws and regulations. Without limiting Section C(7), we are responsible for the professional <br /> quality of our services and deliverables outlined in the Statement of Work, and our services will be <br /> delivered according to the project schedule established under that Statement of Work. We will deliver a <br /> project plan for your review within the timeframe we mutually agree to during project kick-off. In the <br /> event we provide services that do not conform to this warranty,we will re-perform such services at no <br /> additional cost to you, using all reasonable efforts to do so in a timely manner. <br /> 6. Site Access and Requirements. At no cost to us,you agree to provide us with full and free access to your <br /> personnel,facilities, and equipment as may be reasonably necessary for us to provide implementation <br /> services, subject to any reasonable security protocols or other written policies provided to us. You further <br /> agree to provide a reasonably suitable environment, location, and space for the installation of the Tyler <br /> Software, including, without limitation, sufficient electrical circuits, cables, and other reasonably necessary <br /> items required for the installation and operation of the Tyler Software. EnerGov System Requirements are <br /> set forth at Attachment C to the Statement of Work. <br /> 7. Client Assistance. You acknowledge that the implementation of the Tyler Software is a cooperative <br /> process requiring the time and resources of your personnel. You agree to use all reasonable efforts to <br /> cooperate with and assist us as may be reasonably required to meet the agreed upon project deadlines <br /> and other milestones for implementation. This cooperation includes at least working with us to schedule <br /> the implementation-related services outlined in this Agreement. We will not be liable for failure to meet <br /> any deadlines and milestones when such failure is due to Force Majeure or to the failure by your personnel <br /> to provide such cooperation and assistance (either through action or omission). <br /> 8. Personnel. After the Effective Date, and in coordination with the project kick-off activities identified in the <br /> Statement of Work,we will make our project staffing assignments. The personnel we assign will have the <br /> necessary knowledge, skills and experience to perform their assigned duties. We will provide you with <br /> project resumes, demonstrating relevant past project experience,for project team members that are <br /> •0 <br /> -0'. tyler <br /> 4 <br />