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Page 2 <br />2.5. A “System Release” shall include Error corrections and may include functional, <br />processing, and/or cosmetic enhancements. System Releases shall be delivered based upon a <br />mutually agreed schedule. <br />2.6. “Acknowledgement Time” is the elapsed time from County’s reporting of an Issue <br />until Farragut’ acknowledgement of receipt of the reported Issue. <br />2.7. “Resolution Time” is the elapsed time from County’s submission of an Issue and <br />delivery of associated information until either (1) Farragut delivers a fix or reasonable workaround <br />for the reported Error or supplies the requested information for Issues not involving Errors, or (2) <br />in the event such delivery is not reasonably feasible, Farragut delivers a plan/schedule for the <br />support. <br />2.8. “Release Acceptability” is a quality measurement for a System Release, defined <br />as the total number of Issues addressed in such System Release without a reported defect within <br />30 days of delivery, divided by the total number of Issues that are purported to be addressed by <br />such System Release. For example, if 90 Issues are closed without defect (10 defects are <br />reported) out of a total of 100 Issues delivered in a Support Release, the Release Acceptability is <br />90/100 = 90%. <br />3.Services. Farragut shall provide the support and maintenance services specified in Exhibit A <br />hereto. <br />4.Fees. <br />4.1. The annual support and maintenance fee for the initial term is set out on Exhibit A, <br />which fee shall be due and payable within thirty (30) days of the Effective Date. Fees for renewal <br />terms shall be Farragut’ then current standard annual fee for maintenance of the Software, which <br />fee shall be payable in advance prior to the start of such one-year renewal term; provided that in <br />no event shall the maintenance fee increase by a cumulative amount of more than ten percent <br />(10%) per year (unless the Country has acquired additional Software modules or has increased <br />its number of real property parcels into a higher tier, as described in Exhibit A). Annual fees may <br />be invoiced thirty (30) days prior to the expiration of the previous term. Farragut may impose <br />interest on late payments in the amount of one percent (1 %) per month beginning on the date <br />such payments became overdue. <br />4.2. Where on-site support is requested by County, a travel charge may be made by <br />Farragut. <br />4.3. County understands that if County terminates this Agreement and then wishes at a <br />later date to resume receiving services under this Agreement, County will be required to pay <br />Farragut the entire maintenance fees for the period of discontinuance plus the maintenance fee <br />for the period then commencing. <br />4.4. County shall be responsible for payment of all federal, state, local and other taxes <br />(including, but not limited to, sales, use and property taxes) related to this Agreement, excluding <br />any taxes based upon Farragut’ income, unless County is tax exempt and provides a tax <br />certificate of exemptions. <br />5. Confidentiality <br />5.1. “Confidential Information” means any information or data (including without limitation <br />any formula, pattern, compilation, program, device, method, technique, or process) that is disclosed <br />by one party (a disclosing party) to the other party (a receiving party) pursuant to this Agreement <br />that is identified in writing as confidential or that would reasonably be recognized as confidential. <br />Confidential Information does not include information that: (a) is or becomes publicly known or <br />DocuSign Envelope ID: 7DCC2B8A-E44C-4172-BF52-8A8B6D647BED