2023-127-E-Housing Dept-Benevate-Application Management

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Benevate Inc. (dba Neighborly Software) SAAS Services Order Form 4 c. Customer shall own all right, title, and interest in and to the Customer Data, as well as any data that is based on or derived from the Customer Data and provided to Customer as part of the Services. d. Company shall own and retain all right, title and interest in and to (a) the Services and Software, all improvements, enhancements, or modifications thereto, (b) any software, applications, inventions, or other technology developed in connection with implementation of services or support, and (c) all intellectual property rights related to any of the foregoing. e. Notwithstanding anything to the contrary, Company shall have the right to collect and analyze data and other information relating to the provision, use and performance of various aspects of the Services and related systems and technologies (including, without limitation, information concerning Customer Data and data derived therefrom), and Company will be free (during and after the term hereof) to (i) use such information and data to improve and enhance the Services and (ii) disclose such data solely in aggregate or other de-identified form in connection with its business. 5. PAYMENT OF FEES a. Payment Terms. Customer shall pay Company the fees listed in the Purchase Summary of the Order Form. An invoice for the fees will be sent to the Customer immediately following the Effective Date and is due within thirty (30) days from the date of the invoice. b. Late Payments. If the Customer fails to pay any invoice in full within thirty (30) days from the due date, the Company shall have the right to suspend the Services until payment is received. Suspension of Services in accordance with this subsection shall not be deemed a breach of this Agreement. c. Addition of Licenses or Programs. During the Initial Service Term, the Customer may add additional licenses and/or programs for an additional charge. Additional programs will be charged at the rate provided in the Order Form. Additional licenses will be charged on a pro rata basis. d. Implementation & Delay Fees. Implementation costs are based on a 6–8-week implementation period (for up to four (4) programs). Company reserves the right to assess a weekly fee of $500.00 for implementations that exceed eight (8) weeks, beginning on the date of the Kickoff Meeting, and caused solely by Customer’s delays. e. Renewal. Company reserves the right to change the fees listed in the Order Form at the end of the Initial Service Term or then- current renewal term. The Company shall provide the Customer with an invoice (via e-mail) based on the Company’s then- current pricing, sixty (60) days prior to end of the Initial Service Term or then-current renewal term. f. Taxes. The fees do not include any taxes, including, without limitation, sales, use or excise tax. If Customer is a tax-exempt entity, you agree to provide Company with a tax-exempt certificate. Otherwise, Company will pay all applicable taxes to the proper authorities and Customer will reimburse Company for such taxes (this excludes Company’s income taxes, both federal and state, as applicable, arising from Company’s performance of this Agreement). g. The parties acknowledge that appropriation of funds is a governmental function which the Customer cannot contractually commit itself in advance to perform and this Agreement does not constitute such commitment. The Customer’s obligation to pay under this Agreement is contingent upon Customer’s annual appropriation of funds for such purpose, and the non- appropriation of funding for such purpose in any fiscal year shall immediately relieve both parties of their respective obligations hereunder, as of the last day for which funds have been appropriated. The Customer shall immediately notify the Company in writing (via e-mail), upon determining that sufficient funds will not be budgeted and appropriated in any fiscal year under this Agreement. 6. TERM AND TERMINATION a. Term and Renewal. Subject to earlier termination as provided below, the term of the Agreement shall commence on the Effective Date and shall cover the Initial Service Term as specified in the Order Form and shall automatically renew for additional periods of the same duration as the Initial Service Term (collectively, the “Term”), unless either party requests termination at least thirty (30) days prior to the end of the then-current term. b. Termination for Cause. This Agreement may be terminated by either Party for cause by providing written notice (via e-mail) to the other Party upon the occurrence of any of the following events (each, an “Event of Default”): DocuSign Envelope ID: 6F63C4B7-5267-4E60-BA02-25D6B13BE7C6