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<br />7 <br />SECTION D – THIRD PARTY PRODUCTS <br /> <br />1. Third Party Hardware. We will sell, deliver, and install onsite the Third Party Hardware, if you have <br />purchased any, for the price set forth in the Investment Summary. Those amounts are payable in <br />accordance with our Invoicing and Payment Policy. <br /> <br />2. Third Party Software. As part of the SaaS Services, you will receive access to the Third Party <br />Software and related documentation for internal business purposes only. Your rights to the Third <br />Party Software will be governed by the Third Party Terms. <br /> <br />3. Third Party Products Warranties. <br /> <br />3.1 We are authorized by each Developer to grant access to the Third Party Software. <br /> <br />3.2 The Third Party Hardware will be new and unused, and upon payment in full, you will receive <br />free and clear title to the Third Party Hardware. <br /> <br />3.3 You acknowledge that we are not the manufacturer of the Third Party Products. We do not <br />warrant or guarantee the performance of the Third Party Products. However, we grant and pass <br />through to you any warranty that we may receive from the Developer or supplier of the Third <br />Party Products. <br /> <br />4. Third Party Services. If you have purchased Third Party Services, those services will be provided <br />independent of Tyler by such third-party at the rates set forth in the Investment Summary and in <br />accordance with our Invoicing and Payment Policy. <br /> <br />SECTION E – RENEWALS <br /> <br />Upon expiration of the initial term, this Agreement may renew for additional one (1) year renewal terms <br />at our then-current SaaS Fees, but only on the mutual written agreement of the parties. Your right to <br />access or use the Tyler Software and the SaaS Services will terminate at the end of this Agreement. <br /> <br />SECTION F – INDEMNIFICATION, LIMITATION OF LIABILITY AND INSURANCE <br /> <br />1. Intellectual Property Infringement Indemnification. <br /> <br />1.1 We will defend you against any third party claim(s) that the Tyler Software or Documentation <br />infringes that third party’s patent, copyright, or trademark, or misappropriates its trade secrets, <br />and will pay the amount of any resulting adverse final judgment (or settlement to which we <br />consent). You must notify us promptly in writing of the claim and give us sole control over its <br />defense or settlement. You agree to provide us with reasonable assistance, cooperation, and <br />information in defending the claim at our expense. <br /> <br />1.2 Our obligations under this Section G(1) will not apply to the extent the claim or adverse final <br />judgment is based on your use of the Tyler Software in contradiction of this Agreement, <br />including with non-licensed third parties, or your willful infringement. <br /> <br />Docusign Envelope ID: 6FC12B63-3E9A-4FBB-9F3D-622DAFB48167