SunGard Public Sector LLC 7/11/2016

THIS AGREEMENT is entered into between SunGard Public Sector and Customer on the Execution Date, and SunGard Public Sector's obligations hereunder will commence on Execution Date. SunGard Public Sector, as successor in interest to CRW Systems, Inc., and Customer have entered into an Agreement dated (the "License Agreement") for the Software. By executing this Agreement, Customer hereby consents to assignment of the License Agreement to SunGard Public Sector. Customer desires that SunGard Public Sector provide Maintenance and Enhancements for and new releases of the Baseline Software identified in Exhibit 1 on the terms and conditions contained in this Agreement, and for the Custom Modifications identified in Exhibit 1 on the terms and conditions of this Agreement. Accordingly, the parties agree as follows: 1. Definitions. the Recipient; (ii) the Discloser regularly discloses to third parties without restriction on "Exhibit 1" means, collectively: (i) The disclosure; or (iii) the Recipient obtains from a schedule attached to this Agreement which is third party without restriction on disclosure and marked as "Exhibit 1," including all attached without breach of a non-disclosure obligation. Software Supplements; and (ii) any schedule also marked as "Exhibit 1" (also including any "Discloser" means the party providing its attached Software Supplements) that is Confidential Information to the Recipient. attached to any amendment to this Agreement. Other appendices to this "Documentation" means the on-line anc Agreement are numbered sequentially and are hard copy functional and technical specifications also"Appendices." that SunGard Public Sector provides for a Baseline Component System, and that describe "Baseline" means the general release the functional and technical capabilities of the version of a Component System as updated to Baseline Component System in question. the particular time in question through both - SunGard Public Sector's warranty services "Execution Date" m-3.ans the latest date and SunGard Public Sector's Maintenance shown on the signature page of this Agreement. Program, but without any other modification whatsoever. "Equipment" means a hardware and systems software configuration meeting the "Component System" means any one of "Equipment" criteria set forth in Exhibit 1. the computer software programs which is identified in Exhibit 1 as a Component "Intellectual Property Rights" means all System, including all copies of Source Code, patents, patent rights, patent applications, Object Code and all related specifications, copyrights, copyright registrations, trade secrets, Documentation, technical information, and all trademarks and service marks and Confidential corrections, modifications, additions, Information. improvements and enhancements to and all Intellectual Property Rights for such "Software" means the Component Component System. Systems listed in Exhibit 1. "Confidential Information" means non- "Object Code" means computer programs public information of a party to this assembled, compiled, or converted to magnetic Agreement. Confidential Information of or electronic binary form on software media, SunGard Public Sector includes the Software, which are readable and usable by computer all software provided with the Software, and equipment. algorithms, methods, techniques and processes revealed by the Source Code of the "Recipient" means the party receiving Software and any software provided with the Confidential Information of the Discloser. Software. Confidential Information does not include information that: (i) is or becomes "Software Supplement" means, with known to the public without fault or breach of respect to a Component System, the addendum Page 2 of 9 SPS STANDALONE Maintenance 072415 4435-160022 Everett,WA Annual Maintenance Agreement