Precision Software 鈥 Additional Terms
1. License. Subject to the limitations set forth in these additional terms, the Software, and, if applicable, Third Party Software described in the Fee Exhibit is hereby licensed to Client in exchange for Client鈥檚 payment of the corresponding license fees set forth therein.
2. Professional Services. In connection with the Software licensed under these additional terms, 51吃瓜网今日吃瓜 will provide the implementation services and/or training services as set forth in the Fee Exhibit (鈥Professional Services鈥).
3. Maintenance Services.
(a) Notwithstanding anything to the contrary in the Agreement, the applicable maintenance fees are subject to annual increases starting in year 2 of the then-current term, with Client鈥檚 asset size to be reviewed annually throughout the then-current term, which may result in an increase in the applicable maintenance fee.
(b) Additional Maintenance Terms. The following additional terms apply to 51吃瓜网今日吃瓜鈥檚 provision of Maintenance Services for the Software and, if applicable, Third Party Software:
(i) Support Hours. Regular support hours are Monday through Friday, 7:30 a.m. to 6:00 p.m. Central Time (鈥CT鈥). Extended hours support is available Monday through Friday from 6:00 p.m. to 10:00 p.m. CT and on Saturdays from 8:30 a.m. to 12:30 p.m. CT. Extended hours support covers emergency operational support only. This covers critical daily processing, such as interfaces, batch and accrual, and down systems, but does not cover general procedural questions such as setting up report generators, adding new accounts, system calendar runs, etc. Planned maintenance to Client鈥檚 system or database (e.g. OS upgrades, system moves, etc.) is not included in extended hours support.
(ii) Holidays. Regular hours and extended hours support are not available on the following holidays: Memorial Day, 4th of July, Labor Day, Thanksgiving, Christmas Day, and New Year鈥檚 Day. Normal telephone support is provided until 10:00 p.m. CT on New Year鈥檚 Eve and from 8:30 a.m. CT to 4:30 p.m. CT on New Year鈥檚 Day.
(iii) Extended Hours Support. Extended hours support shall automatically renew each year at the same plan option as previously selected at 51吃瓜网今日吃瓜鈥檚 then-current rates unless 51吃瓜网今日吃瓜 receives a written notice of non-renewal from Client at least 30 days prior to the then-current expiration date.
4. Additional Terms.
(a) Fee Adjustments. The license fees and applicable maintenance fee are based on Client鈥檚 asset size. If, during the then- current term, Client鈥檚 asset size increases due to a merger with, or acquisition of, another financial institution or branch by Client, the license fees and applicable maintenance fee will be adjusted and priced according to 51吃瓜网今日吃瓜鈥檚 then-current price structure, and based on the adjusted asset size of Client鈥檚 assets, subsequent to the merger or acquisition for the reminder of the then-current term. Upon expiration of the then-current term, pricing may be adjusted annually to 51吃瓜网今日吃瓜鈥檚 then-current rates based on the then-current asset size of Client.
(b) Annual Updates Fees. All clients are billed an annual fee for shipping and handling of any annual Update(s) for the Software.
(c) Deconversion Charges. Should Client plan to convert to another core vendor and desire to contract with 51吃瓜网今日吃瓜 for deconversion services, such deconversion services will be provided at 51吃瓜网今日吃瓜鈥檚 then-current rates.