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Precision Software – 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’s payment of the corresponding license fees set forth therein.

2. Professional Services. In connection with the Software licensed under these additional terms, 51�Թ������ճԹ� will provide the implementation services and/or training services as set forth in the Fee Exhibit (“Professional Services”).

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’s 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�Թ������ճԹ�’s 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 (“CT”). 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’s 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’s Day. Normal telephone support is provided until 10:00 p.m. CT on New Year’s Eve and from 8:30 a.m. CT to 4:30 p.m. CT on New Year’s Day.

(iii) Extended Hours Support. Extended hours support shall automatically renew each year at the same plan option as previously selected at 51�Թ������ճԹ�’s then-current rates unless 51�Թ������ճԹ� receives a written notice of non-renewal from Client at least 30 days prior to the then-current expiration date.

4. Additional Terms.

(a) Additional Fee Adjustments. The Total License Fees and Maintenance Fee are based on Client’s asset size; Client’s asset size will be reviewed periodically. Therefore, in addition to the pricing adjustments set forth in Section 3 above, if, during the current term, Client’s asset size increases such that Client moves up to the next asset tier, then: (i) Client’s license to the Software shall terminate; and (ii) Client shall be required to pay a new license fee (less the license fee(s) previously paid by Client) to license the Software at the increased asset tier and the Maintenance Fees shall be adjusted to the then-current asset tier,.

(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�Թ������ճԹ� for deconversion services, such deconversion services will be provided at 51�Թ������ճԹ�’s then-current rates.