Common use of Software Maintenance Support Clause in Contracts

Software Maintenance Support. a) After acceptance of any Deliverable by the Department and subject to the terms, conditions and charges set forth in this Agreement, Contractor represents and warrants that maintenance and support services for any Deliverable shall be provided to the Department as follows: 1. Contractor shall provide such reasonable and competent assistance as necessary to cause the Deliverable to perform in accordance with applicable portions of the Specifications; 2. Contractor shall provide Improvements which may be available to Contractor to any Deliverable; and 3. Contractor shall update any Deliverable, if and as required, to cause it to operate under new versions or releases of the operating system(s) specified in the Deliverables Document. b) Maintenance and support services shall be provided by the Contractor on an annual basis. Contractor shall provide Department written notice of renewal not less than insert of days (#) days prior to the expiration date of the then current maintenance and support period. Maintenance and support shall automatically renew for successive twelve (12) month periods unless thirty (30) days prior written notice of termination is provided to the Contractor by the Department before the end of the then current term of maintenance and support services. c) Contractor shall maintain sufficient and competent Deliverable support services staff to satisfy the Contractor obligations specified herein for any Deliverable. d) Contractor shall have full and free access to any Deliverable to provide required services thereon, subject to the State’s access policies. e) If any Deliverable becomes not usable due to the computer manufacturer's release and the installation of (1) a new PU operating system or (2) an updated version of the present PU operating system or (3) a change to the present PU operating system and the Contractor is unable to provide changes to the Deliverable to cause it to operate according to Specifications within thirty (30) days of written notification by the Department to Contractor of such failure to operate, any such Deliverable so affected shall have its paid maintenance and support period, periodic-payment license period or limited term license period extended an additional period of time equal to the period of time the Deliverable was not usable. If, after the expiration of thirty (30) days from the date of said notification, the Deliverable remains not usable, then the applicable license may be terminated at the option of said Department without further obligation or liability.

Software Maintenance Support. ‌ a) After acceptance Upon the expiration of any Deliverable by the Department Warranty Period and subject to the terms, conditions and charges set forth in this Agreement, Contractor represents and warrants that maintenance and support services for any Deliverable shall be provided to the Department as follows: 1. Contractor shall provide such reasonable and competent assistance as necessary to cause the Deliverable to perform in accordance with applicable portions of the Specifications; 2. Contractor shall provide Improvements which may be available to Contractor to any Deliverable; and 3. Contractor shall update any Deliverable, if and as required, to cause it to operate under new versions or releases of the operating system(s) specified in the Deliverables Document. b) Maintenance and support services shall be provided by the Contractor on an annual basis, invoiced by Contractor in monthly installments. Contractor shall provide Department written notice of renewal not less than insert of days forty-five (#45) days prior to the expiration date of the then current maintenance and support period. Maintenance and support shall automatically renew for successive twelve (12) month periods unless thirty (30) days prior written notice of termination is provided to the Contractor by the Department before the end of the then current term of maintenance and support services. c) Contractor shall maintain sufficient and competent Deliverable support services staff to satisfy the Contractor obligations specified herein for any Deliverableunder this Agreement. d) Contractor shall have full and free access to any Deliverable reasonably necessary to provide required services thereonServices, subject to the State’s access policies. e) If any Deliverable becomes not usable due to the computer manufacturer's release and the installation of (1) a new PU operating system or (2) an updated version of the present PU operating system or (3) a change to the present PU operating system and the Contractor is unable to provide changes to the Deliverable to cause it to operate according to Specifications within thirty (30) days of written notification by the Department to Contractor of such failure to operate, any such Deliverable so affected shall have its paid maintenance and support period, periodic-payment license period or limited term license period extended an additional period of time equal to the period of time the Deliverable was not usable. If, after the expiration of thirty (30) days from the date of said notification, the Deliverable remains not usable, then the applicable license may be terminated at the option of said Department without further obligation or liability. f) If the Department is current on its maintenance and support payments, Contractor shall provide Department with Future Proof at no additional cost. Specifically, the Department shall be provided future major releases of covered microDATA software. For purposes of Future Proof, a “major release” means an upgrade in features, functionality or performance of the covered microDATA software that microDATA licenses, but which is made available to the customer pursuant to and in accordance with the terms of the Future Proof.

Software Maintenance Support. a) After acceptance of any software Deliverable by the Department and subject to the terms, conditions conditions, and charges set forth in this Agreement, Contractor Supplier represents and warrants that maintenance and support services for any software Deliverable shall be provided to the Department as follows: 1. Contractor ) Supplier shall provide such reasonable and competent assistance as necessary to cause the Deliverable to perform in accordance with applicable portions of the Specifications; 2. Contractor ) Supplier shall provide Improvements which may be available to Contractor Supplier to any Deliverable; and 3. Contractor ) Supplier shall update any Deliverable, if and as required, to cause it to operate under new versions or releases of the operating system(s) specified in the Deliverables Document.Attachment b) Maintenance and support services shall be provided by the Contractor Supplier on an annual basis. Contractor shall provide Department written notice of renewal not less than insert of days (#) days prior to the expiration date of the then current maintenance basis and support period. Maintenance and support shall automatically renew for successive twelve (12) month periods unless thirty (30) days days' prior written notice of termination is provided to the Contractor Supplier by the Department before the end of the then current initial term or any renewal term of maintenance and support services. c) Contractor Supplier shall maintain sufficient and competent Deliverable support services staff to satisfy the Contractor Supplier obligations specified herein for any Deliverable. d) Contractor Supplier shall have full and free access to any Deliverable to provide required services thereon, thereon subject to the Department, State’s access , and Federal laws, policies, and regulations. e) If any Licensed Software Deliverable becomes not usable due to the computer manufacturer's release and the installation of (1) a new PU operating system or (2) an updated version of the present PU operating system or (3) a change to the present PU operating system and the Contractor Supplier is unable to provide changes to the Deliverable to cause it to operate according to Specifications within thirty (30) days of written notification by the Department to Contractor Supplier of such failure to operate, any such Deliverable so affected shall have its paid maintenance and support period, periodic-payment license period or limited term license period extended an additional period of time equal to the period of time the Deliverable was not usable. If, after the expiration of thirty (30) days from the date of said notification, the Deliverable remains not usable, then the applicable license may be terminated at the option of said Department without further obligation or liability. f) Supplier shall respond to the Department's telephone requests for technical support relative to any installed software Deliverable as set forth in the Product Schedule. Failure to provide reasonable and competent telephone assistance, in the State's sole determination, as set forth in the Product Schedule shall entitle Department to either credit or reimbursement against current charges payable to the Supplier, for a non-perpetual license in the amount of ten percent (10%) of the Supplier's current license fee for each succeeding four (4) hour period that said reasonable and competent assistance is not provided by Supplier. For a perpetual license, the amount shall be 1/6 times the related annual maintenance and support charge, or two (2) times the related monthly maintenance and support charge, as the case may be, whether payable or not by a Department, for each succeeding four (4) hour period that said reasonable and competent assistance is not provided by Supplier.

Software Maintenance Support. a) After acceptance 12.1 Contractor represents and warrants that, after DMV’s Acceptance of any Deliverable by the Department and subject to the terms, conditions and charges set forth in terms of this AgreementContract, Contractor represents and warrants that shall provide the following maintenance and support services Services to DMV for any Deliverable shall be provided to the Department as followseach accepted Deliverable: 1. Contractor shall provide such reasonable and competent assistance as 12.1.1 Assistance necessary to cause the Deliverable to perform Perform in accordance with its applicable portions of the Specifications; 2. Contractor shall provide 12.1.2 Improvements which that may be developed by Contractor or made available to Contractor by the Licensor related to any Deliverableand all Deliverables; and 3. Contractor shall update 12.1.3 Improvements to any Deliverable, if and as required, all Deliverables to cause it each Deliverable to operate under new versions or releases of the operating system(s) specified in the Deliverables DocumentSection 5.5. b) Maintenance 12.2 Prior to any periodic meetings held by DMV and support services shall be provided by the Contractor on an annual basis. Contractor, Contractor shall provide Department to DMV an updated roadmap detailing Contractor’s progress in fulfilling the Deliverables Implementation Schedule and all development plans for the Deliverables, including likely schedules for Contractor rollouts of any Improvements in a format that will permit DMV to understand the substantive changes that such materials may have and the impact such Improvements may have to the Deliverables and to consider whether adoption of such Improvements should be implemented by DMV. 12.3 Contractor shall provide maintenance and support Services on a daily basis throughout the Term, unless DMV delivers to Contractor written notice of renewal not less than insert of days at least thirty (#30) days prior to Business Days before the expiration date of the then current Term that DMV will discontinue receiving maintenance and support period. Maintenance and support shall automatically renew for successive twelve (12) month periods or unless thirty (30) days prior written notice of termination is provided DMV exercises its right to the Contractor by the Department before the end of the then current term of maintenance and support servicesTerminate this Contract. c) 12.4 Contractor shall maintain sufficient and competent Deliverable support services staff staff, consistent with Exhibit I, Schedule 4.1.13, Schedule 4.2 and Schedule 4.4, to satisfy the all Contractor obligations specified herein for any Deliverableeach Deliverable and System. d) 12.5 DMV shall provide Contractor shall have full and free access to any each Deliverable to provide for the limited purpose of providing Services required services thereonunder this Contract, subject to DMV’s and the Stateapplicable Site’s access policies. e) If any Deliverable becomes not usable due to the computer manufacturer's release and the installation of (1) a new PU operating system or (2) an updated version of the present PU operating system or (3) a change to the present PU operating system and the Contractor is unable to provide changes to the Deliverable to cause it to operate according to Specifications within thirty (30) days of written notification by the Department to Contractor of such failure to operate, any such Deliverable so affected shall have its paid maintenance and support period, periodic-payment license period or limited term license period extended an additional period of time equal to the period of time the Deliverable was not usable. If, after the expiration of thirty (30) days from the date of said notification, the Deliverable remains not usable, then the applicable license may be terminated at the option of said Department without further obligation or liability.

Software Maintenance Support. a) After acceptance of any Deliverable software Product by the Department and subject to the terms, conditions conditions, and charges set forth in this Agreement, Contractor Supplier represents and warrants that maintenance and support services for any Deliverable software Product shall be provided to the Department as follows: : 1. Contractor ) Supplier shall provide such reasonable and competent assistance as necessary to cause the Deliverable Product to perform in accordance with applicable portions of the Specifications; ; and 2. Contractor ) Supplier shall provide Improvements which may be available to Contractor Supplier to any DeliverableProduct; and and 3. Contractor ) Supplier shall update any DeliverableProduct, if and as required, to cause it to operate under new versions or releases of the operating system(s) specified in the Deliverables Document. b) Attachment. Maintenance and support services shall be provided by the Contractor Supplier on an annual basis. Contractor shall provide Department written notice of renewal not less than insert of days (#) days prior to the expiration date of the then current maintenance basis and support period. Maintenance and support shall automatically renew for successive twelve (12) month periods unless thirty (30) days days' prior written notice of termination is provided to the Contractor Supplier by the Department before the end of the then current initial term or any renewal term of maintenance and support services. c) Contractor . Supplier shall maintain sufficient and competent Deliverable Product support services staff to satisfy the Contractor Supplier obligations specified herein for any Deliverable. d) Contractor Product. Supplier shall have full and free access to any Deliverable Product to provide required services thereon, subject to the State’s access policies. e) . If any Deliverable license software Product becomes not usable due to the computer manufacturer's release and the installation of (1) a new PU operating system or (2) an updated version of the present PU operating system or (3) a change to the present PU operating system and the Contractor Supplier is unable to provide changes to the Deliverable Product to cause it to operate according to Specifications within thirty (30) days of written notification by the Department to Contractor Supplier of such failure to operate, any such Deliverable Product so affected shall have its paid maintenance and support period, periodic-payment license period or limited term license period extended an additional period of time equal to the period of time the Deliverable Product was not usable. If, after the expiration of thirty (30) days from the date of said notification, the Deliverable Product remains not usable, then the applicable license may be terminated at the option of said Department without further obligation or liability. Supplier shall typically respond to the Department's telephone requests for technical support relative to any installed Product within two (2) hours of such requests during Department weekday working hours (8:30 A.M. to 4:30 P.M., Eastern time). Failure to provide reasonable and competent telephone assistance, the Customer's sole determination, within the two (2) hour period shall entitle said Department to either credit or reimbursement against the applicable Product invoice in regard to a non-perpetual license in the amount of ten percent (10%) of the Supplier's current license fee for each succeeding two (2) hour period that said reasonable and competent assistance is not provided by Supplier. For a perpetual license, the amount shall be 1/6 times the related Product Schedule annual maintenance and support charge, or two (2) times the related Product Schedule monthly maintenance and support charge, as the case may be, whether payable or not by a Department, for each succeeding two (2) hour period that said reasonable and competent assistance is not provided by Supplier.

Software Maintenance Support. a) After DMV’s acceptance of any Deliverable by the Department and subject to the terms, conditions and charges set forth in terms of this Agreement, Contractor represents and warrants that it shall provide the following maintenance and support services for any each Deliverable shall be provided and the System to the Department as followsDMV: 1. Contractor shall provide such reasonable and competent assistance as necessary to cause the Deliverable to perform Perform in accordance with its applicable portions of the Specifications; 2. Contractor shall provide Improvements which that may be developed by Contractor or made available to Contractor by the Licensor related to any Deliverableand all Deliverables or the System; and 3. Contractor shall update updates to any Deliverable, if and as required, all Deliverables to cause it each Deliverable to operate under new versions or releases of the operating system(s) specified in the Deliverables DocumentExhibit 2, but shall not include upgrades to Software for which Contractor charges its customers, or upgrades by a Licensor that is charging Contractor for such upgrade, unless DMV purchases such upgrades from Contractor. b) Maintenance Prior to any quarterly meetings held by DMV and Contractor, Contractor shall provide to DMV an updated roadmap detailing Contractor’s progress in fulfilling the Deliverables implementation schedule and Contractor’s Software developments and System development plans, including likely schedules for Contractor rollouts of patches, updates, upgrades or any other improvements to its systems and programs in a format that will permit DMV to understand the substantive changes that such materials may have and the impact such patches, updates, upgrades or improvements may have to the System and to consider whether adoption of such patches, updates, upgrades or improvements should be implemented by DMV. c) Contractor shall provide maintenance and support services shall be provided by on a daily basis throughout the Term, unless DMV delivers to Contractor on an annual basis. Contractor shall provide Department written notice of renewal not less than insert of days at least thirty (#30) days prior to DMV Business Days before the expiration date of the then current Term that DMV will discontinue receiving maintenance and support period. Maintenance and support shall automatically renew for successive twelve (12) month periods or unless thirty (30) days prior written notice of termination is provided DMV exercises its right to the Contractor by the Department before the end of the then current term of maintenance and support servicesTerminate this Agreement. cd) Contractor shall maintain sufficient and competent Deliverable support services staff staff, consistent with that flow chart furnished by Contractor as part of Exhibit 2 to satisfy the all Contractor obligations specified herein for any Deliverableeach Deliverable and System. de) DMV shall provide Contractor shall have full and free access to any each Deliverable to provide and System for the limited purpose of providing Services required services thereonunder this Agreement, subject to DMV’s and the Stateapplicable Site’s access policies. e) If any Deliverable becomes not usable due to the computer manufacturer's release and the installation of (1) a new PU operating system or (2) an updated version of the present PU operating system or (3) a change to the present PU operating system and the Contractor is unable to provide changes to the Deliverable to cause it to operate according to Specifications within thirty (30) days of written notification by the Department to Contractor of such failure to operate, any such Deliverable so affected shall have its paid maintenance and support period, periodic-payment license period or limited term license period extended an additional period of time equal to the period of time the Deliverable was not usable. If, after the expiration of thirty (30) days from the date of said notification, the Deliverable remains not usable, then the applicable license may be terminated at the option of said Department without further obligation or liability.