This Information Processing Systems Agreement hereinafter referred to as the Agreement or contract is made by and between the state of Connecticut acting by its Department of Information Technology/Contracts and Purchasing Division hereinafter referred to as the State located at 101 East River Drive East Hartford CT 06108 and ESP Solutions Group, hereinafter referred to as the Contractor having its principal place of business at 8627 N Mopac Suite 400 Austin TX 78759. Software Maintenance and Support a. After Acceptance of any software Deliverable by the Department and subject to the terms, conditions and charges set forth in this agreement contractor represents and warrants the maintenance and support services for any software 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 Specification. 2. Contractor shall provide improvements which may be available to contractor to any deliverable 3. Contract shall update any Deliverable, if and as required to cause it to operate under new versions or release of the operating system specified in the attachment b. Maintenance and support services shall be provided by the contractor on an annual basis and shall automatically renew for successive twelve month period unless 30 days prior written notice of termination is provided to the contractor by the Department before the end of the initial term or any renewal term of maintenance and support service. Telephone Support services are to include no customization or training, but technical support issues only. c. Contractor shall maintain sufficient and incompetent Deliverable support services staff services staff to satisfy the contractor obligations specified herein for any Deliverable d. Contractor Shall have full and free access to any Deliverable to provided required services thereon e. if any Licensed Software Deliverable becomes not usable due to the computer manufacturers 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 present PU operating system and the contractor is unable to provide changes to the deliverable to cause it to operate according to Specifications within 30 days of written notification by the department to contractors of such Deliverable so affected shall have its paid maintenance and support period periodic period license may be terminated at the option of said department without further obligation or liability f. contractor shall respond to the departments telephone request for technical support relative to any installed software deliverable within 4 hours of such request failure to provide reasonable and competent telephone assistance in the state sole determination within the 4 hours period shall entitle department to either credit or reimbursement against current charges payable to the contractor for a non perpetual license in the amount of ten percent of the contractors current licence fee for each succeeding 4 hour period that reasonable and competent assistance is not provided contractor. Hardware Maintenance and Support a. Department shall responsible for site work external to but required for hardware deliverable installation and for contractor maintenance time and material costs of hardware deliverable repairs necessitated by department misuse or negligence. b. Contractor shall not be responsible for the consequences of any hardware deliverable repairs adjustment or modification performed by any person not representing contractor however this provision does not preclude contractor granting approval for such performance by persons not representing the contractor. c. contractor shall maintain sufficient installed hardware deliverable staff replacement hardware deliverable and ancillary equipment to satisfy the preventive and remedial maintenance requirements and section d. contractor shall have full and free access to any hardware deliverable to provide required service thereon. contractor shall maintain an onsite hardware deliverable log to contain brief description of department reported problems and the associated remedial of scheduled preventive maintenance services performed on any installed hardware deliverable e. preventive maintenance shall be provided at a time mutually agreeable to department and contractor and may be charged to department at non-PPM service rates unless scheduled during a PPM period preventive maintenance shall conform to the hardware deliverable manufacturer's recommended schedules and procedures and may be performed concurrently with remedial maintenance. f. contractor shall arrive at the system site within 4 hours upon recipient of department request for PPM. Unless other agreements are agreed to by the department should the contractor representative arrive at the system site 1 hour or more before the end of a PPM remedial maintenance shall be then completed or continued for a grace period of up to one 1 beyond the PPM period without charging the state for Non PPM service. At the expiration of the grace period the state shall have the option to either complete such maintenance at current Non-PPM rates or schedule maintenance resumption at the beginning of the next daily PPM period. g. At department option any contractor PPM service may be extended to cover any Non-PPM period by the state's ordering and paying for such additional maintenance coverage period according to the product schedule provision for 1 on-call unscheduled hourly rate Non-PPM and or 2 schedule non-PPM surcharge. The Omission on the product schedule maintenance charges for said extended periods of maintenance indicates that such additional maintenance coverage is not offered by the contractor.