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SOFTWARE MAINTENANCE AGREEMENT <br /> THIS AGREEMENT is entered into between SunGard Public Sector and Customer on the Execution <br /> Date, and SunGard Public Sector's obligations hereunder will commence on Execution Date. <br /> SunGard Public Sector, as successor in interest to CRW Systems Inc., and Customer have entered <br /> into an Agreement dated January 28, 2002 (the"License Agreement") for the Software. SunGard Public <br /> Sector assumed the right and responsibilities of CRW Systems, Inc. pursuant to the License Agreement <br /> on June 12, 2015. CRW Systems Inc. also provided maintenance under an Agreement dated April 19, <br /> 2010, which expired on February 28, 2015. Customer desires that SunGard Public Sector provide <br /> Maintenance and Enhancements for and new releases of the Baseline Covered Component Systems <br /> identified in Exhibit 1 on the terms and conditions contained in this Agreement. Accordingly, the parties <br /> agree as follows: <br /> known to the public without fault or breach of the <br /> 1. Definitions. Recipient; (ii) the Discloser regularly discloses to third <br /> parties without restriction on disclosure; or (iii) the <br /> "ExhibiY' means, collectively: (i) The Recipient obtains from a third party without restriction <br /> schedule attached to this Agreement which is on disclosure and without breach of a non-disclosure <br /> marked as "Exhibit 1," including all attached obligation. <br /> Software Supplements; and (ii) any schedule <br /> also marked as "ExhibiY' (also including any "Disclose�" means the party providing its <br /> attached Software Supplements� that is Confidential Information to the Recipient. <br /> attached to any amendment to this <br /> Agreement. Other appendices to this "Documentation" means the on-line and hard copy <br /> Agreement are numbered sequentially and are functional and technical specifications that SunGard <br /> also"Appendices." Public Sector provides for a Baseline Component <br /> System, and that describe the functional and technical <br /> "Baseline" means the general release capabilities of the Baseline Component System in <br /> version of a C*�mponent System as updated to question. <br /> the par#icular time in question through both <br /> SunGard Pu�lic Sector's warranty services "Execution Date" means the latest d�te shown on <br /> and SunGard Public Sector's Maintenance the signature page of this Agreement. <br /> Program, but without any other modification <br /> whatsoever. "Intellectual Proqertv Riqhts" means all patents, <br /> patent rights, patent applications, copyrights, copyright <br /> "Comqonent Svstem" means any one of the registrations, trade secrets, trademarks and service <br /> computer software programs which is marks and Confidential Information. <br /> identified in Exhibit 1 as a Covered <br /> Component System, including all copies of "Software" means the Component Systems listed in <br /> Source Code, Object Code and all related Exhibit 1. <br /> specifications, Documentation, technical <br /> information, and all corrections, modifications, "Obiect Code" means computer programs <br /> additions, improvements and enhancements assembled, compiled, or converted to magnetic or <br /> to and all Intellectual Property Rights for such electronic binary form on software media, which are <br /> Covered Component System. readable and usable by computer equipment. <br /> "Confidential Information" means non- "RecipienY' means the party receiving Confidential <br /> public information of a party to this Information of the Discloser. <br /> Agreement. Confidential Information of <br /> SunGard Public Sector includes the Software, "Software Supplement" means, with respect to a <br /> all software provided with the Software, and Component System, the addendum provided as part <br /> algorithms, methods, techniques and of Exhibit 1 that contains additional terms, conditions, <br /> processes revealed by the Source Code of the limitations and/or other information pertaining to that <br /> Software and any software provided with the Component System. If any terms of a Software <br /> Software. Confidential Information does not Supplement conflicts with any other terms of this <br /> include information that: (i) is or becomes Agreement, the terms of the Software Supplement will <br /> Page 2 of 10 <br /> REV:05-02-16 RL <br /> ATTY/AGR/2016.089/CITY OF REDWOOD CITY,CA SPS MAINTENANCE 071015 <br />