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6.1.J. - Page 12 <br /> sEnsus <br /> Exhibit A <br /> Software as a Service <br /> I. Description of Services <br /> This Exhibit A to the AMI Agreement between Sensus and Customer contains the details of the Software as a Service that Sensus <br /> shall provide to Customer until this Agreement is terminated pursuant to its terms. <br /> A. Software as a Service Generally. <br /> Software as a Service is a managed service in which Sensus will be responsible for the day-to-day monitoring, maintenance, <br /> management, and supporting of Customer's software applications. In a Software as a Service solution, Sensus owns all <br /> components of the solution (server hardware, storage, network equipment, Sensus software, and all third-party software) <br /> required to run and operate the application.These software applications consist of the following(each an"Application"): <br /> • Regional Network Interface(RNI) <br /> • Sensus Analytics <br /> o Essential <br /> The managed application systems consist of the hardware,Sensus Software, and other third-party software that is required to <br /> operate the software applications. Each Application will have a production, and Disaster Recovery (as described below) <br /> environment. Test environments are not provided unless otherwise specifically agreed by Sensus in writing. Sensus will <br /> manage the Applications by providing 24 x 7 x 365 monitoring of the availability and performance of the Applications. <br /> B. Usage License. Sensus hereby gives Customer a license to use the Sensus Applications for the Permitted Use until this <br /> Agreement is terminated pursuant to its terms("Usage License"). This Usage License shall commence on the Effective Date and <br /> shall terminate upon the earlier of(i)the expiration or termination of this Agreement for any reason; (ii) if Customer uses the <br /> Applications provided hereunder other than for the Permitted Use;and(iii)the Application is terminated as set forth below. <br /> C. Termination of Software as a Service. Customer shall have the option at any time after full deployment but before the end of <br /> the Term to terminate any Application by giving Sensus one hundred twenty(120)days prior written notice. Such notice,once <br /> delivered to Sensus, is irrevocable. Should Customer elect to terminate any Application, Customer acknowledges that; (a) <br /> Customer shall pay all applicable fees, including any unpaid Software as a Service fees; (b) Software as a Service for such <br /> Application shall immediately cease at the conclusion of the one hundred twenty (120) day period; (b) Sensus will cease to <br /> provide the Software as a Service for such Application.In the event of early Termination by Sensus pursuant to Section 7.C.iv of <br /> the Agreement, any prepaid fee shall be apportioned as of the termination date and reimbursed to Customer (otherwise, <br /> Sensus shall not be required to reimburse any fees) . If Customer elects to terminate the RNI Application in the Software as a <br /> Service environment but does not terminate the Agreement generally,then upon delivery of the notice to Sensus, Customer <br /> shall purchase the necessary(a) RNI(s) hardware and(b) RNI software license,each at Sensus'then-current pricing. No portion <br /> of the Software as a Service fees shall be applied to the purchase of the RNI hardware or software license. Upon termination, <br /> and upon Customer's request, Sensus shall provide Customer a copy of archived source CMEP files retained for the current <br /> agreed to retention period.Access to the archived data will be by secure file transfer protocol to Sensus file servers.Customer <br /> will have 30 days to download the archived data before it is deleted. <br /> D. "Software as a Service"means only the following services: <br /> i. Provide the use of required hardware, located at Sensus' or a third-party's data center facility (as determined by <br /> Sensus),that is necessary to operate the Application. <br /> ii. Provide production and disaster recovery environments for Application. <br /> iii. Provide patches,updates,and upgrades to latest Sensus Hosted Software release. <br /> iv. Configure and manage the equipment(server hardware,routers,switches,firewalls,etc.)in the data centers: <br /> a. Network addresses and virtual private networks(VP N) <br /> b. Standard time source(NTP orGPS) <br /> c. Security access points <br /> d. Respond to relevant alarms and notifications <br /> v. Capacity and performance management: <br /> a. Monitor capacity and performance of the Application server and software applications 24x7 using KPI metrics, <br /> thresholds, and alerts to proactively identify any potential issues related to system capacity and/or <br /> performance(i.e.database,backspool,logs,message broker storage,etc.) <br /> b. If an issue is identified to have a potential impact to the system, Sensus will open an incident ticket and <br /> REV:10-07-16 JS <br /> CONFIDENTIAL I Pape 9 dal <br /> ATTY/AGR.2016.295/Sensus USA inc. -AMI Software Agreement <br />