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previously provided corrections for such Error which Customer fails to implement; (c) in connection with any Errors or problems that have been caused by errors, defects, problems, alterations, revisions, changes, enhancements or modifications in the database, operating system, third party software (other than third party software embedded in the Software by Hyland), hardware or any system or networking utilized by Customer; (d) if the Software or related software or systems have been subjected to abuse, misuse, improper handling, accident or neglect; or (e) if any party other than Hyland, or an authorized subcontractor specifically selected by Hyland, has provided any services in the nature of Maintenance and Support to Customer with respect to the Software. Maintenance and Support does not include any services that Hyland may provide in connection with assisting or completing an upgrade of Supported Software with any available Upgrade and Enhancement. 22 Work Products. Maintenance and Support is not provided for any Work Products; however, if Customer desires Maintenance and Support regarding the operation or use of Work Products, Customer may request such Maintenance and Support and the parties may agree to enter into a Services Proposal for such Maintenance and Support in accordance with an applicable Professional Services Schedule. 2.3 Excluded Software and Hardware. This Schedule does not govern, and Hyland shall not be responsible for, the maintenance or support of any software other than Supported Software, or for any hardware or equipment of any kind or nature, whether or not obtained by Customer from Hyland. 3. CERTAIN OTHER RESPONSIBILITIES OF CUSTOMER. 3.1 Ooeration of the Software and Related Svstems. Customer acknowledges and agrees that it is solely responsible for the operation, supervision, configuration, management and control of the Software and all related hardware and software (including the database software). Customer is solely responsible for obtaining or providing training for its personnel; and for instituting appropriate security procedures and implementing reasonable procedures to examine and verify all output before use. 3.2 Access to Premises and Svstems. Customer shall make available reasonable access to and use of Customer's premises, computer hardware, peripherals, Software and other software as Hyland deems necessary to diagnose and correct any Errors or to otherwise provide Maintenance and Support Services. Such right of access and use shall be provided at no cost or charge to Hyland. 4. MAINTENANCE PERIODS; RENEWAL AND NON -RENEWAL; REINSTATEMENT; FEES. 4.1 Goncrall . The first period of this Maintenance Schedule shall be the Initial Maintenance Period. This Maintenance Schedule may be renewed for any additional periods only by mutual written agreement of the parties as follows: (a) at the end of the Initial Maintenance Period, for a period from the fust day after the end of the Initial Maintenance Period through December 31 of the calendar year in which the Initial Maintenance Period ends; and (b) thereafter, annually on a calendar year by calendar year basis. With respect to any renewal maintenance period, mutual agreement may be evidenced by Hyland's invoicing of annual maintenance fees for such renewal maintenance period and Customer's timely payment of such annual maintenance fees. For any renewal maintenance period commencing within the Locked Maintenance Period, there shall be no increases to the annual maintenance fees due for the Software licensed during the Locked Maintenance Period. "Locked Maintenance Period" shall mean the period commencing on the Effective Date through December 31, 2020. Thereafter, Hyland may increase the annual maintenance fees for the Software for any renewal maintenance period by up to three percent (30K) of the previous year's annual maintenance fees. Notwithstanding anything to the contrary, the term of this Maintenance Schedule shall immediately terminate at the time the version of the Supported Software licensed by Customer and in use in its production environment becomes Retired Software. 4.2 Reinstatement. In the event of the termination of Maintenance and Support under this Maintenance Schedule either by Customer's decision not to renew or by the Supported Software becoming Retired Software, Customer may during the term of this Agreement after the effective date of such termination elect to reinstate the term of this Maintenance Schedule in accordance with this paragraph. To obtain reinstatement, Customer shall: (a) deliver written notice to such effect to Hyland; (b) pay to Hyland (1) annual maintenance fees for all maintenance periods which would have elapsed from the effective date of such termination through the effective date of such reinstatement; and (2) an amount equal to one hundred ten percent (110%) of the annual maintenance fees for the renewal period of such Maintenance Schedule commencing on the effective date of such reinstatement; and (c) if the Supported Software has become Retired Software, upgrade to the latest released version of the Software which is Supported Software. Any reinstatement under this paragraph shall be effective as of the fust business day after Hyland bas received the notice of reinstatement and all payments required to he made hereunder in connection with such reinstatement. The renewal maintenance period commencing with the ef3'ective date of such reinstatement shall be for a period coding on the fust annual anniversary of such effective date; and thereafter this Maintenance Schedule shall be renewed for an additional maintenance period as described in paragraph 4.1 above. REV: 01-09-1815 Page 17 of 51 ATTY/AGR.2018.001/Hyland Onbase ACMS