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"On -Site Hour" means time worked by ImageTrend personnel on Client premises, or other premises of Client's choosing that are not ImageTrend's corporate offices, measured in hourly increments. "Statement of Work" means the technical document which outlines a mutually agreed upon specification for all deliverables defined by this Agreement including particular Custom Development projects and associated costs, payment terms and acceptance procedures. This document requires client acceptance and signature prior to beginning work. "Support" means technical support for the configuration and functioning of the products, including taking and monitoring defect reports, as defined further below in the Service Level Agreement between ImageTrend and Client attached hereto as Exhibit C and incorporated by reference. "Software" means ImageTrend software provided to Client by ImageTrend, specifically software developed and/or written by ImageTrend. Software developed by a third -party which is purchased on behalf of Client is considered Third Party Material. "Receiving Party" means the party receiving Confidential Information from the Disclosing Party "Time and Materials Basis" means charges billable to the Client based upon each hour worked, multiplied by the hourly rate for the work, plus the cost of any Materials necessary (including but not limited to, the cost of third party software licenses, travel and accommodation expenses, or otherwise), or Materials beneficial (conditioned upon mutual assent of the parties), billed on a monthly basis in arrears. "Work Order" means the document which outlines a mutually agreed upon set of services, products, or Deliverables and associated costs, payment terms, and acceptance procedures that are in addition to the scope of work and deliverables defined in the master agreement. SECTION 2. TERM OF AGREEMENT The Term of this Agreement shall be 60 months from the Effective Date of this Agreement ("Initial Term"). REV: 06-15-2020 PR ATTY/AGR.2020.099/ImagTrend, Inc. (Page 4 of 32)