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tion support hours at any time, Client trey purchase addl-
<br />Ilboal hours at Yardi's lhen-current preval#Ing 'application
<br />support rate at the toe Client needs thehoura.
<br />t• Appilcatfan Support Hours, Mardis appficsllon
<br />Support hours are from 8:04 am to 4.00 pm (Pachin Time)
<br />Monday Iheough r6day (exeJuding holidays),
<br />g. Prlorlty,
<br />(t) Yardl shall have the right to prioritize application
<br />support requests a000rding to the applicabon support lasuo's
<br />Impact all Client. Yardl will prioritize application support ro-
<br />quests In the following order:
<br />Prlorily 1; Business halted (total Ina billti to perform normal
<br />operatlan)
<br />Client %vlll submit support requests by telephone to
<br />Yardt's application support number.
<br />Response as rapid as reasonably feasible -- gon-
<br />orally within 2 business hours.
<br />Priority 21 6ualness Impacted (severe reatrictlon of Clients
<br />Use of the Ownsed Programs — a poiant)nJly odtical prob.
<br />tern)
<br />Cllaryt will oubmil Support requests by telephone to
<br />Yardl'o application support number.
<br />Protnpf rospcnse subject only to delays for priority
<br />1 lssuee, generally wIIMn 4 business hours.
<br />Pdort(y a; Non•criticei sarvice, requests (any Issue that is not
<br />A Priority 1 or priority 2 issue)
<br />Client wit W15mit support request by tatacommunl-
<br />cabons to Yardl appiloellon Support,
<br />• Response subject to delays for priority 1 and 2 is-
<br />sues, generally within 1 business day,
<br />(tl) Yardl wllf work on Priority 1 and 2 tssues with
<br />continuous fooua, and with Client's cooperation, through
<br />resolution.
<br />h. Software Upgrades, Yards wdl periodically make
<br />available to Client (at no'addlllonsl cost b Client) updalss,
<br />upgrades and current versions of the Licensed Programs
<br />which will Include oarreollons, enhancements, andlor 1n1-
<br />provements, Client reservga the right to refuse updates and
<br />upgradoa of the Ltoansed Programs; provided, however, Ihat
<br />Yardl reserves the right to cease application support servic-
<br />es for verslona of (tier Lfcensed Programs more than 2 years
<br />alder than the latest version of the Licensed urograms gen-
<br />erally relossad to Yordi's cher".
<br />1, $landard Term. Applloaflon Support services are
<br />Subject to this Agreement's terms and bmeiy payment of al}
<br />Undisputed. Fees, $ub)ect to fie section 3(c) (Termination
<br />for Cause) notca and pure provisions, Yardl may suspend
<br />application support services If Client falls to tamely make any
<br />Undlsputed t=ee payment.
<br />i, Obcolescenca, Yards reserves its right to cease
<br />providing appffeatlon support servlco for Licensed programs
<br />on the later of: (I) 0 years from the date on which Yanff
<br />ceases to license the Licensed Programs, or (II) 8 years from
<br />the Effective Date, whichever Is later, Yardl agrees to nofify
<br />Client if and when Yardl will ceas appllcaiion support ser-
<br />EXHIBIT 1
<br />vices In accord with thls section 70) (Obsolescence)
<br />B. ala.
<br />a, Client Data Storage, Sub)eci to Force Majeure
<br />Events, Yardl agrees to stare all Client Data on Yardf`e pr;_
<br />Mary carver and back-up servers, purli)g this Agreanrent'a
<br />term, Cliaht grants to Yardl a non-exclusive license to repro-
<br />duce Chant Data ot1 Yardl's primary Server shd backup
<br />sarvers solely for Client to use Client Data fn connection with
<br />Cllent'e Use of the Licensed Programs. Wwlthstending ria
<br />foregoing, if any Chant Data It lost for any reason. Yard[
<br />agrees to use commermally reasonable efforts to recovor
<br />lost Citent Dale and will assist Client In IdendfAng lost Client
<br />Data,
<br />b, Limited Liability for Unauthortzed Client Data
<br />Access, Yardl agrees to vee (1) firewalls and other teohhos-
<br />ogy gele*fy used In the trade to prevent unauthorized e
<br />party acc©ss to its oamputer systems storing Client Data,
<br />and (Il) available encryption techXology generally used In the
<br />trade to prevent unaulhadzed 9 party+ acoass to Client Date
<br />IranSMISslone, hlofwiNtanding the fdrsgoing, Yards shall
<br />not be Ifabla to Ghent In the event that (A) its use of arewalle
<br />and 'oilier technology generally used In the trade (tont; to
<br />prevent unauthorized third party access to Client Data, or
<br />(E) Ila uac of encryption technology generety used in the
<br />trade falls t4 prevent unauthorized third party access to
<br />Ghent Data Gansrtllaslons, Notting in We aeotloo 8(b) (Li=
<br />mitod Liability for Uhiruthorixed Client Data Access) shall
<br />conpWute a representation or warranty by Yardi that Client
<br />Dole storage or transmission wtil be Inaccessible to unau' Vio.
<br />dz'ed third parties,
<br />D- Cflent Date 8sckupt Client Bata Retrieval. Subject
<br />to Foroe Mtajeuro l5vonis, Yardl will: (i) execute (A) nightly
<br />database backups to a backup server, (8) Incremental data-
<br />base transscdon tag rile backups every SG minutes to a
<br />Itaokup server, (C) weekly backups of all Client Data and the
<br />Woult pact b a backup server, and (d) nightly Incremental
<br />backups of the default path to a backup aerver; (Il) replicate
<br />Client's database and default (lath to an off -elle locetlon (La.,
<br />other than the prinl8ry data center); and (ill) save the lest 14
<br />nighty datebado backups on a secure transfer aerver(I e„ at
<br />any given time, the fast 14 nlghUy database lrbckups wal be
<br />on [tie secure transfer server) from which Client may rehleve
<br />the database backups at any time.
<br />8. �onfidentlspty,
<br />a, Cibnfldontiol inforrnatlon Definition. 'Confidential
<br />Inforrnatan" means all.taohnlcat and non•teuhnical Informa-
<br />tion including: (1) Client Data, (11) patent, copyright, trade
<br />secret, end other proprietary Information, (Iii), Inventions,
<br />know-how, processes, or algorithms, (Iv) software programs,
<br />software source documents, object code, source coda, dale -
<br />base dict#nnirloa, network diagrams, UNK diagrams, LI-
<br />censed Prcgrama Documentation, (v) devalopment, design
<br />detallo and specifications, (VI) a party's financlal Information,
<br />(vil) customer Ilsis, business forocasta, Sales and markeling
<br />plans and Information, (vtil) the prices offersd or paid per
<br />this Agreement for Yardl's products and services, (ix) EA570
<br />rspbris and any Infarmatlon related to 3A574 reports, (x) this
<br />Agreement's terms, and (1(I) any other Informallon disclosed
<br />by a party, or to which a party Is exposed because of this
<br />Aaroement, that the discwosing patty Identifies as confldenfiaf
<br />at the lime of dfaciosure or which — by its nature - reasonably
<br />4
<br />Yard Cilant
<br />Grsnft ntiaf
<br />Data of Praperaton: July 23, 2009 7:22 AM
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