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Participating Addendum. <br />Participating State means a state, the District of Columbia, or one of the territories of the United <br />States that is listed in the Request for Proposal as intending to participate. Upon execution of the <br />Participating Addendum, a Participating State becomes a Participating Entity; however, a state <br />listed in the Request for Proposal is not required to participate. <br />Product means any Equipment, software (including Embedded Software), software as a service <br />("SaaS"), documentation, professional services, service or other deliverable supplied or created <br />by the Contractor pursuant to this Master Agreement. The term Products, supplies and services, <br />and products and services are used interchangeably in these terms and conditions. <br />Purchasing Entity means a state (as well as the District of Columbia and U.S territories), city, <br />county, district, other political subdivision of a State, and a nonprofit organization under the laws <br />of some states, authorized or otherwise eligible toplace an order under the terms of this Master <br />Agreement, that issues a Purchase Order against a Participating Addendum and this Master <br />Agreement. <br />Statement of Work (SOW) means a document that details the work of Category 3 Products and <br />clarifies deliverables, costs, and timelines. <br />NASPO ValuePoint Program Provisions <br />3. Term of the Master Agreement <br />a. The initial term of this Master Agreement is for Five (5) years from the last date of signature of <br />this Master Agreement. This Master Agreement may be extended beyond the original contract <br />period for up to Five (5) additional years at the Lead State's discretion and by mutual agreement <br />and upon review of requirements of Participating Entities, current market conditions, and <br />Contractor performance. <br />b. The Master Agreement may be extended by mutual agreement for a reasonable period of time <br />in adherence to the Lead State's Procurement Code, if in the judgment of the Lead State a follow- <br />on, competitive procurement will be unavoidably delayed (despite good faith efforts) beyond the <br />planned date of execution of the follow-on master agreement. This subsection shall not be <br />deemed to limit the authority of a Lead State under its state law otherwise to negotiate contract <br />extensions. <br />4. Amendments <br />The terms of this Master Agreement shall not be waived, altered, modified, supplemented or <br />amended in any manner whatsoever without prior written agreement of the Lead State and <br />Contractor. <br />VerizHtAQ14I A <br />