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<br />. . <br /> <br />. <br /> <br />. <br /> <br />A-2003-069 <br /> <br />SECOND AMENDMENT TO V ALLEY OAK SYSTEMS <br />SOFTWARE LICENSE, SERVICE, AND MAINTENANCE AGREEMENT <br /> <br />THIS SECOND AMENDMENT, made and entered into this ) 1'v day of April 2003, by and between, <br />VALLEY OAK SYSTEMS (VOS) and the City of Santa Ana, a charter city and mwticipal corporation <br />duly organized and existing under the Constitution and laws of the State of California ("City"), <br />collectively referred to herein as "the Parties". <br /> <br />RECIIALS <br /> <br /> <br />A. The Parties entered into that certain agreement entitled "V ALLEY OAK SYSTEMS <br />SOFTWARE LICENSE, SERVICE, AND MAINTENANCE AGREEMENT ", hereinafter <br />referred to as "said Agreement", for installation, training and maintenance of the City of Santa <br />Ana Personnel Services Agency workers compensation and liability computer programs; <br /> <br />The Parties hereto now desire to amend Exhibit D (SOFTWARE MAINTENANCE AND <br />SUPPORT AGREEMENT) to allow for continuous uninterrupted service under said <br /> <br />.,? <br /> <br />\? ~~ . WHEREFORE, in consideration of the mutual and respective covenants and promises hereinafter <br />~~~(~ contained and made, and subject to all of the terms and conditions of said Agreement as hereby amended, <br />~. " {, the parties hereto do hereby agree as follows: <br />'\J <br /> <br />agreement. <br /> <br />1. Exhibit D, Section 2, Maintenance and Support Services of said Agreement is hereby amended to <br />add subsection: <br /> <br />d. VOS agrees to provide additional training to City as requested. Said training shall be <br />provided by VOS at an hourly rate not to exceed $187.50 per hour. <br /> <br />2. Exhibit D, Section 2, Maintenance and Support Services of said Agreement is hereby amended to <br />add subsection: <br /> <br />e. VOS agrees to provide updates, upgrades and support services as per the standard <br />support and maintenance agreement that entitles City to request VOS support to perform <br />upgrades of any standard VOS release during business hours. Other non-standard services can be <br />requested on a time and expense basis (as per VOS' Service Level Agreement). <br /> <br />3. Exhibit D, Section 2, Maintenance and Support Services of said Agreement is hereby amended to <br />add subsection: <br /> <br />f. VOS agrees to provide the iVOS application to City with an increase to the current <br />maintenance fee. City shall have the option for VOS to perform certain implementation services for <br />iVOS, which is estimated to take up to ten (10) days. (See Section 5 below for fees associated with <br />maintenance and the optional implementation services.) City agrees that the addition of the iVOS <br />application ("iVOS") will fall under the same terms and conditions specified in the Software License <br />Agreement for the original Software. All rights granted to City by VOS for the Software in the <br />Software License Agreement will be granted to City for iVOS. VOS shall, at all times, retain <br />ownership of all rights, title and interest of iVOS. <br /> <br />Exhibit A. 22 of 39 <br />