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FIRST ADDENDUM EXHIBIT A To Agreement between Colossus , Incorporated , d / b/a InterAct Public Safety Systems and Indian River County , Florida " SYSTEM " shall mean the Equipment , Software , Third Party Software and Services described in the applicable Order Form or Statement of Work . " SUBSYSTEM " shall mean a component of the System comprised of the Software separately noted on the Order Form Summary and the Equipment , Third Party Software and Services associated with that separately noted Software . " SYSTEM CHARGE " shall mean collectively , as specified in each Order Form or Statement of Work ( as applicable ) , the Equipment cost , fees for Software and Third Party Software licenses and fees for installation , training and other services . " THIRD PARTY SOFTWARE " shall mean ( I ) Open Source software provided to Customer by InterAct ; ( II ) operating system software and database software ; and ( III ) Software that the copyrights therein are owned by a party other than InterAct and that is either ( a ) installed on or included with Equipment at the time that such Equipment is purchased by InterAct or ( b ) designated as being Third Party Software on an Order Form or Statement of Work . 2 . Software License and Restrictions . Contingent upon Customer's compliance with the terms of this Agreement and with all Site , User and use restrictions set forth in a SOW or Order Form , InterAct grants to Customer a perpetual ( subject to Paragraph 13 ) , non - exclusive and non - transferable license to install and permit its employees ( " Users " ) to use the Software solely for Customer's internal purposes . Customer shall not sublicense , redistribute or otherwise allow third parties to use the Software , directly or indirectly , whether on a time sharing , remote job entry or service bureau arrangement or otherwise . Customer shall not engage any third party to host the Software for Customer's use , nor shall Customer host for others or otherwise make the Software available for use by others . Customer will not modify or prepare derivative works of the Software . Customer shall not copy the Software except that Customer may create a limited number of copies of the Software as reasonably necessary for archival or back- up purposes . Customer will not reverse compile , reverse engineer or reverse assemble the Software or otherwise attempt to derive or obtain any portion of the Software source code . 3 . Sale of Equipment . InterAct will sell to Customer the Equipment specified in an Order Form . Customer agrees that each Order Form incorporates by reference the terms and conditions of this Agreement and constitutes a separate sale agreement for the Equipment described therein . All Equipment purchased by Customer is provided EXW ( Incoterms 2000 ) from manufacturer's facility . InterAct shall deliver and Customer shall accept delivery of the Equipment at the location set forth in the Order Form . InterAct shall use reasonable efforts to meet any delivery dates set forth in an Order Form . InterAct will pack and seal the Equipment , or will cause the manufacturer to do so , in accordance with any procedures required by the manufacturer to remain eligible for the manufacturer's maintenance agreement . InterAct reserves and Customer grants to InterAct a purchase money security interest in the Equipment to secure payment in full of the System Charge . InterAct may file a copy of this Agreement , any Order Form or a financing statement in the appropriate filing offices to perfect such security interest without prior notice or consent to Customer . 4 . Installation and Training . InterAct will provide the installation services and training services specified in an Order Form or Statement of Work . Customer will provide prompt and reasonable access to Customer's information , documentation , facilities , equipment , hardware and personnel as requested by InterAct to facilitate InterAct 's performance of the installation services and training services . S . Maintenance . a . Software Maintenance . InterAct will provide maintenance and support services for the Software , excluding Third Party Software and Project Deliverables , ( such services , " Software Maintenance " ) to Customer for the period ( s ) set forth in an Order Form and thereafter for such periods as may be mutually agreed upon ( each a " Software Maintenance Period " ) , subject to Customer's payment of the applicable maintenance fees ( " Software Maintenance Fees " ) to InterAct . Software Maintenance will be provided in accordance with and consist solely of the products and services described in the InterAct Software Maintenance Guide in effect at the start of then - current Maintenance Period , which are hereby incorporated by reference herein and made a part hereof. A copy of the Software Maintenance Guide applicable as of the Effective Date is attached hereto as Exhibit A . b . Eauioment Maintenance . InterAct will provide maintenance and support services for the Equipment (" Equipment Maintenance " ) to Customer for the period ( s ) set forth in an Order Form and thereafter for such periods as may be mutually agreed upon ( each an " Equipment Maintenance Period ") , subject to Customer' s payment of the applicable maintenance fees ( " Equipment Maintenance Fees " ) to InterAct . Equipment Maintenance will be provided in accordance with and consist solely of the products and services described in the InterAct Equipment Maintenance Guide in effect at the start of then - current Equipment Maintenance Period , which are hereby incorporated by InterAct Public Safety Systems 2 Master Purchase , License & Services Agreement v3 . 0 (2011 -05-06 ) FCF M -0011 - 1