Addendum to Software License Agreement


Notwithstanding anything in the above Agreement to the contrary, this Addendum hereby amends the above Agreement as follows:

Effective as of the date Licensee clicks “I Accept” on the display that appears with this Addendum, Licensee hereby elects to purchase Enhanced Support from Vertex for the Licensed Product listed on the registration page that appears with this Addendum (the “Registration Page”). By clicking “I Accept,” you:

(i) represent that you have a license for the above Licensed Product for which you are purchasing Enhanced Support;

(ii) represent that you have the authority to enter into this Addendum on Licensee’s behalf; and

(iii) agree that Licensee will be bound by the terms of this Addendum.

Terms defined in the above Agreement will have the same meanings in this Addendum as in the above Agreement. Terms not defined in the above Agreement will have the meanings defined in this Addendum.

Vertex’s standard support hours are Monday to Friday, from 8:15 a.m. to 8:00 p.m. EST, excluding Vertex holidays. “Enhanced Support Period” means from the time you click “I Accept” to the time Vertex’s standard support hours resume. As consideration for payment by Licensee to Vertex of the fees below, Vertex will be available to provide telephone support to Licensee for the above Licensed Product during the Enhanced Support Period, subject to the following:

1. Licensee will place all calls for Enhanced Support during the Enhanced Support Period from the United States to a number to be provided if the Hardware on which the above Licensed Product is intended to run has ceased operating properly and Licensee believes the cause may be the above Licensed Product.

2. A dedicated Vertex support representative will respond to each such call within sixty (60) minutes to answer questions related to the above Licensed Product.

3. The Vertex support representative will contact the primary and/or secondary contact indicated on the Registration Page or such other party as may be designated by the primary or secondary contact.

4. Vertex will invoice Licensee $1,500 (one thousand five hundred U.S. dollars) for every 24 (twenty-four)-hour period of Enhanced Support provided in connection with the terms of this Addendum. Licensee will pay such invoice regardless of whether or not Licensee places any support calls during such time.

5. Licensee will also be invoiced $310 (three hundred ten U.S. dollars) per hour for each support call to Vertex made during the Enhanced Support Period, with a one-hour minimum per call. Each support call that extends past the first hour will be billed in one (1)-hour increments.

6. Enhanced Support will be provided as described herein, subject to the following: Licensee and other authorized users of the above Licensed Product, as applicable, using a currently supported version of the above Licensed Product in accordance with its Documentation and as permitted, and Licensee and other authorized users of the above Licensed Product not making, or permitting a third party to make, any modification to the above Licensed Product without the prior written approval of Vertex.

All other terms and conditions of the above Agreement remain unchanged and in effect.