5.4. ERMUSR 11-15-2016 (2) - Laserfiche WebLink

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TECHNOLOGY& SERVICES ADDENDUM —Installation/Implementation Services— 1. Scope. This Addendum applies where: (a)Customer is purchasing installation services for Equipment, or(b)Customer is purchasing implementation services for the set-up, configuration,and validation of Licensed Software, Software-as-a-Service, Managed Services, or Cloud Infrastructure Service. 2. Invoicing. Itron will invoice Customer for Services as set forth in the applicable SOW or pricing summary. Services performed on a time and materials basis will be invoiced at the end of the calendar month in which they are performed. Services performed on a fixed fee basis will be invoiced as set forth on the applicable SOW or, if not set forth on a SOW, upon completion. 3. Authorized Services. Customer will not pay for, and Itron is not required to provide any services, for which both a statement of work and purchase order have not been issued by Customer and accepted by Itron. All changes to scope of work must be approved pursuant to the change request procedures of the Agreement or applicable statement of work. 4. Customer Responsibilities. Customer shall timely perform all of its assigned, implied or assumed responsibilities under each statement of work using qualified personnel. Customer shall also provide Itron with reasonable cooperation in connection with the services, including for example,by providing Itron with reasonable access to Customer's facilities, service territory, personnel, systems, and information. 5. Reference Information. If Customer provides Itron any reference information, designs,technical information,or other information required to be provided by Customer in connection with the services (collectively,the"Reference Information"), Itron shall be entitled to rely on the accuracy of such Reference Information. 6. Delays. To the extent Customer's failure to adhere to Section 3 or Section 4 results in any delay or increases Itron's cost of performing the services,the delay shall be excused,and Itron reserves the right to increase its fees as necessary to offset its increased costs of performing the services. Itron will provide Customer with reasonable evidence of its increases costs of performing the services and will make commercially reasonable efforts to minimize such costs to the extent practicable under the circumstances 7. Express Warranties for Professional Services. The warranty period for services provided is ninety(90)days beginning from the completion date of the services. Unless otherwise expressly provided in a statement of work or other document expressly incorporated into the Agreement, as the sole and exclusive warranties offered by Itron in connection with this Addendum and each statement of work under it,Itron warrants to Customer that: 7.1. Services. Services will be provided in a timely, professional, and workmanlike manner. 7.2. Itron Personnel. Itron personnel will have the requisite experience, skills, knowledge,training and education to perform Services in a professional manner and in accordance with this Addendum and applicable statement of work. 7.3. Remedies.As Itron's sole and exclusive liability and Customer's sole and exclusive remedy for any material noncompliance by Itron with the warranties provided under this Section, Itron shall correct the noncompliance within a reasonable period of time under the circumstances, if Customer gives Itron written notice(which notice must describe the noncompliance in sufficient detail to enable Itron to provide the required corrective action)within the applicable notice period. If Itron, in its sole discretion, is unable to correct the noncompliance, its sole obligation will be to refund to Customer the amount paid for the services. [End ofAddendumJ 143