Okaloosa County BOCC — August 18, 2015 — Amendment #2 — reading text

AMENDMENT #2 TO CONTRACT /LEASE C89-0067-WS OKALOOSA COUNTY WATER & SEWER (“Customer”) and SUNGARD PUBLIC SECTOR INC. (“SunGard Public Sector”) This Amendment (the “Amendment”) amends the parties’ Software License and Services Agreement, and Quote # 2041LG-111341 with an Execution Date of 11/2/2011 (collectively, the “Agreement”), expressly as provided for in this Amendment. The Execution Date of this Amendment is the latest date shown on the signature page of this Amendment. Customer and SunGard Public Sector, intending to be legally bound, agree as follows: 1 Defined Terms. Except as otherwise set forth herein, each defined term in the Agreement has the meaning ascribed to that term in the Agreement when the term is used in this Amendment. 2. Amendment to and Modification of Software License Agreement. The Agreement is amended and modified as follows: Special Terms Relating to ONESolution Transaction Manager are hereby deleted from the Agreement in their entirety and replaced with the following: KT: Special Terms Relating to the SunGard Transaction Manager: In addition to any SunGard Transaction Manager configuration and/or setup fee(s) listed above, Customer will be responsible for payment of a monthly usage fee on a monthly basis relating to the SunGard Transaction Manager. Upon the conclusion of each month following installation of the SunGard Transaction Manager (KT), SunGard Public Sector will invoice Customer a monthly usage fee equal to the following: i. Eight point five cents ($0.085) for each transaction processed by the SunGard Transaction Manager during the prior month; or ii. Five point five cents ($0.055) for each transaction processed by the SunGard Transaction Manager during the prior month provided that Customer utilizes a SunGard Public Sector approved payment partner for that transaction's related merchant services; or iii. One hundred Fifty dollars ($150.00) if the applicable transaction-based monthly usage fee is not greater than One hundred Fifty dollars ($150.00). The per transaction rates that are used to calculate each monthly usage fee are subject to change with 90 days’ notice. Other changes to these special terms relating to the SunGard Transaction Manager may occur at any time as may be required and such changes will be effective upon SunGard Public Sector's written notice to each Customer who utilizes the SunGard Transaction Manager services. For the purpose of the SunGard Transaction Manager, the term "transaction" means a transaction that is submitted to the SunGard Transaction Manager whether such transaction be a credit card, signature debit card, online electronic check transaction, or otherwise. Upon ninety (90) days prior written notice to SunGard Public Sector, Customer may terminate usage of the SunGard Transaction Manager subscription effective upon the last day of the month in which the notice period concludes. The Page 1 of 2 3. SunGard Transaction Manager is the only solution for real-time, online transaction processing within the SunGard Public Sector suite of internet and core products. The SunGard Transaction Manager solution is available 24 hours/7 days per week except when the service is off-line for support and maintenance. Maintenance is scheduled to be performed each Sunday starting at 12:00AM to be completed as soon as possible but no later than 5:00AM. Upon installation of the SunGard Transaction Manager, Customer's license to use the OnePoint Payment Engine-KL (if applicable) shall terminate. Rights of Cancellation - Subscription/Transaction Based Services: For any breach of Customer's obligation to remit payment(s) hereunder, SunGard Public Sector reserves the right to cancel any subscription/transaction based service(s) if the breach of payment is more than sixty (60) days in arrears. Customer may cancel any subscription/transaction based service(s) for convenience by providing ninety (90) days prior written notice to SunGard Public Sector of its intent and such cancellation will be effective upon completion of the ninety (90) day notice period. All subscription/transaction fees prior to the effective date of any cancellation will be due and payable in full. Thereafter, if Customer desires to reinstate any subscription/transaction based service(s) which are cancelled hereunder, Customer will be responsible for payment of SunGard Public Sector's then- current reconnect fee plus any subscription/transaction based service fees that would have been payable for the period subsequent to the cancellation of such services if the cancellation had never occurred. Integration Provision. Except as expressly modified by this Amendment, the Agreement shall remain in full force and effect. As of the Execution Date, the Agreement, as further amended by this Amendment constitutes the entire understanding of the parties as regards the subject matter hereof and cannot be modified except by written agreement of the parties. Okaloosa County Water & Sewer Director SunGard Public Sector Inc. A ? 1) Lk . Title: j - Title: (i\)@f Al (_}%dkf fin&c_"\'t\( &/0 D Date: . Date: 8,/ 0 2015 &/7/1% Board of County Commissioners Attest: Clerk of Circuit Court By: Nathan D. Boyles, By: J.D. Peacock, I, as Chairman Clerk and Comptroller Date: Page 2 of 2