Anaheim City Council
September 24, 2024

Report Monitor
Larger reports can be run as a Background Task. This feature allows users to continue performing other tasks while the report is generated over time on the Hosted Server. The small Report Monitor window will open that will keep the user informed as to the progress on the Report Monitor.

Sample Report – Inventory Summary by Warehouse Report
Running Reports as Background Tasks
MaintStar, Inc. | 3510 Turtle Creek Blvd. Unit 17B • Dallas, TX 75219 | 800-255-5675 | www.maintstar.com page 81 The Asset Management Rating Report default filter parameters are set for the WorkGroup and for this example age (set to 2-10 years of age) and the accompanied printed report is shown at the bottom.

Asset Management Rating Report
Rating Asset Type Generic Type Asset Id Description Age Yrs Remain. Service Life Years Replacement Cost Criticality Prob. of Failure Conseq. of Failure

2.00 Auto 11528 4 door sedan 7 -3 $35,000.00 5 1 5

5.00 Auto 12457 4 door sedan 10 -4 $27,300.00 1 1 1

5.00 Auto 13227 4 door sedan 7 0 $26,500.00 4 2 2

5.00 Auto 13452 4 door sedan 7 7 $29,500.00 4 2 2

4.00 Van 45656 1 Ton Van 7 7 $56,600.00 8 1 2

5.00 Auto 13458 4 door sedan 7 5 $27,300.00 4 2 1

4.00 Tire Repair
Truck
45784 1 Ton Tire Repair
Truck
7 6 $33,900.00 10 2 1
MaintStar, Inc.

Workgroup: FLEET
Run
Run
06/24/2021
09:12 AM

Sample Report – Asset Management Rating Report
MaintStar, Inc. | 3510 Turtle Creek Blvd. Unit 17B • Dallas, TX 75219 | (800) 255-5675 | www.maintstar.com page 82 Workgroup : WATER
Preventative Maintenance Due Soon Report
Workgroup Template Number Sch No. Asset Id Asset Type Sch Type Cycle Nesting Cal Freq Cal Unit Due Date Last Done Date Meter Freq WATER Pump 1 process pump
1 wPUMP Fixed 1 N1 30 Days 01/04/2020 12/03/2019 500
WATER Pump 1 process pump
1 wPUMP Fixed 1 N1 30 Days 02/03/2020 12/03/2019 500
WATER Pump 1 process pump
1 wPUMP Fixed 1 N1 30 Days 03/04/2020 12/03/2019 500
WATER Pump 1 process pump
2 wPUMP Fixed 1 N1 30 Days 01/04/2020 12/04/2019 500
WATER Pump 1 process pump
2 wPUMP Fixed 1 N1 30 Days 02/03/2020 12/04/2019 500
WATER Pump 1 process pump
2 wPUMP Fixed 1 N1 30 Days 03/04/2020 12/04/2019 500
MaintStar, Inc.

Run
Run
01/02/2020
11:08 AM

The Preventative Maintenance Due Soon Report default filter parameters are set for the WorkGroup and in this example (due in 45 days) and the accompanied printed report is shown at the bottom.

Sample Report – Preventative Maintenance Due Soon Report MaintStar, Inc. | 3510 Turtle Creek Blvd. Unit 17B • Dallas, TX 75219 | 800-255-5675 | www.maintstar.com page 83 Overdue Work Order Report
WorkGroup : WATER
Work Order Target Workgroup WO Descr Template Sch No. Asset Id Asset Type Location Customer Id W0000000004 01/08/2020 WATER Change oil and filters. Clean, start up inspect.

Pump 1 process pump
1 wPUMP 005 FRED
W0000000004 01/08/2020 WATER Change oil and filters. Clean, start up inspect.

Pump 1 WB3A2P200201 wLINE FRED
W0000000052 04/12/2021 WATER Inspect and repair leaking water mainline
1 MAINLINE 001
W0000000052 04/12/2021 WATER Inspect and repair leaking water mainline
999 Process Line
W0000000052 04/12/2021 WATER Inspect and repair leaking water mainline
1 SIGN 009
MaintStar, Inc.

Run
Run
05/04/2021
12:13 PM

The Overdue Work Order Report default filter parameters are set for the WorkGroup and in this example (set for all) and the accompanied printed report is shown at the bottom.

Sample Report – Overdue Work Order Report

4.10 – Support Services
City of Anaheim CA
RFP #412-PW-12/21/2023 – CMMS

INVENTORY MANAGEMENT
WORK ORDER • WORK REQUESTS

ADVANCED ASSET MANAGEMENT

WORK PLANNING
MaintStar, Inc. | 3510 Turtle Creek Blvd. Unit 17B • Dallas, TX 75219 | (800) 255-5675 | www.maintstar.com page 85 DevTest
Agile Scrum Team
Continuous Delivery Ecosystem
Production Environment
DevSecOps Shared Services Team
Continuous Delivery Ecosystem
Deployment
AWS Publishing Team
Maintenance
Support Team
Left to Right Maximizes Develop to Maintenance
Workflow
Right to Left Maximizes Maintenance to Development
Feedback
Automated Build g Integration g Test g Infrastructure Configuration g Deploy MaintStar Development and Professional Services work as a single system to provide responsive, continuous operations and maintenance (O&M) support. The complex nature of cloud hosted applications requires a disciplined, process-oriented management approach. Our team brings the skills, tools, and technologies necessary to monitor platforms, infrastructure, and performance, automate configuration data, streamline process execution, and manage workflows.

Sustaining Development and O&M within the same corporate environment, allows us to operate real-time continuously - Continuous Ecosystem Support. The DevSecOps approach establishes a continuous delivery ecosystem for highest quality, lowest risk service support. Development, deployment, and maintenance teams operate in synchronization, and delivery of services is more predictable and faster, generating the highest Quality of Service (QoS) standard for the customer.

DevSecOps shared services are a continuous delivery ecosystem, minimizing delays among services.

MaintStar Continuous Delivery Ecosystem Support
• Central Development platform and tooling services
• Create and deploy production like DevTest environments • Manage automated tool chains, applications operation, IoC Dedicated Support Engineer (DSE)
MaintStar assigns a dedicated support engineer to each client and the support team member becomes closely involved with your staff from the offset. They’ll understand how you work and the issues that are likely to arise. They have extensive experience with the MaintStar System and are continuously involved with our programmers through its entire development.

MaintStar DSE can facilitate or assist with any of the MaintStar support services:

1. System Hosting and Infrastructure Support

2. Administrative Support (report creation, forms modification, workflow edit/creation)

3. Ongoing support of third-party integration

4. Training Refreshes (web training conferences and video training videos)

5. Regular data backups of the customer data, performance monitoring, and version updates.

MaintStar, Inc. | 3510 Turtle Creek Blvd. Unit 17B • Dallas, TX 75219 | (800) 255-5675 | www.maintstar.com page 86 Software Upgrades
MaintStar annual support maintenance agreement includes upgrades with new features as they are available. MaintStar AWS GovCloud active-active hosting allows systems upgrade deployment with zero loss of availability.

While the target A datacenter upgrade is active, the target B datacenter carries the production operation. When this step is complete, the target A datacenter performs the production operation while the target B datacenter upgrade is active. See the illustration below.

MaintStar performs Operating System and Software error updates as necessary, and deployment is similar to upgrades with zero impact on availability. Further details on AWS GovCloud operation and downtime are detailed in the Cloud Services section.

All customers have dedicated environments and databases. As such, any customer may opt in or out of an upgrade based on their preferences and schedules. When Customers opt in for the new software version, the first step is to upgrade their sandbox (test and training) environment. Users may evaluate, test, and train on the sandbox before production Support Response
Support Hours 6 AM - 5 PM PST Monday – Friday
Tier 1 - Critical
Unavailable System
Response < 15 minutes
Resolution < 45 minutes
Tier 2 - Crucial
Function Unavailable
Response < 45 minutes
Resolution < 90 minutes
Tier 3 - Support Level
Routine Support
Response < 120 minutes
Resolution < One business day
Tier 1 - Issues Client may contact their DSE (24x7) for any Tier 1 issue via SMS message Problem Resolution Metrics
MaintStar does not rely on any partners or vendors for primary support services and the agency can be assured MaintStar handles all support situations. This speeds problem identification and resolution. Support response SLA standards are below. Service issues may be via toll free call, text to the DSE, or online via the Redmine Ticket System. MaintStar hosting via AWS GovCloud uses Continuous Data Protection, enabling sub-second Recovery Point Objectives (RPOs). Highly automated machine conversion and orchestration to enable Recovery Time Objectives (RTOs) of minutes.

Upgrading
Production Active
Production Active
Upgrading
Version N+1 Active
Version N+1 Active

TARGET A DATACENTER

TARGET B DATACENTER
Version N Active
Version N Active
1 2 3 4

TARGET A DATACENTER

TARGET B DATACENTER

TARGET A DATACENTER

TARGET B DATACENTER

TARGET A DATACENTER

TARGET B DATACENTER
AWS GovCloud – Zero Downtime Upgrades
MaintStar, Inc. | 3510 Turtle Creek Blvd. Unit 17B • Dallas, TX 75219 | (800) 255-5675 | www.maintstar.com page 87 User Group Conference Objectives
Share User Experiences Gives customers a chance to discuss the good and the bad. To assist us to improve product performance, usability, correct product deficiencies, and can insight as to how the product can best meet customer goals and improve their operations.

Discuss MaintStar Services Programs An open discussion of how MaintStar can improve services including sales, support and training. This can include the help desk and online ticket reporting tool.

Share the Latest Product Roadmap Prepare the customer for the product’s future and to make suggestions regarding the new features and prepare for efficient deployment.

Discuss Wishlist Features This is an opportunity for customers to share a wishlist of features they would like to see in future releases. Also a chance to share new legislation and regulations that will impact operations in the future, so MaintStar development can assist - via product improvement - to assist with new processes and requirements they face.

For Example - North Carolina’s approval of “Virtual Inspections” and how MaintStar can support this new operation, including auditing of Virtual inspections.

User Conferences
MaintStar offers annual user group conferences for each product offerings. All MaintStar business units are represented.

Support Escalation
Dedicated Support Engineer
Remote & On Site Support
Kadrick Everson, Applications Engineer
800 • 255 • 5675 x205
Support Escalation
Service Management
Anel Begildayeva, Integration Engineer
800 • 255 • 5675 x208
Victor Reinhart, Deployment Integration
800 • 255 • 5675 x209
Software Change Request
Direct Advantage Program
David McElroy, Director of Training
714 • 585 • 0712 c.

Software Change Escalation
Interface or Application Error
Brett Kolve, Programming Specialist
800 • 255 • 5675 x203
Vladimir Buskin, Software Architect
800 • 255 • 5675 x213
Any Matter of Concern
All Matters
Eric Sabato, National Sales Manager
800 • 255 • 5675 x202 o., 714 • 883 • 8851 c.

Unresolved Concerns
All Matters
Dimitry Poretsky, President
800 • 255 • 5675 x202
Support Escalation Chart
The team at MaintStar is crossed trained - for example, our Director of Training is excellent at handling implementation matters. With this broad knowledge base, support is companywide.

All personnel is capable of clearly understanding issues, and everyone becomes an escalation point. The following chart provides the most efficient path to resolution.
5 – Testing Process
City of Anaheim CA
RFP #412-PW-12/21/2023 – CMMS

INVENTORY MANAGEMENT
WORK ORDER • WORK REQUESTS

ADVANCED ASSET MANAGEMENT

WORK PLANNING
MaintStar, Inc. | 3510 Turtle Creek Blvd. Unit 17B • Dallas, TX 75219 | 800-255-5675 | www.maintstar.com page 89 Test Process
Customer Environments
MaintStar provides every customer with two environments - sandbox (training and test) and production. Ansible configuration automation (forward, backward, and push configuration management) of MaintStar EAMS environments.

EAMS Implementation uses an iterative process in the sandbox environment. Iterative methodology reduces project risks, increases quality, and is crucial to maintaining deployment cadence and schedule (advantages of iterative development/ deployment). MaintStar performs validation testing in the sandbox environment, once validated and approved by the customer, a clean push is made to production.

Requirements Traceability Matrix (RTM)
MaintStar Project Manager (PM) develops a mutually agreed-upon RTM. The RTM is uploaded in the Project Management Tool and verifies that all requirements are accurately documented and traced to test cases. The RTM allows all parties to confirm an accounting for all requirements. Full governance is provided from requirement to testing. An illustration of an RTM excerpt is below. Note that all requirements are traced from Customer Requirements (CRD) to MaintStar Project Plan (PPD) to Test Case (TCD). No requirement is lost in the event change management (OCM) takes place, both the Project Plan and the RTM identify it and provide accounting.

Requirements Traceability Matrix
Project Name Warren EAMS
Project ID: 112
Warren Requirements Document (CRD) MaintStar Project Plan (MPP) Test Case Document (TCD) CR_ID CR_User Case PP_ID PP_User Case OCM_ID Test Case
ID
Documents Status Comments
CR 1 Ability to correlate various tracking
numbers to assets, (i.e. work orders,
work codes, part numbers, employee
numbers, equipment numbers,
condition ratings, etc.

PP 1 Validate all data
remains consistent
through case
workflow
None 001 ø Pass No cnf.
needed
CR 2 Ability to track labor, equipment and
materials (LEM) utilized towards an
asset(s), on a daily basis.

PP2 Validiate LEM
appears through
case workflow
None 002 ø Pass No cnf.
needed
CR 3 Ability to run reports based on
highlighted spots on map.

PP3 Report from ArcGIS
shape file.

None 003 √ Pass Std. reports
for test
CR 4 Ability to develop thresholds trigger
alerts (i.e. pump failure)
PP4 Asset threshold
report and trigger
event
None 004 √ Not
Started
Use agency
asset for test
MaintStar Requirements Traceability Matrix (RTM)
Custom Integration at Deployment
MaintStar Development maintains standard integration to MS Exchange 365, MS Active Directory, and Open GIS Consortium GIS (including ESRI ArcGIS). These standard integrations are subject to DevSecOps continuous testing and improvement, removing a burden on deployment and the final test process.

As with standard integration, custom integration development occurs in the MaintStar DevSecOps CI/CD development environment. All custom integration starts with a test specification. The Integration engineer inserts user cases from the test specification into the RTM with an associated test case. All custom integration follows identical traceability from specification to final test.

MaintStar, Inc. | 3510 Turtle Creek Blvd. Unit 17B • Dallas, TX 75219 | (800) 255-5675 | www.maintstar.com page 90 Testing Cases
Maintstar follows a discipline Agile/Scrum approach in development and services. Agile/Scrum approach dictates that test cases are designed in advance of deployment and are tested iteratively over the duration of the deployment. The key advantage is refinement and perfection of every user case. The iterative process is a well-accepted method to reduce risks, maximize compliance and operational expectations.

MaintStar encourages customer participation in the testing process. Through the mutual Project Management Tool, customers sign off every user case. Once the test case is signed off the RTM provides traceability all the way back to the original system requirements.

Continuous Improvement and Quality Assurance
Iterative deployment and RTM contribute to MaintStar’s Continuous Improvement Process (CIP) and ISO QA standards.

The Project Manager documents the number of iterations required at each cycle to meet the user case. MaintStar Development teams use this data to improve product functions and configuration interfaces.

Behind the scenes, deployment cycles are also rated for cadence, efficiencies and time to respond. CIP forms a standard ISO feedback loop for continuous improvement and ever-increasing quality assurance.

MaintStar’s Continuous Improvement Process also engages the support and cloud infrastructure teams. MaintStar provides all services and teams (Development, Deployment, Support, and Cloud Infrastructure) under a single corporate umbrella creating a Continuous Ecosystem, which reduces risks and time to issue resolution, ultimately providing the highest quality of service (QoS).

Final Testing
From the RTM, the Test Case Document is generated. The MaintStar Project Team can confirm that each test case operates as specified for customer confirmation. If a test case can not be validated the final test fails and is resumed when all failed test cases are resolved. Once the final testing is complete and validated, customers are free to download and archive the most recent RTM, test results. MaintStar Project Manager initiates transition planning, a transfer of knowledge, go live, and coaching schedule. MaintStar engineers will push a clean version (cleared of all test cases and user cases) from the sand- box environment to the production environment awaiting Go Live. 6 – Training Approach
City of Anaheim CA
RFP #412-PW-12/21/2023 – CMMS

INVENTORY MANAGEMENT
WORK ORDER • WORK REQUESTS

ADVANCED ASSET MANAGEMENT

WORK PLANNING
MaintStar, Inc. | 3510 Turtle Creek Blvd., Unit 17B • Dallas, TX 75219 | (800) 255-5675 | www.maintstar.com page 92 MaintStar Training Objectives
OnLine Knowledge Base
HELP
Each and every user has availability of Online HELP . This web guide reinforces the training activities and can be searched for exact needs. It provides an easy “How To” scenario for completing your task. Once they have completed the training they should be familiar with most areas pertaining to their user role and be able to navigate the System with confidence and help others do so.

Training Refresh
(24 month)
MaintStar supports and suggests training refresh. The Training Team can provide internet web training as part of the annual recurring support fee - no extra cost. The client’s Sandbox environment is ideal for both on-site and web training refresh sessions.

New Hires
Reassignments
All organizations experience new hires and reassignments. Like training refresh, MaintStar supports training for new hires and employee reassignments. On-line web training is part of the agency’s annual recurring support fee., The MaintStar training team will train new hires and reassignments using the Agency’s Sandbox environment.

Training Approach and Documentation
The MaintStar training team averages twelve (12) years of Asset and Land management experience and qualifies as domain experts. David McElroy, Training Director, brings twenty (20) years of experience building training courses to optimize product expertise and work productivity.

All training follows the highly respected shadow method (show you, show me), which is proven to provide hands on experience and the acquisition of complex skills. Shadow methods have advantages, primarily offering students
a better understanding of application operation and
measurement of success. Shown at right.

More on the Benefits of Shadow Training
Training Courses are provided on site for enterprise asset management and include these courses:
1 Staff user training for team members that handle day-to-day production activities. 2 Field user training for team members that operate in the field on mobile devices. 3 Administration training will include integration and environment settings, system configuration and customization, and user access.

On Going Training
MaintStar’s annual support fee includes online web training and access to our website training videos. New users and users requesting training refreshes will not incur additional costs to the agency.

Training Documentation
MaintStar provides all training documentation in PDF and HTML formats. MaintStar encourages unlimited internal distribution and posting on an internal education website for clients to provide continuous user access.

1. MaintStar EAMS Operations Manual

2. MaintStar EAMS Reporting Engine Manual

3. MaintStar Quick Guides - Specifically Developed for each Agency.

SHOW YOU

SHOW ME

SUCCESS METRICS
Shadow Training
MaintStar, Inc. | 3510 Turtle Creek Blvd., Unit 17B • Dallas, TX 75219 | (800) 255-5675 | www.maintstar.com page 93 Administrative Training Class
Summary Training for users/staff that will administration the system.

Function Overview Creation of Administration, Internal and External users.

Management of User Groups
Creation and Management of User Roles and Privileges
Customization and Setup of Windows and Screens
Setup Table
System and GIS Settings & Triggers
Dashboards
Email integration
Logging (if applicable)
Topics Covered Creation of Administration, Internal and External users.

Management of User Groups
Creation and Management of User Roles and Privileges
Customization and Setup of Windows and Screens
System and GIS Settings & Trigger Porcess
Dashboards
Email Capabiities
Custom Query
Course Duration 1 Day – 8 Hour Session
Course Materials MaintStar Help Guide (PDF and Online)
Prerequisites Familiarity with Windows Workstation and Designated Browser.

Notes Students complete the internal user training prior to this course, to be familiar with the feature set of the MaintStar Enterprise Asset Management system.

MaintStar EAMS – Administrative Training
MaintStar, Inc. | 3510 Turtle Creek Blvd., Unit 17B • Dallas, TX 75219 | (800) 255-5675 | www.maintstar.com page 94 Staff User and Field User Training
Summary Training for users/staff that use the system day to day.

Function Overview Concept of Asset Based Work Order System Processing of Citizen Requests
Work Orders
Preventative Maintenance Templates
Workflows
Approval Process
Labor, Equipment, Contractor Costs
Parts & Material Costs
Budgeting Module
PM Scheduling
Asset Inspections
Asset Ratings
Attachment Repository Library
Reports
Dashboards
Integration with GIS (Mapping)
Topics Covered Concept of Unique IDs
Processing of Citizen Requests
Work Order Creation
PM Creation & Scheduling
New Asset Creation
Scheduling Inspections
Work Order Completion & Closing
Work Order Calendar
Work Planning Module
Inventory Control
Receiving & Issuing Transactions
Using GIS Maps
Bar Codes
Reports - Standard & Custom Ad hoc
Dashboards
Menu & Icon Ribbon Understanding
Course Duration 2 Day – 16 Hours
Course Materials MaintStar Help Guide (PDF and Online)
Prerequisites Familiarity with Windows Workstation and Designated Browser.

MaintStar EAMS – User and Field User Training
7 – Technology Overview
City of Anaheim CA
RFP #412-PW-12/21/2023 – CMMS

INVENTORY MANAGEMENT
WORK ORDER • WORK REQUESTS

ADVANCED ASSET MANAGEMENT

WORK PLANNING

MaintStar, Inc. | 3510 Turtle Creek Blvd. Unit 17B • Dallas, TX 75219 | (800) 255-5675 | www.maintstar.com page 96 Technology Overview
Desktop Platforms Supported
MaintStar EAMS is supported on any OS (Windows, OS X, Linux) workstation running a supported browser. Currently MaintStar supports and tests on the five (5) most popular browsers (Chrome, Safari, Firefox, Edge and Opera) representing nearly 99% of all desktop browser use.

Mobile Responsiveness/Capabilities
MMaintStar EAMS may be operated on mobile devices via a browser (similar to the desktop) or by using the MaintStar Mobile application. MaintStar Mobile is available for Android, Apple, and Microsoft Surface devices and is available for download on the respective App Store.

Mobile users operating in enhanced browser mode must be connected via the cellular network, and all updates will take place in real-time. Mobile users operating with the MaintStar Mobile application may operate on or off-network.

Users operating off the network may operate disconnected on all daily assignments, which will sync automatically when they connect to a network. All features/capabilities granted to the user through privileges will be available on MaintStar Mobile. It is common to use mobile devices for inventory, field inspections, preventative maintenance, and more.

Current Application Version and Update Frequency
Current Production Version = v23.8 released Q3 2023. MaintStar generally releases a major annual release 76+9+7+5+2+1
MaintStar development strives to support all
popular browsers.

Currently, MaintStar supports and tests the
five (5) most popular browsers in the desktop
market, which represents nearly 99% of all
browser usage.

Chrome 76 %
Safari 9 %
Firefox 7 %
Edge 5 %
Opera 2 %
All Others 1 %
ref: https://kinsta.com/browser-market-share
MaintStar Mobile
On Apple iPad Pro - Split Screen WO and GIS
MaintStar, Inc. | 3510 Turtle Creek Blvd. Unit 17B • Dallas, TX 75219 | (800) 255-5675 | www.maintstar.com page 97 Current Application Version and Update Frequency
Current Production Version = v23.8 released Q3 2023
MaintStar releases a major release once a year. Major releases generally offer new features and operations. Minor releases generally offer user interface/ease of use improvements or performance refinements. Customers are notified of software releases sixty (60) days in advise, including “What’s New” documentation.

MaintStar offers every customer dedicated test and production environments in dedicated secure enclaves. With this architecture, MaintStar offers every customer the option to opt in or out of upgrades. To assist with this decision, customers may elect to upgrade the sandbox (test) environment first, and a review or evaluation prior to production deployment. If an opt-in decision is made, preliminary training can take place in the sandbox to ensure a smoother transition to production after the upgrade.

MaintStar AWS GovCloud is an active-active deployment, upgrades result in zero downtime, however, they are performed between 12 and 1 AM over the weekend. Through modern configuration automation technology, all upgrades are backward and forward-compatible.

More information is available on upgrades and the process including a graphic in the Support Services Section of the response.

Security Administration
MaintStar EAMS offers standard, no-cost integration to MS Active Directory. Integrated security configuration is available in the dedicated User Administration Interface. Working with the City of Anaheim IT members, this will be configured early during implementation and the onboarding of vested user accounts. A proven process to provide participants and vested users the opportunity to participate, evaluate, and comment on the system via the Project Management Portal or on weekly Project Management web conferences. Customer participation and weekly reviews make a vital contribution to the iterative deployment process and early success in the transition to production.

MaintStar EAMS support administration Password rules configuration, including reset frequency, character requirements, and length. Users may self-reset passwords in the event they forget or lose their password. MaintStar EAMS also supports 2FA with a variety of options.

The MaintStar security model follows the traditional user, user role, and user group hierarchy to ease in configuration of user privileges and the onboarding process. The Administration interfaces offer current logged-in user lists, and the last login and log-off of users in the event a security investigation is required.

MaintStar, Inc. | 3510 Turtle Creek Blvd. Unit 17B • Dallas, TX 75219 | (800) 255-5675 | www.maintstar.com page 98 Software LifeCycle
MaintStar development uses discipline Agile/Scrum methods in a DevSecOps environment. Our environment and process are leveraged to provide continuous exploration, development, and testing operations. An approach that optimizes software lifecycle and minimizes costs of development. When combined with full maintenance and operations support in a hosted cloud environment, MaintStar provides a Continuous Ecosystem Support model.

MaintStar EAMS is our third-generation asset management product. A timeline of our products is shown below and the average lifecycle is 19 years. Over ninety (90) percent of our customers of MaintStar CMMS elected to purchase MaintStar EAMS for a technology refresh after twenty years. Our first customer, the City of Thousand Oaks, has used MaintStar for three generations since 1984.

MaintStar Public Works
MaintStar CMMS
MaintStar EAMS
Asset Management Products
MaintStar Public Works
MaintStar Public Works is our first-generation Public Works Asset Management Solution. With the release of desktop
computer technology and databases, the system offered
computerized asset, inventory, and work order management.

MaintStar CMMS
MaintStar CMMS is our second-generation Computerized
Maintenance Management System. CMMS ushered in modern
asset management. CMMS offered many things we take for
granted, such as GIS integration, Mobile Device Support, Public Work Request via Mobile Citizen, On Board Reporting Engine, Integration API, and Cloud Hosting in later CMMS versions.

MaintStar EAMS
MaintStar EAMS is a third-generation Enterprise Asset
Management system that empowers ArcGIS, engages the
community, and provides fiscal, operational, and maintenance strategies for the decades ahead. MaintStar EAMS is not just GIS-centric, ArcGIS is standard and central to the user experience via split screens. EAMS offers solutions to allow leadership to take advantage of asset data with data modeling and visualization to enhance decision-making far into the future.
q 1984 q 1990 q 2000 q 2010 q 2020
Known Shortcomings
MaintStar is still active moving some asset modules from our second generation CMMS into third generation EAMS. These include Pavement Management (3-4 months out) and Bio-Medical Management (12 months).

Security Highlights
MaintStar EAMS is hosted on AWS GovCloud, in a Geo-Diverse active-active configuration. Traditional and premium security measures are deployed as follows:
• Each customer has security enclaves for their environments, servers, databases and application deployment • FedRAMP and NIST 800-53 compliant
• Data Centers compliant to AWS four-point physical security • Data Enctped via AES 256 in transit and at rest
• FIPS 140-2 Compliant
• AWS CloudHSM - Hardware Security Module *
• AWS Idnetify and Access Management (IAM) *
• AWS Key Management Service (KMS) *
• AWS Web Application Firewall (WAF) *
• AWS Sheild - DDoS Protection *
* For more details on the premim security measures please see the Cloud Hosting Services section in this response.

MaintStar, Inc. | 3510 Turtle Creek Blvd. Unit 17B • Dallas, TX 75219 | (800) 255-5675 | www.maintstar.com page 99 Support
MaintStar assigns a Dedicated Support Engineer (DSE) to each customer. The DSE is specifically familiar with the customer personnel, environment, and configuration, a practice to increase the quality of service with familiarity and efficiency to every issue and support request. MaintStar support hours are 6 AM – 5 PM PST, Monday through Friday. The client may contact their DSE (24 x 7) for any Tier 1 support issues via SMS text to their mobile phone.

Customers may request support, training, or coaching via online support ticketing (MaintStar Redmine), 800 toll-free number, and DSE cellphone (voice or SMS).

The MaintStar Support Team adheres to ITIL v4 baseline metrics. See below.

Tier 1 - Critical
Unavailable System
Response < 15 minutes
Resolution < 45 minutes
Tier 2 - Crucial
Function Unavailable
Response < 45 minutes
Resolution < 90 minutes
Tier 3 - Support Level
Routine Support
Response < 120 minutes
Resolution < One business day
More details including, support escalation chart, responsibilities specific to the DSE, and MaintStar User Conferences please see the dedicated Support Services Section in this response (click here).

System Back-up, Redundancy, Disaster Recovery Services
The best approach to disasters is to plan for them in advance. MaintStar has addressed disaster recovery by using a premier AWS GovCloud geo-diverse active-active two-target data center solution. We enhance this with a third database backup sent to the customer on a regular basis as stated in our SLA.

The advantages of our active-active strategy are shown in the Cloud Hosting Services Section of the response (click here).

MaintStar AWS Cloud Hosting offers a historical uptime (availability of 99.9996%) or total outage of 17 minutes over the last eight years. MaintStar has never failed to meet SLA availability guarantees.

Multiple Environments
MaintStar is proposing Sandbox (test) and Production (live) environments in this proposal. If the City of Anaheim would like a third (staging or dedicated training) environment for an additional annual fee. 8 – MaintStar EAMS Documentation
City of Anaheim CA
RFP #412-PW-12/21/2023 – CMMS

PLANNING & ZONING

CODE ENFORCEMENT

PERMITTING & INSPECTIONS

BUSINESS LICENSES

Overview | Operations | Mobile User | Work Planning | Administration MaintStar EAMS – Enterprise Asset Management
MaintStar, Inc. | 3510 Turtle Creek Blvd. Unit 17B • Dallas, TX 75219 | (800) 255-5675 | www.maintstar.com page 101

INVENTORY MANAGEMENT
WORK ORDER • WORK REQUESTS

ADVANCED ASSET MANAGEMENT

WORK PLANNING
9 – Pricing (Appendix V)
City of Anaheim CA
RFP #412-PW-12/21/2023 – CMMS
MaintStar, Inc. | 3510 Turtle Creek Blvd. Unit 17B • Dallas, TX 75219 | (800) 255-5675 | www.maintstar.com page 112

27 Appendix V: Pricing Summary
Using the form provided in this Exhibit provide summarized pricing information for your proposed solution.

Additional s upporting documents may also be provided as supporting information to the s ummarized information on this page. Pricing must be fully comprehensive, complete, and list any available discounts. All one-time and recurring costs must be fully provided. This form will become the cover page to Section 3 of your RFP response. Additional backup documentation to support this summary may be provided.

City of Anaheim
Pricing Proposal

Software $
Modules/Functional Areas: Assumptions/Comments

MANDATORY FUNCTIONAL AREAS

ADDITIONAL FUNCTIONAL AREAS

Taxes
Subtotal Software
Implementation Assumptions/Comments
Implementation
Training
Integration
Travel
Other

Taxes
Subtotal Implementation
Maintenance Assumptions/Comments
Year 1
Year 2 through 5
Taxes
Subtotal Maintenance
Grand Total Software, Implementation, Maintenance

$ 135,000.00
$ 15,000.00
$ 15,000.00
$ 38,000.00
$ 0.00
$ 15,000.00
Deployment and Configuration
Five Days On-Site
Optionally Priced (2 Standard and 4 Custom)
MaintStar is Local - Travel N.R.

Project Management
$ 15,000.00 Data Extract, Tranform, Load (ETL)
$ 98,000.00
$ 0.00
$ 620,800.00
$ 853,800.00
SaaS License and Hosting - Year 1
Asset and Inventory Management
Fleet Management
Facilities Management
WO/WR Management
Project Management
Budget and Forecasting Module
$ 135,000.00
$ 620,800.00
SaaS License and Professional Services
Includes optional annual integration support fees.

MaintStar, Inc. | 3510 Turtle Creek Blvd. Unit 17B • Dallas, TX 75219 | (800) 255-5675 | www.maintstar.com page 113 City of Anaheim CA – Implementation
Professional Services MaintStar EAMS - Enterprise Asset Management Project Management $ 15,000.00
Configuration and Implementation
System Setup/Config, Data Input, Forms, Notifications
$ 15,000.00
Data ETL
Database Extract, Transform, and Load
$ 15,000.00
On Site Training – Go Live Transition
5 Days OnSite - No Travel Contractor is Local
$ 15,000.00
Total Professional Services Costs $ 60,000.00
City of Anaheim CA – Total First Year Total Cost
Total First Year Outlay MaintStar EAMS - Enterprise Asset Management MaintStar EAMS Total First Year Costs $ 195,000.00
City of Anaheim CA – Standard MaintStar Integration
Interface Development Services MaintStar EAMS - Enterprise Asset Management ESRI ARcGIS
Multiple layer, GIS Service - Bi-Direction
Standard Interface
Microsoft Exchange/Office 365
Business Software Integration
Standard Interface
Custom Integrations
Optional see page 115
Optional
Total Agency Interface Costs $ 0.00
MaintStar – First Year Investment
City of Anaheim CA – First Year Software License and Hosting Software Licensing MaintStar EAMS - Enterprise Asset Management SaaS Site Software License Fee
Unlimited Admin, Supervisor and Internal User Count
• Asset/Facilities Management
• Asset Fleet Management
• Asset/Parks and Recreation Management
• PW Project Management
• Budget and Forecasting Management
• Work Request/Order Management
• Inventory Storeroom Management
• Reports and KPI Dashboards
$ 135,000.00
First Year SaaS License and Hosting $ 135,000.00
MaintStar, Inc. | 3510 Turtle Creek Blvd. Unit 17B • Dallas, TX 75219 | (800) 255-5675 | www.maintstar.com page 114 City of Anaheim CA – SaaS, Hosting, Support, Upgrades and Training Refresh* ** Total First Year Outlay MaintStar EAMS - Enterprise Asset Management First Year Investment
(SaaS License, Hosting and Deployment)
$ 195,000.00 (itemized on previous page)
Year 2 Annual Recurring $ 141,750.00
Year 3 Annual Recurring $ 148,800.00
Year 4 Annual Recurring $ 156,250.00
Year 5 Annual Recurring $ 164,000.00
Total Five Year System and Support Costs $ 805,800.00 (less optional integrations) * CPI set to Bureau of Labor CPI. Calculated at ~ 5% per annum for reference. ** Less optional integrations
Single Annual Recurring Fee
City of Anaheim CA – Payment MIlestones
Milestone MaintStar EAMS - Enterprise Asset Management
Milestone 1 (50%)
At Contract Signing
$ 97,500.00
MIlestone 2 (25%)
Initial Data Loading
$ 48,750.00
Milestone 3 (25%)
Production Environment is Live
$ 48,750.00
Total First Year Investment $ 195,000.00
Recurring Maintenance Fee
Due on First Day of Anniversary Due On First Day of each Annual Anniversary MaintStar Payment Terms are NET30.

Payment Milestones
MaintStar, Inc. | 3510 Turtle Creek Blvd. Unit 17B • Dallas, TX 75219 | (800) 255-5675 | www.maintstar.com page 115 City of Anaheim CA – Optional Interfaces
Professional Services - Integration MaintStar EAMS - Enterprise Asset Management Integration – Tier I Integration $ 9,500.00
Integration – Tier I Annual Support $ 2,500.00
* Any fees from Third Parties for professional services are not included, and are negotiated and paid by the agency.

Optional EAMS Interfaces
City of Anaheim CA – Integrations
Item Application Standard or
Custom
Notes
1 ESRI ArcGIS Standard No Charge - This is a default interface 2 Mircosoft AD SSO Standard No Charge - This is a default interface 3 Microsoft Office/Exchange Standard No Charge - This is a default interface 4 CGI Advantage 4 ERP Custom Tier I Integration - Option Price Above 5 Anaheim Anywhere CRM (Go Gov) Custom Tier I Integration - Option Price Above 6 Accela Permitting Custom Tier I Integration - Option Price Above 7 Laserfiche Custom Tier I Integration - Option Price Above MaintStar, Inc. | 3510 Turtle Creek Blvd. Unit 17B • Dallas, TX 75219 | (800) 255-5675 | www.maintstar.com page 116 Notes:
1 Hourly rates are provided as a reference only. MaintStar is proposinf a Fixed Price Proposal These services are generally priced hourly. Hours are proposed for each project.

Travel is Not Specifically Priced (NSP) and are quoted in accordance to costs and expenses.

Professional Services
Project Management $ 250.00 hour
Project Planning/Requirements $ 150.00 hour
Interface Design $ 150.00 hour
Data Migration and Conversion $ 150.00 hour
Testing and Acceptance $ 130.00 hour
Post-Production Support $ 130.00 hour
Travel and Expenses N.S.P .

On Site Implementation Assistance (40 Hours Minimum) $ 250.00 hour/$ 2000.00 Per Day On Site Go-Live Assistance (40 Hours Minimum) $ 250.00 hour/$ 2000.00 Per Day Software Development Services (Per Man Hour) $ 200.00 hour MaintStar Professional Service Hourly Rates - For Reference Only 10 – MaintStar References (Appendix VI)

INVENTORY MANAGEMENT
WORK ORDER • WORK REQUESTS

ADVANCED ASSET MANAGEMENT

WORK PLANNING
City of Anaheim CA
RFP #412-PW-12/21/2023 – CMMS
MaintStar, Inc. | 3510 Turtle Creek Blvd. Unit 17B • Dallas, TX 75219 | (800) 255-5675 | www.maintstar.com page 118 Client Reference No. 1
Item Vendor Response
Agency Name County of San Mateo CA (737k)
Number of Users 100+ (recommendation letter)
Contact Name Diana Shu - Department of Public Works
Contact Telephone Number (650) 599-1414
Contact E-mail Address [email protected]
Products, modules, and Services Provided by
vendor
System Foundation – (Asset, Inventory, WO,
WR, PM, Public Portal, Reporting)
Roads and Streets Module
Project Management
AWS GovCoud Hosting
ESRI GIS Integration
Microsoft Exchange 365 Integration
MaintStar Mobile
Business Intiation Date Q4 2021
Go Live Date Q1 2022
Rationale for Inclusion as a Reference Included with Recommendation Letter Client Reference No. 2
Item Vendor Response
Agency Name City of Orange CA (137k)
Number of Users 30
Contact Name Matthew Lorenzen – Field Services Manager
Contact Telephone Number (714) 532-648
Contact E-mail Address [email protected]
Products, modules, and Services Provided by
vendor
System Foundation – (Asset, Inventory, WO,
WR, PM, Public Portal, Reporting)
Puiblic Works Infrastructure
Project Management
AWS GovCoud Hosting
ESRI GIS Integration
Microsoft Exchange 365 Integration
MaintStar Mobile
Business Intiation Date Q1 2023
Go Live Date Q3 2023
Rationale for Inclusion as a Reference Local Client to Anaheim, similar deployment Appendix VI: References
MaintStar, Inc. | 3510 Turtle Creek Blvd. Unit 17B • Dallas, TX 75219 | (800) 255-5675 | www.maintstar.com page 119 Client Reference No. 3
Item Vendor Response
Agency Name Ventura County - CA (840k)
Number of Users 80+
Contact Name Rob Harris – Principal Engineer
Contact Telephone Number (805) 645-3883
Contact E-mail Address [email protected]
Products, modules, and Services Provided by
vendor
System Foundation – (Asset, Inventory, WO,
WR, PM, Public Portal, Reporting)
Roads and Streets Module
Project Management
AWS GovCoud Hosting
ESRI GIS Integration
Microsoft Exchange 365 Integration
MaintStar Mobile
Business Intiation Date Q3 2014 (90 Days)
Go Live Date Q4 2014 (90 Days)
Rationale for Inclusion as a Reference Local full infrastructure Asset Management Client Reference No. 4
Item Vendor Response
Agency Name Seminole County FL (470k)
Number of Users 100+
Contact Name Joshua Griisser – Fleet and Facilities
Contact Telephone Number (407) 665-5281
Contact E-mail Address [email protected]
Products, modules, and Services Provided by
vendor
System Foundation – (Asset, Inventory, WO,
WR, PM, Public Portal, Reporting)
Water, Water Utilities, Stormwater
Std. Interfaces – (GIS, MS Exhange/AD)
MaintStar Mobile Application
AWS GovCloud Hosting
MaintStar Data ETL
MaintStar Training
Maintstar Support
MaintStar Custom Integration
Business Intiation Date Q3 2021 (60 Days)
Go Live Date Q4 2021 (60 Days)
Rationale for Inclusion as a Reference Second Generation Client - Technology refresh with new Maintstar EAMS in 2021
MaintStar, Inc. | 3510 Turtle Creek Blvd. Unit 17B • Dallas, TX 75219 | (800) 255-5675 | www.maintstar.com page 120 Client Reference No. 5
Item Vendor Response
Agency Name City of Winter Garden (population 48,000)
Number of Users 25+ (recommendation letter)
Contact Name Marc Hutchinson - ED Director
Contact Telephone Number (407) 656-4111 ex. 2306
Contact E-mail Address [email protected]
Products, modules, and Services Provided by
vendor
System Foundation – (Asset, Inventory, WO,
WR, PM, Public Portal, Reporting)
Roads and Streets Module
Project Management
AWS GovCoud Hosting
ESRI GIS Integration
Microsoft Exchange 365 Integration
MaintStar Mobile
Business Intiation Date Q2 2012
Go Live Date Q3 2012, full new Q4 upgrade 2021
Rationale for Inclusion as a Reference Long term customer, upgrade MaintStar CMMS after 10 years to MaintStar EAMS system. Letter
of Recommendation included.

MaintStar, Inc. | 3510 Turtle Creek Blvd. Unit 17B • Dallas, TX 75219 | (800) 255-5675 | www.maintstar.com page 121

MaintStar, Inc. | 3510 Turtle Creek Blvd. Unit 17B • Dallas, TX 75219 | (800) 255-5675 | www.maintstar.com page 122

INVENTORY MANAGEMENT
WORK ORDER • WORK REQUESTS

ADVANCED ASSET MANAGEMENT

WORK PLANNING
11 – Contract Performance
City of Anaheim CA
RFP #412-PW-12/21/2023 – CMMS

MaintStar Statements
City of Anaheim
Disclosure Statements
MaintStar has not had a contract terminated for convenience, non- performance, or for any other reason in the last ten (10) years.

MaintStar is not engaged in legal action with a customer, nor has MaintStar been engaged in legal action with a customer in the last ten (10) years.

Disclosure Statements
MaintStar, Inc. | 3510 Turtle Creek Blvd. Unit 17B • Dallas, TX 75219 | (800) 255-5675 | www.maintstar.com page 124

INVENTORY MANAGEMENT
WORK ORDER • WORK REQUESTS

ADVANCED ASSET MANAGEMENT

WORK PLANNING
12 – RFP Exceptions
City of Anaheim CA
RFP #412-PW-12/21/2023 – CMMS
MaintStar Statements
City of Anaheim
Appendix IV Requirements
RFP Scope of Work
MaintStar EAMS complies to all requirements in the Appendix IV Mandatory and Additional requirements. All features and functions are met with configuration of the commercial-off-the shelf application.

MaintStar complies with all scope of work requirements including project management, deployment and configuration, data ETL, integration, testing, training, production transition, and on going operations and maintenance support.

City of Anaheim
Terms and Conditions
Insurance Requirements
Indemnification Provision
MaintStar complies and agrees to the RFP Terms and Conditions, Insurance Requirements and Indemnification Provision.

City of Anaheim
Sole and Prime Contractor
MaintStar is the sole and prime contractor for this proposal. MaintStar develops the MaintStar EAMS application and MaintStar Professional Services provides all services to meet the Scope of Work defined in the City of Anaheim RFP .

No Exceptions
MaintStar, Inc. | 3510 Turtle Creek Blvd. Unit 17B • Dallas, TX 75219 | (800) 255-5675 | www.maintstar.com page 126

INVENTORY MANAGEMENT
WORK ORDER • WORK REQUESTS

ADVANCED ASSET MANAGEMENT

WORK PLANNING
13 – Acceptance of Insurance and Idemnity
City of Anaheim CA
RFP #412-PW-12/21/2023 – CMMS

MaintStar Statements
City of Anaheim
Terms and Conditions
Indemnification Provision
(Appendix I and II)
MaintStar is in agreement with the RFP terms and conditions with the City of Anaheim RFP (Section 11 pgs. 11-21) and proposes no redlines or changes.

MaintStar complies and agrees to the City of Anaheim Indemnification Provi- sion (Appendix II pg. 24).

City of Anaheim
Insurance Requirements
MaintStar is in agreement and will provide adequate Insurance as specified on (Section 11 pg. 17), City of Anaheim RFP . Maintstar’s current Certificate of Insurance is provided on in this response on Page 105 to verify adequate coverage.

Acceptance of All RFP Terms and Provisions
MaintStar, Inc. | 3510 Turtle Creek Blvd. Unit 17B • Dallas, TX 75219 | (800) 255-5675 | www.maintstar.com page 128 14 – Vendor Contracts
City of Anaheim CA
RFP #412-PW-12/21/2023 – CMMS

INVENTORY MANAGEMENT
WORK ORDER • WORK REQUESTS

ADVANCED ASSET MANAGEMENT

WORK PLANNING

EAMS ENTERPRISE SAAS SITE LICENSE AGREEMENT

1. Parties

MAINTSTAR CUSTOMER OR AGENCY
MaintStar, Inc.
3510 Turtle Creek Blvd., Unit 17B
Dallas, TX 75219
Attention: Contracts
P:

F:

E:

2. Terms and Termination

2.1 Term Provided that Customer signs and returns this LA to MaintStar no later than _____ this LA is effective as of the date of Customer’s signature (“Effective Date”) and will continue until terminated as provided herein.

2.2 Termination Either party may terminate if the other party materially breaches this LA and, after receiving a written notice describing the circumstances of the default, fails to correct the breach within thirty (30) calendar days. Upon any termination or expiration of this LA, all rights granted to Customer are cancelled and revert to MaintStar.

This License Agreement (“LA”) is intended for the exclusive benefit of the Parties; nothing herein will be construed to create any bene- fits, rights, or responsibilities in any other parties.

3. Intellectual Property License

3.1 License The software products (“Software”) listed below are protected under the laws of the United States and the individual states and by international treaty provisions. MaintStar retains full ownership in the Software and grants to Customer a limited, nonexclusive, nontransferable license to use the Software, subject to the follow- ing terms and conditions:

MaintStar EAMS Enterprise Software

3.1.1 The Software is provided for use only by Customer or Agency employees, contractors or applicants.

3.1.2 Customer may not make any form of derivative work from the Software, although Customer is permitted to customize, develop additional or alternative functionality for the Software using tools and/or techniques enabled by the software or licensed to Customer by MaintStar.

3.1.3 Customer may not obscure, alter, or remove any confidentiality or proprietary rights notices.

3.1.4 Customer is liable to MaintStar for any losses incurred as the result of unauthorized reproduction or distribution of the Software which occur while the Software is in Customer’s possession or control.

3.1.5 Customer may use the Software only to process transactions relating to land management within both its own geographical and political boundaries and may not sell, rent, assign, sublicense, lend, or share any of its rights under this LA.

3.1.6 Customer is entitled to receive the Software compiled (object) code and is licensed to use any data code produced through implementation and/or normal operation of the Software; Customer is not entitled to receive source code for the Software except pursuant to an Intellectual Property Escrow Agreement, which may be executed separately by the Parties. Customer may not decompile or reverse-engineer the Software

3.1.7 All rights not expressly granted to Customer are retained by MaintStar.

SAMPLE ONLY
MaintStar, Inc. | 3510 Turtle Creek Blvd. Unit 17B • Dallas, TX 75219 | (800) 255-5675 | www.maintstar.com page 132

4. License Warranties

4.1 MaintStar warrants that it has full power and authority to grant this license and that, as of the effective date of this LA, the Software does not infringe on any existing intellectual property rights of any third party. If a third party claims that the Software does infringe, MaintStar may, at its sole option, secure for Customer the right to continue using the Software or modify the Software so that it does not infringe. MaintStar will have the sole right to conduct the defense of any legal action and all negotiations for its settlement or compromise.

4.2 MaintStar has no obligation for any claim based upon a modified version of the Software or the combination or operation of the Software with any product, data, or apparatus not provided by MaintStar. MaintStar provides no warranty whatsoever for any third-party hardware or software products.

4.3 Except as expressly set forth herein, MaintStar disclaims any and all express and implied warranties, including but not necessarily limited to warranties of merchantability and fitness for a particular purpose.

5. Compensation

5.1 Subscription License Fees In exchange for the Software described herein above, Customer will pay to MaintStar the amounts indicated in Exhibit A. The annual subscription license is included in the single annual fee.

5.2 Payment Terms Amounts are quoted in United States dollars and do not include applicable taxes, if any.

Customer will be responsible for payment of all federal, state or provincial, and local taxes and duties, except those based on MaintStar’s income. If Customer is exempt from certain taxes, Customer will provide MaintStar with an appropriate certificate of exemption. Customer will be invoiced for all amounts upon occurrence of the billing events described in Exhibit A. The payment terms of all invoices are net thirty (30) calendar days from the dates of the invoices. MaintStar may, at its sole discretion, suspend its obligations hereunder without penalty until payments for all past-due billings have been paid in full by Customer.

6. Confidentiality

6.1 Definitions “Disclosing Party” and “Recipient” refer respectively to the party which discloses information and the party to which information is disclosed in a given exchange. Either MaintStar or Customer may be deemed Disclosing Party or Recipient depending on the circumstances of a particular communication or transfer of in- formation. “Confidential Information” means all disclosed information relating in whole or in part to non-public data, proprietary data compilations, computer source codes, compiled or object codes, scripted programming statements, byte codes, or data codes, entity-relation or workflow diagrams, financial records or information, cli- ent records or information, organizational or personnel information, business plans, or works-in-progress, even where such works, when completed, would not necessarily comprise Confidential Information. The foregoing listing is not intended by the Parties to be comprehensive, and any information which Disclosing Party marks or otherwise designates as “Confidential” or “Proprietary” will be deemed and treated as Confidential Informa- tion. Information which qualifies as “Confidential Information” may be presented to Recipient in oral, written, graphic, and/or machine-readable formats. Regardless of presentation format, such information will be deemed and treated as Confidential Information. Notwithstanding, the following specific classes of information are not “Confidential Information” within the meaning of this Section:
a) information which is in Recipient’s possession prior to disclosure by Disclosing Party; b) information which is available to Recipient from a third party without violation of this LA or Disclosing Party’s intellectual property rights;
c) information disclosed pursuant to Subsection 6.4 below; d) information which is in the public domain at the time of disclosure by Disclosing Party, or which enters the public domain from a source other than Recipient after disclosure by Disclosing Party; e) information which is subpoenaed by governmental or judicial authority; f) information subject to disclosure pursuant to a state’s public records laws.

SAMPLE ONLY
MaintStar, Inc. | 3510 Turtle Creek Blvd. Unit 17B • Dallas, TX 75219 | (800) 255-5675 | www.maintstar.com page 133

6.2 Confidentiality Terms The obligations described in this Section commence on the Effective Date and will continue until two (2) years following any termination or expiration of this LA (“Confidentiality Term”).

6.3 Confidentiality Obligations During the Confidentiality Term, Recipient will protect the confidentiality of Confidential Information using the same degree of care that it uses to protect its own information of similar importance, but will in any case use no less than a reasonable degree of care to protect Confidential Information. Recipient will not directly or indirectly disclose Confidential Information or any part thereof to any third party without Disclosing Party’s advance express written authorization to do so. Recipient may disclose Confidential Information only to its employees or agents under its control and direction in the normal course of its business and only on a need-to-know basis. In responding to a request for Confidential Information, Recipient will cooperate with Disclosing Party, in a timely fashion and in a manner not inconsistent with applicable laws, to protect the Confidential Information to the fullest extent possible.

6.4 Publicity During the term of this LA, including the term of any amendment hereto, MaintStar may publicly disclose its ongoing business relationship with Customer. Such disclosures may indicate Customer’s identity and the MaintStar product(s) and services provided or contracted to be provided to Customer.

These disclosures may include press releases or other communications to media, display on MaintStar web sites, or use in other marketing activities, but will not include non-public information or indicate Customer’s express endorsement of MaintStar’s products or services without Customer’s prior written authorization.

7. Other Terms and Conditions

7.1 Dispute Resolution This LA is governed by the laws of the State of Texas. Any controversy or claim arising out of or relating to this LA, or the breach thereof, will be settled by arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, including the Emergency Interim Relief Procedures, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The place of arbitration will be Dallas County, Texas. Either party may apply to the arbitrator for injunctive relief until the arbitration award is rendered or the controversy is otherwise resolved. Either party also may, without waiving any remedy under this LA, seek from any court having jurisdiction any interim or provisional relief that is necessary to protect the rights or property of that party, pending the arbitrator’s determination of the merits of the controversy. Each party will initially bear its own expenses and an equal share of the costs of the arbitration, but the prevailing party may be awarded its expenses, reasonable attorneys’ fees, and costs. The failure of either party to object to a breach of this LA will not prevent that party from thereafter objecting to that breach or any other breach of this LA.

7.2 Removal and Destruction of Software Within ten (10) business days following termination of this LA by either Party, Customer will remove all copies of the Software from those computer systems which it owns or controls and will destroy all media which contain copies of the Software or portions thereof. Customer will certify said removal and destruction to MaintStar within fifteen (15) business days following termination of this LA.

7.3 Assignment MaintStar may assign its rights and obligations hereunder for purposes of financing or pursuant to corporate transactions involving the sale of all or substantially all of its stock or assets. MaintStar may subcontract with qualified third parties to provide portions of the Maintenance Services described herein above.

7.4 Survival The following provisions will survive the termination or expiration of this LA: Section 5 and all subsections thereof, as to Customer’s obligation to pay any fees accrued or due at the time of termination or expiration; Section 6 and all subsections thereof; and Section 7, and all subsections thereof.

7.5 Alternate Terms Disclaimed The parties expressly disclaim any alternate terms and conditions accompanying drafts and/or purchase orders issued by Customer.

SAMPLE ONLY
MaintStar, Inc. | 3510 Turtle Creek Blvd. Unit 17B • Dallas, TX 75219 | (800) 255-5675 | www.maintstar.com page 134

7.6 Severability and Amendment If any particular provision of this LA is determined to be invalid or unenforceable, that determination will not affect the other provisions of this LA, which will be construed in all respects as if the invalid or unenforceable provision were omitted. No extension, modification, or amendment of this LA will be effective unless it is described in writing and signed by the Parties.

AGREED AND ACCEPTED:

MAINTSTAR (“MaintStar”) CUSTOMER OR AGENCY (“Customer”) By By
Printed Printed
Title Title
Date Date

SAMPLE ONLY
MaintStar, Inc. | 3510 Turtle Creek Blvd. Unit 17B • Dallas, TX 75219 | (800) 255-5675 | www.maintstar.com page 135

EAMS SUPPORT AND MAINTENANCE AGREEMENT

1. Parties

MAINTSTAR CUSTOMER OR AGENCY
MaintStar, Inc.
3510 Turtle Creek Blvd., Unit 17B
Dallas, TX 75219
Attention: Contracts
P:

F:

E:

2. Terms and Termination

2.1 Term Provided that Customer signs and returns this MA to MaintStar no later than is effective as of the date of Customer’s signature and will continue for a period of years. Customer may elect to continue its maintenance coverage for additional annual terms by paying to MaintStar the fees associated with such terms when these are due; said fees will not increase by more than ten percent (10%) from the maintenance fees for the preceding term. Should Customer fail to renew its maintenance coverage or pay the applicable fees, MaintStar reserves the right to withhold all support. If Customer resumes maintenance coverage after one or more periods without such coverage, Customer will pay an amount equivalent to one hundred ten percent (110%) of all maintenance fees attributable to the period(s) without coverage, as such fees are calculated based upon pricing in effect at the time of resumption of maintenance coverage.

2.2 Termination Either party may terminate if the other party materially breaches this MA and, after receiving a written notice describing the circumstances of the default, fails to correct the breach within thirty (30) calendar days. Upon any termination or expiration of this MA, all rights granted to Customer are cancelled and revert to MaintStar.

This Maintenance Agreement (“MA”) is intended for the exclusive benefit of the Parties; nothing herein will be construed to create any benefits, rights, or responsibilities in any other parties.

3. Scope of Maintenance

3.1 Maintenance Services

3.1.1 Telephone Support MaintStar will provide Customer with a telephone number to contact MaintStar Customer Support, MaintStar’s live technical support facility, which is available from 6:00 a.m. until 5:00 p.m. Pacific time Monday through Friday, excluding MaintStar’s observed holidays (listed below):

1. New Years Day

2. Martin Luther King Jr. Day

3. Memorial Day

4. Independence Day

5. Labor Day

6. Veterans Day

7. Thanksgiving

8. Day after Thanksgiving

9. Christmas

SAMPLE ONLY
MaintStar, Inc. | 3510 Turtle Creek Blvd. Unit 17B • Dallas, TX 75219 | (800) 255-5675 | www.maintstar.com page 136

3.1.2 Email Support MaintStar will provide Customer with one or more electronic mail addresses to which Customer may submit routine or non-critical support requests, which MaintStar will address during its regular business hours. Emergency level requests outside of normal service hours customers may contact their Dedicated Support Engineer via email or cellphone text message.

3.1.3 Online Support MaintStar will provide Customer with access to an online service support ticketing system. The system is continuously available and will provide regular updates to service requests.

3.1.4 Remote Support When required to properly resolve a maintenance request, MaintStar will provide remote assistance to Customer via a web conferencing environment or another mutually- acceptable remote communications method.

3.1.5 Onsite Support If Customer does not wish for MaintStar to resolve its maintenance requests remotely, MaintStar will provide on-site assistance to Customer at MaintStar’s then-current time-and- materials rates. In addition to these charges, Customer will compensate MaintStar for associated airfare, lodging, rental transportation, meals, and other incidental expenses as such expenses accrue.

3.1.6 Software Updates Software Updates MaintStar will provide revisions of and enhancements to maintained software products to Customer as such updates are generally-released by MaintStar.

Software updates will be made available to Customer for evaluation prior to production deployment. Production deployment will be scheduled in advance with the customer.

3.2 Maintenance Limitations Generally, the following are not covered by this MA, but may be separately available at rates and on terms which may vary from those described herein:

3.2.1 Services required due to misuse of the MaintStar-maintained software products.

3.2.2 Services required due to software corrections, integrations, customizations, or modifications not developed or authorized by MaintStar.

3.2.3 Non-emergency services required by Customer to be performed by MaintStar outside of MaintStar’s usual working hours.

3.2.4 Services required due to external factors including, but not necessarily limited to, Customer’s use of software or hardware not authorized by MaintStar.

3.2.5 Services required due to the operation of third-party interfaces between the MaintStar- maintained software products and other third-party software products or systems, even where such interfaces were provided or implemented by MaintStar but are a result of version changes to the third-party software product or configuration.

3.2.6 Services required to resolve or work-around conditions which cannot be reproduced in MaintStar’s support environment.

3.2.7 Services which relate to tasks other than maintenance of Customer’s existing implementation and configuration of the MaintStar maintained software products including, but not necessarily limited to, enhancing or adapting such products for specific operating environments.

3.2. Services requested by Customer to implement integrations in customer licensed software not provided by MaintStar pursuant to this MA

SAMPLE ONLY
MaintStar, Inc. | 3510 Turtle Creek Blvd. Unit 17B • Dallas, TX 75219 | (800) 255-5675 | www.maintstar.com page 137

4. Warranty
MaintStar will commence and complete the maintenance obligations described in this MA in a good and workmanlike manner, consistent with the practices and standards of care generally accepted within and expected of MaintStar’s industry, to ensure that the operation of the maintained software products does not materially differ from documented specifications. MaintStar may make repeated efforts within a reasonable time period to resolve maintenance requests. When a maintenance request cannot be resolved, the Customer’s exclusive remedy will be damages in an amount equal to the total maintenance fees paid to MaintStar for the defective or non-conforming software products for the twelve (12) calendar months immediately preceding the Customer’s maintenance request.

5. Confidentiality

5.1 Definitions “Disclosing Party” and “Recipient” refer respectively to the party which discloses information and the party to which information is disclosed in a given exchange. Either MaintStar or Customer may be deemed Disclosing Party or Recipient depending on the circumstances of a particular communication or transfer of information. “Confidential Information” means all disclosed information relating in whole or in part to non-public data, proprietary data compilations, computer source codes, compiled or object codes, scripted programming statements, byte codes, or data codes, entity-relation or workflow diagrams, financial records or information, client records or information, organizational or personnel information, business plans, or works-in- progress, even where such works, when completed, would not necessarily comprise Confidential Information.

The foregoing listing is not intended by the Parties to be comprehensive, and any information which Disclosing Party marks or otherwise designates as “Confidential” or “Proprietary” will be deemed and treated as Confidential Information. Information which qualifies as “Confidential Information” may be presented to Recipient in oral, written, graphic, and/or machine-readable formats. Regardless of presentation format, such information will be deemed and treated as Confidential Information. Notwithstanding, the following specific classes of information are not “Confidential Information” within the meaning of this Section:
a) information which is in Recipient’s possession prior to disclosure by Disclosing Party; b) information which is available to Recipient from a third party without violation of this MA or Disclosing Party’s intellectual property rights;
c) information disclosed pursuant to Subsection 6.4 below; d) information which is in the public domain at the time of disclosure by Disclosing Party, or which enters the public domain from a source other than Recipient after disclosure by Disclosing Party; e) information which is subpoenaed by governmental or judicial authority; f) information subject to disclosure pursuant to a state’s public records laws.

5.2 Confidentiality Terms The obligations described in this Section commence on the Effective Date and will continue until two (2) years following any termination or expiration of this MA (“Confidentiality Term”).

5.3 Confidentiality Obligations During the term of this MA, including the term of any amendment hereto, MaintStar may publicly disclose its ongoing business relationship with Customer. Such disclosures may indicate Customer’s identity and the MaintStar product(s) and services provided or contracted to be provided to Customer. These disclosures may include press releases or other communications to media, display on MaintStar web sites, or use in other marketing activities, but will not include non-public information or indicate Customer’s express endorsement of MaintStar’s products or services without Customer’s prior written authorization.

5.4 Publicity During the term of this MA, including the term of any amendment hereto, MaintStar may publicly disclose its ongoing business relationship with Customer. Such disclosures may indicate Customer’s identity and the MaintStar product(s) and services provided or contracted to be provided to Customer.

These disclosures may include press releases or other communications to media, display on MaintStar web sites, or use in other marketing activities, but will not include non-public information or indicate Customer’s express endorsement of MaintStar’s products or services without Customer’s prior written authorization.

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AGREED AND ACCEPTED:

MAINTSTAR (“MaintStar”) CUSTOMER OR AGENCY (“Customer”) By By
Printed Printed
Title Title
Date Date

6. Other Terms and Conditions

7.1 Limitation of Liability MaintStar provides no warranty whatsoever for any third-party hardware or software products. Third-party applications which utilize or rely upon the Application Services may be adversely affected by remedial or other actions performed pursuant to this MA; MaintStar bears no liability for and has no obligation to remedy such effects. Except as set forth herein, MaintStar provides all Hosting Services “as is” without express or implied warranty of any kind regarding the character, function, capabilities, or appropriateness of such services or deliverables. To the extent not offset by its insurance coverage and to the maximum extent permitted by applicable laws, in no event will MaintStar’s cumulative liability for any general, incidental, special, compensatory, or punitive damages whatsoever suffered by Customer or any other person or entity exceed the fees paid to MaintStar by Customer during the twelve (12) calendar months immediately preceding the circumstances which give rise to such claim(s) of liability, even if MaintStar or its agents have been advised of the possibility of such damages..

7.2 Force Majeure If either party is delayed in its performance of any obligation under this MA due to causes or effects beyond its control, that party will give timely notice to the other party and will act in good faith to resume performance as soon as practicable.

7.3 Dispute Resolution This MA is governed by the laws of the State of Texas. Any controversy or claim arising out of or relating to this HA, or the breach thereof, will be settled by arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, including the Emergency Interim Relief Procedures, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The place of arbitration will be Dallas County, Texas. Either party may apply to the arbitrator for injunctive relief until the arbitration award is rendered or the controversy is otherwise resolved.

Either party also may, without waiving any remedy under this HA, seek from any court having jurisdiction any interim or provisional relief that is necessary to protect the rights or property of that party, pending the arbitrator’s determination of the merits of the controversy. Each party will initially bear its own expenses and an equal share of the costs of the arbitration, but the prevailing party may be awarded its expenses, reasonable attorneys’ fees, and costs. The failure of either party to object to a breach of this MA will not prevent that party from thereafter objecting to that breach or any other breach of this HA.

7.4 Survival The following provisions will survive the termination or expiration of this MA: Section 2.2, as to limitation of remedy; Section 4 and all subsections thereof, as to Customer’s obligation to pay any fees accrued or due at the time of termination or expiration; Section 5 and all subsections thereof with the exception of Subsection 6.4; and Section 7 and all subsections thereof with the exception of Subsection 6.2.

7.5 Alternate Terms Disclaimed The parties expressly disclaim any alternate terms and conditions accompanying drafts and/or purchase orders issued by Customer.

7.6 Severability and Amendment If any particular provision of this MA is determined to be invalid or unenforceable, that determination will not affect the other provisions of this HA, which will be construed in all respects as if the invalid or unenforceable provision were omitted. No extension, modification, or amendment of this MA will be effective unless it is described in writing and signed by the Parties.

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EAMS HOSTING AGREEMENT

1. Parties

MAINTSTAR CUSTOMER OR AGENCY
MaintStar, Inc.
3510 Turtle Creek Blvd., Unit 17B
Dallas, TX 75219
Attention: Contracts
P:

F:

E:

2. Terms and Termination

2.1 Term Provided that Customer signs and returns this HA to MaintStar no later than _____ this HA is effective as of the date of Customer’s signature (“Effective Date”) and will continue until terminated as provided herein.

2.2 Termination Either party may terminate if the other party materially breaches this HA and, after receiving a written notice describing the circumstances of the default, fails to correct the breach within thirty (30) calendar days. Upon any termination or expiration of this HA, all rights granted to Customer are cancelled and revert to MaintStar.

This Hosting Agreement (“HA”) is intended for the exclusive benefit of the Parties; nothing herein will be construed to create any bene- fits, rights, or responsibilities in any other parties.

3. Hosting Services

3.1 Scope of Hosting Services MaintStar will provide the hosting services described in this Section and in Exhibit A for the following software products (“Hosted Applications”):

MaintStar EAMS Enterprise Software

3.2 System Administration and Security The Hosted Applications will be hosted by MaintStar on MaintStar - leased equipment at a physically-secure commercial third-party hosting facilities. MaintStar will perform system ad- ministration duties as required to maintain the service levels described below and to facilitate timely restoration of Customer’s data and operations, if necessary, following unanticipated interruptions of the Hosted Applica- tions. MaintStar will implement suitable network security measures to minimize the likelihood of unanticipated interruptions of the Hosted Applications.

3.3 Infrastructure Availability MaintStar will endeavor to provide Customer with no less than twenty-four (24) hours’ notice prior to Hosted Applications unavailability due to planned maintenance (other than during Maint- Star’s standard maintenance window between the hours of 11:00 PM [23:00] Thursday and 1:00 AM [1:00] Friday Pacific time); MaintStar will endeavor to provide as much notice as is practicable under the circumstances for updates and fixes which much be applied on a more urgent basis. MaintStar will provide five (5) business days’ notice prior to any planned network, server hardware, operating environment, or database modifications of a material nature. Excluding the foregoing events, MaintStar warrants that the Hosted Applications will be gener- ally-available no less than ninety-nine point nine five percent (99.95%) of each calendar month. For each calen- dar month during which the availability of the Hosted Applications does not achieve the established standard, MaintStar will provide a credit to Customer’s account as liquidated damages calculated pursuant to Subsection

3.5 below, provided that the substandard availability is identified by Customer in writing or by e-mail to Maint- Star and can be objectively verified. Credits accumulated pursuant to this Section may be applied to additional MaintStar products and/or services, but will not be refunded to Customer.

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3.4 Warranty MaintStar will commence and complete the obligations described in this HA in a good and workmanlike manner, consistent with the practices and standards of care generally-accepted within and expected of MaintStar’s industry, to ensure that the operation and availability of the Hosted Applications does not materially differ from documented specifications. MaintStar may make repeated efforts within a reasonable time period to resolve operational issues. When an operational issue cannot be resolved, Customer’s exclusive remedy will be damages in an amount equal to the total of hosting fees paid to MaintStar for the defective or non-conforming software products amongst the Hosted Applications during the twelve (12) calendar months immediately preceding the occurrence of the unresolved operational issue.

3.5 System Availability and Performance The performance requirements for the hosted system, excluding planned maintenance downtime, are set forth below. Uptime is calculated on a calendar month basis as U=O/(M- P)*100, where U is Uptime as used in the table below, O is the amount of operational uptime for the hosted system during a given calendar month, M is the number of minutes in said calendar month, and P is the number of minutes of planned downtime during said calendar month.

Monthly Uptime Credit
Greater than or equal to 99.95% None
Less than 99.95% but greater than or equal to 15% of pro-rated monthly hosting Less than 99.00% but greater than or equal to 35% of pro-rated monthly hosting Less than 95.0% 100% of pro-rated monthly hosting

4. Customer Property

4.1 Customer warrants that it exclusively owns its data and that it has both the right and the authority to provide such data to MaintStar. Customer retains full ownership of its data and grants to MaintStar a limited, nonexclusive, nontransferable license to use said data only to perform MaintStar’s obligations in accordance with the terms and conditions of this HA. Throughout the term of this HA, upon the request of Customer, MaintStar will provide Customer with:
i) a copy of its data in an SQL database dump file, not more than once per calendar quarter, ii) An EAMS (asset management data) conversion upload, not more than twice per annual term, and iii) a Crystal Report placement, not more than two (2) times per annual term.

4.2 Within thirty (30) calendar days following termination or expiration of this HA, Customer may request that MaintStar provide a complete copy of Customer’s data, as such may be updated or modified by Customer’s use of the Hosted Applications, to Customer in a machine-readable format. MaintStar will comply in a timely manner with such request, provided that Customer a) pays all costs of and associated with such copying, as calculated at MaintStar’s then-current time-and- materials rates; and b) pays all unpaid amounts due to MaintStar. If Customer elects to transition to another hosting option, including self-hosting or hosting by third parties, MaintStar will assist Customer during such transition to ensure uninterrupted access to Customer’s data and the Hosted Applications, provided that Customer pays all costs of and associated with such services, as calculated at then current hosting and/or time-and-materials rates, as applicable.

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5. Compensation

5.1 Hosting Fees In exchange for the Services described herein above, Customer will pay to MaintStar the amounts indicated in Exhibit A.

5.2 Payment Terms Amounts are quoted in United States dollars and do not include applicable taxes, if any.

Customer will be responsible for payment of all federal, state or provincial, and local taxes and duties, except those based on MaintStar’s income. If Customer is exempt from certain taxes, Customer will provide MaintStar with an appropriate certificate of exemption. Customer will be invoiced for all amounts upon occurrence of the billing events described in Exhibit A. The payment terms of all invoices are net thirty (30) calendar days from the dates of the invoices. MaintStar may, at its sole discretion, suspend its obligations hereunder without penalty until payments for all past-due billings have been paid in full by Customer.

6. Confidentiality

6.1 Definitions “Disclosing Party” and “Recipient” refer respectively to the party which discloses information and the party to which information is disclosed in a given exchange. Either MaintStar or Customer may be deemed Disclosing Party or Recipient depending on the circumstances of a particular communication or transfer of information. “Confidential Information” means all disclosed information relating in whole or in part to non-public data, proprietary data compilations, computer source codes, compiled or object codes, scripted programming statements, byte codes, or data codes, entity-relation or workflow diagrams, financial records or information, client records or information, organizational or personnel information, business plans, or works-in- progress, even where such works, when completed, would not necessarily comprise Confidential Information.

The foregoing listing is not intended by the Parties to be comprehensive, and any information which Disclosing Party marks or otherwise designates as “Confidential” or “Proprietary” will be deemed and treated as Confidential Information. Information which qualifies as “Confidential Information” may be presented to Recipient in oral, written, graphic, and/or machine-readable formats. Regardless of presentation format, such information will be deemed and treated as Confidential Information. Notwithstanding, the following specific classes of information are not “Confidential Information” within the meaning of this Section:
a) information which is in Recipient’s possession prior to disclosure by Disclosing Party; b) information which is available to Recipient from a third party without violation of this HA or Disclosing Party’s intellectual property rights;
c) information disclosed pursuant to Subsection 6.4 below; d) information which is in the public domain at the time of disclosure by Disclosing Party, or which enters the public domain from a source other than Recipient after disclosure by Disclosing Party; e) information which is subpoenaed by governmental or judicial authority; f) information subject to disclosure pursuant to a state’s public records laws.

6.2 Confidentiality Terms The obligations described in this Section commence on the Effective Date and will continue until two (2) years following any termination or expiration of this HA (“Confidentiality Term”).

6.3 Confidentiality Obligations During the Confidentiality Term, Recipient will protect the confidentiality of Confidential Information using the same degree of care that it uses to protect its own information of similar importance, but will in any case use no less than a reasonable degree of care to protect Confidential Information. Recipient will not directly or indirectly disclose Confidential Information or any part thereof to any third party without Disclosing Party’s advance express written authorization to do so. Recipient may disclose Confidential Information only to its employees or agents under its control and direction in the normal course of its business and only on a need-to-know basis. In responding to a request for Confidential Information, Recipient will cooperate with Disclosing Party, in a timely fashion and in a manner not inconsistent with applicable laws, to protect the Confidential Information to the fullest extent possible.

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7. Other Terms and Conditions

7.1 Limitation of Liability MaintStar provides no warranty whatsoever for any third-party hardware or software products. Third-party applications which utilize or rely upon the Application Services may be adversely affected by remedial or other actions performed pursuant to this HA; MaintStar bears no liability for and has no obligation to remedy such effects. Except as set forth herein, MaintStar provides all Hosting Services “as is” without express or implied warranty of any kind regarding the character, function, capabilities, or appropriateness of such services or deliverables. To the extent not offset by its insurance coverage and to the maximum extent permitted by applicable laws, in no event will MaintStar’s cumulative liability for any general, incidental, special, compensatory, or punitive damages whatsoever suffered by Customer or any other person or entity exceed the fees paid to MaintStar by Customer during the twelve (12) calendar months immediately preceding the circumstances which give rise to such claim(s) of liability, even if MaintStar or its agents have been advised of the possibility of such damages.

7.2 Force Majeure If either party is delayed in its performance of any obligation under this HA due to causes or effects beyond its control, that party will give timely notice to the other party and will act in good faith to resume performance as soon as practicable.

7.3 Dispute Resolution This HA is governed by the laws of the State of Texas. Any controversy or claim arising out of or relating to this HA, or the breach thereof, will be settled by arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, including the Emergency Interim Relief Procedures, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The place of arbitration will be Dallas County, Texas. Either party may apply to the arbitrator for injunctive relief until the arbitration award is rendered or the controversy is otherwise resolved.

Either party also may, without waiving any remedy under this HA, seek from any court having jurisdiction any interim or provisional relief that is necessary to protect the rights or property of that party, pending the arbitrator’s determination of the merits of the controversy. Each party will initially bear its own expenses and an equal share of the costs of the arbitration, but the prevailing party may be awarded its expenses, reasonable attorneys’ fees, and costs. The failure of either party to object to a breach of this HA will not prevent that party from thereafter objecting to that breach or any other breach of this HA.

7.4 Survival The following provisions will survive the termination or expiration of this HA: Section 2.2, as to limitation of remedy; Section 5 and all subsections thereof, as to Customer’s obligation to pay any fees accrued or due at the time of termination or expiration; Section 6 and all subsections thereof with the exception of Subsection 6.4; and Section 7 and all subsections thereof with the exception of Subsection 7.2.

7.5 Alternate Terms Disclaimed The parties expressly disclaim any alternate terms and conditions accompanying drafts and/or purchase orders issued by Customer.

7.6 Severability and Amendment If any particular provision of this HA is determined to be invalid or unenforceable, that determination will not affect the other provisions of this HA, which will be construed in all respects as if the invalid or unenforceable provision were omitted. No extension, modification, or amendment of this HA will be effective unless it is described in writing and signed by the Parties.

AGREED AND ACCEPTED:

MAINTSTAR (“MaintStar”) CUSTOMER OR AGENCY (“Customer”) By By
Printed Printed
Title Title
Date Date

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MaintStar, Inc. | 3510 Turtle Creek Blvd. Unit 17B • Dallas, TX 75219 | (800) 255-5675 | www.maintstar.com page 143