CTR057864_-_Contract_Amendment_1_3-28-2022.pdf

Contract Amendment Arizona Department of

Administration State Procurement Office

100 N. 15th Avenue, Suite 402 Phoenix, AZ 85007CTR057864 Amendment # 1

Arizona State Parks & Trails, Reservations, Point of Sales, Website and Call Center.

US eDirect

This Contract Amendment Number 1, in accordance with the Special Terms and Conditions, Section 5.1 Amendments, is hereby amended to modify sub-section 10.17.1 of the Scope of Work, Section 10.17 Escrow of Source Code Business Continuity.

Sub-section 10.17.1 which reads as follows:

“Contractor shall provide all proprietary technology and materials covered under this agreement that State of Arizona has purchased from Contractor for safekeeping with a mutually acceptable software escrow service provider (escrow agent) within 30 days of award, to include, but is not limited to, all source code, any updates or fixes, and related materials and documents for commercial off-the-shelf software (COTS), etc. (“deposit material”). The deposit material deposited with the escrow agent shall be a snapshot of all source code and related material maintained by the Contractor. In this way, as beneficiary of the escrow agreement between Contractor and escrow agent, State of Arizona will have access to all source code of the products that they license for all versions of the software. Furthermore, the escrowed code shall include all code specifically developed for the State of Arizona including, but not limited to, interfaces, Extraction-Transformation-Loading (ETL) routines for data conversion, and all custom code. Upon taking possession of the source code, the State of Arizona will have the right to use the source for products that they license in the versions currently installed on the system or any subsequent versions archived with the escrow agent. Contractor will deposit the material with the escrow agent upon any version release or once every six months, whichever occurs first.”

Is hereby modified to replace the word “award” with the word “ implementation” and shall read:

Contractor shall provide all proprietary technology and materials covered under this agreement that State of Arizona has purchased from Contractor for safekeeping with a mutually acceptable software escrow service provider (escrow agent) within 30 days of implementation, to include, but is not limited to, all source code, any updates or fixes, and related materials and documents for commercial off-the-shelf software (COTS), etc.

(“deposit material”). The deposit material deposited with the escrow agent shall be a snapshot of all source code and related material maintained by the Contractor. In this way, as beneficiary of the escrow agreement between Contractor and escrow agent, State of Arizona will have access to all source code of the products that they license for all versions of the software. Furthermore, the escrowed code shall include all code specifically developed for the State of Arizona including, but not limited to, interfaces, Extraction-Transformation-Loading (ETL) routines for data conversion, and all custom code. Upon taking possession of the source code, the State of Arizona will have the right to use the source for products that they license in the versions currently installed on the system or any subsequent versions archived with the escrow agent. Contractor will deposit the material with the escrow agent upon any version release or once every six months, whichever occurs first.

ACKNOWLEDGEMENT AND AUTHORIZATION

This amendment shall be fully executed upon the electronic approval in the State e-Procurement system by an authorized representative of the Contractor and applied to the contract in the State e-Procurement system by the Procurement Officer or delegate.

Available online at app.az.gov Page | 1

Contract Amendment Arizona Department of

Administration State Procurement Office

100 N. 15th Avenue, Suite 402 Phoenix, AZ 85007CTR057864 Amendment # 1

RECITALS

The State and Supplier entered into that certain agreement title Master Service Agreement signed on November 5, 2021 pursuant to which Supplier is to provide Reservations, Point of Sales, Website and Call Center services.

ALL OTHER REQUIREMENTS, SPECIFICATIONS, TERMS AND CONDITIONS REMAIN UNCHANGED

ACKNOWLEDGEMENT AND AUTHORIZATION

This amendment shall be fully executed upon the electronic approval in the State e-Procurement system by an authorized representative of the Contractor and applied to the contract in the State e-Procurement system by the Procurement Officer or delegate.

Available online at app.az.gov Page | 2