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EXHIBIT A TECHNICAL SUPPORT SERVICES Continental Utility Solutions, Inc. "CUSI will provide technical support and maintenance services for the computer software program Utility Management Solution .Net, any associated modules, add -ons or interfaces, and any modified, updated or enhanced versions of such programs ('Licensed Software based upon the following terms and conditions and those set forth in the Agreement: 1. Technical Support Services: Technical support services shall renewal based upon the list price of the Licensed Software as if it were include call management, entitlement verification, issue prioritization, being purchased at such time. The Licensee will be invoiced for annual installation assistance, issue analysis, program error re- creation, renewals on or before the date of expiration of the then current term. application diagnostics and the corresponding resolution of such issue or CUSI reserves the right to amend its Fees annually with prior written issues through operational instruction or corrections to the object code of notice. the application. CUSI reserves the right to charge Licensee Fees for services rendered in 2. Maintenance Services: Maintenance Services shall include connection with reported program errors which are subsequently all updates for the Licensed Software, including any related determined to have been due to hardware or software not supplied by documentation, which is commercially released during the term of this CUSI. CUSI will perform such services on a time and materials basis. Technical Support and Maintenance Services Agreement. Updates Notwithstanding the foregoing, CUSI does not have an obligation to consist of new releases which may provide functional enhancements and perform technical support services related to hardware or software not error corrections. New products or separately serialized modules are not supplied by CUSI. included in this Agreement. The Licensee understands and agrees that 7. Payment: Licensee is responsible for the full payment they shall have sole responsibility for the installation of any updates. including any applicable sales and /or use taxes. In the event of non 3. Scope of Services: Services shall be provided during normal payment this Agreement shall immediately expire and the Licensee shall hours of operation Monday through Friday 7:00 AM to 6:00 PM Central not be entitled to receive the services described herein. In the event of Time excluding national holidays. Basic services shall include unlimited cancellation of services during the annual period, no refund, pro -rated or toll free, fax and email access to Technical Support as well as online otherwise, will be provided. access to CUSI's Client Services Website. Enhanced services may also 8. Reinstatement of Services: In the event of cancellation of or be made available by CUSI from time to time and contracted by non payment for Technical Support Services, any subsequent renewals Licensee. will be subject to a reinstatement charge of 25% multiplied by the then 4. Term: Subject to the terms of this Agreement and the current Licensed Software license fee, plus any unpaid historical and Software License Agreement, the Licensee is entitled to receive services current annual Fees. described herein for a period of one year. The first year of service will 9. Registered Users: Licensee shall provide and maintain a list begin 90 days from the purchase date of the Licensed Software following of registered users that may be contacted by CUSI in support of this the Software Warranty Period. Agreement. Licensee may amend the list of registered users at any time 5. Annual Renewal of Service: Thirty (30) days prior to the by providing written notice to CUSI. annual expiration date of service CUSI will send to Licensee an invoice 10. Conditions of Service: The receipt and use of the Licensed for the annual renewal of services pursuant to the current terms, Software is subject to the terms and conditions of the original Software conditions and pricing then in effect. Such service will be automatically License Agreement and the adherence to associated documentation and renewed unless canceled in writing by Licensee prior to the annual maintenance of the system requirements of the Licensed Software. CUSI expiration date or in the event of non payment. reserves the right to suspend Technical Support Services for any 6. Fees: Fees for such services are charged on an annual basis outdated Versions of the Licensed Software with prior notification to and are equal to twenty percent (20 of the then current list price of the Licensee. Licensed Software. Such amount is calculated on the date of annual A -1