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terms of this agreement for so long as such users are permitted access to Customer's implementation of the Accela software." Section 3.1.1 of the License Agreement is amended by appending the words "and employees of City of Concord, North Carolina ". The second bullet in Section 3.1.7 of the License Agreement is amended by appending the following sentence: "City of Concord may use the Software only to process transactions relating to properties 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." Section 3.1.9 of the License Agreement is amended by replacing the word "Customer" with the words "Customer or City of Concord ". 4.4. As part of its intergovernmental agreement with City of Concord, Customer will include an obligation on the part of City of Concord to abide by the license terms of its License Agreement with Accela, as hereby amended, and to abide by the confidentiality terms of said agreement and the Maintenance Agreement between the Parties. 4.5. This Amendment is governed by the laws of the State of North Carolina. Any controversy or claim arising out of or relating to this Amendment, 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 Cabarrus County, North Carolina. 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 Amendment, 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 Amendment will not prevent that party from thereafter objecting to that breach or any other breach of this Amendment. 4.6. Unless specifically amended, modified, or supplemented by this document, all terms and conditions of prior written agreements between the parties shall remain unchanged and in full force and effect. The parties expressly disclaim any alternate terms and conditions accompanying drafts and /or purchase orders issued by Customer. 4.7. If any particular provision of this document is determined to be invalid or unenforceable, that determination shall not affect the other provisions which shall be construed in all respects as if the invalid or unenforceable provision were omitted. I_1111iAW_1 By: Signature Print Name Its Title Dated: CUSTOMER By: Signature Print Name Its Title Dated: Month, Day, Year Amendment Month, Day, Year END OF DOCUMENT Page 2 of 2 Attachment number 2 F -7 Page 131