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EXHIBIT E
AMENDMENT 1 TO XYVISION SYSTEM AGREEMENT OF 1/9/97
It is understood by the Parties that Underwriters Laboratories Inc. ("UL") has
a requirement to have an operational system in place to ensure that UL's Year
2000 ("Y2K") Compliancy is assured. It is further mutually understood that
system specifications, priorities and objectives are not yet fully defined. To
ensure that UL's mandatory Y2K objectives are met, the following process will
be followed:
1. Xyvision project management staff will facilitate a series of
planning and project mapping activities with the appropriate UL
staff. The dates and details of this initial process will be defined
in a Project implementation Schedule.
2. Upon completion of this initial process, the Parties will mutually
develop a detailed preliminary implementation Plan defining the
overall goals and objectives of the EDMS System Implementation
including incorporation of sites outside of the Northbrook facility.
A key aspect of this plan will be the definition of critical
milestone dates for the system implementation, prototyping and
rollout to users.
3. The Parties will then work to prioritize and categorize the
implementation objectives and milestones and develop "time to
complete" estimates for all activities.
4. If the full implementation cannot be completed by the mandated Y2K
compliance deadline, the Parties will determine if additional
resources can be used to expedite development to meet the identified
date. If so, Xyvision will use its best efforts to secure or assign
these additional resources to expedite development. In parallel, or
if expedited delivery is not feasible, the Parties will work to
adjust the scope or phasing of deliverables to ensure that core
functionality can be delivered in the required time frame.
5. Once defined, this plan will be codified in a Statement of Work. The
Statement of Work will also identify the key responsibilities of
each party, critical milestone dates, phased delivery schedules and
wherever possible, Acceptance Criteria.
6. The Statement of Work will be signed by both Parties. Any subsequent
modifications or adjustments to the Statement of Work will also be
confirmed in writing by both Parties.
