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HTE VAR LLC .: :: Remarketed IBM Maintenance Services Agreement HTE VAR .ienual. c.i.P.w� Maintenance Services Description HTE VAR, LLC. (We) agree to provide IBM Maintenance Services for machines described in an Attachment to our Customer (You) under the terms of this Agreement. We do not provide Maintenance Services under the terms of your purchase order. Maintenance charges are not refundable after coverage has started for the Machine. However, if you sell a Machine, you may transfer coverage to the buyer/third party. If you transfer coverage for a Machine to a third party, you agree to inform that party 1) of the applicable terms of this Agreement and 2) that it must notify us in writing of the transfer,the location of the Machine, and acceptance of coverage. IBM will specify the eligible Machine types and available contract periods. We will list, in an Attachment, the Machines covered,and the coverage start and end dates for each Machine. Each of us agrees that if a feature, upgrade, or conversion is installed on a Machine while it is under this Maintenance Services Agreement, 1) an additional charge may apply and 2) the feature, upgrade, or conversion is subject to the remaining portion of the contract period. Maintenance Charge: $ 74.00 Maintenance Contract Term_03/22/04—09/30/07 10/01/05—09/30/06-$37.00 10/01/06—09/30/07-$37.00 Machines Covered: 7852-40Z sn 42L8196 Fiscal Alignment This Agreement, Attachment A, the End User Information Notice, and the Additional Terms on page 2 form our complete agreement regarding these Maintenance Services and replace any prior oral or written communication between us. By signing below, both of us agree to these terms. Agreed to:(Customer legal name&address) Agreed to: Rancho Palos VerdeZ.);, HTE VAR,LLC 30940 Hawthorne Blvd ' 3168 Mercer University Drive, Suite 100 Rancho Palos Verde, CA 90275 Chamblee,GA 30341 By 401424`" 4. ,Lee. 1/4 By Authorized Signature Authorized Signature Name(print): O ne4S09‘) Name(print): Title: / PAW(�.G ¢ j( Title: Date:/ti)• -� Date: Agreement Number: 2005093001 LB Revised 12/12/00 1is F>'f`` Remarketed IBM Maintenance Services Agreement HTE VAR e Ylnk.1 YAR romp.., Additional Terms Prices and Payment The amount payable for Maintenance Services is a fixed price. Depending on particular circumstances, as described below under Maintenance Services, additional charges may apply. We will inform you in advance whenever additional charges apply. Maintenance Charges are due within 30 days from the invoice date. Amounts past due are subject to a late payment charge of 1.5%per month. You agree to pay accordingly. You also agree to pay applicable sales taxes or to supply exemption documentation. This contract term is for 5 years and covers the items listed in the Attachment for Maintenance Services. Types of Maintenance Service for Machines When a type of service involves the exchange of a Machine or part, the item replaced becomes IBM property and the replacement becomes yours. You represent that all removed items are genuine and unaltered. Before IBM exchanges a Machine or a part, you agree to remove all features, parts, and attachments not under our service. You also agree to ensure that the item is free of any legal obligations or restrictions that prevent its exchange. Maintenance Services IBM will restore the Machine to good working order or exchange it, based on the type of service selected for the Machine. IBM may inspect a Machine within one month following the date Maintenance Services begin. If the Machine is not in an acceptable condition for service, you may have IBM restore it for a charge. Alternatively, you may withdraw your request for Maintenance Services. However, you will be charged for any Maintenance Services which we have performed at your request. Maintenance Services do not cover accessories, supply items, and certain parts, such as batteries, frames, and covers. In addition, Maintenance Services do not cover service of a Machine damaged by modification, misuse, accident, unsuitable physical or operating environment, improper maintenance by you, removal or alteration of Machine or parts identification labels, or failure caused by a product for which we are not responsible. Unless otherwise agreed, Maintenance Services do not cover service of Machine alterations. Warranty We warrant that IBM performs Maintenance Services in a workmanlike manner. THIS WARRANTY REPLACES ALL OTHER WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.We do not warrant uninterrupted or error-free operation of any Maintenance Service. Limitation of Liability In the unlikely event, because of a default on our part or other liability, you are entitled to recover damages from us, in each instance, regardless of the basis on which you are entitled to claim damages from us, we are liable only for an amount no greater than the sum of all payments you have made. Under no circumstances are we responsible to you or third parties for 1) loss of, or damage to, your records or data; or 2) special, incidental, or indirect damages or for any economic consequential damages (including lost profits or savings), even if we are informed of their possibility. Disputes The laws of the State of California govern this Agreement.Any controversy or claim rising out of or relating to this Agreement,or the breach of this Agreement,shall be settled by arbitration in accordance with the rules of the American Arbitration Association at a hearing in California.A judgment of a court having jurisdiction may be entered upon the arbitrator's award.The prevailing party, in addition to all other sums to which it may be entitled, may call upon the other party to pay their reasonable expenses(including attorney fees) relevant to the claim. Revised 12/12/00