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BUSINESS RECORDS CORPORATION
<br /> P.O.Box 1082,SL Cloud,MN 56302 (612)253-2170
<br /> HARDWARE MAINTENANCE AGREEMENT
<br /> for Optical Scan Equipment
<br /> THIS HARDWARE MAINTENANCE AGREEMENT(the"Agreement")is made and entered into this 15th day of m1au ,1995,
<br /> by and between Business Records Corporation,a Delaware corporation,having a principal place of business at 1111 W.Mockingbird Lane,Suite
<br /> 1400,Dallas,Texas 75247("BRC")and St Aitthon_u Village, Minnesota ,a government entity having a principal place
<br /> of business at 3301 Silver Lake RD, St Anthony. MN 55418 ("Customer"). In consideration of the mutual cov-
<br /> enants herein contained,the parties hereby agree as follows:
<br /> 1.Term and Termination.This Agreement shall become effective with regard to the computer equipment,hardware,peripheral equipment
<br /> and other products described in Exhibit A attached hereto(the"Products")on June I, 1995 ,(the"Commence-
<br /> ment Date"),and shall continue bi-annually from the Commencement Date,or this Agreement may be terminated by the parties as follows:
<br /> (i)immediately upon delivery of written notice by BRC of its intent to terminate,if Customer shall assign,delegate or otherwise transfer this
<br /> Agreement or any of its rights or obligations under this Agreement,(ii)by either party,If that parry delivers written notice to the other party
<br /> that the other party is in breach of this Agreement and such breach continues unremedied for forty-five(45)days after the delivery of the
<br /> notice;or(iii)by either party,if a party delivers written notice to the ocher party that an assignment has been mace of the business of the
<br /> other parry for the benefit of creditors,or a receiver,trustee in bankruptcy or similar officer shall be appointed to take charge of the property
<br /> of the other party,orthe other party is adjudged a bankrupt,provided such assignment,appointment orjudgement is not remedied or reversed
<br /> with twenty(20)days of delivery of the notice.
<br /> 2.Inspection, BRC shall have the rightto inspect any products before BRC's obligations under this Agreement with respect to any Products
<br /> shall begin,if such Products are not covered by an agreement that is in force. BRC may perform such adjustments and repairs as it deems
<br /> reasonable and necessary to place any Products in good working condition.If BRC determines,in its sole discretion,that any Product cannot
<br /> be placed in good working condition,then BRC may exclude such Products from this Agreement. Customer shall pay BRC for performing
<br /> such inspection services and for all labor,materials and adjustments required to place the Product in good working condition,at BRC's then
<br /> applicable rates for such services and materials. BRC's inspection fee is$1,000.00,plus parts and travel related expenses.
<br /> 3. Price and Payment. In consideration for this Agreement,Customer shall pay BRC the amounts described below.
<br /> A. An amount equal to the aggregate of the initial maintenance fees on the Products as set forth in Exhibit A.
<br /> • B. Any fees or expenses invoiced to Customer by BRC pursuant to Section 2.
<br /> C. If Customer selects Option A as described in Exhibit C as an additional service to be performed by BRC under this Agreement,
<br /> then Customer shall pay an additional sum equal to the aggregate of the option fees described in Exhibit C.
<br /> D.Any Import duties or federal,state,municipal or other government excises,sales,use,occupational or similar taxes,insurance
<br /> and other fees that BRC must pay as a result of its performance of the Agreement.
<br /> E. The payments described in paragraphs 3(A)through 3(D)shall be invoiced to Customer and shall be due within thirty(30)
<br /> days of the date such invoice is delivered.If BRC shall not receive a payment from Customer by the date such payment is due,then Customer
<br /> shall pay BRC interest on such overdue payment at the highest level of interest allowed by law. In addition,Customer agrees to Indemnity
<br /> and hold BRC harmless for all costs involved in collecting overdue payments from Customer. Maintenance fees are non-refundable.
<br /> 4. Responsibilities of BRC.
<br /> A. The Optech ll,III-P,and III-PE are depot repaired units. If Customer hasten(10)or more Products,preventive maintenance
<br /> can be contracted to be performed at Customer site.Subject to the provisions of paragraphs 6 and 8,BRC shall maintain all Products covered
<br /> by this Agreement in good working condition. If Customer shall elect to ship the Products to BRC then Customer shall pay all costs of such
<br /> shipment to and from the BRC maintenance facility designated by BRC,including any expense for insurance and shall bear all risk of loss
<br /> of or damage to the Products during such shipment. If Customer chooses to have BRC maintain the Products at Customer's facilities,the
<br /> Customer shall notify BRC of its request during BRC's normal working hours by telephone or written communication and Customer shall
<br /> pay the associated travel expenses described in Exhibit D if applicable hereto. See Section 5 for customer responsibilities. Notwithstanding
<br /> the foregoing,an employee or agent of BRC shall provide one preventive maintenance inspection of the Products during each 12-month
<br /> period while this Agreement is in effect,or two preventive maintenance inspections of the Products during a 24-month period while this
<br /> Agreement is in effect.If the Product is depot repair,the preventive maintenance is done at a designated BRC facility with Customer paying
<br /> freight both to and from BRC.
<br /> B. Subject to the provisions of paragraphs 6 and 8,BRC shall supply all labor and/or parts necessary to maintain Products in
<br /> good working conditions per the program selected by the customer in Exhibit B. All parts supplied by BRC shall be either new standard
<br /> parts or certified rebuilt parts,and shall be substituted and exchanged for the old parts which shall become the property of BRC.
<br /> C. If Customer so requests,BRC shall record in reasonable detail,information relating to repair of Products. Such record shall
<br /> be adequate to show the repair history of Products,including any history of malfunctions.
<br /> • D. BRC will provide loaner units for equipment failing to operate through fault of BRC. These will be provided within 24 hours
<br /> of notification to BRC.
<br /> HARDWARE MAINTENANCE AGREEMENT/or Optical Scan Equipment-Revised in St Clod 2%15/95 Page 1 of 3
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