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limited to whing, electrical power, temperature, humidity, dust or by cause other than normal use, due to in roper installation by
<br />someone other than Seller, its employees or agents. ANY CHANGES THE CUSTOMER MAY MAKE TO THE SYSTEM
<br />HARDWARE OR SOFTWARE PROGRAMMING THAT ADVERSELY AFFECTS THE FUNCTIONALITY OF THE SYSTEM
<br />ARE NOT COVERED UNDER THE TERMS OF THIS WARRANTY. COMPONENTS PURCHASED FROM AN
<br />UNAUTHORIZED DEALER ARE NOT WARRANTED BY THE MANUFACTURER OR SELLER AND INSTALLATION OF
<br />SUCH MAY VOID ANY EXISTING WARRANTY OR MAINTENANCE SERVICES ON THE ENTIRE SYSTEM. EXCEPT FOR
<br />THE FOREGOING WARRANTY, NO OTHER WARRANTIES, WRITTEN OR ORAL, STATUTORY, EXPRESS OR IMPLIED,
<br />INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, SHALL
<br />APPLY TO THE SYSTEM. IN NO EVENT SHALL SELLER BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, INDIRECT,
<br />PUNITIVE OR SPECIAL DAMAGES OR ANY COMMERCIAL LOSS, LOSS OF REVE E OR PROFITS, OR DATA LOSS,
<br />WHETHER ARISING UNDER TORT OR CONTRACT, EVEN IF SELLER HAS BEEN ADVISED OF THE POSSIBILITY OF
<br />SUCH DAMAGES OR LOSSES.
<br />MAINTENANCE SERVICES. (During the Warranty Period as outlined in Addendum A)
<br />Remote Service. Seller shall provide remote system diagnostics and service as maybe reasonably required to keep the system operating
<br />and in good working order. Remote service shall be provided via a Customer provided system modem and access line. Such remote
<br />service shall include labor only.
<br />Emergency Response. Seller shall use its best efforts to respond to emergency calls (total inoperability of the System) within four (4)
<br />hours after recervmg notice thereof. Services will be provided Monday through Friday, 8:30 a.m. to 5:00 p.m. PST except any holidays
<br />observed by Seller. Seller acknowledges that Customer's business will be highly dependent upon the reliable operation of the System,
<br />uninterrupted by major outages for any significant period of time and will make best efforts to respond to emergencies in a timely
<br />manner.
<br />Non-Emer enc Res onse. Seller shall use its best efforts to respond to non-emergency malfunctions originating within the System
<br />within one (1) usiness day after notice thereof. Business day shall be understood to mean Monday through Friday, 8:30 a.m. to 5:00
<br />p.m. PST except any holidays observed by Seller. Service provided outside of the business day shall be surcharged at Seller's then
<br />current surcharge rate.
<br />10. TRAINING. Seller shall provide, at no additional charge to Customer, user training services reasonably required for Customer's
<br />personnel to use the System (Based upon Seller's experience with systems of comparable size and complexity) at the time of System
<br />mstallation. Addifional Trammg services are available to Customer in accordance with Seller's then standard practiices and price
<br />schedule.
<br />11. RELOCATION OF SYSTEM. Relocation of the System is not inclusive in the Warranty Period or any service agreement and
<br />Customer will be billed in a time and materials fashion at Seller's then, current billable rates
<br />12. TOLL FRAUD DISCLAIMER WARNING. The System described herein has been designed to be reasonably secure from
<br />unauthorized usage and intrusions. However, the System is not invulnerable to fraud or hacking. Seller disclaims any express or
<br />implied warranty that the system is technically immune from or prevents fraudulent intrusions into and/or unauthorized use of the
<br />System (including its interconnection to the long distance network). Customer is hereby warned that fraudulent use of the System,
<br />including but not limited to DISA, auto-attendant, voice mail, 800 and 900 service and lOxxx, is possible. Seller makes no express or
<br />implied warranty against such fraud or hacking, and will not be responsible for consequential, incidental or special costs, including,
<br />without limiting the generality of same, telephone line charges resulting from such activity.
<br />13. DEFAULT. If Customer shall fail to pay or cause payment of any material sum not in dispute owed to Seller when due, then, in
<br />addition to all other remedies available to Seller at law or equity or under other provisions of the Aggrreement and not in limitation
<br />thereof, Seller may, until said sum is paid in full, collect interest on the sum then owing at the rate of 18% per annum from the date of
<br />the last installment due date until such default by the Customer has been cured; disconnect the System or otherwise render it inoperable;
<br />cease maintaining or installing the System; cease performing warranty service without extending the Warranty Period; cease performing
<br />any other obligation undertaken in this Agreement or any related agreement with Customer, and repossess the System with or without
<br />court proceedmgs. It is expressly agreed and understood that in no event shall the aggregate interest charges under the provisions of
<br />this paragraph exceed the maximum rate of interest which could be charged under applicable state law. Should either party institute
<br />legal action to enforce its rights under this Agreement, the venue shall be in San Diego County, State of California, and the prevailing
<br />party in such action shall be entitled to recover reasonable attorney's fees and costs.
<br />14. FORCE MAJEURE. The obligations of Seller hereunder shall be suspended to the extent and for the period of time that it is hindered
<br />or prevented from performing because of labor disturbances, strikes and lockouts, acts of God, acts of terrorism, foes, storms, water,
<br />unreasonable delays in transportation, governmental action, failure of suppliers, and or any other cause beyond Seller's control.
<br />15. ASSIGNMENT. Seller shall have the right to assign or subcontract Seller's labor obligations, however, Seller shall remain liable to
<br />Customer for the performance of Seller's obligations under the terms of this Agreement.
<br />16. CUSTOMER TO PROVIDE. Customer shall, as specified by Seller, provide appropriate environmental conditions, necessary
<br />commercial power and facilities for the System, access to the premises, and if required by local law, conduit and/or special fire
<br />retardant cabling. Customer shall pay all charges including, but not limited to charges for telephone trunk lines, system modem access,
<br />RJ-21 block installation in the room system is to be installed, if applicable, as well as PBX extensions and/or PBX equipment/upgrades
<br />required for the installation of the System, if applicable. Customer to provide documentation that their network will support Salient
<br />Networks' solution.
<br />17. REPRESENTATION OF CUSTOMER. Customer warrants and represents that Customer's execution and performance of this
<br />Agreement have been duly authorized by all necessary Corporate or other action of Customer and will not violate any provision of law
<br />or its Articles of Incorporation or Bylaws, or result in the breach of an agreement to which Customer is a party.
<br />18. NOTICES. All NOTICES required or permitted to be given under this Agreement may be given by either party to the other by
<br />depositing same in the United States Mail with first class postage prepard or by telegram. Until changed by written notice, such
<br />NOTICES shall be duected to Seller at the address which appears at the beginning of this Agreement and to Customer at the
<br />Premises.
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