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8.
Annual Maintenance Fee
The Annual Maintenance Fee specified will, if chosen, be payable upon expiry of the first year following
installation of the Traka system and at yearly intervals thereafter. Payment of such invoices shall be as
specified above. The payment of the invoice will entitle the Customer to the services specified under Clause 8
(maintenance and support) for a further year from the date of the Annual Maintenance invoice.
9.
Warranty Service
The Company believes that to the best of its knowledge the Software has been thoroughly tested for freedom
from arithmetic or logical defects in the Software and that it will function as stated in the user manual. As
there is no means of ensuring the total absence of defects in the Software, the Company agrees to use all
reasonable endeavours to correct free of charge any such defects in the Software discovered by the Customer
during the period of the Warranty, provided always that…
a.
The Customer promptly notifies the Company of any defect which it believes to exist.
b.
The Customer provides the Company with all details and information which may assist in diagnosing
and correcting the defect.
c.
The Customer provides any facilities which the Company may reasonably request to aid the diagnosis
and/or correction, and co-operates with the Company in these activities.
The Company reserves the right to charge the Customer at its prevailing rates for any effort
expended in tracing apparent defects which prove not to be defects covered under this clause.
The correction service under this clause does not apply if…
i.
The defect is attributable to failure or breakdown or interference of any third party, or
software or hardware not supplied subject to this agreement.
ii.
The Customer is in breach of this Agreement with the Company.
iii.
The Customer fails to operate the Software properly or fails to follow the instructions or
recommendations of the Company with respect to the Software.
iv.
The defect is due to the input of invalid or inaccurate data by the Customer.
v.
The Customer interferes with, modifies, or fails to secure the Software.
10.
Training
Other than the supply of the standard documentation included with the Software, no additional formal
training is provided by the Company unless otherwise agreed by the Customer and the Company.
11.
Limit of Liability
The Company and the Customer agree to indemnify each other against any liability in respect of injury
(including death) or loss or damage to property which results from the act, default or negligence of itself, its
employees or agents to a maximum of £2,000,000.
The Company accepts no liability for any losses, whether direct or consequential, however caused, arising
directly or indirectly from the use of the Software.
12.
Disposal
The Customer undertakes that, upon the cessation of the use of the Software for whatever cause, or upon
termination of this Agreement, it will return to the Company, all known copies of programs, Software
protection devices, documents or other material in its possession on whatever media they are recorded, or
otherwise dispose of them as the Company may direct.
13.
Force Majeure
Neither party shall be liable for failure to perform its obligations under this Agreement if such failure results
from circumstance beyond the party’s control.
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