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INCEPTINN “@ Quote
SERVICE AGREEMENT
Inception Technologies shall perform the Services in a timely and professional manner and in accordance with the
SERVICE AGREEMENT
1. SERVICES
Inception Technologies shall perform the Services in a timely and professional manner and in accordance with the
Specifications as set forth in the Process Overview. The manner and means by which Inception Technologies chooses
to execute the SOW are in Inception Technologies’ sole discretion and control. Inception Technologies agrees to
exercise the highest degree of professionalism, expertise and integrity in completing all aspects of customer imaging
services.
1. Change Requests - In the event that the Customer desires to change the Imaging Process with respect to
the scope of the Services, the Specifications, the Deliverables or any other aspect, the Customer shall submit
to Inception Technologies a change request (“Change Request”), describing the exact nature of the changes
requested. Within a reasonable time thereafter, Inception Technologies will provide the Customer with: (i)
Inception Technologies’ proposal for implementing the requested change; (ii) the amount of additional fees,
if any, payable to Inception Technologies as a result of the proposed Change Request; and (iii) the impact, if
any, on the delivery schedule arising from the proposed Change Request. Notwithstanding the forgoing,
Inception Technologies shall have the right to refuse a Change Request for any reason in its sole and
absolute discretion.
2. CONFIDENTIALITY
Inception Technologies agrees that all confidential information ("Confidential Information") communicated to
Inception Technologies with respect to the services, including any Confidential Information gained by Inception
Technologies or its representatives by reason of association or employment with the Customer or its associates is
confidential. Customer shall make reasonable efforts to mark as confidential any materials to be protected pursuant
to this paragraph. Inception Technologies shall not disclose any Confidential Information to any other person unless
specifically authorized in writing by the Customer to do so, except to the extent disclosure is required by subpoena or
an Order from a court of competent jurisdiction. Inception Technologies shall use its best efforts to prevent
inadvertent disclosure of any Confidential Information to any third party.
Data Retention
Inception Technologies may, but is not required, to retain a copy of Customer's documents in an electronic form for
disaster recovery purposes. This data will be retained for a maximum of Sixty (60) Days. After 60 days, Inception will
have the right to charge for storage in our facility at a rate of $5.00 per box with a minimum fee of $200 per month.
REPRESENTATIONS AND WARRANTIES
Notwithstanding any other provision of this Agreement, the maximum and total liability of either Party arising from or
in connection with this Agreement, any SOW, the Services, Deliverables, and/or any other materials provided
hereunder shall not exceed the total of the payments actually paid to and received by Inception Technologies under
the applicable SOW during the term hereof.
NONCOMPLIANT WORK
When processing customer work, if Inception Technologies encounters work (boxes or images) that is outside of the
SOW or agreed upon characteristics of the job, this work will be identified and set aside. The customer will be notified
and asked for instructions on how to proceed with the noncompliant work. All other work that is compliant with the
Inception Technologies Inc. - Quote # 1385 v3 9710
