Service Terms and Conditions
1 Definitions. Tha Best page of #3 Sales Onder/Servica Agreamentis cated the Cover Page. The Cover Page and thete Teens and Conditions, along with a Gstag of additional products on Schedule fil
atechad), represent the agreementiihe "Ameement) babvesn Conway Technology Group, LLC Company’) and the Customer, wih respecd io tha acquisition ol these Products enthed an the Cover Page andor
Schedute A gad tha service for such Products, “Products” shat maan the equpmen (Equipment) and any Software Licenses, “Servica" shall mean the servica 23 set forth in paragraph 4 below. Throughout this
Agreement tha words "Wa." “Our,” and Us" refer ta Company. The words “You” and “Yoor"raler fo the Customer indented on Brg reverse.
2 Sendges, This Agreement covers both the labor and materials ky adjustnents, repairs, and replacement ol paris necessitated by nearmal wee al he Equinment Esied on ie lace af fis Ameemant {Senaes’),
Senvices do not inchede tha following: (a) repairs dua lo (] mitute, nagtect, or abuse Gncluding, without limitation, impo per voltage or use of suppfes that do notconforn to Ihe menulscturers' specifiestions), (i) use
ofaptions, accessories, products, supplies not providad by Company, {ii} non-Company stersbons, mlocesan, at serving; endfor (tv) loss of damage resutting from accidents, fre, water, of theft (b) maintgrance
requesled oulsids Company's nomad business hours or this Agreement, {c) refocalisn, (d} software or canneciad hardware, (e) hard drive replacement (1) Thermal heads, procoss unis, and fuserunits for Facsimza
Machines. (g} Therma? Heads and MiCR Tones ior Laser Printers, and parts znd labor for 28 non-lases printers, and/or (h} parts for Scanners. Feplacenwinl parts may by rine, reprocessed, of recovered, Supplies
provided by Company ara in accordance wih tha copy volumes set forth on tha face of this Agreement and within the manufecty ers stated yatds, andide nolincliy staples. Supaies ara wa ba used exclusively tar
the Equipenent and remain Company peppery unl consemned. You wil retum, of atkay Company to rebieve, any unused supplies al tha lenmingdon/expieton ofthis Agmement You are responsible fer the caste!
extess suppues. You authorize Equipment ia be connected to automatic malar reading soltvware and/or davice or, wo alhanise request, You wl peovide ws with accuralamelerraadings for each item al
Equipment when and by such means 23 we request tf You do not pacrrét tha Company io ute automate mater reading softwme and/or devices, Company may charpe.a monthly fea for manvaty performing mater
reads. {f You do not provide mater mads a3 required, Company may estenats tha raading and di accordingly You shall provide adequata space and electrical service lor tha operation of the Equipmentin
accordance with UL and/or manufacturer's specifications. Supphes wal be shipped via UPS Ground. Unless othensise stated herein, Customer wil be biked for shipping, jacludinty, bot not liméad to, UPS Ground,
Overnight and/or Messengers Service. Additional fea may ba charged tor Services provided outside Company's standard businass hours of ior competerfnebwork psues and wil be at Company hourly cates in
afiect at the tna cf Services. If, at any Gme during tha Tenn of this Agneemant, Customer upgrades, modifias, or adds equipmant Customer shad promplly notlly Company and provide Company night of first retucal
fy provide Services tor added equipment. Gompary maintains the right {o inspect eny upgrades and medications to Equipmentanor additional equiomentand, ia its sola discretion, determine whather equipment
ls ebgtbla dor Services. If approved for Services, the Agreemeni wal be amended ta imeluda such changes, mckiding pring moddicabons. Untess othenwise agreed toin writing, Customer remaing solaly responsive
in secure any sensitive data end permanently daletg such data fom #9 internal media storaga price to removal of Eoxipmentor termination of this Agreement,
3. Term ged Payment, Exceptas may aderwise be provaded fer herein, bis Agmement in non-cangelable end shad remain in efiestthroughaul tha Term: and, unless pathedin witng taly (60) days pre to its
expaauon, this Ageementsha'l aulomatically renew lor additional ona (1) year periads. In the event tha lees herein are included in Your lease payment, tha Term shed run concurrently vath tha laase agreement and
be subpctte the renewal provisions provided for therein, Tha meter countal iastavaton or, mn bia case of owned printers, at assessment wil ba used kar matersovereges calculations. You aorea to pay Company
al amounts dua in accordance wih the payment terms satlorth on tha face of this Agreemant or in accordance with the appseebia toase agreement and a8 other gums when due and payad's. Any Manin
Monthly Paymantenttes You to Senstas for a specif number and typa (ie. black & white, color, scan) of Prints Copees as identfied on the face of this Agteemant and will ba bled In advanne. In addition, You
agren to pay tha Qverage Rata foreach PrnvCopy thal exceeds the anpicable number and type of PrintyCopies provided in the Minimum Monthy Payment! winch amountshal be bled in avears andis payane as
indicated oa the face atthis Agmament A PrinvCopyis datined as standacd £.9°2 41" copy (larger size copies may register tacmeter clicks). No credi wil ba appled towards unusedcoples/pints. Your obligation
fo Day 34 sums when due shall be abgotule and uncondibonal and is not subject {a any abatement, offset defense of counleraiaim. If any payment ia notpaid within {Odeys ol iis dua date, You wd pay a late charge
nol to exceed 7% of each late payment {or such lesser rata as i the maxinum allowable by lav}. Company has tha fight to withhold Services and supptiss, vathoutrecourse, for any non-payment Unless otherwite
statedon the fata of this Agreement, Company ray increase the mates hereunder on an annualbasis, Companyralains the tight to have ad or soma of the amounts dug hereunder biled andlor cofected by third
parties. H Customer requires any speclatized biting procedure or invoicing, Company reserves tha right to bil an administrative fea ant fp exceed $100 per invoke,
4, Taxes, Payments are exclusiva of af state and hical sales, ute, excise, priviega and sirélar laxes. Youwdl pay wien due, ether directly of ta Us upon demand, aff axes, fines and pensties relating {0 this
Agreement that are now or in tha future asressed.or levied.
5. Liplted Leengeto Use Soltwere. Company grants (and is hereby authorized by its Bcensor's ta grant] you anon-exclusiva, not-Yansierabialcense louse i the U5. {a} softwana and accompanying
documentation (Base Sofware’) ony with tha Equipment with which il was delivered; end (b} Softwora thatis set forth 3% a separate Eno item in ths Agmement (Appicatan Sottwere’) (includagits actanpanying
documentation}, 23 applicable, lor as long 23 you aa currentin tha payment ol ai appicabia coftwara license fees. “Basa Sclewara” and “Appicaton Sofware” ary referred tocnliectvely a% “Licensed Sottware™ .
You hava np ather rights andmay not (1) distigute, copy, moddy, creala denvatves of, decompla, of reverse engaieer Licensed Soltware: (2) activate Lkensed Soliwere dabvened with dhe Equipenantin an
imactvaled stata; or {3} alow others to engage in same, Tite bo, and ad intebectual property rights in, Licensed Soliware wil reside solely wath Company and/oy its feensars (vidio val be considered third-party
benaficlaies of this Section). Licensed Soliware may contain code capable of automaticaly ceabling the Equipment Disabling coda may ba actimtedi: (x} Company is denied access to peniodeslly reset such
coda; {y) you are noGhedol a dafauttunder this Agreement or (z) your Ecenca is temolnatad or expires. Tha Base Sottware tcense wil terminate: (i] if pouna fongar ute or passess tha Equipment or (i) upon tha
expiration or terminaton ol thes Agreement unless you have exercived your option to purchase tia Equigmient Neither Company aorits Ecenzors warant that Licensed Sottwara will ba free from errors or thal as.
operation wi be uninterrupted. Tha foregoing lems do nol apply tp Diagnoste Sotwena or to Licensed Sotivrarakdocumentation ancompaniad by a Clickveap of shinkveap conta agreementor athermasa mada
tublect to a separala Srense agreement
&. Dlngnostic Seftyars, Soliwera used to evalualaor maintain the Equipment Diagnaste Saltware"} may ba included with the Equipment Diagnostic Sofware is avatusbis fade tecretol Company ois
Litestors. Tra fo Diagnostic Software vad remain with Company or its fcensors. [fs included, Company does nat grant Customer any right io ase Biagnastic Sc k sthorizaton is sp2ci
ating, ated Customer wil a0l acces, uid, produce, dsinbulg or disc loge Diagnostc Godiware for any pwpose tor alow third parges to-do ro) unless s0 authored. Customer wil alow Compenyreanhati
access to the Equimentio remove of deable Diagnostic Software it Customer is no longer receiving Senvice from Company
7. Sottware Guapert, Except for Products andor Thaed-Party Produets idenbfiedas Ho Gve.”, Company (or a designated servicer) vl provida the solfydta support gel fevih below of in accontanca with an
Stached statement ol work ("Software Suppor’). For Base Sottwara for Equipment, Software Support wall ba provided during the initial Tern and any renewal period hutin no event longer than § years alter
Company stops tahing customer orders for tre subject modet cf Equipment For Appicaton Soltware, Sothware Support wil ba provided as long as you are curentin tie paymentol af appicable software Keense
and suppor fees, Company will maintain a wed-based of mt bee holine dunig Company's standard working hours lo report Licensed Software peoblema and answer Licenced Softwaraelated questions.
Company. either daeetly of with is vendors, waF naka masonabie aflorts lo; (a) assura thal Licensed Sothvim performs in matenal confonmily wrth its user documentation; (b) provide available workarounds or
patches to resolve Licensed Software pafomianes problems, and (+) retolve cading esrors lor (i) the current Release and (1 the previous Release fora penod of Gmonths after the cuvent Release is made
avaiable bo you. Company wi nol bs required fo provide Software Supportif you have modded the Leensed Software New releases of Licensed Solwane that parnanly incomporals compliance updates and coding
error fixes ara designated as ‘Maintenance Relaases’or “Updates” Maintenance Releases or Updates thal Company may make availabla vai be provided at ng charga and must be implemented within six months,
Newrelaases of Licensed Sofware fiat incude new content or funcionazily (Festura Releases") wil ba subject 1 additional loense fees al then-current pricing. Manlenance Relsazes, Updates and Faalura
Releases ane cotectively roletred i a5 Tleleases” Each Releate wil be considered Licensed Gafiware governed by the Soltware License and Leensed Software Support provisions of this Agreement (unless
otherwise noted). bplemantaton of a Refeasa may require you to procure, at your expanse, additonal hantware andior software from Company of enother enlty Upon istataton of a Reteasa, you wid retum or
destroy afl prior Releases, For Third Pasty Software Wentiied as “No Sve", you shall entes ilo a support agreement with a Thed-Pasty Software vendar or its support tervices provider who shall be solely
responsible for the qually tinelingss and other ferns and condiioasot such suppartsenmees. Company shall hava no Sabiity for the acis or omissions of such third-party supportaervices provider
8. Werranty, Youacknowledga that the Products covered by this Agreementeras selected by You based upon Yourawn judgment, COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES, EXPRESS
OR IMPLIED, ORAL OR WRITTEN, INCLUDING, WITHOUT LIRA TATION, IMPLIED WARRANTIES OF NON-INFRINGEMENT BAPLIED WARRANTIES OF MERCHANTASILH Y; OR FITNESS FOR A
PARTECULAR PURPOSE, ALL OF WHICH ARE SPECIFICALLY AND UNRESERVEDLY EXCLUDED
9. Limitston ef Dablity, Inno event, shall Company ba tebis for any indvect. special, incidental, consequentel damages loss al profits, or punitive damages whelher based in canbact tort, or any otherlegal
theory and aretpeciva at whather Company has nate of the possibilty of such damages.
19, Dalits Recidies, Any of the folowing even or conditions shad conshtete an Eventaf Default under this Agreement (@) faturg tomake payment when cue af any indebtedness lo Company or for tha
Products, wha ther or not arising under this Agreement withaul notice or demand ty Company’ (b) breach by You at any obfaation herem or (c} if You cease dolng business as a going concem W Youdelault,
Company may {1} require fulure Senices..inclvding supptes, ba pad for i advance, [2}equira You ta immediately pay the amount of the camwining unpaid balance! the Agreemant, (}tenminale any and af
agreements with You, and/or (4) pursue any other remedy permitted al lew orin equity {nthe Eventel Delault, emaining payment amounts dua wal ba calculated using the everege of ds laste: months belinger
tha amour tel forth on the face cf the Agreament whichever is greater, mutipied by the remaining manthsal aAgeement You agrea thal any delay of faiure a! Company ia enforce its rights under tes
Agniementdoes et prevent Company from enforcing any such right al a later time. All of Company's rights andremedies sunave the lenménation of this Agreement In tha evento! a dispute ariging car of this
Agreementor tha Products ieled herein, should i prevai, Company shad be entitied to collection of ts reasonable costs and aliomeys ‘feas incurred in dafenckng or enforcing this Agreement, whalher or nol
Higation is rerrmenced.
11. Agsigwment, You may nolse’, ransier or asso this Agreement wathoul the pros wntienconsealof Company Company ntay sell asnga of tensher this Agreement
2. Hades, Anotces required or perma@tadunder this Agreement shad he by overnighteourer or by regisleredmad lo such party al the addiees set forth in thig Agreement, or at such other addrese as such party
may designats in witng from time to te. Any notice from Company to You shel be effective three days after it has been deposited hn the mab. duly addressed, o7 one day if cant via ovemight cautigy .
13, indemnification, You ara responsite for and agrea bo indemaity and hold Us harmless from, any and a8 (a}kosees. damages penalties cleans, suits and actions (rotectively Claims’), whether based an a
theory af contract, text, strict fiabilty of olheraise caused by or related to Your use or pastéssion ol the Products, and (b} af cnsts and attornays ‘fees incusred by Us relating lo such claim,
14. Electronic Execution, An dlecbonicaly tanemitled version of this Agreement may be considered the onginal and You wil nol hava tha nghi to chatlenga in court the authenticity or binding allect of any faxed or
Scanned copy oF signature thereon. This Agreement may ba signed in counterparts and all Counterparts va ba considered and constitute the same AgreemanL
16. ia} Choice of Law. This Agreementchal ba gavemed by the Lees of tha slatac! New Hampshire (withoul regard tn tha confictat lave or principles of such states): (b} Jury Triat. YOU
EXPRESSLY WAIVE TRIAL 3Y JURY AS TO ALL SSUES ARSENS OUT OF OF RELATED TG THIS AGREEMENT te) Entrg Agreemerd. This Agmeament constiutes the enline soreementhetwean the parses
with regards fo the subject matter herein and supersedes a} pnor agreements, proposals or negoliatens, whetheroval or writen (sd) Enforeeabiety It any provigion of 8s Agreement ig unenleceabla, Magal or
invalid, die remaining provisions wid remain in fuliforca and etiect (a) Amendments. This Agreement may notba amended or modiied except by a writing signed by tha perlies: provided You egres thatwe ara
authored, without nonce 66 You, todupply missing sfonnation of comec! obviows errors provided thal such changa does not materially alter Your obligations; (f} Forca Majsure. Company shail nal ba responsibla for
dslaysor inability ty provide Products or Semices caused crectly of indirectly by strikes, accidents, climate conditions, parts avadabiliy unsafe travel conditions, or other reasons beyond our contol; {q] Company
has tha fight lo modty/eorect any clacal evors.
