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ORIGINAL <br />D.e Purchase orders issued in compliance with this Contract, other than Special Requirements Orders, shall be deemed acceptede <br />upon receipt by Ci. Special Requirement Orders shall be deemed accepted by Ci upon receipt of the Customer's acceptance of <br />Ci's proposal.e <br />E. Unless otherwise specifically agreed between Ci and the Customer, in writing. the terms and conditions of this Contract shalle <br />take precedence over any accepted purchase order issued after the date of this Contract. in accordance with Section I6 of thise <br />Contract.e <br />F. All qualified Terminal Equipment in the Customer's inventory must be listed in Exhibit B to be covered under this Contracce <br />G. Terminal Fquipment shall be delivered to. and maintenance performed at, a Ci facility during Normal Working Hours. Ife <br />Terminal Equipment is shipped to the Ci facility for repair, the return shipping charges shall be billable to the Customer. <br />Emergency Serviceon Terminal Equipment, if requested, will be performed and will be charged at theprices set forth in Exhibite <br />Ce <br />Re Any Terminal Equipment found to be non -working or incapable of meeting specifications during performance of the firste <br />Preventative Maintenance effort will be omitted from inventory on Exhibit B until the Terminal Equipment is brought up toe <br />specification at the Customer's expense. Terminal Equipment that is designed to operate in chernically volatile or explosivee <br />atmospheres or when immersed in water (e.g. Immersion or Intrinsically Safe radios) are not covered by thisContract.e <br />7.e PU-.VFN'fI%'E N1A[NTE` aNCE <br />Ci will annually perform verification oil Tenn inal Equipment covered by thisConuact to validate factoryspecifications and correcte <br />any deficiencies found ("Preventative Maintenance"). Copies of service records will be available to the Customer upon request.e <br />S. DATABASE REPROGRAMMING <br />Annual mobile radio software updates will be provided by Ci during annual Preventative Maintenance, The LID reprogramminge <br />changes will be provided periodically, upon request.. at no cost to the Customer. <br />9.e UDiT� AND DELEM <br />A.e The quantity of Tenninal Equipment units to be maintained and,or serviced may be added to, or removed from. this Contracte <br />while the Contract is in force. New Terminal Equipment units purchased in any given budget year of the Customer may bee <br />added to the Contra t immediately following the expiration date of the manufacturer's warranty. A letter of authorization frome <br />the Customer is required to add to or remove EQUIPMENT fi•om Exhibit B. Such Terminal Equipment must he identified bye <br />individual LTD numberes. serial numbers and property ID numbers.e <br />B.e Charges for Terminal Equipment added or removed in a particular month will be added to, or dropped from, theamount chargede <br />to the Customer the following month.e <br />10. RESPONSE TiME. <br />The estimated time of repair of Terminal Equipment delivered to Ci's local facility is three (3) to seven (7) Business Days.e <br />11. Fns MAM, RE <br />Ci will not be considered in default or liable for any delay or failure to perform its obligatione: under this Contract if such delay ore <br />failure arises directly or indirectly out of an act of nature, war. labor strikes. lockouts, trade disputes, fires, quarantine restrictions.e <br />governmental action or by causes beyond the reasonable control of Ci. In such event. any obligation of Ci under this Contract Wille <br />be postponed until the cause underlying the Force Majeure ceases to exist and such postponement or delay will not be held againste <br />Ci. Ci shall immediately notify the Customer verbally and in writing if a Force Majeure event delays performance and shall statee <br />the revised date for perfornance.e <br />12, tNDEMNIEICATION <br />To the extent allowable by law. Ci shall indemnify and save harmless the Customer from any and all liability. claims, damages.e <br />losses or expenses, including attorney's fees. arising out ofor resulting from the performance of its work under tris Contract, where <br />Page 3 of 12 12 <br />