QR Streams Series Support Contract

General Conditions for the Maintenance and Support of QR Stream Series Software

1.

Object

1.1

The following conditions of contract govern the maintenance and the support of the software listed in the configuration database, consisting of software products (hereinafter called "SOFTWARE") and further services in accordance with the description of services.

1.2

All services provided under this contract are hereinafter called "Services". The individual services are specified in the relevant Descriptions of Services and are provided as integral parts of the contract.

1.3

The Configuration Database contains the detailed list of products to be maintained under this contract, the scope of the service, the fees for the maintenance and support (hereinafter called the "fees") for the relevant products together with further details and comprise an integral part of this contract. The configuration database is maintained by CSK according to the instructions of the CUSTOMER.

2.
Pre-requisites

2.1

It is a basic condition and is a pre-requisite that the CUSTOMER is in possession of a valid license for the SOFTWARE.

The pre-requisites contained in the relevant product descriptions (Software Product Description - SPD) must be fulfilled.

The newest version of the SOFTWARE must be installed.

2.2

Through the provision of services, improvements in products are possible which, as a consequence, may deviate from existing product specifications and possibly affect the cooperation with products of third party manufacturers. CSK will support the CUSTOMER in finding solutions to problems in connection with products of third party manufacturers if these are maintained by CSK under contract.

3.
Services by CSK

3.1

The scope of the services to be provided by CSK is contained in the individual description of services.

3.2

Services shall be provided in accordance with the product guidelines prevailing for the time being and will only be provided by CSK employees or by third parties authorized in writing by CSK at the maintenance and support times set out in the relevant description of service or configuration database.

4.
Services of the CUSTOMER

4.1

The CUSTOMER shall make available to CSK free of charge all necessary information and facilities required for the provision of the contractual services. The CUSTOMER shall ensure sufficient access to HARDWARE, SOFTWARE and NETWORK. These must be configured for the maintenance and support according to the kind of tasks set and must be available at the required times, otherwise charges may be made for additional services.

5.
Services not included

5.1

Services as a result of the non-observance of the product specifications, unauthorized modifications or change or the removal of serial numbers or other identifying marks.

5.2

Expenses caused by the influence of products or services of third party manufacturers, so far these are not set out in the configuration database.

5.3

Services in connection with exceeding the limits of a product's license (number of users, target application, number of allowed installations etc.)

5.4

Expenses caused by services not contained will be charged to the CUSTOMER.

5.5

Maintenance and Support services from CSK outside the fixed support times are delivered under the terms and conditions of CSK's Contract for IT-Services.

6.
Fees

6.1

The fees are set in the individual configuration database and/or any further Annexes.

6.2

The prices are stated exclusive of Swiss VAT. Further taxes and duties, which are levied in a country upon the conclusion or performance of this contract or its Annexes may at any time be passed on to the CUSTOMER.

7.
Payment Conditions

The annual fees for the products set out in the configuration database and possible further Annexes are due and payable annually by the 1^st day of the relevant yearly support period in advance.

8.
Liability

8.1

The liability for damage to property which CSK causes culpably in the performance of the present contract is limited to the amount of CHF 50 000.--

8.2

Any liability of CSK or its servants for further-reaching claims or damage, in particular claims for damages for direct, indirect or consequential damage, loss of profit, savings not achieved or loss of earnings and also loss of data - regardless of their legal basis - are expressly excluded.

The CUSTOMER is responsible for the necessary safety measures to protect stored data from destruction.

8.3

CSK cannot be made liable for mistakes or the defective rectification of mistakes that are caused because SOFTWARE modifications by CSK cannot be introduced on account of products or services of third party manufacturers (including of the CUSTOMER).

8.4

Claims for damages from CSK are time barred with the expiry of one year after their arising.

9.
Proprietary Ownership

CSK has proprietary ownership in all papers and documents provided to the CUSTOMER, regardless of their form. Copies, in whatever form, may only be made with the written consent of CSK.

10.

The performance of the present contract does not include the grant of any rights or licenses in any patent, copyright, trademark, trade secret, semiconductor topography or any other proprietary right belonging to or pertaining to CSK.

11.
Duration of contract

11.1

This contract and its annexes shall come into force upon CSK's receipt of the CUSTOMER's payment.

11.2

This contract is renewed on a year to year basis. Before the yearly maintenance period ends CSK will notify CUSTOMER about the expiration together with a request for payment of the new period. After receipt of customer's payment the contract is renewed for another period.

11.3

The services for individual, several or all products may be amended or terminated by either party by giving three months notice in writing terminating at the end of a yearly period.

11.4

CSK may terminate this contract upon 30 days notice where:

the services to be provided by CSK are complicated by modifications carried out at the behest of the CUSTOMER, improper handling or by the connection of products of third parties;

SOFTWARE is used in an unauthorized manner

11.5

In the case of serious breaches of contract by the CUSTOMER the contract may be terminated by CSK without notice.

12.
Final Provisions

12.1

As between this contract and its annexes, the following order of priority shall apply in the case of any contradictions:

1. General conditions of contract

2. Description of services

3. Configuration database

In the event of a part of this contract being invalid, the validity of the remaining provisions shall not be affected thereby. The invalid part shall be replaced by a valid provision, which corresponds to the intent of the parties, as recognizable from this contract.

13.

Rights arising out of this contract may only be assigned by the CUSTOMER with the prior written consent of CSK.

Court of Competent Jurisdiction is Zürich-1

This contract and its annexes are governed by Swiss law.

Software Support for QR Stream Series

This section describes the services which CSK Computer Services Kaisha (hereinafter called CSK) provides to the CUSTOMER.

1. Description of Services

The "Software Support" comprises the support of the CUSTOMER by telephone/E-mail in relation to questions concerning the use and management of software.

CSK supports the rectification of identifiable and repeatable problems in connection with software products.

2. Scope of Service

"Software Support" is valid for the current versions of the software products supported by CSK within the contractually covered product groups.

The following services are provided during the contractually fixed support times:

E-mail access to the employees of technical support groups for problem analysis and its solution. The questions may be asked by E-mail and are answered within the reaction time specified per service level.

Support in relation to questions concerning software installation, inter-operability and use as well as help in questions relating to the comprehension of the technical software documentation.

Use of data banks for software information in accordance with the special guidelines.

Services	Premier	Regular
Technical support via E-mail	Included	Included
Software Update Distribution	Included	Discount 50%
Discount on 1^st license transfer per support contract period (machine to machine, intra company)	50 %	0%
Proactive software patch information	Included	-
Reaction Time via E-mail	24 hours	3 days
Availability of Services*	9 hours x 5 days	4 hours x 5 days

* Optionally Service is available up to 24 hours x 7 days

3. Conditions

The CUSTOMER is in possession of a valid license. It shall ensure that the latest versions of these software products are used.

The CUSTOMER shall in the configuration database name up to two (2) qualified persons who are authorized to make use of the above mentioned services at CSK.

� 1998 MathConsult Dr. R. M�der
http://www.mathdirect.com/products/qrn/support.html
Last update: 05.06.1999

1.	Object

1.1	The following conditions of contract govern the maintenance and the support of the software listed in the configuration database, consisting of software products (hereinafter called "SOFTWARE") and further services in accordance with the description of services.
1.2	All services provided under this contract are hereinafter called "Services". The individual services are specified in the relevant Descriptions of Services and are provided as integral parts of the contract.
1.3	The Configuration Database contains the detailed list of products to be maintained under this contract, the scope of the service, the fees for the maintenance and support (hereinafter called the "fees") for the relevant products together with further details and comprise an integral part of this contract. The configuration database is maintained by CSK according to the instructions of the CUSTOMER.
2.	Pre-requisites
2.1	It is a basic condition and is a pre-requisite that the CUSTOMER is in possession of a valid license for the SOFTWARE.
	The pre-requisites contained in the relevant product descriptions (Software Product Description - SPD) must be fulfilled. The newest version of the SOFTWARE must be installed.
2.2	Through the provision of services, improvements in products are possible which, as a consequence, may deviate from existing product specifications and possibly affect the cooperation with products of third party manufacturers. CSK will support the CUSTOMER in finding solutions to problems in connection with products of third party manufacturers if these are maintained by CSK under contract.
3.	Services by CSK
3.1	The scope of the services to be provided by CSK is contained in the individual description of services.
3.2	Services shall be provided in accordance with the product guidelines prevailing for the time being and will only be provided by CSK employees or by third parties authorized in writing by CSK at the maintenance and support times set out in the relevant description of service or configuration database.
4.	Services of the CUSTOMER
4.1	The CUSTOMER shall make available to CSK free of charge all necessary information and facilities required for the provision of the contractual services. The CUSTOMER shall ensure sufficient access to HARDWARE, SOFTWARE and NETWORK. These must be configured for the maintenance and support according to the kind of tasks set and must be available at the required times, otherwise charges may be made for additional services.
5.	Services not included
5.1	Services as a result of the non-observance of the product specifications, unauthorized modifications or change or the removal of serial numbers or other identifying marks.
5.2	Expenses caused by the influence of products or services of third party manufacturers, so far these are not set out in the configuration database.
5.3	Services in connection with exceeding the limits of a product's license (number of users, target application, number of allowed installations etc.)
5.4	Expenses caused by services not contained will be charged to the CUSTOMER.
5.5	Maintenance and Support services from CSK outside the fixed support times are delivered under the terms and conditions of CSK's Contract for IT-Services.

6.	Fees
6.1	The fees are set in the individual configuration database and/or any further Annexes.
6.2	The prices are stated exclusive of Swiss VAT. Further taxes and duties, which are levied in a country upon the conclusion or performance of this contract or its Annexes may at any time be passed on to the CUSTOMER.
7.	Payment Conditions
	The annual fees for the products set out in the configuration database and possible further Annexes are due and payable annually by the 1^st day of the relevant yearly support period in advance.
8.	Liability
8.1	The liability for damage to property which CSK causes culpably in the performance of the present contract is limited to the amount of CHF 50 000.--
8.2	Any liability of CSK or its servants for further-reaching claims or damage, in particular claims for damages for direct, indirect or consequential damage, loss of profit, savings not achieved or loss of earnings and also loss of data - regardless of their legal basis - are expressly excluded. The CUSTOMER is responsible for the necessary safety measures to protect stored data from destruction.
8.3	CSK cannot be made liable for mistakes or the defective rectification of mistakes that are caused because SOFTWARE modifications by CSK cannot be introduced on account of products or services of third party manufacturers (including of the CUSTOMER).
8.4	Claims for damages from CSK are time barred with the expiry of one year after their arising.
9.	Proprietary Ownership
	CSK has proprietary ownership in all papers and documents provided to the CUSTOMER, regardless of their form. Copies, in whatever form, may only be made with the written consent of CSK.
10.	The performance of the present contract does not include the grant of any rights or licenses in any patent, copyright, trademark, trade secret, semiconductor topography or any other proprietary right belonging to or pertaining to CSK.

11.	Duration of contract
11.1	This contract and its annexes shall come into force upon CSK's receipt of the CUSTOMER's payment.
11.2	This contract is renewed on a year to year basis. Before the yearly maintenance period ends CSK will notify CUSTOMER about the expiration together with a request for payment of the new period. After receipt of customer's payment the contract is renewed for another period.
11.3	The services for individual, several or all products may be amended or terminated by either party by giving three months notice in writing terminating at the end of a yearly period.
11.4	CSK may terminate this contract upon 30 days notice where: the services to be provided by CSK are complicated by modifications carried out at the behest of the CUSTOMER, improper handling or by the connection of products of third parties; SOFTWARE is used in an unauthorized manner
11.5	In the case of serious breaches of contract by the CUSTOMER the contract may be terminated by CSK without notice.
12.	Final Provisions
12.1	As between this contract and its annexes, the following order of priority shall apply in the case of any contradictions: 1. General conditions of contract 2. Description of services 3. Configuration database
	In the event of a part of this contract being invalid, the validity of the remaining provisions shall not be affected thereby. The invalid part shall be replaced by a valid provision, which corresponds to the intent of the parties, as recognizable from this contract.
13.	Rights arising out of this contract may only be assigned by the CUSTOMER with the prior written consent of CSK.
	Court of Competent Jurisdiction is Zürich-1
	This contract and its annexes are governed by Swiss law.