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CUSTOMER SUPPORT AGREEMENT <br />Remarkable tecirnoiogy. Realistic orrice. <br />1. BACKGROUND. This Agreement covers the support modifications for new releases (versions) of the <br />services provided to Client using DP Solutions, Inc. Licensed Progruns and Materials. <br />(DPSI) Programs and Materials. <br />2. DEFINITIONS. For the purpose of this Agreement the 3.5 TRAINING. DPSI will make available to Client <br />following are defined terms: enrollment in its training courses at its standard <br />a. The term "Client" shall mean the end-user of published fees for such courses. The support provided <br />the Licensed Program and materials. via this Support Ageement does not, and is not <br />intended to, provide the basic training required to <br />3. SUPPORT SERVICES. DPSI or its authorized agent optimize the use of License Program. <br />will provide, during the teen of this Agreement, the 4. TER Performance by this Agreement shall <br />support services specified in the following sections of commence on the 16th day following date of invoice <br />this article. DPSI or its authorized agent upon request and shall continue for the initial term as selected by <br />may provide any additional support services by Client Client as specified on the invoice. Acceptance of all <br />at the then prevailing rates. terms of this Agreement by Client and DPSI shall be in <br />3.1 TELEPHONE ASSISTANCE. DPSI or its authorized force upon receipt by DPSI or its authorized agent <br />agent shall provide telephone assistance to counsel and payment in full for invoiced service from Client. <br />advise Client on the use of the Licensed Frogram. Within 45 days of the expiration date of this <br />Obligations under this Agreement of DPSI or its Agreement, DPSI or its authorized agent will send <br />authorized agent will be carried out only during normal Client a renewal notice. If Client accepts renewal <br />business hours of DPSI or its authorized agent. notice, this Agreement will be automatically renewed. <br />Telephone support on how to use Licensed Programs is <br />not intended to replace the training provided in the 5. TERMINATION. DPSI or its authorized agent shall <br />DPSI Training Class. ONLY THE CURRENT have the right to terminate this Agreement when Client <br />VERSION AND THE VERSION IMMEDIATELY fails to pay charges due within thirty (30) days of the <br />PRECEDING THE CURRENT VERSION WILL BE due date as stated on the DPSI invoice, and/or if Client <br />SUPPORTED UNDER THIS SUPPORT has not participated in the product training class and <br />AGREEMENT, repeatedly requests support on items covered in the <br />3.2 ON-SITE ASSISTANCE. Assistance at Client's product training class. Provided however, Client <br />location by DPSI or its authorized agent shall be reserves the nght to dispute an invoice and may <br />available to Client at a mutually agreeable time. On- withhold all or part of the payment until the dispute is <br />site assistance is not provided in this Support resolved satisfactorily. DPSI also reserves the nght to <br />Agreement. Any and all such on-site support will be terminate support under this Agreement if Client fails to <br />billed to Client at DPSI or its authorized agent then keep the Licensed Program current; i.e., the cunent <br />current rates plus expenses unless a separate Agreement version or the version prior to the current version <br />for such support exists installed and operating. <br />3.3 UNAUTHORIZED CHANGES BY CLIENT. qny Client shall have the right to terminate this Agreement <br />change, modification or enhancement to the Licensed with the following requirements: (1) Client shall notify <br />Pro am b Client and/or an other DPSI or its authorized agent in writing 30 days prior to <br />gr y ( y party authorized termination, and (2) Client shall pay 50% (in full) of the <br />by Client), without written authorization by DPSI is an remaining total balance (annual fees for the remaining <br />unauthorized change. In such circumstance, DPSI years) of this Agreement at the time of termination. <br />reserves the right to void this Agreement or provide <br />maintenance that results therefrom at then current time 6. LIMITATION OF LIABILITY. DPSI shall not be <br />and materials rate of DPSI for all services provided. liable for any loss, cost damage, or expense arising <br />3.4 CUSTOMIZED MODIFICATIONS BY DPSI. directly or indirectly in connection with this Agreement <br />Custom modifications done by DPSI at Client's request in excess of the Program License Fee paid to DPSI or <br />will not be a cause for terminating this Support its authorized agent for the use of the Programs and <br />Agreement for the unchanged portions of the Licensed Materials. <br />Programs and Materials. Client may contract with <br />DPSI at then current rates to reapply any and/or all such <br />DPS 002 4 04-11-1 1 <br />