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DocuSign Envelope ID: 97E04238- A5D4- 41EE- ACB6- DDF028BB5823 <br />TERMS AND CONDITIONS <br />The following terms and conditions shall apply to this agreement. <br />1. STORED MATERIAL - Company shall store the Stored Material identified by Client on the Records <br />Transmittal Form (a sample of which is attached hereto as Exhibit B). Client and Company may change, <br />delete or add to the Stored Material by written agreement only. Additional materials shall, unless otherwise <br />indicated in writing, be deemed to be held under these same terms and conditions and shall be considered <br />part of the Stored Material. <br />2. ACCEPTANCE -In the absence of an executed contract, Client's act of tendering material for storage to <br />Company constitutes acceptance by Client of the terms, conditions and rated contained within this agreement. <br />3. RATES -Client agrees to pay Company according to Company's then current rate schedule. A copy of the <br />Company's current rate schedule is attached hereto as Schedule A. Payment in full is due in advance on the <br />first day of the month. Rates may be changed upon thirty (30) days notice to Client. For Stored Material <br />received during a month, or stored for a portion of a month, charges will be assessed according to the <br />Schedule A rates then in effect. Additional charges, if any, shall be paid simultaneously with the regular <br />monthly rates. <br />4. CLIENT AUTHORIZED REPRESENTATIVES -Client must designate all individuals that are authorized to <br />have access to the Stored Material by identifying said individuals on Company's Access Authorization form <br />(a sample of which is attached hereto as Schedule Q. Only the Authorized Representative and Secondary <br />Authorized Representative may authorize destruction of the Stored Material. <br />5. ACCESS TO STORED MATERIALS <br />5.1 Company shall conduct services pertaining to the Stored Material only pursuant to direction of Client's <br />agent(s) identified by Client on Company's Access Authorization form. Client represents that the <br />Authorized Representative and the Secondary Authorized Representative have full authority to order <br />all services that pertain to the Stored Material including, but not limited to, removal and destruction of <br />Stored Material. <br />5.2 The Company reserves the right to deny access to or delivery of the Stored Material until such time as <br />Client has cured any default under this agreement. <br />6. ACT OF GOD OR FORCE MAJEURE -An "act of God" or "force majeure" is defined for purposes of this <br />agreement as strikes, lockouts, sit - downs, material or labor restrictions by any governmental authority, <br />unusual transportation delays, riots, floods, washouts, explosions, earthquakes, fire storms, weather <br />(including wet grounds or inclement weather), acts of a public enemy, terrorist act, wars, insurrections, <br />national emergency, shortage of labor or materials, and /or any other cause not reasonably within the control <br />of the Company or which by the exercise of due diligence Company is unable, wholly or in part, to overcome. <br />7. LIMITATION OF LIABILITY <br />7.1 Company's liability, if any, for loss, damage, or destruction to the Stored Material shall be limited to <br />the assumed value of the Stored Material, which is agreed to as follows: <br />(a) for Stored Material that is stored according to Company's hardcopy rates: $2.25 per cubic foot for <br />Stored Material stored at the "per box" rate or $2.25 per linear foot for Stored Material stored at <br />the "open shelf file storage" rate; and, <br />(b) for Stored Material that is stored according to Company's Media Vault rates: $50.00 per magnetic <br />tape, $7.00 per microfilm roll, $50.00 per data cartridge, or $1.50 per computer diskette. <br />12 <br />