SOFTWARE MAINTENANCE AGREEMENT
This Agreement is entered into between Pyxis Technology Solutions Limited
("Provider") of VEPZ, SDF-1 ▇▇▇▇▇▇▇▇▇▇▇▇▇ -▇▇▇▇▇▇, ▇▇▇▇▇, and I-Sites, Inc.
("Client") of 1021 Ives ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇ ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇
and is effective as of 1st September, 2002.
1. SCOPE. Provider agrees to provide and client agrees to accept the
maintenance and support services referred to herein with respect to the
following described Software:
(I) SOFTWARE ENHANCEMENTS, AND BUG FIXING
- Enhancements, bug fixing and changes to I-Sites, Inc. herein after
referred to as ▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ and e-store projects.
- The estimated number of man-hours per month is 168 hours.
(II) DATA ENTRY FROM ELECTRONIC AND PHYSICAL FORMAT:
- Shopping Catalog data entry for different vendors is around 150 records
per one-person day.
- Client is responsible to provide the data in correct and complete form in
all respects.
- Validation of the data is Clients responsibility.
- Delay in providing correct data may affect the volume of the data entry.
2. DURATION. This Agreement shall extend for a period of one year,
beginning with the effective date, and will automatically renew annually unless
Client gives Provider written notice of its intent not to renew.
3. COMPENSATION. Provider shall receive the following compensation for the
services rendered under this Agreement:
(I) SOFTWARE ENHANCEMENTS, AND BUG FIXING
- 2 nos.-dedicated resources will be assigned at US$2,500 per man month.
- Minimum billing amount per month is US$5,000
- Any additional functionality and new modules beyond the stated scope that
will require additional resources will be estimated separately and executed upon
mutual acceptance.
(II) Data Entry from electronic and physical format:
- 1 nos-dedicated resource will be assigned at US$1,000 per month
- Minimum billing amount per month is US$1,000.
- Additional resources will be assigned upon Clients request at US $1,000
per man month.
Client has to pay one-month advance of the monthly billing amount after
signing the contract.
All payments shall be made to:
Name of the Company : Pyxis Technology Solutions Limited
Bank Account No. : C.C. No.01608008130
Name of the Bank : State Bank of India, Overseas Branch
Address of Bank : #▇-▇-▇▇, ▇.▇.▇. ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇-▇▇▇ ▇▇▇
▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇
Branch Code : 8974
Foreign Exchange Code : 081-2008
Swift Code No. : SBININBBA123
Chips No. : 379419
The compensation for each successive one-year renewal period shall be equal
to the compensation provided for herein adjusted by the change in the Consumer
Price Index (C.P.I.) for the previous calendar year.
4. MAINTENANCE AND SUPPORT SERVICES. Provider agrees to provide Client the
following maintenance and support services during the period of this Agreement:
- Provider will promptly notify Client of any material defects or
malfunctions in the Software or documentation which it learns from any source.
- Provider will provide Client with copies of the software and documentation
revised to reflect any and all updates and enhancements, if any, to the software
made by Provider during the maintenance and support period. Such enhancements
will include all modifications to the Software which increase the speed,
efficiency or ease of operation of the Software or add capabilities to or
otherwise improve the functions of the Software.
- Support will include the correction of material errors within a reasonable
time and with reasonable effort. Support does not include correction of errors
caused by unauthorized modification made to the Software. Provider is not
obligated by this Agreement to undertake any such updates or infringements.
- Software and documentation for updates and enhancements will be updated on
client specified testing and production sites remotely by the Provider.
- Provider will use reasonable efforts to respond to Client's requests and
problems within a time frame that reasonably reflects the urgency of the
resolution of the request. Provider will use reasonable efforts to give the
most appropriate advice, but the responsibility for acting on or implementing
such advice shall remain with Client.
- Upon request of Client, Provider shall provide on-site support with
mutually agreed time frame. The charges for such visits are not included in the
compensation referred to above and shall be an additional charge at Provider's
standard consulting rates and shall include all travel and incidental expenses.
5. WARRANTY DISCLAIMERS. Provider MAKES NO REPRESENTATION OR WARRANTIES
REGARDINGTHE SERVICES TO BE PROVIDED HEREUNDER, INCLUDING BUT NOT LIMITED TO
REPRESENTATIONS OR WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR
PURPOSE.
6. DAMAGE LIMITATIONS. Neither party shall be liable for special,
consequential or incidental damages, including loss of profits, and Provider's
liability to client for any other damages relating to the services hereunder
will be limited to an amount not to exceed the compensation received by Provider
for the annual maintenance period in effect at the time such claim arose.
7. ENTIRE AGREEMENT. This Agreement constitutes the entire agreement between
the parties with respect to maintenance and support of the Software and
supersedes all prior oral and written agreements relating thereto.
Accepted and agreed to:
Client: I-Sites, Inc.
By: __________________________
_____________________________
Date: ______________
Provider: Pyxis Technology Solutions Limited
By: B. ▇▇▇▇▇▇ ▇▇▇▇▇, Executive Director
______________________________
Date: _________________
