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The following services are outside the scope of the Maintenance Services provided hereunder and may result in additional charges, on a time and material basis: (a) Repair of damage or the increase in service time due to any cause external to the System which adversely affects its operability or serviceability, including but not be limited to, fire, flood, water, wind, lightning, and transportation of the System from one location to another. (b) Repair of damage or the increase in service time caused by failure to continually provide a suitable installation environment, including, but not limited to, the failure to provide adequate electrical power, air conditioning or humidity control, or the Customer's improper use, management or supervision of the System including, without limitation, the use of supplies and accessories. Proper use and environmental requirements are determined by the product docu mentation. (c) Repair of problems caused by the use of the System for purposes other than for which it is designed. (d) Repair of problems caused by changes to the hardware and/or the network made without obtaining Positron's prior approval. (e) Repair or replacement of any item of the System which has been repaired by others, abused or improperly handled, improperly stored, altered or used with third party material, software or equipment, which material, software or equipment may be defective, of poor quality or incompatible with the System, and Positron shall not be obligated to repair or replace any component of the System which has not been installed by Positron or a Positron authorized technician. 4.0 PAYMENT In consideration for the Maintenance Services the Customer shall annually pay to Positron the amount the amount that shall be mutually agreed in writing by the Parties for said Maintenance Services (the "Maintenance Fees") (the "Maintenance Fees") commencing on the anniversary of system cutover or on the mutually agreed date. The Maintenance Fees are in US dollars and are exclusive of any sales, goods and services, excise, value added or similar taxes of any kind, whether of federal or any other jurisdictional level. The Customer agrees to pay and hold Positron harmless from any liability for any such taxes. 5.0 BREACH OR DEFAULT Should either Party be in breach or default of its obligations in relation to the Maintenance Services, the other Party shall give a written notice stating that a breach or default exists. If the Party in default has not started or completed appropriate corrective action within sixty (60) days of receipt of the written notice, then the other Party may at its option send a notice of default and may elect at its sole discretion to cancel the Maintenance Services and to exercise any right or remedy it has in law, subject to the terms of this Maintenance Agreement. CHANGE ORDER #2 to Computer Aided Dispatch Purchase Agreement A-2004-229 EXHIBIT F-1 - IQlCAD System Master Support Agreement Page 114 of 149 f ,