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use and control, such Transaction Data. Notwithstanding the foregoing, to the extent Client retains any Transaction Data in <br />which Company owns all rights, Client shall continue to fulfill its obligations to treat such Transaction Data as confidential <br />information in accordance with this Agreement. <br />3.4. Limitations. Client shall not disassemble, decompile, or otherwise reverse engineer any component of the <br />System. Client shall not and shall not permit any third party to access the System in any automated way, including without <br />limitation, screen scraping or writing a script to generate reports or extract data that has not been expressly approved by <br />Company. Except as may be expressly authorized in this Agreement, Client may not use any component of the System to <br />provide services to third parties as a service bureau or data processor. Client agrees to use the System and any Transaction <br />Data solely in connection with management of towed vehicles within the jurisdictions identified in the Subscription <br />Agreement, as the same may be expanded from time to time to reflect additional areas added through inter-local <br />agreements. <br />4. IMPLEMENTATION AND TRAINING. <br />4.1. Implementation. Company shall implement the System in accordance with the implementation work plan <br />as identified in the Subscription Agreement. Client remains responsible for providing and maintaining all hardware and <br />bandwidth necessary to access the System via the Internet. <br />4.2. Training. Company will provide up to the number of hours of `train the trainer' training on use of the <br />System by Client in such number of session(s) as is specified on the Subscription Agreement for no additional charge. <br />Client is responsible for arranging the attendance of appropriate personnel and, if necessary, providing facilities appropriate <br />for such training activities. <br />PAYMENTS BY CLIENT. <br />5.1. Fees. In consideration of Company's provision of the System and other valuable consideration <br />hereunder, Client shall ensure the payment by Operators of the fees, as detailed on Schedule A of the Subscription <br />Agreement attached hereto. Client will reimburse Company for any and all expenses Company may incur, including <br />reasonable attorneys' fees, in collecting any amounts past due under this Agreement. Any fees not paid within thirty (30) <br />days of the due date shall be subject to the lesser of a one and one-half percent (1.5%) interest charge per month or the <br />highest interest rate allowed by law. <br />5.1.1 Regular Monthly Payments. On or before the tenth day of each calendar month, Company will <br />invoice Operators for the number of vehicles entered into the System during the previous month, multiplied by the <br />applicable Rate Per Transaction, as set forth in the attached Schedule A of the Subscription Agreement. <br />5.1.2 Implementation and Training Fees. If Client elects to purchase optional implementation, <br />configuration and/or training services from Company, Client shall pay Company the associated fees set forth on the <br />Subscription Agreement upon execution of this Agreement. <br />6. WARRANTIES AND COVENANTS. <br />6.1. Software Warranty. Company warrants to Client that the System will operate in accordance with the <br />User manual to be provided to Client in all material respects for the length of the term of this Agreement. <br />6.2. Remedy. It is understood and agreed by the Parties that Client's sole and exclusive remedy for any breach <br />of the warranties or covenants set forth in Section 6.1 shall be to notify Company of the applicable non-conformity, in <br />which case Company shall use commercially reasonable efforts to correct such non-conformity. Client will provide to <br />Company access, in a timely manner, to any technical support, facilities, hardware, software or information necessary for <br />Company to complete such work. Notwithstanding the foregoing, in no event shall Company be responsible for any non- <br />conformity to the foregoing warranty which arises as a result of (i) any act or omission of Client; (ii) any person other than <br />Company making revisions or modifications to the System; or (iii) any failure of any component of hardware, software or <br />equipment or other third-party materials not supplied by Company. <br />Schedule C - Santa Ana Tow Operators