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*7t SIEMENS
<br />INDUSTRY, Inc.
<br />(d) FwNSh SIEMENS with all available formulation pemnatAto the SeNlown 9MOUN all the AgrewaeO, CUUMV shag reimburse SIEMENS 00919 and
<br />(e) Obtain and fumish to SIEMENS all approvals, permits and consorts from expenses (Including reasonabls alkmays' and wgnaases' fees) Incurred far
<br />govetln"d authorities and others as may do required far performance of tha 0011000M antler We Atow n mt. If Cusmmer dispdes any potion or at of an
<br />SarviseseXcept1w those SIEMENS has exprawlyagrood lnwdgng to ahtalm Invoice it shaft notify 81EMENS In writing of Use amowt In dispute and the
<br />10 Mountain the Services site in a safe cal lllon; notify SIEMENS promptly reason for Its coutgraemed wlthln 21 days of moelpt of the Invoice, The
<br />or any site contours requiring spaclal caral and provide SIEMENS with any undisputed padrn shall be paid when due, end interest on any unpaid portion
<br />avdlobls documents deserlbing the quantity, nature, location and extent of euah shad accrue As afereoald, tram the date due will paid, to the extent that such
<br />conditions; amounts am MAIN dotermined to be payable to SIEMENS,
<br />(g) Comply with all Ian and proNdo any Paribas required to be given to any 5,4 Except to the extent expressly agreed In this Agreement. SIEMENS fees
<br />government authailles In wnnedlon Mob the SaNleas, except such lattices do not Include any texa% excises, foes, duties, permits or oh" government
<br />SIEMENS hase xpmscy agreed In this Agraamact to gyve; charges related to the SeMees. Customer shag pay euah amounts or refinew9e
<br />ill PrOvIda SIEMENS with Material Safety Date Shoats (ASIDE) comoimmi; SIEMENS for any amounts It pays. If Customer claims a tax wmapiron or
<br />to OSHA"Immeents related to all Hazardous Matadors at Ina site MNdl may ctreM Payntard pmntll. A Shift provide SIEMENS win a wild useful
<br />Impact the services; cedlfloate or poll and Indemnify, defend end had SIEMENS harmless from
<br />III Furnish to SIEMENS any contingency plans related to the ago; any taxes, costs and penaftes wising out of some.
<br />g) publish the specified operating environment, including without Rundmilon, S.6 Unless agreed otherwise, the priding for each year after Ilia Intgol Term of
<br />suitable, dean, stable, properly oandllaned elechlow power and other ullglrs; the Agreement and each year of each renewal of the Agme"t shall be
<br />1k) Mathtoln at Covered Equipment to goad warrants order In ewnpgwee with deteanined so the Immediate prior year prioe plus a price oscaletabrowd upon
<br />all applicable laws and service. repair and replace at Covered Egdpaent as the U.S. De of Lob ", Bw9au of Labor Statatlaa Urban Consumer
<br />necessary, and, prise Indian- IAI Urban Consumers U8, Al gems. 1962- 190d•1W CCPI-U')
<br />n) Perform Inspections and tests as Indicated In the Life Barely System In addition, each renewal tern turning shalt be adjusted for any addition$ or
<br />Logbook and named same In the Life Safety System rWeok deletions to Servkes selected forth* Ill term. The price escalator shot be
<br />4,2 Customer admatwedges that the teebnlcal and prking Information herein is the latest $embannual CPI•U Idsnufled above published prior to each annual
<br />proprietary to SIEMENS ant egress not to disclloose or whewise make It anniversary, This escalator shall be applicable W each aauaf term, whether a
<br />"lable to clue. removal term or an waxl9l tool after the get year of the Initial Term.
<br />4.3 Customer aduumberlalos that it is now and shall be ef of times in word of Article G Changes; loafers; ExcusedPerhxrmanca
<br />the Serviess site, SIEMENS shel not have anyrespenslbillly Only or allhmity 6.1 As the Services are performed, conditions may change or clramrstancas
<br />to direct, supervise or oversee airy employees w sontrectors of CUelaitl" W outside SIEMENS' reasonable control touch as warms of law) may deverp
<br />their worn m to Provide the means, methods or sequence of thalr work "!o which require 81EMENS to exp lord addidwal adds, olfod or tune W aomprete
<br />slop their work. SIEMENS' walk ondrr presence At a silo shall not ro ace the Serdaes, In lotion case SIEMENS shag really Customer and on equitable
<br />others a their responsibility to Customer or to others. Except As expressly adjustment made to the compensation and time f" porroml In the event
<br />povided heroin, SIEMENS Is not responsible for tin adequacy of the health, om llon . or clrwmstr nnes require Servkes to be suspended "Ilmlnatad,
<br />safety or sweaty programs or Promotions related to Customer's or It other SIEMENS shall be a"Ilgensated ran Extreme pedmned and for coma
<br />commuters' activities of opemgons; the wit of any other parson Or nobly: or reasmable Incurred in bonnecoon with Up; auspenolon ortominatfon,
<br />Customers $Ito condbons. SIEMENS Is net mspomdbla for inspdkg, 6.2 SIEMENS shag not be esponsiMe for lose, delay. Ir{ury. damage or
<br />observing, reporling an correafg health or safety condltlord ar ddlolendes of failure of pedornmancathd may be eetwed by circumstances beyond ga 6muvhi,
<br />Customer or 01110TO at Cnstamor's site. So as not to d19Caurage SIEMENS Inuring but ref Ifmited to cats or onNSsmbe by Custaner or Its employes$,
<br />from Volunlady, wholesaling such Issues. In the event SIEMENS does make agents or contractors. Ads of God. war. doll commot a , ads or omissions"
<br />observations; Isparta, suggestions " othembe, regarding such Issues, government Alkhobtles, tire, then, aaroalon, flood, water damage, Ighbang,
<br />SIEMENS shag rml be llablaarresponsibks forsama. fraaze -ups, strikes, lockage, dffwalwes with wadrmin, dots, exploslona
<br />4.4 Except as expressly stall In tubs Agreement, Cdawner Is solely quemwlnu redtlatlons, its" In transportation, or shortage of vehldee, fuel
<br />msposelblefor Inc, removal replacement modulating of the building structure labor a materials. In the event of arty such circumstances. SIEMENS shag be
<br />"bnisaesthat m9ybaregUlredia perform "geln occurs bathe Sarviaes, moused from performance of the Services and the time for perf"merige shag
<br />4.5 Customer erne shall Pot to proled life and property from the lime a pudlel be wounded by a period equal in the lime lost plus a unowable recovery
<br />er full system fellure occurs War SIEMENS notifies customer that such system period and the oompanaadon equitably Pdluord to compensate for addamw
<br />Is operational or the emergency has Each cleared. Cusbomufs aolrns shall casts SIEMENS incurs due to such circumsences,
<br />Include all opprml fnta mr, safety precantiore Iauch as a moralal -no, Article 7: Warenpdas; Bischolmar ,, L)mhafron ofUat@!fy
<br />''Aal SIEMENS shag have no obligation to wh ido guards. fire watch 7.1 Labor In perfolnting the Servkes Is wan 'anted to be free from defect$ In
<br />parsommel. "amen samoas following a system folksre, except Services no are Vlodmflnship for 80 days attar the Services are performed. Al labor provided
<br />Speoloagy provided! for In this Agreement by SIEMENS hereunder fowl to Be defective and dhervdse qualirylmg under
<br />4.5 Customer wool not allamlo the system or Covered Equipment any ueAde tills Warmnly shall at ra.porfmlled by SIEMENS, Such re.parfarmance
<br />that Idcdems with the Services or the proper operation of the system or hereunder shag not imonupl or prolong the terms of the waoanty Inihe avant
<br />Covered Equipment, that any such N Performance fails to cure such defects, then CudnmOYs
<br />Article& Compermui/mf exsNew remade against SIEMENS for damages fmm cap csuso whalso*vea
<br />5.1 Annual Feels) shad be adjusted for each year after the find year of the w ➢ether in mutant orlall shal not exceed an amount aqua) to the Itmlingen set
<br />Initial Term pursupM to the agreed Price Argfsfinenl hereto and moomaeted Posh in Section 7,9 human,
<br />harem. Unless olhenNse spread In wi tirg, this Agrelrera Is nut Pamelable 7,2 THE EXPRESS LIMITED WARRANTY PROVIDED ABOVE IS IN LIEU
<br />and the emual fee is notmfundoblo patent as provided herein. OF AND EXCLUDES ALL OTHER WARRANTIES, STATUTORY,
<br />1.2 Payments be he made Cull this Agreement µ0I podde far, end be In EXPRESS, OR IMPLIED, INCLUDING WITHOUT LIMITATION AUL
<br />considemdon of. mdy Secnoes snuclgbally included radar ins Pmposed SaMim Al EXPRESS OR IMPLIED WARRANTIES OF MRACHANTARIIITY rug
<br />an A Pate and materials hash: (a) anlargallay Owdpas pa rmill at WORKMANSHIP, ALL EXPRESS OR
<br />expressly provmed, then on an annual bads prim to the Shad Date and errudly CONTRACT RELATIVE THERETO, WHICH ARE HEREBY EXPRESSLY
<br />Ihamager m the awivammy of such Start onto. frivolous are due Intl payable DISCLAIMEO,
<br />net cash upon receipt unless Customer has applied and been approved f" 7.3 Customer hereby, for It and sm, pol loo warning under II, ratenses and
<br />audit won SIEMENS, In •Mulch also the Invoice is payable within 30 awarder discharges SIEMENS from any facility aching out of ng haaards commit by
<br />days of receipt by Customr or as othamASs out train In this Agreement, bony Customer' Insw *rim. ono all olelms ngohist SIEMENS wising out "Such
<br />payment Is not moNved when duo, SIEMENS may deem customer to he in hazards, ladviling any right of eutrogallun by Customer's Insurance carter, wo
<br />branch hereof and may enforce any remodies avaiNble to It toreador or at hereby waived by Customer.
<br />AW, fnchding YAlhow Ilmballon, accaierotlon Of payments and suspension or
<br />torminwhon of Services at any time and without notloa. and shall be onliged to 7A ANY DFAS, SUGGESTION$, RECOMMENDATIONS, FINANCIAL
<br />tONIPWssdon for Services proviously performed and costs reasonably Incurred EVALUATIONS, FEASIBILITY STUDIES OR ECONOMIC ANALYSIS
<br />In COnneadah with The suspension or lemNnailoa, In the svuml that any payment PHEPAR ED BY SIEMENS UNO ER THIS AGREEMENT WILL REPRESENT
<br />due hereunder Is not pald when due, Customer agraout to pay. upon demand, ITS BEST JUDGMENT BASED ON ITS EXPERIENCE AND THE
<br />as A late charge, one and one -ngif poment(1.5%) of rho amOUnt Of the payment AVAILABI.E INFORMATION, CUSTOMER ACKNOWLEDGES THAT THE
<br />Per month, Rattled by the maximum rate permitted by law of each overdue ENERGY MARKET 18 VOLATILE AND SUBJECT TO FREQUENT PRICE
<br />Siemens In ll fir Building Tachnoingrs Olvlsion Servlca Only MOO
<br />Siemens Confidential and Proprietary
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