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1. DEFINITIONS
<br />1.1. Definitions - For the purposes of interpreting this Agreement, the
<br />following terms will have the following meanings:
<br />a) "Initial Installation " means the date upon which any of the
<br />Software has first been installed on any server computer owned
<br />or controlled by the Customer.
<br />b) "Maintenance" means the provision of error investigation and
<br />repair services and of new Versions and Releases, as described
<br />in Section 3.1.
<br />c) "Module" means a single type of Software referred to in any
<br />particular line item of the Software Table, such that each such
<br />line item refers to one, and only one, Module, regardless of the
<br />number of copies referred to in such line item, except in line item
<br />xxix to which h) applies.
<br />d) "Release" means any release, update, patch, set of revisions,
<br />or bug/permanent fix or temporary bypass solution released by
<br />TAN to its customers generally during the term of this
<br />Agreement, which provides enhancements andlor error
<br />corrections to the then - current Version or Release, and where a
<br />new Version has been released and no new Release has been
<br />released since the release of that Version, that Version will also
<br />constitute a Release for the purpose of determining whether
<br />Support or Maintenance is available with respect to that Version.
<br />New Releases will be denoted by an increase to the version
<br />number to the right of the decimal point such as from Release
<br />1.1 to Release 1.2.
<br />e) "Software" means computer code and programs, in executable
<br />code form only, Including related data files, rules, parameters
<br />and documentation, which have been created or licensed by
<br />TAN and are Identified in the Software Table as being subject to
<br />Support and Maintenance in connection with this Agreement,
<br />and any Versions or Releases thereof provided by TAN, in
<br />executable form.
<br />"Support" means the ongoing telephone and dial -in support and
<br />problem resolution to assist the Customer in the use of the
<br />Software. It may include but is not limited to response to
<br />inquiries regarding the operation, installation, administration and
<br />general technical assistance requested by the Customer.
<br />Support also includes, provided that such assistance can be
<br />provided in fifteen (15) minutes or less:
<br />i) Limited assistance with report customization and the
<br />development of custom queries, and
<br />fi) Assistance to isolate the source of problems and /or to
<br />troubleshoot difficulties resulting from sources other than
<br />TAN products or services, such as:
<br />• General network support - for example network access, printing,
<br />backup & restoration',
<br />• PC hardware trouble shooting;
<br />• PC setup, configuration and optimization;
<br />• Network operating system configuration and functionality;
<br />• Basic Microsoft Corporation "Windows" functionality (e.g. using
<br />File Manager or Explorer);
<br />• Modem configuration & setup;
<br />• Data corruption due to lack of disk space; and
<br />• Loss of supervisor or other password
<br />but expressly excludes any services or assistance relating t0
<br />database issues, unless acquired under an addendum to this
<br />Agreement.
<br />g) "Support Start Date" means the day ninety (90) days after
<br />Initial Installation.
<br />h) "System Utilities' includes the following Modules: Accounting
<br />Processes, Central Login, Log File, Copy Database, Edit
<br />Database, Maintain Database, MSDE Tool, Oracle Setup Utility,
<br />Query Tool, System Maintenance, Upgrade Database and View
<br />Components.
<br />i) "Version" means a version of the Software providing a
<br />particular functionality, while a new Version of the Software will
<br />provide new /additional functionality and /or improvements to a
<br />previous Version. New Versions will be denoted by a change to
<br />the version number to the left of the decimal point such as from
<br />Version 1.0 to Version 2.0.
<br />1.2. Headings - The headings contained in this Agreement are
<br />inserted for convenience and do not form a part of this Agreement
<br />and are not intended to interpret, define or limit the scope, extent or
<br />intent of this Agreement or any provision hereof.
<br />2. SUPPORT SERVICES
<br />2.1. TAN will provide to the Customer Support for:
<br />a) the Release of the Software that is from time to time the most
<br />recently- released, generally available Release, and
<br />b) for the twenty-four (24) months immediately following general
<br />availability of the Release described in a), for the Release which
<br />immediately precedes that Release. Support services will not be
<br />provided for any non - current Version or Release after twenty-
<br />four (24) months from the date of availability of the newer
<br />Version or Release.
<br />3. MAINTENANCE SERVICES
<br />3.1. With respect to any Release of the Software supported at the
<br />time, upon receipt of notification from the Customer's authorized
<br />contact personnel of an apparent error in the Software, TAN will use
<br />commercially reasonable efforts to promptly investigate the issue and
<br />determine whether or not there is in fact an error and to advise the
<br />Customer that either an error does not exist, or confirm that one does
<br />exist and what, if any, work - around exists. Errors will be deemed to be
<br />any design or programming error in the Software attributable to TAN
<br />which prevents the Software from substantially complying with the
<br />functionality as set out in the user documentation (on -line or hard -
<br />copy) delivered with the Software and which materially affects the
<br />use, function or performance of the Software. When errors are
<br />confirmed, TAN will use commercially reasonable efforts to correct
<br />such errors and provide Customer with a correction or service pack
<br />for the Software as soon as it is practical in TAN's sole discretion.
<br />3.2. TAN will provide to the Customer, either physical form by mail or
<br />courier or in electronic form via the Internet, new Releases and
<br />Versions (and appropriate documentation) as such Releases or
<br />Versions (and documentation) become available, without additional
<br />charge.
<br />4. ASSIGNMENT OF PRIORITIES FOR SUPPORT ISSUES
<br />4.1. New support incidents are assigned one of the following four
<br />priority levels, each with its respective standard completion target:
<br />Call Priority
<br />Description
<br />Standard
<br />Level
<br />Completion Tar et
<br />A —Down
<br />Fatal issues that result in the
<br />Within 12 hours.
<br />Customer's inability to fulfill
<br />critical business functions i.e.
<br />The Active Network N.A. Inc. Support and Maintenance 11 -11 -04 (Levels Description) Page 5 of 8
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