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EXHIBIT 10.27
Strategic Data Systems, Inc.
Accelerated Enhancement Plan Agreement (AEP)
Strategic Data Systems, Inc., (SDS), desires to provide *(NAME),
("Client"), and Client desires to select from SDS enhancements to the
SDS System(s) used by Client and agree to the following:
Enhancements
SDS shall make available all enhancements. Enhancements are
modifications to existing licensed system components. Client shall not
be charged a license fee for any enhancements developed during the
term of this Agreement.
TERM
This Agreement shall take effect on *(DATE), and shall terminate on
*(DATE).
RENEWAL
This Agreement shall be renewed for additional periods of three (3)
calendar years unless 60 days prior to the beginning of the renewal
period, Client notifies SDS of Client's intent not to renew.
RENEWAL CHANGES
SDS reserves the right to change, for a renewal term, the rates, terms
and conditions in this Agreement by notifying Client 60 days prior to
the beginning of the renewal period.
TRAVEL
A maximum of two hours per working day for travel time incurred by SDS
in providing services under this Agreement shall be charged.
EXPENSES
Client shall pay SDS for all reasonable out-of-pocket expenses such as
travel, lodging and telecommunications, incurred by SDS in providing
services under this Agreement.
TAXES
Client shall pav any excise, sales, use, privilege or other similar
taxes levied or based on payments made pursuant to this Agreement.
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Strategic Data Systems, Inc.
Accelerated Enhancement Plan Agreement (AEP) (continued)
INVOICES
SDS shall invoice Client monthly for expenses, where appropriate.
Client shall pay the amount of $*(AEP FEE) upon execution of this
Agreement and upon each subsequent annual anniversary, for the term of
this Agreement. Each invoice shall be payable by Client to SDS within
thirty (30) days of invoice date. Client shall pay SDS a late charge
penalty of 1.5% per month (18% A.P.R.) on amounts not paid within 30
days of billing.
LIMITATION OF LIABILITY
For purposes of this Agreement, SDS will not be responsible for any
incidental or consequential damages, including but not limited to loss
of business or business profits, regardless of whether said damages
were foreseeable. In no event shall SDS' liability to Client for any
loss, damage or injury, regardless of the nature of such loss exceed
the total amount received by SDS under this Agreement for the year in
which the damage or injury occurred.
NONHIRE PROVISION
Client acknowledges that SDS makes a substantial investment in the
training and development of its employees with whom Client may come in
contact during the course of this agreement, and Client agrees, during
the term of this agreement and for a period of 12 months thereafter,
not to hire, whether through solicitation by Client or otherwise, any
employee of SDS without the prior express written consent of SDS.
MISCELLANEOUS
This Agreement supersedes all prior communications and agreements
between the parties relating to the subject matter of this Agreement
and constitutes the full understanding between the parties with
respect thereto.
Strategic Data Systems, Inc.
Accelerated Enhancement Plan Agreement (AEP)
Accepted By:
STRATEGIC DATA SYSTEMS, INC. *(NAME)
BY: BY:
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(Authorized Officer) (Authorized Officer)
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Strategic Data Systems, Inc.
Accelerated Enhancement Plan Agreement (AEP) (continued)
Name: Name:
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Title: Title:
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Address: 000 Xxxxxxxxxxxx Xxxxxx Address: *(ADDRESS)
Xxxxxxxxx, XX 00000 *(ADDRESS)
Date: Date:
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