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DATA/7 OS
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<br />Document T~Ue:
<br />PRODUCT[ON AGREEMENT.doc
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<br />Page 2 of 2
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<br />ILast Revised:
<br />9/24/01 3:16:51 PM
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<br />ARTICLE 13 ~J~..[~,~L]~. If a court or an arbib-ator of competent jurisdiction holds any provision of this agreement to be illegal, unenforceable, or invalid in
<br />whole or in part for any reason, the validity and enforceability of the remaining provisions, or portions of them, will not be affected.
<br />ART]CLE 14 WAIVER: MODIFICATION OF AGREEMENT. No waiver, amendment or modification of any of the terms of this Agreement shall be valid unless
<br />in writing and signed by authorized representatives of both partes hereto. Failure by either party to enforce any rights under this Agreement shall not be construed as a
<br />waiver of such dghts, nor shall a waiver by either party in one or more instances be construed as constituting a continuing waiver or as a waiver in other instances.
<br />ARTICLE 15 NOT[CE. All notices must be in writing and if not personally delivered, be sent by facsimile or by first class mail, or by electronic mail. Notices will
<br />be effective on the day when delivered, addressed to the other pa~y at the address show in this Agreement. Either party may change the address to which notices are to
<br />be sent by giving notice of such a change to the other party.
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<br /> Addresses for purpose of giving notice are as follows:
<br /> !f to DataProse: If to Client:
<br /> DataProse, Inc. City of Paris
<br /> 1451 North Rice Avenue 135 First SW
<br /> Suite A Paris, TX 75~60
<br /> Oxnard, CA 93030 Attn: Gene Anderson
<br /> Attention: Chief Executive C)fficer
<br />ARTICLE 16 ENI'[ E . ~is Agreement and its exhibits constitute the final, complete, and exclusive statement of the terms of the agreement
<br />between the parties pertaining to the production of goods and services for Client by DataProse, and supercedes all prior and contemporaneous understandings or
<br />agreements of the parties. No parCy has been induced to enter into this Agreement by, nor is any party relying on, any representation er warranty outside those expressly
<br />set forth in this Agreement.
<br /> ARTICLE 17 ATFORN EY FEES. In the event of any claim, dispute or controversy edsing out of or relating to this Agreement, including an action for declaratory
<br /> relief, the prevailing party in such action or prcceeding shall be entitled to recover its court costs and reasonable out-of-pocket expenses not limited to taxable costs,
<br /> including but not limited to phone calls, photocopies, expert witness, travel, etc., and reasonable attorney faes to be fixed by the court. Such recovery shall include court
<br /> costs, out-of-pocket expenses and attorney fees on appeal, if any. '~qe court shall determine who is the prevailing parb/, whether or not the dispute or controvemy
<br /> proceeds to final judgment. If either pad:/ is reasonably required to incur such out-of-pocket expenses and attorney fees as a r~ult of any claim arising out of or
<br /> concerning this Agreement or any right or obligedon derived hereunder, then the prevailing pa~'y shall be entitled to recover such reasonable out-of-pocket expen~ and
<br /> attorney fees whether or not action is filed.
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<br /> ARTICLE 18 SU ORS AND . 1his Agreement shall be binding upon and shall inure to the benelrit of the successors and assigns of the par'des
<br /> hereto. Tr~e partes hereto execute this Agreement through their duly authorized officers, as of the day and year first wdtten above.
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<br /> DATAPROSE, INC.: CI/ENT;
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<br /> By:_ By:. Glenn A. Carter, President
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<br /> Date: TrUe:
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<br /> Schedule 1.0 - Fees for Services
<br /> Paper Bill (Includes: Data processing and Simplex, 2-color, Laser Imaging, B.5×11 .$0.165 /per Statement
<br /> white paper with perf at 3.5" from bottom, #10 double window envelope, #9 single
<br /> window reply envelope~ folding, Inserting, presorting and delivery to USPS)
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<br /> Paper Bill Setup $0 /Waived
<br /> Additional Impressions (Includes paper) $0.05 /Per Impression
<br /> Additional Inserts $0.005 /Per Insert
<br /> Special Programming $125.00/Per Hour
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<br /> Schedule 2,O - Permanent Deoosit
<br /> Permanent Deposit Amount (Based on estimated monthly volume of 12,000 bills). .$3,250.00
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<br /> Schedule 3,0 - Performance Guarantee
<br /> DataProse will deliver clients bills within an average of one (1) Business Day afl:er the applicable Determination Date (as Defined herein). Such average time pealed will be
<br /> determined by measuring the number of elapsed Business Days between each respective determination date and the date which a majority amount of the Client's bills
<br /> were mailed for consecutive three (3) month period.
<br /> Tt~e "Determinetion Date" is the date which da~a is received - either via electronic t~ansmission (F31~ or modem) or hart copy media (tape or disk) if prior to 12 noon,
<br /> local time. Zf data is received afl:er 12 noon, local time~ the Determination Date is the Business Day immediately following the date data is received.
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