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IT, web, Internet, software, hardware, media, multimedia, photography, tech, information, technology, computer, business, company, pre-written, legal, contract, agreement, documents, templates, boilerplate, form, outline, text, terms, recitals install, installation, cable, cabling COMPUTER SERVICES AND INSTALLATION AGREEMENT THIS AGREEMENT made this CurrentDay day CurrentMonth CurrentYear and between Company Company and CustCompany Customer Recitals Company has experience and expertise the development Networks Customer desires have Company develop Network for them Company desires develop Customer Network the terms and conditions set forth herein the Network Agreements consideration the mutual covenants set forth this Agreement Customer and Company hereby agree follows Development Network Company agrees installation management and development the Network and Network based operations according the terms listed Exhibit attached hereto Specifications Company agrees develop the Network pursuant the Specifications set forth Exhibit attached hereto the Specifications Delivery Dates and Milestones Company will use reasonable diligence the development the Network and endeavor deliver Customer operational Network later than DeliveryDate Customer acknowledges however that this delivery deadline and the other payment milestones listed Exhibit are estimates and are not required delivery dates Services Provided Services described here are provided for Linux Windows Macintosh Sun UNIX systems only unless otherwise specified Physical Security Company will provide operating environment Computer Rooms for all hardware with adequate smoke and heat detectors and inspect existing sprinkler systems help prevent any damage hardware from fire Company will provide hour UPS backup system for all servers and critical systems protect against power failure Company will install and setup security access points computer room for systems staff prevent physical attacks intrusions and other unauthorized access Security reporting will provided monitor and report all access computer rooms Data and Network Security Company will provide monitoring systems for recording unauthorized access and break ins Company will automatically close accounts and force password changes deems necessary order ensure the integrity the system whenever accounts have been compromised Company will establish and ensure that proper procedures are place requiring the use passwords and other security procedures that meet acceptable security standards Company will monitor and implement CERT advisories that identify security problems vendor supplied software Company will implement any appropriate safeguards deems fit prevent unauthorized use systems increase Network stability and repair remove identified threats the Network Software Company will install update upgrade and configure software packages Systems required the Network and manage all email ftp web server name server and other software and services set forth Exhibit Company will maintain the installation any updates and any daily tasks required for the maintenance the system software Company will manage licenses and make long term software recommendations Customer Company will setup procedures ensure that only authorized users can make changes systems and user software Company will ensure that any changes systems software are recorded log record format ensure proper documentation and history all changes Company will establish proper procedures assist the detection and repair computer virus other threats and employ measures aimed preventing virus from infecting software Company will monitor and apply any patches upgrades other fixes necessary for protecting the Network System software from potential threats Company becomes aware them Company will issue communications users and managers regarding current threats guidelines and procedures users must follow and communicate policy recommendations management and assist documentation User Accounts and System Administration Company will create maintain and audit all user accounts and groups and provide daily reports Network traffic access impact loads and all other metrics needed requested Customer and set forth Exhibit Company will develop and maintain regular monitoring and reporting Network operation and performance Hardware Installation Requirements and Maintenance Company will install all hardware components set forth Exhibit and will maintain and continue extend Network infrastructure and interfaces needed Company will install and maintain any new hardware workstations printers peripherals and responsible for ordering any needed hardware services Company will responsible for integration new hardware and manage any third party maintenance and warranty contracts hardware equipment Daily Operations Company will responsible for ordering and maintaining any relevant supplies cables disks tapes backup media Company will inspect and maintain printer queues job queues and provide troubleshooting and arrange for repair services for the Network Company will develop backup procedures and policies for system and user software and provide adequate testing for all procedures put place Company Company will maintain off site storage any backup media ensure Network integrity and protection and will responsible for setting daily procedure for backing all data General Support Services Company will available respond questions about Network and systems problems Company will staff help desk with combination phone and email support services from Monday through Friday TimeZone Company will responsible for maintaining ongoing log support requests actions taken and track user support requests completion Administration and Planning Company will work with Customer its managers and staff provide advice any computing requirements Network and information management user requests hardware and software purchases and assist Customer with negotiations with third party vendors covered under this Agreement set forth Exhibit Compensation For all Company services under this Agreement Customer shall compensate Company cash pursuant the terms Exhibit attached hereto the event Customer fails make any the payments referenced Exhibit the deadline set forth Exhibit Company has the right but not obligated pursue any all the following remedies terminate the Agreement remove equipment owned Company whether leased Customer Company not and any Company personnel staff from Customer location bring legal action Confidentiality Customer and Company acknowledge and agree that the Specifications and all other documents and information related the development the Network the Confidential Information will constitute valuable trade secrets Company Customer shall keep the Confidential Information confidence and shall not any time during after the term this Agreement without Company prior written consent disclose otherwise make available anyone either directly indirectly all any part the Confidential Information Limited Warranty and Limitation Damages Company warrants that the Network will conform the Specifications for days after Customer and Company acceptance that the terms the Agreement have been met the Network does not conform the Specifications Company shall responsible correct the Network without unreasonable delay Company sole expense and without charge Customer bring the Network into conformance with the Specifications This warranty shall the exclusive warranty available Customer Customer waives any other warranty express implied Customer acknowledges that Company does not warrant that the Network will work all platforms Customer acknowledges that Company will not responsible for the results productivity any other measurable metric not specified Exhibit obtained Customer the Network Customer waives any claim for damages direct indirect and agrees that its sole and exclusive remedy for damages either contract tort the return the consideration paid Company set forth Exhibit attached hereto Independent Contractor Company shall retained independent contractors Company will fully responsible for payment their own income taxes all compensation earned under this Agreement Customer will not withhold pay any income tax social security tax any other payroll taxes Company behalf Company understands that they will not entitled any fringe benefits that Customer provides for its employees generally any statutory employment benefits including without limitation worker compensation unemployment insurance Equipment Customer agrees make available Company for Company use performing the services required this Agreement such items hardware and software Customer and Company may agree are reasonably necessary for such purpose General Provisions Entire Agreement This Agreement contains the entire Agreement between the parties relating the subject matter hereof and supersedes any and all prior agreements understandings written oral between the parties related the subject matter hereof modification this Agreement shall valid unless made writing and signed both the parties hereto Governing Law This Agreement shall governed and construed accordance with the laws the State State Exclusive jurisdiction and venue shall the County County State Superior Court Binding Effect This Agreement shall binding upon and enure the benefit Customer and Company and their respective successors and assigns provided that Company may not assign any its obligations under this Agreement without Customer prior written consent Waiver The waiver either party any breach failure enforce any the terms and conditions this Agreement any time shall not any way affect limit waive such party right thereafter enforce and compel strict compliance with every term and condition this Agreement Good Faith Each party represents and warrants the other that such party has acted good faith and agrees continue act the negotiation execution delivery performance and any termination this Agreement Right Assign Customer has right assign sell modify otherwise alter this Agreement except upon the express written advance approval Company which consent can withheld for any reason Indemnification Customer warrants that everything delivers Company legally owned licensed Customer Customer agrees indemnify and hold Company harmless from any and all claims brought any third party relating any aspect the Network including but without limitation any and all demands liabilities losses costs and claims including attorney fees arising out injury caused Customer products services material supplied Customer copyright infringement and defective products sold via the Network Further Customer agrees indemnify Company from responsibility for problems disruptions caused third party services that Customer may use such merchant accounts shopping carts shipping hosting services real time credit card processing and other services that relate the ownership and operation the Network Use Network for Promotional Purposes Customer grants Company the right use its work producing the Network for promotional purposes Customer grants Company the right list reference otherwise identify Customer client Company Company advertising and marketing Responsibility for Loss Company will have responsibility for any third party disrupting intruding otherwise copying files part whole all any part the Network Company not responsible for any down time lost files any other loss that may occur the operation the Network Attorney Fees the event any party this Agreement employs attorney enforce any the terms the Agreement the prevailing party shall entitled recover its actual attorney fees and costs including expert witness fees Each party represents and warrants that the date first written above they are authorized enter into this Agreement entirety and duly bind their respective principals their signature below EXECUTED the date first written above CustCompany signator authorized signature signer Job title signator authorized signature signer Date when the contact was signed Company signator authorized signature signer Job title signator authorized signature signer Date when the contact was signed Customer Initials Company Initials
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Computer Hardware and Networking Contract
