Software and maintenance agreement

1. Introduction

The Customer (hereafter referred to as the Customer), the Distributor, MPS Graphics (hereafter referred to as the Distributor), and the Supplier (hereafter referred to as the Supplier) hereby accept the terms and conditions below in relation to the agreement between the parties for using the software and upgrades to the latest purchased version of the DynamicsPrint program package. This agreement covers the modules and functions for which the customer has purchased a user license.

2. Grant of license

This agreement grants to the customer a non-exclusive, non-transferable license to use the software identified as DynamicsPrint. The customer may use the Licensed Programs in executable format for its own use, and may translate or modify the licensed programs or incorporate them into other software. The customer may not, however, transfer or sublicense the Licensed Programs to any third party, in completely or in part, in any form, whether modified or unmodified. The original, and any copies of DynamicsPrint, including translations, compilations, partial copies, modifications, and updates, are the property of the Distributor.

3. Updates

The Supplier shall continually develop the products, adding new and improved features to the program package.

This update agreement entitles the Customer to receive the latest released version.

The Suppliers’ products shall continually be upgraded to the latest version of Microsoft’s products.

Except where special circumstances dictate otherwise, updates to the standard package must be available no later than six months after a new version release from Microsoft Business Solutions.

4. This agreement does not cover

This agreement does not cover developer or consultant services (installation).

Data conversion. Time spent related to data conversion is not covered by this agreement.

Customization updates. Customer related modifications will only be updated in response to an order from the customer, and a separate quote will be provided.

5. Agreement fee

The maintenance fee is currently 16 % per annum based on the current DynamicsPrint license value. The license value will be adjusted when new licenses are purchased, and the maintenance fee will be calculated based on the new license value, from the date where the new licenses are installed.

The maintenance fee shall be paid annually in advance. At the commencement of the agreement, the fee must be paid before the date the agreement enters into force.

The supplier may change the agreement fee, effective from the beginning of a new agreement period, with three months’ notice.

However, price adjustments in response to extensions to the program package do not require notice and shall be automatically adjusted and invoiced for the remaining period.

If the module prices change for modules already purchased, three months’ notice shall be given, with the change taking effect from the next new agreement period.

6. Renewal and termination

The maintenance agreement will be renewed automatically, unless it is terminated.

The maintenance agreement may be terminated by the customer, distributor, or supplier, with three months’ notice, effective from the end of an agreement period. If the maintenance agreement is terminated, all conditions as for the license agreement hereunder paragraph 2 Grant of license, is still valid.

The supplier may terminate the maintenance agreement if the agreement fee has not been paid, no later than 10 days after the due date.

7. Warranty.

MPSG warrants to either own or is validly licensed or is otherwise authorized in respect of the use of any Software and all intellectual property. Where the supplier renders assistance in relation to the analysis/description of issues that can be attributed to MBS, or to related suppliers, this shall be considered as support and will be charged on an hourly basis.

Software customizations developed by MPSG at a fixed price come with a three-month warranty, effective from the date of installation on the customer's test environment. Other customizations are provided without warranty and any corrections or adjustments will be charged on an hourly basis.