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(h) Third Party Software. Customer agrees to comply with the terms and conditions regarding third party software set out in Schedule F to this Agreement. 9. Delivery Schedule The parties will mutually agree in writing upon a delivery schedule based on, among other things, the purchased modules, required training and availability of both Customer and MAIS staff members. 10. Data Conversion Fees MAIS may offer data conversion services for the purpose of migrating existing Customer data to a format usable by the Purchased Service. The success of the data conversion effort is largely based on the format and quality of the Customer provided data. Unless otherwise indicated, converted data is strictly limited to non-dollar amounts and typically includes information such as names, addresses, and phone numbers. Only information explicitly listed in this Agreement will be converted. ln certain instances, initial cost estimates for a data conversion may have been included in a Professional Services pricing proposal. Unless specifically included in this Agreement as part of Schedule "A" and "C", said cost estimates, and all prior data conversion cost estimates, are not binding nor are they incorporated into this Agreement. Accordingly, MAIS shall notify Customer of the final data conversion fees and costs after the Customer provided sample data is examined by MAIS to verify existing Customer data formats and data integrity; but before data conversion efforts are commenced. ln such event, and upon receipt by MAIS of notice in writing from Customer that said data conversion fees are acceptable, such data conversion fees (Data Conversion Fees) shall be in addition to all fees currently stated in this Agreement. Any costs associated with obtaining the data from an existing Customer vendor are the responsibility of the Customer. Sample data shall be provided in standard fixed length format with ASCII display characters only. Data must be on a media formats readable by MAIS. ln the event a data re-conversion is required, for whatever reason, Customer will be billed at the Professional Services Fee rate set out in Schedule "A" to this Agreement. 11. Professional Services & Support Services (a) Professional Services and Support Services. Subject to the terms and conditions of this Agreement, MAIS shall provide the Professional Services to Customer in accordance with Schedules "A" and "C" and the Support Services in accordance with Schedule "D". (b) Manner of Performance. MAIS shall perform the Professional Services in an efficient, competent and timely manner and exercise reasonable care, skill and diligence in the performance thereof. MAIS shall determine in its sole discretion the manner and means by which the Professional Services shall be performed, with due consideration of adequate knowledge transfer to Customer personnel. MAIS will communicate openly with Customer in its methodology, manner and means. (c) Conduct on Gustomer's Premises. ln the event that MAIS is required to perform Professional Services on Customer's premises, any such Professional Services shall be performed with Customer's full co-operation and on the premises of Customer or, if agreed to by both parties, at an alternate location. MAIS agrees that, while working on Customer's premises, each of its employees shall observe Customer's rules and policies provided to MAIS in writing relating to conduct thereon. 12. Warranty and Warranty Disclaimer a) Limited Warranty. MAIS warrants to Customer that the Services shall be performed at a level and shall substantially conform to the specifications, as stated in MAIS' manuals and other documentation provided to Customer, provided that all use of the Services is for the purposes and in the environment for which they were designed and in accordance with such specifications. Customer's sole remedy in the event the Services do not conform to the foregoing limited warranty is for MAIS to use commercially reasonable efforts to correct such non-conformance and the right to terminate this Agreement in accordance with Section 16(b). Confidential and Proprietary - Univerus lnc. Page 6 of26