Agmt21 Cleverciti Systems, Corp.

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energy supply or transmission networks for communication, sabotage and vandalism, delivery and service interruptions due to official orders, regulations or applicable law, acts of terror or other cases of force majeure, the agreed delivery periods shall be extended for the time period of the force majeure reason as well as a reasonable start-up time after the force majeure reason has ceased to exist. If this renders it impossible for Contractor to provide the Services, Contractor shall be released from its service obligations, but still subject to section 8 (Compensation) and 29 (Termination) of the contract. 9. Warranty 9.1 In relation to the Hardware and Services for which Acceptance has occurred, the following remedies shall apply regarding City's rights and claims concerning defects in material and title ("Defects")as stated in section 32 of the contract. 9.2 Hardware and Services for which Acceptance has occurred will conform in all material aspects to the product specifications in Exhibit "A". 9.3 Contractor shall cure Defects in such Hardware and Services upon City's request by either, at Contractor's discretion, (i) remedying the Defect, (ii) replacing the Hardware or (iii) delivering the Services anew without Defects. 9.4 In the case of a replacement of defective Hardware prior to Final System Acceptance, Contractor will de -install the defective Hardware and install the replacement Hardware. After Final System Acceptance, Contractor will de -install the defective Hardware and install the replacement Hardware, if City has ordered the optional Warranty Labor service, City shall ensure that Contractor has appropriate physical access and authorizations to do so. Regarding defects of the Services, Contractor shall be entitled to implement temporary, work -around solutions as approved by the City and only cure the Defect by later delivering a future update generally released by Contractor. 9.5 Contractor shall have the right to make two attempts to remedy the Defect within reasonable remedy periods in each case. In case Contractor's efforts to remedy the Defect should fail after the second attempt, City shall have the right to proportionally and reasonably reduce the fees paid or payable for such line items of Exhibit "B" which are defective and should the Contractor fail to make such correction in a reasonably timely manner, such correction shall be made by the City, and the cost thereof shall be charged to the Contractor.9.6 Any warranty claims are subject to the limitations of liability of this Agreement. 9.7 Contractor shall not be liable if City or a third party acting on City's behalf has modified or changed the Hardware or Services or has interfered with the network connection, the power supply or the operation of the software backend, unless City reasonably demonstrates that the occurred Defects cannot be attributed to this. 9.8 For the avoidance of doubt, Cleverciti shall not be liable in the event of any acts of vandalism or damage beyond normal wear and tear affecting the Hardware. REV: 12-10-2020 SK ATTY/AGR.2020.282/Cleverciti (Parking Guidance System Project) (Page 45 of 54)