Annual Maintenance Agreement

Name & Address of Customer

Site Address

Contact Person

Tel:
Fax:

Sr. Item Description Date of Total Cost Rate of Annual

No. Purchase or (In INR) AMC Charges
last AMC (In %) (In INR)

TOTAL

* This excludes travel, lodging & boarding cost at actuals for calls outside Region.

THIS AGREEMENT made at <Place> on this to <day> of <Month Year> between M/s Xisha
Technologies Solutions, having its registered office at ________________________________________,
KENYA (hereinafter referred to as "Xisha Technologies") and <Name and Address of the Customer>
(hereinafter referred to as " ") to maintain the Items specified in this Agreement on terms and conditions
hereinafter mentioned. Subsequent annexes for additional items shall also be subject to terms and
conditions of this Agreement.

Xisha Technologies shall maintain the Software(s) specified in this Agreement for <Name of Customer>
on the terms and conditions hereinafter mentioned. Subsequent annexure for additions of Software shall
also be subject to terms and conditions of this Agreement.

1. TERMS OF AGREEMENT
This Agreement shall remain in force for the period mentioned here in before. It shall automatically stand
renewed for further periods of one year on each occasion.

The first or any subsequent renewals shall not take place if notice in writing of its intention not to renew
this Agreement is not given by either Party to the other at least three months in advance. It shall be open
to either Party to terminate this Agreement any time during its Currency by giving three months notice to
the other Party in writing.

2. SUPPORT (SOFTWARE)
Xisha Technologies Customer Support will provide online support for all the trouble shootings registered.
If the troubleshooting cannot be resolved online then the Support Engineer will visit the site. This
maintenance covers only the support provided for the Software mentioned and does not include any
hardware trouble shootings.

Xisha Technologies shall provide Service, from 9:00 A.M to 5:30 P.M (Monday through Friday).

For problem reported during office hours. Xisha Technologies will try to resolve within 4 hours from the
time of report. The support personnel will try and resolve the problem with a view to enabling timely
release of the system to the Users so that the business is not affected.

<Customer> shall operate the package strictly according to the detailed instructions given in the Manuals
of the package or as contained in any communication given in writing by Xisha Technologies for this
purpose.

In case of any bug (Non functionality or faulty functionality of the existing feature in the software) is
encountered the same shall be fixed at Xisha Technologies's development center. The fixed executables
shall be provided to the <Customer> on suitable media.

If the customer requires enhancements (A functionality which is not existing in the Software) to be
integrated into the software existing at the time of entering into this agreement, then Xisha Technologies
shall endeavour to provide the enhancement service at Xisha Technologies's daily/weekly/monthly rates
in force at that time.

Services do not include faults caused by Accident, Natural Disaster fire or neglect, out of war riots and
electrical fluctuations.

3. PROBLEM ESCALATION PROCEDURE:

If <Customer> does not get response from Xisha Technologies support personnel within 4 hours, they can
call the Regional Support Head.

4. PAYMENTS

Xisha Technologies shall invoice maintenance charges in advance for a period of one year at a time and
payment shall be made in advance by the <Customer> before commencement of the relevant one-year
period.

All charges specified are those currently in effect and are subject to change by one month’s prior written
notice.

5. CHARGES

The charges specified are in respect of the features installed on the system on the date of commencement
of the Agreement. Additional charges shall be made on features installed subsequently.

6. CARE OF EQUIPMENT

The customer at his own expense shall give Xisha Technologies full access to the equipment to enable
Xisha Technologies to provide maintenance service, make available to the representatives of Xisha
Technologies appropriate customer staff who are familiar with the customer's programs and provided,
suitable working space and facilities and suitable safe storage for maintenance equipment and spare parts.
No equipment or part thereof shall be moved except Xisha Technologies or with Xisha Technologies's
written consent

7. ASSIGNMENT

The customer shall not assign this agreement or any part thereof or any benefit there under without Xisha
Technologies's written consent.

8. DISCLAIMER

Except as expressly provided on this agreement, all conditions, representations, Indemnities and
Guarantees with respect to the products, whether express or implied arising by law, custom, prior oral or
written statements by Xisha Technologies, it’s Licenses or representatives or otherwise (including and not
limited to any warranty or merchantability, fitness for particular purpose, title and non infringement) are
hereby overridden, excluded and disclaimed.

9. NO CONSEQUENTIAL DAMAGES

Under no circumstances will Xisha Technologies or their representatives be liable for any consequential,
indirect, special, punitive or incidental damages or lost profits, whether foreseeable or unforeseeable,
based on customer's claim (including but not limited to claims or loss of data, goodwill, use of money or
use of the products, interruption in use or availability of data, stoppage of other work or impairment of
other assets) arising out of breach or failure of express or implied warranty, breach of contract,
misrepresentation, negligence, strict liability in tort or otherwise.

Notwithstanding anything mentioned above Xisha Technologies's liability shall not exceed the total
amount of fees paid by Customer to Xisha Technologies in the year when the liability arises.

10. ARBITRATION

In this case of any dispute, controversies or any differences of opinion and claims arising out of or in
connection with this agreement or in any way relating here to or any term, condition or provision herein
mentioned or the construction or interpretation thereof or otherwise in relation hereto, the parties shall
first endeavor to settle such differences, disputes, claims or questions by friendly consultation and failing
such settlement, the same shall be referred to Arbitration of two Arbitrators, one to be appointed by
<Customer> and the other by Xisha Technologies , for determination of specific issues. An expert the
parties will mutually agree upon Arbitrator hereto and such Arbitrators shall appoint an umpire before
entering on the reference. Such arbitration shall be held in accordance with the Arbitration and
Conciliation Ordinance, 1996 or any statutory modification or re-enactment thereof for the time being in
force and shall be held in Delhi and be conducted in the English language.

11. GOVERNING LAW/JURISDICTION

This agreement shall be governed by and constructed in accordance with the laws of India and shall be
subject to the exclusive jurisdiction of the courts of Delhi only.

12. EXEMPTIONS

Xisha Technologies shall not be responsible for failure to render service due to causes beyond its control
13. THE AGREEMENT

This document together with any attachment here to be signed by both parties shall constitute the entire
binding agreement between Xisha Technologies and <CUSTOMER>.

Signed on behalf of the <Customer> by: Signed on behalf of Xisha Technologies

by:

Name Name

Designation Designation