Appendix A - Contract on operating Debian Edu / Skolelinux

Contract no.: ..................

Customer no.: ..................

CONTRACT ON OPERATING DEBIAN EDU / SKOLELINUX

between

The operating company Inc., The machine room 1, 0313 Oslo

Org.no.: 989 313 313

(from here on called The Vendor)

and

NN

Org.No:

(from here on named The Customer)

The parties have reached an agreement on the delivery of operational services (hereinafter The Agreement) on subsequent contractual terms. The following appendixes are part of The Agreement:

The agreement is valid from the signing date and a minimum of 12 months from The Delivery date. The agreement is then renewed automatically for periods lasting 12 months unless one of the parties in writing, three months before the expiry of a contract period, has denounced The Agreement.

The contract is signed in two - 2 - copies, and each of the parties keep one - 1 - copy.

Place: .............................

Date: .................. 2006

For The Vendor: ....................................................

For The Customer: ....................................................

Appendix 1 - Definitions

Term

Description

Operating period

From the Delivery day to the day when the agreement ceases to apply, regardless of reason.

The Operating services

Services from The Vendor in the Operating period. The operating services are further described in appendix 3.

ICT manager

Competence person(s) at the customer serving as liaison(s) to the supplier.

Delivery day

The day the customer can apply the operating performance.

Skolelinux

Linux distribution built on Debian Linux and adjusted for use in Norwegian schools.

Appendix 2 - Customer Obligations

1. ICT skill requirements

ICT administrator (1 - 3 named persons at the customer) to deal with inquiries from users related to the use of the applications included in Skolelinux/Debian Edu. ICT administrator shall have sufficient expertise to make a qualified assessment of whether a problem is related to the use or operation of the system.

The ICT administrator should contact the supplier's the user support center by phone or e-mail. The customer's users should not contact the supplier directly.

2. Machine requirements

The Customer shall before the Delivery day have installed and tested that the equipment operates satisfactorily.

3. Program requirements

The customer shall, before delivery day, having installed Skolelinux / Debian Edu and got a verified, satisfactory functioning installation.

4. Communication requirements

The Customer shall, before the delivery date, have installed and configured communication with the Internet and tested it works satisfactorily. To manage operating performance, the customer must arrange for the supplier's access the customer's ICT-facilities through the Internet.

5. Information from The Vendor

When all the above requirements are met, the customer shall notify the contractor, in writing or by e-mail, that the ICT-system is prepared for the contractor for delivering operating performance.

A list of all the users of the system including full name, username and wanted password should be sent electronically to The Vendor at the latest together with this message.

Appendix 3 - The Vendor's obligations

1. Delivery day requirements

The supplier shall, after receiving notification from the customer in accordance with Appendix 2, paragraph 5, as soon as possible facilitate that The Customer can take the operating delivery in use. Delivery date shall be no later than 4 weeks after such notice is received by the supplier.

2. Information to The Customer

When all the above requirements are met, the customer shall notify the supplier, in writing or by e-mail, that the ICT-system is prepared for the customer for delivering operating performance.

3. Service requirements

The following table shows all relevant services relating to operation of Skolelinux/!DebianEdu. The crosses in the table shows responsibility between the supplier and the customer for the different services:

Delivered (incl.) are carried out by the supplier and included in the Agreement price. Delivered. (running) performed by the supplier at the client's account in accordance with the rates in Chapter 7. Customer, is done by Supplier at Customer's expense.

Service

Delivered (incl.)

Delivered (running)

Customer

Error handling and user support at telephone and email

x

Participate in user forum

x

Replacing hardware<ref>Supplier's responsibility is limited to managing the a change of hardware. The supplier is not responsible for hardware and warranties, pricing, shipping costs etc. which must bee agreed separately with machine supplier.</ref>

x

Add, change and remove users<ref>The customer can do this using a separate application in Debian Edu. The supplier can do this server for NOK 50 per user excluding vat.</ref>

(x)

x

Changing password when the password is forgotten

(x)

x

Security updates on Skolelinux

x

Version updates on Skolelinux

x

Change user permissions

(x)

x

Monitoring of filling on disks

x

Monitoring of lifetime of relevant components

x

Extend disk partitions

x

Operation and monitoring of firewall

x

Operation and monitoring of network

x

Deleting prints stuck in the queue requested of the ICT administrator

x

Monitor to ensure backup copies are taken

x

Deleting data on request from the ICT administrator

x

Replacing backup medium and storing backup copies

x

Restore with a security backup, at the request of the ICT administrator.

x

Set up new printers and printer queues

(x)

x

Stopping and restarting the printer queues at the request of The ICT administrator

x

Stopping hanging processes on the server as a result of application errors

x

4. Requirement to response time

The supplier shall without undue delay, start troubleshooting and problem solving. ICT administrator should be held continuously updated on the status and progress of error correction.

5. Competence requirements

The supplier shall at all times have sufficient resources with relevant expertise to carry out operation performance in a professional manner

Appendix 4 - Prices and terms of payment

1. Compensation for operating performance

The compensation for operating performance is calculated on the basis of the number of workstations on the network. The agreement includes a minimum of 60 workstations. Customer shall pay the supplier 900 NOK per year, excluding Moms(VAT) in compensation for operating performance, ie 4,500 NOK (ca. 390 £) per month excluding Moms (VAT) for 60 workstations.

If the number of workstations change the customer shall give the supplier a written notice thereof with the corresponding dates for the change. Adjustment of the billing basis with a possible recalculation will, be included in the next invoice

2. Consultant support

Hourly rate for consultancy is NOK 800 (65 £) ex Moms (VAT). All work on an ongoing bill should be approved by the customer before work starts. Documented travel expenses are charged to the client. Compensation for travel time calculated by the elapsed time with hourly rate NOK 400 ex Moms.

3. Payment conditions

Compensation for operating benefits are billed in advance for each quarter. For the first quarter bills from delivery date and even the end of the current quarter.

Compensation for consultancy is billed as after-payment on the basis of agreed and work performed.

All invoicing are done with 30 days maturity.

4. Price regulation

Prices may be adjusted every year with the increase in the national consume price index (SSB CPI). This can take place the first time one year after signing the agreement.

Appendix 5 - General provisions

1. The parts' cooperation and duties

General

The parties shall cooperate to achieve the most efficient implementation of the Agreement. Both parties may, in writing, summon another to meet with five business days' notice to discuss matters arising in connection with the implementation of the Agreement. The parties are obliged, without delay, to notify each other about matters that they understand or should understand may affect the implementation of the Agreement. Such notification does not relieve the parties from the responsibilities resulting from the Agreement.

The suppliers duties

The Supplier undertakes to supply the contract business performance at the terms of the Agreement. The supplier undertakes to allocate the resources necessary to implement the commitments in the Agreement.

Customer duties

Customer shall pay the agreed compensation. Customer must assist the supplier so that the supplier will not be delayed or otherwise prevented from fulfilling the obligations. Customer undertakes to allocate the necessary resources, and ensure the necessary assistance from a third party where this is agreed.

2.Confidentiality

The parties mutually obliged to keep confidential and not disseminate information which they become aware in connection with carrying out the out the Agreement, to the extent such information is not considered public. The same applies all the material which is marked confidential and the disclosure of personal matters, information that could harm the parties or that can be exploited by outsiders in business. This duty of confidentiality apply to the parties and their employees and others acting on behalf of the parties in connection with carrying out the of the Agreement. The duty of confidentiality applies correspondingly after termination of the Agreement.

3.Force majeure

In the event of an extraordinary situation outside control of the parties, which could not be foreseen at inception and which significantly hampers the fulfilment of a party duties, the other party shall be notified without undue delay. The affected party's obligations are suspended to the extent that is relevant so long as the extraordinary situation prevails. The other party in return suspended for the same period. Either party may terminate the Agreement by giving one month's written notice if the force majeure situation makes it particularly burdensome to maintain Agreement.

4. Transfer of the agreement

Parties may only assign its rights and obligations under the agreement with the written consent of the other party. Consent may not be unreasonably withheld. It is not considered as transfer if one of the parties merged with one or more other companies or assignment to a subsidiary. Right to compensation under this Agreement may be assigned freely, but such transfer does not relieve the Contractor from its obligations and responsibilities.

5. Non-fulfilment

5.1 Delay of delivery date

a. Liquidated damages

If the delivery date is not going on the date agreed between the parties, and this is not due to the circumstances mentioned in Clause. 3 or conditions customer is responsible for, then a daily penalty run from the agreed delivery date. Liquidated damages amount 0.1% of the agreed annual compensation for the portion of operating benefits that are delayed, calculated per calendar day of delay and up to a maximum of 60 days. As long as liquidated damages runs the customer may not terminate the Agreement, demand price or other compensation for the delay.

b. Canceling

If the delivery date has not occurred by the end of liquidated damages period, you may terminate the Agreement with immediate effect.

c. Delay caused by customer

In case of delay caused by customer the supplier may, by written notice, cancel their work until the customer takes corrective action. The supplier is entitled to recover their additional costs as a result of customer's breach, and a reasonable time to the reassignment of resources.

5.2 Defaults in the operating period

5.2.1 The suppliers non-fullfillment

a. Shortcomings

There is a shortcoming of the supplier if operating delivery do not cover the requirements and specifications given by the Agreement, and this caused a circumstance which the supplier is responsible. If there is a shortcoming in operating performance, the supplier shall without undue delay remedy the defect. Where defect can not be repaired within a reasonable time Customer shall be entitled to a proportionate discount, ref. Section b. Below.

b. Price discount for shortcomings

If the client has not been able utilise the operational services, fully or partially, as a result of the defect, the customer has right, in the period from the error/defect was notified in writing until the defect is corrected, to receive a proportionate price reduction. Possible refund, due to lack of availability due to the same circumstance, is deducted when calculating the price reduction.

c. Canceling

If otherwise a shortcoming emerge, and of such a nature as it is significant for the customer's use of the operating system, and the shortcoming not is corrected within 30 business days after the Customer in writing notified the supplier about the shortcoming, the Customer can in writing notify the supplier the wish to terminate the Agreement. If the supplier after such notice has not rectified the situation within 14 business days, the customer is entitled to terminate the Agreement with immediate effect.

5.2.2 The customers non-fullfillment

If the customer does not pay on time, the supplier is entitled to interest for the amount that is overdue. In Norway,l in accordance with the law relating to interest on late payment of 19. Dec. 1976 no. 100, § 3, first paragraph. In cases where the payments with the addition of interest is not paid within 14 days of the due date, the supplier can issue written notice that the operating delivery will be stopped, or that the agreement will be terminated, unless settlement has taken place within 7 days of your receipt notification. Upon termination of the Agreement due to the customer, the supplier shall be indemnified by the customer for the costs and liabilities undertaken in connection with the Agreement.

6.Replacement

The customer may demand compensation for losses that can be reasonably attributed to the shortcoming, unless the supplier can demonstrate that the breach, or the cause of the breach, not attributed to him. Any liquidated damages caused by delay in accordance with Clause. 5a for the same breach ,is deducted by calculating compensation. If the customer defaults on its obligations under this Agreement, supplier shall be entitled to recover their additional costs that may reasonably be attributed to the Customer defaults, unless the Customer can prove that the breach, or cause of the breach can not be attributed to him.

Parties are not responsible for the other party's indirect losses, including expected savings or gains. Indirect losses included among others

Parties liability towards each other is limited to the agreed annual compensation, or a maximum of NOK 1 million, regardless of the number of damage cases. The limitations of the parties' liability does not apply, if the party or anyone he is responsible for, has shown gross negligence or willful misconduct.

If a third party asserts that the use of software that the Customer or Vendor has license responsibility goes against the third party's rights, the Party shall ensure that appropriate rights are retained or acquired, or that other equivalent software functionality / obtained without charge to the other party. Should it be raised claims from third party against Customer or Vendor on the basis of defects inherent in the relationship of the other Party, that Party undertakes its own expense to assist and eventually lead case for both parties. From the time a party takes over the case, the other party is obliged to assist the special compensation.

8. Responsibility for subcontractors

Parties are fully accountable for agreed services that are performed by subcontractors.

9. Regulating the termination of the Agreement

Upon termination, the parties shall draw up a joint plan of liquidation of the customer relationship and obligations by mutual to assist each other in the practical work in this liquidation. The vendor is obliged by termination of this Agreement to return Client software and current data in the agreed format. The Customer chooses the way of transporting and is responsible for transportation from the Vendors' premises. Customer undertakes immediately after termination of the Agreement to return all equipment belonging to the Vendor. The Vendor chooses mode of transport and is responsible for transportation from the Vendor's premises.

10. Legalities and solving disagreements

The rights and obligations under this Agreement shall completely follow the Norwegian law. Upcoming Disagreements in connection with this Agreement shall be resolved by negotiation between the parties. If the parties fail within two weeks not to solve the disagreement through negotiations, either party may require the dispute to be resolved by arbitration under the rules of the law of 13 August 1915 No. 6, Chap. 32 (Civil Procedure). Each party shall appoint one arbitrator who together appoint the arbitration tribunal. If a party fails to designate its representative within two weeks after the other has demanded arbitration and appointed its representative, he will be appointed by the Chief Justice of the Oslo District Court. The same applies for the election of the chairman if the two arbitrators members have not chosen the President within 14 days after both being appointed.

Appendix 6 - Contacts and addresses

1. Correspondence Requests regarding the agreement shall be in writing and addressed as follows:

To Vendor

To Customer

Operating company ?LtdBy authorized personMachine room 10313 Oslo

NNBy authorized person

2. Authorized persons

The following persons do have authority to sign on their part according to the agreement.

Name

Position/Function

Telephone

Telefax

E-mail

The vendor

Petter Smart

CEO

+47 22 31 31 31

[mailto:ps@driftselskapet.no ps@driftselskapet.no]

Customer