Sage Business Solutions offer a Software Assurance program which exists to encourage customers to maintain current versions of the software. The first year of software assurance is compulsory thus included in the proposal. Software Assurance beyond the first year is recommended, but optional. The basis of this charge is determined by Sage and is currently 18% of List Price of the Software Components purchased. For the first year this cost is as stated in the CRM Works Proposal, then at each anniversary Sage Business Solutions will invoice «Comp_Name» in advance for the next period of cover for the software elements purchased originally, calculated on the current software list price. Sage Software Assurance is resourced through your nominated Solution Provider, CRM Works as an integral part of our Service Level Agreement.

2. CRM Works Service Level Agreement

The CRM Works Pty Ltd Service Level Agreement is designed to provide a wider scale of benefits such as Sage version and service pack management, custom code maintenance, telephone, email and on-line support, fixed response times, annual systems reviews, knowledge base, custom user manuals, DRP, support issues reporting and end of year reviews.

A CRM Works Service Level Agreement is required for the first year along with Sage Software Assurance and are subject to our commercial Terms and Conditions as out lined in section 3.

• Premium Support: Access to our Help Desk is via the web portal for assistance with issues of a support nature that can be addressed over the phone or via remote access. With our web based support technology our support staff can, with your permission, take over and/or shadow your computers. This technology can also let us visually present the solutions to your support calls over the internet.

• Version / Service Pack Management: Tracking of Sage versions and service packs and the facilitation of the activation, installation of new versions and service packs. Under our SLA, additional charges are avoided customisations must be modified to accommodate CRM version changes.

• Succession Planning provides Service Continuity: We need to allow for, but not limited to (1) succession planning, so if we take on new or replacement software engineers, we need to allocate time for them to understand the client application, data and custom developments in order to guarantee continuity of support. As well (2) the core application has a continual development road map, with 30% of Sage CRM revenues been invested back in product development. As an example the application will be .net compliant this year.

• Support Issues & Status Report: Provide an on demand report on the status of support issues for objective information on the cases you have lodged.

• Knowledge Base: Access to our Sage CRM Solutions Knowledge Base, the repository of all resolved issues both we and our business partners have encountered with our client installations.

• Annual System Review: Upon request an annual review of the suitability of existing modules and configuration compared with evolving requirements and changing business circumstances.

• Backup Monitor: CRM Works will undertake a monitor of client database back up protocols and provide advice on perceived risk and best practice.

• Response Times: Guaranteed response times and escalation procedures for support issues. All cases logged into our Web Self Service system generate a notification to the support team. CRM Works will respond and start action on any lodged cases within 4 business hours from time if prescribed lodgement procedure. Definitions of terms used and performance guarantees in the form of extensions to the SLA will be provided upon acceptance.

• Remote Connection: Web conferencing, remote control, teleconferencing and online meetings services are available at no additional cost.

• User & Training Manuals: Sage provide comprehensive, professionally written user manuals for your Sage CRM Users. Electronic copies are available on the Master CD and our web site. For the highly customised sites, from July 2007, CRM Works will provide a Power Point detailing use and functionality of client custom entities and developments.

• DRP Updates: Disaster Recovery Plans are a common sense approach to system recovery in the event of a catastrophic event. Sage system architecture, movements in contemporary technologies, the clients adherence to infrastructure specifications and operational demands together with CRM Works experience, leads to a acceptable managed risk scenario.

• Briefings: Periodic briefings covering new developments and the strategic direction of Sage CRM, ERP and Add On Products. The client will be in a superior position to plan for the future and make technology work for you.

• Annual Data Inspection: Upon request data review and report on system maintenance and housekeeping activities.

3. Our Full Terms and Conditions

• For Sage Software & Software Assurance Premium, payment is required in full prior to commencement. At the same time, CRM Works require a 50% advance payment for our estimated Professional Services including Scoping & Needs Analysis, Design & Implementation, Data Import, Customisation, Acceptance Testing, Web Self Service, Solo, CTI integration, then the selected SLA and Training options plus the Project Management fee. From there after, milestone payments apply on achieving agreed implementation, beta delivery and cut over.

• These milestone payments are 25% of professional services fee at the delivery of your “beta” data base, then 25% at the used case pass and application cut over. These stages are invoiced on completion and are due for payment on receipt of our invoice.

• Consulting fees are incorporated in the initial cost estimates or within the comprehensive proposal as stated in the Needs Analysis, otherwise we will contract on a do and charge basis at the consulting fee of $1,000/day for 8 hours, with minimum billing of $250. Pre-paid Consulting, Service and Support Agreements are presented and can be negotiated to mitigate these costs.

• Sage CRM or other IT Development Work can be contracted on a fixed bid basis, given sufficient allowance for technical scoping, which is billed on a time and materials basis, upon prior approval.

• Training Fees are set at $1,500 / day for On Site Training or 10 hours at call via the web, with minimum billing of $1,500.

• For our Service Level Agreement, the ultimate premium is either the minimum currently set at $3,000 which covers the Sage application support, or based on 18% of the professional services development cost for the project, assessed annually, applying which ever is the greater, for a one year SLA. The professional services base excludes scoping, training, data uploads, redundant development and annual SLA’s. Commencing on the first anniversary of the SLA, from when renewal is optional, you can opt to pay the SLA premium by Quarterly Periodical Payments in advance. Further if you wish to extend your SLA cover for 2 years the base is 16% and for 3 years the base is 15%.

• A new CRM implementation will invariably require ongoing maintenance, support and configuration adjustment. In order to provide this support in an efficient manner and without ongoing inconvenience, it is necessary for the client to provide CRM Works with a persistent, dedicated login with sufficient privileges to perform all levels of administrative functions. This applies to the SQL server that stores the CRM database, the Web Server that CRM is installed on, and any systems CRM Works intends to interact with or access in the course of the project.

• Ownership of deliverables including software licences dose not pass until the final project milestone payment is received in full.

• All reasonable travel and accommodation costs, are to be born by the «Comp_Name», on a pre approved basis.

• This proposal and any attachments hereto sets forth the entire proposal and understanding between «Comp_Name» and CRM Works Pty Ltd as to the subject matter hereof and which supersedes all other prior discussions, agreements and understandings of any kind.

• The Service Level Agreement, which is an annual cover, is revoked immediately should the client terminate CRM Works status as your nominated Sage Solution Provider.

• To resume your subscription to and Sage Software Assurance Plan or CRM Works Service Level Agreement after a laps, you must purchase a minimum of one (1) full year of service and pay a reinstatement fee of 20% of the then current Fee for each month of lapsed coverage.

• Should either party terminate the project for what ever reason before completion, the client agrees to pay CRM Works Pty Ltd for all completed and signed off elements and the software.

• Also, please refer to 4.2(c) in our Proposal Document for specific Bid Conditions and Caveats.

• This proposal remains valid for thirty (30) days. Prices are in AUD excluding local tax GST unless otherwise specified.

• Despite all care Errors and Omissions are Excepted (E.& O.E).