BASIC CONTRACT

Article 1 (Recitals)

A customer (hereinafter referred to as "First Party") entrusts Security Design Inc. (hereinafter referred to as "Second Party") to provide maintenance services to ensure the proper operation of the equipment to be maintained (hereinafter referred to as "Equipment") as described in the maintenance contract application form (hereinafter referred to as "Application Form") in accordance with these terms and conditions, and the First Party shall pay the maintenance service fee as consideration for the services.

Article 2 (Contract Application)

• 1. The First Party shall apply for the maintenance contract (hereinafter referred to as this "Contract") by filling out, signing, and submitting the Application Form to the Second Party or sales agents thereof.
• 2. This Contract shall come into effect when the Second Party accepts this Contract by written consent.

Article 3 (Scope of Maintenance Services)

• 1. The scope of maintenance services set forth in this Contract shall be the plan selected from the Maintenance Service Plans.
• 2. The following work is exempt from the maintenance service:
  • (1)Modification, addition, and/or reconfiguration due to a change in the method of use, and adjustment of the Equipment.
  • (2)Observation due to shutdown and resumption of operation for the First Party's own reasons.
  • (3)Operation of computers and configuration of software related to the First Party's operation.

Article 4 (Special Maintenance Service Fee)

In the event that maintenance services are to be provided for any of the following reasons, the Second Party shall estimate a special maintenance service fee on a case-by-case basis, and upon consultation between the First Party and the Second Party, the Second Party shall determine the special maintenance service fee and perform the relevant maintenance services.

• (1)Failures due to inappropriate handling or use by the First Party
• (2)Failures caused by materials other than the Equipment
• (3)Modification or repair by anyone other than the Second Party or a person designated thereby
• (4)Handling, storage, or use in a severe environment exceeding the design specification conditions
• (5) Investigation and countermeasures for malfunctions caused by programs other than those provided by the Second Party
• (6)Failures caused by the use of parts, accessories, or consumables other than those specified by the Second Party
• (7)Exempted work specified in Article 3-2
• (8)Failures due to a cause beyond the control of either party, such as force majeure as specified in Article 8.

Article 5 (Payment)

• 1. Payment of maintenance service fees shall be due no later than one day prior to the start of maintenance service.
• 2. The First Party shall pay the special maintenance service fee to the Second Party in cash within 30 days from the date of the Second Party's invoice to the First Party in principle.
• 3. In the case of payment by bank transfer, the transfer fee shall be borne by the First Party.

Article 6 (Cooperation for Maintenance Service)

The First Party shall take all possible measures to ensure that the Second Party can perform the maintenance of the Equipment completely and smoothly, and shall cooperate with the Second Party in accordance with each of the following items:

• (1)Provide necessary and appropriate usage time of the Equipment for maintenance work.
• (2)Allow engineers to enter the First Party's installation site to perform maintenance work.
• (3)For maintenance work, provide necessary electric power and consumables, and to let the Second Party to use the First Party's connecting equipment, communication media equipment, and tools.

Article 7 (Data Saving)

All data other than system data registered in the Equipment, connected equipment, and communication media equipment shall be saved to CD or other storage media at the responsibility of the First Party prior to the provision of the maintenance service by the Second Party.

Article 8 (Force Majeure)

Nonperformance of the Second Party's obligation under this Contract will be excused to the extent that performance is rendered impossible by fire, flood, earthquake, lightning, or similar reasons.

Article 9 (Installation)

• 1. The installation location of the Equipment shall be the location indicated on the Application Form.
• 2. If the First Party moves the installation location stated in the Application Form, the First Party shall notify the Second Party or sales agents thereof in writing in advance.

Article 10 (Outsourcing)

• 1. In the event that the Second Party outsources part or all of the maintenance work to a contractor designated by the Second Party, the Second Party shall notify the First Party in writing in advance.
• 2. Even if the Second Party consigns the work to a contractor designated by the Second Party, the Second Party shall not be exempted from any of its obligations under these terms and conditions.

Article 11 (Confidentiality)

The First Party and Second Party shall not disclose to any third party any confidential business matters of the other party which has come to their knowledge in the performance of this Contract, any matters that may be detrimental to the other party, and any personal information stipulated in Article 2 of the Act on the Protection of Personal Information during the term of this Contract, after the expiration of this Contract, and after the termination of this Contract.

Article 12 (Term)

The maintenance service start date shall be the date stated in the Application Form, and the service end date shall be the expiration of the maintenance service period.

Article 13 (Modification)

The Second Party may modify this Contract upon consultation with the First Party in any of the following events:

• (1)When changing the composition or materials provided, or due to deterioration over time; or
• (2)When other reasons, such as changes in economic conditions, make it difficult to provide the maintenance service in question.

Article 14 (Termination)

• 1. The First Party may terminate the maintenance service by submitting a written notice to the Second Party or sales agents thereof at least one month prior to the termination date.
• 2. In the event of sooner termination, the Second Party shall refund the difference after offsetting the manufacturer's warranty costs for the term of this Contract, or demand an additional claim.

Article 15 (Assignment of Rights and Obligations)

Neither the First Party nor the Second Party may assign its rights and obligations arising from the execution of this Contract to any third party or offer them for security purposes without the prior written consent of the other party.

Article 16 (Resale, Transfer, or Loan of the Equipment)

• 1. If the First Party intends to resell, transfer, or lend the Equipment to a third party, the First Party shall fill out and sign a document and submit it to the Second Party or sales agents thereof in advance.
• 2. In the event of a change of the parties to this Contract pursuant to the preceding paragraph, the First Party and the Second Party shall terminate this Contract.

Article 17 (Immediate Termination)

If either the First Party or the Second Party falls under any of the following items, the other party may immediately terminate this Contract without any notice or formal demand. In such case, the payment date of all debts of the counter party shall be naturally accelerated and the full amount of the remaining debts shall be immediately due and payable.

• (1)Reasonable circumstances arise that make it difficult to continue this Contract.
• (2)Either the First Party or the Second Party breaches this Contract, provided that when termination is performed under this Article, a formal demand for the performance of this Contract is made to the other party with a reasonable period of time specified.
• (3) If the First Party sells, transfers, or lends the Equipment to a third party without prior written notice to the Second Party.

Article 18 (Hardship)

Any matter not stipulated in these terms and conditions or any question arising from the interpretation of the provisions shall be settled amicably upon discussion between the First Party and the Second Party in good faith.

Article 19 (Jurisdiction)

The Tokyo District Court or the Tokyo Summary Court shall be the agreed court of jurisdiction for any litigation relating to this Contract.