ATTACHMENT A – Hardware and Associated Equipment and Services Contract

THIS CONTRACT is made as of this ______________day of _________, 2007 by and

between _________________and the MARYLAND DEPARTMENT OF BUDGET AND
MANAGEMENT.

IN CONSIDERATION of the premises and the covenants herein contained, and for other
good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged,
the parties agree as follows:

Definitions

In this Contract, the following words have the meanings indicated:

1.2 “Contract” means this Contract for Hardware and Associated Equipment and Services.

1.3 “Contractor” means _____________ whose principal business address is

_______________________and whose principal office in ____________________________.

1.4 “Contract Manager” means the individual identified in section 1.7 of the RFP or a
successor designated by the Department.

1.5 “Department” means the Maryland Department of Budget and Management.

1.6 “Financial Proposal” means the Contractor’s Financial Proposal dated April 17, 2007

1.7 Installation means transferring manufacturer’s electronic media to computer

systems so that the Hardware and Associated Equipment and Services will provide the features
and functions generally described in the User Documentation.

1.8 “Purchase Order (PO)” authorizes Contractor to proceed with delivery of products and/or
any services requested via a PORFP.

1.9 “PORFP” means Purchase Order Request for Proposals.

1.10 “Procurement Officer” means the individual identified in section 1.6 of the RFP or a
successor designated by the Department.

1.11 “RFP” means the Request for Proposals for Hardware and Associated Equipment and
Services, No. 050B7800023 dated March 19, 2007 and any amendments thereto issued in writing
by the State, including Amendment 1 dated 4/5/2007, Amendment 2 dated 4/9/2007, Amendment
3 dated 4/12/2007, Amendment 4 dated 6/18/2007.

1.12 “Hardware and Associated Equipment and Services” means those services described in
Section 2 of the RFP.

1.13 “State” means the State of Maryland.

1.14 “Technical Proposal” means the Contractor’s Technical Proposal, dated April 17, 2007.
2. Scope of Work

2.1 The Contractor shall provide Hardware and Associated Equipment and Services, Training
and Installation and/or Manufacturer’s Extended Warranty, for the State as described in the PO
and the PORFP, in the following functional areas:
FA1: Microcomputers, PC’s, Servers and Associated Peripherals,
FA2: Printers and Associated Peripherals,
FA3: Network Communications Equipment,
FA4: Installation and Training Services, and
FA5: Manufacturer’s Extended Warranty.

These services shall be provided in accordance with the terms and conditions of this
Contract and the following Exhibits, which are attached and incorporated herein by reference. If
there are any inconsistencies between this Contract and Exhibits A through G, the terms of this
Contract shall control. If there is any conflict among the Exhibits, the following order of
precedence shall determine the prevailing provision.

Exhibit A - The RFP.

Exhibit B- Purchase Order (when executed).
Exhibit C- PORFP (when released).
Exhibit D-Master Contractor’s response to the PORFP (when submitted).
Exhibit E - The Technical Proposal.
Exhibit F- The Financial Proposal.
Exhibit G - State Contract Affidavit, executed by the Contractor and dated _______________

2.2 The Procurement Officer may, at any time, by written order, make changes in the work
within the general scope of the Contract, the PORFP or the PO. No other order, statement or
conduct of the Procurement Officer or any other person shall be treated as a change or entitle the
Contractor to an equitable adjustment under this section. Except as otherwise provided in this
Contract, if any change under this section causes an increase or decrease in the Contractor’s cost
of, or the time required for, the performance of any part of the work, whether or not changed by
the order, an equitable adjustment in the Contract price shall be made and the Contract modified
in writing accordingly. The Contractor must assert in writing its right to an adjustment under this
section within thirty (30) days of receipt of written change order and shall include a written
statement setting forth the nature and cost of such claim. No claim by the Contractor shall be
allowed if asserted after final payment under this Contract. Failure to agree to an adjustment
under this section shall be a dispute under Article 10, Disputes. Nothing in this section shall
excuse the Contractor from proceeding with the Contract as changed.

3. Time for Performance

The Contractor shall provide services in accordance with this Master Contract and any PORFP.
The term of this Contract is for a period of about five (5) years, beginning on October 1, 2007 and
ending September 30, 2012 unless terminated earlier as provided in this Master Contract.
4. Consideration and Payment

4.1 In consideration of the satisfactory performance of the work set forth in this Contract and
any PORFP, the State shall pay the Contractor in accordance with the not-to-exceed rates and
terms of Exhibit F, Contractor’s Financial Proposal. POs that are on a time and materials basis
shall include a not-to-exceed ceiling for payments. Any work performed by the Contractor in
excess of the ceiling amount of any PO without the prior written approval of the Contract
Manager is at the Contractor’s risk of non-payment. Payments under POs issued on a fixed price
basis shall be limited to the price specified in the PORFP, regardless of the actual cost to the
Contractor.

4.2 Invoices must be provided in the format and on the schedule identified in the PORFP.
Each invoice must reflect the Contractor’s federal tax identification number, which is
___________. The Contractor’s eMM identification number is ___________. Payments to the
Contractor pursuant to this Contract shall be made no later than 30 days after the State’s receipt
of a proper invoice from the Contractor. Charges for late payment of invoices, other than as
prescribed by Title 15, Subtitle 1, of the State Finance and Procurement Article, Annotated Code
of Maryland, as from time to time amended, are prohibited. PORFPs may specify periodic
payments based on deliverables or stages of completion. A PORFP may specify that a portion of
the payments due will be withheld until completion of the PO. The amount withheld from each
payment shall be paid to the Contractor within thirty (30) days of the State’s acceptance of all
deliverables required under the PO and receipt from the Contractor of a release in a form
prescribed by the State for any claims arising out of or related to the PORFP. The final payment
under this Contract will not be made until after certification is received from the Comptroller of
the State that all taxes have been paid.

4.3 In addition to any other available remedies if, in the opinion of the Procurement Officer,
the Contractor fails to perform in a satisfactory and timely manner, the Procurement Officer may
refuse or limit approval of any invoice for payment, and may cause payments to the Contractor to
be reduced or withheld until such time as the Contractor meets performance standards as
established by the Procurement Officer pursuant to this Contract

4.4 The State will use electronic funds transfer to pay the Contractor for this Contract and
any POs there under and any other State payments due Contractor unless the State’s
Comptroller’s Office grants the Contractor an exemption.

5. PORFPs

A PORFP may specify terms in addition to the terms specified herein. Such additional terms may
include warranties, deliverables, and acceptance test requirements. PORFPs and POs may not
limit the State’s rights as provided by law, in this Contract, or in the RFP and may not change the
terms of this Contract or the RFP.

6. Rights to Records

6.1 The Contractor agrees that all documents and materials, including but not limited to,
reports, drawings, studies, specifications, estimates, tests, maps, photographs, designs, graphics,
mechanical, artwork, computations and data prepared by the Contractor for purposes of this
Contract shall be the sole property of the State and shall be available to the State at any time. The
State shall have the right to use the same without restriction and without compensation to the
Contractor other than that specifically provided by this Contract.

6.2 The Contractor agrees that at all times during the term of this Contract and thereafter, the
works created and services performed under this Contract shall be “works made for hire” as that
term is interpreted under U.S. copyright law. To the extent that any products created under this
Contract are not works for hire for the State, the Contractor hereby relinquishes, transfers, and
assigns to the State all of its rights, title, and interest (including all intellectual property rights) to
all such products created under this Contract, and will cooperate reasonably with the State in
effectuating and registering any necessary assignments.

6.3 The Contractor shall report to the Department, promptly and in written detail, each notice
or claim of copyright infringement received by the Contractor with respect to all data delivered
under this Contract.

6.4 The Contractor shall not affix any restrictive markings upon any data and if such
markings are affixed, the State shall have the right at any time to modify, remove, obliterate, or
ignore such warnings.

6.5 Upon termination of this Contract, the Contractor, at its own expense, shall deliver any
equipment, Hardware and Associated Equipment and Services or other property provided by the
State to the place designated by the Procurement Officer.

7. Confidentiality

Subject to the Maryland Public Information Act and any other applicable laws, all confidential or
proprietary information and documentation relating to either party (including without limitation,
any information or data stored within the Contractor’s computer systems) shall be held in
absolute confidence by the other party. Each party shall, however, be permitted to disclose
relevant confidential information to its officers, agents and employees to the extent that such
disclosure is necessary for the performance of their duties under this Contract, provided the data
may be collected, used, disclosed, stored and disseminated only as provided by and consistent
with the law. The provisions of this section shall not apply to information that (a) is lawfully in
the public domain; (b) has been independently developed by the other party without violation of
this Contract; (c) was already in the possession of such party; (d) was supplied to such party by a
third party lawfully in possession thereof and legally permitted to further disclose the
information; or (e) which such party is required to disclose by law.

8. Loss of Data

In the event of loss of any State data or records where such loss is due to the intentional act,
omission, or negligence of the Contractor or any of its subcontractors or agents, the Contractor
shall be responsible for recreating such lost data in the manner and on the schedule set by the
Contract Manager. The Contractor shall ensure that all data is backed up and is recoverable by
the Contractor.

9. Non-Hiring of Employees

No official or employee of the State of Maryland as defined under State Government Article
section 15-102, Annotated Code of Maryland, whose duties as such official or employee include
matters relating to or affecting the subject matter of this Contract shall, during the pendency and
term of this Contract and while serving as an official or employee of the State become or be an
employee of the Contractor or any entity that is a subcontractor on this Contract.

10. Disputes

This Contract shall be subject to the provisions of Title 15, Subtitle 2, of the State Finance and
Procurement Article of the Annotated Code of Maryland, as from time to time amended, and
COMAR 21.10 (Administrative and Civil Remedies). Pending resolution of a claim, the
Contractor shall proceed diligently with the performance of the Contract in accordance with the
Procurement Officer’s decision. Unless a lesser period is provided by applicable statute,
regulation, or the Contract, the Contractor must file a written notice of claim with the
Procurement Officer within 30 days after the basis for the claim is known or should have been
known, whichever is earlier. Contemporaneously with or within 30 days of the filing of a notice
of claim, but no later than the date of final payment under the Contract, the Contractor must
submit to the Procurement Officer its written claim containing the information specified in
COMAR 21.10.04.02.

11. Maryland Law

This Contract shall be construed, interpreted, and enforced according to the laws of the State of
Maryland. The Maryland Uniform Computer Information Transactions Act (Commercial Law
Article, Title 22 of the Annotated Code of Maryland) does not apply to this Contract or any
software license acquired hereunder. Any and all references to the Annotated Code of Maryland
contained in this Contract shall be construed to refer to such Code sections as from time to time
amended.

12. Nondiscrimination in Employment

The Contractor agrees: (a) not to discriminate in any manner against an employee or applicant for
employment because of race, color, religion, creed, age, sex, marital status, national origin,
ancestry, or disability of a qualified individual with a disability; (b) to include a provision similar
to that contained in subsection (a), above, in any subcontract except a subcontract for standard
commercial supplies or raw materials; and (c) to post and to cause subcontractors to post in
conspicuous places available to employees and applicants for employment, notices setting forth
the substance of this clause.

13. Contingent Fee Prohibition

The Contractor warrants that it has not employed or retained any person, partnership, corporation,
or other entity, other than a bona fide employee, bona fide agent, bona fide salesperson, or
commercial selling agency working for the Contractor to solicit or secure this Contract, and that it
has not paid or agreed to pay any person, partnership, corporation or other entity, other than a
bona fide employee, bona fide agent, bona fide salesperson or commercial selling agency, any fee
or other consideration contingent on the making of this Contract.

14. Nonavailability of Funding

If the General Assembly fails to appropriate funds or if funds are not otherwise made available
for continued performance for any fiscal period of a PO under this Contract succeeding the first
fiscal period, the PO shall be canceled automatically as of the beginning of the fiscal year for
which funds were not appropriated or otherwise made available; provided, however, that this will
not affect either the State’s rights or the Contractor’s rights under any termination clause in this
Contract. The effect of termination of the PO hereunder will be to discharge both the Contractor
and the State from future performance of the PO, but not from their rights and obligations
existing at the time of termination. The Contractor shall be reimbursed for the reasonable value
of any nonrecurring costs incurred but not amortized in the price of the PO. The State shall notify
the Contractor as soon as it has knowledge that funds may not be available for the continuation of
the PO for each succeeding fiscal period beyond the first.

15. Termination for Cause

If the Contractor fails to fulfill its obligations under this Contract properly and on time, or
otherwise violates any provision of the Contract, the State may terminate the Contract by written
notice to the Contractor. The notice shall specify the acts or omissions relied upon as cause for
termination. All finished or unfinished work provided by the Contractor shall, at the State’s
option, become the State’s property. The State of Maryland shall pay the Contractor fair and
equitable compensation for satisfactory performance prior to receipt of notice of termination, less
the amount of damages caused by the Contractor’s breach. If the damages are more than the
compensation payable to the Contractor, the Contractor will remain liable after termination and
the State can affirmatively collect damages. Termination hereunder, including the termination of
the rights and obligations of the parties, shall be governed by the provisions of COMAR
21.07.01.11B.

16. Termination for Convenience

The performance of work under this Contract may be terminated by the State in accordance with
this clause in whole, or from time to time in part, whenever the State shall determine that such
termination is in the best interest of the State. The State will pay all reasonable costs associated
with this Contract that the Contractor has incurred up to the date of termination, and all
reasonable costs associated with termination of the Contract; provided, however, the Contractor
shall not be reimbursed for any anticipatory profits that have not been earned up to the date of
termination. Termination hereunder, including the determination of the rights and obligations of
the parties, shall be governed by the provisions of COMAR 21.07.01.12 (A) (2).

17. Delays and Extensions of Time

The Contractor agrees to perform the work under this Contract continuously and diligently. No
charges or claims for damages shall be made by the Contractor for any delays or hindrances from
any cause whatsoever during the progress of any portion of the work specified in this Contract.
Time extensions will be granted only for excusable delays that arise from unforeseeable causes
beyond the control and without the fault or negligence of the Contractor, including but not
restricted to acts of God, acts of the public enemy, acts of the State in either its sovereign or
contractual capacity, acts of another contractor in the performance of a contract with the State,
fires, floods, epidemics, quarantine restrictions, strikes, freight embargoes, or delays of
subcontractors or suppliers arising from unforeseeable causes beyond the control and without the
fault or negligence of either the Contractor or the subcontractors or suppliers.

18. Suspension of Work

The State unilaterally may order the Contractor in writing to suspend, delay, or interrupt all or
any part of its performance for such period of time as the Procurement Officer or Contract
Manager may determine to be appropriate for the convenience of the State.
19. Pre-Existing Regulations

In accordance with the provisions of Section 11-206 of the State Finance and Procurement
Article, Annotated Code of Maryland, as from time to time amended, the regulations set forth in
Title 21 of the Code of Maryland Regulations (COMAR 21) in effect on the date of execution of
this Contract are applicable to this Contract.

20. Financial Disclosure

The Contractor shall comply with the provisions of Section 13-221 of the State Finance and
Procurement Article of the Annotated Code of Maryland, as from time to time amended, which
requires that every business that enters into contracts, leases, or other agreement with the State of
Maryland or its agencies during a calendar year under which the business is to receive in the
aggregate $100,000 or more, shall within 30 days of the time when the aggregate value of these
contracts, leases or other agreements reaches $100,000, file with the Secretary of the State of
Maryland certain specified information to include disclosure of beneficial ownership of the
business.

21. Political Contribution Disclosure

The Contractor shall comply with the Election Law Article, Sections 14-101 through 14-108, of
the Annotated Code of Maryland, which requires that every person that enters into contracts,
leases, or other agreements with the State, a county or an incorporated municipality or their
agencies, during a calendar year under which the person receives in the aggregate $100,000 or
more, shall file with the State Board of Elections a statement disclosing contributions in excess of
$500 made during the reporting period to a candidate for elective office in any primary or general
election. The statement shall be filed with the State Board of Elections: (1) before a purchase or
execution of a lease or contract by the State, a county, an incorporated municipality, or their
agencies, and shall cover the preceding two calendar years; and (2) if the contribution is made
after the execution of a lease or contract, then twice a year, throughout the contract term, on: (a)
February 5, to cover the 6-month period ending January 31; and (b) August 5, to cover the 6-
month period ending July 31.

22. Retention of Records

The Contractor shall retain and maintain all records and documents in any way relating to this
Contract for three years after final payment by the State of Maryland under this Contract or any
applicable statute of limitations, whichever is longer, and shall make them available for
inspection and audit by authorized representatives of the State, including by way of example only,
the Procurement Officer or the Procurement Officer’s designee, and the Contract Manager or the
Contract Manager’s designee, at all reasonable times. All records related in any way to the
Contract are to be retained for the entire time provided under this section. The Contractor shall,
upon request by the State, surrender all and every copy of documents needed by the State,
including, but not limited to itemized billing documentation containing the dates, hours spent and
work performed by the Contractor and its subcontractors under the Contract. The Contractor
agrees to cooperate fully in any audit conducted by or on behalf of the State, including, by way of
example only, making records and employees available as, where, and to the extent requested by
the State and by assisting the auditors in reconciling any audit variances. Contractor shall not be
compensated for providing any such cooperation and assistance
23. Compliance with Laws

The Contractor hereby represents and warrants that:

A. It is qualified to do business in the State of Maryland and that it will take such action as,
from time to time hereafter, may be necessary to remain so qualified;

B. It is not in arrears with respect to the payment of any monies due and owing the State of
Maryland, or any department or unit thereof, including but not limited to the payment of taxes
and employee benefits, and that it shall not become so in arrears during the term of this Contract;

C. It shall comply with all federal, State and local laws, regulations, and ordinances
applicable to its activities and obligations under this Contract; and

D. It shall obtain, at its expense, all licenses, permits, insurance, and governmental
approvals, if any, necessary to the performance of its obligations under this Contract.

24. Cost and Price Certification

By submitting cost or price information, the Contractor certifies to the best of its knowledge that
the information submitted is accurate, complete, and current as of a mutually determined
specified date prior to the conclusion of any price discussions or negotiations.

The price under this Contract and any change order or modification hereunder, including profit or
fee, shall be adjusted to exclude any significant price increases occurring because the Contractor
furnished cost or price information which, as of the date agreed upon by the parties, was
inaccurate, incomplete, or not current.

25. Subcontracting; Assignment

The Contractor may not subcontract any portion of the services provided under this Contract
without obtaining the prior written approval of the Procurement Officer, nor may the Contractor
assign this Contract or any of its rights or obligations hereunder, without the prior written
approval of the Procurement Officer, any such approvals to be in the State’s sole and absolute
subjective discretion; provided however, a Contractor may assign monies receivable under a PO
after due notice to the State. Any such subcontract or assignment shall include the terms of
sections 9, and 11 through 24 of this Contract and any other terms and conditions that the State
deems necessary to protect its interests. The State shall not be responsible for the fulfillment of
the Contractor’s obligations to the subcontractors.

26. Indemnification

26.1 The Contractor shall hold harmless and indemnify the State against liability for any costs,
expenses, loss, suits, actions, or claims of any character arising from or relating to the
performance of the Contractor or its subcontractors under this Contract.

26.2 The State has no obligation to provide legal counsel or defense to the Contractor or its
subcontractors in the event that a suit, claim or action of any character is brought by any person
not party to this Contract against the Contractor or its subcontractors as a result of or relating to
the Contractor’s obligations under this Contract.

26.3 The State has no obligation for the payment of any judgments or the settlement of any
claims against the Contractor or its subcontractors as a result of or relating to the Contractor’s
obligations under this Contract.

26.4 The Contractor shall immediately notify the Procurement Officer of any claim or suit
made or filed against the Contractor or its subcontractors regarding any matter resulting from or
relating to the Contractor’s obligations under the Contract, and will cooperate, assist, and consult
with the State in the defense or investigation of any claim, suit, or action made or filed against the
State as a result of or relating to the Contractor’s performance under this Contract.

27. Administrative

27.1 Procurement Officer. The work to be accomplished under this Contract shall be
performed under the direction of the Procurement Officer and the Contract Manager. All matters
relating to the interpretation of this Contract shall be referred to the Procurement Officer for
determination.

27.2 Notices. All notices hereunder shall be in writing and either delivered personally or sent
by certified or registered mail, postage prepaid as follows:

If to the State: State of Maryland

Department of Budget & Management
Division of Procurement Policy and Administration
45 Calvert Street
Annapolis, MD 21401-1907

If to the Contractor: _____________________

_____________________
_____________________

28. Risk of Loss; Transfer of Title.

Risk of loss for conforming supplies, equipment and materials specified as deliverables to the
State hereunder shall remain with the Contractor until the supplies, equipment, materials and
other deliverables are received by the State. Title of all such deliverables passes to the State upon
receipt by the State, subject to the State’s acceptance and payment for the same in accordance
with the terms of this Contract.

29. Nonvisual Accessibility Warranty

The Contractor warrants that the information technology offered under the proposal (1) provides
equivalent access for effective use by both visual and non-visual means; (2) will present
information, including prompts used for interactive communications, in formats intended for both
visual and non-visual use; (3) if intended for use in a network, can be integrated into networks for
obtaining, retrieving, and disseminating information used by individuals who are not blind or
visually impaired; and (4) is available, whenever possible, without modification for compatibility
with software and hardware for non-visual access. The Contractor further warrants that the cost, if
any, of modifying the information technology for compatibility with software and hardware used
for non-visual access does not increase the cost of the information technology by more than five
percent. For purposes of this Contract, the phrase “equivalent access” means the ability to
receive, use and manipulate information and operate controls necessary to access and use
information technology by non-visual means. Examples of equivalent access include keyboard
controls used for input and synthesized speech, Braille, or other audible or tactile means used for
output.

30. Commercial Nondiscrimination

A. As a condition of entering into this Contract, Contractor represents and warrants that it
will comply with the State’s Commercial Nondiscrimination Policy, as described under Title 19
of the State Finance and Procurement Article of the Annotated Code of Maryland. As part of
such compliance, Contractor may not discriminate on the basis of race, color, religion, ancestry or
national origin, sex, age, marital status, sexual orientation, or on the basis of disability or other
unlawful forms of discrimination in the solicitation, selection, hiring, or commercial treatment of
subcontractors, vendors, suppliers, or commercial customers, nor shall Contractor retaliate against
any person for reporting instances of such discrimination. Contractor shall provide equal
opportunity for subcontractors, vendors, and suppliers to participate in all of its public sector and
private sector subcontracting and supply opportunities, provided that this clause does not prohibit
or limit lawful efforts to remedy the effects of marketplace discrimination that have occurred or
are occurring in the marketplace. Contractor understands that a material violation of this clause
shall be considered a material breach of this Contract and may result in termination of this
Contract, disqualification of Contractor from participating in State contracts, or other sanctions.
This clause is not enforceable by or for the benefit of, and creates no obligation to, any third
party.

B. The Contractor shall include the above Commercial Nondiscrimination clause, or similar
clause approved by DBM, in all subcontracts.

C. As a condition of entering into this Contract, upon the Maryland Human Relations
Commission’s request, and only after the filing of a complaint against Contractor under Title 19
of the State Finance and Procurement Article, as amended from time to time, Contractor agrees to
provide within 60 days after the request a complete list of the names of all subcontractors,
vendors, and suppliers that Contractor has used in the past 4 years on any of its contracts that
were undertaken within the state of Maryland, including the total dollar amount paid by
Contractor on each subcontract or supply contract. Contractor further agrees to cooperate in any
investigation conducted by the State pursuant to the State’s Commercial Nondiscrimination
Policy as set forth under Title 19 of the State Finance and Procurement Article of the Annotated
Code of Maryland, and to provide any documents relevant to any investigation that is requested
by the State. Contractor understands that violation of this clause is a material breach of this
Contract and may result in contract termination, disqualification by the State from participating in
State contracts, and other sanctions.

31. Patents, Copyrights, Intellectual Property

31.1 If the Contractor furnishes any design, device, material, process, or other item, which is
covered by a patent or copyright or which is proprietary to or a trade secret of another, the
Contractor shall obtain the necessary permission or license to permit the State to use such
item or items.

31.2 The contractor will defend or settle , at its own expense, any claim or suit against the State
alleging that any such item furnishes by the Contractor infringes any patent, trademark, copyright,
or trade secret. If a third party claims that a product infringes that party’s patent, trademark, trade
secret, or copyright, the Contractor sill defend the State against that claim at contractor’s expense
and will pay all damages, costs and attorney fees that a court finally awards, provided the State (i)
promptly notifies that Contractor in writing of the claim; and (ii) allows contractor to control and
cooperates with Contractor, in, the defense and any related settlement negotiations. The
obligations of this paragraph are in additional to those stated in section 31.3 below.

31.3 If any products furnished by the Contractor become, or in the Contractor’s opinion are
likely to become, the subject of a claim of infringement, the Contractor will, at its options and
expense; (a) procure for the State the right to continue using the applicable item,(b) replace the
product with a non-infringing product substantially complying with the item’s specifications, or
(c) modify the item so that it becomes non-infringing and performs in a substantially similar
manner to the original item.

IN WITNESS THEREOF, the parties have executed this Contract as of the date
hereinabove set forth.

CONTRACTOR MARYLAND DEPARTMENT OF

BUDGET AND MANAGEMENT

___________________________(SEAL) _______________________________
By: By:

________________________________ _______________________________
Date Date

________________________________ ________________________________
Witness /Attest Witness

Approved for form and legal

sufficiency this _________ day
of ___________ 2007.

_________________________
Assistant Attorney General

APPROVED BY BPW: _________________ _____________

(Date) (BPW Item #)