MINUTE BOOK No. 17, CITY OF OXFORD

MINUTE BOOK No. 17, CITY OF OXFORDIn the event of the removal of the meters, either at the expiration of the trial period byreason of cancellation of the contract by the municipality as hereinabove provided, or byreason of the cancellation thereof by the Company as herein provided, or by reason of thefinal order of a court of last resort, then and in any of said events, all moneys then ortheretofore due and owed·to the Company from the receipts of said meters shall be remitted tothe Company by the municipality, and the Company shall have the absolute and unqualified rightto do any acts necessary to take possession of and remove said meters, and shall not be heldaccountable to the municipality for any moneys paid or to be paid to the Company out of thereceipts of said meters, but shall be entitled to receive and retain the same as a reasonablerental for the use of said meters by the municipality.-----_._----_._._----PAYMENT:SECTION VThe municipality shall pay the purchase price of said meters by anyone of the fol~owingmethodsof payment: .1. The municipality shall retain fifty (50%) percent of the gross revenue of said meters eachmonth during the life of this contractand until all the meters are paid for in full. Paymentsof the Company's share, fifty (50%) percent of said revenue shall be remitted to the Companynot later than the fifteenth (15) day of each month until all the meters are paid for infull, and the first payment shall be made to the Company not later than the fifteenth (15)day of the month following the month in which the meters are installed.2. A cash discount in the amount of five (5%) percent vull be allowed if payment in full ismade by the municipality within thirty (30) days after delivery or installation is completed.TITLE TO MET~RS A}TD JtISK OF LOSS:SECTION VITitle to the meters and risk of loss shall pass to the municipality upon delivery of the metersto corrmon carrier at Factory, and the Company shall not reacquire title thereto except byexercise of the Company or the municipality of the optional cancellation provisions hereof, orby reason of the failure of the muniCipality to perform its warranties and obligations, inany of which events, title to said meters shall, at the Company's option, revest in the Company.Upon complete payment of the entire purchase price, the Company shall deliver to the municipalitysuch written evidence of title as may be necessary to show full payment therefor.PAT1'NTS:--------..SECTION VIIThe Company agrees to protect the municip2lity and save it harmless from all liability imposedupon it by law for the infringement of patents in the purchase, installation and use by saidmunicipality of parking meters from the Company under the contract proposed hereby, and todefend said municipality in any suit against it asserting such patent infringement; provided,however, that said municipality shall notify the Company immediately of the assertion of anyclaim of alleged patent infringement, or the institution of any suit asserting the same againstit, shall forward to the Company every such damand, notice, summons or other process receivedby it, shall cooperate fully with the Company and its attorneys, and shall cause its officersand emoloyees to aid in securing and giving evidence, obtaining the attendance of witnesses,and gene rally give all re asonable assistance to the Company and its att.orneys in the defense ofsuch suits..------------------------SECTION VIIIBONDS::''hen awarded a contract pursuant to this proposal, and if required by the municipality, the~ompany will furnish a suitable performance bond. If the Com~any procures the installationof the meters, the contractor selected by it, if requested by the m1..J1icipalit/, will furnishthe Company a Contractor's Bond or Insurance indemnifying the Company and the muniCipalityagainst ?ublic Liability, Property Damage and 1.,orkmen's Compensation claimsINSTALLATION:SECTION IXInstallation shall be either by the Company or by the muniCipality, as the latter may elect.If installation is made by the Compa:ty, such installation shall be made by the contractorselected by the Company, acceptable to the municipality, under the supervision of the Company,and according to the Company's specifications.