【正文】 d paid by the Buyer.(b) All taxes in connection with the execution of this Contractimposed by any People39。s Republic of China governmental entity on theSeller, and all taxes in connection with the execution of this Contractimposed by any ___________ governmental entity on the Buyer, in accordancewith the tax laws which are now existing or which may be hereinafterimposed and the Agreement between the Government of ____________ and theGovernment of the People39。s Republic of China for the Avoidance of DoubleTaxation and the Prevention of Fiscal Evasion with Respect to Taxes onIne, shall be borne and paid by the Seller and Buyer, respectively.(c) With regard to Section 10 (b) above, the Seller shall remitpayment for such taxes to the relevant Chinese tax authorities through theBuyer within _______ working days after the Seller is in receipt of one(1) original certificate (invoice) for the taxes levied by the Chinesetaxation authorities. The Buyer shall remit payment for such taxes to therelevant ___________ tax authorities through the Seller within _______working days after the Buyer is in receipt of one (1) original certificate(invoice) for the taxes levied by the ___________ taxation authorities.(d) Any and all taxes, levies, customs duties, sales, use, excise,value added and similar taxes to be levied on the Seller in connectionwith the performance of this Contract for the sale of goods and repair andinstallation services, which are now existing or which may be hereinafterimposed by any _________ governmental entity, shall be borne and paid bythe Seller.11. Operating Manuals and Other Materials/Training(a) Seller shall provide with each Commercial ________ system , one(1) User39。s Guide.(b) Seller shall provide Buyer with three (3) copies of all operatingmanuals and installation instructions for the System, as well asmaintenance manuals.(c) Prior to installation of the System, Seller shall provide Buyer39。semployees with a training course in the use of the System , as well as inputer management techniques.Furthermore, these employees shall observe the Acceptance TestProcedure (ATP).The training course and ATP described in this Article 11 (c) shalltake place over a ________ day period at the Seller39。s facilities in_____________, and all related expenses shall be borne by the Seller.(d) Following installation of the System, Seller or its designatedservice provider shall provide to Buyer39。s employees a training course ofup to ________ days in duration onsite at Buyer39。s facility.12. System Warranties(a) Seller represents and warrants that it is the owner, or beneficiallicensee, of all intellectual property rights herein licensed, leased orsold to Buyer, and that it has the right to license, lease or sell thesame to Buyer. Seller warrants that the System and all equipment andrelated software furnished under this Contract (except for the ControlComputer (s) and Control Computer (s) operating system software), shall befree from defects in material and workmanship for a period of one (1) yearafter date of Acceptance, except with respect to Commercial and Consumer_________ system, for which the period shall extend for one (1) year afterdate of shipment. During such period Seller shall repair or replace andreinstall at Buyer39。s premises the System or any defective portion thereofwithout charge. Seller39。s warranty does not cover the Control Computer orthe Control Computer39。s operating system software included in the System,but Seller shall assign any outstanding manufacturer39。s warranty thereof toBuyer, to the extent assignable. If there is no such assigned warrantythat extends one (1) year beyond Acceptance, Seller shall purchase, inlieu of warranty, for the benefit of Buyer and as part of the purchaseprice, an extended hardware and software maintenance contract for suchControl Computer and operating system software which maintenance contractshall extend for a one (1) year period after acceptance. If any repair orreplacement results from a defect not covered by the warranty or fromcauses other than normal usage and regular installation, Buyer shall paySeller for all labor and materials (including travel expenses) provided bySeller in its attempt to remedy such deficiency.(b) The warranties set forth herein shall apply only to items which,after regular installation and under normal usage, are found to have beendefective within the warranty period. Such warranties shall not apply toitems that have been modified or altered without Seller39。s writtenapproval, or have been subjected to abuse, accident, negligence orimproper application.(c) The warranties set forth herein are in lieu of all otherwarranties as to performance of the system, express or implied, includingwithout limitation any implied warranties of merchantability or fitnessfor a particular purpose. Buyer39。s sole and exclusive remedy for any breachby Seller of any of the warranties set forth herein shall be for Seller tomake such repairs and/or replacements necessary to fulfill suchwarranties. in no event shall seller be liable for any loss of audio,video or data signals, interruption of business, or special, indirect orconsequential damages of any kind or nature whatsoever. Seller shall notbe responsible for delays in performing its obligations under this Articleresulting from Buyer39。s negligence or fault.13. Nonwarranty Repairs and Spares Support(a) Until the earlier of (i) _______ years from the Acceptance of theSystem, or (ii) the date Buyer Ceases to Operate the System, Seller shalloffer to provide repair services and/or spare parts for the System(Support Period), it being understood that Seller39。s charges for spareparts and/or repairs not covered by warranty shall be at Seller39。s thencurrent time and material rates or spare parts prices and shall beinvo