** CONFIDENTIAL
MATERIAL OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND
EXCHANGE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL
TREATMENT
CONTRACT FOR RENDERING
SERVICES No ACP-02-08
The
limited liability company “Jackpot”, hereinafter called
Customer in the person of the General director I.G. Salit, acting
under The Organisation Charter, on the one part, and the limited
liability company «Octavian. SPb», hereinafter called
Executive in the person of the General director
A.V. Petrovsky, acting under The Organisation Charter, on the
other part, have concluded the present Contract whereby it is
agreed as follows:
1. SUBJECT OF THE
CONTRACT
1.1.
The Executive renders services to the Customer according to the
contract clause 2.1. of the present Contract and the Customer
accepts the services and pays for the rendered services according
to the present Contract.
2. OBLIGATIONS OF THE
PARTIES
2.1.
The Executive undertakes to:
2.1.1.
Guarantee the opportunity to receive complete and reliable
information (in digital format) on the results of Customer’s
slot-machines proceeding. For running this service the Customer
provides the complex of software and hardware, mentioned in the
contract clauses 2.3 and 2.4, to collect and proceed information
from the Customer ‘ s slot-machines by the
Executive’s procedure.
2.1.2.
Guarantee the opportunity to exercise on-line monitoring of the
status and functioning of the Customer’s slot-machines in the
system of progressive winnings, and also of the state of
communication and data displaying devices. The mentioned monitoring
is exercised in real-time mode and it provides live information
about status of slot-machines and events happening to them (power
switch on / off, door opening, setting changes, errors, connection
breaks, attempts of unauthorized access or equipment move etc.).
All received data is stored in the database and can be used to
reconstruct the real situation pattern and define the results of
slot-equipment operation. Retention period for live data is one
month, daily data - two months, monthly data - three months. The
complete description of ACP system functions is given in Appendix 1
to the present Contract.
2.1.3.
Generate progressive winnings based on the data received from the
Customer’s slot-machines.
2.1.4.
Implement maintenance of the Customer’s ACP system. The list
of services and the order of their running are mentioned in
Appendix 2 to the present Contract.
2.1.5.
Send its employees to exercise necessary adjustment and repair work
at the Customer’s for up to 30 hours per
month.
2.1.6.
Instruct Customer’s technical staff and hand them all the
required technical documents. The length of the instructing course
and the order of payments according to the current contract clause
are defined in an Additional Agreement to the present
Contract.
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CONFIDENTIAL MATERIAL OMITTED AND FILED SEPARATELY WITH THE
SECURITIES AND EXCHANGE COMMISSION PURSUANT TO A REQUEST FOR
CONFIDENTIAL TREATMENT
Executive’s
signature
2.1.7.
Inform the Customer about all additional or new facilities and
services as well as about detected bugs in the System
operating.
2.1.8.
For all technical changes in the ACP system initiated by the
Customer, Additional Agreements to the present Contract are
arranged.
2.1.9.
If it is necessary to update separate components of the ACP system
initiated by the Executive that will not cause changes in system
functions but improve the quality of rendered services, such
updates are done by the Executive and at its own
expense.
2.1.10. Process and store data about the
operating of the Customer’s additional prize system
“Bonus Club” and to compose on-line and periodic
reports about the “Bonus Club” system
operating.
2.1.11. Upgrade devices on those the provided
service is based promptly.
2.2.
The Customer undertakes to:
2.2.1.
Accept rendered services on the Acceptance and Delivery Report
monthly and pay for them according to the contract clause 3 of the
present Contract. Undersign the report or give a reasoned rejection
within 5 working days after receiving the Acceptance and Delivery
Report. The report is considered to be undersigned and the services
to be accepted if the Customer does not give a reasoned rejection
in the referred time.
2.2.3.
Arrange required conditions to Executive’s specialists to
discharge their obligations according to the present
Contract.
2.2.4.
Use the rendered service according to its function for the RF
legislation permitted purpose on condition that at service
functioning no obstructions or negative effect will be provided on
any devices or equipment included in the Executive’s network
dealing with it, or privacy of no communications operated via the
Executive’s network facilities or equipment dealing with it
will be infringed.
2.2.5.
If the Customer does some operations on its equipment to change the
quality of the rendered service or break it, the Customer is to
inform the Executive’s Control center about the starting date
preliminarily and about completion of such operations as
well.
2.3.
In the central office the Customer is obliged to have the minimal
required equipment for service rendering and fulfill the following
conditions:
2.3.1.
Link up a secure communication channel to connect the
Executive’s Control center via private or open networks
(Internet):
-
network connection – channel with minimal speed 64
Kbs,
-
router CISCO 1720 (with CISCO 1700 IOS IP PLUS IPSEC
56),
-
modem USR Courier V90.Ext (for a cached channel),
-
telephone line to be able to connect the Executive’s Control
center and a local provider of network access
services.
**
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SECURITIES AND EXCHANGE COMMISSION PURSUANT TO A REQUEST FOR
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signature
2.3.2.
Server:
-
computer – Intel Pentium III 800/RAM256Mb/RAID
contr/2x18Gb HDD/CD-ROM;
-
license for Linux SLES 8;
-
license for Oracle Server Standard Edition 9.
-
computer – Intel Pentium III
600/128Mb/HDD20Gb/CD-ROM/17” monitor;
-
license for Microsoft Windows XP;
-
license for Oracle 9 client.
2.3.4.
Network cable system, active system hardware and uninterruptible
power system for the mentioned computer devices.
2.3.5.
Organise a 24-hour service of engineers on duty to control the
system operating.
2.4.
In the gaming areas the Customer is obliged to have the following
minimal required equipment for service rendering and fulfill the
following conditions:
2.4.1.
Link up a secure communication channel to connect the
Executive’s Control center via private or open networks
(Internet):
-
network connection - channel with minimal speed 19,2
Kbs,
-
modem USR Courier V90.Ext (for a cached channel)
-
telephone line to able to connect the Executive’s Control
center, a local provider of network services and the service of
Executive’s engineers on duty.
2.5.
The set of the hardware can be changed at the system upgrade or the
change of rendered services. The Customer bears costs on
upgrade.
3. THE TOTAL VALUE OF THE
CONTRACT.
THE PROCEDURE OF
SETTLEMENTS
3.1. The price of one slot-machine servicing
is
**
, including 18%
VAT –
**
.
3.2.
The total sum of month payment is the product of the service cost
for one slot-machine and the total number of slot-machines
connected to the ACP system on the 1 st day of a
month.
3.3.
The number of slot-machines connected to the ACP system on the 1
st day of a month is mentioned in the Acceptance and
Delivery Report for the rendered service.
3.4.
The payments on the current Contract are done within ten days after
the Acceptance and Delivery Report for the rendered service has
been signed. Prepayment for one month before the complete service
rendering is also available.
3.5.
The mode of payment is cashless.
3.6.
The Customer bears responsibility and expenses for payment
transfers.
3.7.
The service cost can be changed under mutual agreement only and is
to arranged as an Additional Agreement to the present Contract. The
Executive can suggest service cost changing once per year because
of inflation rate changes confirmed with official statistic
information from the State Statistical
department.
**
CONFIDENTIAL MATERIAL OMITTED AND FILED SEPARATELY WITH THE
SECURITIES AND EXCHANGE COMMISSION PURSUANT TO A REQUEST FOR
CONFIDENTIAL TREATMENT
Executive’s
signature
4. CONTRACT VALIDITY. CONTRACT CANCELLATION AND
ALTERNATION
4.1.
The Contract comes into force from the moment of its signature and
is valid f