if lower, the maximum amount permitted by
applicable law.
Accuray may suspend its performance under this Agreement if
payments are not made in accordance with the payment schedule set forth in
Section 2.1 above.
CyberHeart shall pay Accuray's reasonable costs of
collecting amounts due hereunder that are more than 30 days past due.
3.
INSTALLATION.
3.1.
INSTALLATION BY ACCURAY.
ACCURAY WILL NOTIFY CYBERHEART
APPROXIMATELY 90 CALENDAR DAYS PRIOR TO THE SCHEDULED DELIVERY OF THE CYBERHEART
SYSTEM TO COORDINATE INSTALLATION DETAILS.
INSTALLATION WILL BE PERFORMED BY
ACCURAY.
ACCURAY WILL ASSEMBLE AND TEST THE CYBERHEART SYSTEM.
OPERATION OF
THE CYBERHEART SYSTEM BY ACCURAY, AS NECESSARY FOR COMPLETION OF INSTALLATION OR
ACCEPTANCE TESTS, IS SUBJECT TO CUSTOMER PROVIDING ADEQUATE RADIATION SHIELDING
PROTECTION AND OTHER SITE PREPARATIONS REQUIRED FOR THE SAFETY AND PROTECTION OF
PERSONNEL AND THE CYBERHEART SYSTEM. UPON COMPLETION OF THE INSTALLATION,
ACCURAY'S REPRESENTATIVES WILL DEMONSTRATE PROPER MACHINE OPERATION BY
PERFORMING ACCURAY'S ACCEPTANCE TEST PROCEDURE.
FOR CLARITY, ACCURAY IS NOT
RESPONSIBLE FOR ANY COMMISSIONING OF THE CYBERHEART SYSTEM, INCLUDING, BUT NOT
LIMITED TO, ANY CALIBRATION OR RADIATION SURVEYS.
SUCH COMMISSIONING SHALL BE
THE SOLE RESPONSIBILITY OF CUSTOMER.
3.2.
SITE PREPARATION.
CUSTOMER WILL BE RESPONSIBLE FOR
HAVING THE BUILDING, UTILITIES, LIGHTING, VENTILATION, AIR CONDITIONING,
MOUNTING FACILITIES, ALL NECESSARY RADIATION SHIELDING, PATIENT POSITIONING
LASERS, CLOSED-CAPTION TV SYSTEM, INTERCOM, AND ACCESS TO THE ROOM COMPLETED ON
THE ESTIMATED DELIVERY DATE AND READY FOR INSTALLATION OF THE CYBERHEART
SYSTEM.
ACCURAY WILL HAVE NO RESPONSIBILITY FOR ANY MATTER AFFECTING OR RELATED
TO THE ADEQUACY OF ARCHITECTURAL DESIGN, UTILITY SERVICE DESIGN, THE RADIATION
PROTECTION WALLS AND BARRIERS, PATIENT VIEWING DEVICES, OR FACILITY PERSONNEL
SAFETY DEVICES AT
F-2
CUSTOMER'S SITE.
ARCHITECTURAL DESIGN, RADIATION PROTECTION WALLS AND BARRIERS
AND OTHER SAFETY DEVICES MUST BE APPROVED BY AN EXPERT IN THE RADIATION FIELD
AND SHALL BE CUSTOMER'S RESPONSIBILITY.
3.3.
RIGGING AND UNLOADING.
ACCURAY WILL LOCATE AND CONTRACT
WITH A RIGGER OR LOCAL LICENSED CONTRACTOR TO PROVIDE LABOR AND RIGGING SERVICES
NECESSARY TO UNLOAD THE SUB-BASE FRAME AND THE REST OF THE CYBERHEART SYSTEM
FROM THE TRANSPORT VEHICLE AND MOVE THE ENTIRE CYBERHEART SYSTEM TO ITS FINAL
POSITION UNDER ACCURAY'S SUPERVISION.
ACCURAY SHALL BE RESPONSIBLE FOR ALL
STANDARD RIGGING COSTS AND EXPENSES.
AN ACCURAY REPRESENTATIVE WILL MONITOR THE
MOVEMENT, FINAL POSITIONING AND CONNECTION OF THE CYBERHEART SYSTEM.
3.4.
CUSTOMER REPRESENTATIVE.
CYBERHEART SHALL REQUIRE THAT
CUSTOMER PROVIDE A REPRESENTATIVE WHO SHALL BE PRESENT AT ALL TIMES DURING THE
INSTALLATION AND BE CAPABLE OF ASSISTING WHERE NECESSARY.
WHEN NO
REPRESENTATIVE IS PRESENT AND ASSISTANCE FROM CUSTOMER IS NOT AVAILABLE WHEN
REQUIRED, ACCURAY MAY SUSPEND THE INSTALLATION UNTIL AN APPROPRIATE CUSTOMER
REPRESENTATIVE IS MADE AVAILABLE CONSISTENTLY.
4.
CALIBRATION AND LOCAL REQUIREMENTS.
4.1.
CALIBRATION.
CUSTOMER SHALL BE SOLELY RESPONSIBLE FOR
ALL CYBERHEART SYSTEM COMMISSIONING AND CALIBRATION.
THE DOSE RATE AND
INTEGRATED DOSE MEASURED BY THE ACCELERATOR TRANSMISSION IONIZATION CHAMBER AND
DOSIMETRY ELECTRONICS MUST BE CALIBRATED BY A QUALIFIED RADIOLOGICAL PHYSICIST
PRIOR TO USE
OF THE CYBERHEART SYSTEM FOR PATIENT TREATMENT.
CUSTOMER SHALL BE
RESPONSIBLE FOR QUALITY ASSURANCE TESTING AND CALIBRATING THE CYBERHEART SYSTEM
REGULARLY.
CUSTOMER