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CQNVERSIONSERVICES AGREEMENT This conversion service agreement between Logan Systems, Inc. ("Logan Systems") and . Cabarrus County, North Carolina (the "County") will become effective this _ day of ,2004. The respective parties may sign this agreement at different times. Therefore, the effective date shall be the date that the second party signs the document, as indicated by the signature dates on the last page of this agreement. Pursuant to the terms outlined below, Logan Systems agrees to provide conversion services to the Cabarrus County Register of Deeds ("ROD") and include these converted images into the public retrieval systems maintained by Logan Systems. ' I. Terms: 1. Images to be Converted: Logan Systems will convert all Deed, Deed of Trust, . and Record Books not currently in digital format back to January 1, 1983. The end product deliveredby Logan Systems will be consistent with the procedures described in the letter dated August 10,2004. A copy of that letter is attached hereto as Exhibit 1 and is incorporated by reference herein. 2. Time Frame of Conversion: LoganSystems can convert all of these images in less than one year. Once final approval is given by the County, Logan Systems will begin the project. 3. Additional Public Retrieval Units: Logan Systems will provide four additional public retrieval units in. the Register of Deeds' vault. These units are being provided in anticipation of increased demand for computerized. indexing and imaging data once more digital images are ma!ie available. Logan Systems will be responsible for additional licenses required for the additional units, including operating system, server, and relational databases. 4. Server Upgrades: The increase of images in digital format will require tlle servers to be upgraded and or replaced to allow for the additional speed and capacity required. This will include both in-house ("Intranet") servers and remote access ("Internet") servers. . 5. Creation of Aryhival Microfilm: After the paper books have been converted to images and all parties agree that the conversion efforts are completed, Logan Systems will create archival miCrofilm form the digital images. 6. Retrieval Software Modifications: The inclusion of Deed and Deed of Trust Books with the same numbers in the retrieval system will require Logan Systems to customize its retrieval software to provide accurate links from the indexing data. The CUlTent indexing data does not contain a book type field to differentiate between these books. These software modifications will be confirmed with the Register of Deeds and is included with the cost of the conversion.' I 7. Integration Clause: This contract, including attachments, represents the entire agreement between the parties. Any modification or alteration ofthis agreement must be done so in writing and approved by both parties. Q.~5 1