4.5 Service Installation Date. The “Service Installation Date” is the date that the Company first provides the Services to the Customer.
4.6 Customer Acceptance. The Customer acceptance date will be the Service Installation Date of the Services.
4.7 Method of Performing Services. The Company, in conjunction with its personnel, will determine the method, details, and means of performing the work to be carried out for the Customer. The Customer shall have no right to, and shall not, control the manner or determine the method of accomplishing such work. Customer may, however, require Company personnel to observe at all times the security and safety policies of Customer.
4.8 Use of Subcontractors. Customer acknowledges that The Company may provide the Services using subcontractors, and that the Company reserves the right to substitute such subcontractors, in its sole discretion, to provide Services herein.
4.9 Change Orders. To initiate a change order, a revised Proposal shall be signed by the Customer in order to modify, reduce, or increase the Products and/or Services to be provided. The Customer will be responsible for the cost of moving any Company Equipment if the Company determines that such move is necessitated by change order. All necessary and reasonable expenses related the change order will be the responsibility of the Customer as provided in the Proposal.
4.10 Scheduling. The Company will try to accommodate schedule requests of Customer to the extent possible. Should any personnel of the Company be unable to perform scheduled services because of illness, resignation, or other causes beyond the Company’s reasonable control, the Company will attempt to replace such personnel within a reasonable time, but the Company shall not be liable for failure if it is unable to do so, giving due regard to its other commitments and priorities.
SERVICES CUSTOMER OBLIGATIONS
5.1 Access to the Services. Customer agrees to monitor the use of the Services to prevent inappropriate use, and to maintain and prevent unauthorized access to confidential information, including the confidentiality of any passwords and account information required for access to services. Customer will promptly notify the Company of any unauthorized or inappropriate use of the Services or Company Equipment including breach of security, or other damage, loss or theft.
5.2 Information Access. Customer agrees to provide all information, access and support reasonably required for timely installation and proper use of the Services. Customer further agrees to help and/or secure all necessary licenses, permits, and consents for installation of equipment as necessary to provide the Services. Customer is responsible for locating pre-existing facilities of other providers, such as utilities and underground facilities, including the cost for such locating, in addition to those listed in the Proposal.
5.3 Lawful Use. Customer agrees: (1) that Services may be used solely by those entities listed in the Proposal as being eligible to participate with Customer in obtaining the Services; (2) not to provide the Services to non-eligible third parties whether by lease, rental, transfer, assignment, sale, sublicense, or any other means, including commercial time-sharing, rental, or service bureau use; (3) not to use the Services for any purpose that is unlawful, not contemplated or prohibited by this Agreement; and (4) to abide by all applicable local, state, laws and regulations, tariffs and orders of courts of competent jurisdiction that apply to the services.
5.4 Alterations, Additions or Improvements. Customer will not make any alterations, additions, or improvements to the Company Equipment, or remove Company Equipment from a service location without the Company’s prior written consent. Customer shall not engage in any activity or construct any new structure, which may interfere mechanically, electrically, or operationally with Company Equipment.
6.1 Product Delivery. For Products sold to the Customer, the Company will deliver to Customer the Products and quantities as listed in the signed Proposal. Upon delivery of the described Products to the Customer’s location(s), Customer will bear solely the risk of loss regardless of any breach by the Company of any provisions hereof.
6.2 Product Installation. As provided in the Proposal, the Company may provide for the installation of Products as required and will determine the method, details, and means of performing the work to be carried out for Customer. Customer shall have no right to, and shall not, control the manner or determine the method of accomplishing such work. Customer may, however, require the Company’s personnel to observe at all times the security and safety policies of Customer. The Company will coordinate with the Customer to establish a reasonable installation plan. Installations done outside normal company hours may result in additional costs for the Customer.
6.3 Use of Subcontractors. Customer acknowledges that the Company may install the Products using subcontractors, and that the Company reserves the right to substitute such subcontractors with others, in its sole discretion.
6.4 Product Installation Customer Obligations. For indoor installations, the Customer agrees to provide, at no cost to the Company, a clean, dry, and temperature controlled place for installing the Product, all-electrical outlets and power hookups, and any related facilities as specified by the Company. The Customer also agrees to pay for all extra or additional work performed and additional materials furnished in accordance with a change order. Customer agrees to provide the conduit in all ceilings that are used as a return air plenum in compliance with codes except when additional compensation is made for plenum type cable.
6.5 Return of Products Sold. Return of Products sold to Customer is only allowable in accordance with the Product manufacturer’s warranty provisions.
6.6 Removal of Products. If the Customer has failed to pay the agreed purchased price after said payment has been past due for 15 days and the Company has served written notice to Customer of the same, Customer will grant full access to the Company to remove Products and take possession of all or part of the Products, and Customer will hold the Company harmless for taking such actions. Customer will be liable for the all cost associated with removal of the Products. Removal of the Products does not relieve Customer of the obligations of this agreement.
7.1 Product Warranties. The Company represents and warrants Products solely in accordance with the Product manufacturer’s warranty.
7.2 Services Warranties. The Company represents and warrants that its Products are engineered and installed, and the Company’s operations procedures are designed and implemented, to provide the Services in accordance with prevailing industry standards for similar services, and that the Company will make commercially reasonable efforts to provide the Services in conformance with such standards. This warranty will apply solely to access to the Services, and will not apply to anything (1) caused by factors outside of The Company’s reasonable control; (2) that resulted from any action or omission of Customer or any third party; (3) that resulted from scheduled maintenance or required repairs; or (4) that resulted from equipment, or any other item not provided by the Company. All consequences for a breach of this warranty by The Company are strictly limited to those defined in Section 2.3.2.
7.3 Warranties Disclaimer. EXCEPT FOR THE EXPRESS WARRANTY SET FORTH IN THIS SECTION, THE COMPANY PROVIDES PRODUCTS AND/OR SERVICES ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND CUSTOMER’S USE OF THE PRODUCTS AND SERVICES IS AT ITS OWN RISK. THE COMPANY DOES NOT MAKE, AND HEREBY DISCLAIMS, ANY AND ALL OTHER EXPRESS AND IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT AND TITLE, AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE. THE COMPANY DOES NOT WARRANT THAT THE OPERATION OF THE PRODUCT AND/OR SERVICES WILL BE UNINTERRUPTED, ERROR-FREE OR COMPLETELY SECURE, OR THAT DEFECTS IN THE OPERATION OF THE PRODUCT AND/OR SERVICES WILL BE CORRECTED. THE PARTIES AGREE THAT ALL CONSEQUENCES FOR A BREACH OF WARRANTY BY THE COMPANY ARE STRICTLY LIMITED TO THOSE DESCRIBED IN THE PRODUCT MANUFACTURERS WARRANTY. THE COMPANY DOES NOT REPRESENT THAT PRODUCTS AND/OR SERVICES WILL MEET CUSTOMER’S REQUIREMENTS OR PREVENT UNAUTHORIZED ACCESS TO CUSTOMER’S COMPUTERS, NETWORK, SERVERS AND OTHER EQUIPMENT OR TO ANY DATA, INFORMATION OR FILES THESE CONTAIN.