Product Terms (Rental)
These Hardware Rental Terms and Conditions (this “Rental Addendum”) shall apply to the rental of all Equipment from Sign In App (“SIA”) by Customers for use in conjunction with the Products. The Rental Addendum supplements and is incorporated by reference into and made a part of the Agreement between Customer and SIA. In the event of a conflict between this Rental Addendum and the Agreement, the terms of the Agreement shall govern unless this Rental Addendum expressly states that the terms of the Rental Addendum shall control.
Definitions and Interpretation
In this Rental Addendum, unless the context otherwise requires, the following expressions have the following meanings. All capitalized terms used but not defined herein shall have the meaning ascribed to them in the Agreement
- "Delivery Date"
- means the date of delivery of the Equipment to the Customer;
- "Delivery address
- means the address identified by the Customer for the delivery of the Equipment in the Order Form;
- means the hardware or articles or any of them (including any replacements or renewals thereof, additions thereto and substitutions thereof) as described in the Order Form;
- "Order Form
- means the order form submitted by the Customer to SIA concerning the Equipment;
- "Return Date"
- means the earlier of: (i) the day after the last day of the Rental Period; or (ii) such other date as agreed to between the parties;
- "Rental Period"
- means the length of the rental of the Equipment as identified in the Order Form, which shall be three (3) years unless otherwise stated in the Order Form;
- "Rental Charges"
- means the sums payable by the Customer for the rental of the Equipment as as set out in the Order Form;
This Rental Addendum governs the Customer’s rental of Equipment as described in the Order Form. No order for Equipment shall be binding unless agreed to and accepted by both parties in an Order Form.
TERM AND TERMINATION
- This Rental Addendum shall remain in effect for the duration of the Rental Period. The Rental Period shall automatically renew for an equivalent length of time as the immediately preceding Rental Period, unless either party provides written notice of non-renewal at least sixty (60) days prior to the expiration of the then current Rental Period.
- SIA may terminate this Rental Addendum and any corresponding Order Forms upon written notice to Customer in the event the Customer fails to comply with one or more of the terms in this Rental Addendum.
- SIA shall deliver the Equipment to the Delivery Address as set out in the Order Form or otherwise agreed to between the parties in writing. SIA shall use its best and reasonable endeavours to ensure that delivery is made on time but shall not be liable for any failure to do so.
- Customer, or an authorised representative thereof, must be available at the Delivery Address at the time of delivery to acknowledge receipt of delivery. In the event that the Customer fails to comply with the provisions of this clause, it shall be deemed to have accepted delivery of the Equipment and assumed responsibility thereof.
- Customer shall pay the Rental Charges as set out in the Order Form. All Rental Charges shall be paid in accordance with the terms of the Agreement, or as otherwise agreed to in the Order Form.
- All Rental Charges are exclusive of applicable federal, state, provincial, value-added, goods and services, harmonized, property or local taxes. Should additional taxes or government fees be introduced or imposed on the rental of the Equipment by the Customer, then SIA reserves the right to adjust the Rental Charges to accommodate for such changes to the taxes and/or government fees.
- Customer shall be responsible for the handling of any customs clearance and payment of any import duties and taxes imposed on the Equipment upon delivery.
- SIA reserves the right to increase the Rental Charges to reflect any change in delivery dates, quantities or specifications which is requested by the Customer, or any delay caused by the Customer, or any failure of the Customer to perform its obligations under this Rental Addendum.
- The title and intellectual property rights in and to any software supplied with or as part of the Equipment, including programs and documentation (“the Software”) shall be retained by the appropriate proprietor thereof. The Customer gains no rights of ownership over such software at any time.
- The Customer is granted the right to use the Software only for the term of the Rental Period. The Customer’s receipt of the Equipment indicates acceptance of the terms of any licence for Software supplied and the Customer shall indemnify SIA against any liability, damage, cost or expense which it incurs in relation to any failure by the Customer to observe the terms of any such licence.
OBLIGATIONS OF THE CUSTOMER
The Customer hereby undertakes and agrees as follows:
- to inspect the Equipment immediately on delivery thereto and to notify SIA within 24 hours of delivery by telephone if the equipment is defective or damaged. If no such notification is given the Equipment shall be deemed to be complete and in good order and condition and fit for the purpose for which it is required by the Customer;
- to use the Equipment in a proper manner and with all reasonable care and to operate the Equipment in accordance with any instructions issued for it;
- not to use the Equipment for any purpose for which it was not designed or intended and not to interfere or tamper with it nor allow any other person to do so unless previously agreed in writing by SIA;
- that the Equipment shall at all times remain the property of SIA unless sold to the Customer under a separate agreement in writing; and
- not to sell or offer for sale, assign, mortgage, pledge, sub-let or transfer the Equipment or the benefit of the Contract either in whole or in part.
- The Customer hereby undertakes and agrees as follows:
RISK OF LOSS OR DAMAGE
- Loss of or damage to the Equipment shall not discharge the contract formed pursuant to this Rental Addendum nor affect the Customer’s liability to make payments under it. Risk of loss of or damage to the Equipment shall be borne by and remain with the Customer until the Equipment is returned to SIA.
- If the Equipment becomes a total or constructive total loss due to any action or inaction by the Customer, or is otherwise lost or stolen while in Customer’s control or possession, the Customer shall pay SIA on demand such sum as equals the manufacturer’s then current list price for goods which at the time are the same as or the closest available equivalent to the Equipment.
- In the event of an Equipment malfunction (for reasons other than misuse, accident or malicious damage) then SIA shall either repair or replace the malfunctioning Equipment at no additional charge to Customer (other than shipping costs for which Customer shall be responsible). SIA shall not be responsible for any damage or malfunction caused by accident, malicious damage or misuse of the Equipment and SIA reserves the right to terminate this Rental Addendum and any corresponding Order Forms in such event.
- The Customer expressly acknowledges that SIA is not the original manufacturer or supplier of the Equipment, and that the Equipment has been selected by the Customer as suitable for its purpose. The Customer accordingly agrees and acknowledges that all conditions, warranties or representations whether express or implied or statutory or otherwise in respect of the Equipment or its fitness for any particular purpose are hereby expressly excluded to the fullest extent permitted by law;
- The aggregate liability of SIA to the Customer in respect of any loss or damage whether arising in contract, tort, for breach of statutory duty or otherwise arising from the use of Equipment shall be limited to and shall not in any circumstances exceed the total amount of the Rental Charges paid or payable by the Customer to SIA in respect of the Equipment during the Rental Period in which receipt of notification by SIA of the relevant claim was received.
- SIA shall not in any circumstances be liable whether in contract, tort, for breach of statutory duty or otherwise for any consequential or indirect loss or damage howsoever arising and of whatsoever nature (including, without limitation, any loss or damage to computer programs or data, loss of profit, loss of goodwill, loss of revenue, loss of anticipated benefit, business interruption, management time or third party liability.
RETURN OF THE EQUIPMENT
- The Customer shall be responsible for the return of the Equipment (together with the packing materials and shipping costs thereof) to an address specified by SIA, at its own risk on or before the Return Date and the Equipment shall be returned unencumbered and in good repair, condition and working order (fair wear and tear excepted).
- SIA will notify the Customer of any items not returned off rental including cables, manuals and other accessories. Any items not returned within 7 days of any such notification will be invoiced at the manufacturer’s then current list price for goods which at the time are the same as or the closest available equivalent to such items.
- If the Equipment is not returned within thirty (30) days after the Rental Period has ended, then all Equipment not received by SIA shall be deemed lost and Customer shall be charged for the full replacement cost of the Equipment not returned by Customer.
- CUSTOMER SHALL, PRIOR TO RETURNING THE EQUIPMENT TO SIA, (I) REMOVE ALL DATA FROM THE EQUIPMENT AND PERFORM A FACTORY RESET OF THE EQUIPMENT; AND (II) PROVIDE A WRITTEN STATEMENT CONFIRMING THAT ALL DATA HAS BEEN REMOVED IN A MANNER THAT RENDERS IT UNRECOVERABLE BY SIA.