|
party as to subsequent enforcement of rights or subsequent actions in the event of future breaches.
<br />5.5 Amendment. We reserve the right, in its sole discretion, to amend the terms of the Service
<br />Levels and/or to other terms of this Agreement following the expiration of one year from the date of
<br />the start of a particular Service Level, provided we provide you at least thirty (30) days advanced
<br />notice of the proposed changes. If you do not accept amendments made to the Service Levels or any
<br />other terms of this Agreement, then this Agreement will be immediately terminated, along with the
<br />End User License Agreement.
<br />5.6 Force Majeure. Neither party shall be liable for any delay in performance of its obligations under
<br />this Agreement to the extent such delay in performance of its obligations is caused by involuntary
<br />plant shutdown, acts of God, fires, floods, earthquake, wars, riots, terrorism, sabotage, labour
<br />disputes or shortages, government actions, the inability to obtain materials or transportation, or any
<br />other circumstances beyond the reasonable control of the affected party (each, a "Force majeure
<br />Event'). In the event of a Force Majeure Event, the non -performing party will be excused from further
<br />performance during the period that the Force Majeure Event prevails and shall resume performance at
<br />such time as the impairment caused by such circumstances ends or would have ended had the
<br />affected party taken reasonable steps to remedy the Force Majeure Event.
<br />5.7 Notices. Any notice required or permitted to be given under this Agreement shall be in writing
<br />and shall be deemed given and received (i) when personally delivered with a receipt obtained, (it) on
<br />the date noted as the date received, refused or uncollected If sent by certified or registered mail,
<br />return receipt requested, postage prepaid or (iii) the earlier of receipt or two (2) business days after
<br />deposit with a nationally overnight delivery service (e.g., Federal Express), at the addresses set forth
<br />below each Party's name on the signature page, or to such other address that a party provides to the
<br />other party pursuant to the provisions of this paragraph.
<br />5.8 Counterparts and Facsimiles. This Agreement may be executed in multiple counterparts, each
<br />of which shall be deemed an original, but all of which together shall constitute one and the same
<br />instrument. In addition, this Agreement may be executed by facsimile signatures and such signatures
<br />shall be deemed an original.
<br />5.9 Entire Agreement. The parties agree: (i) that this Agreement contains the entire agreement
<br />between the parties with respect to the maintenance and support of the Kiosks and supersedes any
<br />and all prior oral or written agreements, arrangements, or understandings between the parties
<br />relating to the subject matter of this Agreement; (ii) that no oral understandings, statements,
<br />promises or inducements contrary to the terms of this Agreement exist, and no evidence of prior,
<br />contemporaneous, or future oral agreements may be used to contradict the terms of this Agreement;
<br />and (iii) that any reliance on oral agreements or statements in entering into this Agreement will be
<br />unjustifiable and unreasonable.
<br />5.10 Insurance. Prior to undertaking performance of work under this Agreement, LaptopsAnytime shall
<br />maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below:
<br />A. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on
<br />an 'occurrence" basis, including products and completed operations; property damage, bodily injury
<br />and personal & advertising injury with limits no less than $1,000,000 per occurrence. If a general
<br />aggregate limit applies, either the general aggregate limit shall apply separately to this project/location
<br />(ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.
<br />B. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if
<br />LaptopsAnytime has no owned auto, hired (Code 8) and non -owned autos (Code 9), with limit a limit
<br />of no less than $1,000,000 per accident for bodily injury and property damage.
<br />C. Workers' Compensation: As required by the State of California, with statutory limits, and
<br />
|