TAB FUSION RMS - Laserfiche WebLink

Home Browse Search

Appendix B: General Terms and Conditions The License and Maintenance portion of this SOW is governed by terms and conditions of Software License Agreement between the Client and TAB Products CO., LLC ("TAB"). This Configuration Services of this SOW is governed by the following: GENERAL TERMS AND CONDITIONS — For All Services For and in consideration of the payments made by Customer, TAB Products CO. LLC., (hereafter "Contractor"), agrees to provide, as an independent contractor, the services (the "Services") described in the attached Proposal and Services Agreement, as applicable, subject to the provisions, terms and conditions hereof (collectively, the "Agreement"). 1. Description of Project - The project and related Services shall be as described in the Services Agreement and related Schedules. All Proposals, unless otherwise expressly stated therein, are deemed withdrawn by the Contractor at the end of (30) thirty days from the date offered. 2. Itemization - Each item on order by a Customer shall be treated as a separate Service and billing may be issued thereon for partial or full completion of such items. 3. Billing Method for Labor and/or Services - Contractor may bill Customer monthly for Services performed during the month. 4. Payment Terms are net thirty (30) days - Invoices outstanding for more than forty-five (45) days are subject to a late payment fee and reasonable cost of collection, including attorney's fees. If payments are not made in accordance with Contractor's standard terms, the unpaid balance shall be subject to interest rate of 2% per month, or 24% per year. 5. Conflicts with Purchase Order - In the event that the Customer issues a purchase order, which contains terms, and or conditions which conflict with the Proposal and these terms contained herein, such conflicting terms shall be rejected and null and void. Acceptance of any conflicting terms contrary to those stated herein requires a specific written notice of acceptance by the Contractor. Otherwise, conflicting terms are deemed rejected. All non -conflicting terms shall remain in force and the tender of a purchase order shall be deemed acceptance of such terms. 6. Claims - All claims against Contractor must be made in writing and delivered to Contractor within thirty (30) calendar days after delivery of work product to Customer, and if not so made, any liability of Contractor with respect thereto will cease and terminate, and if not so made, shall be deemed waived. 7. Prices and Job Estimates- The prices for Services are shown in the Proposal and/or Fees Schedule attached to the Proposal or Services Agreement, as applicable. Estimated volumes, which may be shown therein, are based upon information approved by Customer. Payments by Customer to Contractor shall be based on the Fees Schedule on actual quantities as measured by Contractor. 8. Risk of Loss - Unless otherwise specified in the Proposal or Services Agreement, if the Services to be provided are performed at other than the Customer's place of business, Customer is responsible for delivery of records/documents to, and their return from the location designated for the performance of the Services, Customer shall bear all risk of loss while such documents are in transit and until the documents are accepted in writing by Contractor at the designated service location. Contractor shall be responsible for Customer's Media while it is in its possession and its responsibility shall end a reasonable time after notice by Customer to Contractor of an acceptance of the new media or data. 9. Special Delivery -All costs of transportation, including freight, postage, overnight courier, UPS, pick-up, delivery, and local courier charges incurred by Contractor in connection with the Agreement will be prepaid and will be billed to Customer as incurred unless special terms and conditions are specified in the Fees Schedule. 10. Subcontracting -Contractor reserves the right to perform its obligations hereunder by means of subcontracts with qualified third parties and to enter into such subcontracts as it deems expedient and proper under the circumstances without the requirement of notification to Customer. Notwithstanding such subcontract, Contractor shall nevertheless remain responsible to Customer for Services provided and to be provided hereunder. Page 11 of 19