Scope and Acceptance. 1.1 This Cloudware License Agreement (“Agreement”), as it may be amended from time to time, is entered into between Crestron Electronics, Inc., 00 Xxxxx Xxxxx, Xxxxxxxxx, Xxx Xxxxxx, 00000 (XXX) (“Crestron”), and you (“Customer”, “you”, or “your”) with respect to the use of Crestron Cloudware, including but not limited to Crestron Fusion® Cloud, Crestron XiO Cloud™, and Crestron Hosted Scheduling. This Agreement is incorporated by reference and made a part of each Customer subscription order (the “Order”) and/or registration form or customer information form made available by Crestron (the “Registration Form”) identifying applicable Crestron Cloudware products. Subject to the descriptions and limitations set forth in the applicable Order and/or the applicable Registration Form, this Agreement governs Customers’ license, access, and use of certain Crestron software‐as‐a‐service subscription products that run and are accessed on remote Internet servers made available to Customer by or on behalf of Crestron (the “Cloudware”), rather than on Customer owned or controlled local servers, cloud‐based resources or personal computers, along with all related documentation provided in print and/or electronic form by Crestron for use with the Cloudware, as periodically updated (the “Documentation”). The Cloudware may be used in connection with the control, automation, scheduling, management, maintenance, monitoring and registration of Customer buildings, rooms and devices, including control systems, projectors, displays, lighting, shades, occupancy sensors, HVAC, and other devices, but may not be used for emergency response systems or to operate emergency safety devices.
1.2 By ordering, registering for, accessing, or using the Cloudware, in whole or part: (a) you represent and warrant that you have the proper legal authority to enter into this Agreement; (b) you acknowledge that you have read this Agreement in its entirety; and (c) you agree to be bound by all of the terms of this Agreement, and to the prices and conditions provided to you in association with your access and / or your use the Cloudware. IF YOU DO NOT INTEND TO BE LEGALLY BOUND BY THIS AGREEMENT, DO NOT ACCESS OR USE THE CLOUDWARE.
1.3 If you are ordering, registering for, or activating the Cloudware or Documentation on behalf of a third party, you represent that the third party, whether an individual or a business entity, agrees to be bound by the terms and conditions of this Agreement.
Scope and Acceptance. This order, inclusive of the terms of the purchase order, is the exclusive agreement between the parties, subject to the terms and conditions herein and including any documents incorporated herein by reference. Seller's acceptance of this order shall be deemed to occur through written acknowledgment of this order. Additional or different terms contained in Seller's acknowledgment or any other documentation of Seller shall be void and of no effect unless accepted in writing by Buyer. No change in, modification of or revisions of this order shall be valid unless in writing signed by Buyer. Notwithstanding the forgoing, terms on the face of this order shall prevail over any conflicting terms herein. None of any past practice, industry standards, course of dealing or usage of trade shall constitute a modification of any term or condition contained herein, nor shall same add any term not contained herein. SELLER MAY NOT CHANGE MATERIAL OF MANUFACTURE, SOURCES OF SUPPLY, MANUFACTURING PROCESS OR MANUFACTURING LOCATION WITHOUT THE PRIOR WRITTEN CONSENT OF BUYER. Except as otherwise disclosed to Buyer, Seller represents that there exist no claims, actions, litigations, or other such matters involving the Seller that in any way would affect its ability to perform the obligations under this order.
Scope and Acceptance. These General Terms of P u r c h a s e govern the purchase and sale of the equipment and related services, if any (collectively, "Equipment"), referred to in Buyer’s Purchase Order ("Buyer’s Documentation"). Either formal acknowledgement by signing and returning Buyer’s Purchase Order or commencement of performance of the work of this Purchase Order by Seller shall constitute complete acceptance by Seller. Buyer shall not be bound by any markups or additions on this Purchase Order by Seller, Seller's Proposal or Quotation documents, or any notations or other communications that are at variance with the terms of this Purchase Order. Buyer’s failure to acknowledge or dispute any such communication shall not constitute acceptance of any counterproposal submitted by Seller. These terms and conditions are an attachment to the Purchase Order, and upon acceptance, this Purchase Order (including any exhibits or other attachments) shall constitute the entire agreement between Buyer and Seller, superseding all prior negotiations, discussions and dealings, and may not be modified except in writing signed by both Seller and Buyer.
Scope and Acceptance. 2.1 These Licensing/Maintenance Terms and Conditions are applicable to the supply of the T2i Programs mentioned in an Order Form signed between the Service Provider and the Customer and the provision of the Maintenance services performed by the Service Provider in relation to such Programs.
2.2 By signing the Order Form, the Customer agrees to be bound by these Licensing/Maintenance Terms and Conditions, in their most recent version published to date.
Scope and Acceptance. All Products are supplied pursuant to this Contract. This Contract will become legally enforceable, and Seller shall be deemed to have provided definite and seasonable acceptance of all of the terms and conditions hereof without modification on the earlier of Seller’s delivery of a signed acknowledgment, Seller’s commencement of performance, or Seller’s tender or shipment of all or any portion of the Products covered under this Contract. Company objects in advance to all additional or different terms proposed by Seller in Seller’s quotation, Seller’s acknowledgement and in Seller’s other forms, and any acceptance by Seller of this Contract will be deemed to have occurred without any such Seller-proposed modifications. This Contract contains the entire understanding of the parties and is intended to be a final expression of their agreement and a complete statement of the terms thereof; Seller shall not rely on any document or communication which is not defined herein as forming the Contract.
Scope and Acceptance. This XXXX governs the Licensee’s rights and obligations with respect to the use of the Licensed Products (as defined in Section 1.2) and BPA’s. BPA provides different software products, as listed in its order form (the Order Form), as local on-premise solutions and/or as SaaS. The Licensee may select such software products as it requires (the Licensed Products) and the type of deployment (on-premise or SaaS) from the options available pursuant to the Order Form, based on its needs. By returning to BPA an executed Order Form, opting for an on-premise deployment, the Licensee expressly agrees to be bound by the terms hereof. This XXXX does not govern any services BPA may provide with respect to the Licensed Products under one or more separate agreements, such as integration and/or maintenance and support services. If, within the frame of such services, BPA provides patches, bug-fixes, updates or upgrades to the License, subject to express agreement to the contrary, such elements shall, however, automatically become part of the Licensed Products. For the avoidance of doubt, if the Licensee is a legal entity, any order of the Licensed Products by any of its employees, agents or representatives, on behalf of the Licensee, is deemed as acceptance of the terms of this XXXX by the Licensee. If you are ordering the Licensed Products on behalf of a legal entity, you represent and warrant that you are duly authorized to do so.
Scope and Acceptance. All Products are supplied pursuant to this Agreement. This Agreement will become legally enforceable on the earlier of delivery of a signed acknowledgment, commencement of performance, or shipment of all or any portion of the Products covered under this Agreement, by Seller.
Scope and Acceptance. The Customer and IIP agree that the terms of this Agreement shall be applicable to each MAINTENANCE or PROTECTION PLAN (hereinafter "MAINTENANCE PLAN") by the Customer and which is accepted by IIP. Each MAINTENANCE PLAN order should be accompanied by an electronic submission of an Excel spreadsheet containing a list of equipment, inclusive of the identification of its manufacturer, model number, and individual serial numbers for which maintenance services are desired if IIP does not already have this information. IIP shall have the discretion to accept the MAINTENANCE PLAN order and such acceptance shall be evidenced by the issuance of a contract number by IIP. Payment of the MAINTENANCE PLAN invoice indicates your acceptance of the terms of Maintenance Agreement. Upon the issuance of a contract number, maintenance services shall be provided by IIP for the specific equipment identified during the MAINTENANCE PLAN purchase process, subject to the terms of this Agreement for the duration of the term agreed to by the parties.
Scope and Acceptance. 2.1 These Services Terms and Conditions apply to the provision of the Services indicated in an Order Form signed between the Service Provider and the Customer, as well as any other service ordered by the Customer not covered by the Service Provider's special contractual clauses.
2.2 By signing the Order Form or ordering Services from the Service Provider, the Customer agrees to be bound by these Services Terms and Conditions, in their most recent version published to date.
Scope and Acceptance. (a) These General Terms and Conditions of Purchase (“Terms”) apply to all written and oral purchase orders and amendments thereto (collectively referred to as “Order”) issued by Buyer. All goods and services (whether or not ancillary to a sale of goods) (“Services”) to be provided under an Order are included in the term “Goods”.
(b) An Order is an offer. An Order for which written confirmation is requested may be accepted only by returning a copy thereof signed by Seller within seven (7) days of its date. However, Buyer may elect to consider Seller’s oral quotation or acceptance of the Order, Seller’s preparation to provide the Goods, or Seller’s delivery of the Goods, as an acceptance of the Order and its terms (and of no other terms) and enforce the Order. Buyer objects to any additional or contrary terms in Seller’s quotation or acceptance, and the terms herein shall be binding upon the parties. The Order is not a firm offer and may be revoked prior to acceptance.
(c) The Order does not constitute an acceptance by Buyer of any offer to sell, any quotation, or any proposal. Reference in the Order to any such offer to sell, quotation, or proposal shall in no way constitute a modification of any of the terms and conditions of the Order. A reference to Xxxxxx’s proposal or quotation in the Order is not an acceptance to Buyer of terms which conflict with forms and documents provided by Xxxxx and a part of the Order. AN ATTEMPTED ACKNOWLEDGEMENT OF THE ORDER CONTAINING TERMS AND CONDITIONS INCONSISTENT WITH OR IN ADDITION TO THE TERMS AND CONDITIONS OF THE ORDER IS NOT BINDING UPON BUYER UNLESS SPECIFICALLY ACCEPTED BY BUYER IN WRITING, AND BUYER HEREBY OBJECTS THERETO. No course of performance or conduct by Buyer shall be construed to waive, modify or otherwise adversely affect Buyer’s rights.
