Supply of Hardware. 2.1 Supplier shall supply the Hardware (including any Updates and Upgrades) and a complete set of relevant Documentation to UBS in accordance with the terms of the Agreement.
2.2 Unless otherwise specified in the Supply Order, in respect of any Software embedded in or installed on the Hardware or to the extent that the Hardware otherwise incorporates any IP Rights of Supplier or any other third party, Supplier hereby grants to (or procure the grant for the benefit of) UBS and any of its Affiliates a fully paid-up, worldwide, non-exclusive, royalty-free, irrevocable, perpetual and irrevocable license to use and to sub- license (as reasonably required) any such Software and/or those IP Rights for the purpose of using, selling or otherwise dealing with the supplied Hardware.
2.3 Notwithstanding the provision of any Hardware Maintenance Services and subject to clause 10.1(b) below, Supplier shall: (i) during the applicable Warranty Period at UBS’s option, repair or replace any Hardware in respect of which a Hardware Failure is identified, or refund UBS in full for the price of that Hardware; and (ii) at all times, unless otherwise specified in the respective Supply Order, use reasonable endeavors to make available sufficient spares and support to enable the Hardware to be properly maintained (at Supplier’s then current rates for UBS) or provide reasonable assistance to enable UBS to source the necessary spares or support elsewhere.
2.4 UBS shall use reasonable endeavors to notify Supplier in writing within a reasonable time of the discovery of any Hardware Failures.
2.5 In the supply of Hardware, Supplier shall:
(a) not cause any delay, disruption or inconvenience to UBS or to any of its Affiliates; and
(b) adhere to any reasonable instructions that may be provided by UBS.
Supply of Hardware. 7.1 The terms of this clause apply in respect of any Hardware to be supplied pursuant to this Agreement, irrespective of whether it is purchased by the Customer or made available by CoolCare on a temporary basis in accordance with clause 8 below.
7.2 In consideration for the payment of all applicable Fees, CoolCare shall supply any purchased Hardware to the Customer pursuant to this Agreement. shall be completed on the arrival of the Hardware at the Delivery Location. The Customer is responsible for unloading, and any unloading that takes place shall be at the Customer’s risk, unless this is expressly included as part of any Services to be provided by CoolCare.
Supply of Hardware. The Supplier must deliver the hardware identified in the PO (Hardware), together with the relevant Documentation (including any user manuals):
Supply of Hardware. 7.1 The terms of this clause apply in respect of any Hardware to be supplied pursuant to this Agreement, irrespective of whether it is purchased by the Customer or made available by CoolCare on a temporary basis in accordance with clause 8 below.
7.2 In consideration for the payment of all applicable Fees, CoolCare shall supply any purchased Hardware to the Customer pursuant to this Agreement.
7.3 The parties acknowledge that CoolCare is not the manufacturer of the Hardware.
7.4 CoolCare warrants that the Hardware shall be of marketable quality and fit for its intended purpose for a period of 1 year from the date of delivery to the Customer, save in the case of Subscribed Hardware which is subject to a hardware Refresh.
7.5 Delivery dates are approximate only and time of delivery is not of the essence. Delivery shall be completed on the arrival of the Hardware at the Delivery Location. The Customer is responsible for unloading, and any unloading that takes place shall be at the Customer’s risk, unless this is expressly included as part of any Services to be provided by CoolCare.
7.6 CoolCare shall deliver the Hardware to the Delivery Location after the Hardware is ready. If the Customer fails to accept or take delivery of the Hardware (including failing to provide appropriate delivery instructions to CoolCare), CoolCare shall store the Hardware until delivery takes place, and may at its option charge the Customer for all related costs and expenses (including insurance).
7.7 Where 10 Business Days have elapsed since CoolCare attempted to re-deliver the Hardware to the Delivery Location and/or where CoolCare has either notified the Customer to arrange another delivery following failure of the first and the Customer has not engaged with this correspondence then CoolCare may resell or otherwise dispose of all of the Hardware or any part of it, and after deducting reasonable storage and selling costs, charge the Customer for any shortfall below, the price of the Hardware or a sum equivalent to 1 year’s worth of the Hardware Subscription Services, as applicable.
7.8 Risk in the Hardware shall pass to the Customer on completion of delivery at the Delivery Location.
7.9 Title to the Hardware shall not pass to the Customer until CoolCare has received payment in full (in cleared funds) for the Hardware and Services (and all other hardware and services that CoolCare has supplied to the Customer or any part of its Group for which payment is due, under this or any othe...
Supply of Hardware. (a) In consideration of payment by the Customer of the amounts specified in the Order Form, the Company agrees to provide, and the Customer agrees to take and pay for the Hardware specified in the Order Form, if any, in accordance with the terms and conditions of this agreement.
(b) The Company warrants that the Hardware:
(i) will match the description given for it in the Documentation;
(ii) be free from material defects on the date of delivery and the Company will use its reasonable endeavours to assist the Customer to obtain the benefit of any manufacturer’s warranty relating to the Hardware; however, Company shall have no liability for any defects and faults with the Hardware unless such defects or faults are caused solely by the Company’s failure to comply with the terms of this Agreement.
(c) Subject to clause (d) below, if:
(i) the Customer gives notice in writing to the Company within a reasonable time of discovery that some or all of the Hardware do not comply with the warranty set out in clause (b) above;
(ii) the Company is given a reasonable opportunity of examining such Hardware; and
(iii) the Customer (if asked to do so by the Company) returns such Hardware to the Company's place of business at the Customer’s cost, the Company shall, at its option, repair or replace the defective Hardware, or refund the price of the defective Hardware in full.
(d) The Company shall not be liable for Hardware's failure to comply with the warranty set out in clause (b) above in any of the following events:
(i) the Customer makes any further use of such Hardware after giving notice in accordance with this clause (c);
(ii) the defect arises because the Customer failed to follow the Company's and/or the Manufacturer’s oral or written instructions as to the storage, commissioning, installation, use and maintenance of the Hardware or (if there are none) good trade practice regarding the same;
(iii) the defect arises as a result of the Company following any drawing, design or specification supplied by the Customer;
(iv) the Customer alters or repairs such Hardware without the written consent of the Company;
(v) the defect arises as a result of fair wear and tear, wilful damage, negligence, or abnormal storage or working conditions; or
(vi) the Hardware differs from their description as a result of changes made to ensure they comply with applicable statutory or regulatory requirements. The Customer shall indemnify and hold the Company harmless in relation to any out-of...
Supply of Hardware. (a) The supply of any Hardware is set out in the SOW’s.
(b) Risk in the Hardware passes to the Client upon delivery of the Hardware to the Client. Title in the Hardware passes to the Client upon payment in full.
(c) For the avoidance of doubt, Engagis retains Title in the Hardware until it has been paid in full. This ownership applies even in cases where you have installed Hardware, or it has been commingled.
(d) Engagis must deliver the Hardware as contemplated in the SOW’s. However, if the specified hardware is or becomes unavailable, Engagis may provide alternative hardware that can fulfil the same functionality and performance as the original hardware.
(e) On request by the Client, the Client must provide Engagis with any technical information or literature relating to the Hardware.
(f) Engagis will use reasonable endeavours to procure the warranty offered by the manufacturer is passed onto the Client. Engagis provides no additional warranty, representation or guarantee as to the hardware, as to its fitness for purpose, merchantability or otherwise.
(g) Engagis may enter the Client’s premises where Hardware is located and you provide Engagis with an irrevocable licence to enter Premises for this purpose, in the following situations;
(i) The Client becomes Insolvent, or
(ii) the Client fails to pay any amount due and payable for any Hardware or Equipment, and this amount remains outstanding for more than 14 days; or
(iii) Engagis terminates these Master Terms or the specific SOW’s to which the Hardware relate.
(h) If Engagis enforces its rights under clause (e) above, Engagis will not be liable for any cost, damage expense, loss or other claim as a direct or indirect result of this action. The Client acknowledges that these terms are reasonable.
(i) Engagis may enter the Client’s premises for the purpose of inspecting any Hardware, upon reasonable notice.
(j) In the case of leased Hardware, the Client must comply with the terms of the Managed Services Master Agreement which relates to the Hardware in the form substantially attached to this Agreement (if any) in the Annexure.
Supply of Hardware. 1.1 The Supplier must deliver the hardware identified in the PO (Hardware), together with the relevant Documentation (including any user manuals):
(a) to the shipping address specified in the PO (Place of Delivery);
(b) on a ‘delivered duty paid’ (as that term is defined in the ‘International Chamber of Commerce INCOTERMS 2010 Edition’) basis to the Place of Delivery;
(c) by the delivery date specified in the PO; and
(d) only during the relevant delivery schedule approved by Amplitel (Delivery).
1.2 The Supplier must obtain a signed receipt of Delivery of such Hardware from an authorised Amplitel representative (including the sighting of relevant identification) and must not leave Hardware unattended at the Place of Delivery without Amplitel’s prior written consent.
1.3 Where Amplitel places one or more Purchase Orders for separate hardware that are designed or intended to be used together (Related Hardware) the Supplier must not invoice Amplitel the Fees for the Related Hardware until it is entitled under this Agreement to invoice Amplitel for all applicable Related Hardware.
Supply of Hardware. 2.1 The quantity, description, price and component parts of the hardware products will be as set out in the Order Form (“Hardware”). Customer will use the Hardware only in conjunction with the Software, for the purpose for which it was designed, in accordance with any associated user documentation and Customer will comply with any applicable third party terms in relation to the Hardware. Customer will not remove any logos, copyright notices, trade mark notices or other notices affixed to or incorporated within the Hardware.
2.2 Netcall will deliver the Hardware to the location specified in the Order Form and use reasonable endeavours to do so by the delivery date specified in the Order Form. If Customer fails to accept delivery of the Hardware or Netcall is unable to deliver such on time because Customer has not provided appropriate instructions, documents, licences or authorisations or if Customer advises Netcall that it cannot or does not wish to take delivery of the Hardware on the date specified for delivery then the Hardware will be deemed to have been delivered on that delivery date.
2.3 Netcall may substitute an equivalent alternative item of hardware for any item of Hardware at any time as part of routine support or where Netcall deems it operationally reasonably appropriate to do so. Customer must promptly implement any new releases made available by any relevant hardware manufacturer where such have been mandated by such manufacturer (e.g. to resolve security issues).
2.4 Risk and title in the Hardware will pass at the point of delivery to Customer (whether actual or deemed) subject to Netcall’s right to exchange the Hardware as contemplated by clause 2.3. Customer will ensure that use of the Hardware will be in compliance with all applicable laws.
Supply of Hardware. 3.1. The quantity and description of the Hardware shall be as set out in the Quote.
3.2. You agree to comply with the additional Hardware terms and conditions set out in Schedule 2 to these Terms.
3.3. Innovise shall use reasonable endeavours to transfer to you the benefit of any warranty or guarantee given to Innovise by the Hardware manufacturer.
3.4. Title to the purchased Hardware will pass to you upon receipt by Innovise of the purchase price in cleared funds but title in any rented Hardware will not pass to you.
3.5. Any Hardware shall be at your risk following delivery to you.
3.6. You may not cancel nor return an order for purchased Hardware once it has been accepted by Innovise. Notwithstanding the forgoing, if requested by you in writing, Innovise will use reasonable endeavours to cancel (or procure the cancellation of) an order, or have items returned to and re-stocked with the manufacturer.
3.7. Once an order for rented Hardware has been accepted by Innovise, you may not terminate the order nor return the rented Hardware within the initial 12 months of the rental period. After the initial 12 months, you may terminate the order in accordance with clause 8.2. If you fail to return the rented Hardware after termination or at the end of the rental period, Innovise will invoice you for the total purchase price of such Hardware at the prevailing rate.
3.8. Should you notify Innovise that any Hardware does not correspond with these Terms or the description set out in the Quote, you agree to allow Innovise to inspect the Hardware. Innovise’s liability in respect of the Hardware is limited to (at Innovise’s discretion) returning any defective Hardware to the manufacturer for processing under the manufacturer’s warranty or guarantee, or replacing any defective Hardware on a like for like basis.
Supply of Hardware. Verizon Wireless may purchase quantities of CTS-certified Hardware either from CTS or Third Parties approved in advance and in writing by CTS, subject to the terms of this Agreement. Certain CTS-certified Hardware purchased from Third Parties will be subject to an integration fee. Upon request, CTS shall furnish a list of CTS-certified Hardware and may update such list from time to time with written notice to Verizon Wireless. Except as specifically set forth herein, CTS shall have no liability with respect to any Hardware components supplied by any person or entity other than CTS.
