Where Merchant is requested to make any change to its website(s) or other requirement in light of ongoing monitoring and compliance with the Card Scheme Rules, Merchant shall make any such change within five (5) Business Days (or any other time frame as agreed by Credorax) from the date of such request.
Where Merchant is a corporation, the control of Merchant by the shareholders who are shareholders as at the date of this Agreement is passed by them to other persons or corporation without the prior written approval of MM first being had and obtained;
Where Merchant has declared an ad valorem value and such declared value is inserted on the face of this Bill of Lading in the space provided therefor, and an valorem freight has been prepaid to and accepted by Carrier, prior to Carrier's acceptance of the Goods, for the transportation covered by this Bill of Lading, such declared value shall be the limit of Carrier's liability, if any, for damage to or loss of the Goods. In the event of a partial loss or partial damage, such a liability shall be adjusted pro rata on the basis of the declared value.
Where Merchant rents or is loaned Goods from Windcave, the rented or loaned Goods are at the Merchant’s risk and the following applies:
(a) Legal and beneficial ownership of, and title to, the Goods remains at all times with Windcave;
(b) Merchant will bear the risk of, and be responsible for, all loss (including theft) of or damage to, the Goods from delivery until they are returned to Windcave;
(c) Merchant must take reasonable steps to avoid exposure of the Goods to excessive heat, dust and moisture, liquids and electrical and physical shock;
(d) Merchant must comply with all manufacturer’s terms applicable to the Goods (as supplied with the Goods or otherwise notified by Windcave to Merchant from time to time);
(e) If the Goods are stolen, seized, lost, damaged or require repairs, Xxxxxxxx must immediately advise Windcave of the theft, seizure, loss, damage or repairs required. Merchant must pay all costs and comply with Xxxxxxxx’s directions in writing in connection with recovering the Goods, repairing any damage or the replacing of any parts (fair wear and tear excepted). Except where Xxxxxxxx is unable to repair or replace the damaged Goods in a reasonable period of time, Merchant must continue to pay the Fees while the Goods are being repaired or, in the event of theft, seizure or loss, while the Goods are missing. Windcave will not be liable for any loss or damage in relation to the unavailability of the Goods;
(f) Merchant must not sell, lend, lease, transfer, modify or otherwise deal with the Goods without first obtaining Windcave’s written consent. Merchant must not create, or allow to be created, a security interest over the Goods;
(g) Merchant must allow Windcave reasonable access to inspect the Goods at any time during normal business hours, provided that Windcave first gives Merchant not less than 2 Business Days’ notice; and
(h) Windcave may at any time require rental/loan Goods be replaced with alternative Goods as a result of to changes in regulations, expiration of certifications, and updates being made to certain model numbers.
