- THE PARTIES: This agreement is made by One Diversified, LLC, hereinafter referred to as (Diversified), and the Purchaser. The Parties agree as follows:
- PAYMENT TERMS: Payment Authorization is required prior to the scheduling of service. Service request is estimated based on the identified Problem as determined by designated Diversified Client Technical Assistance Center Staff and Client. The Client shall pay within 30 days of invoice date. Client is responsible for providing payment via Purchase Order, Credit Card or Check.
- This Agreement and all Client purchase orders for Services under this Agreement are subject to acceptance by Diversified including, if appropriate, approval by Diversified Credit Department. Upon notice by Diversified, Purchaser will furnish Diversified such financial information as Diversified may reasonably request for this approval. Diversified may, in its sole discretion, cancel this Agreement at any time if Purchaser fails to meet credit requirements established by Diversified.
- If the Purchaser fails to pay Diversified for products when due, then in addition to any other remedies available to Diversified under this Agreement or allowed by law for that default, Purchaser will pay Diversified the maximum amount of interest allowed by law; on any amounts past due, chargeable during each month that payment remains outstanding and Diversified’s reasonable expenses of collection, including, but not limited to, attorneys’ and experts’ fees and court costs.
- This agreement includes all labor performed by Diversified or its assigned agents required to perform repair defined during the term of the agreement subject to the conditions hereinafter defined.
- Any replacement parts to be quoted on an as-needed basis determined following initial evaluation of defined Problem as required in order to restore functionality of system.
- Service under this agreement is provided Monday through Friday, excluding holidays honored by Diversified during business hours of 8:30 a.m. to 6:00 p.m. Telephone support is provided by qualified technicians during these hours.
- In the event the systems are serviced by anyone other than a Diversified authorized servicer during the length of the Agreement, the Diversified support will terminate. In the event the Diversified Time & Materials Agreement is terminated for any reason, all payments submitted to Diversified will be considered fully earned. Any outstanding payment for Estimated services already performed or parts and consumables purchased prior to termination will be deemed property of the Purchaser and billable under these Terms and Conditions.
Diversified shall have free access, with appointments, to the equipment subject to client’s security requirements for the purpose of repair. Inability to obtain access, which results in excessive expenditure of time and unnecessary travel expense, will result in additional charges billed at the prevailing service and travel rates.
- In no event will Diversified be liable for loss of profits or other consequential damages even if Diversified has been advised of the possibility of such damages or for any claim against the client by any party. Diversified’s liability to the client for damages from any calls whatsoever and regardless of the form of action, whether in tort, including negligence, shall be limited to the full purchase price of the Quoted Time and Materials Estimate under this agreement that caused the damages or that are subject matter of, or are directly related to the cause of action.
- Any claims for loss or damage as a result of common carrier transportation will be the responsibility of the client.
- Taxes – In addition to charges due under this agreement, the client agrees to pay amounts equal to any taxes
resulting from this agreement or any activities hereunder.