- The customer agrees to pay Mint Security Systems the service charge for the service relating to the equipment at the customers premises.
- The service shall commence on the Commencing Date and be for a minimum of 13 months.
- In the event of the Equipment being varied, the sum payable by the customer shall be increased or decreased xcordingly with effect from the anniversary of the Commencement Date following the date of such variation
- Subject to the performance by the customer of the terms of this agreement Mint Security Systems shall> provide maintenance of the equipment during the hours specified in the level of service (or if none are so specified then in accordance with Mint Security Systems normal business hours) at the customers premises
- lf Mint Security Systems discovers defect in or malfunction of the equipment in the course of routine maintenance, Mint Security Systems will use all reasonable endeavors to repair the equipment at the customer’s premises, but if that is not reasonably practicable (or is not reasonably practicable in the time available during its normal business hours), Mint Security Systems will seek to make suitable arrangements with the customer for a further visit to the customers premises in accordance with the time scales specified in the level of service (or if none are also specified then as soon as reasonably practicable)
- If the customer reports a defect in or malfunction of the equipment outside Mint Security Systems’s normal business hours on any day, then unless otherwise specified in the level of service the report shall be deemed to be made at the beginning of normal business hours on the next business day
- Mint Security Systems shall ensure that its representatives comply with all reasonable safety and security regulations in force at the customer’s premises, which are brought to the attention of Mint Security Systems and such representatives
- In the event of the equipment not being in good working order notice must be made by telephone confirmed in writing or by fax immediately to the appropriate regional office of Mint Security Systems . Mint Security Systems will use its reasonable endeavors to repair and restore the equipment in accordance with the timescales specified in the level of service (or if none are so specified then as soon as reasonably practical)
- Maintenance under this agreement shall include periodic inspection of all equipment and batteries forming part of the equipment and the rectification of all ordinary faults due to fair wear and tear but such maintenance does not include renewal replxement or charging batteries, material in respect of missing, worn out or broken parts, repairs and renewals of any line wiring unless paid for by the customer and unless so paid for the obligation of Mint Security Systems to provide the service shall cease
- In the case of line wiring the customer shall obtain and retain any necessary licenses, way-leaves or permission for attachment for supporting such wiring, and shall pay any rent and expenses in connection with the same and be responsible for any damage that maybe done to property or persons by such wiring
- The equipment shall not in any way be interfered with by the customer. Any alterations or additions to the installation which the customer may require shall be carried out only by Mint Security Systems at the customer’s expense.
- If there is any defect in the equality, nature or condition of parts or materials supplied hereunder or in the event that any failure of such parts or materials to comply with Mint Security Systems’s specification and/or description thereof shall be discovered within 1year of the supply by Mint Security Systems of such parts or materials, Mint Security Systems sole responsibility shall be to repair, or at Mint Security Systems’s option, replace any such parts or materials found to be defective by reason of faulty material or workmanship or failure to comply with such specification and/or description without charge to the customer provided that the equipment has been properly used and operated by the customer in accordance with instructions given by Mint Security Systems to the customer in the use of the equipment, the terms of this agreement and generally accepted practices.
- If in the course of provision of its services hereunder damage to the equipment is directly caused by the negligence of Mint Security Systems its employees or agents Mint Security Systems’s sole responsibility shall be to repair or rectify such damage to the equipment without charge to the customer. Mint Security Systems shall not be liable for any damage to the customer’s premises (including any fixtures or items therein) arising from the provision of its services hereunder unless it is established that the same was directly attributable to the negligence of Mint Security Systems, its employees or agents and the same could reasonably have been avoided
The Customer Undertakes
- To give written notice to Mint Security Systems within a reasonable time and in any event within 30days of any occurrence which might give rise to a claim by the customer against Mint Security Systems under clause 12 and/or clause 13
- To give Mint Security Systems in writing full details of such occurrence as soon as the same can be reasonably be ascertained
- To allow Mint Security Systems and its representatives every facility to investigate such occurrence: Failure by the customer to comply with these undertaking shall absolve Mint Security Systems from any Liability in connection with such occurrences but is without prejudice to any right of Mint Security Systems In relation to any breach by the customer of any such undertakings
- To give two months written notice of termination of contract
Mint Security Undertakes
- Mint Security Systems will not be under no liability under this agreement for any personal injury, death, loss or damage of any kind whatsoever (other than death or personal injury resulting from Mint Security Systems’s negligence or the negligence of its employees or agents) whether consequential or otherwise and Mint Security Systems hereby excludes all conditions, warranties and stipulations, express or implied, statutory, customary or otherwise which but for such exclusions would or might subsist in favour of the customer except that such exclusion will not apply to any implied condition that Mint Security Systems has or will have the right to pass title any parts or materials when title is to pass
- In no circumstances will Mint Security Systems or its employees, agents or sub-contractors be liable for any loss or damage of any kind whatsoever (other than death or personal injury resulting from MintServices’s negligence or the negligence of its employees or agents) whether consequential or otherwise caused directly or indirectory by any negligence or other tortuous act on the part of MintServices or on the part of any of its employees, agents or sub-contractors in connection with or arising out of the manufacture, modification, supply, installation, maintenance, repair or inspection of the equipment or in connection with any advice or statement given or made or not given or made by or on behalf of MintServices.
- Mint Security Systems shall not in any circumstances whatsoever, (whether for negligence, breach of contract, misrepresentation or otherwise) be liable for any indirect or consequential damage or loss of profit
Payment and Termination
- If any amount payable under this agreement shall at any time be in arrears for one month or if the customer shall commit any breach of or fail to observe any of the terms of this agreement Mint Security Systems may forthwith terminate this agreement by the notice in writing to the customer.
- Mint Security Systems shall have the right to terminate this contract upon service of a two month written notice.
- The agreement will also terminate immediately upon service of written notice of termination by Mint Security Systems on the customer on the happening of any one or more of the following: namely, that the customer has suffered or allowed any execution whether legal or equitable to be levied on his/its property or obtained against him/it or is unable to pay its debts within the meaning of section 123 of the insolvency act 1986 or the customer has ceased to trade
- If the equipment is connected to lines or apparatus not included in this agreement Mint Security Systems shall not be notified of a fault until tests have indicated that such fault does not originate in the said lines or apparatus.
- Mint Security Systems shall have the right to charge at its usual rates in respect of the same, should the equipment, without any reasonable justification be reported as faulty.
- Mint Security Systems may adjust the sum payable for the service under this agreement with effect from any anniversary of the commencement date on three months written notice.
- Mint Security Systems shall not be liable for loss, or damage directly or indirectly caused by any delay or failure in performing its obligations under this agreement arising from force majeure which term shall include lightning and other acts of god, industrial disputes (including disputes involving the whole or part of the work force of Mint Security Systems or its sub-contractors) or any cause beyond the reasonable control of Mint Security Systems
- Subject to the provisions of clauses 17 & 18 this agreement will continue until determined by either party giving to the other not less than three months prior notice in writing to terminate such notice expiring on the expiry of the initial period or on any subsequent anniversary of such date
- The cost of bringing the equipment up to the prerequisite Mint Security Systems standard if the equipment was not installed or has not been regularly maintained by Mint Security Systems in which event Mint Security Systems shall within 90 days of the commencement date notify the customer of the chargeable work which Mint Security Systems will undertake to bring the equipment up to the prerequisite Mint Security Systems’s standards
- For chargeable work and for work carried out at the request of the customer or his/its representatives and invoiced by Mint Security Systems (other than the service charge) within 30 days of the date of invoice;
- Any charges relating to the service or equipment levied by any police, fire, telecommunications or other statutory or similar authority
- Value added tax at the prevailing rate from time to time and other payments imposed by or pursuant to statue;
- Interest at 1.5% per calendar month on all sums overdue
- The customer shall:
- At all times keep the equipment in the environmental conditions recommended by the manufacturer of the equipment or as may from time to time be advised in writing by Mint Security Systems; 25.2 not move the equipment from the customer’s premises without obtaining the prior written consent of Mint Security Systems;
- Not move the equipment from the customer’s premises without obtaining the prior written consent of Mint Security Systems;
- Use the equipment only in accordance with such instructions and recommendations relating to the care and operation of the equipment as maybe issued by the manufacture of the equipment or as may from time to time be advised in writing by Mint Security Systems; and
- Not without the written consent of Mint Security Systems, allow any person other than Mint Security Systems to adjust, maintain, repair, replace or remove any part of the equipment
- The customer shall ensure that Mint Security Systems and its authorized representatives have full and free access to the equipment and to any records of its use kept by the customer to enable Mint Security Systems to perform its duties
- The customer shall provide Mint Security Systems with such information concerning the equipment, its application, use, location and environment as Mint Security Systems may reasonably request to enable it to carry out its duties
- The customer shall take all steps as maybe necessary to ensure the safety of any Mint Security Systems’s personnel who visit any premises of the customer
- Mint Security Systems may withdraw the service by notice in writing at any time and disconnect the equipment if the police, fire, telecommunications or other statutory or similar authority withdraws permission for connection of the equipment to their services
- Any modification or additions to the service or equipment required by the police, fire or other authority will be paid for by the customer
- This agreement contains the entire agreement of the parties with respect to the subject matter hereof and shall be governed and construed in accordance with English law.