This hardware sale and installation agreement sets out the terms and conditions where one party agrees to sale hardware and installation of the same services to a customer in respect of certain computer hardware or equipment. The provider agrees to provide preventative maintenance services during service hours at intervals necessary to keep the equipment in good working condition and remedial maintenance services when notified that the equipment is inoperative. In particular, the document covers sale, installation, maintenance charges, exclusion from maintenance, customer obligations, limitations of liability, confidentiality and termination.
What are Hardware Contracts?
As the name implies such contracts related to the hardware i.e. the issues dealing with the selling, marketing, distribution, installation servicing/maintenance of computers. In other words they are concerned with various activities connected with the machine and the related items of a computer are generally called hardware. Just like any tangible property hardware can be subjected to various transactions like lease, sale etc. Software Contracts or installation contracts: Such contracts refer to the computers programs or any software which is installed to activate the hardware soled. There are various activities revolving around installation program to a hardware for e.g. the said hardware is a computer which requires developing/ writing the program, marketing that particular program, issuing licenses to use such programs etc. directions issued to the computer (hardware) to function in a particular manner. We can broadly classified software in to 2 broad heads namely applications software and operating systems. Applications software performs all the specialized tasks that computers are used for: for e.g. video editing, animating, computer aided design, airline and railways reservation, email, chat, etc An operating system termed as ‘Operating system’ program that, manages all the other programs in a computer or hardware attach. An operating system should be present with all the technical goods or for e.g. computer which will control various function of the hardware and allocates various resources of the computer or a specific technical hardware.
Essential Of Drafting A Hardware Contract:
Sale and installation, More often than not a hardware contract is for the delivery of machines (computers), these machines can be easily ascertained by referring to a distinctive code no. which is normally printed in the machine along with a model name or number. Such contracts may be for a complete computer system, or parts of such systems. Such contracts can envisage various payment options like outright sale, rental, lease etc. In such contracts, the manufacturer can enter into an agreement with the end user, or he can enter into a contract with another who can act as a supplier to end users. The place of installation of the machine is very important in such contracts because the place of installation can influence the delivery, freight charges etc. Normally in outright sales delivery is made immediately on signing the contract. The duty of the manufacturer/supplier of the machines/hardware is to assemble the components, thoroughly test it, and safely transport and deliver the machines to the premises of the buyer.
Normally a buyer may also require the supplier to test the machines/hardware after the machines are installed at the buyer’s site before accepting the machines and making the payment. Initially when the machine is ready the manufacturer/supplier will invite the customer to visit the manufacturer’s office to see the tests, which are carried out on the machine. After such tests are carried out the machines are shipped to the premises of the customer and installed at the places earmarked for keeping the machine/computer. Thereafter the manufacturer/ supplier’s engineers perform some standard tests in the presence of the customer’s technical team. Once such a test is performed satisfactorily at the installation site the customer shall accept the machine and the purchase price shall be paid immediately. Just like any other equipment, the defects/ damages of a machine /computer will become noticeable only after a period of long usage; so the manufacturer/supplier shall guarantee such machine, for a limited period against faulty workmanship, materials etc. This period can range from 6 to 24 months. Generally customer/buyer has the following duties: (1) To pay the price stipulated in the contract; (2) To prepare the installation site; (3) To take care and maintain the machine. Generally manufacturer/supplier has the following duties: (1) To deliver the computer specified in the contract in working condition; (2) To ensure confidentiality with respect to the information supplied by the client. (3) Just as in any other sale the title to the machine pass to the customer/ buyer after the final payment.
How To Draft A Hardware Sale And Installation Agreement?
Hardware sale and installation agreement should contain the specific day in which it was made and between the parties who aggress to sell and other party who aggress to purchase. Party full description should be given along with their full address, profession as well as their place of business. An agreement should consist of definitions of the technical words used under the agreement it must also include details about product and services and the mood of payment of price by the customer. The next important aspect which is required while drafting the agreement is to include the title and the risk factors next important date of delivery of machine and the location at which it has to be installed along with the detail information and access about it. Agreement can also include the pre-delivery test before the delivery on special request if so made and rights related to it. Next are delivery date and installation as well as Post –delivery tests. Agreement should also include force majeure in simple terms delays caused beyond reasonable control.
Next clause should be in case of Customer’s default what would be the effect or in case of Cancellation or Termination. Next clause can mention about the Seller’s warranties about the hardware machine and it should also include the major proportional clauses as about its maintenance, its Liability, Governing Law as well as whom to be approached for Disputes settlement, and at the last witness clause and The Schedule.
Registration although such a sale deed is accompanied by delivery of possession the sale would be effective in spite of non registration. An unregistered sale deed may be used as evidence of the character of possession for 12 years possession under unregistered sale deed whatever value will create title by adverse possession. Stamp duty on a sale deed is chargeable under Art. 23 Schedule I of the stamp act. The duty is chargeable and valorem.
Sample Draft
HARDWARE SALE AND INSTALLATION AGREEMENT
HARDWARE SALE AND INSTALLATION AGREEMENT
THIS AGREEMENT is made at 17th this 06 day of 2004
BETWEEN
(1) M/s Lafarge Electro India Limited, a Company incorporated under the Companies Act 1956 (India) and having its administrative office at C-FF-1A, Dilkush Industrial Estate, (Opp. Hans Cinema, Azadpur), G.T Karnal Road, Delhi 110 033 (herein after called “the SELLER”, the expression unless repugnant to the context or specifically exempted shall include its successors and permitted assigns) of the one part.
AND
(2) National Cotton Center, a Society registered under the Societies Registration Act (XXI of 1860) having its administrative office at Bungalow No.S-98, Near Iskon Temple, Satellite Complex, Ashram Road, Ahmedabad 380015 (herein after called “the CUSTOMER”, the expression unless repugnant to the context or specifically exempted shall include its successors and permitted assigns) of the other part.
The SELLER and the CUSTOMER are together called PARTIES.
WHEREAS the SELLER has agreed to sell and install certain computer equipment for the CUSTOMER upon the terms and conditions hereinafter contained.
NOW IT IS AGREED BETWEEN THE PARTIES HERETO AS FOLLOWS: -
- The M/s Lafarge Electro India Limited agrees to sell and the CUSTOMER agrees to buy the machine and equipment, the particulars of which are given in the Schedule hereunder written and which is useful in the manufacture of Computer equipments and which goods the Company desires to manufacture.
2. Products and services to be provide
(2.1) The SELLER hereby agrees to sell the Equipment to the CUSTOMER free from any encumbrances; deliver the Equipment to and install it at the Location on the Delivery Date; provide the other services hereinafter described upon the terms and conditions hereinafter contained.
(2.2) Floppy discs, CD-ROMs, stationery, printing cartridges and similar accessories shall not be supplied free as part of the Equipment.
3 Price and Payment Terms
(3.1) Customer agrees to pay the prices for the hardware (“Hardware”) and installation services (“Installation Services”) described on the Proposal and the License fees for the SELLER software (“Software”) described on the Proposal, as specified in the Proposal (collectively, the “Price”). If SELLER invoice is not paid in full by Customer when due, SELLER retains a purchase money security interest in any Hardware ordered to secure timely and complete payment by Customer under this Agreement. M/s Lafarge Electro India Limited will have all rights of a secured party under the applicable version of the Uniform Commercial Code and may file a copy of this Agreement as a financing statement at any time.
(3.2) The Price and any extra charges payable under this Agreement are exclusive of Taxes which shall be paid by the CUSTOMER at the rate and in the manner for the time being prescribed .y laws of the Republic of India.
(3.3) Any charges payable by the CUSTOMER under this Agreement in addition to the Price shall be paid within 3 days from the Commissioning date.
(3.4) If the CUSTOMER defaults in making any payment under this Agreement, upon the expiry of 7 days from the date on which payment becomes due, the SELLER may charge interest on such sum on a day to day basis from the date or last days for payment thereof to the date of actual payment (both days inclusive) at the rate of 18 per cent from time to time in force compounded half yearly. The CUSTOMER shall pay such interest on demand from the SELLER. This is without prejudice to the SELLER’s other rights and remedies.
4. Title and risk
(4.1) The ownership of the Equipment shall pass to the CUSTOMER upon payment in full of the price mentioned in this Agreement and any other sums that may then be due under this Agreement.
(4.2) Once the Equipment is installed at the location of the CUSTOMER the risk in the Equipment shall pass to the CUSTOMER and accordingly the CUSTOMER shall be liable for insuring the Equipment against all normal risks with effect from the time risk passes.
(4.3) The Copyright, Patent, Trade Mark or other intellectual property rights in the Essential software are owned the Software Owner and have been licensed to the SELLER.
(4.4) The SELLER shall discharge its obligations under this Agreement on the following terms and conditions:
(a) The CUSTOMER is purchasing the media on which such Essential Software is recorded or embedded only.
(b) Nothing contained in clause 4 (4) shall be construed as an assignment or transfer of any copyright, design right or other intellectual property rights in such Essential Software, all of which rights are owned by the Software Owner duly licensed to the SELLER.
(c) Except as provided by Clause 4 (4)(e), the SELLER hereby grants to the CUSTOMER a non-exclusive and non-transferable licence, to use such Essential Software in the form in which it is embedded in the Equipment on the delivery date for use in conjunction with other parts of the Equipment on the condition that the Equipment shall be used for its intended purpose only.
(d) The CUSTOMER shall not rent, lease, sub-licence, copy, modify, adapt, merge, translate, reverse engineer, decompile, disassemble or create derivative works based on the whole or any part of such Essential Software or any part thereof in any manner.
(e) The CUSTOMER shall be entitled to transfer the benefit of the licence granted pursuant to clause 4 (4)(c) to any purchaser of the Equipment on the condition that the purchaser gives in writing before making such purchase to be bound by the terms of clause 4 (4) including the provisions of this paragraph (e). The Licence shall automatically terminate forthwith in case the purchaser does not accept such terms.
(f) The Licence shall remain effective without any limitation in time unless it is terminated in accordance with paragraph (e) or until the CUSTOMER shall terminate it by erasing or deleting such Essential Software. The Licence shall also terminate forthwith automatically if the CUSTOMER fails to abide by the terms of clause 4 (4) of this Agreement. In case of such termination of the Licence, the CUSTOMER shall delete or otherwise destroy such Essential software and issue the SELLER, a written statement certifying that the Essential software has been destroyed.
(4.5) The price includes the right for the CUSTOMER to use the Essential software in terms of sub -clauses (3) and (4).
5. Location preparation
The SELLER shall in advance inform the CUSTOMER of the date of delivery of the Equipment and provide all assistance to enable the CUSTOMER to prepare the most suitable Location for the installation of the Equipment and for this purpose the SELLER shall depute a qualified technical person, free of charge, to advise the CUSTOMER. The CUSTOMER shall get the location ready, at its own expense and provide the required environmental and operational conditions prior to delivery
6. Information and access
(6.1) The CUSTOMER shall provide the SELLER promptly with any information, which the SELLER may reasonably require to carryout the performance of this Agreement without any delay.
(6.2) The CUSTOMER shall, for the purposes of this Agreement, provide to the authorized personnel of the SELLER during normal working hours full and safe access to the Location along with sufficient working Space and such other facilities as any be needed for the installation of the Equipment.
7. Pre-delivery tests
(7.1) The SELLER shall carryout standard works tests (hereinafter called TESTS) on the Equipment before delivery to the CUSTOMER, the results of which shall be given to the CUSTOMER on request, along with a certificate that the Equipment has passed the same.
(7.2) The CUSTOMER or its authorized representative may witness the TESTS. The SELLER shall give the CUSTOMER at least 10 day’s written notice of the date and time at which the SELLER intends to carry out the Tests. The SELLER reserves the right to proceed with the TESTS without the CUSTOMER in case the CUSTOMER fails to attend the TESTS at the time and place specified in the notice.
8. Delivery
(a) When the Delivery Date is due the SELLER shall deliver the Equipment to the Off-Loading Point and then move the equipment to the Location.
(b) If the Equipment requires any removal of doors, widening of entrances or any other structural work of any description for the purpose of moving the Equipment from the Off-Loading Point to the Location, such work shall be undertaken by the CUSTOMER at its own expense prior to delivery.
(c) In the event of SELLER providing any special equipment, manpower or works necessary to move the equipment from the off-Loading point to the Location, the CUSTOMER shall reimburse the SELLER the reasonable costs incurred for doing so.
(d) All Products are deemed accepted ten (10) days after delivery unless Customer provides written notice of claims for shortages or errors to SELLER within such time period, which notice shall include a list of all apparent damage or shortages on the carrier copy of the delivery receipt.
9. Installation Service
Lafarge Electro warrants that for a period of six (6) months after the Installation Services are performed (i) such Installation Services will substantially conform to the description of such Installation Services as stated on the Proposal, and (ii) the Services will be performed in a good and workmanlike manner. If Customer notifies Lafarge Electro that an Installation Service is not in conformance with this limited warranty during the six (6) months warranty period, Lafarge Electro will, without charge to Customer (i) re-perform the Installation Service so that it conforms to this limited warranty, or (ii) at the sole discretion of Lafarge Electro, return Customer’s payment for that portion of the Installation Service and terminate all other obligations under this Agreement as to that specific Installation Service, with such remedy being the sole and exclusive remedy of Customer for breach of this warranty.
10. Post-delivery tests
(10.1) Not more than 10 days from the date of installation of the Equipment the SELLER shall, subject the Equipment to the seller’s common installation tests (hereinafter called ‘INSTALLATION TESTS’) to make sure that the Equipment and every part thereof is in full working condition. Upon customer’s request, the SELLER shall supply the CUSTOMER copies of the specification and results of the INSTALLATION TESTS.
(10.2) If any part of the Equipment fails to pass the INSTALLATION TESTS then, the INSTALLATION TESTS shall be repeated on such part of the Equipment within a reasonable period of time and if any part of the equipment fails to pass the second INSTALLATION TESTS, the SELLER shall, upon request made by the CUSTOMER, replace such part of the Equipment.
(10.3) The CUSTOMER or its Authorized representative reserves the right to witness the INSTALLATION TESTS. The SELLER shall give the CUSTOMER at least 48 hours written notice of the date and time at which the SELLER intends to carry out the INSTALLATION TESTS. The SELLER reserves the right to proceed with the INSTALLATION TESTS without the CUSTOMER in case the CUSTOMER fails to attend the TESTS at the time and date specified in the notice.
11. Acceptance
The CUSTOMER shall accept the Equipment after the Equipment and every part thereof has passed the INSTALLATION TESTS and the CUSTOMER shall, sign an Acceptance Certificate as given in the Annexure.
12. Force Majeure
Notwithstanding anything contained in this Agreement, neither party shall be responsible for any delay in performing its part hereunder in case such delay is caused by circumstances beyond its reasonable control provided the party so delaying promptly notifies the other party in writing of the reasons for the delay. Such party’s obligations shall be suspended during the term that the said circumstances continue and such party shall be given a reasonable extension of time for performance taking into account the period of delay. Except where such delay is a result of an act or omission of the other party: (12.1) any costs arising from such delay shall be borne by the party incurring the same; (12.2) in case such delay persists for more than 45 days, either party reserves the right to terminate this Agreement forthwith to the other in which event neither party shall be liable to the other reason of such termination except that the CUSTOMER shall pay the SELLER a reasonable amount with respect to any work done before such termination and for that purpose the SELLER reserves the right to deduct such sum from any amounts previously paid by the CUSTOMER under this Agreement.
13. Customer’s default
In case the SELLER is prevented from performing its duties under this Agreement by reason of any act or omission of the CUSTOMER which is not covered by clause 14, then the SELLER reserves the right to charge from the CUSTOMER all reasonable costs, expenses and losses sustained or incurred by the SELLER as a result which may include, without limitation, the cost of storage and insurance of the Equipment. The SELLER shall promptly give in writing a notice to the CUSTOMER of any claim, which may arise under this Clause, by giving the necessary details of such act or omission.
14. Cancellation
The CUSTOMER may cancel this Agreement, for any reason not falling under Clause 15, in respect of all or any part of the Equipment, by giving 20 days written notice prior to the Delivery Date and paying the SELLER cancellation charges: of a sum equal to 7.5 per cent of the price of the equipment cancelled.
15. Termination
(15.1) This Agreement may be terminated forthwith by either party by giving notice in writing to the other if the other party shall have a receiver or administrative receiver appointed or shall pass a resolution for winding up, or a court of competent jurisdiction issuing an order to that effect, or shall enter into any voluntary arrangement with its creditors or shall cease or threaten to cease to carry on business.
(15.2) Any termination under sub-clause (1) shall discharge the parties’ from further obligations under this Agreement and in the case of a termination by the SELLER shall entitle the SELLER to enter any of the customer’s premises and take back any of the SELLER’S equipment and materials and also to be paid a reasonable amount for any work carried out by it prior to such termination and in the case of a termination by the CUSTOMER shall entitle the CUSTOMER to be repaid forthwith any amount previously paid under this Agreement, whether paid by way of a deposit or otherwise, and to recover from the SELLER the amount of any loss or damage sustained or incurred by the CUSTOMER as a consequence of such termination.
(15.3) Notwithstanding the termination of this Agreement, accrued rights or duties of either party shall remain unaffected. The termination shall have no effect on the coming into force or the continuance in force of any provision hereof which is expressly or by implication intended to come into or continue in force on or after such termination.
16. Seller’s warranties
(16.1) (a) The SELLER warrants that the Equipment shall be free form defects in materials, workmanship and installation for a period of 18 months after the Commissioning Date (’the Warranty Period’). (b) In the event of a breach of the said warranty the CUSTOMER shall issue a written notice regarding the such breach to the SELLER who upon receiving such notice shall at its own expense and within 5 days after receiving such notice, repair or, at its option, replace the Equipment or such parts of it as are defective or otherwise rectify such defect provided that the SELLER shall have no liability or duty under the said warranty unless it shall have received written notice of the defect in question during the Warranty period. The legal and beneficial ownership of the Equipment or any defective parts shall revert to the SELLER upon the replacement of the Equipment or such defective parts whereupon the legal and beneficial ownership of the replacement equipment or parts shall vest in the CUSTOMER. (c) The SELLER shall have no liability or duty as per the said warranty other than to rectify breaches thereof by the provision of materials and services within 5 days and without charges to the CUSTOMER. If the SELLER fails to discharge the said obligations the SELLER’s shall be liable only to pay a sum equivalent to the price of the equipment or such parts as the case may be. The SELLER shall not be liable, whether in contract or tort, with respect to defects in the Equipment notified to it, without prejudice to liability under Clause. (d) The said warranty shall not apply in case the CUSTOMER does not use the Equipment in a proper manner and if any part of the equipment has been modified, altered or repaired by any person other than the representative of the SELLER. Said warranty shall not apply if repairing is needed because of reasons other than ordinary use including without limitation accident, hazard, misuse or failure or fluctuation of electric power.
(16.2) The SELLER does not warrant that the Equipment is suitable for any particular function unless the CUSTOMER conveys that function to the SELLER in writing and the SELLER confirms in writing that the Equipment shall be suitable for that particular function.
(16.3) The SELLER does not give any warranty that the Equipment shall achieve any specific performance standard unless: (a) the SELLER has specifically guaranteed such standard in writing subject to specified tolerances in an agreed sum as liquidated damages; and (b) the environmental conditions stipulated by the SELLER are provided.
(16.4) With the exception of conditions and warranties specified by The Sale of Goods Act 1930, the express terms of this Agreement are in lieu of all warranties, obligations, conditions, terms, duties, and undertakings implied by statutory law, common law, trade usage, custom, course of dealing or otherwise, all of which are hereby excluded to the maximum extent permitted by law.
17. Confidentiality
Each party shall treat as confidential all facts/data/information obtained from the other as a result of this Agreement and shall not disclose such facts/ data /information to any person without the other party’s prior written consent. This Clause shall not apply to any facts/information/data, which was legitimately possessed by such party prior to the signing of this Agreement or which forms part of public domain or shall become so at a future date, otherwise than as a result of a breach of this Clause, or which is trivial or obvious. Each party shall ensure that its employees, including sub-contractors, comply with the provisions of this Clause. The foregoing obligations as to confidentiality shall survive any termination of this Agreement.
18. Operating manuals and training
(18.1) The SELLER shall provide the CUSTOMER with 3 copies of operating manuals containing adequate information, which shall enable the CUSTOMER to operate the Equipment in a proper manner. Additional copies of operating manuals shall be provided to the CUSTOMER, on request, for which the SELLER may charge a reasonable fee.
(18.2) The SELLER shall train the customer’s staff to use the Equipment as set out in the schedule. If the customer’s staffs require any additional training the SELLER shall provide such training in conformity with its standard scale of charges applicable.
19. Removal of labels
The CUSTOMER shall not change, take off, alter or remove any labels, name plates, insignia, lettering or other markings which are on the Equipment at the time of installation thereof.
20. Maintenance
The parties shall enter into a maintenance agreement on the Commissioning Date in respect of the Equipment in the form of the draft annexed hereto.
21. Intellectual property rights indemnity
(21.1) The SELLER shall indemnify the CUSTOMER on demand, against all claims, costs, demands, allegations, charges, expenses and liabilities of whatsoever nature arising out of or in connection with any claim that the normal use or possession of the Equipment infringes the intellectual property right, including without limitation any patent, copyright, registered design, design right or trademark of any third party, subject to the following condition:
(a) the CUSTOMER shall forthwith intimate the SELLER in writing of any allegations of infringement of which it has notice and shall not make any admissions without the seller’s prior written consent.
(21.2) The indemnity under sub-clause (1) above shall not be applicable in case the infringement is a result of the use of the Equipment or any part thereof in conjunction with any equipment and for computer programs not sold, supplied or authorized by the SELLER for use with the Equipment.
(21.3) If a Court of competent jurisdiction delivers any judgment to the effect that customer’s normal use or possession of the Equipment constituted an infringement of a third party’s intellectual property rights then the SELLER shall promptly and at its own expense:
(a) obtain on behalf of the CUSTOMER the right to continue using and possessing the Equipment; or
(b) without deviating from its overall performance, replace the Equipment so as to avoid the infringement and also reimburse the CUSTOMER for the amount of any direct loss incurred by the CUSTOMER during such replacement or remove the Equipment from the Location and refund the price to the CUSTOMER.
22. Limitation Liability
(22.1) The SELLER shall indemnify the CUSTOMER on demand, against any loss, destruction or damage to any property or injury to or death of any person caused by any negligent act or omission or willful misconduct of the SELLER, its employees, agents or sub-contractors or by any defect in the design or workmanship of the Equipment. .
(22.2) The CUSTOMER shall indemnify the SELLER on demand against, any loss destruction or damage of or damage to any property or injury to or death of any person caused by any negligent act or omission or willful misconduct of the CUSTOMER, its employees, agents or sub- contractors.
(22.3) Notwithstanding anything contained in this Agreement the SELLER shall not be liable to indemnify the CUSTOMER for loss or profits or contracts to other indirect or consequential loss whether arising from negligence, or breach of contract.
(22.4) The SELLER shall not be liable to the CUSTOMER for any damage! destruction/loss of computer programs and/or data, arising out of any failure or lapse on the part of the CUSTOMER to follow the best computing practices.
23. Entire agreement
This Agreement supersedes all prior arrangements, agreements, and understandings entered between the parties relating to the subject-matter hereof. Any addition to or modification of any provision of this Agreement shall be binding only if the said addition or modification be made by a written instrument signed by a duly authorized representative of each of the parties.
24. Assignment
Except as specifically provided in this Agreement, neither party shall assign or otherwise transfer this Agreement or any of its rights and obligations hereunder whether in whole or in part without the prior written consent of the other.
25. Sub-contracts
The SELLER shall not, without the prior written consent of the CUSTOMER enter into any sub-contract with any person for the performance of any part of this Agreement provided that his provision shall not apply to:
(a) the purchase by the SELLER of equipment and materials; and (b) the sub-contracts (if any) specified in the schedule.
The SELLER shall be liable for all of its obligations under this Agreement notwithstanding any sub-contract by the SELLER for the performance of any part of this Agreement.
26. Notice
All notices which are required to be given hereunder shall be in writing and shall be sent to the address of the recipient set out in this Agreement or such other address in India as the recipient may designate by notice may be delivered personally or by express courier or facsimile transmission and shall be deemed to have been served if by hand when delivered, if by express courier 48 hours after posting and if by facsimile transmission when dispatched.
27. Governing Law
The Agreement shall be governed by and construed in accordance with the Laws of the Republic of India.
28. Disputes settlement
All disputes and claims arising out of or relating to this Agreement shall be submitted to binding arbitration pursuant to the Commercial Arbitration Rules of the Indian Arbitration Association (the “ICA”). Each party shall name one arbitrator and the arbitrators so named shall select a third arbitrator. The arbitration shall be conducted exclusively in New Delhi, INDIA. The provisions of the Arbitration and Conciliation Act 1996 shall govern arbitration. The award of arbitration shall be binding and final.
29. Severability
In case the whole or any part of any provision term of this agreement is deemed to be illegal or unenforceable the other provisions of this Agreement and the remaining part of the provision in question shall remain in full force and effect.
30. Survival
The clauses of this Agreement, intended to survive the termination of this Agreement shall continue to remain in full force and effect after such termination.
THE SCHEDULE
Attachment A: Devices Included and excluded
|
INCLUDED: (The following devices are eligible for installation with this Service): |
|
|
Internal:
|
External: |
|
3.5 in Drives |
Digital Camera |
|
Bluetooth and Infrared communication devices |
External Hard Drive(s) Game pad |
|
CDROM |
External Zip Drive |
|
CD-RW |
Game pad |
|
DVD |
Hard Drive(s) |
|
DVD-RW |
Joystick |
|
Memory |
Keyboard |
|
Modem(s) |
LCD Television as monitor |
|
Non-wireless Network Cards |
Monitor |
|
Notebook Batteries |
Mouse |
|
PCI Controller card(s) |
MP3 player |
|
PCI Firewall card(s) |
Notebook Docking Station |
|
PCI Sound card (s) |
Optical Drives |
|
PCI USB card(s) |
Printer |
|
PCI Video card(s) |
Scanner |
|
Processors |
Speaker |
|
SCSI card |
|
|
Secondary Hard Drive |
|
|
Sound card (s) |
|
|
Tape Drive |
|
|
Video card (s) |
|
|
Zip Drive |
|
|
NOT Included: (The following devices will NOT be eligible for installation with this Service): |
|
|
Internal: |
External: |
|
Software |
LCD Television as TV |
|
|
Plasma TV |
|
|
Network Switches |
|
|
Wireless Routers |
|
|
DVRs |
|
|
Satellite TV |
|
|
Wall Mounting |
On site of hardware installation National Cotton Center, a Society registered under the Societies Registration Act (XXI of 1860) having its administrative office at Bungalow No.S-98, Near Iskon Temple, Satellite Complex, Ashram Road, Ahmedabad 380015
Model for installation - V 2.3 * 100 pieces
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be signed by their respective duly authorized representatives.
Customer SELLER
Director For Managing Director for
National Cotton Center M/s Lafarge Electro India Limited
1.
NAME: Mr. Rubby Hurdel
SIGNATURE
2.
NAME: Mr. Harry Timberlake
SIGNATURE
Reference:
- Datta C.R, De Souza’s, Convincing, Easter Law House, 13th Ed
- Gopal Shiv, Conveyancing, Precedent and Form, 6th Ed, Eastern Book Company, 2005
- Mogha L, Law of Pleading in India, 17th Ed, Eastern Law House, 2006
