Payments are due on the first day of every month to be applied toward the proceeding month's services (ex: Jan 1 st payment will be applied toward services received for January). To avoid disruption of services, please ensure your account is kept current.
1. MONTHLY PAYMENT. Customer shall pay Company on the first day of each month the monthly
amount set forth in the electronic invoice commencing on the first day of the month following
Unit delivery and/or installation. (i.e. electronic invoice sent in January for month of February
and due on February 1st)
2. TERM AND TERMINATION. This Agreement shall be for a term of no less than twenty four (24)
months and shall automatically renew on a month to month basis thereafter unless terminated
by either party with a thirty (30) day written notice.
3. MAINTENANCE. Company shall support the Customer during the term of this Agreement.
Once installed, it shall be the Customer’s responsibility to ensure that the devices remain installed
and functional. Any further service calls after installation shall be charged at the then current
rate.
4. REPRESENTATIONS AND WARRANTIES. The Units carry the standard Manufacturer products
warranty over the initial term as long as the Customer’s account is not in arrears. Manufacturer
makes no other representation or warranty, express or implied, legal, statutory, customary or
otherwise in respect to the Units, including but without limitation the merchantability, condition,
design, operation or fitness for purpose of use thereof or its freedom from liens and
encumbrances. If the Units are not properly installed, or tampered with any way, the standard
manufacturer’s warranty will not apply and Customer shall replace the Units with new Units
purchased from Manufacturer. It is the Customer’s responsibility to validate that the devices are
functioning at the time of installation. Any devices that are non-functioning at the time of
installation may be caused by vehicle diagnostic information. Customers are instructed to
contact Company to report any warranty or troubleshooting concerns. Customer is responsible
for all fees associated with execution of warranty process and Unit replacement regardless of
issue. Users of the Manufacturer will accept and abide by the end user license agreement
including terms and authorized proper use of cellular services.
5. LAWS AND TAXES. Customer shall comply with all governmental laws, regulations and orders
relating to this Agreement, the Units and their use and agrees to pay when due all license fees,
assessments and all taxes, including but not limited to sales, goods and services, property,
excise, and other taxes now or hereafter imposed by any federal, province, municipal or other
taxing authority upon this Agreement or and Units.
6. DEFAULT. Customer is in default under this Agreement if: (i) Customer fails to pay any payment
or other amounts payable hereunder within thirty (30) days of the due date thereof; (ii)
Customer fails to perform or observe any covenant, condition or agreement to be performed or
observed hereunder and such failure continues for a period of twenty (20) days; (iii) any
representation or warranty made by Customer herein or in any document or certificate furnished
to Company in connection herewith or pursuant hereto is incorrect at any time in any material
respect; or (iv) Customer becomes insolvent or bankrupt or makes an assignment for the benefit
of creditors or consents to the appointment of a trustee or receiver, or a trustee or receiver is
appointed for Customer or for a substantial part of its property without its consent. If a default
occurs, Company in its absolute discretion may, without notice to Customer or Customer, (a)
cancel any related service to Customer.
7. NOTICES. Any notices and demands require to be given herein shall be given to the parties in
writing and by US mail at the address herein set forth, or to such other address as the parties may
hereafter substitute by written notice given in the manner prescribed in this section. Company
and Customer hereby agree that all documents, including this Agreement, sent by facsimile of
other means of electronic transmission to the other party shall be considered to be original
documents.
8. CHARGES. Customer shall pay to the Company a late charge of ten dollars ($10.00) per unit
per month for each month or part thereof for which a monthly Payment or other sum payable
hereunder shall be delinquent together with interest on any and all delinquent payments and 2 Confidential amounts in default from the date thereof until paid in full at the rate of 24% per annum calculated monthly.
9.CONFIDENTIAL INFORMATION.
"Confidential Information " means either party's business and/or technical information, pricing,
discounts, volume of business and any other information or data. Each party will protect the
secrecy of all Confidential Information received from the other party with the same degree of
care as it uses to protect its own Confidential Information. Neither party will use or disclose the
other party's Confidential Information except for the purpose of performing obligations under this
Agreement.
10. MISCELLANEOUS. This Agreement shall be governed by the laws of the jurisdiction of which
the Units were originally delivered to the Customer. Time is of the essence with respect to this
Agreement. No modifications, amendments or variations shall be effective or binding unless
agreed to in writing and properly executed by the parties. This Agreement shall be binding upon
and inure to the benefit of the parties hereto, their permitted successors and assigns. A facsimile
or scanned electronic copy of this Agreement with facsimile or scanned electronic signature(s)
will be treated as an original and will be admissible as evidence of this Agreement. Any provision
of this Agreement which is unenforceable in any jurisdiction shall, as to such jurisdiction, be
ineffective to the extent of such prohibition or unenforceability without invalidating the
remaining provisions hereof and any such prohibition or unenforceability in and jurisdiction shall
not invalidate or render unenforceable such provisions in any other jurisdiction. To the extent not
prohibited by law. Customer hereby waives the benefit of all provisions of any law, statute or
regulation which would in any manner affect Manufacturer’s rights and remedies hereunder. By
reference, this Agreement shall adhere to the same Terms and Conditions as contained in the
End User Terms and Conditions..
