Service-Terms and Conditions

 

  • Pricing: Quotes are valid for 30 days, unless otherwise noted.
  • Payments: Material will be invoiced upon receipt at either customer location or OSP warehouse. Labor will be progress billed for duration of project unless other payment schedule is agreed to by both parties. Payment is due within 30 days of receipt of invoice.
  • Returns: Returned or unopened items may be subject to a restocking fee.
  • Scope of Work: OSP is only responsible for delivering services and hardware explicitly stated in this proposal. Any additions or deletions to Scope of Work must be in a written and signed agreement between both parties.
  • Installation of System, Delay of Installation, and Interruptions of Service: Client authorizes and empowers OSP to install the system summarized in the Scope of Work. Client agrees that the work of installation shall be performed on weekdays only between the hours of 7:00 a.m. and 3:30 p.m., unless the Client directs otherwise, in which case, the Client hereby agrees to pay OSP any resulting increased cost for installation. Should OSP be forced to subcontract any portion of the installation due to any trade union jurisdiction dispute, the additional cost caused by such subcontracting shall be paid by the Client. Client authorizes use of electrical outlets required and necessary current through his meters, at his expense. Client shall, at his own expense, make any necessary repairs or changes to Client’s premises, as requested by OSP, and access to all needed areas, to facilitate the installation and operation of the system. Any error or omission in the construction or installation of the system must be called to the attention of OSP, in writing, within thirty (30) days after completion of installation. Otherwise, the installation shall be deemed totally satisfactory to and accepted by Client. OSP assumes no liability for delay in installation of the equipment, or for interruption of service due to strikes, riots, floods, storms, earthquakes, fires, power failures, insurrection, interruption or unavailability of telephone service to Client while interruption of service due to any such cause may continue.
  • Limited Warranty (System Purchase): OSP warrants the System to be delivered hereunder to be free from defects in material and/or workmanship for a period of 1 year from the date of original installation unless otherwise stipulated. Upon expiration of such warranty period, or in the event such goods are subjected to misuse, negligence, alteration, improper repair, or are operated contrary to printed instructions, all warranty and liability of OSP shall immediately cease. If within the period of such warranty, the Client promptly notifies OSP of any claimed defect and it appears to OSP that such part or parts are defective, OSP will at its option repair such defective part or parts or replace the same with like or similar part or parts. OSP shall be responsible for all transportation and labor charges relating to installation of any replacement part or removal of a defective part. It is expressly understood that the replacement of such defective part or parts by OSP shall constitute the sole remedy of Client and the sole liability of OSP, whether on warranty, contract, or negligence, and that OSP shall not be liable for any other expense, injury, loss or damage, whether direct, incidental or consequential. No representative of OSP has any authority to waive, alter, vary, or add to the terms hereof without prior approval in writing accepted by an authorized representative of OSP. All implied warranties including implied warranties of merchantability or fitness for a particular purpose, shall not exceed in duration the term of this limited warranty. Only manufacturer’s warranty applies to material. Any used, Owner Furnished or
  • Delinquency & Reconnect Charges, Interest Charges: In the event the payment due hereunder is more than ten (10) days delinquent, OSP may impose and collect a delinquency charge of 1.50% per month (18% per annum), or the highest amount under law, whichever is less, of the amount of the delinquency. Client acknowledges and agrees that the delinquent payment or nonpayment of the amounts due hereunder may be deemed by OSP to be a material breach of contract on the part of Client, and, at OSP’s option, in addition to all other legal remedies available, shall excuse it from further performance under this Agreement, upon the giving of ten (10) days written notice to Client. OSP’s excuse from performance shall not affect its right to recover all amounts owing pursuant to this Agreement including damages from Client or to recover OSP owned equipment from Client’s premises. If the system is deactivated because of Client’s past due balance, and if Client desires to have system reactivated, Client agrees to pay in advance to OSP a reconnect charge to be fixed by OSP in reasonable amount.
  • Default by Client: If the Client fails to make any payment as agreed herein, or becomes insolvent, or makes an assignment for the benefit of creditors, or a petition is filed by or against the Client under the Bankruptcy Act or any amendment thereto, including a petition for reorganization, arrangement or extension, or if any representation, warranty or financial information made or submitted by Client shall be untrue or unperformed in any material respect, or if Client defaults hereunder in any other respect, the entire amount due under this Agreement for the balance of the Agreement period shall become immediate due and payable. In the case of an OSP Owned System, the Client hereby consents, in the event of default or non-renewal of this Agreement, to OSP immediately entering the aforesaid premises or any other premises where the property of said OSP may be located for the purpose of removing the equipment belonging to OSP. Upon the expiration of this Agreement or any renewal thereof, or upon the happening of any other contingency set forth herein, OSP may immediately enter said premises and remove the equipment with or without process of law and without liability for damage to person or property arising out of such entry or taking of possession. Removal of the equipment by OSP shall not be considered to constitute a waiver of any of its rights under the terms of this Agreement, nor shall OSP be liable for any normal damage caused to the premises by installation or removal of its equipment. Client acknowledges and agrees that the equipment of which the system is composed is totally interchangeable with OSP’s inventory, and therefore OSP has no obligation to place or use said equipment in any other system before using any of its other inventory, nor any obligation to account for or credit Client with the value of use of any such removed equipment. OSP shall not be responsible for damages caused to Client’s premises by reason of the removal of the system from Client’s premises.
  • Third Party Indemnification: In the event any person, not a party to this Agreement, shall make any claim, or file any lawsuit against OSP for any reason relating to OSP’s duties and obligations pursuant to this Agreement, including but not limited to the design, installation, maintenance, operation or non-operation of the system, Client agrees to indemnify, defend and hold OSP harmless from any and all claims and lawsuits, including the payment of all damages, expenses, costs and attorney’s fees, whether these claims be based upon alleged intentional conduct, active or passive negligence, express or implied contract or warranty, contribution or indemnification, or strict or product liability on the part of OSP, its agents, servants, assigns or employees. This Agreement by Client to indemnify OSP against third party claims as hereinabove set forth shall not apply to losses, damages and liability resulting in injury or death to third persons or injury to property of third
  • Limitation of Liability: Neither party shall be liable to the other for any indirect, incidental, special, or consequential damages (including, without limitation, damages for interruption of services, loss of business, loss of profits, loss of revenue, loss of data, or loss or increased expense of use), whether in an action in contract, warranty, tort (including, without limitation, negligence), or strict liability, even if the parties have been advised of the possibility of such liabilities. OSP shall be responsible for the problems that occur as a result of the use of any 3rd party material, equipment, or labor. In no event shall the amount either party may recover under the contract documents exceed the total payments made by the client to OSP in the twelve (12) months immediately preceding the occurrence of the event giving rise to such liability. The limitations set forth in this section shall not apply to personal injury or damage to tangible property caused by the willful misconduct or gross negligence of either party.
  • Confidential and Proprietary Information: Each party agrees that all business, technical, and financial information it obtains from the disclosing party constitute the confidential property of the disclosing party. Except as may be necessary to perform its obligations under the Contract Documents, the receiving party will hold in confidence and not use or disclose of any of the disclosing party’s confidential information. Any design, templates, schematics, processes or technical information provided by OSP shall be deemed Confidential Information and proprietary information of OSP without any marking or further designation.
  • Legal Fees: In the event that OSP is required to commence any legal proceeding for the collection charges contained in an invoice, the enforcement of the terms and conditions, or any other proceeding necessary to enforce any right of OSP resulting from our business relationship, the Client shall be liable for all costs and expenses associated with such litigation, including reasonable attorney’s fees.