Sensor Usage Terms and Conditions

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3. ® Effective February 17 th 2021 Page 3 of 7 LR - 103 - A - 0. 0 7 ChemDAQ Inc. • 300 B usine ss Center Drive , Suite 330 • Pitt sburgh, PA • 15205 phone 412.787.0202 • fax 412.788.2526 For customers with Fixed T erm s ensor usage agreements, t h e Sensor Usage Agreeme nt term is as stated on the Quote, Invoice or Sensor Usage and Extended War ranty Form. In addition, the following conditions apply to the Fixed Term senso r usage agreements. a. Sensor U sage Payment: Customer agrees to pay the Sensor Usage Agreement fee for t he entire term of the Sensor Usage Agreement, payment to be made within 30 days of receipt of an undisputed invoice . b. Non - Renewal of the Sensor Usage Ag reement : If the Customer noti fies ChemDAQ of the Customer’s intent not to renew the Sensor Us age Agree ment, the Custome r shall return the sensors to ChemDAQ within 10 business d ays of the termination of the Sensor Usage Agreement if Customer site is locate d within the United States and 15 business days if the Customer site is loca ted outside the United Sta tes, otherwise the Customer agrees to pay the ‘lost sensor’ fee . For c ust omers with ‘ PPX sensor usage agreements ChemDAQ will provide a quote for the PP X service and then ChemDAQ will ship sensors upo n receipt of a purchase order . The t ime interval will depend o n sensor type but is most commonly four months. ChemDAQ will period ically supply factory calibrated sensors to the customer at a frequency determi ned by ChemDAQ bas ed on the types of sensor employed and information about the Cus tomer’s location. The cust omer may terminate the sensor usage agreement upon 90 days notice, an d the termination becomes effective upon the return of the sensors to ChemDAQ, or notification to ChemDAQ t hat the sensors , and the appropriate lost sensor fees have been paid. 9. S ensor Condition: The sensors are designed to be operational almost immed iatel y upon installation in the gas monitor; however , there is a small risk that sen sors m ay be damaged during shipment. It is the Customer ’s responsibility to determine the condition of the sensor(s) upon receipt of any sensors and report any deficiencie s to ChemDAQ promptly . Sensor Shipment: Scheduled shipments of sensor(s) will be ma de after contact has been made with a responsible person at the Customer’s facility. The responsible person is designated by the Customer and is usually the perso n who will be p erforming the sensor exchange and returning the o ld sensor(s) .

5. ® Effective February 17 th 2021 Page 5 of 7 LR - 103 - A - 0. 0 7 ChemDAQ Inc. • 300 B usine ss Center Drive , Suite 330 • Pitt sburgh, PA • 15205 phone 412.787.0202 • fax 412.788.2526 ship ping requirements, th e Customer will be responsible for any damage that occurs to the P roducts during shipping. For Products returned under a Returned Material Authoriza tion (RMA) numbe r, the RMA number must be prominently vis ible on the outside of the pack age returned to Chem DAQ . d. Loaner equipment may be provi ded when necessary to minimize down time due to repairs. Following the Customer’s receipt of the repair ed equipment, the loaner e quipment must be returned to ChemDAQ within ten business days i f the Customer is located wit hin the US and fifteen business day s if the customer is located ou tside the US. If some or all of the equipment is not returned to ChemDAQ within this period, the C ustomer agrees to pay the current list price for any equipment not returned. e. Accessories an d expendables such as printer paper , ink cartridges, computer disk s , air fi lters and filter media are not covered under the warranty. 13. Wa rranty Service Plan : The Warr anty Service includes telephone support, and loaner replacement ( where applicable ) in the ev ent that ChemDAQ Products malf unction and the cost of parts a nd labor for factory repair of th e Products . On - site supp ort is available for an ad ditional fee. All Customers receive the Warranty Service Plan for their first year after purchasing ChemDAQ e quipment for no additional char ge . Extended Warranty: The w arranty period may be extended through the purchase of an Ex tended Warranty Service plan. The conditions of the Wa rranty described above also apply to th e E xtended Warranty Servic e Plans . The Customer agrees to pay the fee; p ayment to be made in advance of the start of the term of the agreement. The cost of the Warra nty Service Plan after the first year is calculated as a percentage of the current list price of the equipment owned by the Custom er and the duration of the term .

6. ® Effective February 17 th 2021 Page 6 of 7 LR - 103 - A - 0. 0 7 ChemDAQ Inc. • 300 B usine ss Center Drive , Suite 330 • Pitt sburgh, PA • 15205 phone 412.787.0202 • fax 412.788.2526 General Terms 14. Force M ajeure : Neither Party shall be liable for any loss or damage resulting from delay in prosecution or completion of the work caused by labor disputes, floods, fire s, rio ts , thefts, accidents, inabi lity to obtain necessary labor, mat erials, components, or fuel, acts of Government, or any other cause whi ch is beyond th e reasonable control of that Party . The Parties shall have the right in the event of the happening of any o f the above contingencies, t o delay obligations u nder this agre eme nt or cancel this agreement or any part thereof without any resulting liability to the other Party . 15. Statute o f Limitations: No action arising out of any claimed breach of this agreement or transactions under this agreement m a y be b ro ught by the Custome r more than two year s after t he cause or action has accrued, without regard to the date the breach is discovered . 16. Assignments: Neither party may delegate any duties, nor assign any rights or claims hereunder, without prior w rit ten c onsent of the other Par ty . 17. Waiver: Waiver by either Party of any of these Terms and Conditions shall not constitute a waiver of any oth er of these Terms and Conditions . 18. Ineffective Provisions: The provisions of this Agreement shall be severable, an d i f any one of them is held to be invalid or unenforceable for any reason, such provision shall be modified to the extent necessary to cure such invalidity. The invalidity or unenforceability of one provision shall not affect any other provision of th is Agr ee ment. 19. Different Terms: Cu stomer may issue a purchase order for administrative purposes only. Additional or different terms and conditio ns contained in any such purchase order or other document will be null and void and t his agreement is expressly con dit io ned on Customer ’s assen t t o any different or additional terms contained herein. No course of prior dealings between the parties and no u sage of trade will be relevant to determine the meaning of these Terms and Conditions or any purchase order or i nvo ice .

7. ® Effective February 17 th 2021 Page 7 of 7 LR - 103 - A - 0. 0 7 ChemDAQ Inc. • 300 B usine ss Center Drive , Suite 330 • Pitt sburgh, PA • 15205 phone 412.787.0202 • fax 412.788.2526 20. No Federal Exclusion : C hemDAQ warrants that neither it nor its employees, directors, officers, equity owners, and agents under this Agreement are excluded from participation or are otherwise ineligible to participate in a "federal health care progra m" (as defined in 42 U.S.C. §1320a - 7b(f)) or in any other government payment program. If ChemDAQ discovers that any of its employees, directors, officers, equity owners, and agents under this Agreement are excluded from participation or are otherwise ineli gible to participate in a "f ederal health care program" then ChemDAQ shall notify C ustomer within 30 days of s uch discovery and Customer may terminate this agreement at Customer ’ s discretion. 21. Insurance : ChemDAQ shall maintain general li ability insurance coverage during the term of this Agreement, with coverage includ ing at least one million dollars ($1,000,000) per occurrence and five million dollars ($ 5 ,000,000) aggregate . 22. HIPAA : ChemD AQ ’ s gas monitoring systems do not use Protected Health Informatio n (PHI) as defined under the Health Insurance Portability and Accountability Act of 1996, as amended (HIPAA) and ChemDAQ does not expect or desire to have any access to PHI . However, if ChemDAQ r eceives any PHI it will notif y C ustomer immedia tely and dele te the PHI unless instructed otherwise by Customer . 23. Clause headings : Headings within this Contract are for convenient reference only and have no effect in limiting or extending the langua ge of the provisions to which they refer. 24. Language : In case of disa greement between the transla tions of this co ntract i nto other languages, this English language version shall control. 25. Controlling Law: This contract, sale of the Products , provision of se rvices, software license and any other matter arising out of the tra nsaction contemplated hereun der shall be go verned by the substantive law of the Commonwealth of Pennsylvania , excluding the Commonwealth’s choice of law provisions.

4. ® Effective February 17 th 2021 Page 4 of 7 LR - 103 - A - 0. 0 7 ChemDAQ Inc. • 300 B usine ss Center Drive , Suite 330 • Pitt sburgh, PA • 15205 phone 412.787.0202 • fax 412.788.2526 10. Sensor War rant y: Sensors are subject to the following limited warranty for the term of the Sensor Usage Program . I f ChemDAQ is notified that a sensor failure has occur red , a pr e - calibrated re placement sensor will be provided , if in ChemDAQ’ s judgment sending a new s enso r is likely to resolve the issue . CHEMDAQ MAKES NO OTHER WARRANTIES FOR THE SENSOR , EITHER EXPRESSE D OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF M ERCHANTABILITY O R FITNESS FOR PARTICULAR PURPOSE. IN NO EVENT WI LL C HEM DAQ, ITS REPRESENTA TIVES , DISTRIBUTORS, SUBCONTRACTORS OR ITS VENDORS BE LIABLE FOR ANY OTHER SPECIAL, INCIDENTAL OR CONSEQ UENTIAL DAMAGES, INCLUDING LOSS OF PROFIT OR LOSS OF USE, ARIS ING OUT OF THE U SE OF THE SENSORS WHETHER SUCH CLAIM IS PLEADED IN CONTRACT OR IN TORT, IN CLUDI NG STRICT LIABILITY IN TORT. Extended Warranty ( if applicable) 11. Limited Warranty : ChemDAQ products are warranted to be free fro m defects in material and workman ship for a peri od of one year from the earlier of the date of installation, or 120 days after the date of shipment, except where otherwise stated in writing by ChemDAQ. The limited warranty corresponds to the Warranty Servi ce Plan described below. 12. Warran ty Terms : The f ollowing t erms will apply to th e ChemDAQ W arranty Service Plan : a. The product warranty will cov er all repairs of Pro duct s supplied by ChemDAQ. This agreement includes all parts and labor from the date of installation of th e Pro ducts by a ChemDAQ author ized technician if installed within 120 days of shipment; otherwise from the date of shipment of the Products , if the Pro ducts does not require i nstallation by ChemDAQ or if the Products are not installed by a ChemDAQ authoriz ed technician within 120 days of sh ipment . The warranty does not c over customer on - site repairs or in - service training. b. All repair work must be performed by authorized ChemDAQ servi ce technicians. The warranty does not apply to service made necessary by accident, fire, theft, neglect , abu se, misuse, water damage , deter ioration caused by chemicals that are not in normal operations or repairs made necessary by personnel other than those authorized by ChemDAQ. c. The Customer must receive authorization from Ch emDAQ prior to returning any malfun ctioning Products for r epair. T he Customer will be responsible for requesting the required shipping documents fro m a carrier that ChemDAQ s pecifies. S hould the Customer fail to fulfill the return

1. ® Effective February 17 th 2021 Page 1 of 7 LR - 103 - A - 0. 0 7 ChemDAQ Inc. • 300 B usine ss Center Drive , Suite 330 • Pitt sburgh, PA • 15205 phone 412.787.0202 • fax 412.788.2526 SXP ® and Extended Warranty Terms and Conditions 1. Agreement: These Terms and Conditions constitute a binding contract between the Customer and ChemDAQ Inc . (ChemDAQ) and are referred to herein as either the "Terms and Conditions" or this "Agreement". Custo mer expressly accepts these Terms and Conditions by making a purchase from or placing an order with ChemDAQ or its authorized agents, otherwise requesting products (the "Products") or engaging ChemDAQ or its authorized agents to perform or procure any Serv ices. T he se Terms and Conditions posted on the ChemDAQ webs ite ( ) at the time Customer places an orde r, signs a Statement of Work or renews a contract for SXP or Extended warranty will constitute the A greement for the term of that contract , unless otherwise agreed in writing by ChemDAQ and Customer . ChemDAQ reserves the right to change the se terms and conditions at any time , however the T erms and C onditions in effect at the beginning of the contract wi ll apply for the term of the co nt r act. The Terms and Conditions at the time of the renewal of the contract shall apply for the term of the renewed contract. For Pay Per Exchange ( PPX ) agreements, the Terms and Conditions in eff ect on the date of the most rec en t invoice shall apply. 2. Subject of Agreement. For purposes of this agreement , the Products include the components of a gas monitor ing syste m , including gas sensors, gas monitors, communications devices, computers, tablets and any other product that ChemDAQ may offer for sale or lease . The P roducts also include filters, ab sorbers , s crub bers, air cleaners and other devices used to control or re duce air cont aminants, where air contamination includes gases, vapors, dusts, aer os ols, particulates and other air borne components not normally found in c lean air. In addition, S ervices may be prov ided related to the installation, calibration, maintenance and repair of the Products and user training and the provision of sensors under th e SXP ® program . Note : ChemD AQ gas sensors are not included in the purchase of gas monitoring Products and remain the property of ChemDAQ . For the purposes of this ag reement, the term ‘sensor’ applies to a ChemDAQ sensor module . 3. Taxes: All applicable taxes , tariffs, and other govern men tal charges shall be paid by Customer and are Customer's responsibility, except as limited by law. F or US Customers, s ales taxes will be invoiced by ChemDAQ for payment to the state where ChemDAQ P roduct s and Services are deli vered to , unless Customer p rovides documentary evidence t hat they are exempt from state s ales taxes.

2. ® Effective February 17 th 2021 Page 2 of 7 LR - 103 - A - 0. 0 7 ChemDAQ Inc. • 300 B usine ss Center Drive , Suite 330 • Pitt sburgh, PA • 15205 phone 412.787.0202 • fax 412.788.2526 Sensor Usage Agreement unde r the SXP Program 4. Sen sor Us ag e : In order for the Customer’s gas monitors to function correctly, the monitors mu st have sensors installed , and the senso rs must be within the ir calibration period. ChemDAQ will provide sensors for the term of the Sensor Usag e Agreement for use wi th Customer’s monitors. In order to ensure that calibrated sens ors are installed, ChemDAQ will : a. track when f actory calibrated se nsors are required, b. contact the Customer to let them know when factory calibrated sensors will be sent, and c. deliver factory calibrated sensors to the Customer at an interval determined by ChemDAQ. d. provide telepho ne and email support for Sensor usage Th e Customer will install these f actory calibrated sensors in the gas monito rs and promptly return the exp ired sensors back to ChemDAQ . C hemDAQ reserves the right to change the interval between shipmen t of sensors and the numbe r of sensors shipped per monito r over the term of the S ensor Usage A greement. ChemDAQ gas and vapor sen sors are designed to keep work ers safe. ChemDAQ makes no warr anty for the performance of sensors used beyond their calibratio n expiration date . Continu ed use of the sensor beyond the ir calibration expiration date is potentially dangerous and ChemDAQ reserv es the right to disable sensor s us ed beyond their calibration expiration date. 5. Sensor Exchange: It is the Customer ’s respons ibility to exchange the ol d sensor(s) for the new pre - cal ibrated sensor(s) and return the old sensor(s) to ChemD AQ within 10 busine ss days for customers within t he United States and 15 busines s days for customers located outside the United States . ChemDAQ will provide Customers with a pre - paid retu rn shipping l abel. Unless agreed to otherwise, customs fees an d import duties (where applica ble), are the responsibility of the customer and will be billed separately. 6. Lost Sensors : If the sen sors are not returned to ChemDAQ within 10 busine ss days of the Sensor Exch ange for C ustomers within the United States and 15 business days for C ustomers located outside the United States , the Customer agrees to pay a ‘lost sensor’ fee of $1 ,500 per sensor . 7. Ownership of Sensors: Sensors will remain the property of ChemDAQ , and m ust be returned to ChemDAQ at the termination of the Sensor Usage Agreement , if the Agreement is not renewed or if t he customer ceases to use the monitor . NOTE : THE GAS MONITOR(S) W ILL NOT DETECT GAS WITHOU T A SENSOR . 8. Sensor Usage Agreement Term: Customer s may have Fixed Term sensor usage agreements (typically one year) , o r PPX sens or usage agreements .


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