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INTRODUCTION
The following terms and conditions apply to Rental of Equipment by Contex Digital (“CONTEX”).
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DELIVERY AND INSTALLATION
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Standard Service Time For Rental Orders
Monday to Saturday: 08:00 – 20:00; excluding Sunday and Public Holidays
Unless otherwise specified, non-operating hours surcharge applies to delivery and/or installation out of standard service time.
- Remote area surcharge applies to Tung Chung, Ma Wan, Discovery Bay, Repulse Bay, Shek O, Stanley, Tai Tam, Sai Kung and outer islands.
- Unless otherwise agreed, staircase surcharge applies in the event that products and equipment need to be delivered through staircase;
- CONTEX will deliver and install the Equipment and make it ready for use by the Customer. CONTEX may deliver and/or install part of the Equipment if CONTEX determines that any part of the operating requirement of the Customer can be met by partial installation.
- CONTEX will perform such cabling works as stated in the Sales Order and/or Invoice subject to any approval as may be required including approval from the building management office or building owner. The Customer will render such assistance as necessary to CONTEX to obtain the necessary approval for the cabling works. Any cabling works will be carried out according to generally accepted industry standard.
- Any delivery or installation dates which CONTEX may furnish are for reference only and shall not be construed as a commitment.
- Unless otherwise specified, safety working height is below 2m
- Installation cost may increase according to the actual site environment. CONTEX reserves to right to increase the installation cost with the consent of the customer before the commencement of installation.
- RESPONSIBILITY OF CUSTOMER. Unless otherwise specified, Customer(s) ensure (a) appropriate electricity sockets, internet connection either by LAN or Wi-Fi are provided by the customer(s); (b) the structure of floor or/and wall or/and ceiling is capable of the loading of equipment; (c) aisle or/and escalator can accommodate the delivery of products and equipment;
- DELIVERY AND ACCEPTANCE OF EQUIPMENT. Customer acknowledges that (a) it has inspected the Equipment (or had the opportunity to inspect) prior to delivery, (b) the Equipment is in good condition and repair, and (c) the Equipment is fit for its intended use. If the Equipment is not already in Customer’s possession, Customer’s failure to notify CONTEX of any problems or deficiencies in writing within 24 hours of delivery constitutes Customer’s acceptance and acknowledgement that the Equipment is fit for its intended use and has been received in good condition and repair.
- DELAYS IN DELIVERY. CONTEX will deploy reasonable efforts to deliver or make available the Equipment at the time requested. Customer releases and discharges CONTEX from any and all liabilities (including consequential and special damages) which might be caused by CONTEX’s failure or inability to deliver or make available any Equipment by any specified time or date.
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CHARGES AND PAYMENT TERMS
- Unless otherwise stated in the Sales Order and/or Invoice, the Customer shall pay CONTEX the Charges 3 days prior to delivery. Payment shall be in Hong Kong dollars unless otherwise agreed in writing.
- All Charges and any other amounts payable by the Customer under the Agreement are exclusive of any applicable taxes, withholdings of any kind, surcharges, duties or other similar charges assessed or imposed by any competent governmental authority on, or in relation to, the provision of the Equipment ("Taxes"). The Customer shall pay and be solely responsible for any and all Taxes. The Customer shall not deduct any Taxes from any Charges.
- Invoice will be issued to the customer after this quotation has been accepted.
- 90% of the total amount will be charged if the customer(s) cancel the order or make any changes 24 hours before delivery.
- Payment to be made according to the payment terms agreed in the Sales Order and/or Invoice.
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RENTAL TERMS
CONTEX rents the Equipment to the Customer for the period commencing on the date the Equipment is collected by the Customer or delivered to the Customer by CONTEX and ending on the later of (a) the Minimum Rental Period or (b) the date the Equipment is returned to CONTEX, and in either case when the Customer has otherwise complied with these Terms and Conditions and the Equipment is in the condition required herein (the "Rental Period"). Provided, however, that the Rental Terms may commence prior to Customer's taking possession of the Equipment at Customer's request if so stated in the Rental Agreement. Notwithstanding anything to the contrary in the Rental Agreement or herein, CONTEX may terminate a Rental Agreement for any reason and retake possession of the Equipment upon five (5) days notice to Customer.
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RENTAL AND OTHER CHARGES
- Customer shall pay rental for the Equipment for the entire rental period at the rate(s) set forth in the applicable rental agreement, as well as all other charges due in accordance with these terms and conditions. Customer shall also pay all sales and use taxes, tax rebates or other fees, the cost of any permits, mobile machinery licenses and all other fees paid by or on behalf of Customer by CONTEX in connection with the rental of the Equipment. Customer shall be obliged to pay any delivery or collection charges for services provided by CONTEX. Customer shall pay for the disassembly or assembly of the equipment, if this is necessary for transport purposes. No allowance shall be made for weekends, holidays, weather conditions, time in transit or any other period during which the equipment is not used by the customer. Customer shall not be entitled to a reduction of the rent or to a set-off against the rent for any reason whatsoever, unless CONTEX has expressly agreed to this in writing.
- TIME OF RETURN. Customer's right to possession of the Equipment shall end on the date specified in the applicable rental agreement or earlier as provided in these Terms and Conditions. If Customer wishes to extend the rental period beyond the date specified in the rental agreement, Customer must notify CONTEX before the end of the rental period.
- EXCESS USE CHARGES. If the equipment is used for a longer period of time during such a specified period of time, an overtime fee shall be charged for each additional day of use at the daily rate.
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TITLE AND RISK
- Title to the Equipment shall remain with CONTEX at all times. Each rental agreement is intended to be a true lease and not a contract of sale or security agreement. All accessories, parts, and replacement parts that are added to or attached to the Equipment shall immediately become the property of CONTEX and shall be deemed to be part of the Equipment and subject to this Agreement.
- The Equipment shall be at the Customer's risk from the time it or a part thereof is delivered to the installation site. The Customer shall indemnify CONTEX against any loss or damage to the Equipment or any damage or loss arising from the use or possession of the Equipment by the Customer.
- RETURN OF THE EQUIPMENT. At the end of the rental period specified in the Rental Agreement or at CONTEX's request before the end of the rental period as provided herein, Customer shall return the Equipment to the same location from which it was rented during CONTEX's normal business hours. Customer shall return the Equipment in the same condition in which it was originally rented, except for normal wear and tear (as defined below), properly cleaned and free of any toxic, hazardous, or regulated materials (as such terms may be defined in applicable federal, state and local regulations and laws). The customer shall be liable for any damage to or loss of the equipment caused by failure to return the equipment within CONTEX's normal business hours. If CONTEX has agreed to collect the Equipment, Customer shall be responsible for all loss or damage to the Equipment until CONTEX takes possession of the Equipment.
- Notwithstanding any other provision of the Agreement, if the Customer fails to pay the Charges when due or fails to comply with the Agreement, CONTEX shall have the right to enter the site where the Equipment is installed or any premises where the Equipment is stored to remove and/or repossess the Equipment with or without notice and to take such other action as it deems necessary to protect its interest, it is understood that the remedies contained in this clause are cumulative and in addition to all other rights and remedies of CONTEX under the Agreement, by law or otherwise. This clause shall apply to the Customer's successors and assigns who may come into possession of the Equipment in any way.
- LOSS OR DAMAGE OF THE EQUIPMENT. Until returned to or collected by CONTEX, Customer shall at all times hold the Equipment at its sole risk and expense, and all loss or damage to the Equipment from any cause whatsoever ("Casualty Loss"), whether or not due to the fault of Customer (including, without limitation, fire, flood, theft, collision, overturning, acts or omissions of third parties, and acts of God) shall be the sole responsibility of Customer. The customer assumes all risk of loss or damage to the equipment and waives all claims against CONTEX in this regard. In the event of damage, Customer shall immediately notify CONTEX, the police, if applicable, and Customer's insurance company. The customer shall also immediately notify CONTEX in writing of any lien or judicial process affecting the Equipment.
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EXCLUSIONS AND LIMITATION OF LIABILITY
- To the extent permitted by law, the liability of CONTEX, whether arising from a breach of contract or negligence on the part of CONTEX or its employees or agents contractors or suppliers, shall be limited to, at the sole discretion of CONTEX, the supply or re-supply of the Equipment and/or the cabling work (as the case may be) or the reimbursement of the amount received by CONTEX from the Customer for the Equipment and/or the cabling work (as the case may be).
- Under no circumstances shall CONTEX, its employees, agents contractors or suppliers be liable to the Customer or any other person for any special, indirect, or consequential loss or damage, loss of profit, loss of business, loss of revenue, loss of goodwill, loss of use or damage to data or anticipated savings, irrespective of whether such loss or damage was within the contemplation of the parties.
- Notwithstanding anything to the contrary in the Agreement, the Customer shall indemnify, defend, and hold CONTEX, its employees, and agents harmless from and against any and all claims, liabilities, losses, damages, costs, and expenses arising from or in connection with:
(a) Any fraud, illegality, or unauthorized use of the Equipment by any person;
(b) any claims or proceedings brought by third parties against CONTEX in respect of or arising from the use of the Equipment by the Customer;
(c) any breach of the Agreement by the Customer, including any act or omission (whether negligent or otherwise) of the Customer;
(d) CONTEX's access to the Customer's premises in connection with any work under the Agreement.
- Except as expressly set out in the Agreement, all warranties, representations, or agreements, whether oral or written and whether express or implied by operation of law, statute, or otherwise, are hereby expressly excluded to the fullest extent permitted by law. Each limitation or exclusion in this clause shall be construed as a separate limitation or exclusion which shall apply and survive even if for any reason any of the provisions shall be held inapplicable in any circumstances.
- CONTEX shall not be liable to the Customer or any person claiming through the Customer for any default or delay caused by an event of force majeure.
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SCOPE OF SUPPORT
- SUPPORT INCIDENTS. Service Plans are offered in single, multiple or unlimited Support Incident packages. A "Support Incident" is a specific, discrete problem whose origin can be isolated to a single cause. CONTEX will use its best efforts to resolve a Support Incident but does not guarantee that Support Incidents will be resolved. CONTEX, at its sole discretion, will determine what constitutes a Support Incident and, to the extent permitted by law, will determine whether the Support Incident is resolved. Generally, a Support Incident is resolved when the Customer receives one of the following: (a) information that resolves the problem; (b) information on how to obtain a software solution that resolves the problem; (c) notification that the problem is caused by a known, unresolved issue or incompatibility with a supported product; (d) information that identifies the problem as being resolved by upgrading to a newer version of the supported product; or (e) notification that the problem has been identified as a hardware equipment issue. Under a Service Plan with a limited number of support incidents, each new support incident contact made by the Customer will reduce the remaining number of eligible support incidents.
- RESPONSE TIMES. CONTEX will endeavour to respond to a request for Support Services within the response time set out in an applicable Service Plan ("Response Time") but does not guarantee that a response will be provided within the specified time. All Response Times are measured subject to the hours of operation applicable to the Service Plan as described on the Service Plan Support page.
- PRELOADING OF CONTENT. Customers should provide CONTEX with all contents at least 3 days before delivery. CONTEX will endeavour to deliver or provide the contents at the desired time. The customer exempts and releases CONTEX from all liabilities (including consequential and special damages), which could be caused by the fact that CONTEX is not able to deliver or provide content at a certain time or date.
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FEEDBACK
Notwithstanding any other provision in these Terms and Conditions, if Customer or Technical Contact(s) provides CONTEX with any ideas, suggestions or recommendations ("Feedback") regarding or in any way related to the Support Services, Service Plans, Supported Products or CONTEX's confidential information, CONTEX shall be free to use and incorporate such Feedback into CONTEX's products, technologies and services without payment of any royalties to Customer or Technical Contact(s) and without any other obligations or restrictions. Nothing in these Terms and Conditions shall be construed as granting a license or waiving any rights to CONTEX's patents, copyrights, trademarks, or other intellectual property or proprietary rights.
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CUSTOMER LIABILITY
CUSTOMER ASSUMES ALL RISKS ASSOCIATED WITH THE POSSESSION, CUSTODY, AND OPERATION OF THE EQUIPMENT, INCLUDING, BUT NOT LIMITED TO, PERSONAL INJURY OR DEATH TO ANY PERSON OR DAMAGE TO THE PROPERTY OF CUSTOMER OR ANY THIRD PARTY, In the event of an incident, Customer shall (a) immediately notify CONTEX, the appropriate governmental authorities, if any, and Customer's insurance carriers; (b) secure and maintain the Equipment and the surrounding premises in the condition existing at the time of the Incident until CONTEX or its agents have investigated; (c) promptly provide CONTEX with copies of all governmental or other third party reports. CONTEX shall have the immediate right, but not the obligation, to reclaim any Equipment involved in an Incident.
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LIABILITY LIMITATION OF PROVISION OF SOFTWARE
- CONTEX are not required or under any obligation to review, screen, edit, monitor, or remove any content posted on or aggregated through our service, widget, and software, and we reserve the absolute right to remove, screen, or edit any content at any time and for any reason without notice to you or any affected party;
- CONTEX takes no responsibility and assumes no liability for content that is posted, stored, uploaded, or transmitted to us, or for any loss or damage that may occur because of such member content, including but not limited to defamation, libel, slander, falsehood, obscenity, or profanity;
- CONTEX takes no responsibility and assumes no liability for any claim, action, petition, demand for arbitration, or lawsuit alleging injury or damage resulting from any use of the program, whether arising in tort or contract, law or equity.
- Customer's ability to use or interact with our service is a privilege, not a right, and CONTEX reserves the right to take any action that we deem appropriate, without notice, to prevent any violation, enforce any provision, or correct any alleged violation of this Agreement or any applicable law at our sole discretion;
- Unless otherwise specified, warranty service does not apply to software.
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GENERAL PROVISIONS
- The Agreement constitutes the entire agreement between CONTEX and the Customer with respect to the sale and installation of the Equipment and there are no promises, terms, conditions, or obligations, oral or written, express or implied, other than those contained in the Agreement.
- Each of the provisions of the Agreement is severable and separate from the others and if one or more of such provisions is or becomes illegal, invalid, or unenforceable, the remaining provisions shall not be affected in any way.
- The Agreement shall be governed by the laws in force in Hong Kong and each party submits to the exclusive jurisdiction of the Hong Kong courts to resolve any dispute arising under the Agreement.
- Any declaration, notice, or communication from CONTEX to the Customer shall be sufficiently given to the Customer if addressed to the Customer at the address notified to CONTEX by the Customer by post or facsimile and shall be deemed to have been given and received on the day on which such communication should have been received in the ordinary course of such transmission or delivery.
- The Customer may not assign or transfer any or all of its rights and obligations under the Agreement to any third party. The Customer shall not procure or allow the imposition of any charge, encumbrance, or other security interest on the Equipment to which CONTEX retains the title. CONTEX may at any time assign or transfer all or part of its rights and obligations under the Agreement to any person without the Customer's consent.
- No delay, neglect, relaxation, or forbearance on the part of CONTEX in enforcing any term or condition of the Agreement against the Customer shall be or be deemed to be a waiver or in any way prejudice any right of CONTEX under the Agreement.