TERMS AND CONDITIONS FOR DOVE COMMUNICATIONS
Unless otherwise indicated, the following terms and conditions of service and sale will apply only to service & sales orders that are initiated and completed through Dove Communications.
The following Terms and Conditions shall apply to the every proposal upon mutual execution by the parties:
- Past due accounts are subject to a 1.5% per month (18% per annum) service charge. The service charge will be added to invoices that are not paid by the last day of the following month.
- No merchandise accepted for return or credit without permission. All returned merchandise is subject to a 25% handling charge/restocking fee
- DOVE COMMUNICATIONS MAKES NO EXPRESS, STATUTORY OR IMPLIED WARRANTY WITH RESPECT TO THE SERVICES, WORK PRODUCT OR GOODS TO BE SUPPLIED BY DOVE COMMUNICATIONS HEREUNDER AND HEREBY SPECIFICALLY AND EXPRESSLY DISCLAIM ALL SUCH WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, AND (II) ANY AND ALL IMPLIED WARRANTIES ARISING FROM STATUTE, COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE. NO ADVICE, STATEMENT OR INFORMATION GIVEN BY DOVE COMMUNICATIONS, OR ITS EMPLOYEES SHALL CREATE ANY WARRANTY.
- Dove Communications gives no warranties with regard to any goods, hardware or other products purchased by Dove Communications from a third party and delivered to the customer. Dove communications will pass through to client the product warranties provided by the manufacture of any products delivered to client. The warranties provided by the manufacturer are in lieu of all other warranties by Dove Communications.
- Notwithstanding any other provision of this agreement, in no event shall Dove Communications be liable for any loss of Revenue, loss of profit, loss of use, business interruption, loss of data, cost of cover, or indirect, special, incidental or consequential damages of any kind in connection with or arising out of the furnishing, performance or use of these services or products in connection with this agreement. The total liability of Dove Communications, if any, under or in connection with this agreement, including but not limited to, liability arising out of contract, tort, breach of failure of warranty or otherwise, shall not in any event exceed the fees paid by client under this agreement.
- If any provision in this agreement is held to be invalid, illegal or unenforceable, it shall not have any effect on the remainder of this agreement and this agreement shall remain in full force and effect for the terms stated here in.
- Additional charges will be incurred if work stopped due to customer delay or delays accessing building, terminals, etc.
TAXES – If tax amounts change at any time customer is responsible for current tax rate at the time of billing.
RELEASE OF LIABILITY – IN NO EVENT SHALL Dove Communications. Inc. BE LIABLE TO ANY PARTY OR ANY PERSON, EXCEPT FOR REPLACEMENT OR REASONABLE MAINTENANCE OF THE PRODUCT,
FOR THE CASES, INCLUDING BUT NOT LIMITED TO BELOW:
- ANY DAMAGE AND LOSS, INCLUDING WITHOUT LIMITATION, DIRECT OR INDIRECT, SPECIAL, CONSEQUENTIAL OR EXEMPLARY, ARISING OUT OF OR RELATING TO THE EQUIPMENT OR SOFTWARE.
- PERSONAL INJURY OR ANY DAMAGE CAUSED BY INAPPROPRIATE USE OR NEGLIGENT OPERATION OF THE USER
- UNAUTHORIZED DISASSEMBLE, REPAIR OR MODIFICATION OF THE PRODUCT BY THE USER
- INCONVENIENCE OR ANY LOSS ARISING WHEN IMAGES ARE NOT DISPLAYED, DUE TO ANY REASON OR CAUSE INCLUDING ANY FAILURE OR PROBLEM OF THE PRODUCT
- ANY PROBLEM, CONSEQUENTIAL INCONVENIENCE, OR LOSS OR DAMAGE, ARISING OUT OF THE SYSTEM COMBINED BY THE DEVICES OF THIRD PARTY
- ANY CLAIM OR ACTION FOR DAMAGES, BROUGHT BY ANY PERSON OR ORGANIZATION BEING A PHOTOGENIC SUBJECT, DUE TO VIOLATION OF PRIVACY WITH THE RESULT OF THAT SURVEILLANCE-CAMERA’S PICTURE, INCLUDING SAVED DATA, FOR SOME REASON, BECOMES PUBLIC OR IS USED FOR THE PURPOSE OTHER THAN SURVEILLANCE
- LOSS OF REGISTERED DATA CAUSED BY ANY FAILURE
- CLIENT WARRANTS AND REPRESENTS THAT IT SHALL NOT USE THE SYSTEM FOR ANY PURPOSES OR ACTIVITIES THAT VIOLATE THE LAWS OF ANY JURISDICTION, INCLUDING THE SENDING OF UNSOLICITED, BULK COMMERCIAL EMAIL (I.E., SPAM).
- INDEPENDENT CONTRACTOR. EACH PARTY IS AN INDEPENDENT CONTRACTOR OF THE OTHER, AND NEITHER IS AN EMPLOYEE, PARTNER OR JOINT VENTURER OF THE OTHER.
- COMPANY MAY SUBCONTRACT PART OR ALL OF THE SERVICES TO ONE OR MORE THIRD PARTIES PROVIDED, HOWEVER THAT COMPANY SHALL BE RESPONSIBLE FOR, AND SHALL GUARANTEE, ALL WORK PERFORMED BY ANY COMPANY DESIGNATED SUBCONTRACTOR AS IF COMPANY PERFORMED SUCH WORK ITSELF. NOTWITHSTANDING THE FOREGOING, COMPANY SHALL NOT DELEGATE OR SUBCONTRACT ANY SERVICES THAT ARE EXPRESSLY DESIGNATED AS BEING NON-DELEGABLE BY CLIENT ON A STATEMENT OF WORK.
MODIFICATION OF TERMS AND CONDITIONS –These terms and conditions supersede all other communications, negotiations, and prior oral or written statements regarding the subject matter of these terms and conditions. No change, modification, rescission, discharge, abandonment, or waiver of these terms and conditions shall be binding upon Dove Communications unless made in writing and signed on its behalf by a duly authorized representative of Dove Communications.
INDEMNIFICATION. Each party (an “Indemnifying Party”) hereby agrees to indemnify, defend and hold the other party (an “Indemnified Party”) harmless from and against any and all loss, damage, cost, expense or liability, including reasonable attorneys’ fees, (collectively, “Damages”) that arise from, or are related to the negligent acts, negligent omissions or intentional wrongful misconduct of the Indemnifying Party and/or the Indemnifying Party’s employees or subcontractors, and from any Damages arising from or related to the Indemnifying Party’s uncured, material breach of this Agreement. The Indemnifying Party further agrees to indemnify, defend, save and hold harmless the Indemnified Party, its offices, agents and employees, from all Damages arising out of any alleged infringement of copyrights, patent rights and/or the unauthorized or unlicensed use of any material, property or other work in connection with the performance of the Services; provided however, that such Damages are the direct result of the Indemnifying Party’s actions and not due to the Indemnified Party’s fault, in whole or in part.
COPYRIGHTS AND OTHER INTELLECTUAL PROPERTY.
Each party (a “Creating Party”) owns and retains all intellectual property rights in and to all of the Creating Party’s works of authorship, including but not limited to all plans, software or software modifications developed by the Creating Party, and all modules derived or created from such materials (collectively, “Creating Party’s IP”). The Creating Party’s IP may not be distributed or sold in any form or manner without the express written consent of the Creating Party. During the term of this Agreement, Client may use and modify any intellectual property provided to Client by Company pursuant to this Agreement, provided that such modifications (i) do not result in or cause the infringement of any intellectual property rights of any third party, (ii) do not require Client to reverse engineer Company’s intellectual property, and (iii) do not negatively impact the security or integrity of any of Company’s equipment, or the integrity or implementation of the Services. Each party’s limited right to use the other party’s intellectual property as described herein automatically terminates upon the termination of this Agreement.
PAYMENT TERMS – Payment is required at the time the quote is signed by customer and returned to Dove Communications representative. Visa, MasterCard, American Express, and Discover credit cards are accepted. Dove Communications may add a monthly service charge of the lesser of 1.5 % or (18% per annum) service charge the maximum permitted by law for all accounts not paid by the net due date. In addition, Dove Communications may defer any further service orders, or cancel any portion of an job for nonpayment. Customer will pay, to the extent permitted by law, all reasonable costs and expenses, including attorneys’ fees, collection agency fees and court costs incurred by Dove Communications in connection with any collection action for payment of amounts due.
Governing Law; Venue. This Agreement and any Statement of Work shall be governed by, and construed according to, the laws of the State of California. Client hereby irrevocably consents to the exclusive jurisdiction and venue of the federal and state courts in Los Angeles County, in the State of California, for any and all claims and causes of action arising from or related to this
Agreement. THE PARTIES AGREE THAT THEY WAIVE ANY RIGHT TO A TRIAL BY JURY FOR ANY AND ALL CLAIMS AND CAUSES OF ACTION ARISING FROM OR RELATED TO THIS AGREEMENT.
ERRORS; CANCELLATIONS – All digital or clerical errors are subject to correction by Dove Communications. Dove Communications attempts to ensure that all correspondence is complete and current. Dove Communications reserves the right to correct any error, inaccuracy, or omission, or to change or update the content without prior notice to customer. Further, Dove Communications reserves the right to refuse or cancel any service orders (including without limitation any service orders containing any error, inaccuracy, or omission) at any time and for any reason whatsoever whether or not the order has been submitted, confirmed, and/or customer’s credit card has been charged. If customer’s credit card has been charged for the invoice and customer’s order is canceled by Dove Communications, Dove Communications shall promptly issue a credit to customer’s account or whatever form of payment was used.
a) Default. Subject to any non-cancellable terms of any third party financing agreement covering equipment and installation, in the event that one party (a “Defaulting Party”) commits a material breach of this Agreement or a Statement of Work, the non-Defaulting Party shall have the right, but not the obligation, to terminate immediately this Agreement or the relevant Statement of Work provided that (i) the non- Defaulting Party has notified the Defaulting Party of the specific details of the breach in writing, and (ii) the Defaulting
Party has not cured the default within thirty (30) days following receipt of written notice from the non-Defaulting Party.
b) Equipment Removal. Upon termination of this Agreement for any reason, Client shall provide Company with access, during normal business hours, to Client’s premises (or any other locations at which Company-owned equipment is located) to enable Company to remove all Company-owned equipment from such premises (if any).
c) the parties. Company shall have no obligation to store or maintain any Client data in Company’s possession or control beyond fifteen (15) calendar days following the termination of this Agreement. Company shall be held harmless for and indemnified by Client against any and all. claims, costs, fees, or expenses incurred by either party that arise from, or are related to, Company’s deletion of Client data beyond the time frames described in this Section.
d) No Liability: Unless expressly stated in this Agreement, neither party shall be liable to the other party or any third party for any compensation, reimbursement, losses, expenses, costs or damages (collectively, “Damages”) arising from or related to, directly or indirectly, the termination of this Agreement for any reason, or for Damages arising from or relating to Company’s disclosure of information pursuant to any valid legal request to which Company is required to comply. This waiver of liabilityshall include, but shall not be limited to, the loss of actual or anticipated profits, anticipated or actual sales, and of expenditures, investments, or commitments in connection with such party’s or any third party’s goodwill or business.
Notwithstanding the foregoing, should Client choose to terminate this agreement other than for Default by Company prior to the expiration of the service term on the Schedule, Client shall pay back to Company the discount provided on that Schedule for the term that Client actually used the services of Company.
We take pride in our customer service. Please call if you have any questions or concerns 1-213-234-2500.
Normal business hours are M-F 8:30AM – 5:00 PM, Emergency service is available 24 hours a day, 7 days a week.