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These terms apply to ongoing support and maintenance agreements, including service levels, response times and contractual obligations.
These Terms and Conditions govern the provision of audio-visual equipment support and maintenance services provided by AV Xpert Limited (the "Company").
"You", "Your", and "Client" refer to the person or entity receiving our products and services. "We", "Us", and "Company" refer to AV Xpert Limited, a company registered in England and Wales (Company Number: 8967195), with a registered office at Unit 2 Kingfisher Court, Hinchingbrooke Business Park, Huntingdon, PE29 6AA.
These Terms are governed by the laws of England and Wales, and any disputes arising from or in connection with these Terms will be subject to the exclusive jurisdiction of the English courts.
By signing the quotation provided by the Company, which details the cost of the Agreement and the equipment covered, the Client accepts these terms and conditions. The contract for the provision of services will be referred to as the "Agreement." or where applicable the "Support and Maintenance Agreement" which may also be referred to as the "SMA".
If any provision of these Terms and Conditions is deemed invalid or unenforceable for any reason (including, but not limited to the exclusions and limitations set out above), the invalid or unenforceable provision will be severed, and the remaining provisions will continue in full force and effect.
All orders for support and maintenance agreements for audio-visual equipment and associated systems must be accepted by the Client via the Company's online quotations and Acceptance Portal. By signing electronically within the portal, the Client acknowledges and agrees to these Terms and Conditions, and the order will be deemed accepted.
The electronic signature provided by the Client is legally binding and has the same legal effect as a physical signature. The Client agrees that their electronic signature is an indication of intent to enter into a binding agreement with the Company, and that the order is confirmed upon submission of the electronic signature.
The Company reserves the right to refuse any order, at its sole discretion, including but not limited to cases where any required payment is not received, or the Company believes the order does not comply with its Terms and Conditions.
The services provided under this Agreement are for the support and maintenance of the Client's audio-visual system, specifically designed to address the ongoing use of the system, covering specifically the equipment as outlined in the quotation. These services shall include routine preventative maintenance, telephone support during business hours, on-site engineer visits where necessary, and loan equipment in the event of failure, all aimed at ensuring the continued effective performance and reliability of the equipment.
The services will be provided for a period of one year (365 days), starting from and inclusive of the date of acceptance of this Agreement, unless the Policy Period is otherwise specified on the quotation. In either case, the specified period of cover shall, herein after, be referred to as the Policy Period.
This Agreement does not cover ongoing support or maintenance outside of the Policy Period unless otherwise agreed in writing. Additionally, the services are limited to the specific equipment identified in the quotation, and any modifications or enhancements outside of this scope will require a separate agreement and separate charges.
The services provided under this Agreement include the following:
- Planned Preventative Maintenance: The Company will perform at least one scheduled Planned Preventative Maintenance (PPM) visit per annum (unless otherwise specified in the quotation), typically towards the start of the Agreement. This visit will be arranged during normal working hours at a time mutually agreed upon by both parties. The PPM visit will include inspection, cleaning, and testing of each item of equipment listed in the Agreement, along with any ancillary items such as cables and power supplies. System updates and diagnostics will be carried out.
- Telephone Support: The Client will have access to technical assistance during business hours (Monday to Friday, 9 a.m. - 5:30 p.m.) for troubleshooting, user guidance, and resolving any equipment faults over the phone.
- On-Site Engineer Visits: If issues cannot be resolved remotely, an engineer will be dispatched to the Client's site. Target response times for on-site visits are set out in the Triage, Priority Levels and Target Response Times section of this Agreement. Callouts will be scheduled at a time mutually agreed-upon between AV Xpert and the Client. The Company will bring standard cabling and components to the service visit, which may be required to resolve the issue(s), but cannot guarantee that all required parts will be available to fully resolve the issue(s), and in such cases, may need to return at a different time.
- Equipment Repair and Replacement: The Company will manage manufacturer warranty claims and provide loan equipment where applicable. For out-of-warranty equipment, repairs will be chargeable and will proceed only with the Client's approval. AV Xpert will cover its own labour charges under the Agreement. However, if repairs require external services, such as for complex precision electronics, those charges will be the Client's responsibility. Minor repairs, where the cost of parts does not exceed £25 + VAT, will be completed at no additional charge. Any repairs requiring parts over £25 + VAT will incur additional charges, with the cost of parts and repairs agreed upon before proceeding.
- User Training Refreshers: The Company will provide a maximum of two (2) user training refresher sessions per year, if requested by the Client. These sessions will be scheduled at a time that suits both parties and may be conducted on-site or remotely, depending on the availability of AV Xpert.
All support requests will be triaged by AV Xpert to determine the nature, urgency, and likely cause of the reported issue. AV Xpert may first attempt to resolve or diagnose the issue remotely by telephone, email, video call, remote access, or by requesting reasonable checks from the Client or the Client's IT team before arranging an on-site engineer visit.
Support requests will normally be prioritised as follows:
- Priority 1, Critical Issue: A complete failure of a covered AV system where the room or system cannot reasonably be used for its core intended purpose and no practical workaround is available.
- Priority 2, High Priority Issue: A significant fault affecting a major function of a covered AV system, where the system can still be used in a limited way or a reasonable workaround is available.
- Priority 3, Standard Issue: A partial fault, intermittent issue, user query, configuration concern, minor loss of functionality, or issue where the system remains substantially usable.
- Priority 4, Low Priority / Advice Request: General advice, user guidance, training refreshers, minor cosmetic matters, non-urgent checks, or requests that do not materially affect the use of the covered system.
Priority levels will be determined by AV Xpert acting reasonably, based on the information available at the time the issue is reported. Priority levels may be changed if further information becomes available, if the issue is found to be outside the scope of the Agreement, or if a workaround is identified.
Unless otherwise stated in the quotation, support is available during business hours, Monday to Friday, 9.00 a.m. to 5.30 p.m., excluding public and bank holidays. Support requests received outside of business hours will be treated as received on the next business day.
For Priority 1 Critical Issues, AV Xpert will use reasonable endeavours to provide remote triage on the same business day, normally within 2 business hours, and where an on-site engineer visit is required for an issue within the scope of the Agreement, to attend site by the next business day where reasonably practicable.
For Priority 2 High Priority Issues, AV Xpert will use reasonable endeavours to provide remote triage on the same business day, and where an on-site engineer visit is required for an issue within the scope of the Agreement, to attend site within 2 business days where reasonably practicable.
For Priority 3 Standard Issues, AV Xpert will use reasonable endeavours to provide remote triage within 1 business day, and where an on-site engineer visit is required for an issue within the scope of the Agreement, to attend site within 5 business days where reasonably practicable, or at another time agreed with the Client.
For Priority 4 Low Priority / Advice Requests, AV Xpert will use reasonable endeavours to respond within 2 business days. Any on-site attendance required for Priority 4 matters will be scheduled by mutual agreement and subject to normal engineer availability.
For sites located more than 100 miles from AV Xpert's HQ in Huntingdon, the above target response times may be extended by up to 2 business days depending on engineer availability, travel requirements, and the location of the site. Where access, security, parking, Client availability, site restrictions, or other factors outside AV Xpert's reasonable control affect scheduling, response times may be extended as reasonably necessary.
Target response times are not guaranteed resolution times. AV Xpert cannot guarantee that an issue will be fully resolved within the target response period, as resolution may depend on factors including but not limited to access, Client cooperation, availability of parts, manufacturer support, warranty processes, third-party systems, software, firmware, network conditions, power supply, or issues outside the scope of the Agreement.
Target response times apply only to support services provided under an active Support and Maintenance Agreement. Ad hoc chargeable callouts, work outside the scope of the Agreement, additional works, preventative maintenance visits not included in the quotation, and support for equipment not covered by the Agreement will be subject to AV Xpert's normal engineer availability and may not receive the same priority response times.
Where client-supplied PCs, Microsoft Teams Rooms devices, network equipment, software platforms, user accounts, licences, other IT systems, existing AV equipment, or third-party systems form part of or interact with the covered AV system, AV Xpert may provide reasonable AV-related telephone guidance and general troubleshooting assistance where this helps to identify or resolve an AV system issue.
Unless expressly stated in the quotation, order, or Agreement, this Agreement covers only equipment originally supplied, installed, relocated, or expressly adopted into cover by AV Xpert. Existing AV equipment, client-supplied equipment, third-party equipment, IT equipment, network infrastructure, software platforms, user accounts, licences, and related systems are not covered unless specifically listed in the quotation, order, or Agreement, or otherwise agreed in writing by AV Xpert.
Unless expressly stated in the quotation, order, or Agreement, this Agreement does not include on-site support, repair, replacement, configuration, administration, licensing, security management, software updates, account management, network troubleshooting, or fault resolution for client-supplied PCs, Microsoft Teams Rooms devices, network infrastructure, servers, user accounts, software platforms, existing AV equipment, third-party AV equipment, or other client-supplied or third-party equipment and systems.
The Client remains responsible for ensuring that any client-supplied equipment, existing AV equipment, third-party equipment, IT equipment, network infrastructure, accounts, licences, software, and related services are correctly configured, maintained, updated, secured, and supported by the Client, the original supplier, the manufacturer, or the Client's IT provider as applicable.
Where a reported issue is found to relate wholly or partly to client-supplied equipment, existing AV equipment, third-party equipment, IT equipment, network infrastructure, software, accounts, licences, or third-party services, AV Xpert may limit support to reasonable AV-related advice and may charge separately for any additional investigation, attendance, repair, replacement, configuration, or assistance required.
Where an issue with client-supplied equipment, existing AV equipment, third-party equipment, IT equipment, network infrastructure, software, accounts, licences, or third-party services prevents AV Xpert from properly testing, diagnosing, accessing, or supporting the covered AV system, AV Xpert may pause, limit, or defer further support until the Client has arranged for the relevant issue to be investigated or resolved by the Client, the Client's IT provider, the original supplier, the manufacturer, or another appropriate third party. AV Xpert will not be responsible for delays, unresolved issues, or additional faults that cannot reasonably be diagnosed or addressed while such client-supplied, existing, or third-party equipment issues remain unresolved.
Where the covered AV system includes bring-your-own-device or user-supplied device functionality, including but not limited to laptop connection, wireless presentation, USB, USB-C, HDMI, screen sharing, or video conferencing connectivity, the Client must carry out reasonable testing with alternative devices, cables, adaptors, user accounts, and network connections where applicable before the issue can be treated as a fault with the covered AV system. AV Xpert may provide reasonable telephone guidance to assist with common user device settings or connection issues. However, where the issue relates to a user-supplied device, operating system, driver, software, security setting, account permission, adaptor, cable, network restriction, or other IT-related matter outside the covered AV system, further investigation and resolution will remain the responsibility of the Client, the Client's IT provider, or the relevant device/software provider.
The Client acknowledges that the support and maintenance services provided under this Agreement are subject to the following limitations:
- Only equipment listed in the agreement, along with associated cables and power supplies, will be covered.
- The agreement excludes faults or defects caused by: Misuse, neglect, or failure to maintain an acceptable operating environment; Non-compliance with manufacturers' operating guidelines; Any alterations or modifications made by the Client or third parties without prior written consent from AV Xpert; Accidents or natural disasters affecting the equipment.
- AV Xpert will not provide cover for equipment deemed beyond economic repair.
- Telephone support and engineer visits are available during business hours (Monday - Friday, 9 a.m. - 5.30 p.m.), excluding public and bank holidays. Support requests will be triaged and prioritised in accordance with the Triage, Priority Levels and Target Response Times section of this Agreement.
- AV Xpert will attempt to resolve issues remotely before dispatching an engineer. On-site visits will only occur after all reasonable remote support options have been exhausted. If the Client does not cooperate during a support call, AV Xpert may refuse to send an engineer.
- Coverage is limited to faults arising from user error, manufacturing defects, or unforeseen failures. Malicious damage, accidental physical damage, or theft are not covered. Additional charges may apply for damages or theft.
- Loan equipment will be provided, subject to availability, during repairs or replacements. If the Client does not confirm repair costs within 14 days, loan equipment may be withdrawn.
- While unlimited engineer callouts are included, AV Xpert reserves the right to charge for callouts if they are subsequently deemed outside the agreement's scope.
- Repeated issues caused by user error, or lack of system understanding, may result in AV Xpert refusing site visits or charging for additional callouts.
Installed equipment covered under the Agreement must not be moved, tampered with, or altered in any way by the Client or any third party, unless otherwise agreed. If AV Xpert determines that the Client or any third party has moved or tampered with equipment (other than equipment that is deemed portable), AV Xpert reserves the right to charge additional fees for any required callouts or repairs. In extreme cases, AV Xpert may revoke the Agreement without notice, if it is determined that such actions have caused damage to the equipment or posed a risk to its proper functioning.
The Client acknowledges that any alterations to the installation or the equipment may void the Support and Maintenance Agreement, and agrees to indemnify AV Xpert for any damages or losses arising from the misuse or mishandling of equipment.
AV Xpert shall not be held liable under any circumstances for the inability of the Client to make full use of the services or equipment provided by AV Xpert or covered under the Support and Maintenance Agreement (SMA). It is the responsibility of the Client to ensure that the services listed are suitable for their needs and that the equipment covered under the Agreement is fit for purpose.
The Client is advised to carefully assess their requirements before accepting the services and acknowledges that AV Xpert has provided all necessary information regarding the suitability of the services offered. If the Client requires any clarification or additional details, they are encouraged to contact AV Xpert prior to the commencement of the service.
AV Xpert will not be held responsible for any incompatibility of services with the Client's existing infrastructure, location, or intended use, unless otherwise specifically agreed in writing by the Company.
AV Xpert will cover the cost of their own labor for any repairs or replacements carried out under the Agreement. AV Xpert's engineers are competent in troubleshooting and repairing audiovisual equipment; however, this coverage does not extend to complex circuitry and electronics diagnostics or repair, which may require specialized expertise beyond our standard services. Additionally, AV Xpert will cover the cost of parts that come under the value of £25 + VAT for any single issue that has arisen and been reported.
In the event that a repair or replacement is required, AV Xpert will, once the issue is diagnosed, supply loan equipment of a similar standard to maintain the overall core functionality of the system while repairs or replacements are being carried out. This ensures that the system remains operational until the issue is resolved. However, if the Client does not approve any chargeable repairs within 14 days of receiving the quotation, AV Xpert reserves the right to withdraw the loan equipment and cease to provide further services in respect of the reported issue.
However, if the cost of replacement parts exceeds £25 + VAT, the Client will be provided with a quotation detailing the nature of the work required and any associated costs. The Client will be required to approve this quotation by signing acceptance before any additional work is undertaken.
Additional charges may also arise if the Client is in breach of the limitations of the policy, such as misusing the equipment, tampering with the installation, or failing to adhere to the terms and conditions outlined in the Agreement. In such cases, AV Xpert reserves the right to charge for repairs, replacements, or additional work that is required to restore the equipment or services to a functional state.
No work or replacement parts will be ordered or installed without the Client's explicit written approval. Failure to approve the quotation may result in delays in service delivery or suspension of services until agreement is reached.
If the Client refuses to approve the additional charges, AV Xpert reserves the right to remove coverage for the affected issue or parts, and the Agreement will continue in a limited form.
Relocation of equipment covered under the Agreement must be carried out by AV Xpert, with the exception of equipment deemed by AV Xpert to be portable. The Client shall not move, relocate, or attempt to relocate any equipment without prior written consent from AV Xpert. This is to ensure that all equipment is handled and set up correctly, avoiding any potential damage or malfunction.
In the event that AV Xpert is required to relocate the equipment, this will be treated as a chargeable service. The Client will be provided with a quotation for the relocation services which may include charges for labour, transport and any additionally required parts or system components, which must be approved prior to the commencement of any work.
Relocation services are subject to the new location being within the United Kingdom. If the new location falls outside the UK, AV Xpert reserves the right to terminate the Agreement early, and any ongoing obligations or support services will cease at that time.
The Agreement will continue to remain in full effect during and after the relocation of equipment by AV Xpert, and any subsequent maintenance or support required following the relocation will be covered in accordance with the terms of the Agreement.
If the Client moves or relocates the equipment without AV Xpert's prior consent, the Company reserves the right to withdraw any coverage for the affected equipment, and the Agreement may continue in a limited form.
AV Xpert will make every reasonable and practicable effort to resolve any reported issues with the equipment or services covered under the Agreement. However, if an issue arises that is outside the scope of manufacturer warranties or is related to software glitches, compatibility problems, or other technical matters, AV Xpert cannot be held responsible for the resolution. In these cases, AV Xpert will work with the manufacturer to address the issue but cannot guarantee the timing or availability of firmware updates or software patches. The issue will be excluded from the Agreement if it cannot be resolved.
AV Xpert will provide services with reasonable skill and care, in accordance with industry standards. However, the Company's total liability to the Client under this Agreement, whether arising from negligence, breach of contract, or otherwise, shall not exceed the total amount paid by the Client for the specific service being provided.
AV Xpert shall not be liable for any indirect, incidental, consequential, or special damages, including but not limited to, loss of profit, loss of use, loss of data, or damage to reputation, arising from or in connection with the services provided under this Agreement, even if the Company has been advised of the possibility of such damages.
AV Xpert will not be held liable for any damage or loss caused by factors beyond its control, including but not limited to, third-party actions, natural disasters, power failures, or other unforeseeable events. Furthermore, AV Xpert is not responsible for any pre-existing issues within the Client's system or equipment that were not brought to the Company's attention prior to the service visit. If pre-existing issues were not reported, additional charges may apply in respect of resloving these, with the Agreement continuing in a limited form.
The services provided under this Agreement do not come with a warranty due to the nature of the work being carried out. While AV Xpert will make every reasonable effort to resolve the Client's issues during the service visit, there is no guarantee that the issue will be fully resolved after one visit, or that the system will perform without further issues following the service visit. In such circumstances, AV Xpert will assess a plan of action within the scope of the Agreement and, if necessary, may need to return at a later date to complete the work or address additional concerns.
The Company shall not be liable for any resulting damage, loss of functionality, or any other consequences arising from unresolved issues. In cases where AV Xpert has made reasonable attempts to resolve the issue, including contacting manufacturers or seeking further support, the specific issue will be excluded from the Agreement. The Client acknowledges that further attempts to resolve the issue may require additional costs and approvals.
In the event of a fault or defect in the service, AV Xpert will, at its discretion, either re-perform the service or issue a partial refund for the service cost, excluding any charges for equipment or materials used. Any refund or re-performance will be contingent upon the Client's full cooperation in providing access to the system or equipment as necessary for the resolution of the issue.
This Agreement will terminate on the final day of the Policy Period. In the event that no new Support and Maintenance Agreement is established to provide uninterrupted coverage, with at least the same level of cover and all items previously covered included, any ongoing repairs or replacements of equipment at the time of termination will be reinstated, but there is no guarantee that the issues will be fully resolved. Additionally, any loan equipment provided will be chargeable or removed, depending on the circumstances.
If an issue is reported within the final days of the Policy Period and we are unable to send an engineer before the end of the period, AV Xpert will include one engineer callout outside the Policy Period free of charge. However, if the issue cannot be fully resolved during this callout, AV Xpert will not be able to assist further unless a new Agreement is in place.
Please note that this Support and Maintenance Agreement does not automatically renew. It is the Client's responsibility to ensure that adequate cover is arranged and a new Agreement is in place before the current Policy Period expires, in order to guarantee the continuation of services without interruption. Failure to do so may result in a lapse in coverage and potential delays or additional costs for any services required after the Agreement ends.
AV Xpert requires sufficient and safe access to the site for the entire duration of any planned maintenance or support visits. This includes access to all relevant areas where the audio-visual system is located, as well as the necessary permissions, keys, or codes for entry. The Client must also provide any required passwords, PINs, or security codes needed to access the systems involved in the service. The Client must ensure that the site provides adequate space for the technician to work, including a safe area for storing tools and equipment used during the service.
Failure to provide adequate access or prepare the site as required may result in delays, additional service charges, or the inability to carry out the service as scheduled. The Client agrees to ensure that all areas where work will take place are accessible and safe for the technician to carry out the agreed services.
For reasons of health and safety, the work area must be free from any hazards or obstacles that could impede the technician's work. The Client is responsible for preparing the work area in advance, ensuring that it is clear of unnecessary interference during the service visit. Any access restrictions or safety concerns that arise due to factors beyond AV Xpert's control may result in additional charges or the need to reschedule the service. In certain cases, it could even result in the issue the service visit aimed to resolve being removed from the scope of the Agreement.
AV Xpert reserves the right to delay or reschedule the service if proper access cannot be provided or if health and safety concerns arise during the visit. Any delays caused by inadequate access or unsafe conditions may result in additional charges to cover rescheduling or additional technician time.
The Client is responsible for ensuring a professional and safe working environment for AV Xpert personnel. Any form of verbal or physical abuse towards AV Xpert staff will result in immediate termination of services, with full payment still required.
All activities will comply with relevant health and safety laws. AV Xpert is not liable for injuries, damages, or losses arising from the Client's failure to maintain a safe working environment.
Please note that some repairs may generate noise or cause temporary disruption to the working environment. If the Client requests that the service be stopped due to disruption or noise, additional charges may apply. Furthermore, if the work cannot be completed within the agreed timeframe, AV Xpert may need to return at a later date to finish the service, which could incur additional costs. The Client accepts responsibility for any inconvenience or disruption that may occur during the service visit, and acknowledges that such activities may be necessary to complete the work.
Where possible, the Client shall provide free on-site parking for the technician's vehicle for the duration of the service visit. If on-site parking is unavailable, any parking fees or associated costs will be passed on to the Client. The Client is responsible for ensuring that the technician has access to a nearby parking space, and that these fees are covered.
AV Xpert is committed to environmentally responsible disposal of any waste generated during a service visit. We will remove and dispose of any packaging, old redundant equipment that is being replaced under this visit, and debris directly resulting from the service visit and any repairs carried out on-site. However, we will not dispose of any waste that was not created directly through the service provision.
If the service visit involves the replacement or repair of existing equipment, AV Xpert will remove and dispose of the faulty or replaced equipment in an environmentally responsible manner. The work area will also be cleared of any waste generated during the visit, including cable off-cuts, packaging, and other debris.
If you wish to keep any equipment that is being replaced or removed during the service, please inform the technician on-site, and the equipment will be left in a designated area.
Any waste not related to the service visit, including materials or waste from other contractors, is the responsibility of the Client. The Client agrees to manage and dispose of any such waste separately.
An invoice will be issued promptly upon acceptance of the order. Payment for services under the Support and Maintenance Agreement (SMA) must be made in accordance with the terms outlined in the invoice provided by AV Xpert. Unless credit terms have been agreed upon, full payment for the SMA, including all costs detailed in the quotation (excluding any additional charges that may arise as specified in the agreement), is required prior to the commencement of any services. If credit terms are in place, payment will be due 30 days from the invoice date, unless otherwise agreed in advance of acceptance of the quotation, in writing.
The full upfront costs of the Support and Maintenance Agreement (SMA) are outlined in the quotation accepted by the Client. The Client acknowledges and accepts that additional charges may arise during the term of the agreement. If such charges cannot be mutually agreed upon, AV Xpert reserves the right to limit the provision of services under the agreement. By accepting the quotation or signing the acceptance document, the Client agrees to be bound by and comply with the payment terms as set forth by the Company.
Payments must be made using traceable and secure methods, including card payment, bank transfer, or other electronic payment methods as specified by AV Xpert. For payments over GBP500, BACS transfer or cheque is the only accepted method. Payments must be made from an account in the Client's name.
Any delays in payment may result in delays to the services, suspension of services, or cancellation of the Agreement. In such cases, AV Xpert reserves the right to charge for any additional costs incurred due to non-payment, including legal fees and collection costs. AV Xpert may also apply interest on overdue payments at a rate of 8% above the Bank of England base rate per month, with interest accruing monthly on the outstanding amount from the due date until full payment is received.
If payment remains overdue, AV Xpert reserves the right to refer the account to a third-party debt collection agency. Any costs incurred from the use of a debt collection agency will be added to the outstanding balance and will be the responsibility of the Client. AV Xpert will make reasonable efforts to notify the Client before such action is taken. Any debts referred to a collection agency will incur additional costs and interest from the outset, which will be added to the outstanding amount.
The Client may cancel the Agreement, subject to the following terms:
If the Client wishes to cancel the service, they must provide at least 48 hours' notice prior to any scheduled visits, training sessions or support calls.
Cancellations must be made in writing, and cannot be accepted over the phone.
The Client does not have the right to cancel the service while loan equipment is being provided, or while a warranty, repair, or replacement claim is currently open.
The Client acknowledges that once AV Xpert has conducted a preventative maintenance visit, or provided any form of telephone support, callout, site visit, loan equipment, or other tangible benefit in relation to the Agreement, cancellation of the service will be subject to a cancellation fee. This fee will equate to the cost of all services already rendered at the Company's current rates, along with an additional charge of 30% of the total remaining cost of cover on the Agreement once any fees for services already rendered have been deducted.
In the event of cancellation, the Client will be entitled to a partial refund, calculated as follows: the total cost of the Agreement, minus the cost of all services already rendered at the Company's current rates, including rental fees for any loan equipment provided, will be divided by the number of months remaining in the Agreement period. A monthly refund value will be determined based on the remaining amount, and 70% of this calculated remaining value will be refunded for each full month left in the Agreement period.
In the unlikely event that AV Xpert is unable to provide the services outlined in this Agreement due to unforeseen circumstances, including but not limited to accident, death, sudden illness, or other circumstances outside the Company's reasonable control, AV Xpert will make every reasonable effort to provide a suitable substitute or alternative arrangement. However, AV Xpert cannot guarantee that a substitute service will be available. If a suitable alternative cannot be arranged, the Client will be entitled to a refund for any services paid for but not delivered. Any refund or compensation will be limited to the value of the undelivered services and shall not exceed the total contracted value of the Agreement.
The Client acknowledges that they are unable to postpone the start of the Policy Period once the Agreement has been accepted. Once the Policy Period has commenced, the terms and services outlined in this Agreement will apply regardless of any postponement requests. However, if the Client requests to postpone a scheduled service, such as a preventative maintenance visit, callout, or site visit, the request must be made at least 7 days in advance of the originally scheduled service date. Postponement within 7 days of the scheduled service may incur a postponement fee, which will be based on the costs incurred by AV Xpert up to that point, including any non-refundable costs or expenses. Should the Client fail to reschedule the postponed service within 30 days from the original service date, the cancellation terms outlined in this Agreement may apply, and cancellation fees may be charged.
Both parties agree to maintain the confidentiality of any information, documents, or data that is shared in the course of providing or receiving the services under this agreement. This includes, but is not limited to, technical details, business practices, client information, and any proprietary systems or methods.
AV Xpert acknowledges that, in the course of providing service, it may have access to the Client's confidential information, and will take reasonable steps to ensure that such information is not disclosed to any third party without the Client's prior consent, except where required by law or regulation.
The Client acknowledges that any information shared with AV Xpert is provided with the understanding that AV Xpert will use it only for the purpose of performing the agreed-upon service. AV Xpert will not use the Client's confidential information for any other purposes without prior written consent from the Client.
Any custom software, programming, or unique system designs developed or updated by AV Xpert as part of the agreement remain the intellectual property of AV Xpert unless otherwise agreed in writing. The Client is granted a non-exclusive licence to use such intellectual property for its intended purpose. Any unauthorised reproduction, modification, or distribution is strictly prohibited. The Client retains ownership of any equipment purchased outright but does not acquire rights to proprietary software, configurations, or documentation unless explicitly stated in the contract.
In cases where AV Xpert is tasked with updating or modifying an existing system provided by another installer, the Client is responsible for ensuring that AV Xpert is granted the necessary access to the system, including access to original programming, configurations, or software. This may include, but is not limited to, providing passwords, security access, or other relevant documentation. The Client agrees to arrange any necessary permissions or consents from the original installer or third-party provider for AV Xpert to access and modify the system.
If AV Xpert encounters difficulties obtaining access to the original system programming or components due to restrictions or lack of cooperation from the previous installer, AV Xpert will inform the Client. AV Xpert cannot be held liable for any inability to complete updates or modifications if such access is not provided, and under such circumstances, if this prevents the resolution of an issue that has arisen within the system, said issue will be removed from the scope of the Agreement until such a time that the Client can provide the necessary access and permissions.
Neither AV Xpert nor the Client shall be held liable for any failure or delay in the performance of their obligations under this Agreement if such failure or delay is caused by circumstances beyond their reasonable control, including but not limited to acts of God, war, terrorism, civil unrest, strikes, lockouts, pandemics, natural disasters, government actions, fire, flood, power outages, or any other event or circumstance that could not have been reasonably foreseen or avoided.
In the event of a Force Majeure situation, the affected party shall notify the other party in writing as soon as possible, and both parties will make reasonable efforts to mitigate the effects of the Force Majeure event.
If a Force Majeure event persists for more than 30 days, AV Xpert will not permit termination of the Agreement but may offer to extend the service period by the length of the Force Majeure incident. This extension will be made to ensure the complete fulfilment of the services provided under the Agreement.
If the Force Majeure event significantly impacts the timing or availability of services, AV Xpert will work with the Client to reschedule and provide services as soon as reasonably possible. Neither party shall be entitled to claim damages for any delays or failures in performance resulting from Force Majeure, and both parties agree to cooperate in good faith to reach an equitable solution.
No failure or delay by AV Xpert or the Client in exercising any right, power, or privilege under this Agreement shall operate as a waiver thereof, nor shall any single or partial exercise of any right, power, or privilege preclude any other or further exercise of that or any other right, power, or privilege.
Any waiver of any provision of this Agreement shall be effective only if made in writing and signed by an authorised representative of the party granting such waiver. A waiver of any breach of this Agreement shall not be construed as a waiver of any subsequent breach, whether or not similar in nature.
No course of dealing between the parties or any failure to exercise, or delay in exercising, any right, power, or remedy under this Agreement shall operate as a waiver or preclude any exercise of such right, power, or remedy in the future.
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