12. SUPPLY OF THE SERVICES
12.1. The Company shall provide the Services to Buyer in accordance with the Contract in all material respects.
12.2. The Company shall use all reasonable endeavours to meet any dates specified for the performance of the Services, but any such dates shall be estimates only and time shall not be of the essence for the performance of the Services.
12.3. The Company shall have the right to make any changes to the Services which are necessary to comply with any applicable law or safety requirement, or which do not materially affect the nature or quality of the Services, and the Company shall notify Buyer in any such event.
12.4. Delivery of the Services shall be deemed to be completed by the Company at the time of completion by the Company of the performance of the Services.
12.5. If the Company’s performance of any of its obligations in respect of the Services is prevented or delayed by any act or omission by Buyer or failure by Buyer to perform any relevant obligation (“Buyer Default”):
12.5.1. the Company shall without limiting its other rights or remedies have the right to:
22.214.171.124. suspend performance of the Services until Buyer remedies the Buyer Default; and
126.96.36.199. rely on the Buyer Default to relieve it from the performance of any of its obligations to the extent the Buyer Default prevents or delays the Company’s performance of any of its obligations;
188.8.131.52. the Company shall not be liable for any costs or losses sustained or incurred by Buyer arising directly or indirectly from the Company’s failure or delay to perform any of its obligations as set out in this Condition 12.5; and
184.108.40.206. Buyer shall reimburse the Company on written demand for any costs or losses sustained or incurred by the Company arising directly or indirectly from the Buyer Default.
12.6. The Company is under no obligation to provide Services unless the Buyer ensures adequate and safe facilities exist at its premises and that the Company is properly notified of any hazardous conditions, relevant regulations, and safety procedures. In particular, the Buyer shall be responsible for taking all necessary actions prior to the Company performing the installation/Services to remove and/or remediate any hazardous conditions or materials from the Goods or service area. If any risks can result from the co-activities between the Company, Buyer (and/or any third party) in the work area, such risks shall be addressed through a mutually agreed safety coordination plan.
12.7. If the Buyer has purchased Goods or Services including remote access support, the Buyer will permit the Company to connect to the Goods by remote access and maintain such connection as required by the Company for the performance of maintenance or repair activities as part of the Company‘s warranty obligations or otherwise. This may include automatic software downloads and proactive monitoring and access to performance data related to the goods, to gather and use goods and resource usage data in various ways such as product development, quality initiatives, benchmarking and reporting services. If remote access is not provided, the Company reserves the right to charge the Buyer for onsite support at the Company’s then current pricelist.
12.8. Buyer shall be responsible for proper management, storage, and disposal of all Service and/or installation-related waste, unless otherwise agreed in writing or the Company is legally required to take back the materials. Unless the relevant mandatory national legislation provides otherwise, or unless otherwise agreed in writing, the Company´s obligation to take back electrical and electronic equipment waste (WEEE) does not include creation of physical access to the equipment; de-installation; decoupling; disinfecting; craning/lifting; transportation to a ground level loading area or -ramp; packing; or any related similar activities; and Buyer agrees to perform such activities at its own cost as and when required.
12.9. When required by the Company, Buyer shall make available at least one (1) suitably qualified person who can ensure the safety of the Company personnel at all times during installation/performance of the Services. If no such person is made available, the Company reserves the right to charge Buyer at the Company’s then current pricelist for an additional Company personnel to be present.
12.10. Buyer shall:
12.10.1. Not un-crate the Goods unless in the presence of the Company personnel;
12.10.2. provide tools and labour to un-crate the Goods and move the Goods to the designated location on Buyer’s premises;
12.10.3. cooperate with the Company in all matters relating to the Services;
12.10.4. provide the Company, its employees, agents, consultants and subcontractors, with access to Buyer’s premises, office accommodation and other facilities as reasonably required by the Company to provide the Services;
12.10.5. provide the Company with such information and materials as the Company may reasonably require to supply the Services, and ensure that such information is accurate in all material respects and promptly respond to any requests by the Company for direction, information, approvals, authorizations, or decisions that are necessary for the Company to perform the Services;
12.10.6. prepare Buyer’s premises for the supply of the Services;
12.10.7. obtain and maintain all necessary licences, permissions and consents which may be required for the Services and comply with all applicable laws in relation to the Services before the date on which the Services are to start; and
12.10.8. indemnify the Company against all claims, demands, losses, expenses and costs the Company may incur as a result of any employee, agent, consultant, or subcontractor of the Company visiting the premises, office accommodation and other facilities of Buyer for the purposes of the supply of the Services.