NOW THEREFORE, in consideration of the mutual covenants and agreements set forth herein and for other valuable consideration, the sufficiency and receipt of which is hereby acknowledged by the Parties hereto, the Parties further agree as follows:
1. PROVISIONS: GEN 1 will provide the hardware and software for the "system", which is defined as follows: Smarter LifeStyle Network system is comprised of portable touch screens/tablet computers designed to work with a customer-provided LCD TV display. The system consists of: An agreed upon number of Tablets based upon patient/client check-in per half hour; Digital Media Server; Wifi Router; Two (2) years of programming. Customer will supply: LCD TV's; Electrical outlet(s) & Data Port; Broadband Internet connection
2. INSTALLATION: Gen 1 will preconfigure the system for the office. Installation shall use Customers existing high speed connection. Hardwire internet connection is required. The following Installation options are available:
4. TERMS, RENEWAL AND TERMINATION: This Agreement shall be effective for five (5) years from the date hereof. Customer agrees that there will be no other marketing information in the waiting room including but not limited to other televisions, print ads or marketing. Customer agrees to maintain the system for five (5) years. Any renewal thereof will be subject to a renewal agreement agreed upon by both parties. If Customer terminates this Agreement they must provide Gen 1 with six (6) months' notice of their intent to terminate. If there is any termination of agreement by Customer, Customer will be responsible for all fees associated with the return of the equipment.
5. GEN 1 COVENANTS AND REPRESENTATIONS:
6. CUSTOMER COVENANTS AND REPRESENTATIONS:
7. MODIFICATION: This Agreement may be modified only by a written amendment signed by both Parties.
8. INDEMNITY: Customer agrees to defend, indemnify, and hold harmless Gen 1 and its respective agents, representatives, associates, affiliates, predecessors, successors, and assigns, parent subsidiary corporations, and their officers, directors, shareholders and employees, of and from any and all claims, losses, costs, damage, liability, and expenses, including reasonable attorneys' fees and costs, arising out of the breach of any of covenants, representations, warranties and terms of this Agreement by the Customer.
9. LIMITATION OF LIABILITY: In no event shall Gen 1, its independent contractors or affiliates, employees, officers, and directors be liable to Customer, its employees, officers or directors, or to any third party for any direct, indirect, incidental, consequential, special or exemplary damages arising from this Agreement or the use of the equipment under the Agreement, whether such claim is based on contract, tort (including negligence), strict liability, or any other theory of law, except if caused by an intentional act of Gen 1.
10. CONFIDENTIALITY: The terms and conditions between the Parties shall remain confidential and are hereby adopted and incorporated by reference. The terms of this agreement shall remain Confidential and shall survive the termination of this Agreement in accordance with the terms set forth therein. In the event of any conflict between this Agreement and the Confidentiality Agreement, the provisions of this Agreement shall govern.
11. ENTIRE AGREEMENT: This Agreement constitutes the entire Agreement between the Parties hereto and replaces and supersedes all prior agreements between the Parties relating to this same subject matter.
12. GOVERNING LAW; DISPUTE RESOLUTION: This Agreement shall be construed in accordance with the laws of the Commonwealth of Pennsylvania. Any dispute hereunder shall be submitted exclusively to a federal or state court sitting in Pittsburgh, Pennsylvania. The Parties hereby submit and consent to the personal jurisdiction and Customer of such courts.
13. SIGNATORY: The individual submitting this application asserts that they are duly authorized to do so on behalf of the Customer.
By submitting this application, the subscribing Customer enters into this subscription Agreement with Gen 1 Media Group, Inc. Customer hereby agrees to all terms set forth herein.
If customer cancels the installation after the technician has been dispatched to the site customer will incur a $250.00 cancellation charge.