2011-279 ES - Eaton Corporation for UPS Service Renewal

Browse Search

Fmi,kT*N Powering Business Worldwide EATON CORPORATION SERVICE AGREEMENT-TERMS AND CONDITIONS (T-0) TERMS AND CONDITIONS: The terms and conditions set forth herein, and any supplements which may be attached hereto, constitute the full and final expression of the•contract for the sale of UPS services by Eaton Corporation, and supersedes all prior quotations, purchase orders, correspondence or communications whether written or oral between Eaton Corporation and the customer. Notwithstanding any contrary language in the customer's purchase order, correspondence or other form of acknowledgment, customer shall be bound by these terms and conditions when it sends a purchase order or otherwise indicates acceptance of this contract, or when it accepts delivery from Eaton Corporation of the products or services. THE CONTRACT FOR SALE OF SERVICES IS EXPRESSLY LIMITED TO THE TERMS AND CONDITIONS STATED HEREIN. ANY ADDITIONAL OR DIFFERENT TERMS PROPOSED BY CUSTOMER ARE REJECTED UNLESS EXPRESSLY AGREED TO IN WRITING BY CONTRACTOR. No contract shall exist except as herein provided. 1. DEFINITIONS: As used in this Service Agreement,the terms listed below shall have the following meanings: "Agreement"shall mean Eaton Corporation's Service Agreement Terms and Conditions,the Service Quote and the applicable Scope(s)of Work." "Battery"shall mean the electric storage portion of a UPS. "Contractor"shall mean Eaton Corporation. "Covered Equipment"shall mean the equipment as listed on the Service Quote. "CPM"shall mean the Contracted Period of Maintenance. "Customer"shall mean the purchaser of this Agreement. "Emergency Service"shall mean all services provided on an as needed basis that is not scheduled in advance "PCS"shall mean Pre-Contract Survey. "On-Site"shall mean Service performed at Customer's physical location as listed on the Service Quote. "Power Module"shall mean the electronic portion of a UPS or other power quality device. "Scope of Work" shall mean the services, procedures, methods, exclusions and coverage as purchased by the Customer "Service" shall mean installation, maintenance (including Preventive Maintenance), repairs, inspection, adjusting, etc.of the UPS equipment provided by Contractor to Customer. "UPS"shall mean Uninterruptible Power Supply which is comprised of the Power Module and Batteries. 2. ELIGIBILITY: All Covered Equipment that has experienced a lapse in Service coverage with the Contractor(or factory warranty coverage) or has had no service history with Contractor within the previous ninety (90) days, is subject to a PCS inspection by Contractor prior to eligibility for any Service under this Agreement. Customer is subject to charges for a PCS inspection at Contractor's then current Time and Material Service Rate Schedule(refer to Exhibit 1-PCS and Attachment X-1). If a PCS inspection is required for eligibility, a list of the equipment requiring a PCS inspection will be provided to Customer and will be incorporated into this Agreement. 3. HOURS OF SERVICE: Contractor will provide scheduled and emergency services portal-to-portal 8:OOAM to 5:00 PM Monday-Friday (alternatively described as "5X8 Service") excluding all holidays observed by Contractor. The Customer may optionally purchase extended hours of scheduled and Emergency Service coverage(alternately described as "7x24 Service") which will include Emergency Service being provided on all holidays observed by Contractor. Notwithstanding anything herein or otherwise to the contrary, scheduled services are not available on Contractor's observed holidays. Contractor's observed holidays are as follows: New Year's Day, Good Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving Day, Post Thanksgiving Day, Christmas Eve Day and Christmas Day. 4. ON-SITE RESPONSE TIME: Following Customer's request for Service, Contractor will arrive at the location of the Covered Equipment the next business day or if optionally purchased by Customer, Contractor will arrive at the location of the Covered Equipment within eight(8),four(4)or two(2)CPM hours, provided the Covered Equipment is located within one hundred (100)miles of a Contractor service location. Response time does not include battery replacement service. 5. LABOR AND MATERIAL RATES: For any additional Service outside the Scope(s) of Work purchased for Covered Equipment under this Agreement, Customer shall be billed at Contractor's then current Time and Material Rate Schedule(refer to Attachment X-1). This excludes any flat-rate Service quoted by Contractor representative. Terms and Conditions(T-0) Rev.4/10 Page 1 of 4