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Page 4 of 4OTIS SERVICE AND REPAIR ORDERthe manufacture, sale, delivery, installation, repair or use of any equipment furnished under this contract, whether in contract,
<br />in tort (including negligence), in warranty or otherwise, shall not exceed the price for the equipment or services rendered.
<br />11. To the fullest extent permitted by law, you agree to defend, indemnify, and hold Otis harmless against any claim or suit for
<br />personal injury or property damage alleged to arise out of this contract, except to the extent that such damage or injury has
<br />been adjudicated as having been caused by Otis’ sole negligence. In the event that Otis is requested to provide hoistway
<br />cartop/pit access to you, and/or to third parties acting at your request, direction, or control, and which may be subject to
<br />additional charges at Otis’ sole discretion, then in addition to the foregoing defense, indemnity and hold harmless obligations,
<br />you shall carry and maintain the following insurance throughout the duration of such work in the hoistway/cartop/pit areas, and
<br />will furnish to Otis a certificate of insurance evidencing the following: Commercial General Liability insurance, written on an
<br />occurrence basis, with limits on a per occurrence basis of at least $2,000,000 for personal injury or death, and $2,000,000 for
<br />property damage, naming Otis as additional insured. Such insurance shall be issued by an insurer authorized to do business in
<br />the state or province where the property is located and the equipment and/or services are to be rendered, shall contain a
<br />clause in the policy setting forth the insurer’s acceptance of liability as set forth in this agreement, and a clause pursuant to
<br />which the insurer waives any right of subrogation as to Otis. This policy shall be written as a primary policy only, and not
<br />contributing to or in excess of any insurance carried by Otis. You shall provide Otis with at least thirty (30) days prior written
<br />notice of cancellation or material change in the coverage.
<br />12. It is agreed that after completion of our work, you shall be responsible for ensuring that the operation of any equipment being
<br />furnished hereunder is periodically inspected. The interval between such inspections shall not be longer than what may be
<br />required by the applicable governing safety code.
<br />13. In furtherance of OSHA’s directive contained in 29 C.F.R. § 1910.147(f)(2)(i), which requires that a service provider (an “outside
<br />employer”) and its customer (an “on-site employer”) must inform each other of their respective lock out/tag out (“LOTO”)
<br />procedures whenever outside servicing personnel are to be engaged in control of hazardous energy activities on the customer’s
<br />site, Otis incorporates by reference its mechanical LOTO procedures and its electrical LOTO procedures. These procedures can
<br />be obtained at www.otis.com by clicking on “Tools & Resources” on the home page, selecting “Lockout Tagout Policy” under
<br />the “Safety Information” column and downloading the “Lockout Tagout Policy Otis 6.0” and “Mechanical Energy Policy Otis
<br />7.0,” or the then most current version, both of which are in .pdf format. You agree that you will disseminate these procedures
<br />throughout your organization to the appropriate personnel who may interact with Otis personnel while Otis personnel are
<br />working on site at your facility and will ensure that such personnel comply with these LOTO procedures while Otis personnel are
<br />working on site.
<br />14. This Agreement constitutes the entire understanding between the parties regarding the subject matter hereof and may not be
<br />modified by any terms on your order form or any other document and supersedes any prior written or oral communication
<br />relating to the same subject. Any amendment or modifications to this Agreement shall not be binding upon either party unless
<br />agreed to in writing by an authorized representative of each party.
<br />15. This Contract will be deemed voidable, even after execution, if it is determined by Otis that performance of the services and/or
<br />engagement in the contractual relationship/transaction will violate, or is otherwise restricted by, any and all laws, regulations
<br />and/or orders, including sanctions laws, that are applicable to Otis or otherwise apply to Otis’ operations.
<br />16. By accepting delivery of parts incorporating software, you agree that the transaction is not a sale of such software but merely
<br />a license to use such software solely for operating the unit(s) for which the part was provided, not to copy or let others copy
<br />such software for any purpose whatsoever, to keep such software in confidence as a trade secret, and not to transfer possession
<br />of such part to others except as a part of a transfer of ownership of the equipment in which such part is installed, provided that
<br />you inform us in writing about such ownership transfer and the transferee agrees in writing to abide by the above license terms
<br />prior to any such transfer.
<br />DocuSign Envelope ID: 95765338-E617-4762-BDA0-963C99896D54
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