2. MAINTENANCE TO BE PERFORMED UNDER THIS AGREEMENT
a) EMERGENCY HARDWARE MAINTENANCE
I. Response times; Once a call has been logged, an engineer will respond to the call out within the time specified in the schedule.
II. Repair times; Should the engineer be unable to repair the unit on the initial call out, the client agrees to a 48 hour repair time.
III. High availability; Should a service call be required outside the hours specified, refer to charges in subsection 5.
IV. All replacement parts will become part of the equipment; all parts replaced will become the property of ServiceTEK (Pty) Ltd.
b) PREVENTATIVE HARDWARE MAINTENANCE
ServiceTEK (Pty) Ltd shall carry out such Preventative Maintenance as ServiceTEK (Pty) Ltd considers necessary, in relations to the particular items of the Equipment specified, refer to the service schedule.
I. Maintenance intervals; ServiceTEK (Pty) Ltd. hereby undertakes to conduct a minimum of three scheduled preventative maintenance services per annum.
II. Refer to addendum for preventative maintenance service dates.
III. That the customer will continue to use the recommended original consumable as specified by the product vendor.
c) The 'customer' will allow sufficient system downtime to carry out such services within the specified hours.
d) The maintenance provided under sub-clause 2(a) and (b) should exclude the replacement of perishable items including media, belts, rollers, friction pads and all other items classed as consumables
e) SOFTWARE
ServiceTEK (Pty) Ltd shall, if specified in the Maintenance Schedule, carry out Software Maintenance in respect of operating systems software only.

3. APPLICATION OF TERMS
a) ServiceTEK (Pty) Ltd agrees to provide the Customer with maintenance upon the terms and subject to the conditions of the Agreement, these "Terms and Conditions" for the equipment specified in the foregoing Schedule ("the Equipment"). Terms, Conditions or Stipulations contained in the Customer's purchase order or other form of writing otherwise stipulated by the Customer and which are at variance with or additional to these Terms and Conditions are not binding upon ServiceTEK (Pty) Ltd;
b) These Terms and Conditions shall supersede any prior arrangements, conditions, warranties, statements, guarantees, representations, proposals, negotiations or understands (whether oral or written) with respect to the subject matter hereof made or existing between the parties prior to, simultaneously with, or subsequent to the execution of this Agreement which shall constitute the entire understanding between the parties hereto. No additional amendment or modification to these Terms and Conditions shall be effective unless it is in writing and signed and accepted by a Director of ServiceTEK (Pty) Ltd.
c) Notwithstanding any other provisions of this Agreement, this Agreement shall only be valid and binding on ServiceTEK (Pty) Ltd when signed by an authorised signatory of ServiceTEK (Pty) Ltd.

4. COMMENCEMENT AND DURATION
a) Notwithstanding the date hereof or any other date referred to herein the maintenance period shall commence on the contract effective date referred to in the Schedule and shall apply to other item(s) of Equipment if more than one on the respective Effective Date(s) relating to such items(s).
b) This Agreement shall endure from the respective effective Date until the end of the initial period which shall be one year from that date and thereafter, unless and until terminated by at least three months written notice given by either party to the other to terminate the Agreement at the end of the initial period or at the end of any subsequent period of three months.

5. CHARGES
a) In consideration of the services provided by ServiceTEK (Pty) Ltd under the Agreement the Customer shall pay to ServiceTEK (Pty) Ltd the charges specified in the Schedule ( "the Maintenance Charges");
b) The Maintenance Charges are based on the services being provided between 08:00 and 17:00 Monday to Friday excluding Public Holidays unless specified in the Schedule;
c) The Maintenance Charges specified in the Schedule are based on the assumption that:
I. all the Equipment as at the Effective Date(s) is in good working order; and
II. has been maintained in accordance with the recommendations of the Equipment manufacturer, and
III. The equipment specified in the schedule falls within the 150km service radius of ServiceTEK (Pty) Ltd; Johannesburg and Cape Town service centres.
d) The Maintenance Charges are payable annually in advance. All other charges will be invoiced monthly in arrears and will become payable in full on receipt of invoice. Interest on Overdue Amounts will be Charged at the ruling prime overdraft rate plus two and a half per cent per month (or factual month) on invoices not fully paid when due.
e) It is understood that the equipment covered by this agreement has been maintained in good working order and condition prior to date of signature hereof, to the satisfaction of ServiceTEK (Pty) Ltd. engineers/technicians. Should ServiceTEK (Pty) Ltd. engineers/technicians find that work needs to be carried out at the commencement of this agreement, to bring the equipment to proper working order, then the Customer shall be liable for all costs relating thereto, including the cost of labour and equipment.
f) All Maintenance Charges shall commence as from the Effective Date for each item of Equipment.
g) All Maintenance Charges and other charges stated are exclusive of Valued Added Tax and any other taxes or duties as may be payable in relation to the Equipment or its use which will be charged at the rate ruling on the date the charge is invoiced.
h) Additional charges
I. Call logging for additional maintenance outside of specified trading hours will be charged at R300-00 per telephonic call logged.
II. Additional on site maintenance requested outside of the specified trading hours will be charged at R500-00 Per Hour, excluding travel time to and from site.
III. A penalty charge of R500-00 will be levied, should no fault be found with the equipment as specified in the schedule.

6. ADDITIONAL MAINTENANCE
ServiceTEK (Pty) Ltd reserves the right to make additional charges for any maintenance or repairs which are outside the range of services covered by this Agreement including but not limited to:
a) Electrical work external to the equipment;
b) Maintenance of accessories, attachments, machines or other devices not supplied by ServiceTEK (Pty) Ltd nor listed in the Schedule;
c) Repair of damage or faults arising from:
I. transportation or relocation of equipment not performed by ServiceTEK (Pty) Ltd;
II. failure or fluctuation of electrical power, air conditioning or humidity control;
III. changes, alterations, upgrades to the maintenance equipment or additions not performed by ServiceTEK (Pty) Ltd;
IV. the use of consumables not approved by ServiceTEK (Pty) Ltd;
V. any cost of wear and tear items, where such replacement/s arises out of regular excessive usage of the equipment;
d) Maintenance rendered more difficult because of changes to the physical environment, such as alterations or additions
e) Attendance to faults caused by operating the Equipment outside design specifications, user instructions or any other documentation and or manuals supplied with the Equipment, and or software corruption arising from factors beyond the control of ServiceTEK;
f) Cleaning, painting, refinishing of Equipment addition/removal or accessories, attachments and other devices;
g) Software maintenance other than that specified in Clause 2(e) above;
h) Repair of any modification due to radiation in the environment of the Equipment;
i) Diagnosis and/or rectification of problems not associated with the Equipment;
j) Diagnosis and/or rectification of problems arising from the physical environment;
k) Should any alterations, additions or upgrades be performed on the maintenance equipment as specified in the schedule, ServiceTEK (Pty) Ltd; reserves the right to review maintenance charges and adjust these charges accordingly,

7. CALL AUTHORISATION
All requests made by the Customer for service under the terms of the Agreement shall only be made by authorised personnel. At the written request of ServiceTEK (Pty) Ltd the Customer must notify ServiceTEK (Pty) Ltd in writing of the names of the personnel who have the authority to instigate such a request and shall subsequently notify ServiceTEK (Pty) Ltd of any changes in the authorised personnel.

8. ACCESS
ServiceTEK (Pty) Ltd representatives shall have reasonable access to the Equipment. The customer will at its own expense provide at this premises suitable storage space and facilities (including heat, light, ventilation and electric current outlets) for ServiceTEK (Pty) Ltd service personnel.

9. ALTERATIONS AND ADDITIONS
Alterations and additions to or in connection with any of the equipment may only be carried out by ServiceTEK (Pty) Ltd and no liability whatsoever shall be accepted by ServiceTEK (Pty) Ltd for any alterations or additions carried out in contravention of this Clause, nor for any effect any such alterations may have on the Equipment.

10. TERMINATION
In addition to provisions for termination herein contained ServiceTEK (Pty) Ltd may by notice in writing to the Customer terminate this Agreement forthwith if any of the following events shall occur:
(a) If the customer is in breach of any term, condition or provision of this Agreement or a provision required by law including but not limited to non payment;
(b) Should ServiceTEK (Pty) Ltd be in breach of the terms specified in this contract, the customer will have the right to terminate this agreement with a 30 day written notice period, and ServiceTEK hereby agrees to refund the customer the pro rata portion of any unexpired prepayment.
(c) If the customer being a body corporate shall present a petition or have a petition presented by a creditor for its winding up or convene a meeting to pass a resolution for voluntary winding up or shall enter into any liquidation whether compulsory or voluntary (other than for the purposes of reconstruction or amalgamation), shall call a meeting of its creditors, shall enter any composition or arrangement with its creditors, or shall have a receiver or administrator appointed over all or any of its undertaking or assets;
(d) If the customer being an individual should die or being a firm/partnership shall be dissolved or in any case shall commit any act of bankruptcy or have a receiving order made against him/it or make or negotiate for any composition or arrangement with or assignment for the benefit of his/its creditors;
On termination howsoever or whenever occurring the Customer shall pay to ServiceTEK (Pty) Ltd all costs and expenses including legal and other fees incurred interest and all arrears of charges or other payments arising in respect of the Equipment this Agreement or otherwise in addition to any rights and remedies ServiceTEK (Pty) Ltd may have under this Agreement or in law.

11. LIABILITY
a) ServiceTEK (Pty) Ltd will indemnify the customer against direct damage or injury to property or persons to the extent caused by the negligent acts or omissions of ServiceTEK (Pty) Ltd or its sub contractors under this Agreement but not otherwise by making good such damage to property or personal injury PROVIDED THAT the total liability shall not exceed One Million Rands (R1, 000,000) in respect of damage to property, and ServiceTEK (Pty) Ltd may in the case of damage to the Equipment and at its option extinguish its liability by the supply and installation of suitable alternative equipment to the Equipment so damaged;
b) ServiceTEK (Pty) Ltd shall not be liable to Customer for direct or indirect consequential loss, damage, or injury including loss of use of profits or of contracts or business revenue, interest, goodwill or anticipated savings on save as aforesaid for any loss damage or injury of any kind whatsoever;
c) The customer will indemnify ServiceTEK (Pty) Ltd in respect for any claim for loss, damage or injury to any person or property occasioned by or arising from the possession, operation, use, or modification of the Equipment except and in so far as ServiceTEK (Pty) Ltd is liable as aforesaid;
d) The Agreement states ServiceTEK (Pty) Ltd total liability to the Customer whether in contract delict or otherwise in respect of its obligations and liabilities under this Agreement and is in lieu of and excludes all other conditions and warranties implied by statute law or otherwise;

12. ASSIGNMENT
The customer shall not assign (but ServiceTEK (Pty) Ltd shall be entitled to) or otherwise transfer all or part of this Agreement without prior written consent of ServiceTEK (Pty) Ltd.

13. CROSS CLAIMS AND SET OFF
The Customer hereby waives any and all existing and future claims and setoffs against any instalment charge or other payments due hereunder and agrees to pay the charges and other amounts due hereunder regardless of any equity setoff or cross-claim the Customer may have against ServiceTEK (Pty) Ltd.

14. FORBEARANCE
No forbearance indulgence time or relaxation on the part of ServiceTEK (Pty) Ltd shown or granted to the Customer in respect of any of these terms and Conditions shall in any way affect, diminish, restrict or prejudice the rights or powers of ServiceTEK (Pty) Ltd under this Agreement or operate as or be deemed to be a waiver of any breach by the Customer or any of these Terms and Conditions.

15. FORCE MAJEURE
ServiceTEK (Pty) Ltd shall not be liable for any delay or the consequences of any delay in fulfilling any of its obligations under this Agreement if such delay is due to any industrial dispute or any other cause beyond its reasonable control.

16. NOTICES
Any notice to be given by either party to the other may be sent by registered or insured post to the address of the other party as appearing herein or such other address as such party may from time to time have communicated to the other in writing and if so sent shall be deemed to be served 48 hours following the date of posting.

17. HEADINGS AND EXPRESSIONS
The headings in this Agreement are for convenience of reference and shall not affect the construction hereof. The expressions "Customer", "him", "its" or such other expressions as appear herein shall be deemed to include the masculine, feminine, plural thereof where the context so admits.

18. SEVERABILITY
In the event that any of the provisions of this Agreement shall be determined invalid, unlawful or unenforceable to any extent, such provisions shall be severed from the body of this Agreement and the remainder of this Agreement shall continue to be valid and enforceable to the fullest extent permitted by law.

19. GOVERNING LAW
This Agreement shall be governed by and constituted in accordance with the Laws of South Africa.

20. DISPUTE RESOLUTION
Any dispute arising from or in connection with this agreement shall be finally resolved in accordance with the Rules of the Arbitration Foundation of Southern Africa by an arbitrator or arbitrators appointed by the Foundation.

21. ALTERATIONS TO THESE TERMS AND CONDITIONS
ServiceTEK (Pty) Ltd reserves the right to alter these terms and Conditions by 90 days prior written notice to the Customer containing a statement of the Intended alteration and duly signed an behalf of ServiceTEK (Pty) Ltd. Such alterations shall affect Agreements which are current at the date of the alteration on expiry of the notice period and the Customer shall be deemed to have accepted the alteration unless the Customer has notified ServiceTEK (Pty) Ltd to the contrary within the period of notice.