b) Depot Exchange Services for Equipment. As needed, Kronas will send a replacement for Equipment rented (In accordance with
<br />Section 8 below) on an advance exchange basis by next -business -day delivery, when available. When Customer receives replacement
<br />Equipment, Customer shall return the detective unit to Kronas for repair. Equipment support also Includes Customer access to
<br />Equipmenl service packs via the Kronos Customer Portal.
<br />c) Standard Support. Kronos will provide telephone support 8:00 a.m, to 5:00 p.m., local lime, Monday — Friday. Customers also shalf be
<br />provided the capability to log questions online via the Krow Customer Portal,
<br />d) Educational Materials and Conleni. Customer wit! have access to cgrlaln educational materials and content (the "Educralional Content')
<br />within the Services. Customer recognizes and agrees that fie Educational Content Is copyrighted by Kronos, Customer Is permitted to
<br />make coples of the Educational Content provided In •pdf form solely for Customer's Intemal training purposes and may not disclose
<br />such Educational Content to any third party other than Customer's employees. Customer may not edit, modify, revise, amend, change,
<br />agar, customtxe or vary the Educational Content without the written consent of Kmnos, provided that Customer may download and
<br />modify contents at Training KJts solely for Customers internal use.
<br />7. CUSTOMER CONTENT
<br />Customer shall own all Customer Content and posts or other inputs into the Services by Customer or others acting on behalf of or through
<br />Cuslomer. Including but not limited to Information, data (such as payroll data, vacation time, and hours worked), logos, text, multimedia images
<br />(e.g. graphics, audio and video idea), Compilations or any other Content shared or processed through the Services. Kronos acknowledges that all
<br />such Customer Content Is deemed to be the Confidential Information of Customer. Notwithstanding the foregoing, Customer grants Kronos
<br />permisslan to combine Customers business data with that of other Customers In a manner that does not identity the Customer or any Individual In
<br />order to evaluate and improve the services Kronos offers to customers, in addition. Kronos may, but shall have no obligation to, monhor
<br />Customer content from time to time to ensure compliance with this Section E and applicable law.
<br />a. EQUIPMENT RENTAL
<br />If Customer purchases or rents time clocks or other equipment from Kronas, a description of such Equipment (model and quantity) and the
<br />applicable pricing shall be listed an the Order Form (the "Equipment'), Delivery terms for the Equipment are FOB shipping point, prepay and add.
<br />Customer shag bear all risk of loss or damage white the Equipment its in transit to Customer.
<br />8.1 The follawhmg additional terns apply oniy If Customer rents Equipment from Kronos:
<br />a) Rental Term and Warranty Period. The term of the Equipment rental and the 'Warranty Period' for such Equipment shall run
<br />coterrninousty with the Term of the other Services.
<br />b) Insurance. Customer shall Insure the Equiprnenl for an amount equal to the replacement value of the Equipment for lose or damage by
<br />fire, theft, and all normal extended coverage at all tunes. No lose, theft or damage after shipment of the Equipment to Customer shall
<br />relieve Customer from its obligations under this Section E.
<br />c) LocationlReplaaenmnt. Customer shall not make any aftsratiors or remove the Equipment from the place of original installation without
<br />Kronos' prior wrMan consent. Kronos shall have the right to enter Customers premises to Inspect the Equipment during normal
<br />business hours, Kronos reserves the right, at its sole discretion and at no additional cost to Customer, to replace any Equipment with
<br />newer or akemalive technology Equipment as long as the replacement Equipment at least provides the same level of functionality as
<br />that being replaced.
<br />d) Ownership. An Equipment shall remain the property at Kronos, All Equipment Is, and at all times shalt remain, separate hems of
<br />pamonal property. notwithstanding their attachment to other equipment or real property. Customer shall not sell or otherwise encumber
<br />the Equipment. Customer shall furnish any assurances, written or otherwise, reasonably, requested by Kronos to give full effect to the
<br />Intent of terms of this paragraph (d).
<br />e) Equipment Support. Kronos shall provide to Customer the Equipment support services described in Section 6 above. The cost of such
<br />support service shall be Included In the Monthly Services Fees.
<br />Return Of Equipment. Upon termination of the Agreement of the applicable Order Form, Customer agrees that Customer shall disconnect, crate
<br />and return the Equipment to Kronos withln thirty (30) days at Customer's expense. Equipment will be returned to Kronas In the same condition as
<br />and when received, reasonable wear and tear excepted. it Customer falls to retum Equipment within this time period, Kronos shall Invoice
<br />Customer for the then IW price of the.Equlpment. Return Of Equipment. Upon termination of the Order Form, Customer agrees that Customer
<br />shag disconnect, crate and return the Equipment to Kronos within thirty (30) days at Customers expense. Equfpmart will be returned to Kronos in
<br />the same canddliom as and when received, reasonable wear and tear excepted. If Customer falls to return Equipment within this lima period,
<br />Kronos shall invoice Customer for the then Ilst price of the Equipment,
<br />8.2 The following additlonal terms apply only N Customer purchases Equlpmant from Kronos:
<br />a) Ownership and Warranty Period. Title to the Equiprrment shall pass to Customer upon delivery to the carrier (FOB — Shipping Point,
<br />Prepay and Add). The'Warranty Period" for the Equipment shah be for a period of ninety (90) days from such delivery.
<br />b) Equipment Support. Kronos shall ptoAda to Customer the Equipment support services described In Section 6 above if purchased
<br />separately by Customer as Indicated on the applicable Order Form. If purchased, Equipment support services shall commence upon
<br />expiration of the Warranty Period.
<br />9. SERVICE LEVEL AGREEMENT
<br />Kronos shah: (a) provide basic support for the services at no additional charge, (b) use commerclally reasonable efforts to make the services
<br />available 24 hours a day, 7 days a week, except for, (I) planned downtime (when g shall ghre at least tit hours notice via the services and shag
<br />schedule to the extent practicabte during the weekend hours from 6:00 p.m. Friday to 3:00 a.m. Monday, eastern time), or (il) any unavailability
<br />caused by circurnslancas beyond Kronos' reasonable control, Including without Igmhailon, acts of god, acts of govemment, floods, fires,
<br />earthquakes, civil unrest, acts of terror, strikes or other labor problem! (other than those Involving Kronas employees), Inlemet service provider
<br />failures or delays, or denial of service attacks, and (II) provide services In accordance with applicable laws and government regulations.,
<br />10. LiMITEO WARRANTY; DISCLAIMERS OF WARRANTY
<br />10.1 Kronos represerds and warrants that the Services, under normal operation as specified in the Documentation and when used as authorized
<br />herein, Y40 perform substantially In accordance with the Documentation during the Terry.
<br />10,2 Kronos' obligation and Customer's remedy for arty breach of the above warranty Is limited to Kronas' reasonable Commercial efforts to
<br />correct the non -conforming Services at no additional charge to Customer. in the event that Kronos Is unable to correct deficlancles In the
<br />27
<br />
|