Terms of Service

Service-Level Agreement

Entered into between

Finishing Touch Trading 516 (Pty) Ltd
Registration Number 2009/014664/07
Hereafter referred to as “Augos”

And

Company Name _________________________________________________________

Registration Number _____________________________________________
Hereafter referred to as “client”

IN TERMS OF WHICH THE PARTIES AGREE AS FOLLOWS:

  1. DURATION
    1. This agreement is binding for a period of 24 months from the date on which installation and commissioning of all the hardware governed by this agreement is completed.
    2. Upon the effluxion of the initial 24-month period, this agreement will continue on a month-to-month basis.
  2. OVERVIEW OF AGREEMENT
    1. This agreement governs the client's use of Augos’ proprietary cloud data infrastructure in conjunction with the data-collecting hardware described in clause 8.2 below.
    2. In addition to the services provided in terms of clause 2.1 above, this agreement covers:
      1. Data collection, transfer and storage costs
      2. Remote training on the Augos platform
      3. Access to Augos measurement interface
      4. Remote technical support via telephone, email, web chat, and HelpDesk during operating hours
      5. Access to Alerts and Events notifications
  3. CONTRACTUAL CONSTRAINTS
    1. Notwithstanding any provision of this agreement to the contrary, Augos does not assume responsibility for:
      1. Any deterioration of and/or defects in the hardware and services rendered which arise as a result of use by the client outside of the prescribed manner of use;
      2. Hardware which does not achieve its specified level of functionality as a result of use by the client outside of the prescribed manner of use; or
      3. Any failure to deliver, install, repair or replace any hardware or render any services required for the successful implementation of the products and/or services forming the subject matter of this agreement if such failure arises due to circumstances outside the reasonable control of Augos.
      4. Any downtime or loss of data due to on-site, network-related issues that are outside the control of Augos.
        1. Where network issues are identified, Augos support will assist and advise the client with the required remedial action.
    2. In the event that hardware-related issues cannot be solved remotely, an Augos-approved technician will be sent to the location of the hardware in order to assist in resolving the issue. Such site inspections will only be organised after the client (or a duly authorised representative) consents to such an inspection being organised.
      1. Such site inspections will be organised according to the specific needs of the client.
      2. Additional charges may apply to these site inspections.
      3. Refer to our Device Replacement Policy for detailed warranty information and cost responsibility on hardware problem resolution.
  4. OWNERSHIP
    1. Ownership of the hardware referred to in clause 8.1, along with any rights attached thereto, shall vest in the client, upon payment in full by the client for the hardware whose rights shall survive the effluxion of the initial 24-month period.
      1. In case of cancellation due to breach of this agreement by the client as per clause 6, ownership of any movable property referred to in clause 8.2 will revert to Augos.
        1. The cost of removal of any movable property will be borne by the client, invoiced and due before the final closing of the account.
    2. Augos retains an exclusive interest in, and ownership of, all intellectual property attached to the movable property referred to above, which includes the intellectual property attached to the services provided in conjunction with such movable property.
  5. PROCESSING OF PERSONAL INFORMATION
    1. For purposes of performing in terms of this agreement, Augos will need to process certain personal information relating to the client.
    2. By signing this agreement, the client consents to Augos processing its personal information in accordance with applicable laws and Augos’ POPIA Privacy Notice.
    3. The client accepts that should Augos not be allowed to process the client’s personal information for whatsoever reason, Augos may not be able to perform in terms of this agreement. Non-performance on this ground, namely not being allowed to process the client’s personal information, does not constitute a breach of this agreement.
    4. A copy of Augos’ POPIA Privacy Notice may be requested per email to support@augos.io.
  6. BREACH OF THIS AGREEMENT
    1. If either party is in breach of this agreement, the non-breaching party shall notify the breaching party of such breach and allow the party 5 (five) days to rectify the breach if such breach is rectifiable. Should such breach not be rectifiable or, if rectifiable but not rectified within 5 days of notice thereof, the non-breaching party reserves the right to cancel this agreement and claim reasonable further relief if and where necessary/permitted by law.
  7. NON-VARIATION
    1. No amendment, variation, extension, suspension or consensual cancellation of this agreement shall be binding upon the parties unless it is recorded in writing and signed by both Parties or their authorised representatives.
    2. This agreement constitutes the entire contract between the parties and that no provisions, terms, conditions, stipulations, warranties or representations of whatsoever nature, whether express or implied have been made by any of the parties or on their behalf except as are recorded herein.
  8. PAYMENT TERMS

    The following payment terms apply to this agreement:

    1. All costs stated are exclusive of VAT.
    2. Once-off Purchase and installation costs in respect of the hardware will be quoted separately from this agreement.
      1. Full payment is due on placement of the order, before work commences.
      2. The separate quotation providing further information pertaining to installation of the above devices shall not be read to alter the terms of this agreement.
    3. Monthly Service Fees

      Monthly Costs for services as laid out in clause 2.2 are applicable to each smart metering unit, base station, control device, public display etc., and are payable on a monthly basis based on the terms of our vendor agreement, or 30 days from invoice whichever is applicable.

      1. Below is the Monthly Service Fees Cost Schedule applicable to this agreement:
        Unit Description Monthly Cost per Unit
        (exclusive of VAT)
        Power Messenger Electricity Meter R 450.00
        Power Messenger Electricity Meter - Additional Channels R 150.00
        Single Phase kWh Electricity Sub-meter R 200.00
        Three Phase kWh Electricity Sub-meter R 200.00
        Three Phase kWh/kVA Electricity Sub-meter R 250.00
        State & Instantaneous Sensors R 200.00
      2. Augos reserves the right to annual price escalations that shall be in line with inflation and the cost of service delivery.
      3. Augos shall provide the Customer with written notice of any price escalation at least 60 days prior to the commencement of the next billing cycle. The notice shall include the new Monthly Service Fees and effective date of the adjustment.

CLIENT

I hereby confirm that I am duly authorised to accept the terms of this agreement on behalf of the client.

Signed at _______________________________

on this ______ day of ______________ 20_____

Duly authorised by ___________________________

Signature ___________________________

VAT Reg No: 4700255534

Finishing Touch Trading 516 (Pty) Ltd

Reg No. 2019/418843/07

Directors: G J Kruger & T J Stevens