SCOUT IT, LLC TERMS AND CONDITIONS OF SERVICE
SCOUT IT, LLC
TERMS AND CONDITIONS OF SERVICE
1. Applicability. These Terms & Conditions of Service, together with those general terms and conditions applicable to any third party, including, specifically, any applicable Apple, Inc.® (“Apple”) terms and conditions (collectively, these “Terms”), govern the relationship between Customer (“Customer,” “you,” “your,” etc.) and SCOUT IT, LLC (“Scout”), with respect to the Services (as defined herein) provided to Customer with respect to Customer’s equipment (the “Equipment”) specified on the applicable Service request order (the “Service Order”). By signing the Service Order and accepting the Services specified thereon (the “Services”), you acknowledge and agree to these Terms as set forth herein, unless modified in writing by Scout. These Terms and the accompanying Service Order, which is hereby incorporated by reference into these Terms, comprise the entire agreement between the parties, and supersede all prior or contemporaneous understandings, agreements, negotiations, representations and warranties, and communications, both written and oral, between Customer and Scout regarding the Services and Customer’s Equipment.
2. Performance of Services. Scout shall use its commercially reasonable efforts to perform the Services specified on the Service Order within the estimated time period and for the charges specified thereon; however, Customer hereby acknowledges and agrees that repair of Customer’s Equipment may require additional time, labor and costs not included in the estimate shown on the Service Order (“Additional Work”). Customer hereby acknowledges and agrees that nothing in these Terms nor in the Service Order shall create or be deemed to create any obligation on the part of Scout to perform the Services exactly as specified on the applicable Service Order and within the time and budget specified thereon. Customer hereby acknowledges and agrees that Scout, as an Apple® Authorized Service Provider may use parts or products provided by Apple, Inc. that are new or equivalent to new in reliability and performance. Scout will return replaced parts to Apple, Inc., who retains the replaced part or product as its property, and the replacement part becomes your property. Replaced parts are generally repairable and are exchanged or repaired by Apple for value. If applicable law requires Scout to return a replaced part to you, you agree to pay Scout the additional cost of the replacement item. Apple, Inc. provides a Ninety (90) day warranty for Apple, Inc. parts used in the repair of non-warranty Equipment, which Scout will honor.
3. Payment. Payment for the Services is earned by Scout upon delivery of your Equipment to Scout, and all amounts due and payable with respect to the Services shall be paid in full prior to Scout releases your Equipment back to you; and Scout shall not be obligated to release your Equipment back to you unless and until such payment is received by Scout. The payments for the Services are as follows:
a. Diagnostic Fee. Customer expressly understands and agrees that Scout assesses a diagnostic fee, as quoted to Customer by Scout or its representatives, to assess your Equipment and to prepare an estimate for the Services which is payable whether Customer retains Scout to perform the Services. If Customer’s Equipment is covered by Apple’s Original Manufacturer’s (OM) Warranty (the “Apple Warranty”), you are not responsible to pay this diagnostic fee; however, with respect to Equipment not covered by an Apple Warranty, or if the Apple Warranty for your Equipment is unavailable due to the presence or installation of non-original parts or is otherwise voided, you must pay the diagnostic fee before Scout performs any Services on your Equipment. For the avoidance of doubt, Scout shall have no obligation to perform any Services on your Equipment unless and until the applicable diagnostic fee is paid. Upon acceptance of the Service Order, the diagnostic fee will be applied against the labor cost of the Services. Customer hereby acknowledges and agrees that Scout reserves the right to return Customer’s Equipment without performing the indicated Services if, in Scout’s sole and final determination, the Equipment are irreparable; provided, however, if the Equipment is returned to Customer, the diagnostic fee paid by Customer shall be deemed earned by Scout, shall be retained by Scout, and shall Customer shall have no right to demand the return thereof.
b. Service Charges; Taxes. Scout will perform the Services described on the Service Order for the charges shown on the Service Order plus any applicable taxes due thereon; provided, however, Customer hereby acknowledges and agrees that additional charges may be assessed by Scout for Additional Work. If Scout, in its sole and absolute judgment, determines that Additional Work is required, Scout will provide Customer with a revised Service Order indicating the Additional Work to be performed and the estimated additional charges to perform the Additional Work for Customer’s approval. Customer hereby acknowledges and agrees that its approval of the revised Service Order for the Additional Work shall authorize Scout to perform such Additional Work and shall require Customer to pay the estimated additional Service charges indicated thereon. Customer hereby acknowledges and agrees that if Customer does not approve the revised Service Order, (i) Scout shall have no obligation to continue to perform the Services indicated on the original Service Order and that (ii) Scout may retain Customer’s Equipment in its possession until Customer has paid all applicable Service charges and fees assessed by Scout for the Services performed thereon.
c. Warranty Repairs. Regular hourly rates and fees are applicable if Customer’s Equipment is covered by an Apple Warranty; provided, however, Services covered by an Apple Warranty will not be invoiced to Customer. Any unauthorized modifications, or any repairs or replacements not performed by Apple or an Apple Authorized Service Provider, that have been made to your product may void the Apple Warranty. Software repairs, including PRAM and NVRAM resets, Operating System reinstalls, Apple application reinstallations, are not covered by the Apple Warranty. WARRANTY COVERAGE IS SOLELY AT THE DISCRETION OF APPLE ACCORDING TO APPLE, INC.’S LIMITED WARRANTY AND APPLECARE POLICIES. NON-COVERED REPAIRS ARE BILLED AT THE CURRENT NON-WARRANTY RATE.
d. Non-Warranty Repairs. Regular hourly rates and fees are applicable if Customer’s Equipment is not covered by an Apple Warranty. Customer hereby acknowledges and agrees that it is obligated to pay all charges due in connection with the Services, regardless of whether the Equipment are repaired or retrieved from Scout.
e. Refunds. Except as specifically provided in these Terms or as required by applicable law, Scout does not provide refunds for Service Orders, nor does Scout warrant the quality of the workmanship or that the Services will ultimately be successful to ameliorate the issue with your Equipment.
4. Workman’s Lien; Abandonment. Customer hereby acknowledges and agrees Scout’s performance of the Services Specified on the Service Order to Customer’s Equipment creates a lien on Customer’s Equipment pursuant to Florida Statutes Section 713.31 and that Scout shall not be obligated to deliver Customer’s Equipment into Customer’s possession unless and until all required payments to Scout have been made with respect to the Service Order. Payment by Customer of all applicable Service fees and charges due in connection with a Service Order shall automatically extinguish this lien. Customer hereby acknowledges and agrees that if Customer has not claimed its Equipment and paid all charges due within sixty (60) days after being notified by Scout that the Equipment has been Serviced, Scout will consider your product abandoned and may dispose of your product in accordance with applicable law.
5. No Bailment; Damage. Customer hereby acknowledges and agrees that no bailment with respect to Customer’s Equipment is created by their delivery into Scout’s possession and that, except as specifically provided in these Terms, all risk of loss associated with the Services to be performed on Customer’s Equipment by Scout shall be borne exclusively by Customer. Customer hereby acknowledges that there is an inherent risk posed by the Services to the Equipment and that, while Scout will make every efforts to avoid damaging the Equipment, damage, including total loss, to the Equipment may occur. Customer hereby acknowledges and agrees that, to the extent permitted by applicable law, Scout shall bear no liability with respect to any damage, including total loss, of Customer’s Equipment in connection with the Services to be performed thereon. Customer hereby acknowledges and agrees that Customer has not turned over into Scout’s possession Customer’s power cord or any items other than those specifically set forth on the Service Order. Scout hereby specifically disclaims any liability with respect to any items not specified on the Service Order and Customer hereby agrees to waive all claims it may have against Scout with respect to such items whatsoever.
6. Vintage Repairs.
a. Acknowledgement. Customer hereby acknowledges that once Apple, Inc. designates Equipment “vintage,” Apple, Inc. may no longer supply new replacement parts for the Equipment and Customer hereby agrees that Scout may use third-party or “vintage” parts to effectuate the Services to be performed pursuant to the Service Order. Customer hereby further acknowledges and agrees that Services performed on “vintage” Equipment carry a greater inherent risk than repairs to non-vintage Equipment, which may result in damages to the Equipment during repair. Customer therefore hereby specifically authorizes Scout to attempt to Service Customer’s “vintage” Equipment and Customer hereby agrees to save and hold Scout harmless from any losses, damages, claims, fees and costs arising from any damage to Customer’s “vintage” Equipment which may occur in connection with the Services. To the extent permitted by applicable law, Customer hereby agrees to waive any claims Customer may have against Scout with respect to the Services to be performed on Customer’s “vintage” Equipment.
b. Warranty for “Vintage” Repairs. Scout uses third party parts in the repair of “vintage” Equipment, which may come with manufacturers’ warranties. Parts with such warranties may be repaired or replaced by Scout at Scout’s sole discretion within One (1) year after the day that Scout returns the Equipment. THIS WARRANTY SHALL BE LIMITED SOLELY TO THOSE PARTS WHICH SCOUT REPLACED IN THE REPAIR AND THIS SHALL NOT BE CONSTRUED TO EXTEND SCOUT’S LIABILITY TO ANY REPAIRS OR OTHER MALFUNCTIONS AFFECTING YOUR EQUIPMENT/SOFTWARE. FINALLY, THIS WARRANTY SHALL BE FOR THE REPAIR OR REPLACEMENT SOLELY OF THE PARTS WHICH SCOUT USED IN THE REPAIR, OR FOR THE REFUND OF THE SERVICE FEES, AT THE ABSOLUTE DISCRETION OF SCOUT. For the avoidance of doubt, Scout provides no other warranties with respect to “vintage” Equipment or the Services performed thereon.
7. Software. Should any software need to be reinstalled as a result of the repair, Scout will do so at the applicable standard labor rates. Software installation, data backup and data restoration are not included in the repair agreement nor is it covered by AppleCare. It is your responsibility to backup all existing data, software, and programs, and to erase all existing data before receiving Services. Scout is not responsible for loss, recovery, or compromise of data, programs or loss of use of equipment arising out of the Services provided by Scout. You represent that your product does not contain illegal files or data. If Service involves transferring information or installing software, you represent that you have the legal right to copy the information and agree to the terms of the software license, and you authorize Scout to transfer the information and accept such terms on your behalf in performing the Service.
8. Customer Data.
a. Data Protection. Customer hereby acknowledges and agrees that Scout may collect and remit to Apple certain of Customer data in order to Service your Equipment under the Apple Warranty and as required by Apple. Customer hereby acknowledges and agrees that it is necessary for Apple and/or Scout to collect, process, and use Customer’s data in order to process sales, perform Service, comply with applicable laws (such as responding to law enforcement requests), or confirm Customer’s compliance with applicable laws. Apple and/or Scout reserve the right, in their respective sole discretion, and without notice to Customer, to report to respective authorities any matters that may pose immediate risk of serious injury or death to a member of the public or any matter that relates to child endangerment. If you wish to have access to the information that Apple holds concerning you or if you want to make changes, access URL: www.apple.com/contact/myinfo to update your personal contact preferences. Scout will not use your information for direct marketing purposes without obtaining your consent and Scout will employ reasonable security measures to protect your data from public dissemination. Notwithstanding the forgoing, under no circumstances will Scout be liable for any damages, losses, or other claims in connection with Customer’s data.
b. DATA LOSS. CUSTOMER HEREBY ACKNOWLEDGES AND AGREES THAT THERE IS AN INHERENT RISK THAT REPAIRS MAY RESULT IN THE LOSS OR CORRUPTION OF DATA AND THAT SCOUT SPECIFICALLY DOES NOT WARRANT THAT IT WILL BE ABLE TO (i) REPAIR OR REPLACE MY EQUIPMENT/SOFTWARE WITHOUT RISK OF LOSS OR CORRUPTION OF PROGRAMS OR DATA, AND (ii) MAINTAIN THE CONFIDENTIALITY OF DATA. IF ANY EQUIPMENT/SOFTWARE SHOULD BE DAMAGED OR LOST WHILE IN SCOUT’S CUSTODY, SCOUT’S LIABILITY WILL BE LIMITED TO THE COST OF REPAIR OR REPLACEMENT OF THE AFFECTED PRODUCT. OTHERWISE, SCOUT’S LIABILITY FOR ANY AND ALL DAMAGE SHALL IN NO EVENT EXCEED THE PAYMENTS RECEIVED BY Scout FOR SERVICES PROVIDED PURSUANT TO THESE TERMS. THE REMEDIES SET FORTH HEREIN SHALL BE MY SOLE AND EXCLUSIVE REMEDIES FOR ANY BREACH BY SCOUT UNDER THESE TERMS AND CONDITIONS.
9. Customer Representations and Warranties. Customer hereby represents and warrants that: Customer is a resident of Florida and is not otherwise subject to the laws of the European Economic Zone, California, or Germany; that Customer has full title, right, and ownership in the Equipment to be Serviced by Scout; and that Customer has the requisite legal authority and capacity to enter into the agreements subject to these Terms.
10. LIMITATION OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY LAW, CUSTOMER HEREBY AGREES THAT SCOUT IT, LLC, APPLE, INC., AND ITS AFFILIATES, WILL UNDER NO CIRCUMSTANCES BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES RESULTING FROM SERVICES PROVIDED OR UNDER ANY OTHER LEGAL THEORY, INCLUDING BUT NOT LIMITED TO LOSS OF REVENUE; LOSS OF ACTUAL OR ANTICIPATED PROFITS (INCLUDING LOSS OF PROFITS ON CONTRACTS); LOSS OF THE USE OF MONEY; LOSS OF ANTICIPATED SAVINGS; LOSS OF BUSINESS; LOSS OF OPPORTUNITY; LOSS OF GOODWILL; LOSS OF REPUTATION; LOSS OF, DAMAGE TO, OR CORRUPTION OF DATA; OR ANY COSTS OF RECOVERING, PROGRAMMING, OR RESTORING ANY PROGRAM OR DATA STORED OR USED WITH YOUR PRODUCT AND ANY FAILURE TO MAINTAIN THE CONFIDENTIALITY OF DATA STORED ON YOUR PRODUCT. THE FOREGOING LIMITATION SHALL NOT APPLY TO DEATH OR PERSONAL INJURY CLAIMS.
11. WARRANTIES. CUSTOMER HEREBY ACKNOWLEDGES AND AGREES THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE EXPRESS WARRANTIES, CONDITIONS AND REMEDIES SET OUT IN THESE TERMS OR ANY APPLICABLE SERVICE ORDER ARE EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, CONDITIONS, TERMS, UNDERTAKINGS, OBLIGATIONS AND REPRESENTATIONS, WHETHER ORAL OR WRITTEN, STATUTORY, EXPRESS OR IMPLIED, EXCEPT THOSE PROVIDED BY APPLE. TO THE EXTENT PERMITTED BY LAW, SCOUT SPECIFICALLY DISCLAIMS AND EXCLUDES ANY AND ALL STATUTORY AND IMPLIED WARRANTIES, CONDITIONS, TERMS, UNDERTAKINGS, OBLIGATIONS AND REPRESENTATIONS RELATED TO OR ARISING IN ANY WAY OUT OF THESE TERMS OR ANY APPLICABLE SERVICE ORDER, INCLUDING ANY IMPLIED WARRANTY OR CONDITION OF MERCHANTABILITY, SATISFACTORY QUALITY, CARE, SKILL OR FITNESS FOR A PARTICULAR PURPOSE.
12. Indemnification. Customer will defend, indemnify, and hold Scout and its subsidiaries, affiliates, successors, and assigns and its directors, officers, shareholders, and employees harmless from and against any loss, injury, death, damage, liability, claim, deficiency, action, judgment, interest, award, penalty, fine, cost, fees (including any applicable taxes), or expense (including reasonable attorneys’ and professional fees and costs), and the cost of enforcing any right to indemnification hereunder and the cost of pursuing any insurance providers (“Claims”) arising out of or occurring in connection with the any negligent, intentional or tortious act or omission of Customer or Customer’s affiliates.
13. Termination. In addition to any remedies that may be provided under these Terms, Customer may terminate any Service Order with immediate effect upon written notice to Customer, if Customer: (i) fails to pay any amount when due under these Terms or any applicable Service Order; (ii) has not otherwise performed or complied with any of these Terms, in whole or in part; or (iii) becomes insolvent, files a petition for bankruptcy or commences or has commenced against it proceedings relating to bankruptcy, receivership, reorganization or assignment for the benefit of creditors.
14. Waiver. No waiver under these Terms or any applicable Service Order is effective unless it is in writing, identified as a waiver to these Terms or any applicable Service Order and signed by an authorized representative of the Scout waiving its right.
15. Force Majeure. The Scout shall not be liable or responsible to Customer, nor be deemed to have defaulted or breached these Terms or any applicable Service Order, for any failure or delay in fulfilling or performing any term of these Terms or any applicable Service Order when and to the extent such failure or delay is caused by or results from acts or circumstances beyond the reasonable control of Scout including, without limitation, acts of God, flood, fire, earthquake, explosion, governmental actions, war, invasion or hostilities (whether war is declared or not), terrorist threats or acts, riot, or other civil unrest, national emergency, revolution, insurrection, epidemic disease (whether or not declared a “Pandemic” or the equivalent thereof by the World Health Organization, otherwise designated as such by any applicable governmental authority), lockouts, strikes or other labor disputes (whether or not relating to either party’s workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, materials or telecommunication breakdown or power outage.
16. Assignment. Customer shall not assign any of its rights or delegate any of its obligations under these Terms or any applicable Service Order without the prior written consent of Scout. Any purported assignment or delegation in violation of this Section is null and void. Unless specifically agreed to in writing by Scout, no assignment or delegation hereof relieves Customer of any of its obligations under these Terms or any applicable Service Order.
17. No Third-Party Beneficiaries. These Terms or any applicable Service Order is for the sole benefit of the parties hereto and their respective successors and permitted assigns and nothing herein, express or implied, is intended to or shall confer upon any other person or entity any legal or equitable right, benefit or remedy of any nature whatsoever under or by reason of these Terms.
18. Governing Law; Jurisdiction. These Terms or any applicable Service Order shall be governed by and construed in accordance with the laws of the State of Florida without regard to conflicts of laws rules. The State and Federal Courts in and for Hillsborough County, Florida shall be the sole and exclusive venue for any legal suit, action or proceeding arising out of or relating to these Terms or any applicable Service Order, and each party hereby irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action or proceeding.
19. Severability. If any term or provision of these Terms or any applicable Service Order is invalid, illegal or unenforceable in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other term or provision of these Terms or any applicable Service Order or invalidate or render unenforceable such term or provision in any other jurisdiction.
20. Survival. Provisions of these Terms which by their nature should apply beyond their terms will remain in force after any termination or expiration of these Terms or any applicable Service Order including, but not limited to, Sections 3, 4, 5, 6, 9, 10, 11, 12, 18, and 20 hereof.
21. Amendment and Modification. These Terms may only be amended or modified in a writing which specifically states that it amends these Terms and is signed by an authorized representative of each party.
[END OF TERMS AND CONDITIONS OF SALE]
Revised and Adopted Effective as of July 16, 2021