Common use of Services and Deliverables Clause in Contracts

Services and Deliverables. 2.1 Tech Data will perform the Service for the Customer for the Service Term. 2.2 Tech Data will use commercially reasonable endeavour to commence the Service on the Service Start Date, and deliver the Deliverables by or on the Deliverable Delivery Date, or as subsequently agreed by the Parties in writing.‌ 2.3 If the Service Start Date falls on a day that is not a Business Day, then the Service Start Date will be the next Business Day. The same applies to the Deliverable Delivery Date. 2.4 Notwithstanding clause 2.2, Tech Data is not responsible for any delay in the commencement of the Service or delivery of the Deliverable, and any consequence of that delay, to the extent that the delay is caused by the Customer or any other third party, or a Force Majeure Event. 2.5 If the Parties continue to provide and receive the Service and the Deliverables after the expiry of the Service Term then (but without prejudice to any other right or remedy of the parties): 2.5.1 the term of the Service is deemed to be extended and continue on a monthly basis; and 2.5.2 the Service may be terminated by either Party giving the other Party at least 1 month’s written notice in which case the Service will terminate at the end of the notice period. 2.6 Any physical Deliverables will be delivered to the Physical Deliverable Delivery Address specified in the relevant Order or, if no physical address is specified, the Customer’s address under the relevant Order. 2.7 The Customer must notify Tech Data within 3 Business Days after delivery of any physical Deliverables, if there is a shortfall in the quantity delivered or any damage to the Deliverables (or any part thereof) at the time of delivery. If the Customer does not notify Tech Data within the timeframe set out in this clause, the Customer is deemed to have accepted the Deliverables. 2.8 Tech Data may provide the Service or Deliverable from any location, without the Customer’s prior written consent. 2.9 If Tech Data is to provide the Service or Deliverable to any site owned or used by the Customer, the Customer must provide Tech Data with access without limitation to and use of information, resources, facilities (including office space, desks, storage, furniture) and networks as may be reasonably required by Tech Data in order to perform the Service or provide the Deliverable. 2.10 Tech Data warrants that:‌ 2.10.1 the Service will be performed with reasonable care and skill in accordance with the relevant Order; 2.10.2 the Deliverables will comply with the relevant Order at the time of delivery; and 2.10.3 it will comply with laws that apply to Tech Data as an IT service provider in performing the Service and providing the Deliverable. 2.11 Unless otherwise specified in an Order and to the extent permitted by Law, no warranties, other than those provided in this clause 2.10, are given in respect of the Service and Deliverables. Without limiting that, Tech Data does not warrant that the Service (nor the Deliverables in connection with such Service) will be continuous or error free.‌ 2.12 Any software provided in connection with a Service is provided ‘as-is’, without warranty of any kind.