1. SALE
Sportbot agrees to sell the (‘Hardware’) specified in the Quote (‘Quote’), provide a license to any associated system (‘Software’),
(Hardware and Software together, the ‘Equipment’), and provide any related installation or other services specified in the Quote, and the
Customer agrees to purchase the Equipment and pay any service charges.
2. DELIVERY AND INSTALLATION
The term “Cutover Date” shall mean the date on which the Customer is notified in writing by Sportbot that the Equipment is installed
and functioning so as to be substantially providing the basic service for which the Equipment is intended. Minor omissions or variances in the
performance of the Equipment, which do not materially affect the operation of the Equipment as a whole, shall not affect or postpone the
Cutover Date.
The “Acceptance Date” shall be within ten (10) days of the Cutover Date. This period is intended to provide any final changes to satisfactorily
complete the installation or of the Equipment.
3. ADDITIONS AND DELETIONS
The Customer will be responsible for paying all fees associated with any additional time required by Sportbot to complete the
installation and the training due to delays on missed commitments by other vendors, suppliers or the Customer with regard to this project. The
Purchase Price may be revised to reflect any additions, deletions or changes to the Quote, which will be detailed in a Change Order Notice agreed to by both parties.
4. CHARGES AND PAYMENT
Sportbot will bill the Customer for, and the Customer shall pay, the price and all other charges specified in this agreement and all
applicable taxes and government charges relating to the purchase, licensing and provisioning of the Equipment and any related services.
Payment in full of the amounts in each bill is due on or before the date shown on the bill or, if no due date is shown on the bill, within 30 days
of the date of the bill. The Customer shall pay interest on all overdue amounts at the rate shown on the bill or, if no interest rate is shown on
the bill, at the simple 2% per month (24% per year). The Customer grants Sportbot, and Sportbot may register, a security
interest in the Equipment in accordance with applicable personal property security legislation.
5. TITLE AND RISK
Title to and property in the Hardware will pass to the Customer on full payment to Sportbot of the total charges for the purchases of
Equipment and all-applicable taxes and government charges. If payment in full for the Equipment is not made by the Customer, Sportbot shall have the right to remove or require the return of the Equipment. The Customer assumes the risk of loss to the Equipment from
and after delivery, and until full payment toSportbot of the total charges for the purchase and any license and all applicable taxes
and government charges, the Customer shall keep the Equipment insured to its full insurable value, keep it free from mortgages, liens or
charges, and not sell, pledge, encumber or dispose of it. Until title to and property in the Hardware has passed to the Customer, the Customer will not allow any installation or servicing of, or repairs, moves, additions or changes to, the Equipment by any person not authorized by Sportbot.
6. SOFTWARE
Except as may be provided for in any separate software license or use agreement that may be provided with the Equipment by Sportbot or by its third party suppliers, and that, if provided, will apply to the use of any Software by the Customer, (a) the Customer shall use
any Software (whether embedded in the Hardware as firmware or otherwise) in accordance with any accompanying documentations and only
in conjunction with the Hardware, (b) the Customer shall not assign, sub-license or distribute any right in the Software, copy (except for one
copy for backup purposes), decompile, reverse engineer or disassemble, modify or transmit the Software, (c) the Customer shall not copy or
distribute any accompanying documentation and (d) the Software any copy or modification of it is and will remain the sole property of Sportbot or its third party supplier.