This Service Agreement Terms and Conditions is made by and between the Purchaser of the service named, hereinafter referred to as “Client,” and EventScan & Allied Mobile Services, referred to as “EventScan/AMS”.  

The Client is choosing to hire EventScan/AMS to provide covid-19 prevention services on a mutually agreed upon start date and ending date as indicated on the Order Invoice associated with this Service Agreement. All fees indicated in this Services Agreement Terms and Conditions will be charged to the Client’s desired method of payment.

To accomplish the aforesaid purposes and in mutual consideration of the obligations entered into under this Agreement, Client and EventScan/AMS agree as follows:

This agreement constitutes the schedule of covid-19 prevention services completed by Allied Mobile Services and referred by EventScan.  EventScan/AMS offers a range of services including thermal scanning, PCR & rapid antigen covid-19 testing and safety protocol development.  Thermal scanning is provided to customers for fever detection.  Rapid testing services are provided to customers for covid-19 testing and results.  Lastly, protocol development is provided to customers on a consulting basis only concerning covid-19 prevention.  Client is hiring EventScan/AMS for one or more of the services listed.

If the Client has purchased EventScan’s Pre-Event Screening Service, EventScan/AMS will provide Client with access to a customized online Pre-Event Screening data collection portal for the Client’s event.  In the portal, the Client will be given a dedicated hyperlink to a Pre-Event Screening form for the Client’s event attendees to complete.  Client will be responsible for providing their event attendees with the dedicated hyperlink to the portal.  EventScan/AMS is not responsible for incorrect vaccination data submitted by attendees.  EventScan/AMS is only responsible for collecting data provided by event attendees and providing the data in a report to the Client.  The Client agrees to hold all shared information as Private Health Information (PHI) and hold all provided information as confidential under HIPAA.  EventScan/AMS is not responsible if Client misuses PHI provided by attendees through the portal.

Client agrees to pay all amounts due hereunder when are invoiced in accordance with the payment terms set forth in this Service Agreement.  The order invoice provided by EventScan/AMS, which includes the service details, pricing and payment plan is included as the final page in this Agreement.

1. EventScan/AMS will not refund the Client for unused products or services.  Entire funds paid are nonrefundable. EventScan/AMS agrees that all products used for a Client are in good repair, condition, and working order.  All testing cartridges and materials are new and unused.  All testing cartridges and materials purchased by EventScan/AMS cannot be used for a rescheduled future event date or credited back to the client when not used.  Unused testing cartridges and materials are subject to medical disposal.  Client cannot claim ownership of purchased testing cartridges and materials as they are owned by EventScan/AMS.  A past due fee of $40.00 will be applied to the account balance if a Scheduled Payment is not received by due date.  If Client’s account goes unpaid for more than 30 days, EventScan/AMS reserves the right to cancel this contract immediately and keep all funds paid by the Client up until the cancellation.  Client’s payment by wire transfer, check or credit card authorizes EventScan/AMS, if your payment is dishonored by your bank, to electronically debit your account for the amount of the payment, plus a $50 processing fee. EventScan/AMS is not held liable for the dissatisfaction of Client or Client’s employees or guest. All legal disputes are to be filed and carried out in Hays County (Texas).

2. Once the Client pays its retainer, submits its order, and executes this Agreement, Client’s order with EventScan/AMS cannot be rescheduled for a new service date.. If the Client needs to reschedule its service date or hiring EventScan/AMS for a new service date, Client must submit a new order and sign a new service agreement.

3. Client is required to pay the remaining amount of their account balance for this Agreement on or before 30 days prior to the date of service, or where the services are to be provided within 30 days of this Agreement, within 1 day after executing the Agreement.  If the Client has ordered covid-19 tests from EventScan/AMS, the Client has the choice to increase the total quantity of tests on their order prior to the final payment due date for their order.  The total quantity on the original order cannot be reduced and the test type cannot be changed.  

4.  If Client elects to cancel their order with EventScan/AMS prior to the final payment due date (30 days prior to the date of service, or where the services are to be provided within 30 days of this Agreement, within 1 day after executing the Agreement), the initial retainer payment paid by the Client is non-refundable and remaining scheduled payments are canceled. If Client elects to cancel their order after the completion of their deposit and final payment, EventScan/AMS will not refund any monies paid on the order. To cancel their order with EventScan/AMS, the Client must request Order Change Form from EventScan/AMS and submit a fully signed and completed Order Change Form to EventScan/AMS directly.

5. Client agrees that this contract shall not grant Client any property rights of the products or equipment used by EventScan/AMS.  All employees or guests of Client are individually required to complete authorization paperwork for thermal scanning and rapid covid-19 testing services administered by EventScan/AMS and must give EventScan/AMS permission to share scanning and covid-19 testing results with Client.

6.  Client understands that test results reported by EventScan/AMS will be reported directly to the Client and the Client’s employee or guest, in the manner chosen by the Client.  Client further understands that it is the Client’s responsibility to have their employee or guest consult their own medical doctor for interpretation, analysis, evaluation, and explanation of any test results.

7.  Client understands that neither EventScan/AMS nor its associates will analyze, evaluate, critique or otherwise interpret the results of said tests.

8.  Client agrees that EventScan/AMS, its officers, shareholders, directors, employed physicians, or its other agent or employee shall not be liable for any claims including, but not limited to, any claim arising out of or related to, inaccurate, uninterrupted, misinterpreted or results not received and do hereby expressly forever release and discharge all claims, demands, injuries, damage, actions or causes of action, except to the extent any claims, demands, injuries, damage, actions, or causes of action arise as a result of EventScan/AMS’s gross negligence and willful misconduct.

9. Client certifies that they will not seek to be reimbursed by Medicare, Medicaid, Tricare or any other government insurer/payer.  Client agrees that they are personally financially responsible for payment of fees for all products, services and tests ordered and collected by EventScan/AMS at their request.  EventScan/AMS reserves the right to charge Client’s method of payment on file for fees incurred so long as such fees are approved by client or were incurred for services requested by Client.

10.  Client understands that the services performed by EventScan/AMS are done at the Client’s request.  Client assumes all liability for the thermal scanning and rapid testing of employees or guests.  Client understands and agrees that the services provided by EventScan/AMS will be maintained as confidential, protected health information by EventScan/AMS as required by federal and state law.

11. Client hereby consents to the release of test results by EventScan/AMS, if legally mandated by local, state or federal government entities.

12. Client acknowledges that a copy of Notice of Privacy Practices, as required by HIPAA from EventScan/AMS, is available at the Client’s request. EventScan/AMS shall comply with all applicable data protection laws in the processing of personal data during the service(s) provided. EventScan/AMS shall notify Client without undue delay upon becoming aware of a breach affecting the personal data processed under this Agreement and shall cooperate with Client in the investigation, mitigation and remediation of such breach.  

13. Client acknowledges the contagious nature of Covid-19 and that the CDC and many other public health authorities still recommend practicing social distancing. Client further acknowledges that there are preventative measures in place to reduce the spread of Covid-19. Client further acknowledges there is no guarantee that the Client, Client’s vendors and Client’s guests will not become infected with Covid-19. Client understands that the risk of becoming exposed to and/or infected by Covid-19 may result from the actions, omissions, or negligence of others, including, but not limited to, event staff and other event guests. Client further acknowledges that despite receiving testing to indicate the presence of active Covid-19, the testing provided by EventScan/AMS is not 100% accurate. Therefore, there is still risk of Client and/or other guests attending the Event of carrying and transmitting Covid-19. Client understands that this release discharges EventScan/AMS from any liability or claim that the Client, Client’s heirs, or any personal representatives may have against EventScan/AMS with respect to any bodily injury, illness, death, medical treatment, or property damage that may arise from, or in connection to, any services received from EventScan/AMS, except to the extent that any such claims arise as a result of negligence or willful misconduct by EventScan/AMS.

DISCLAIMER OF WARRANTIES

THE SERVICES AND PRODUCTS ARE PROVIDED “AS IS” WITHOUT ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF MERCHANTABILITY, QUALITY OR FITNESS FOR A PARTICULAR USE. SPECIFICALLY, BUT WITHOUT LIMITATION, EVENTSCAN/AMS DOES NOT WARRANT THAT: (I) THE SERVICES, INCLUDING THE EVENTSCAN/AMS CONTENT, ARE CORRECT, ACCURATE, RELIABLE OR COMPLETE; (II) THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE; (III) DEFECTS WILL BE CORRECTED, (IV) THE SERVICES OR THE SERVER(S) THAT MAKES THE SERVICES AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR (V) THE PRODUCTS WILL BE FIT FOR YOUR INTENDED PURPOSE OR OTHERWISE ACCORD WITH YOUR EXPECTATIONS. THIS DISCLAIMER DOES NOT APPLY TO WHERE OTHERWISE PROHIBITED BY LAW.  

Limitation of Liability

UNDER NO CIRCUMSTANCES SHALL EventScan/AMS BE LIABLE FOR ANY DAMAGES OF ANY KIND, INCLUDING EventScan/AMS’ WITHOUT LIMITATION DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, MULTIPLE OR OTHER DAMAGES OF ANY KIND INCLUDING EXPRESSLY BUT WITHOUT LITIGATION DAMAGES FOR EventScan/AMS’ NEGLIGENCE OF ANY DEGREE INCLUDING SOLE, COMPARATIVE OR GROSS NEGLIGENCE OR WILLFUL MISCONDUCT ARISING OUT OF OR IN CONNECTION WITH THE USE OF, OR THE INABILITY TO USE, THE SERVICES AND/OR THE PRODUCTS, EVEN IF EventScan/AMS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Class Action Waiver

The parties expressly waive any ability to maintain any class action in any forum. Any arbitration, claim or other proceedings by or between Client and EventScan/AMS shall be conducted on an individual basis and not in any class action, mass action, or on a consolidated or representative basis. Client further agrees that the arbitrator shall have no authority to award class-wide relief or to combine or aggregate similar claims or unrelated transactions. Client acknowledges and agrees that this agreement specifically prohibits Client from commencing arbitration proceedings as a representative of others. If for any reason a claim proceeds in court rather than in arbitration, both Client and EventScan/AMS each waive any right to a jury trial. Any claim that all or part of this Class Action Waiver is unenforceable, unconscionable, void, or voidable may be determined only by a court of competent jurisdiction and not by an arbitrator.

Safe Work Environment Clause

Because EventScan/AMS will be assigned to the Client’s location, Client must ensure that the location is at least as safe as the law requires.  EventScan/AMS retains a right of direction and control over management of safety, risk, and hazard control at the location or locations affecting EventScan/AMS.  

Cheerful Cooperation Clause

The Client and EventScan/AMS consent to happily cooperating and communicating with each other to achieve the best possible result within the understanding of the contract.  

Non-Disparagement Clause

Neither Client nor EventScan/AMS shall, at any time during the effectiveness of this Agreement and thereafter, make statements or representations, or otherwise communicate, directly or indirectly, in writing,
orally, or otherwise, or take any action which may, directly or indirectly, disparage either party or any of its subsidiaries or affiliates or their respective officers, directors, employees, advisors, businesses or reputations. Notwithstanding the foregoing, nothing in this Agreement shall preclude either Client or EventScan/AMS from making truthful statements that are required by applicable law, regulation or legal process.

Attorney’s Fees
Any person who is a prevailing party in any legal proceeding brought under or related to the transaction described in this agreement is entitled to recover prejudgment interest, reasonable attorney’s fees and all other costs of litigation from the non prevailing party.

Agreement of Parties:

1.  Entire Agreement: This document contains the entire agreement between EventScan/AMS and Client and may not be changed except by written agreement.
2. Binding Effect: This agreement is binding upon and inures to the benefit of the parties and their respective heirs, executors, administrators, successors, and permitted assigns.
3. Joint and Several: If Client consists of more than one Person or entity, the obligations and liabilities of each such Person hereunder are joint and several.  EventScan/AMS shall not be liable and Client hereby waives all claims against EventScan/AMS for any damage to any property or any injury to any person by or from any cause whatsoever, except to the extent caused by or arising from the gross negligence or willful misconduct of EventScan/AMS or its agents, employees or contractors. Client shall protect, indemnify and hold the EventScan/AMS entities harmless from and against any and all loss, claims, liability or costs (including court costs and attorney’s fees) incurred by reason of (a) any damage to any property or any injury to any person to the extent that such injury or damage shall be caused by or arise from any actual or alleged act, neglect, fault, or omission by or of Client, its servants, invitees, or visitors to meet any standards imposed by any duty with respect to the injury or damage; (b) the conduct or management of any work or thing whatsoever done by the Client in or about the Premises of the scanning or testing location or from transactions of the Client concerning the Premises; (c) client’s failure to comply with any and all governmental laws, ordinances and regulations applicable to the condition or use of the Premises of the scanning or testing location or its occupancy; or (d) any breach or default on the part of Client in the performance of any covenant or agreement on the part of the Client to be performed pursuant to this agreement. The provisions of this Article shall survive the termination of this agreement with respect to any claims or liability accruing prior to such termination.
4. Controlling Law: The laws of the State of Texas govern the interpretation, performance and enforcement of this agreement.  All legal disputes are to be filed and carried in Hays County (Texas).
5. Severable Clauses: If any clause in this agreement is found invalid or unenforceable by a court of law, the remainder of the agreement will not be affected and all other provisions of this agreement will remain valid and enforceable.
6. Force Majeure: If EventScan/AMS’s performance of services in this agreement is delayed by strike, shortage of material, government restriction, riot, flood, or any cause outside of EventScan/AMS’s control, the time for EventScan/AMS’s performance will be abated until after the delay.
7. Time: Time is of the essence.  The parties require strict compliance with the times for performance.