English
This Equipment Addendum (the “Addendum”) is incorporated into and made part of the Master Subscription Agreement (“MSA”) and applicable Order Form(s) entered into between GoTab, Inc. (“GoTab”) and the customer identified in the applicable Order Form (“Customer”). Capitalized terms not defined in this Addendum have the meanings given in the MSA.
1.1 Definition. All GoTab‑provided hardware and related equipment supplied under an Order Form (collectively, the “Equipment”) shall have an aggregate stated value, which constitutes the Hardware Balance.
1.2 Initial Hardware Balance. The Hardware Balance shall initially equal the total manufacturer’s suggested retail price (“MSRP”) of the Equipment provided under the applicable Order Form.
1.3 Adjustments to Hardware Balance. The Hardware Balance:
1.4 Continuing Obligation. In the event of termination, of any kind, Customer’s obligation to pay the Hardware Balance continues until the Hardware Balance is paid in full, regardless of any repair, replacement, or upgrade of Equipment.
2.1 Program Included in Subscription. Access to GoTab’s equipment protection, replacement, and upgrade program (the “Protection & Replacement Program”) is included as part of the Monthly Subscription Fee. The Protection & Replacement Program is a recurring service and does not constitute a sale of hardware.
2.2 Credit Accrual. As part of the Protection & Replacement Program, GoTab makes available non‑refundable service credits (“Replacement Credits”) that accrue over time while Customer remains in good standing. Replacement Credits:
2.3 Use of Credits. Replacement Credits may be applied to facilitate issuance of replacement or upgraded Equipment without requiring an upfront invoice at the time of issuance. For clarity, the use of Replacement Credits does not eliminate or reduce Customer’s obligation to pay for any Equipment costs in excess of the Replacement Credits, and the Hardware Balance shall increase as provided in Section 1.3.
2.4 Program Administration. GoTab retains sole discretion over eligibility, availability, timing, and application of Replacement Credits, including determination of whether Replacement Credits may be applied toward any specific repair, replacement, or upgrade request.
3.1 Requests. Customer may request replacement, or upgrade of Equipment from time to time through usage of Replacement Credits. GoTab will use commercially reasonable efforts to provide replacement Equipment of comparable or superior functionality.
3.2 No Reset of Subscription. The provision of replacement or upgraded Equipment does not restart, extend, or otherwise modify the Subscription Term or Customer’s Monthly Payment obligations, except as expressly agreed in writing by GoTab.
3.3 Return of Equipment. Customer shall return any replaced or upgraded Equipment within fifteen (15) days of receipt of replacement items, in accordance with GoTab’s return instructions.
4.1 Payment Upon Termination. If Customer terminates the Agreement or this Addendum for any reason before the Hardware Balance is paid in full, Customer shall immediately pay GoTab the entire remaining unpaid Hardware Balance.
4.2 No Offset for Returns. Returned Equipment has no residual value to GoTab and does not reduce Customer’s remaining financial obligation.
4.3 Credits. Any unused Replacement Credits are forfeited upon termination and have no cash or refund value.
5.1 Title. All Equipment remains the sole property of GoTab unless and until the Hardware Balance is paid in full, and GoTab expressly transfers ownership to Customer in writing.
5.2 License to Use. During the Subscription Term and while Customer is in good standing, GoTab grants Customer a limited, non‑exclusive, non‑transferable right to use the Equipment solely in connection with the GoTab platform.
6.1 Responsibility. Customer bears the risk of loss, theft, or damage to Equipment except to the extent covered by the Protection & Replacement Program.
6.2 Excess Loss. Loss, theft, or damage not covered by the Protection & Replacement Program may result in replacement charges at GoTab’s then‑current rates, which shall increase the Hardware Balance.
7.1 No Cash Value. Replacement Credits are not legal tender, have no monetary value, and may not be exchanged for cash.
7.2 Conflict. In the event of a conflict between this Addendum and the MSA or any Order Form, this Addendum controls with respect to Equipment, the Hardware Balance, and the Protection & Replacement Program.
7.3 Modifications. GoTab may update this Addendum upon renewal of the Subscription Term or execution of a new Order Form.