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Terms and Conditions Version 1 February 2022 <br />ChargePoint, Inc. <br />240 East Hacienda Avenue <br />Campbell CA 95008 USA. <br /> <br /> <br />14 <br />d Client has filed for bankruptcy or is declared bankrupt. <br />19.8 The termination of the Agreement in accordance with these Terms and Conditions shall never <br />cause ViriCiti to be liable for any compensation. <br />19.9 The termination of the Agreement does not discharge Parties from their current obligations. The <br />termination explicitly does not discharge Parties from obligations regarding intellectual property <br />rights, confidentiality, applicable law and the competent court and othe r provisions which by their <br />nature should remain in full force after the termination of the Agreement. <br />20. Miscellaneous <br />20.1 Without prior written consent of ViriCiti, Client is not entitled to transfer any of its obligations, <br />rights or claims in relation to the Agreement and any transfer without the consent of ViriCiti is void <br />ab initio <br />20.2 ViriCiti shall be entitled to transfer its company and/or the Agreement entirely or partially to a third <br />party within the concern of ViriCiti or fully transfer its company. In such event, the third party shall <br />fully take ViriCiti’s place. Client shall upon first request of ViriCiti fully cooperate with the <br />assignment of agreement. <br />20.3 Additions and amendments to the Agreement shall only be valid if agreed upon between the <br />Parties in writing. <br />20.4 If at any time any term or provision in the Agreement or these Terms and Conditions shall be held <br />to be illegal, invalid or unenforceable by any government authority or court of competent <br />jurisdiction, in whole or in part, such term or provision or part shall to that extent be deemed not <br />to form part of the Agreement or these Terms and Conditions , but the enforceability of the <br />remainder of the Agreement or the Terms and Conditions shall not be affected. In such event the <br />Parties shall negotiate the amendment of any such term or provision in such manner that it <br />becomes legal, valid and enforceable without affecting the original intent or the economic <br />purpose and effect of such term or provision. <br />20.5 The applicability of the Convention on Agreements for the International Sale of Goods 1980 <br />(CISG) is expressly excluded. <br />20.6 The (digital) administration and the (digital) data in ViriCiti’s systems or the systems which are <br />used on behalf of ViriCiti (such as logfiles), will provide full evidence on any and al l of ViriCiti’s <br />statements unless Client provides overriding evidence on the contrary. <br />20.7 The Agreement and any agreements and obligations arising therefrom shall be governed by and <br />construed in accordance with the laws of South Carolina. All disputes between the Parties arising <br />under the Agreement and any agreements and obligations arising therefrom shall be submitted <br />to the competent courts of Greenville County, South Carolina. <br />20.8 ViriCiti is entitled to amend these Terms and Conditions. The amended provisions shall be <br />applicable to the Agreement, unless Client makes an objection against the amended provisions <br />within four weeks after receiving the notice of the amendment of the Terms and Conditions. If <br />Client makes an objection against the amended provision within the above mentioned period and <br />the amendments result in a material worse position of Client, Client shall be entitled to terminate <br />the Agreement without an obligation to pay compensation, if: