7. NO WARRANTIES OR REPRESENTATIONS: SUBSCRIBER’S EXCLUSIVE REMEDY: Company does not represent nor warrant that Subscriber’s alarm system, monitoring service, or any third-party app, website, or automation system will prevent any loss, damage or injury to person or property, by reason of burglary, theft, hold-up, fire, or other cause, or that the alarm system will in all cases provide the protection for which it is installed or intended. Subscriber acknowledges that Company is not an insurer, and the Subscriber assumes all risk for loss or damage to Subscriber’s premises or its contents. Nothing shall be construed to exclude, modify or limit warranties of merchantability or fitness or any remedy provided by law of breach. Subscriber’s remedy for Company’s default hereunder is to require Company to repair or replace, at Company’s option, any Communications Unit covered by this Agreement which is non-operational. Company provides no express or implied warranties including any warranty of merchantability or fitness other than any set forth in this Agreement.
8. EXCULPATORY CLAUSE: The parties agree that Company is not an insurer and no insurance coverage is offered herein. Subscriber’s payments to Company are for monitoring services, Company does not guarantee that no loss will occur. Company, its subcontractors nor the monitoring center are not assuming liability and therefore shall not be liable to Subscriber for any loss or damages sustained by Subscriber as a result of burglary, theft, hold-up, fire, equipment failure, or any other cause, whatsoever, regardless of whether or not such loss or damage was caused by, or contributed to, by Company, its subcontractors or the monitoring centers negligent performance or failure to perform any obligation.
9. LIMITATION OF LIABILITY: THE PARTIES AGREE THAT THE COMMUNICATIONS UNIT AND MONITORING, INCLUDING ANY THIRDPARTY APP, WEBSITE, OR AUTOMATION SYSTEM IS NOT DESIGNED OR GUARANTEED TO PREVENT ANY LOSS BY BURGLARY, THEFT AND OTHER ILLEGAL ACTS OF THIRD PARTIES, OR LOSS BY FIRE, SMOKE, WATER OR ANOTHER CAUSE. IF, NOTWITHSTANDING THE TERMS OF THIS AGREEMENT, THERE SHOULD ARISE ANY LIABILITY ON THE PART OF THE COMPANY AS A RESULT OF BURGLARY, THEFT, HOLD-UP, FIRE, SMOKE OR ANY CAUSE WHATSOEVER REGARDLESS OF WHETHER OR NOT SUCH LOSS, DAMAGE, PERSONAL INJURY WAS CAUSED BY, OR CONTRIBUTED TO, BY COMPANY’S NEGLIGENCE TO ANY DEGREE OR FAILURE TO PERFORM ANY OBLIGATION, SUCH LIABILITY WILL BE LIMITED TO THE SUM OF $250.00. IF SUBSCRIBER WISHES COMPANY TO ASSUME A GREATER LIABILITY, CUSTOMER MAY OBTAIN FROM COMPANY A HIGHER LIMITATION OF LIABILITY BY PAYING AN ADDITIONAL PERIODIC SERVICE CHARGE, THE TERMS OF WHICH WOULD BE SET FORTH IN A RIDER TO THIS AGREEMENT. SUCH AN ADDITIONAL OBLIGATION SHALL NOT BE INTERPRETED TO HOLD COMPANY AS AN INSURER.
10. CALL LIST: Subscriber, for him/her/itself and as the authorized agent of each person on the Call List, consents to Dealer and monitoring center calling each such person’s cell phone or other mobile device.
11. CARE OF COMMUNICATIONS UNIT: Subscriber agrees not to tamper with, remove or otherwise interfere with the Communications Unit, which shall remain in the same location as installed and Subscriber agrees to bear the cost of repairs or replacement made necessary as a result of any painting, alteration, remodeling or damage, including damage caused by unauthorized intrusion to the premises, lightning or electrical surge, except for ordinary wear and tear, in which event repair or replacement shall be made by Company without additional charge.
12. ALTERATION OF PREMISES FOR INSTALLATION AND SERVICE: Company is authorized to make preparations such as drilling holes, driving nails, making attachments or doing any other thing deemed necessary in Company’s sole discretion for the installation, service, or removal of the Communications Unit, and Subscriber represents that the owner of the premises, if other than Subscriber, authorizes the installation and servicing of the Communications Unit under this Agreement.
13. SUBSCRIBER’S DUTY TO SUPPLY: Subscriber agrees to furnish, at Subscriber’s expense, all 110 Volt AC receptacles, telephone hook-ups, RJ-31 block or equivalent, Internet connection, high speed broadband cable or DSL and IP address, as deemed necessary, by Company. Company does not provide Internet, phone, or electricity service and is not responsible for Subscriber’s access to the Internet, phone, or electricity. Company is not responsible for any interruption of service to any remote access caused by Subscriber’s Internet service, phone, electricity, or any other interruption of service out of the control of Company. Subscriber hereby authorizes Company to access its Internet network. Company is not responsible for any third-party access. It is the sole responsibility of Subscriber to secure its Internet network.
14. TESTING AND SERVICE OF COMMUNICATIONS UNIT: The parties hereto agree that Communications Unit, once installed, is in the exclusive possession and control of the Subscriber, and it is Subscriber’s sole responsibility to test the operation of the Communications Unit monthly and to notify Company if it is in need of repair. Provided the Subscriber agrees to pay on a time and materials basis, Company shall service the Communications Unit to the best of its ability within three (3) business days, exclusive of Saturday, Sunday and legal holidays, during Normal Business Hours, Monday thru Friday. Only the Communications Unit listed is covered by service. It shall be Subscriber’s sole responsibility to maintain the Communications Unit in working order.
15. LIEN LAW NOTICE: Any contractor, subcontractor, or material man who provides home goods or services pursuant to this Agreement and is not paid, may have a valid legal claim against Subscriber’s real property known as a mechanic’s lien. Any mechanic’s lien filed against subscriber’s property may be discharged. Payment of the agreed upon price under this Agreement must be made prior to the filing of a mechanic’s lien. Subscriber or owner of the property may contact an attorney to determine his rights to discharge a mechanic’s lien.
16. SUBCONTRACTORS: This Agreement shall inure to the benefit of and is applicable to any subcontractors engaged by Company to provide any service set forth in the Agreement, in addition to any assignees, manufacturers, and vendors, and the terms of this Agreement are binding on Subscriber as to each subcontractor, assignee, manufacturer, and vendor. Subscriber hereby agrees that Company may subcontract any of the services provided under this Agreement
17. LEGAL ACTION: The parties agree due to the nature of services provided by the Company, and whereas the payments to be made by the Subscriber for the term of this Agreement form an integral part of Company’s anticipated profits; that in the event of Subscriber’s default it would be difficult if not impossible to fix Company’s actual damages. Therefore, in the event Subscriber defaults in the payment of any charges to be paid to the Company, the balance of all monthly monitoring service payments for the entire term herein shall immediately become due and payable, and Subscriber shall be liable for 80% of the value of the value of the Communications Unit as liquidated damages and Company shall be permitted to remotely re-program or delete any programming without relieving Subscriber of any obligation herein. In the event of Subscriber’s breach of this Agreement, Company may at its option either remove the Communications Unit or deem sold to the Subscriber for 80% of the amount specified as the value of the Communications Unit pursuant to paragraph one (1) on page one (1) of this Agreement in addition to the liquidated damages provided for herein. In any litigation between the parties, Subscriber shall be liable for Company’s legal fees. The parties waive trial by jury in any action between them. All actions or proceedings against Company must be based on the provisions of this Agreement.
18. INSURANCE: Company shall not be responsible for any portion of any loss or damage which is recovered or recoverable by the Subscriber from insurance covering such loss or damage against which the Subscriber is indemnified or insured.
19. INDEMNITY/WAIVER OF SUBROGATION RIGHTS; ASSIGNMENTS AND DELEGATION: SUBSCRIBER AGREES TO AND SHALL INDEMNIFY AND HOLD HARMLESS COMPANY AND ITS EMPLOYEES, AGENTS, ASSIGNS, AND SUBCONTRACTORS, FROM AND AGAINST ALL CLAIMS, LAWSUITS, INCLUDING REASONABLE ATTORNEYS’ FEES AND LOSSES, ASSERTED AGAINST AND ALLEGED TO BE CAUSED BY COMPANY’S PERFORMANCE, NEGLIGENCE OR FAILURE TO PERFORM ANY OBLIGATION UNDER THIS AGREEMENT. The parties agree that there are no third party beneficiaries of this contract except as provided below. Subscriber on its behalf and any insurance carrier waives any right of subrogation Subscriber’s insurance carrier may otherwise have against Company or Company’s subcontractors arising out of this Agreement or the relation of the parties hereto. Subscriber shall not be permitted to assign this Agreement without written consent of Company. Company may sell, transfer, encumber or assign its right, title and interest in the monthly monitoring service fees owed under this Agreement to an assignee. Any assignee of Company will have all of Company's rights under this Agreement to bill and collect the monthly monitoring service fees owed under this Agreement, but none of the obligations. Subscriber agrees that an assignee has no right, title or interest in the Communication Unit, nor does an assignee have any service or maintenance obligations of the Communication Unit, nor does the assignee have any responsibility for the selection or satisfactory performance of the Subscriber's Communications Unit or alarm monitoring service and Subscriber will settle any claims, defenses, setoffs they may have directly with Company or any third party without affecting Subscriber's obligations to pay without offset or abatement to assignee.
20. SECURITY INTEREST: Subscriber grants Company a security interest in the Communications Unit and all other security equipment installed by Company (the “Collateral”) and Company is authorized to file a financing statement on the Collateral.
21. LIMITATION OF ACTIONS: No lawsuit or action under this Agreement by Subscriber may be brought unless the action is started within two (2) years after the occurrence causing the loss, injury, or damage or the shortest duration permitted under applicable law if such a period is greater than one year. Any lawsuit or action must be filed in the city where the Company is located.
22. FALSE ALARMS AND PERMITS: Company shall have no liability for false alarms, false alarm fines, police response, or refusal of police to respond. In the event of termination of police response by the municipal police this Agreement shall nevertheless remain in full force, and Subscriber shall remain liable for all payments provided for herein. Should Company be required, by existing or hereinafter enacted law to perform any service or furnish any material not specifically covered by the terms of this Agreement, Subscriber agrees to pay Company for such service. The Subscriber agrees to obtain all licenses and pay all taxes, fines and other assessments, including sales/use tax. The Company’s fees are based upon existing taxes and charges, and the Company can increase the Company’s fees to reflect changes in these taxes or charges. The Subscriber agrees to check with the local municipality to determine whether any licenses or permits are needed.
23. FORCE MAJEURE: Company shall not be in breach of this Agreement and shall not be liable for any non-performance or delay in performance if such nonperformance or delay is due to a force majeure event or other circumstances beyond Company’s reasonable control, including but not limited to shortages of labor, energy, fuel, machinery or materials, war, civil unrest, any government act, law or regulation, including any judicial order or decree, any communication or power failure, labor dispute, natural disaster, fire, flood, earthquake, explosion, terrorist act or Act of God. Further, Company shall not be in breach of this Agreement and shall not be liable for any non-performance or delay in performance if such non-performance or delay is due to runaways, excessive signaling, or problem accounts.
24 FULL AGREEMENT SEVERABILITY: This Agreement constitutes the full understanding of the parties and may not be amended or modified or canceled except in writing signed by both parties. This Agreement supersedes all prior negotiations contracts, statements, and oral agreements between the parties, which are deemed merged into this Agreement. Should any provision of this Agreement be deemed void, the remaining parts shall not be effected except that in the event that Company issues a UL certificate to Subscriber or provides fire alarm monitoring, Company will comply with Underwriters Laboratory, Inc., NFPA 72 and any other local law requirements regarding notifications or items of protection provided for in this Agreement.
25. GOVERNING LAW: This Agreement shall be governed by and construed in accordance with the laws of the Company’s location.
26. MANNER OF EXECUTION: Facsimile signatures shall be deemed as fully enforceable valid signatures as if they were original signatures.
27. LICENSE NUMBERS: Texas Private Security Bureau License #: