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24. Authority to Execute Alarm Monitoring Agreement Each party represents and warrants to the other party that (i) the
<br />execution, delivery, and performance of this Alarm Monitoring Agreement have been duly authorized by all necessary
<br />entity action(s), and (ii) this Alarm Monitoring Agreement constitutes a valid and binding obligation as to it, enforceable
<br />against it in accordance with its terms. The person signing this Alarm Monitoring Agreement on behalf of Customer
<br />expressly represents and warrants that he or she has all authority necessary to bind Customer to its terms.
<br />25. Assignment. This Alarm Monitoring Agreement cannot be assigned by the Customer without the prior written consent of
<br />Cintas, which will not be unreasonably withheld. Cintas has the right to assign this Alarm Monitoring Agreement, and it
<br />may do so in its sole and absolute discretion. The Alarm Monitoring Agreement shall inure to the benefit of and be binding
<br />on the parties and their respective successors and permitted assigns
<br />26. Waiver. No waiver of any provision of this Alarm Monitoring Agreement by a party shall be valid unless the same is in
<br />writing and signed by the party against whom it is sought to be enforced. No waiver of any provision of this Alarm
<br />Monitoring Agreement at any time will be deemed a waiver of any other provision of this Alarm Monitoring Agreement at
<br />such time, nor will it be deemed a waiver of that same provision at any other time.
<br />27. Severability. The invalidity or unenforceability of any provision, section, or portion of a section of this Alarm Monitoring
<br />Agreement shall not affect the validity or enforceability of any other provision or section; provided, however, in the event
<br />one or more of the paragraphs "Disclaimer of Warranties and Representations," "Cintas Not an Insurer, Customer's
<br />Obligation To Obtain Insurance As Sole Recovery For Any Loss And Warranty Of Same," "Release And Indemnification
<br />Of Cintas By Customer," "Limitation Of Cintas's Liability; Liquidated Damages," and/or "No Warranties Or Representations
<br />By Cintas Regarding System" (or any portion thereof) are held by a court or other authority to be invalid or unenforceable
<br />(whether in an action involving the parties, any action involving Cintas, or any other action involving similar provisions),
<br />Cintas shall have the right to terminate this Alarm Monitoring Agreement without any liability of any type upon thirty (30)
<br />days prior written notice to Customer. Furthermore, the parties agree that in the event any of the interest rate provisions,
<br />cancellation fees, rate increases, renewal term lengths, or any other calculation of amounts due and owing Cintas under
<br />Paragraphs 1, 5, 6, or 20 are deemed to be excessive and/or unenforceable under applicable law, any such rate, fee,
<br />increase, term, or other calculation will be reduced to the maximum rate, value, or amount permitted by applicable law and
<br />will be binding upon them.
<br />28. Prior Agreements With Others. Customer represents and warrants that (i) its cancellation or termination of any contract,
<br />and/or (ii) its execution of this Alarm Monitoring Agreement does not breach and will not breach any contract with or
<br />obligation to any other person. Customer agrees to protect, defend, indemnify, and hold harmless Cintas from and against
<br />and pay (without any condition that Cintas first pay) for all claims, demands, suits, liabilities, losses, damages, judgments,
<br />costs, and expenses, including, without limitation, attomeys' fees and court costs, arising out of or from, in connection
<br />with, as a result of, related to, or as a consequence of Customer's breach of this representation and warranty.
<br />29. Ui3dated Terms and Conditions and Policies. Customer acknowledges and agrees that Cintas may send copies of its
<br />various policies to Customer, including, but not limited to, amendments to these Terms and Conditions via e-mail or make
<br />them available via a web portal or other similar mechanism and that these policies are incorporated and made part of this
<br />Alarm Monitoring Agreement. To be effective, however, amendments to the Terms and Conditions must be expressly
<br />referred to as such in the e-mail, web portal, or other similar mechanism. Customer acknowledges and agrees that its
<br />continued request for service pursuant to this Alarm Monitoring Agreement and/or use and/or acceptance of the goods
<br />and/or services provided under this Alarm Monitoring Agreement constitute acceptance of any such updated Terms and
<br />Conditions and/or policies.
<br />30. Internet Services. Cintas grants to Customer a non-exclusive, non -transferable license to use the Cintas portal via the
<br />Internet to access, input, delete, and modify Information through the intemet related to the Services. Except for
<br />Customer's (a) failure to keep confidential all Intellectual Property, passwords, and other information related to the
<br />Services, (b) use of the license, the Intellectual Property, or other information related to or used in provision of the
<br />Services in any manner that negatively affects Cintas, (c) use of the license, the Intellectual Property, or other information
<br />related to or used in provision of the Services for any illegal purpose, or (d) violation of any applicable law, this license
<br />shall continue and be coextensive with the term of this Alarm Monitoring Agreement. Customer shall be solely and
<br />absolutely responsible for any information which it inputs, deletes, or modifies. Customer agrees that upon termination of
<br />this Alarm Monitoring Agreement or termination or suspension of the license by Cintas, Cintas may immediately, and
<br />without notice, disable Customer's access to the portal and cancel all passwords or other access codes.
<br />31. Cross -Default. If Cintas and Customer are or become parties to any other agreement, Customer acknowledges and
<br />agrees that a default by Customer under this Alarm Monitoring Agreement or any other agreement between the parties
<br />shall be deemed to be a default by Customer under all such agreements, permitting Cintas, in its sole and absolute
<br />discretion, to exercise any or all of its rights under any or all of such agreements.
<br />32. Electronic Mail Notice. If Customer elects to receive automatic electronic mail notice of certain System events (e.g., the
<br />arming or disarming of the System), Customer acknowledges, understands, and agrees that (i) any such notice is
<br />conditioned on (a) receipt of the data at Cintas's central station, (b)the proper operation of communication equipment,
<br />services, systems and networks including, without limitation, the Internet, and (c) lack of any failure, malfunction, or delay
<br />in processing or transmitting the data by Cintas's equipment or software, and (ii) Cintas is released from any liability
<br />arising out of or from, resulting from, or arising in connection with the failure, malfunction, or delay of any such notice for
<br />any reason, including Cintas's or Representative's sole, joint, or several negligence of any kind or degree.
<br />33. Stora a of Agreement and Information. Customer authorizes Cintas to store or retain this Alarm Monitoring Agreement
<br />and all information and other written materials on electronic data or other storage media and, in Cintas's sole and absolute
<br />discretion, to destroy all written documents or materials which have been stored or retained on electronic data or other
<br />storage media.
<br />34. Intentionally Omitted.
<br />35. Consent to Communicate to Others_ Customer irrevocably authorizes and consents to Cintas communicating with U.L. (as
<br />necessary or appropriate) and Customer's insurance company and/or broker in connection with this Alarm Monitoring
<br />Agreement and/or the relationship between Cintas and Customer arising out of or from or as a result of this Alarm
<br />Monitoring Agreement; provided, that Cintas shall not be obligated or required to communicate with any other person or
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