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IN NO EVENT SHALL COMPANY BE LIABLE FOR ANY DAMAGE, LOSS,
<br />INJURY, OR ANY OTHER CLAIM ARISING FROM ANY SERVICING,
<br />ALTERATIONS, MODIFICATIONS, CHANGES, OR MOVEMENTS OF THE
<br />COVERED SYSTEM(S), AS HEREINAFTER DEFINED, OR ANY OF ITS
<br />COMPONENT PARTS BY THE CUSTOMER OR ANY THIRD PARTY.
<br />COMPANY SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL OR
<br />CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING BUT NOT
<br />LIMITED TO DAMAGES ARISING FROM THE USE, LOSS OF THE USE,
<br />PERFORMANCE, OR FAILURE OF THE COVERED SYSTEM(S) TO
<br />PERFORM. The limitations of liability set forth in this Agreement shall
<br />inure to the benefit of all parents, subsidiaries and affiliates of Company,
<br />whether direct or indirect, Company's employees, agents, officers and
<br />directors.
<br />C. Indemnity, Insurance. Customer agrees to indemnify, hold harmless and
<br />defend Company against any and all losses, damages, costs, including expert
<br />fees and costs, and expenses including reasonable defense costs, arising from
<br />any and all third party claims for personal injury, death, property damage or
<br />economic loss, arising in any way from any act or omission of Customer or
<br />Company relating in any way to the Monitoring Services provided under this
<br />Agreement, whether such claims are based upon contract, warranty, tort
<br />(including but not limited to active or passive negligence), strict liability or
<br />otherwise. Company reserves the right to select counsel to represent it in any
<br />such action. Customer shall name Company, its officers, employees, agents,
<br />subcontractors, suppliers, and representatives as additional insureds on
<br />Customer's general liability and auto liability policies.
<br />D. No modification. Modification to Sections 17 B or C may only be made by
<br />a written amendment to this Agreement signed by both parities specifically
<br />referencing Section 17 B and/or C, and no such amendment shall be effective
<br />unless approved by the manager of Company's Central Monitoring Center.
<br />E. Customer's Duties. In addition to Customer's duty to indemnify, defend,
<br />and hold Company harmless pursuant to this Section 17:
<br />i. Customer agrees to furnish the names and telephone numbers of all
<br />persons authorized to enter or remain on Customer's premises and/or that
<br />should be notified in the event of an alarm (the Contact/Call List) and Local
<br />Emergency Dispatch Numbers and provide all changes, revision and
<br />modifications to the above to Company in writing in a timely manner. Customer
<br />must ensure that all such persons are authorized and able to respond to such
<br />notification.
<br />ii. Customer shall carefully and properly test and set the system immediately
<br />prior to the securing of the premises and carefully test the system in a manner
<br />prescribed by Company during the term of this Agreement. Customer agrees
<br />that it is responsible for any losses or damages due to malfunction,
<br />miscommunication or failure of Customer's system to accurately handle,
<br />process or communicate date data. If any defect in operation of the System
<br />develops, or in the event of a power failure, interruption of telephone service,
<br />or other interruption at Customer's premises of signal or data transmission
<br />through any media, Customer shall notify Company immediately. If
<br />space/interior protection (i.e. ultrasonic, microwave, infrared, etc.) is part of the
<br />System, Customer shall walk test the system in the manner recommended by
<br />Company.
<br />iii. When any device or protection is used, including, but not limited to, space
<br />protection, which may be affected by turbulence of air, occupied airspace
<br />change or other disturbance, forced air heaters, air conditioners, horns, bells,
<br />animals and any other sources of air turbulence or movement which may
<br />interfere with the effectiveness of the System during closed periods while the
<br />alarm system is on, Customer shall notify Company
<br />iv. Customer shall promptly reset the System after any activation.
<br />v. Customer shall notify Company regarding any remodeling or other changes
<br />to the protected premises that may affect operation of the system.
<br />vi. Customer shall cooperate with Company in the installation, operation and/or
<br />maintenance of the system and agrees to follow all instructions and
<br />procedures which may be prescribed for the operation of the system, the
<br />rendering of services and the provision of security for the premises.
<br />vii. Customer shall pay all charges made by any telephone or communications
<br />provider company or other utility for installation, leasing, and service charges
<br />of telephone lines connecting Customer's premises to Company. Customer
<br />acknowledges that alarm signals from Customer's premises to Company are
<br />transmitted over Customer's telephone or other transmission service and that
<br />in the event the telephone or other transmission service is out of order,
<br />disconnected, placed on "vacation", or otherwise interrupted, signals from
<br />Customer's alarm system will not be received by Company, during any such
<br />interruption in telephone or other transmission service and the interruption will
<br />not be known to Company. Customer agrees that in the event the equipment
<br />or system continuously transmits signals reasonably determined by Company
<br />to be false and/or excessive in number, Customer shall be subject to the
<br />additional costs and fees incurred by Company in the receiving and/or
<br />responding to the excessive signals and/or Company may at its sole discretion
<br />terminate this Agreement with respect to Monitoring services upon notice to
<br />Customer.
<br />F. Communication Facilities.
<br />I. Authorization. Customer authorizes Company, on Customer's behalf, to
<br />request services, orders or equipment from a telephone company, wireless
<br />carrier or other company providing communication facilities, signal
<br />transmission services or facilities under this Agreement (referred to as "
<br />Communication Company"). Should any third party service, equipment or
<br />facility be required to perform the Monitoring services set forth in this
<br />Agreement, and should the same be terminated or become otherwise
<br />unavailable or impracticable to provide, Company may terminate Monitoring
<br />services upon notice to Customer.
<br />ii. Digital Communicator. Customer understands that a digital communicator
<br />(DACT), if installed under this Agreement, uses traditional telephone lines for
<br />sending signals which eliminate the need for a dedicated telephone line and
<br />the costs associated with such dedicated lines.
<br />iii. Derived Local Channel. The Communication Company's services provided
<br />to Customer in connection with the Services may include Derived Local
<br />Channel service. Such service may be provided under the Communication
<br />Company's service marks or service names. These services include providing
<br />lines, signal paths, scanning and transmission. Customer agrees that the
<br />Communication Company's liability is limited to the same extent Company's
<br />liability is limited pursuant to this Section 17.
<br />iv. CUSTOMER UNDERSTANDS THAT COMPANY WILL NOT RECEIVE
<br />ALARM SIGNALS WHEN THE TELEPHONE LINE OR OTHER
<br />TRANSMISSION MODE IS NOT OPERATING OR HAS BEEN CUT,
<br />INTERFERED WITH OR IS OTHERWISE DAMAGED OR IF THE ALARM
<br />SYSTEM IS UNABLE TO ACQUIRE, TRANSMIT OR MAINTAIN AN ALARM
<br />SIGNAL OVER CUSTOMER'S TELEPHONE SERVICE FOR ANY REASON
<br />INCLUDING NETWORK OUTAGE OR OTHER NETWORK PROBLEMS
<br />SUCH AS CONGESTION OR DOWNTIME, ROUTING PROBLEMS, OR
<br />INSTABILITY OF SIGNAL QUALITY. CUSTOMER UNDERSTANDS THAT
<br />OTHER POTENTIAL CAUSES OF SUCH A FAILURE OVER CERTAIN
<br />TELEPHONE SERVICES (INCLUDING BUT NOT LIMITED TO SOME
<br />TYPES OF DSL, ADSL, VOIP, DIGITAL PHONE, INTERNET PROTOCOL
<br />BASED PHONE OR OTHER INTERNET INTERFACE-TYPE SERVICE OR
<br />RADIO SERVICE, INCLUDING CELLULAR OR PRIVATE RADIO, ETC. ("
<br />NON-TRADITIONAL TELEPHONE SERVICE")) INCLUDE BUT ARE NOT
<br />LIMITED TO: (1) LOSS OF NORMAL ELECTRIC POWER TO CUSTOMER'S
<br />PREMISES (THE BATTERY BACK-UP FOR THE ALARM PANEL DOES
<br />NOT POWER TELEPHONE SERVICE); AND (2) ELECTRONICS FAILURES
<br />SUCH AS A MODEM MALFUNCTION. CUSTOMER UNDERSTANDS THAT
<br />COMPANY WILL ONLY REVIEW THE INITIAL COMPATIBILITY OF
<br />CUSTOMER'S ALARM SYSTEM WITH NON-TRADITIONAL TELEPHONE
<br />SERVICE AT THE TIME OF INITIAL CONNECTION TO COMPANY'S
<br />MONITORING CENTER AND THAT CHANGES IN CUSTOMER'S
<br />TELEPHONE SERVICE'S DATA FORMAT AFTER THE INITIAL REVIEW OF
<br />COMPATIBILITY COULD MAKE CUSTOMER'S TELEPHONE SERVICE
<br />UNABLE TO TRANSMIT ALARM SIGNALS TO COMPANY'S MONITORING
<br />CENTERS. IF COMPANY DETERMINES IN ITS SOLE DISCRETION THAT
<br />IT IS COMPATIBLE, COMPANY WILL PERMIT CUSTOMER TO USE NOW
<br />TRADITIONAL TELEPHONE SERVICE AS THE SOLE METHOD OF
<br />TRANSMITTING ALARM SIGNALS, ALTHOUGH CUSTOMER
<br />UNDERSTANDS THAT COMPANY RECOMMENDS THE USE OF AN
<br />ADDITIONAL BACK-UP METHOD OF COMMUNICATION TO CONNECT
<br />CUSTOMER'S ALARM SYSTEM TO THE MONITORING CENTER
<br />REGARDLESS OF THE TYPE OF TELEPHONE SERVICE USED.
<br />CUSTOMER ALSO UNDERSTANDS THAT IF COMPANY DETERMINES IN
<br />ITS SOLE DISCRETION THAT CUSTOMER'S NON-TRADITIONAL
<br />TELEPHONE SERVICE IS OR LATER BECOMES NON-COMPATIBLE, OR
<br />IF CUSTOMER CHANGES TO ANOTHER NON-TRADITIONAL
<br />TELEPHONE SERVICE THAT IS NOT COMPATIBLE, THEN COMPANY
<br />REQUIRES THAT CUSTOMER USE AN ALTERNATE METHOD OF
<br />COMMUNICATION ACCEPTABLE TO COMPANY AS THE PRIMARY
<br />METHOD TO CONNECT CUSTOMER'S ALARM SYSTEM TO THE
<br />MONITORING CENTER. CUSTOMER UNDERSTANDS THAT
<br />TRANSMISSION OF FIRE ALARM SIGNALS BY MEANS OTHER THAN A
<br />TRADITIONAL TELEPHONE LINE MAY NOT BE IN COMPLIANCE WITH
<br />FIRE ALARM STANDARDS OR SOME LOCAL FIRE CODES AND THAT IT
<br />IS CUSTOMER'S OBLIGATION TO COMPLY WITH SUCH STANDARDS
<br />AND CODES. CUSTOMER ALSO UNDERSTANDS THAT IF THE ALARM
<br />SYSTEM HAS A LINE CUT FEATURE, IT MAY NOT BE ABLE TO DETECT
<br />IF A NON-TRADITIONAL TELEPHONE SERVICE LINE IS CUT OR
<br />INTERRUPTED, AND THAT COMPANY MAY NOT BE ABLE TO PROVIDE
<br />CERTAIN AUXILIARY MONITORING SERVICES THROUGH A
<br />NON-TRADITIONAL TELEPHONE LINE OR SERVICE. CUSTOMER
<br />FURTHER UNDERSTANDS THAT THE ALARM PANEL MAY BE UNABLE
<br />TO SEIZE THE PHONE LINE TO TRANSMIT AN ALARM SIGNAL IF
<br />ANOTHER CONNECTION IS OFF THE HOOK DUE TO IMPROPER
<br />CONNECTION OR OTHERWISE.
<br />G. Verification; Runner Service. Some jurisdictions may require alarm
<br />verification by telephone or on-site verification (Runner Service) before
<br />dispatching emergency services. In the event that a requirement of alarm
<br />verification becomes effective after the date of this Agreement, such services
<br />may be available at an additional charge. Company shall not be held liable for
<br />any delay or failure of dispatch of emergency services arising from such
<br />verification. Where Runner Service is indicated, such services may be
<br />provided by a third party. COMPANY WILL NOT ARREST OR DETAIN ANY
<br />PERSON.
<br />H. Personal Emergency Response Service. If Customer has selected
<br />Personal Emergency Response Services, Customer agrees that the very
<br />nature of Personal Emergency Response Services, irrespective of any delays,
<br />involves uncertainty, risk and possible serious injury, disability or death, for
<br />SG0001 LIS.ENG (Rev. 12/2010) Page 7 of 8 © 2010 SimplexGrinnell LP. All rights reserved
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