This is an agreement between you ("Subscriber") and Ocusafe, LLC, (d.b.a. SafeMart) ("COMPANY"), for the purpose of facilitating the monitoring of an alarm signaling system ("SYSTEM") and billing for such monitoring.
"You" and "yours" refer to "Subscriber" and "we", "us" and "our" refer to "COMPANY". "Central Station" means the contracted firm which monitors alarm signaling systems for the Subscribers. You understand that "Monitoring Service" and "Service" means that the Central Station operator will react to signals received from your SYSTEM, as appropriate to the type of alarm signal and as allowed by local ordinance. This is the Service for which you will be billed under this AGREEMENT.
1.a. Initial Term and Monthly Charges
Service will commence when the Central Station has received signals from your SYSTEM or 30-days after the execution of this AGREEMENT, whichever occurs first. At the time this AGREEMENT is executed we will authorize your valid credit card for one (1) month of monitoring service (Service Fee) in the amount of $19.95, and fully charge this amount when the SYSTEM is shipped to your designated shipping address. Other charges may also be charged at this time according to your sales order, including additional hardware or accessories for your SYSTEM and may include a one-time set-up fee. The monthly Service Fee ($19.95) will be charged to the same credit card or another valid card for each subsequent month of service. You agree to keep a valid credit card on file with us for monthly charges and any other charges authorized under this AGREEMENT. The Service Fee will be charged to your card after services have begun for each month. This Agreement shall continue for an initial period of twenty-four (24) months.
1.b. Subsequent Terms and Ongoing Monthly Charges
After the initial period of twenty-four (24) months, this agreement shall renew for Subsequent Terms of twelve (12) months unless either party gives written notice at least 30 days prior to the end of the term of the intention not to renew. The monthly Service Fee for subsequent terms will be $9.95 per month and will continue to be charged to a valid credit card. You agree to keep a valid credit card on file with us for monthly charges and any other charges authorized under this AGREEMENT. We shall have the right to increase the monthly Service Fee by an amount not to exceed 5% per year.
2. License or Permit.
Your local governmental agency or municipality may require you to obtain a license or permit for the installation or use of the alarm SYSTEM; and that you are solely responsible for determining and complying with such obligations.
3. Subscriber understands that COMPANY will contract with the Central Station to monitor the System, which is owned by Subscriber and not installed by or designed by COMPANY. You acknowledge and agree that additional equipment, at an additional cost, can provide increased protection. You have voluntarily elected to accept the System based on your own reasons, such as cost, lifestyle, etc. COMPANY makes no representation as to suitability or condition of Subscriber's System.
4. COMPANY assumes no responsibility whatsoever for the maintenance, operation or non-operation, actuation or non-actuation, of your System. If the System malfunctions, we will have the system repaired or replaced under the terms of the manufacturer's warranty. If the manufacturer's warranty is out of force because of lapsed time, we will still repair or replace the system, at our discretion according to the same terms of the manufacturer's warranty, during the Initial Term of Service. COMPANY reserves the right to terminate Service under this Agreement in the event your System is not in good operating condition and COMPANY will not be liable for any damages or penalties as a result of termination under those circumstances.
5. You understand that equipment transmits signals via (a) the telephone network including direct wire, derived channel, multiplex, etc., (b) radio including Global System for Mobile Communications (GSM) and Global Packet Radio Service (GPRS), or (c) the internet including broadband, DSL, and cable, etc. You understand that the equipment with which the System communicates to the monitoring station is the property of COMPANY or Central Station and that at no point does Subscriber gain ownership of this communication equipment. You agree that the System is not infallible and you acknowledge that the System or the transmission of signals from the System by telephone, radio, or internet may be interrupted, circumvented or compromised (e.g., cut telephone line; interference with radio signals from ground interference, atmospheric conditions, etc.; power line surges or outages; internet or internet provider transmission or receiving problems). You understand that a two-way voice system enables COMPANY or Central Station to "listen-in" to the Premises. You authorize and consent to COMPANY or Central Station to listen-in and release COMPANY or Central Station and Representatives for all claims, losses, damages, costs and expenses due to COMPANY's or Central Station's or its Representatives' listening-in to the Premises. You acknowledge that: the System is non-supervised. If the Transmission System is interrupted by natural or human causes there may be no indication of this fact at the monitoring station. The System may not be compatible with other monitoring station companies. It is your sole responsibility to test the System periodically, at least monthly. Any claimed inadequacy or failure of the System shall be immediately reported to COMPANY. You understand the difference between voice over internet protocol (VoIP) and standard telephone line service and that we recommend use of standard telephone line service and communication since VoIP may be less reliable and not compatible with the alarm system. You acknowledge that if VoIP phone service is used it is at your sole risk.
6. COMPANY encourages its Subscribers to carry adequate insurance to safeguard their valuables. Adequate insurance would compensate Subscriber's losses including but not limited to losses due to burglary, hold up and fire in case of transmission problems due to severance of communication lines or due to development of shorts or grounds, which may affect the system and the transmission of signals to the Central Station. Electronic alarm systems are not foolproof. They do not replace insurance.
7. COMPANY makes no express or implied warranties as to any matter whatsoever, including, without limitation, the condition of the equipment, its merchantability or its fitness for any particular use.
8. Subscriber agrees to carefully and properly test and set system, including walk test if movement detection devices are installed, and will notify COMPANY promptly on any operating defect.
9. A reconnect charge of $30.00 is to be paid by Subscriber if alarm is cut off because of a past due balance and Subscriber desires it reconnected. Subscriber is to receive no credit if system is temporarily cut off or out of service for any reason.
10. COMPANY IS NOT AN INSURER; LIQUIDATED DAMAGES; LIMITATION OF LIABILITY: It is understood and agreed: That COMPANY is not an insurer: that insurance, if any, shall be obtained by the Subscriber: that the payments provided herein are based solely on the value of the services set forth herein and are unrelated to the value of the Subscriber's property or the property of others located on Subscriber's premises; that COMPANY makes no guaranty or warranty, including any implied warranty of merchantability of fitness that the equipment or services supplied will avert or prevent occurrences or the consequences there from which the system or service is designed to detect or avert. Subscriber acknowledges that it is impractical and extremely difficult to fix the actual damages, if any, which may proximately result from a failure to perform any of the obligations herein, or the failure of the system to properly operate with resulting loss to Subscriber because of, among other things:
a. The uncertain amount or value of Subscriber's property or the property of others kept on the premises which may be lost, stolen, destroyed, damaged or otherwise affected by occurrences which the system or service is designed to detect or avert;
b. The uncertainty of the response time of any police or fire department, should they be dispatched as a result of a signal from or at premises;
c. The inability to ascertain what portion, if any, of any loss would be proximately caused by the central station's failure to perform or by its equipment to operate;
d. The nature of the service to be performed by the Central Station.
11. Subscriber understands and agrees that if COMPANY should be found liable for loss or damage due to failure of COMPANY or the central station to perform any of the obligations herein, including but not limited to installation, maintenance, monitoring or service, or the failure of the system or equipment in any respect whatsoever, COMPANY'S liability shall be limited to a sum equal to the total of Two Hundred Fifty ($250.00) Dollars as liquidated damages and not as a penalty and this liability shall be exclusive; and that the provisions of this Section shall apply if loss or damage, irrespective of cause of origin, results directly or indirectly to persons or property, from performance or non-performance of the obligations imposed by this contract, or from negligence, active or otherwise, of COMPANY, its agents, assigns or employees.
12. Cost of unnecessary service or false alarm calls by Subscriber to be borne by Subscriber. If excessive false alarms are caused by carelessness, malicious, or unintended use of the alarm system, COMPANY may, at its sole discretion, deem same to be a material breach of contract on part of Subscriber and may be excused from further performance. Subscriber agrees to eliminate conditions or factors interfering with the proper operation of installed devices or which may cause false alarms. In the event a fine, penalty, or fee is assessed against the COMPANY or CENTRAL STATION by any governmental or municipal agency as a result of any alarm originating from your premises, subscriber agrees to forthwith reimburse COMPANY for the same. This reimbursement will be charged to your valid credit card, as authorized in Section 1 of this AGREEMENT.
13. In the event of an alarm signal from premises, the Central Station will contact the local police, fire department or persons designated by Subscriber. In the event local authorities refuse to respond to an alarm signal at the premises, Subscriber will be notified. The central station will attempt to reach Subscriber until an approved member of the call list is contacted. In the event the central station operator reaches an approved member of the call list, leaving a voice mail or recorded message constitutes sufficient notification to Subscriber. The central station will not call if the system is disarmed within 60 seconds of receiving the alarm notification. A duress code is highly encouraged for this purpose.
14. COMPANY is to be kept informed in writing by Subscriber of his daily and holiday opening and closing schedule, if applicable, and of all persons authorized to enter premises during his closed hours or who may be called in the event of an alarm signal from or at premises. Subscriber hereby authorizes COMPANY to manually or automatically disconnect system, if so ordered by a public official or regulation or for nuisance or electrical reasons or if COMPANY is unable to notify Subscriber at emergency number listed or if Subscriber declines, or fails to arrive at premises within 30 minutes after notification. Subscriber agrees to hold COMPANY harmless and to indemnify COMPANY for any loss or liability that may result from turning off of the system.
15. INCREASE IN OPERATING EXPENSES COMPANY shall have the right, at renewal of service, to increase the monthly charges provided herein, to reflect any additional taxes, licenses, permits, fees or charges which hereafter may be imposed on COMPANY by any utility or governmental agency relating to the service provided under the terms of the Agreement and Subscriber agrees to pay the same.
16. INVALID PROVISIONS If any terms or provisions of this Agreement shall be determined to be invalid or inoperative, all of the remaining terms and provisions shall re-main in full force and effect.
17. COMPANY assumes no liability for failure to perform because of labor trouble, riots, floods, acts of God, or any catastrophe or condition beyond its control and is not required to perform service while any such condition exists. COMPANY shall have the right to cancel an existing agreement without or with notice in the event the telephone COMPANY discontinues certain grades of telephone lines, or if Subscriber's premises including telephone lines or the Central Station should be destroyed by fire or any calamity.
18. This agreement is not assignable by Subscriber without written consent of COMPANY. COMPANY shall have the right to assign this agreement or subcontract any of the services it may perform. There are no verbal understandings changing or modifying this agreement.
19. Cancellation - You, the buyer, may cancel this transaction at any time prior to midnight of the third business day after the date of this transaction. See the attached notice of cancellation form for an explanation of this right.
