Contract - Bay Alarm 2010-09-30I'
• COMMERCIAL PURCHASE AND/OR SERVICES AGREEMENT
,. /"1\�// ❑OAKLAND ❑BURLINGAME ❑SACRAMENTO • ❑ONTARIO.
- AY 9836 Kitty Lane,Oakland,(A 94603 856 Mitten Rd.,Burlingame,(A 94010 3475 Orange Grove Ave.,N.Highlands,CA 95660 . 1920 S.Archibald Ave.,Veil K,Ontario,(A 91761
(510)452-3211,FAX:(5101 639-2695 (650)588-9700,FAX:(650)652-4260 (916)489-1900,FAX:(916)489-2542 • (909)509-7102,FAX:(909)509-7021
4 L d °m ❑MARTINEZ ❑PETALUMA ❑REDOING E'OHANGE COUNTY
SINCE1946 .. 60 Berry Drive,Pacheco,CA 94553 1016 Clegg(t.,Petaluma,CA 94954 " . 3570 Rancho Rd.,Suite I,Redding,(A 96002 -1000 E.Howell Ave.;Unit A,Anaheim,CA 92805
(925)372-5700,FAX:( 25)808-4848 °"' (701)776-2910,FAX:(707)776-2919 (530)241-5145,FAX:(5301 241-5680 (714)939-6125,FAX:(714)939-9759' .
®, ❑SANTA((ARA ❑STOCKTON ❑VENTURA • ❑GREATER LOS ANGELES
491 Gianni St.,Santa Clara,CA 95054 3819 Duck(reek Dr.,Stockton,(A 95215 2264 Goodyear Ave.,Ventura,CA 93003 15073 Keswick St.,Van Nuys,(A 91405
(408)280-6006,FAX:(408)998,,6--0/0519 (209)465-1986,FAX:(209)943-6083 (8051 658-0555,FAX:(805) 58.6317 (818)782-5276,FAX:(818)781-1634
❑New System or Takeover ❑New Owner 'Addendum-Alteration Addition ❑Cancel Former Agreement-Alteration Addition
. User hereby authorizes Bay Alarm Company hereinafter"Bay,"or assigns to install and/or service a security system under the following conditions and agrees to pay the installation charge upon completion and the servicecharge in
advance at Bay address,for an initial period of five years,from date the System is operational. •
User co 5TR A4 6-64Q • 5Aa/TA./Z v t►',T, J c 1 Phone( V1)1G /5- gy0O
Address to Z KZ 19-th J7 City 'TEA M E5/9 Zip %2 0 t 7
Bay will sell to you and install the security system("System")described below and on the attached continuation page(s),and,if selected by User,will provide monitoring service and the other services pursuant to the terms and condi-
tions of this agreement.Installation will begin approximately 2 id K 5 ,and will be completed approximately 2 &VS .Starting the installation of wiring and/or delivery of equipment to your premis-
es will constitute substantial commencement of the work to be performed.User agrees to pay in addition to charges stated herein all taxes,permits,fees,or any costs relating to the System imposed by any governmental or regulatory
body or increases in charges made by the telephone company.User understands there may be a direct telephone company charge for the installation of a telephone interface jack.Services to consist of the following only:
INSTALLATION PRICE AND PAYMENT: TYPE SERVICE: . COMMUNICATION TYPE:
e O INTRUSION ALARM FIRE ALARM
- TOTAL INSTALLATION PRICE: S 2_ 20 R: 6 Monitored , ❑ Monitored ' ❑ Digicom
(Plus Applicable Takes to be billed separately) FIRE TEST FREQUENCY ❑ Intemet Monitoring
O OPEN/CLOSING OPTIONS ❑ 11W1 72 ❑ Local
!� F ❑ E-Autolog ❑ Other
. DEPOSIT DUE NOW: $ �" _i ❑ Bayttet Plus FIRE TEST DEVICES CCELLNET s•RADIO BACK-UP
.. ❑ Supervised:(select one helm) • El Panel Only li.Vr1-Way
❑ Central Station Open/Closing ❑ Panel&Fire Devices ❑ 2-Way
DUE UPON COMPLETION E ❑ User Keypad Control ❑ Radio Only NO DIGICOM
OF PREWIRE: $ / V , ❑ Video(addendum required) INDUSTRIAL MONITORING . ❑ Arent
Si „''AYNET ❑ Refrigeration
u ❑ Temperature Control
E ❑CCTV
BALANCE DUE UPON / ❑ACCESS ❑ Other OTHER
SYSTEM COMPLETION: $' Z tad N ❑ELECTRONIC LOCK
❑ ELEVATOR MONITORING
L ❑VIDEO VERIFICATION(addendum required) ❑ ELEVATOR PHONE TEST
•
ke -_ C T ❑VIDEO NOTIFICATION(addendum required) .❑ OTHER - '
MONTHLY SERVICE CHARGE:$ //
Payable Quarterly in advance. -
SERVICES PROVIDED:-
- ❑❑ Monitor Only:Bay will not provide repair service,testing or inspections to the systems. •
•
'ull Service:Bay will provide all repairs necessitated by ordinary wear and tear to the System.All other repairs shall be at User's expense on a time plus material basis at the then prevailing rates which include a minimum
30 minute visit charge.DEVICE BATTERIES EXCLUDED.
❑Time Plus Material Service:At the end of Bay's limited warranty Bay will provide all repairs at User's expense on a time plus material basis.Parts and labor will be billed at Bay's then prevailing rates,which include a minimum
30 minute visit charge. .
Control Communicator:If Bay monitors your System,Bay will install a control communicator to monitor User owned alarm system.(See paragraph 13 on reverse side.) .
How to Get Service:Call Bay at 1-800-470-1000.Bay will provide service as soon as reasonably possible.
IF AN INTRUSION ALARM •User understands and agrees that any additional devices required by the fire IF NETWORK CONNECTIVITY
•Glass break detectors,motion detectors,photo electric beams—for area department before final acceptance of System will be at User's expense at our •User shall provide and maintain operational an Ethernet Network connected
detection only.User to provide a clear path. prevailing rates. CAT-5 with RJ-45 plug termination at location specified by Bay If required,
•Wireless Holdup Buttons—User is aware transmitter push button may cease •User to provide two phone lines and dedicated 120VAC to the fire alarm con- User will provide I.P.address,gateway address and submask.
operating without notice and function is affected by battery charge or distance trol unit and associated power supplies. User to install breaker locks for PROGRESS BILLING
from control unit.User agrees that Bay is neither responsible nor liable and required power. •User understands and agrees that if there is a User caused interruption(i.e.
holds Bay harmless from any consequences associated with this device. •User understands and agrees that the automatic fire alarm devices and appli- User construction delay,remodeling,prewire,no power available,etc.)in
•Wireless Devices—User is aware that it is User's responsibility to maintain antes that will be installed or are located on this property are pursuant the Bay's ability to start and finish the installation and Bay must return at a later
and replace transmitter batteries when necessary.Bay will provide this serv- approved shop drawings that will be or were previously submitted by Bay to date to complete the installation,Bay will progress bill for a portion of work
ice for a fee if User so desires. the Authority Having Jurisdiction for this property. completed.A return trip charge will he incurred.
•Local authorities may require that you obtain a permit or license to use a IF SOFTWARE IS PROVIDED IF DSL TELEPHONE SERVICE
monitored alarm system.(See paragraph 6 on reverse side.) •Computer shall be supplied according to Bay's specifications and shall be free •The use of DSL,VoIP or other broadband telephone service may interfere with
•IF A TAKEOVER/CONNECT TO USER-OWNED DEVICES from defect: the ability of your System to transmit alarm signals to our monitoring facility.
•Bay to connect to and monitor User's owned equipment.Any work to be done •User understands and agrees that although protected by appropriate safe- DSL service must he installed an a telephone number that is not used far alarm .
on User-owned equipment that exceeds(1)hour will be on a time plus mate- guards,installing remote access dial-in software carries some risk of access to, signal transmission.You agree to notify us if you.have installed or intend to
riots basis at Bay's then prevailing rate including any repairs or modifications and control of the security system by unauthorized persons. It is the User's install DSL VoIP or other broadband service.Immediately after DSL or other
required to make System operational and/or bring up to Bay's standard. responsibility to keep the password,installed software,and modem under broadband service is installed,User most test System to be sure that signals are-
IF A NEW OWNER LABOR AGREEMENT their control at all times. being successfully transmitted to Bay's monitoring facility.A DSL filter maybe '
•Bay tests and inspects only up to one(1)hour.Any additional work that has •If networking software is installed,it is the User's responsibility to provide and- required.Bay to provide for an additional charge.
not been contracted will be done on a time plus materials basis at Bay's then maintain a network that can support any installed software by Bay IF INDUSTRIAL MONITORING . ---
prevailing rate. IF A CCTV SYSTEM •User to supply dry set"C"type contacts and conduit required for Bay canner-
IF A UL CERTIFICATE IS ISSUED •User is aware that there are certain rights to privacy enjoyed by employees lion.Monthly charges include up to two(2)signal transmissions per transmit- .
•User understands and agrees that UL charges Bay an annual fee to support and the public.As a condition to this installation,it is the User's responsibility ter per month.An excessive amount over and above this will result in on addi-
their services.This fee will be passed onto the User. to ensure compliance with all applicable privacy laws.User agrees to provide tional charge per signal above Bay's then prevailing rate..
•Bay will automatically renew agreement and certificate for same initial agree- sufficient lighting to meet required scene illuminations. IF AN ADDENDUM-ALTERATION ADDITION AGREEMENTS -
ment term,unless notified 30 days in advance by User. •User is solely responsible for providing and maintaining film and/or video •User understands and agrees that Bay will leave balance of System as listed -
IF A FIRE SYSTEM tape for CCTV systems. . per previous agreements. - .
•Smoke/Heat detectors—for area detection only. IF A CANCELS FORMER AGREEMENT •
•Bay to plan check and file for city permits.User agrees to pay all city,permit, •Contract terms begin.upon date the System and/or Service is operational.
plan check,or drawing Charges as required. • -SIGNS AND DECALS REMAIN PROPERTY OF BAY ALARM. - - f -
THE SYSTEM MUST BE CONNECTED.TO STANDARD LANDLINE TELEPHONE SERVICE AND MAY NOT WORK WITH CELLULAR OR INTERNET BASED VOIP SERVICE(see paragraph 10) .
FOR OFFICE USE ONLY 64 v s :/f too/J A.!',.r'o lLV�/�f .
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USER DESIRES NO ADDITIONAL/PROTECTION AT THIS TIME,I.E.I R PD L /Pt-1j Lill/9!J'YYO 40 I .
YOU STATE THAT YOU HAVE RECEIVED A COMPLETE COPY OF THIS AGREEMENT.ALL TERMS ON THE REVERSE SIDE OF THIS PAGE,INCLUDING THOSE LIMITING BAY'S LIABILITY,
AND ON ALL ATTACHMENTS ARE PART OF THIS AGREEMENT-READ THEM BEFORE YOU'SIGN BELOW.
BAY ALA 1 , ; _ _- USER: _ DATE /go / /U
M D YEAR
� F re -- 143 ! `�
SALES REPRESENTATIVE' AGENT# BY: 6 \ •
. AUTHORIZED SIGNATURE TITLE
APPROVED (Office Use Only) - DATE / , /'
This agreement will not be effective until either approved by one of Bay's managers,or Bay begins the installation of ' Q l 'L r C C�
the equipment or initiates service.In the event of disapproval,Bay's only obligation shall be to refund any monies .SIGNER'S NAME(PRINTED OR TYPED)- -
paid by User to Bay User acknowledges and agrees that User will not receive a copy of this agreement signed by ❑CORP . ❑LLC ❑SOLE PROPRIETOR ❑PARTNERSHIP I r6IHER
Bay's manager,and such lack of receipt shall not,in any way,invalidate or otherwise affect this agreement. -
5A 842C10708) USER READ REVERSE SIDE "
CALIFORNIA CONTRACTOR'S LICENSE NO.880138 ALARM OPERATOR'S ACO LIC#28..
. 1
1.LIMITED WARRANTY:(a)WHAT IS COVERED:For one year parts and 90 days labor;after we complete the ing any financial institution or alarm company. User may not transfer this agreement to someone else(including someone who pur-
installation,we will repair or replace any defective part of the System without charge to you.We can use new chases or rents Subscriber's premises)unless Bay approves the transfer in writing. Bay may use subcontractors to provide installa-
or used parts of the same quality.(b)How to Get Service:Call 1-800-470-1000.(c)WHAT IS NOT COVERED: lion,repair or monitoring services. This Agreement,and particularly paragraphs 3,4 and 5, shall apply to the work or services
Repair of the System is our only duty.This warranty does not include batteries or labor associated with the Bay's assignees or subcontractors provide,and shall apply to them and protect Company's assignees and subcontractors in the same
replacement of batteries.This warranty does not include disposable items such as access control entry cards, manner as it applies to and protects Bay.
telephone cords,camera film or video tape.We make no other express warranty including any warranty of 10.MONITORING SERVICE:When a signal from the System is received in Bay's Central Station,Bay will try to telephone the
merchantability of the System or its fitness for any special purpose.All the implied warranties of mer- proper police or fire department or other emergency personnel and the first available person on the Emergency Information List User
chantability or fitness for any special purpose are limited to the duration of this expressed limited warren- gives us.You will notify us in writing of any changes in the instructions.User agrees that Bay,at its discretion,may respond to alarms
ty.We do not warrant that the System will always detect,or help prevent any burglary,fire,holdup or other using Bay personnel in addition to or in lieu of police or User's representative.To avoid false alarms,Bay may(a)use the"listen-
such event.We do not warrant that the System cannot be defeated or compromised or that it will always oper- in"device of the System,if one has been provided,or(b)call User's premises first to determine if an actual emergency exists before
ate.This warranty does not cover repairs that are needed because of an accident,acts of God,your failure to Bay calls any authorities.If Bay has reason to believe that no actual emergency exists,Bay may choose not to place such notifica-
properly use the System,or if someone other than us attempts to repair or change the System,or any other rea- tion calls.Bay may discontinue any part of this service if required to do so by governmental or insurance authorities. User acknowl-
son except a defect in the equipment.We are not liable for consequential or incidental damages.You agree edges and agrees that both User and Bay are required to comply with all laws,rules and regulations regarding monitoring and alarm
that this is our only warranty and we have given you no other warranty for the System.(d)State Law:Some response enacted or adopted by the governmental authorities having jurisdiction over the System. If such authorities,now or in the
states do not allow the exclusion or the limitation of consequential or incidental damages or a limitation on the future,require physical or visual verification or multi-telephone verification(e.g.two-call verification or ECV)of any emergency con-
duration of implied warranties,so the above limitations or exclusions may not apply to you.The warranty gives dition before responding to a request for assistance,you agree to subscribe with us for such service,and you agree to pay an addi-
you specific legal rights and you may also hove other rights which may vary from state to state. tional monthly fee for such service that will be added to the current monthly fee. User consents to the tape recording of all tele-
2.ADDITIONAL COSTS:User agrees to pay Bay's standard rate for past due or carrying charges and collection costs if payments phonic communications between Bay's Central Station and User's premises.Bay may charge User for non-emergency signals,use of
are not made on time or if installation charge is paid on a periodic payment plan or progress billing.A reconnect charge is to be paid premises keys or alarm response by Bay personnel.If Boy holds premises keys,it is hereby authorized to enter and make a visual
by User if the System is disconnected because of a past due balance and User desires it reconnected.User will receive no credit if inspection of the interior of the premises or protected area.User understands and agrees that Bay's response agents do not have
System is temporarily disconnected or out of service for any reason.Bay assumes no liability for failure to perform because of labor special arrest or law enforcement powers and may act only as ordinary citizens.User acknowledges that if Bay utilizes a digital com-
disputes,riots,floods,fires,acts of God or any catastrophe or condition beyond its control and is not required to perform work while municator for the purpose of sending alarm signals from User's premises to Bay's Central Station,that the signals from User's System
any such condition exists.If it becomes necessary for Bay.to institute legal proceedings to collect any charges as set forth herein,the are sent over User's regular telephone service to Bay's Central Station and other telephone calls cannot be made when the System is
unsuccessful party shall pay to the successful party reasonable attorney's fees and actual court cost wherein permitted by law.If User activated including 911 emergency operator calls;and in the event User's telephone service is out of order,disconnected,placed on
fails to pay any obligations under this agreement when due,upon(10)ten days'written notice,Bay may disconnect the System.A vacation or otherwise interrupted,signals from User's System will not be received in Bay's Central Station during any such interrup-
re-connection fee in addition to all post due amounts,will be required prior to reactivating System. tion and the interruption will not be known to Bay.User further acknowledges and agrees that signals are sent over telephone corn-
3.BAY IS NOT AN INSURER,LIQUIDATED DAMAGES,LIMITATION OF LIABILITY.For all Systems and services pro- pony lines which are wholly beyond the control and jurisdiction of Bay and are maintained and serviced by the applicable telephone
sided,User acknowledges that it is impractical and extremely difficult to fix the actual damages if any,which may proximately result company.User agrees to pay all charges for all telephone services connecting User's protected premises and Bay.User acknowledges
from Boy's negligence,a failure by Bay to perform any of the obligations herein,including but not limited to,installation,monitor- that if CellnetSM becomes inoperative for any reason,signals will not be received in Bay's Central Station.User acknowledges that
ing,warranty repair,repair service or other services,or the failure of the System to properly operate with resulting loss to User CellnetSM transmission may be impaired or interrupted by atmospheric conditions,including electrical storms,power failures or other
because of,among other things;al The uncertain amount or value of-User's property or the property of others kept on the premis- conditions beyond the control of Bay. '
es which may be lost,stolen,destroyed,damaged or otherwise affected by occurrences which the System or service is designed to 11.EXCESSIVE ALARMS:In the event an excessive number of false alarms or service calls are caused by User or in the event
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 User in any manner misuses or abuses the System,Bay may,in its sole discretion,deem same to be a material breach of contract an
signal from or at premises or notified of an audible device sounding;c)The inability to ascertain in advance what portion,if any,of the part of User and,at its option,be excused from further performance upon the giving of ten(10)days written notice to User.
any personal injury,death or property loss would be proximately caused by Bay's failure to perform or by its equipment to operate; Bay's excuse from performance shall not affect its right to recover damages from User.In the event Bay dispatches an agent to
d)a CCTV or access control system may not observe,detect or prevent an unauthorized intrusion or entry onto the premises;e)The respond to an alarm originating from User's premises where User intentionally,accidentally,or negligently has activated the alarm
nature of the service to be performed by Bay.User understands and agrees that if Bay should be found liable for signal and no emergency exists,or if Bay makes any service call caused by the inadvertence or negligence of User,User shall pay
loss or damage due to failure of Bay to perform any of the obligations herein,including but not limited to Bay a service charge at Bay's then prevailing rates.User represents he fully understands that the equipment,because of its sensi-
installation,repair services,monitoring,or service,or the failure of the System equipment,or service in any tivity and nature,is subject to the influence of external events which are not within the control of Bay and which may cause the alarm
respect whatsoever,or Bay's negligence then,Bay's liability shall be limited to a sum equal to the total of to activate.In the event a fine,penalty or fee is assessed against Bay or User by any governmental or municipal agency as a result
one half the annual payment or Fifteen Hundred Dollars($1,500.00),whichever is the lesser,as liquidated of any alarm originating from User's premises,User agrees to be responsible for payment of all assessments and or reimburse Bay
damages and not as a penalty and this liability shall be exclusive;and that the provisions of this paragraph for Bay assessments.Any or all such alarms shall not excuse any of the obligations of User as set forth in the agreement.
shall apply if loss or damage,irrespective of cause or origin,results directly or indirectly to persons or prop- 12.DISCONNECT POLICY:User hereby authorizes Bay to manually or automatically disconnect System if so ordered by a pub-
erty,from performance or nonperformance of the obligations imposed by this agreement,or from negligence lie official or regulation or for nuisance or electrical reasons or if Bay is unable to notify User at emergency numbers listed or if User
of Bay,its agents,assigns or employees.User may obtain a limitation of liability.User may obtain from Bay a declines or fails to arrive at premises within 30 minutes after notification.User agrees to hold Bay harmless and to indemnify Bay
higher limitation of liability in lieu of the liquidated damages set forth above by paying an additional fee to Bay.If User elects this for any damage,loss,or liability which may result from the turning off of the System.
option,a rider will be added to this agreement which will set forth the amount of the limitation of tab*and the amount of dcefee.Agreemg 13.CONTROL COMMUNICATOR:The control communicator is owned by Bay.User acknowledges and agrees that Bay reserves
to the bnitolion of Cady does not ocean that Bay is an insurer. the right to access the digital control communicator by way of remote programming in order to perform diagnostics,change and/or
4.THIRD PARTY INDEMNIFICATION:When User,in the ordinary course of business,has the property of others in its/his cus- update information,or disconnect service upon the termination or expiration of this agreement.
tody,or the System extends to protect property of others,User agrees to and shall indemnify,defend and hold harmless Bay,its 14.RENEWAL;ENTIRE AGREEMENT:This agreement shall automatically,without action by either party,extend and renew
employees and agents for and against all claims brought by parties,other than the parties to this agreement.This provision shall itself under the same terms and conditions for successive periods of two(2)years each,after the initial period unless either party
apply to all claims regardless of cause including Bay's performance or failure to perform and including defects in products,design, gives to the other at least 30 days written notice,prior to expiration date,or its intention to terminate this agreement upon its orig-
installation,monitoring,repair,service,operation or non-operation of the System whether based upon negligence,warranty,contri- inal or any renewed expiration date.It is understood and agreed by and between the parties hereto,that if there is any conflict
button,indemnification,strict or product liability on the part of Bay,its employees or agents,but this provision shall not apply to between this agreement and User's purchase order or any other document or Bay literature,this agreement will govern,whether
claims for loss or damage which occur while an employee or agent of Bay is on User's premises and are solely and directly caused such purchase order or other document is prior or subsequent to this agreement unless expressly superseded or replaced by a sub-
by such employee or agent. sequent agreement.In the event any provisions or parts of this agreement shall be unenforceable,the parties understand and agree
5. SUBROGATION: So far as it is permitted by User's property insurance coverage, User hereby releases, that the remaining provisions and parts shall continue in full force and effect.There are no verbal understandings changing or mad-
discharges and agrees to hold Bay harmless from any and all claims,liabilities,damages,losses or expenses,arising from or caused flying this agreement.If User cancels agreement before installation begins,User agrees to pay an administrative charge.We retain
by any hazard covered by insurance in or on the User's premises whether said claims are made by User,his agents,or insurance ownership in the System until the sales price is paid in full. If you fail to make any payment for the purchase of the System you
company or other posies claiming under or through User.User agrees to indemnify Bay against,defend and hold Bay harmless from, empower us and will permit on to disconnect and remove the System or any part of it from your premises.In addition we may pur-
any action for subrogation which may be brought against Bay by any insurer or insurance company or its agents or assigns includ- sue any rights and remedies we may have os a secured creditor under the Uniform Commercial Code or pursue any other rights we
ing the payment of all damages,expenses,costs and attorney's fees.User shall notify his insurance carrier of the terms of this pro- may have under the law. Removal or disconnection of the System shall not be deemed a waiver of our rights to collect damages,
vision. and we shall be under no obligation to restore your premises to its original condition if we terminate the installation or remove the
6.USER DUTIES:You will instruct all other persons who may use the System on its proper use.You will test the System's protec- System or any part of it.
tive devices and send test signals to our Central Station in accordance with our instructions at least monthly.If the System includes 15.GOVERNING LAW:This writing is intended by the parties as a final expression of their agreement and as a complete and
space protection(i.e.microwave,infrared,photo-beams,or other such detectors)you will turn off,control,or remove all things such exclusive statement of the terms thereof.This agreement supersedes all prior representations,understandings or agreements of the
as air conditioning systems and heaters that might interfere with such devices when they are turned on.If a problem in the System parties;and the parties rely only upon the contents of this agreement in executing it.This agreement can only be modified in writ-
occurs you will notify us.Authorities may not respond to an alarm,and/or you may be subject to a fine or penalty unless you have ing signed by the parties or their duly authorized agent.No waiver or breach of any term or condition of this agreement shall be
all necessary permits and licenses for the use of the System. You agree that we may disclose the information of the instructions to construed to be a waiver of any succeeding breach.User agrees that this agreement is performed in the state of California and shall
any governmental agency having jurisdiction over the use and operation of the System.In the case of a fire alarm System,you will be governed by the laws of California.User agrees that any and all legal proceedings will have Contra Costa County California as the
notify us in writing of any change in your fire rating bureau or agency.You are solely responsible for issuing and controlling access place of venue.
control cards and programming changes to the remote access system. 16.LEGAL WAIVERS;JUDICIAL REFERENCE:Both parties hereby agree that no suit or action that relates in any way to this
7.INSTALLATION:User will permit Boy to install the System during Bay's normal business hours and will give Bay uninterrupted agreement(whether based upon contract,negligence or otherwise)shall be brought against the other more than one(1)year after
access to User's premises. User agrees to compensate company far any additional installation/service visits required as a result of the accrual of the cause of action therefore.Both parties agree that no law suit or any other legal proceeding connected with this
cancellation,readiness or unavailability to Bay's current prevailing rate.User has approved the locations of where the control panel, Agreement shall be brought or filed more than one year after the incident giving rise to the claim occurred.Any controversy,dis-
audible devices and all protective devices will be installed. User has the affirmative duty to inform Bay,prior to beginning of instal- pate,or claim between the parties arising out of or relating to this Agreement,(other than actions brought by Company in small
lotion,of every location at the premises where we should not(because of concealed obstructions or hazards such as pipes,wires or claims court to collect amounts due under this Agreement)will be settled by a reference proceeding in Contra Costa County California,
asbestos)enter or drill holes.Upon request,User will repair the premises(including fixing broken or loose doors and windows)rea- in accordance with the provisions of Sections 638,et seq and 641 through 645.1,and of the California Code of Civil Procedure,or
sonably necessary to facilitate the installation and operation of the System.If asbestos or other health hazardous material is encoun- their successor sections,which shall constitute the exclusive remedy for the resolution of any controversy,dispute,or claim concern-
tered during installation,Bay will cease work until User has,at User's sole expense,obtained clearance from a licensed asbestos ing this Agreement,including whether such controversy,dispute,or claim is subject to the reference proceeding. The referee shall
removal or hazardous material contractor that continuation of work will not pose any danger to Bay's personnel. In no case shall be appointed to sit as a temporary Judge with all of the powers of a temporary Judge authorized by law.In the event that the
Bay be liable for discovery or exposure of hidden asbestos or other hazardous material,and User shall indemnify and hold Bay and enabling legislation,which provides for the appointment of a referee is repealed and no successor statute is enacted,any dispute
its employees harmless from any claims brought against Bay and/or its employees by third parties for damages,personal injury, between the parties that would otherwise be determined by a reference procedure herein,will be resolved and determined by bind-
death,emotional injury,whether actual or prospective allegedly caused by the presence,spread,ingestion or inhalation of any sub- ing arbitration.That arbitration will be conducted by a retired Judge of the Superior Court in accordance with Section 1280 to 1294.2
stance/vapor on or originating from User's premises.If the System includes an exterior audible bell,horn or siren,it is designed to of the California Code of Civil Procedure,as amended from time to time.
shut-off after sounding for not more than fifteen(15)minutes. User will provide non-switched electrical outlets for the System's
17.IMAGING:User agrees that Bay may save and store all agreements and other documents executed by User in an electronic
transformers.Bay is not responsible if the installation is delayed because of bad weather,labor disputes,unavailability of electrical media and all such agreements and other documents shall be deemed to be,and may be used by Bay as,originals and shall be given
power or telephone service,Acts of God or other reasons beyond Bay's control. After completion the System,User and a Bay rep- the some force and effect as the paper-form original.
resentative will inspect it.If something is missing or not properly installed you the User will notify Bay within 10 days,otherwise the 18.DEFAULT BY USER;EXPIRATION;TERMINATION:If any proceeding in bankruptcy,receivership,or insolvency shall be
System will have been accepted by User.
8.CHARGES,TAXES,RATE INCREASES:All charges set forth herein are based upon existing federal,state and local taxes and commenced by or against User or his property,or if User makes an assignment for the benefit of creditors,User and Trustee or
utility charges,including telephone company charges,if any.Bay shall have the right at any time to increase the monthly charges Assignee appointed to take charge of User's assets shall elect within thirty(30)days to assume or reject this agreement.If assumed,
provided herein,to reflect any additional taxes,fees or charges provided herein,or charges which hereafter may be imposed on Bay the party assuming this agreement shall within sixty(60)days thereafter:(1)cure all defaults including payment of all amounts
by any utility or govemmental agency relating to the service(s)provided under the terms of this agreement and User agrees to pay due,and(2)provide to Bay adequate assurances of the future performances.Bay shall have the right to terminate this agreement.
If User defaults or cancels this agreement or the whole or any port of the premises herein involved is acquired or condemned for any
the same.So that Bay may properly adjust its rates to meet changing service costs and notwithstanding the terms and conditions set public or private use or purpose,the entire remaining balance of the initial period or extension of this agreement period shall imme-
forth herein after the expiration of one(l)year from the date of completion of installation and not more often than once each 12 diately become due and payable.Thirty day written cancellation required.At the expiration or termination of this agreement for any
months,Bay may increase the monthly service charge by up to 1.5 times the current Bureau of Labor Statistics Consumer Price Index reason,Bay is authorized to enter onto the premises of User and remove Bay's identification signs,decals,equipment and reprogram
for all urban consumers(related areas)or if this index is discontinued a comparable index as measured from the date of this agree- or otherwise modify the control communicator so that it will no longer communicate signals to Bay's Central Station.
meat to the effective date of the increase upon giving User notice in writing.The billing invoice setting forth the new charge shall be
sufficient notice of the increase.Not withstanding any other terms and conditions set forth in this agreement,so that Bay may prop- -19.BAY'S LICENSES:Alarm company operators are licensed and regulated by the Bureau of Security and
erly adjust periodic charges to recover increases in its services costs which are not recovered by increase pursuant to paragraph Investigative Services,Department of Consumer Affairs,Sacramento,CA 95814.Contractors are required
above,at any time after the expiration of one II I year from date of installation,Bay may increase the monthly service charge to by law to be licensed and regulated by the Contractor's State License Board which has jurisdiction to laves-
above,
• an amount exceeding the charge provided in paragraph above upon giving the User notice in writing.The billing invoice setting forth tigate complaints against contractors if a complaint regarding a patent act or omission is filed within four(4)
the new charge shall be sufficient notice of the increase.If User is unwilling to pay such additional monthly charges imposed put- years of the date of the alleged violation.A complaint regarding a latent act or omission pertaining to slrue-
want to this sub-paragraph and Bay is unwilling to rescind the additional amount,User may terminate this agreement upon giving tural defects must be filed within ten(10)years of the date of the alleged violation.Any questions con-
written notice to Bay within ten(10)days from the effective date of the increase.User's failure to notify Bay within said ten(10) earning a contractor may be referred to the Registrar,Contractors'State License Board,P.O.Box 2600,
days shall constitute User's consent to the increase pursuant to this sub-paragraph. Sacramento,CA 95826.
9.ASSIGNEES/SUBCONTRACTORS OF BAY:Bay may transfer or assign this agreement to any other person or entity includ- PLEASE READ ENTIRE AGREEMENT
•''--COMMERCIAL SYSTEM PURCHASE'AND/OR SERVICES AGREEMENT °0NTAR ArihibalaAve Unit K',Ontario,(A9116T
� .t _ =❑OAKLAND, ❑BURLINGAME ❑SACRAMENTO (9 9 509 7102,
R ®�� . 9836 Kitty Lane,Oakland,CA 94603. • 856 Mitten Rd.,Burlingame,CA 94010 • . 3475 Orange Grove Ave.-,N.Highlands,CA 95660 "--- CJORANGE COUNTY FAX 91021 -
FAX: 50
.(510)452-3211,-FAX:(510)639-2695 ••(650)588-9700,FAX:(650)652-4260 (916)489-1900,FAX:(916)489-2542 1000 E.Howell Ave.,Unit A,Anaheim,CA 92805
A LA °M ❑MARTINEZ N ❑PETALUMA. - ••• • .❑REDDING (714)939-6125,FAX:(714)939-9759
sivcEmas- 60.Berry Drive,Pacheco CA 94553 1016:Clegg Ct.,Petaluma,CA 94954. . 3570 Rancho Rd:,Suite 1,Redding,(A-96002 ❑GREATER LOS ANGELES
- . "1925)372-5700,FAX:(925)808-4848 (707)776-2910,FAX:(707)776-2919 , " (530)"241 5145,FAX:(530)241-5680 3521 Pacific Avenue,Burbank,(A 91505
• . 0. II SANTA.(IARA .. j ❑STOCKTON • El VENTURA ' (818)782-5216,FAX:(818)781-1634 .
. 491-Gianni St.,Santa Clara,CA 95054 '3819 Duck Creek Dr.,Stockton,CA 95215•. 2264 Goodyear Ave.; (A 93003 ❑SOUTH BAY BRANCH • -
(y„_ (408)280-6006,FAX:(408)986-0519 :.(209)465-1986,FAX:(209)943-6083. (805)658-0555,FAX:(805)Ventura,58-6317 1250 E.223''Street,Suite 114,Carson,CA 90745 •
. c` (424)172-7500,FAX:(424)772-7599
aliNew.System or Takeove��-.21 New Owner ❑Addendum-Alteration-Addition -❑Cancel Former.Agreement-Alteration Addition -
User hereby-authorizes Bay Alarm Company hereinafter''Bay,"or assigns to install and/or service the fire alarm system under the following renditions and agrees to pay the installation charge upon completion and the service •:.: .
• charge in advance eaatt Bays address pfor✓an initial period of five(5)years,from date date the System is operational. • • . f- , - - •
User "" '��'f e A- ���1� �,[ �1S�Y t c� phone(N t) 6-l c''`T�6 •
Address
/ I LSD/3 6.-re t City L(YJl iCf W414 Zip 'q 2-toil l
-. Bay will install the system("System");described below and on the attached continuation page(s),and if subscribed to by User,monitor and provide other services pursuant to the terms and conditions of this agreement. •
Fire Alarm Shop Drawings will be completed for submittal to the governing Authority Having Jurisdiction(AHJ). Submittal times may be delayed if User cannot provide useable(AD(Computer Aided Design)files or architectural
drawings to Bay.This may require Bay to create a set of floor plans in(AD at an additional expense to User.Floor plans are required for the production-of fire alarm shop drawings. _ . . .
Governmental Review:The AH.1 may require approval of the System installation.Depending on the processing time for your current AHJ,Bay will not be responsible from delays arising for this portion of the installation process.
Installation:Local and state building and fire codes may prohibit the installation of a fire alarm system until approved by the governing AHJ and a permit for the installation is issued.Once Bay receives the approved permit the -
installation will begin approxinately 2•bs. 5 weeks and will be completed within approximately y i)%/4. weeks.
r 'f
SALE AND-INSTALLATION PRICE; PAYMENT: . / F TYPE SERVICE: COMMUNICATION TYPE:,
TOTAL SALE AND INSTALLATION PRICE: S /16 R FIRE ALARM C�/POTS(Plain Old Telephone Service)
(plus applicable-taxes to be billed separately) P •
/ 0 L Monitored ❑ Internet Protocol
•DEPOSIT DUE AT SIGNING: - S F ❑ Loral-Non Monitored
I WIRELESS RADIO TRANSMISSION
'C FIRE TEST FREQUENCY • ❑ DART(Digital Alarm Radio Transmission)
DUE UPON ROUGH WIRING COMPLETION: S E LI NFPA 72• ❑ RAT(Radio Alarm Transmission Only)
� ❑ Sprinkler Inspection Service OTHER
t
5 Bay will inspect risers per quarter
BALANCE DUE UPON EARLIER OF FINAL INSPECTION OR SYSTEM ONLINE: S �( /l E ❑ Other . •
'-,` p0 -
MONTHLY SERVICE CHARGE:$ b� Payable quarterly in advance. N FIRE TEST DEVICES
L ❑ Panel Only . .
Y ID/Panel&Fire Devices
. SERVICES PROVIDED: •
❑ Monitor Only:Bay will not provide repair service,testing or.inspections to the Systems.User is responsible to provide this service. ..
. C3/Full Service:Bay will provide all repairs necessitated by ordinary wear and tear to the System.All other repairs shall be at User's expense on a time plus material basis at Bay's then prevailing rates,which include a minimum -
30 minute visit charge. .
❑lime Plus Material Service:At the end of Bay's limited warranty Bay will provide all repairs at User's expense on a time plus material basis.Parts and labor will be billed at Bay's then prevailing rates,which include a minimum
- -.30 minute visit charge. . -
.- How to-Get Service:Call Bay at s-
1-800-470-1000.Bay will provide service as as reasonably possible. . •
FIRE SYSTEM •Bay is not providing or will not provide design analysis of the premises sprinkler system through the
•Smoke/Heat detectors—for area or spot detection only. Sprinkler Inspection Service inspection.If a design analysis is desired the User should contact a Registered
-•Bay to plan check and apply for city permits.User agrees to pay all city,permit,plan check,or drawing Fire Protection Engineer. , _
•charges as required. IF A NEW OWNER LABOR AGREEMENT -
•User understands and agrees that any-additional devices required by the AHJ before final acceptance of System will' •Bay,tests and inspects up to one(1)hour only. Any additional work that has not been contracted will be •
be at User's expense at Bay's prevailing rates. done on a time alas material basis at Bay's then revailing rate.
•If POTS is used,User to provide 2 User-controlled phone lines. IF A TAKEOVER/CONNECT TO USER OWNED DEVICES.
•User to provide dedicated 120VAC to the Fire Alarm Control Unit and associated power supplies,and install breaker •Bay to connect to and monitor or control User's owned equipment. Any work to be done on User owned -
locks for required power. �. equipment that exceeds(1)hour will be on atime plus material basis at Bay's then prevailing rate includ-
•If smoke detectors are installed and then become dirty due to construction that takes place,the User understands. ing any repairs or modifications required'ta make System operational. ..
they are responsible for repair and/or replacement. NETWORK CONNECTIVITY AND TRANSMISSION FACILITIES '
•If Bay is unable to gain access to the System for testing and inspections,User understands there may be a return trip •User shall provide and maintain'.operational an Ethernet Network connected(AT-5 or higher cable with a
fee.Bay will not issue a credit for failed or no access inspections. • RJ-45 plug termination at location specified by,Bay.If required,User will provide I.P.address,gateway •
•User understands and agrees that the automatic fire alarm devices and appliances-that will be installed or are locat- address and submask.If the Internet or Wireless Radio Transmission is used as a primary or secondary
ed on this property are pursuant to the approved shop drawings that will be or were•previously submitted by Bay to transmission path,User will provide at your expense,the necessary telecommunications connections fad-
the AHJ for this property. . . ities.The Internet,radio and cellular networks are maintained and serviced by the applicable service
•Additional state or other government agency or insurance inspections or testing which requires Bay personnel to be provider and are totally beyond Bay's control.Signal transmission•connectivity and speed may vary due.
on site will be charged on a time plus material basis,at Boy's then prevailing rates. to traffic volumes,adverse weather,system outages and other circumstances beyond our control.
•Once System has been powered up and System is programmed at Bay's monitoring center the Monthly Service Fees VoIP TELEPHONE SERVICE:The use of VoIP telephone service may interfere with the ability of the
is payable. -_ System to transmit alarm signals to our monitoring facility.The User most notify Bay in advance if con-
•HVAC system power/shut off it' to be provided by mechanical and/or electrical contractors. Bay will sidering the use of a managed VoIP service in order to assure its ability to function. User understands
monitor only. that DSL,unmanaged VoIP,or other internet-based services not approved in advance by Bay may not be
•If during the installation process the AHJ deems a fire watch is necessary while the System is being installed or tem- used. .
porarily inoperable,User to provide and pay for this service. IF A UL CERTIFICATE IS ISSUED `°
•Any(hinting-and/or patching is not included.unless expressly stated otherwise.,.,_.. _ . •User understands•and agrees that UL charges Bay an annual fee for their services. User will reimburse--
•Additional fees that are not included in the contract are as follows: permit fees,udditionel Off hour-tnspections-or Bay'for the fee. - _- - - , . - - - '-
re-inspection due to other contracted parties failure to show and have equipment ready for inspection. •Bay will automatically renew agreement and certificate for same initial agreement term,unless notified"
•Bay shall install a fire alarm system based on-the Codes-and Standards that were in effect at the time the System 30 days in advance by User.
was designed,based on the prescriptive requirements for the occupancy. Bay is not providing an engineering assess- PROGRESS BILLING
ment. If an engineering assessment of risk hazards is.required,the User should contact a Registered Fire Protection- •User understands and agrees that if there is a User caused interruption(i.e.User construction delay,
Engineer. =" j remodeling,prewire,no power available etc)in Bay's ability to start.and finish the installation and Bay
•If inspections are required,User is responsible to notify occupants and provide them with advance notice for Bay to most return at a later date to complete the installation,Bay will bill for a portion of work completed. A
• gain access and provide a representative to aid in gaining access to units during specified inspection date(s). return trip charge may be incurred. ".-- .
• If Bay is unable to gain access,the monthly service fee is still due in full.User will contact Bay to reschedule and Bay IF AN ADDENDUM-ALTERATION ADDITION AGREEMENT
will.charge our normal service rates to Complete the missed inspection. Bay not liable for any missed inspections •User understands and agrees that Bay will leave balance of system as listed per previous agreements.
resulting from failure to provide access. . IF A CANCELS FORMER AGREEMENT
IF SPRINKLER INSPECTION SERVICE •Contract terms begin upon date System and/or Service is online. '
•If Sprinkler Inspection Service is provided Bay will conduct the inspections in accordance with Title 19;California •
(ode of Regulations,Chapter 5,Article 4.
` SIGNS,DECALS AND SYSTEM COMMUNICATOR REMAIN THE PROPERTY OF BAY - - -
THE SYSTEM MUST BE CONNECTED TO A(POTS)PLAIN OLD TELEPHONE SERVICE LINE AND MAY NOT WORK WITH OTHER COMMUNICATION METHODS SUCH AS CELLULAR OR VOIP,SERVICES(see paragraph 10)
-f - FOR OFFICE USE ONLY • - • - -
1
. . e Cn/v-ri JU, !I01.J A . .
f .
USER DESIRES NO ADDITIONAL PROTECTION AT THIS TIME,I.E.FCIPD 1, �fif4JK i' 1)61&I......'7. I
. . YOU STATE THAT YOU HAVE RECEIVED A COMPLETE COPY OF THIS AGREEMENT.ALL TERMS ON THE REVERSE SIDE OF THIS PAGE,INCLUDING THOSE LIMITING BAY'S LIABILITY, ... .•
._ r., AND ON ALL ATTACHMENTS ARE PART OF THIS AGREEMENT-READ THEM BEFORE YOU SIGN BELOW. - -
BAY ALARM COMPANY:: - USER: DATE ./I 'Z / Jcl
,�U11 IA .. D YEAR.•SALES REPRESENTATIVE - r ' BY: ~ •
' E'n�is Y�'�G 11r Cam-
AUTHORIZED SIGNATURE TITLE - -
APPROVED (Office Use Only) -DATE '• -
- This agreement will not be effective until either approved by one of,Bay s managers,or Bay begins the installation of,: ? ,
the equipment or initiates service.In the event of disapproval,Bay's only obligation,shall be to refund any monies SIGNER'S.NAME(PRINTED OR TYPED)
paid by User to Bay.User acknowledges and agrees that User will not receive a copy of this agreement signed by ❑CORP ❑LLC`. i❑"SOLE-PROPRIETOR ❑PARTNERSHIP -IJ'OTHER
- Bay's manager;and such lack of receipt shall not,in any way,invalidate or otherwise affect this agreement. .
SA 841(FIR (04/10) USER r READ REVERSE SIDE'-
1
CALIFORNIA CONTRACTOR'S LICENSE NO.880138 _- ALARM OPERATOR'S A(0 LIf#28
1.LIMITED WARRANTY:(a)WHAT IS COVERED:For one year parts and 90 days labor;after we complete the proper fire department or other emergency personnel and the first available person on the Emergency Information List User gives
installation,we will repair or replace any defective part of the System without charge to you.We can use new us.You will notify us in writing of any changes in the instructions.To avoid false alarms,Bay may call User's premises first to deter-
or used parts of the same quality.(b)HOW TO GET SERVICE:Call 1-800-470-1000.(c)WHAT IS NOT COVERED: mine if an actual emergency exists before Bay calls any authorities.If Bay has reason to believe that no actual emergency exists,
Repair of the System is our only duty.This warranty does not include batteries or labor associated with the Bay may choose not to place such notification calls.Bay may discontinue any port of this service if required to do so by governmental
replacement of batteries.We make no other express warranty including any warranty of merchantability of or insurance authorities.User acknowledges and agrees that both User and Bay are required to comply with all laws,rules and reg-
the System or its fitness for any special purpose.All the implied warranties of merchantability or fitness for ulations regarding monitoring and alarm response enacted or adopted by the governmental authorities having jurisdiction over the
cny special purpose are limited to the duration of this expressed limited warranty.We do not warrant that System. If such authorities,now or in the future,require physical or visual verification or multi-telephone verification(e.g.Iwo-call
the System will always detect,or help prevent any fire,smoke,waterflow or other such event.We do not war- verification or ECV)of any emergency condition before responding to a request for assistance,you agree to subscribe with us for such
rant that the System cannot be defeated or compromised or that it will always operate.This warranty does not . service,and you agree to pay an additional monthly fee for such service that will be added to the current monthly fee. User con-
cover repairs that are needed because of an accident,acts of God,your failure to properly use the System,or if sents to the tope recording of all telephonic communications between Bay's Central Station and User's premises.Bay may charge User
someone other than us attempts to repair or change the System,or any other reason except a defect in the equip- for non-emergency signals,use of premises keys or alarm response by Bay personnel.If Bay holds premises keys,it is hereby author-
ment.We are not liable for consequential or incidental damages.You agree that this is our only warranty ized to enter and make a visual inspection of the interior of the premises or protected area.Use acknowledges that if Bay utilizes
and we have given you no other warranty for the System.(d)STATE LAW:Some states do not allow the exclu- a digital communicator for the purpose of sending alarm signals from User's premises to Bay's Central Station,that the,signals from
sion or the limitation of consequential or incidental damages or a limitation on the duration of implied warranties, User's System are sent over User's plain old telephone service to Bay's Central Station and other telephone calls cannot he made when
so the above limitations or exclusions may not apply to you.The warranty gives you specific legal rights and you the System is activated including 911 emergency operator calls;and in the event User's telephone service is out of order,discon-
may also have other rights which may vary from state to state. nected,placed on vacation or otherwise interrupted,signals from User's System will not be received in Bay's Central Station during
2.ADDITIONAL COSTS:User agrees to pay Bay's standard rate for past due or carrying charges and collection costs if payments any such interruption and the interruption will not be known to Bay.User further acknowledges and agrees that signals are sent over
are not made on time or if installation charge is paid on a periodic payment plan or progress billing.A reconnect charge is to be paid telephone company lines which are wholly beyond the control and jurisdiction of Bay and are maintained and serviced by the appli-
by User if the System is disconnected because of a past due balance and User desires it reconnected.User will receive no credit if cable telephone company.User agrees to pay all charges for all telephone services connecting User's protected premises and Bay.
System is temporarily disconnected or out of service for any reason.Bay assumes no liability for failure to perform because of labor User acknowledges that if Wireless Radio Transmission becomes inoperative for any reason,signals will not be received in Bay's
disputes,riots,floods,fires,acts of God or any catastrophe or condition beyond its control and is not required to perform work while Central Station.User acknowledges that Wireless Radio Transmission may be impaired or interrupted by atmospheric conditions,
any such condition exists.If it becomes necessary for Bay to institute legal proceedings to collect any charges as set forth herein,the including electrical storms,power failures or other conditions beyond the control of Bay. •
unsuccessful party shell pay to the successful party reasonable attorney's fees and actual court cost wherein permitted by law.If User 11.EXCESSIVE ALARMS:In the event an excessive number of false alarms or service calls are caused by User or in the event
fails to pay any obligations under this agreement when due,upon(101 ten days'written notice,Bay may disconnect the System.A User in any manner misuses or abuses the System,Bay may,in its sole discretion,deem same to be a material breach of contract on
re-connection fee in addition to all past due amounts,will be required prior to reactivating System. the part of User and,at its option,be excused from further performance upon the giving of ten(10)days written notice to User.
3.BAY IS NOT AN INSURER,LIQUIDATED DAMAGES,LIMITATION OF LIABILITY.For all Systems and services pro- Bay's excuse from performance shall not affect its right to recover damages from User.In the event Bay dispatches an agent
vided,User acknowledges that it is impractical and extremely difficult to fix the actual damages if any,which may proximately result to respond to an alarm originating from User's premises where User intentionally,accidentally,or negligently has
from Bay's negligence,a failure by Bay to perform any of the obligations herein,including but not limited to,installation,monitor- activated the alarm signal and no emergency exists,or if Bay makes any service call caused by the inadvertence
ing,warranty repair,repair service or other services,or the failure of the System to properly operate with resulting loss to User or negligence of User,User shall pay Bay a service charge at Bay's then prevailing rates.User represents he fully
because of,among other things;a)The uncertain amount or value of User's property or the property of others kept on the premis- understands that the equipment,because of its sensitivity and nature,is subject to the influence of external
as which may be lost,stolen,destroyed,damaged or otherwise affected by occurrences which the System or service is designed to events which are not within the control of Bay and which may cause the alarm to activate.In the event a fine,penal-
detect or overt;b)The uncertainty of the response time of any fire department or other response agency should they be notified as ty or fee is assessed against Bay or User by any governmental or municipal agency as a result of any alarm originating from User's
a result of a signal from or at premises or notified of an audible device sounding;()The inability to ascertain in advance what par- premises,User agrees to be responsible for payment of all assessments and/or reimburse Bay for Bay assessments.Any or all such
tion,if any,of any personal injury,death or property loss would be proximately caused by Bay's failure to perform or by its equip- alarms shall not excuse any of the obligations of User as set forth in the agreement.
meet to operate;The nature of the service to be performed by Bay.User understands and agrees that if Bay should be 12.DISCONNECT POLICY:User hereby authorizes Bay to manually or automatically disconnect System if so ordered by a pub-
found liable for loss or damage due to failure of Bay to perform any of the obligations herein,including but lic official or regulation or for nuisance or electrical reasons or if Bay is unable to notify User at emergency numbers listed or if User
not limited to installation,repair services,monitoring,fire inspections,or the failure of the System equip- declines or fails to arrive at premises within 30 minutes after notification.User agrees to hold Bay harmless and to indemnify Bay
ment in any respect whatsoever,or Bay's negligence then,Bay's liability shall be limited to a sum equal to for any damage,loss,or liability which may result from the turning off of the System.
the total of one half the annual payment or Fifteen Hundred Dollars($1,500.00),whichever is the lesser, 13.CONTROL COMMUNICATOR:The control communicator is owned by Bay.User acknowledges and agrees that Bay reserves
as liquidated damages and not as a penalty and this liability shall be exclusive;and that the provisions of the right to access the digital control communicator by way of remote programming in order to perform diagnostics,change and/or
this paragraph shall apply if loss or damage,irrespective of cause or origin,results directly or indirectly to update information,or disconnect service upon the termination or expiration of this agreement.
persons or property,from performance or nonperformance of the obligations imposed by this agreement,or
14.RENEWAL;ENTIRE AGREEMENT:This agreement shall automatically,without action by either party,extend and renew
from negligence of Bay,its agents,assigns or employees.User may obtain a limitation of liability from Bay itself under the same terms and conditions for successive periods of two 121 years each,after the initial period unless either party
for a higher limitation of liability in lieu of the liquidated damages set forth above by paying an additional fee to gives to the other at least 30 days written notice,prior to expiration date,or its intention to terminate this agreement upon its orig-
Bay. If User elects this option,a rider will he added to this agreement which will set forth the amount of the halation of Eabikty mtd inal or any renewed expiration dote.It is understood and agreed by and between the parties hereto,that if there is any conflict
the amount of the fee.Agreeing cache Gmitalion of does not mean that Bay is an insurer. between this agreement and User's purchase order or any other document or Bay literature,this agreement will govern,whether
4.THIRD PARTY INDEMNIFICATION:When User,in the ordinary course of business,has the property of others in its/his cus- such purchase order or other document is prior or subsequent to this agreement unless expressly superceded or replaced by a sub-
tody,or the System extends to protect property of others,User agrees to and shall indemnify,defend and hold harmless Bay,its Sequent agreement.In the event any provisions or parts of this agreement shall be unenforceable,the parties understand and agree
employees and agents for and against all claims brought by parties,other than the parties to this agreement.This provision shall that the remaining provisions and parts shall continue in full force and effect.There are no verbal understandings changing or mod-
apply to all claims regardless of cause including Bay's performance or failure to perform and including defects in products,design, lying this agreement.If User cancels agreement before installation begins,User agrees to pay an administrative charge.We retain
installation,monitoring,repair,service,operation or non-operation of the System whether based upon negligence,warranty,contri- ownership in the System until the sales price is paid in full. If you fail to make any payment for the purchase of the System you
bution,indemnification,strict m product liability on the part of Bay,its employees or agents,but this provision shall not apply to empower us and will permit us to disconnect and remove the System or any part of it from your premises. In addition we may pur-
claims for loss or damage which occur while an employee or agent of Bay is on User's premises and are solely and directly caused sue any rights and remedies we may have as a secured creditor under the Uniform Commercial Code or pursue any other rights we
by such employee or agent. - may have under the law. Removal or disconnection of the System shall not be deemed a waiver of our rights to collect damages,
5. SUBROGATION: So far as it is permitted by User's property insurance coverage; User hereby releases, and we shall be under no obligation to restore your premises to its original condition if we terminate the installation or remove the
discharges and agrees to hold Bay harmless from any and all claims,liabilities,damages,losses or expenses,arising from or caused System or any part of it.
by any hazard covered by insurance in or on the User's premises whether said claims are made by User,his agents,or insurance 15.GOVERNING LAW:This writing is intended by the parties as a final expression of their agreement and as a complete and
company or other parties claiming under or through User.User agrees to indemnify Bay against,defend and hold Bay harmless from, exclusive statement of the terms thereof.This agreement supersedes all prior representations,understandings or agreements of the
any action for subrogation which may be brought against Bay by any insurer or insurance company or its agents or assigns includ- parties;and the parties rely only upon the contents of this agreement in executing it.This agreement can only be modified in writ-
ing the payment of all damages,expenses,costs and attorney's fees.User shall notify his insurance carrier of the terms of this pro- ing signed by the parties or their duly authorized agent.No waiver or breach of any term or condition of this agreement shall he
vision. construed to be a waiver of any succeeding breach.User agrees that this agreement is performed in the state of California and shall
6.USER DUTIES:You will instruct all other persons who may use the System on its proper use. If a problem in the System occurs be governed by the laws of California.User agrees that any and all legal proceedings will have Contra Costa County California as the
you will notify us.Authorities may not respond to an alarm,and/or you may be subject to a fine or penalty unless you have all nec- exclusive place of venue.
essary permits and licenses for the use of the System.You agree that we may disclose the information of the instructions to any goy- 16.LEGAL WAIVERS;JUDICIAL REFERENCE:Both parties hereby agree that no suit or action that relates in any way to this
ernmental agency having jurisdiction over the use and operation of the System.You will notify us in writing of any change in your agreement(whether based upon contract,negligence or otherwise)shall be brought against the other more than one(1)year after
fire rating bureau or agency. the accrual of the cause of action therefore.Both parties agree that no law suit or any other legal proceeding connected with this
7.INSTALLATION:User will permit Bay to install the System during Bay's normal business hours and will give Bay uninterrupted Agreement shall be brought or filed more than one year after the incident giving rise to the claim occurred.Any controversy,dis-
access to User's premises. User agrees to compensate Bay for any additional installation/service visits required as a result of can- pute,or claim between the parties arising out of or relating to this Agreement,(other than actions brought by Bay in small claims
collation,readiness or unavailability to Bay's current prevailing rate.User has approved the locations of where the control panel, court to collect amounts due under this Agreement)will be settled by a reference proceeding in Contra Costa County California,in
audible devices and all protective devices will be installed. User has the affirmative duty to inform Bay,prior to beginning of instal- accordance with the provisions of Sections 638,et seq and 641 through 645.1,and of the California Code of Gvil Procedure,or their
lotion,of every locotion at the premises where we should not(because of concealed obstructions or hazards such as pipes,wires or successor sections,which shall constitute the exclusive remedy for the resolution of any controversy,dispute,or claim concerning this
asbestos)enter or drill holes.Upon request,User will repair the premises(including fixing broken sprinkler system components)rea- Agreemenl,-including whether such controversy,dispute,or claim is subject to the reference proceeding.The referee shall be appoint-
sonablynecessary to facilitate the installation and operation of the System.If asbestos or other health hazardous material is encoun- ed to sit as a temporary Judge with all of the powers of a temporary Judge authorized by law.In the event that the enabling legis-
tered during installation,Bay will cease work until User has,at User's sole expense,obtained clearance from a licensed asbestos lotion,which provides for the appointment of a referee is repealed and no successor statute is enacted,any dispute between the par-
removal or hazardous material contractor that continuation of work will not pose any danger to Bay's personnel. In no case shall ties that would otherwise be determined by a reference procedure herein,will be resolved and determined by binding arbitration.
Bay be liable for discovery or exposure of hidden asbestos or other hazardous material,and User shall indemnify and hold Bay and That arbitration will be conducted by a retired Judge of the Superior Court in accordance with Section 1280 to 1294.2 of the California
its employees harmless from any claims brought against Bay and/or its employees by third parties for damages,personal injury, Code of Civil Procedure,as amended from time to time.
death,emotional injury,whether actual or prospective allegedly caused by the presence,spread,ingestion or inhalation of any sub- 17.IMAGING:User'agrees that Bay may save and store all agreements and other documents executed by User in an electronic
stance/vapor on or originating from User's premises.If the System includes an audible bell,horn or siren,it is designed to shut-off media and all such agreements and other documents shall be deemed to be,and may be used by Bay as,originals and shall be given
after sounding for not more than fifteen(15)minutes.Bay is not responsible if the installation is delayed because of bad weather, the same force and effect as the paper-form original.
labor disputes,unavailability of electrical power or telephone service,Acts of God or other reasons beyond Bay's control.After cam- 18.DEFAULT BY USER;EXPIRATION;TERMINATION:If any proceeding in bankruptcy,receivership,or insolvency shall be
pletion the System,User and a Boy representative will inspect it. If something is missing or not properly installed you the User will commenced by or against User or his property,or if User makes an assignment for the benefit of creditors,User and Trustee or
notify Bay within 10 days,otherwise the System will have been accepted by User. Assignee appointed to take charge of User's assets shall elect within thirty(30)days to assume or reject this agreement.If assumed,
8.CHARGES,TAXES,RATE INCREASES:All charges set forth herein are based upon existing federal,state and local taxes and the party assuming this agreement shall within sixty 1601 days thereafter:(1)cure all defaults including payment of all amounts
utility charges,including telephone company charges,if any.Bay shall have the right at any time to increase the monthly charges due,and(21 provide to Bay adequate assurances of the future performances.Bay shall have the right to terminate this agreement.
provided herein,to reflect any additional taxes,fees or charges provided herein,or charges which hereafter may be imposed on Bay If User defaults or cancels this agreement,or this agreement is terminated in whale or in part for any reason other than Bay's
by any utility or governmental agency relating to the service(s)provided under the terms of this agreement and User agrees to pay default,Bay shall be entitled to collect and User shall pay to Bay:(i)all amounts due to Bay for services performed and equipment
the same.So that Bay may properly adjust its rates to meet changing service costs and notwithstanding the terms and conditions set provided through the termination date of the agreement,and(ii)all amounts to which Bay is entitled by law for the unexpired term
forth herein after the expiration of one(1)year from the date of completion of installation and not more often than once each 12 of the agreement,including loss of profits.Thirty day written cancellation required.At the expiration or termination of this agree-
months,Bay may increase the monthly service charge by up to 1.5 times the current Bureau of Labor Statistics Consumer Price Index ment for any reason,Bay is authorized to enter onto the premises of User and remove Bay's identification signs,decals,equipment
for all urban consumers(related areas)or if this index is discontinued a comparable index as measured from the date of this agree- and reprogram or otherwise modify the control communicator so that it will no longer communicate signals to Bay's Central Station.
moot to the effective date of the increase upon giving User notice in writing.The billing invoice setting forth the new charge shall be 19. BAY'S LICENSES-CONTRACTORS ARE REQUIRED BY LAW TO BE LICENSED
sufficient notice of the increase.Not withstanding any other terms and conditions set forth in this agreement,so that Bay may prop AND REGULATED BY THE CONTRACTOR'S STATE LICENSE BOARD WHICH HAS
erly adjust periodic charges to recover increases in its services costs which are not recovered by increase pursuant to paragraph JURISDICTION TO INVESTIGATE COMPLAINTS AGAINST CONTRACTORS IF A
above,amount at t any time after charge rge expiration of one ara(11 year from date giving installation,Use Baymay wrreng.the monthly service charge a to COMPLAINT REGARDING A PATENT ACT OR OMISSION IS FILED WITHIN FOUR
an amount exceeding the charge provided in paragraph above upon giving the User notice in writing.The billing invoice setting forth
the new charge shall be sufficient notice of the increase.If User is unwilling to pay such additional monthly charges imposed pur- (4) YEARS OF THE DATE OF THE ALLEGED VIOLATION.A COMPLAINT REGARD-
wont to this sub-paragraph and Bay is unwilling to rescind the additional amount,User may terminate this agreement upon giving ING A LATENT ACT OR OMISSION PERTAINING TO STRUCTURAL DEFECTS MUST
written notice to Bay within ten(10)days from the effective date of the increase.User's failure to notify Bay within said ten(10) BE FILED WITHIN TEN (10) YEARS OF THE DATE OF THE ALLEGED VIOLATION.
days shall constitute User's consent to the increase pursuant to this sub-paragraph. ANY QUESTIONS CONCERNING A CONTRACTOR MAY BE REFERRED TO THE
9.ASSIGNEES/SUBCONTRACTORS OF BAY:Bay may transfer or assign this agreement to any other person or entity includ- REGISTRAR, CONTRACTORS' STATE LICENSE BOARD, P.O. BOX 2600,
ing any financial institution or alarm company.User may not transfer this agreement to someone else(including someone who pur- SACRAMENTO,CA 95826.
chases or rents User's premises)unless Bay approves the transfer in writing. Bay may use subcontractors to provide installation,
repair or monitoring services. This Agreement,and particularly paragraphs 3,4 and 5, shall apply to the work or services Bay's PLEASE READ ENTIRE AGREEMENT
assignees or subcontractors provide,and shall apply to them and protect Bay's assignees and subcontractors in the same manner as
it applies to and protects Bay.
10.MONITORING SERVICE:When a signal from the System is received in Bay's Central Station,Bay will try to telephone the ' - -How to get service call Bay at 1-800-470-1000.
/,
• . COMMERCIAL_PURCHASE AND/OR SERVICES AGREEMENT l
BA��/' "=❑OAKLAND , ❑BURLINGAME ' ? ❑SACRAMENTO - ❑ONTARIO
�J r • 9836 Kitty Lane,Oakland,(A 94603 656 Mitten Rd.,Burlingame,(A 94010 3475 Orange Grove Ave.,N.Highlands,CA 95660 1910 S.Arch bald Ave.,Unit K,Ontario,CA 91761.
• (510)452-3211,FAX:i(510)639-2695 (650)588-9700,FAX:(650)652-4260 a (916)489-1900,FAX:(916)489-2542 19091509-7102,FAX:(909)509-7021 '
G °
A M ❑MARTINEZ • ti. ❑PETALUMA k= i ❑REDOING \ RANGE COUNTY
SINCE 1946 60 Berry Drive,Pacheco CA 94553 1016 Clegg Ct.,Petaluma,CA 94954 3570 Rancho Rd.Suite 1,Redding,CA 96002 1000 E.Howell Ave.,Unit A,Anaheim,(A 92805
• a (925)372-5700,FAX:(925)808-4848 (707)776-2910,FAX:(707)776-2919 (530)241-5145,FAX:(530)241-5680\ (714)939-6125,FAX:(714)939-9759 ='
t0 -❑SANTA CLARA • ❑STOCKTON ❑VENTURA ` ❑GREATER LOS ANGELES
- l 491.Gianni St.,Santa Clara,CA 95054 3819 Duck Creek Dr.,Stockton,(A 95215 2264 Goodyear Ave., (A 93003 _ 15073 Keswick St.,Van Nuys,CA 91405
,'t X08 280-6006,FAX:(408)986-0519 ' (209)465-1986,FAX:(209)943-6083 (805)658-0555,FAX:(805)Ventura,58-6317 (818)782-5276,FAX:(818)781-1634
New System or Takeover ❑New Om
— er - ❑Addendum-Alteration Addition ❑Cancel Former Agreement-Alteration Addition .
User hereby authorizes Bay Alarm Company hereinafter"Bay,"or assigns to install and/or service a security system under the following conditions and agrees to pay the installation charge upon completion and the service charge in
advance at Bay address,for an initial period of five years,from date the System is operational. , . .
y �( /(A{ +1 � 1 1 A,) lFg
User Or MBA ' 1-r4 c v .l/ir7 -e I C i- Phon / I(j_'`O(fi�b
Address /7 UJP IANI city as fA IL�SA �� ,Zip 9-02-"7
Bay will sell to you and install the security system("System")described below and on the attached continuation page(s),and,if selected by User will provide monitoring service and the other services pursuant to the terms and condi-
tions of this agreement.Installation will begin approximately 7 toe S ,and will be completed approximately 7 7)4 T/' .Starting the installation of wiring and/or delivery of equipment to your premis-
es will constitute substantial commencement of the work to be performed.User agrees to pay in addition to charges stated herein all taxes,perhtits,fees,or any costs relating to the System imposed by any governmental or regulatory
body or increases in charges made by the'telephone company.User understands there may be a direct telephone company charge for the installation of a telephone interface jack.Services to;consist of the following only:
INSTALLATION PRICE AND PAYMENT: . -•:--
. • TYPE SERVICE COMMUNICATION TYPE:
F
0 INTRUSION ALARM FIRE ALARM
/
TOTAL INSTALLATION PRICE: S I/-0* ' • R 'Monitored- ❑ Monitored . n Digimm
(Plus Applicable Taxes to be billed separately) FIRE TEST FREQUENCY ❑ Internet Monitoring
• o OPEN/CLOSING OPTIONS ❑ NFPA 72 ❑ Local
- F ❑ BayNetog ❑ Other
DEPOSIT DUE NOW: S 1 F ❑ BayNet Plus FIRE TEST DEVICES` CELLNET sat RADIO BACK-UP
•
. ,. .. . r • 1 ❑- Supervised:(seleit one below) '.❑i Panel Only 1 - .' - - '❑ I Way - - -
` ❑ Central Station Open/Oosing ❑ Panel V.Ere Devices ❑ 2-Way
DUE UPON COMPLETION '. E ❑ User Keypad Control ❑ Radio Only NO DIGICOM
OF PREWIRE: S LI ❑ Video(addendum required) INDUSTRIAL MONITORING ❑ Nine r
_ ❑,Refrigeration f•S cBAYNEi
❑CRV Temperature Control
BALANCEtDUE UPON C, / E rfit❑ Other OTHER
• l ❑ACCESS
SYSTEM COMPLETION: S 49 0 ❑ELECTRONIC LOCK
N ❑ ELEVATOR MONITORING .
L .❑VIDEO VERIFICATION(addendum required) ❑ ELEVATOR PHONE TEST
/d Y ❑VIDEO NOTIFICATION)addendum required) ❑ OTHER •
MONTHLY SERVICE CHARGE:$ 4O . Payable Quarterly in advance. •. .
SERVICES PROVIDED:
0.onitor Only:Bay will not provide repair service",testing or inspections to the systems. •
Full Service:Bay will provide all repairs necessitated by ordinary wear and tear to the-System.All other repairs shall be at User's expense on a time plus material basis at the then.prevailing rates which include a minimum
30 minute visit charge.DEVICE BATTERIES EXCLUDED.
❑lime Plus Material Service:At the end of Bay's limited warranty Bay will provide all repgirs at User's expense on a time plus material basis.Parts and labor will be billed at Bay's then.prevailing rates,which include a minimum
30 minute visit charge. . `4 •
Control Communicator:If Bay monitors your System,Bay will install a control communicator to monitor User owned alarm system.(See paragraph 13 on reverse side.) .
• How to Get Servile:Call Bay at 1-800-470-1000.Bay will provide service as soon as reasonably possible. .
IF AN INTRUSION ALARM •User understands and agrees that any additional devices required by the fire IF NETWORK CONNECTIVITY -
•Glass break detectors,motion detectors,photo electric beams—for area . department before final acceptance of System will be at User's expense at our •User shall provide and maintain operational an Ethernet Network connected
detection only.User to provide a clear path. Li' .prevailing rates. (AT-5 with RJ-45 plug termination at location specified by Bay If required, .
•Wireless Holdup Buttons—User is aware transmitter push button may cease :User to provide two phone lines and dedicated 120VAC to the fire alarm con-. User will provide I.P.address,gateway address and submask:
operating without notice and function is affected by battery charge or distance trol unit and associated power supplies. User to install breaker locks for PROGRESS BILLING
from control unit.User agrees that Bay is neither responsible nor liable and required power. •User understands and agrees that if there is a User caused interruption(i.e.
holds Bay harmless from any consequences associated with this device. •User understands and agrees that the automatic fire alarm devices and appli- User construction delay,remodeling,prewire,no power available,etc.)in
Wireless Devices-User is aware that it is User's responsibility to maintain antes that will be installed or are located on this property are pursuant the-,„ Bay's ability to start and finish the installation and Bay must return at a later.
sand replace'transmitter batteries when necessary.Bay will provide this sere- approved shop drawings'that will be or were previously submitted by Bay to data to complete the installation,Bay will progress bill for a portion of work-:
ice for a fee if Users;desires. the Authority Having Jurisdiction for this property. completed.A return trip charge will be incurred.
•Local authorities mey require that you obtain a permit or license to use a IF SOFTWARE IS PROVIDED IF DSL TELEPHONE SERVICE. -
- monitored alarm system.(See paragraph 6 on reverse side.) •Computer shall be supplied according to Bay's specifications and shall be free •The use of DSL,VoIP or other broadband telephone service may interfere with .
.IF A TAKEOVER/CONNECT TO USER-OWNED DEVICES from defect. the ability of your System to transmit alarm signals to our monitoring facility.
. •Bay to connect to and monitor User's owned equipment.Any work to be done •User understands and agrees that although protected by appropriate safe- DSL service must be installed on a telephone number that is not used for alarm
on User-owned equipment that exceeds(1)hour will be on a time plus mate- guards,installing remote access dial-in software carries some risk of access to, signal transmission.You agree to notify us if you have installed or intend to
.rials basis at Bay's then prevailing rate including any repairs or modifications and control of the security system by unauthorized persons. It is the User's . install DSL VoIP or other broadband service.Immediately after DSL or other
required to make System operational and/or bring up to Bay's standard. responsibility to keep the password,installed software,and modem under broadband service is installed,User must test System to be sure that signals are
IF A NEW OWNER LABOR AGREEMENT - their control at all times. being successfully transmitted to Bay's monitoring facility.A DSL filter may be
•Bay tests and inspects only up to one(1)hour.Any additional work that has •If networking software is installed,it is the User's.responsibility to provide and required.Bay to provide for an additional charge. -
- notbeen contracted will be done on a time plus:materials basis at-Bay s then . maintain a network that can support any installed software by Bay IF INDUSTRIAL MONITORING
• prevailing rate. . . - - -..,.$• IF A`CCTV SYSTEM' r •.- -----ii'T- , , .■User to supply dry sett""type contacts and.conduit required for Bay comet-
. IF A UL CERTIFICATE IS ISSUED •User is aware that there are certain rights to privacy enjoyed by employees lion.Monthly charges include up 10 two(2)signal transmissions'per transmit-, -
•User understands and agrees that UL charges Bay an annual fee to support and the public.As a condition to this installation,it is the User's responsibility ter per month.An excessive amount over and above this will result in an addi-
their services.This fee will be passed onto the User. . to ensure compliance with all applicable privacy laws.User agrees to provide tional charge per signal above Bay's then prevailing rate.
•Boy will automatically renew agreement and certificate for same initial agree- sufficient lighting to meet required scene illuminations. IF AN ADDENDUM-ALTERATION ADDITION AGREEMENTS
ment term,unless notified 30 days in advance by User. •User is solely responsible for providing and maintaining film and/or video •User understands and agrees that Bay will leave balance of System as listed
IF A FIRE SYSTEM tape for CCTV systems. / per previous agreements.. •
. •Smoke/Heat detectors—for area detection only. IF A CANCELS FORMER AGREEMENT
•Bay to plan check and file for city permits.User agrees to pay all city,permit, . •Contract terms begin upon date the System and/or Service is operational.
planxheck,or drawing charges as required. SIGNS AND DECALS REMAIN PROPERTY OF BAY ALARM.
THE SYSTEM MUST BE CONNECTED TO STANDARD LANDLINE TELEPHONE SERVICE AND MAY NOT WORK WITH CELLULAR OR INTERNET BASED VOIP SERVICE(see paragraph 10)
' FOR OFFICE USE ONLY '
• I - -
/' •, - .
• USER DESIRES NO ADDITIONAL PROTECTION AT THIS TIME,I.E. I N, O L Jl-zI///G)�.J' - I -
•
YOU STATE THAT YOU HAVE RECEIVED A COMPLETE COPY OF THIS AGREEMENT.ALL TERMS ON THE REVERSE SIDE OF THIS PAGE,INCLUDING THOSE LIMITING BAY'S LIABILITY,
AND ON ALL ATTACHMENTS ARE PART OF THIS AGREEMENT-READ THEM BEFORE YOU SIGN BELOW. .
BAY ALLlARlM: _ USER: DATE SS / f 7 //V•1 6�i/ M D YEAR
SALES REPRESENTATIVE AGENT# BY: ... . ...00,;- "J= 6 e,-te r•eA JnC.itG,G R-
•
- AUTHORIZED SIGNATURE` TITLE : `� .
APPROVED (Office Use Only) DATE - '
This agreement will not be effective until either approved by one of Bay's managers,or Bay begins theinstallation of O (- C� U\_ '� - •
the equipment or initiates service.In the event of disapproval,Bay's only obligation shall be to refund any monies SIGNER'S NAME(PRINTED OR TYPED)• ' /
paid by User to Bay User acknowledges and agrees that User will not receive a copy of this agreement signed by El CORP ❑LLC El SOLE PROPRIETOR •III PARTNERSHIP BOTHER
Bay's manager,and such lack of receipt shall not,in any way,invalidate or otherwise affect this agreement. 1 :;..
SA 842C (0708). - - . USER ..
r s ,- READ REVERSE§1.
CALIFORNIA CONTRACTOR'S LICENSE NO.880138 " .J - ' `7.- ALARM'OPERATOR'S A(0 LIC#28
•
1.LIMITED WARRANTY:(a)WHAT IS COVERED:For one year parts and 90 days labor;after we complete the ing any financial institution or alarm company. User may not transfer this agreement to someone else(including someone who pur-
installation,we will repair or replace any defective part of the System without charge to you.We con use new chases or rents Subscriber's premises)unless Bay approves the transfer in writing. Bay may use subcontractors to provide installs-
or used parts of the same quality.(b)How to Get Service:Call 1400-470-1000.(c)WHAT IS NOT COVERED: tion,repair or monitoring services. This Agreement,and particularly paragraphs 3,4 and 5, shall apply to the work or services
Repair of the System is our only duty.This warranty does not include batteries or labor associated with the Bay's assignees or subcontractors provide,and shall apply to them and protect Company's assignees and subcontractors in the same
replacement of batteries.This warranty does not include disposable items such as access control entry cards, manner as it applies to and protects Bay.
telephone cords,camera film or video tape.We make no other express warranty including any warranty of to MONITORING SERVICE:When a signal from the System is received in Bay's Central Station,Bay will try to telephone the
merchantability of the System or its fitness for any special purpose.All the implied warranties of mer- proper police or fire department or other emergency personnel and the first available person on the Emergency Information List User
chantability or fitness for any special purpose are limited to the duration of this expressed limited warran- gives us.You will notify us in writing of any changes in the instructions.User agrees that Bay,at its discretion,may respond to alarms
ty.We do not warrant that the System will always detect,or help prevent any burglary,fire,holdup or other using Boy personnel in addition to or in lieu of police or User's representative.To avoid false alarms,Bay may(a)use the"listen-
such event.We do not warrant that the System cannot be defeated or compromised or that it will always oper- in'device of the System,if one has been provided,or(b)call User's premises first to determine if an actual emergency exists before
ate.This warranty does not cover repairs that are needed because of an accident,acts of God,your failure to Bay calls any authorities.If Bay has reason to believe that no actual emergency exists,Bay may choose not to place such notifica-
properly use the System,or if someone other than us attempts to repair or change the System,or any other rea- tion calls.Bay may discontinue any part of this service if required to do so by governmental or insurance authorities.User acknowl-
son except a defect in the equipment.We are not liable for consequential or incidental damages.You agree edges and agrees that both User and Bay are required to comply with all laws,rules and regulations regarding monitoring and alarm
that this is our only warranty and we have given you no other warranty for the System.(d)State Law:Some response enacted or adopted by the governmental authorities having jurisdiction over the System. If such authorities,now or in the
states do not allow the exclusion or the limitation of consequential or incidental damages or a limitation on the future,require physical or visual verification or multi-telephone verification(e.g.two-call verification or ECV)of any emergency con-
duration of implied warranties,so the above limitations or exclusions may not apply to you.The warranty gives dition before responding to o request for assistance,you agree to subscribe with us for such service,and you agree to pay an addi-
you specific legal rights and you may also have other rights which may vary from state to state. tional monthly fee for such service that will be added to the current monthly fee. User consents to the tape recording of all tele-
2.ADDITIONAL COSTS:User agrees to pay Bay's standard rate for past due or carrying charges and collection costs if payments phonic communications between Bay's Central Station and User's premises.Bay may charge User for non-emergency signals,use of
are not made on time or if installation charge is paid on a periodic payment plan or progress billing.A reconnect charge is to be paid premises keys or alarm response by Boy personnel.If Bay holds premises keys,it is hereby authorized to enter and make a visual
by User if the System is disconnected because of a past due balance and User desires it reconnected.User will receive no credit if inspection of the interior of the premises or protected area.User understands and agrees that Bay's response agents do not have
System is temporarily disconnected or out of service for any reason.Bay assumes no liability for failure to perform because of labor special arrest or law enforcement powers and may ad only as ordinary citizens.User acknowledges that if Bay utilizes a digital com-
disputes,riots,floods,fires,acts of God or any catastrophe or condition beyond its control and is not required to perform work while municator for the purpose of sending alarm signals from User's premises to Bay's Central Station,that the signals from User's System
any such condition exists.If it becomes necessary for Bay.to institute legal proceedings to collect any charges as set forth herein,the are sent over User's regular telephone service to Bay's Central Station and other telephone calls cannot be made when the System is
unsuccessful party shall pay to the successful party reasonable attorney's fees and actual court cost wherein permitted by law.If User activated including 911 emergency operator calls;and in the event User's telephone service is out of order,disconnected,placed on
fails to pay any obligations under this agreement when due,upon(10)ten days'written notice,Bay may disconnect the System.A vacation or otherwise interrupted,signals from User's System will not be received in Bay's Central Station during any such interrup-
re-connection fee in addition to all post due amounts,will be required prior to reactivating System. tion and the interruption will not be known to Bay.User further acknowledges and agrees that signals are sent over telephone com-
3.BAY IS NOT AN INSURER,LIQUIDATED DAMAGES,LIMITATION OF LIABILITY.For all Systems and services pro- pony lines which are wholly beyond the control and jurisdiction of Bay and are maintained and serviced by the applicable telephone
vided,User acknowledges that it is impractical and extremely difficult to fix the actual damages if any,which may proximately result company.User agrees to pay all charges for all telephone services connecting User's protected premises and Bay.User acknowledges
from Bay's negligence,a failure by Boy to perform any of the obligations herein,including but not limited to,installation,monitor- that if CellnetSM becomes inoperative for any reason,signals will not be received in Bay's Central Station.User acknowledges that
ing,warranty repair,repair service or other services,or the failure of the System to properly operate with resulting loss to User CellnetSM transmission may be impaired or interrupted by atmospheric conditions,including electrical storms,power failures or other
because of,among other things;a)The uncertain amount or value of User's property or the property of others kept on the premis- conditions beyond the control of Bay.
es Which may be lost,stolen,destroyed,damaged or otherwise affected by occurrences which the System or service is designed to 11.EXCESSIVE ALARMS:In the event an excessive number of false alarms or service calk are caused by User or in the event
detect or avert,bl The uncertainty of the response time of any police or fire department should they be dispatched as a result of a User in any manner misuses or abuses the System,Bay may,in its sole discretion,deem same to be a material breach of contract on
signal from or at premises or notified of an audible device sounding;cl The inability to ascertain in advance what portion,if any,of the part of User and,at its option,be excused from further performance upon the giving of ten(10)days written notice to User.
any personal injury,death or property loss would be proximately caused by Bay's failure to perform or by its equipment to operate; Bay's excuse from performance shall not affect its right to recover damages from User.In the event Bay dispatches an agent to
dl a CCTV or access control system may not observe,detect or prevent an unauthorized intrusion or entry onto the premises;e)The respond to an alarm originating from User's premises where User intentionally,accidentally,or negligently has odivated the alarm
nature of the service to be performed by Bay.User understands and agrees that if Bay should be found liable for signal and no emergency exists,or if Bay makes any service call caused by the inadvertence or negligence of User,User shall pay
loss or damage due to failure of Bay to perform any of the obligations herein,including but not limited to Bay a service charge at Bays then prevailing rates.User represents he fully understands that the equipment,because of its sensi-
installation,repair services,monitoring,or service,or the failure of the System equipment,or service in any tivity and nature,is subject to the influence of external events which are not within the control of Bay and which may cause the alarm
respect whatsoever,or Bay's negligence then,Bay's liability shall be limited to a sum equal to the total of to activate.In the event a fine,penalty or fee is assessed against Bay or User by any govemmental or municipal agency as a result
one half the annual payment or Fifteen Hundred Dollars($1,500.00),whichever is the lesser,as liquidated of any alarm originating from User's premises,User agrees to be responsible far payment of all assessments and or reimburse Bay
damages and not as a penalty and this liability shall.be exclusive;and that the provisions of this paragraph far Bay assessments.Any or all such alarms shall not excuse any of the obligations of User as set forth in the agreement.
shall apply if loss or damage,irrespective of cause or origin,results directly or indirectly to persons or prop- 12.DISCONNECT POLICY:User hereby authorizes Bay to manually or automatically disconnect System if so ordered by a pub-
erty,from performance or nonperformance of the obligations imposed by this agreement,or from negligence lie official or regulation or for nuisance or electrical reasons or if Bay is unable to notify User at emergency numbers listed or if User
of Bay,its agents,assigns or employees.User may obtain a limitation of liability.User may obtain from Bay a declines or fails to arrive at premises within 30 minutes after notification.User agrees to hold Bay harmless and to indemnify Bay
higher limitation of liability in lieu of the liquidated damages set forth above by paying an additional fee to Bay.If User elects this for any damage,loss,or liability which may result from the turning off of the System.
option,a rider will be added to this agreement which will set forth the amount of the/creation ef) lyandtheamamtofthefee.Agreeing 13.CONTROL COMMUNICATOR:The control communicator is owned by Bay.User acknowledges and agrees that Bay reserves
to the kmlation of liabbly does not mean that Bay's an s w m. the right to access the digital control communicator by way of remote programming in order to perform diagnostics,change and/or
4.THIRD PARTY INDEMNIFICATION:When User,in the ordinary course of business,has the property of others in its/his sus- update information,or disconnect service upon the termination or expiration of this agreement.
tody,or the System extends to protect property of others,User agrees to and shall indemnify,defend and hold harmless Bay,its 14.RENEWAL;ENTIRE AGREEMENT:This agreement shall automatically,without action by either party,extend and renew
employees and agents for and against all claims brought by parties,other than the parties to this agreement.This provision shall itself under the same terms and conditions for successive periods of two(2)years each,after the initial period unless either party
apply to all claims regardless of cause including Bay's performance or failure to perform and including defects in products,design, gives to the other at least 30 days written notice,prior to expiration date,or its intention to terminate this agreement upon its arig-
imtallation,monitoring,repair,service,operation or non-operation of the System whether based upon negligence,warranty,contri- inal or any renewed expiration date.It is understood and agreed by and between the parties hereto,that if there is any conflict
button,indemnification,strict or product liability on the part of Bay,its employees or agents,but this provision shall not apply to between this agreement and User's purchase order or any other document or Bay literature,this agreement will govern,whether
claims for loss or damage which occur while an employee or agent of Boy is on User's premises and are solely and directly caused such purchase order or other document is prior or subsequent to this agreement unless expressly superseded or replaced by a sub-
by such employee or agent. sequent agreement.In the event any provisions or parts of this agreement shall be unenforceable,the parties understand and agree
5. SUBROGATION: So far as it is permitted by User's property insurance coverage, User hereby releases, that the remaining provisions and parts shall continue in full force and effect.There are no verbal understandings changing or mod-
discharges and agrees to hold Boy harmless from any and all claims,liabilities,damages,losses or expenses,arising from or caused ifying this agreement.If User cancels agreement before installation begins,User agrees to pay an administrative charge.We retain
by any hazard covered by insurance in or on the User's premises whether said claims are made by User,his agents,or insurance ownership in the System until the sales price is paid in full. If you fail to make any payment for the purchase of the System you
company or other parties aiming under or through User.User agrees to indemnify Bay against,defend and hold Bay harmless from, empower us and will permit us to disconnect and remove the System or any part of it from your premises. In addition we may pus-
any action for subrogation which may be brought against Bay by any insurer or insurance company or its agents or assigns includ- sue any rights and remedies we may have as a secured creditor under the Uniform Commercial Code or pursue any other rights we
ing the payment of all damages,expenses,costs and attorney's fees.User shall notify his insurance carrier of the terms of this pro- may have under the law. Removal or disconnection of the System shall not be deemed a waiver of our rights to collect damages,
vision. and we shall be under no obligation to restore your premises to its original condition if we terminate the installation or remove the
6.USER DUTIES:You will instruct all other persons who may use the System on its proper use.You will test the System's prates- System or any part of it.
tive devices and send test signals to our Central Station in accordance with our instructions at least monthly.If the System includes 15.GOVERNING LAW:This writing is intended by the parties as a final expression of their agreement and as a complete and
space protection(i.e.microwave,infrared,photo-beams,or other such detectors)you will turn off,control,or remove all things such exclusive statement of the terms thereof.This agreement supersedes all prior representations,understandings or agreements of the
as air conditioning systems and heaters that might interfere with such devices when they are turned on.If a problem in the System parties;and the parties rely only upon the contents of this agreement in executing it.This agreement can only be modified in writ-
occurs you will notify us.Authorities may not respond to an alarm,and/or you may be subject to a fine or penalty unless you have ing signed by the parties or their duly authorized agent.No waiver or breach of any term or condition of this agreement shall be
all necessary permits and licenses for the use of the System. You agree that we may disclose the information of the instructions to construed to be a waiver of any succeeding breach.User agrees that this agreement is performed in the state of California and shall
any governmental agency having jurisdiction over the use and operation of the System.In the case of a fire alarm System,you will be governed by the lows of California.User agrees that any and all legal proceedings will have Contra Costa County California as the
notify us in writing of any change in your fire rating bureau or agency.You are solely responsible for issuing and controlling access place of venue.
control cards and programming changes to the remote access system. 16.LEGAL WAIVERS;JUDICIAL REFERENCE:Both parties hereby agree that no wit or action that relates in any way to this
1.1NSTALIATION:User will permit Boy to install the System during Bay's normal business hours and will give Bay uninterrupted agreement(whether based upon contract,negligence or otherwise)shall be brought against the other more than one(1)year after
access to User's premises. User agrees to compensate company for any additional installation/service visits required as a result of the accrual of the cause of action therefore.Both parties agree that no law suit or any other legal proceeding connected with this
cancellation,readiness or unavailability to Bay's current prevailing rate.User has approved the locations of where the control panel, Agreement shall be brought or filed more than one year after the incident giving rise to the claim occurred.Any controversy,dis-
audible devices and all protective devices will be installed. User has the affirmative duty to inform Bay,prior to beginning of instal- pute,or claim between the parties arising out of or relating to this Agreement,(other than actions brought by Company in small
aacton,of every location at the premises where we should not(because of concealed obstructions or hazards such as pipes,wires or claims court to collect amounts due under this Agreement)will be settled by a reference proceeding in Contra Costa County California,
asbestos)enter or drill holes.Upon request,User will repair the premises(including fixing broken or loose doors and windows)rea- in accordance with the provisions of Sections 638,et seq and 641 through 645.1,and of the California Code of Civil Procedure,or
sonably necessary to facilitate the installation and operation of the System.If asbestos or other health hazardous material is encoun- their successor sections,which shall constitute the exclusive remedy for the resolution of any controversy,dispute,or daim concern-
tered during installation,Bay will cease work until User has,at User's sole expense,obtained dearance from a licensed asbestos ing this Agreement,including whether such controversy,dispute,or claim is subject to the reference proceeding.The referee shall
removal or hazardous material contractor that continuation of work will not pose any danger to Bay's personnel. In no case shall he appointed to sit as a temporary Judge with all of the powers of a temporary Judge authorized by law.In the event that the
Bay be liable for discovery or exposure of hidden asbestos or other hazardous material,and User shall indemnify and hold Bay and enabling legislation,which provides for the appointment of a referee is repealed and no successor statute is enacted,any dispute
its employees harmless from any claims brought against Bay and/or its employees by third parties for damages,personal injury, between the parties that would otherwise be determined by a reference procedure herein,will be resolved and determined by bind-
death,emotional injury,whether actual or prospective allegedly caused by the presence,spread,ingestion or inhalation of any sub- ing arbitration.That arbitration will be conducted by a retired Judge of the Superior Court in accordance with Section 1280 to 1294.2
stance/vapor on or originating from User's premises.If the System includes an exterior audible bell,horn or siren,it is designed to of the California(ode of Civil Procedure,as amended from time to time.
shut-off after sounding for not more than fifteen(15)minutes. User will provide non-switched electrical outlets for the System's 17.IMAGING:User agrees that Bay may save and store all agreements and other documents executed by User in an electronic
transformers.Ray is not responsible if the installation is delayed because of had weather,labor disputes,unavailability of electrical media and all such agreements and other documents shall be deemed to be,and may be used by Bay as,originals and shrilly given
power or telephone service,Acts of God or other reasons beyond Bay's control. After completion the System,User and a Bay rep- the same force and effect as the paper-form original.
f esentative will inspect it.If something is missing or not properly installed you the User will notify Bay within 10 days,otherwise the 18.DEFAULT BY USER;EXPIRATION;TERMINATION:If any proceeding in bankruptcy,receivership,or insolvency shall be
System will have been accepted by User.
8.CHARGES,TAXES,RATE INCREASES:All charges set forth herein are based upon existing federal,state and local taxes and commenced by or against User or his property,or if User makes an assignment for the benefit of creditors,User and Trustee or
utility charges,including telephone company charges,if any.Bay shall have the a right at any time to increase the monthly charges Assignee appointed to take charge of User's assets shall elect within thirty(30)days to assume or reject this agreement.If assumed,
g g p p y e Y Y B Y the party assuming this agreement shall within sixty(601 days thereafter:(1)cure all defaults including payment of all amounts
provided herein,to reflect any additional taxes,fees or charges provided herein,or charges which hereafter may be imposed on Bay due,and 12)provide to Bay adequate assurances of the future performances.Bay shall have the right to terminate this agreement.
by any utility or governmental agency relating to the service(s)provided under the terms of this agreement and User agrees to pay If User defaults or cancels this agreement or the whole or any part of the premises herein involved is acquired or condemned for any
the same.So that Bay may properly adjust its rates to meet changing service costs and notwithstanding the terms and conditions set public or private use or purpose,the entire remaining balance of the initial period or extension of this agreement period shall imme-
forth herein after the expiration of one(1)year from the date of completion of installation and not more often than once each 12 diately become due and payable.Thirty day written cancellation required.At the expiration or termination of this agreement for any
months,Bay may increase the monthly service charge by up to 1.5 times the current Bureau of Labor Statistics Consumer Price Index reason,Bay is authorized to enter onto the premises of User and remove Bay's identification signs,decals,equipment and reprogram
for all urban consumers(related areas)or if this index is discontinued a comparable index as measured from the date of this agree- or otherwise modify the control communicator so that it will no longer communicate signals to Bay's Central Station.
ment to the effective date of the increase upon giving User notice in writing.The billing invoice setting forth the new charge shall be
sufficient notice of the increase.Not withstanding any other terms and conditions set forth in this agreement,so that Bay may prop- 19.BAY'S LICENSES:Alarm company operators are licensed and regulated by the Bureau of Security and
erly adjust periodic charges to recover increases in its services costs which ore not recovered by increase pursuant to paragraph Investigative Services,Department of Consumer Affairs,Sacramento,CA 95814.Contractors are required
above,at any time after the expiration of one(l)year from date of installation,Bay may increase the monthly service charge to by law to be licensed and regulated by the Contractor's State License Board which has jurisdiction to inves-
an amount exceeding the charge provided in paragraph above upon giving the User notice in writing.The billing invoice setting forth tigate complaints against contractors if a complaint regarding a patent act or omission is filed within four(4)
the new charge shall be sufficient notice of the increase.If User is unwilling to pay such additional monthly charges imposed pur- years of the date of the alleged violation.A complaint regarding a latent act or omission pertaining to struc-
suant to this sub-paragraph and Bay is unwilling to rescind the additional amount,User may terminate this agreement upon giving tural defects must be filed within ten(10)years of the date of the alleged violation.Any questions con
written notice to Bay within ten(10)days from the effective date of the increase.User's failure to notify Bay within said ten(101 ceming a contractor may be referred to the Registrar,Contractors'State license Board,P.O.Box 2600,
days shall constitute User's consent to the increase pursuant to this sub-paragraph. Sacramento,CA 95826.
9.ASSIGNEES/SUBCONTRACTORS OF BAY:Bay may transfer or assign this agreement to any other person or entity indud- PLEASE READ ENTIRE AGREEMENT
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