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HomeMy WebLinkAboutContract 2150~~~ll~ xltib$ ~~~~X ~40~~1 9a39 Lyndaie ,Aveexus Satlth, Bioamington, Jti~v 5S4~a ~ai~aaii~lts~t~~~ty~ c~ ~~xlttrai eta#ian {9s2a $$i-oo3s {4~2) s~i-a3aa Fax: {952 $81-1224 ($Oa) 245-6074 ~'ax: (952) $$i-1x55 "subscriber Alarm # C431MP'LTti71'T+A ~V S[T~SC~~~~ _ Subscriber Acicb~ess ff NAiuE: ~ ~~.~.a~ ~-:~ c ~-~-- ``~~` t GiTY• ~. ~ t to ~-. ~ ~ ,~ .,...,_ STATE: ,~' Zkp C[JpJ;: ~ `~ ~ `~~ T'R.Etv4ZSE k'kk01~1G #'S: ~ "7 ~~; ~' 6 91'1iCiA.G iN3TRU~Tit7NS: _ ~ C~r[~ "~e~ "'~- ~" ~C' PERSON 1N CHAit(#Er Ekt+I,>FR~~IYG`~ PIX1M2#T±RS: / / p i~OLICk?• t I „~„-, FT[t,E• _ ~0 ktLSGtT~: ~ / ~.- SkTIT5CiiLBEkt PASSC4DE: 2150 ~~~ ~~t~ N~1W A~~~Fi[TNT: tz~vtszeT~ .~eCT: I~Y,TIClLDER/CALL-UP I,TST UI~FTrTICLC)SE S~SED>LILE (Far accounts with supervised apen/alose) tilQ-~.~A-,A~.X SCHEldUL1~ W ~ a C k ose T me ~ k Open xfine #~ Close Time 2 pe~~ Tlme 3 ~losa a Moir ay Tuesday W'bd~Ansday - u~ay k~iday San~rday s~~ 'today's iJate: ew'Years ter Me mczai Day July Labor Da Thanksgivin Christmas Other changes F£ieGtive: AutboFiaed Signature: Please Print Name, PROTECTIVE SIGNALING SYSTEM MONITORING AGREEMENT This Agreement entered into this day of by and between Silent Knight Security Group hereinafter tailed "SK,"and ~ r ~ a ~, i"3t uua ~; c~~ ~,; ~~,, a~ a and address), hereinafter cared "Subscriber," / ~ ~ ~ /'p 1 fa ~ /^ ~ / s ~N~' hereinafter called "Dealer." R WHEREAS, SK is engaged in the bus~ess of monitoring signals from security equipment; and WHEREAS, the Dealer arxf the Subscriber desire that SK provide security monitoring services to the Subscriber which is a customer of the Dealer; and WHEREAS, SK is willing to provide such services to the Subscriber on the following terms and conditions which are acceptable to both the Deafer and the Subscriber. AGREEMENT 1. SERVICES. SK agrees to mortttor signals from the Subscriber's protective signalinngg equipment described to this Agreement (said equipment sometimes referred to herein as the "System's and to respond to any warning signal in the manner specified in paragraph 4. 2. PAYMENTS {a) Subscrber agrees 1o pay Deafer, its agents or assigns the connection cha//rg~ of~ ~ e'~~ dollars ($ _,~__), as well as the charge of ~ ~ i r` T' dollars ($ ~© "~ )per month, plus any taxes ncludktg sales tax, lees or charges that are imposed by any ovemment body related to the service provided under this Agreement. The Connection Charge is payable upon completion of the installation. The Monthly Charges are payable in advance of the period of this Agreement. (b) Subscriber acknowledges that Dealer is to make payments to SK for the monitoring services pravtded to the Subscriber. If Subscriber receives written notice from SK Thal Dealer is in default in these payments, Subscriber agrees to pay to SK rather Than the Dealer all charges which become due under this Agreement or are made subsegtrent to the time That the Subscriber receives notice of the Dealer's default. {c} Dealer agrees that any written notice of Dealer's default provided by SK to Subscriber and described in (b) of this paragraph 2, will be a valid assignment to SK of all amounts then due or to become due to Dealer under this Agreement. (d} The parties agree that, upon Subscr+bor receiving written notice tram SK as described in {b) of this paragraph 2, Subscriber will not be liable io Deafer for any amounts thereafter paid to SK trader this Agreement. 3. TERM. This Agreement shall remain in lull farce and effect far a period of ©Vt at years}from the date service is operative hereunder, and shall continue aulornaiically Ihereafler for additional yearly periods until terminated by either party. in the event the Subscriber vacates the premises, This Agreement may be terminated by either party. In cases of such termination, thirty {90) days' written notice shall be delivered by either party to the other. 4. SCHEDULE OF MONITORING SERVICE, (a) Type of Protective Signaling Service: ___ (b) Response to warning signal: {c) Method of sending signal and equipment: Digital Radio Telemetry Upiptk Video - Audfo interactive Other Signal Transmission 5. NOT INSURANCE-LIQUIDATED DAMAGES. It is understood and agreed by and between the parties hereto Thai neither SK nor Dealer is an insurer and that This Agreement is not intended to be an insurance policy or substitute for an insurance policy. lnsumnce, if any, wilt be obtained by Subscriber. Charges are based upon the value of Subscriber's property or the property of others on Subscriber's premises. The amounts paid by Subscriber are not suftiaent to warrant SK or Dealer assuming any risk of consequential or other damages io Subscriber due to SK's or Dealer's negligence or failure io perform. Subscriber does not desire this contract io provide for the liability of SK or Daater and Subscribor agrees that neither SK nor Dealer shall be liable for loss or damage due directly or indi- rectly to any occurrence or consequences therefrom, which the service +s designated to detect or avert. From the nature of the services to be performed, ii is imprac- ticaland extremely difficult 1o fix the actual damages, ii any, which may proximately result from the lailure on the pars of SK or Dealer io perform any of their respec- tive obligations hereunder, or the failure of the system to (continued on back) Silent Knight Security Group By•-- Authorized RepreseMa6ve Aufioezed Representalwe This Agreement shall not be binding upon SK unless approved in writing by an authorized representative o1 SK. in the eve t of failure of approval, l ity of SK shall be to refund the Subscriber the amount that has been paEd to SK upon the signing of this Agreement. The following rigtrf to cancel does riot apply if this is not a home solicilalion sale. Where the right to cancel is inapplicable, check here I~ and initial. SK Deafer Subsc~l (Buyer) ~~` _!"~8 f t3UYER RIGHT TO CANCEL YOU, THE BUYER, MAY CANCEL THIS TRANSACTION AT ANY TIME PRIOR TO MIDNIGHT OF THE THIRD BUSINESS DAY AFTER THE DATE OF THIS TRANSACTION. SEE THE ATTACHED NOTICE OF CANCELLATION FORM FOR AN EXPLANATION OF THIS RIGHT. ~I~R/08;`2008/~~`Ii 01. ~~ P~ L~i~ ,~ JNJ RAX No. 952-835-4183 P, 0031008` P~dtJ'~i:ii~'~1t~ SiGNALINI~ SYSTEM MK7N1'i"t3RlNQ AQRIE~NIEiV7 Thy Apraemant entered into fete ~ nay at ~` ~ ~' ~ , ~ t?C~~ ~ ana betw~mn SllantKnlgMSecurftyGrauphareinagorc2ged'8K;'end ~i-~~t C~~ t~C~Ut!4~3d fq r ~J.~~I~„~~z (Hama end adtlnr~s), horelneflor Defied "5ub6~t'~tar;' ~ ~ tA/ V s 1 Tom, a ~ t_.M[tv'1"1"~.~1"t9 ~~ ~i,. fir'. and hetelnafterca a "t3eaieir_ A WHERRn'A8. SK is engaged In the busptes9 ai monilaringg signets from sseut equipment; and WHERF'AS, the Dealer erd Ins 5ubecnirar tlasRe that 31S pttyrride security mordtvdng eatvlcaa to >ne subscrlnar wtttt:h is a custmtter o1 the peeler; end WHI~!€A$, t3K is vlAtlng to ptovido etlClt &ori+IC6e 14 the 94tiaCtibrtr an the fiotlo~ng !arms arni conditions which era acceptable to both 4te Dealer And the Sunscnner. t. SEftYICt:S, sit egroeg W matkorsiQnafs #rom the8u6scrsber'eproteGHves~ufpment described In IhteAgreerneni (sent equfpmani eomeitrnea rafsned to harem as the' System ~ and to respratxi VD any vemin9 s!gnat in itte manner sport !ed !n psragmph 4s 2. PAYtvIIrM'S (a) 8ubecr~,er a rear fo pay beater, its agetrta ar assigns lira atnnaatton cha/rg~ of ~ ~'~`G' ,,,..,, dottar9l~..-. ag welt 3a Mie ctmrga of ~'"i i ~` 7'~'~!` dollam , ~' ~ '°~_-- 1 ar manlh, pplat any axes hCluding riles ~. fees or cf5ar~~6~51tt61 &re hnposed by any ~uemrtien y ro a gen,(p~ prvdad un9ar this AgreBrti9nt. 7Na Cormt;'cllon Gharpe is paye>Sia upon crnnpletton ofi the inalail&t1oh, Tlta Maniry Charges are p~yeWa in advance of ~a partetl of th)g,4gr8ern~rifi (b) SubscrJher selcnowtedgea feet beefier 1810 thitke p gnLs to $K 1w Iha Mc3nltari ssrrica5 prtn+lded to the Sub5Criber_ (# Sub6raiber recatvas wdtten notlae from ;SK drat Deafer is in defau0. In these paymentB Su6~iber agrees to pay to S~ rather then rite t3ealer aft ef~rgag which became duo under Ihla Agragmant or era melds subsaquertt tp the fbne lhai 0 Subaratber raselva6 itoiice tlF tfle Deater'~ dstaull. (c) Oeriigt 0grana daft anY wdttett notice Qf 4gAler'a dgtgtAt provldera ny sls so 9ubsnrroar and desortbect ]n {bJ oithls paragraph a, will ba a vafltl asstgpmtmt to SK of aH amattms titan titre oy to bemtna due to Dt#ater under this Agreamenl- arry a(mrwrna t~harogfkr~r pall io~S1C te,de the A gnrarnaniD wrlNen naliCe nom 5K as described to (b j of Ih;s paragraph 2, 3ubscn'bor wsN rmt ba habls io beater for 3. TERM, This Agteerrtani shall remain ht IuN force and affect for a perfad af. Glh G_ __year(sj Gom the date service la operoiive har+eurder, end sfieil cantinas sutonirdically Ihareadsr breddidonnl yearly peria0a rMttl terminr,tgd ~ either party. In the event the Su~Cribervacmfrms the prtmisas, Gtr Agreement may ba tenntnated hY affhar party. in eases of such ltuminatlan, lhirdl (9~ days Wrilpgn n^hce shatl ba detlvared aY ektrer part' Ea Iha other. 4, SCH~C7UI.!< Of MONITt~RINC9 SEi~VtCE. (e) Typa ai Pralecthre Slgnatfng ;3etviea; __ lb) Response to warning signal: (c} n+tetrne of sending afgngi end agidpmanl: _„,Digit2l ,. , Radio Tetetnelry __UPWSk vkiaa - Auao Interacftve ~,~,Olhar Sl9rrrt Tnmrsrr+ixsiw~ Equlpmerd: ~ NoT iNSURANCC-UQUIDA~'t:P oAMAt~E'S. tt tr undorr:tood and ;Agreed by and 6etwegn the parties hereto that Heffner 5K nor i?ea~r is art Inatnar and krat thkr Agreement fie rwt irtendgd hr ba sn frtstlydnce potlcy m- euhafitute tar an hmuience poltey irtauranco, ft any, wiq ba alsialrtad ny Sugscdbar. Oharggs erg based upon the valve p# Subscdbar's propegy ar Iha ppcaperly of Diner' on 3ubstxiber's ppremises. The ruttounts paid !ty Suhtscrther nro not suriiciant to warrant SK or Deafer ecalm,tnB~ any Halt or aapoaqugntU~t Qr rnher dwnttpoc tp S>Abg4Ybu dug 10 SK'fi er d9alaNs rwgitgenca or t4~1urB to par~rm- 3uh®etq~Qr drraa n~+t daAfra t~ oantrectto proukla itx if1Q {iablllty of S!t or pahfar and Suhscrlhar agrees that ne}thar SK filar 4aslar shrill be liable for ioae ar damage due dlreally or truit- rocHy toany occurrence m consequences therefrom, which they senrtce N desi~aied to detect or evert. From the nature of tha urvsees to be performed. N ~ tmprrrc- ttcatand extrmtriety dlfifculf to Hx the ecluol damegos, tl s~yr which may prtplMnataly rseu{t from the taBura art the part of SK or Deafer to perform arty of tnafr raepetr five otsligatigrw hereunder, orthe felt,re of the rysism to {ennttnued on MeK} Spent Knig rarity 0roup AvIfA>tan@Raprmo+*iMO '- / ` TtJs Agsesme+rt sltal{ not be plnding upon SN unteea approved In writing~y$K U Wtori3sd rroppre~onta6va d1 SK. fn ttte rvatu ql (slture +xf e ravaf, ins sl- ity o! Sit snail he to refund pre 8ut>9rrtber tire amount that has bean paid pon Iha signing of IhlsAgreemtmt. 7rw lollavfig d®ht W ennd~t doefs~t oppl 1f true +~ not a nomq earrcncuon molo. Whorct the rlgnt to r~rtca) Is inappticnhkr, check here E7 ~tid InkiGt- f/ A i 3: f - L7cavr 1iDwACSri~i~t ®UYBA R[GiiT 74 GANCEi- YOU, 7HE; i3tJVER, MAY CANCEL THIS TRANSACTION AT ANYTIME PRIOR TO MIDNIGHT OF THE TMlFtP BU91NES8 aAY AFTER THE PATE pr=THIS TRANSACTION. SEE ThitcATTACHED NOTICE OF CANCELLATION FORM FOR AN EMPLANATION OFT!-~S RI©H7; ;property o~erate:with.Ute.rescdlipg tass:to:Subscriber. IF SK andlor Deeiershouid bs tound.lieble for loss or damage due to a failure on the part of eMher party or me System; ln.ang:respect-.•i~= stkirparty.s Uabifiryshafl.bs~timttec(to:tharetuLfdtorSubscdbaf kt the'amaunt<equel to six (6) tYnes Uie•total monthly charge shovm herein, or to the surn of'Rvo;yundredrFitty,~$25p1m~-.: Douars, w1(rcf{eygr sum isgfeafer as ggpWated damegas:and nrxas.a penetry; arW;thisfiabiltly shaifbe exclusive. Tha provisions of this paragraph shall apply m iherr:yentlossor ', _ damzjga (rrespectly~ of cause:or orig(tj;`tesulis d(rectly.brind(rQCliytto person.or?property from the padarmance or nonpetlormance of the obCgatiops set^fon^n~lt,~~,y 1hg te) pf this ppntracl of kogi negagence, active or oaterwise: of:SK DaeteJ;orthegagants.or employaasafnthe~vent Subscriber dasaes SK or Deater to assumagreater ~°" *T for the pe$d martce oPlhen 9@nrkaS hereuntler, a choice is hereby given of otiiaining itill~or'Gmited liatuliry by paying an ailt~onal amount urxler a graduated scab otratea.proportigrer(.tq)tte rss~on r, ~i slbai(y, and.an adcationai rider shall be attached to this Agreement setting forth the addittonat Ilabikty for SK or Oealer and the atldiGOnal charge. The rider and addltlogat nbll~abgtt ~` shgl» rw way ba interpreted to hold SK or Dealer as an Fisurer. '~ °"'"-~ " . ; , ~~- 6. LIMITATIONS OF LIABILITY Neither SK nor Dealer represents or warrants that the System will prevent any bss by ar through burglary, hold-up, Gra or othervvise; or thatihe System .5'- will» tip cases provide the protedbn for which it is tnstalied or intended. Subscriber acknowledges that neither SK nor Dealer Is an insurer, that Subscriber assumes ail risk for loss of damage to Subscrtber's premises or to its cantenis, that rtafttrer SK nor Dealer has made any representation or warrert6es, nor has Subscnber relied on any representafion or warranties. expressed or implied, except as set forth herein and Subscriber acknowledges that he has read arxi understands this Agreement particularly Paragraph 5 above which sets fonh SK and Deals obsgaaon and maximum fiabifity» Iha avant of any loss or damage to Subscriber, 7. SUBSCRIBER RESPONSIBILIT2E5. Subscnber agrees: {a) To tumish to SK in writing and on a wntinuing basis, a list of Iha names, and telephone numbers diparsons authorized to enter Subscriber's premises during closed periods andtor to represent Subscriber in Ns absence. (b) Tb nmihy SK w Dealer of any alterations, rem~eBng, fixtwe or structural changes, and to bear the cast of changes in the system required as a result which are auliwrized by the Subscriber. (c} 7o not tamper wAh, disturb, injure, misuse. abuse. remove or atherw(se interfere with sa(d System, nor fo pemsk the soma to be done, and to indemnity and pay to SK or Dealer ma cost IX repair or replacement of any bas ar damages to the System, »ckiding but not limited to loss by Ere, earthquake, riot, vandalism, flood or other damage or tlesiructton. (d) To repair. mairaain, sarvke andla assure tlta operaton of any other property, system or any device of Subscriber or of others to wh~h the System maybe attached or connected, and to redecorate any podhxt d Subscriber's premises aartdad by the removal of all or part o1 the System. (e) To provide tmirrterrupted 110 Vok R.C. power to locapon(S) Through Subsagter's meter and at Substxibar's expanse. (Q To the extent stet the System is under Subscrtber's conVOl; (1 } To careluUy end propady sal the system Immediately prior to the closing of the premises and carefully test Iha System, undsrstarxling particularly that Ehe senslthdry and sea of coverage of space protection devices may change. that SK is unable ro detect strrlr changes, arw aaadirrgty, that 4ra7c taws" in Ute area or areas of such o~verage.are necessary to insure that adequate sensitivity is maintained. (2j To rum ofl or remove all things which era the source of air turbulence or a movement which may »tedere w0h the enectiveness d the System. and particularly space protedan componaMS of the System, during dosed periods when ilia System is on. (3) To retrain tmm wus»g terse alam>s through the carelessness of Subscnber ar the maUcious a acgdental use d Iha System and to reimburse SK or Dealer for payment of any false alarm lute, penalty or tea assessed against SK or Dealer by any govemment agency or munidpal agency as a resuk of such (else alarms and. » addiaan, to bear the expatse of the cost of any SK or Dealer response to such false alarms. (g) h the avant that SK receNes unauthorized or false signets io its monitoring station from Suhscr3rer's premises. SK may glue notice to Subscriber and Daaler al these signals. U the unauthorized or fade signals era not corrected promptly after such notice. Subsedttaragrees that 5K shall have pre right to enter the premises where the System is located Tor.the pur- pose of removing a discannecling the System. In the event chat Subscriber tails to prove SK access to the premises tar this pugfose, the Subscriber shall be liable for ail costs and expenses. inclyd»g attorney's fees, intoned by SK» its attempt to prevent the unaufhorizeu or false signals. 8. SUBSCRIBER AUTHOAi7_ATK)N5. Subscriber hereby authorizes and empowers SK, its agents or assigns lo: {a) Detain atdror report to the proper aulhorNies any person ar persons. on of shout the premises not authorized by Substxt6er;o enter the premises of Subscriber during the dosed periods. and» such case. St9lscr»er agrees to indemnify and hdd SK harmless against any IiabQity or expense resulting Isom such actlon on the pan of SK or ifs representalivas in car- rying out the aforesaid instructions. (b) in the event of any default by Subscrgter, or upon any terminalbn of this Agmsrr~nt, enter tiro premises where said System is located ibr the purpose of removing aN or pan d are System. (c) And fn the evem SK or Dealer shall be called to tom oa the System at any lime, by any pubf is Deicer or off(cial, Subscnber hereby aulhodzes or appoints SK or its agent, to tom oa the System and further agrees ro ttdd SK harmless and to tntlerttnity SK from any damages. loss or pability which may resuh Irom fuming ofl the System by SK. 9. NO flEPRESENTATIONS BY SK (a) Subsciter acknowtetlges that SK lies made no representations or warranties, express a implietl. to Subscriber concerting the Protective Signaling equipment installed on Subscrrber's premises or the sugabifity of such egwpmant tar the purposes intended by Subscriber. (b} Subscriber agrees that SK }snot liable to Subscriber iw any of the Dealer's duties or obligations to Subscriber or for any representations a warrantee, express a implied, made by Dealer, wtteiher arising under this Agreement. under any other Agreement or by operation of law. io. SK APPROVAL REQUIRED FOR CHANGES SK shall have no obkga6on b provide monitoring services undef This Agreement ff ilia SWSCriber or Deater move the system to a tlil- tarenladdress. ~ty pie system or make arty other drange that afieds the pedormance by SK of its duties under ibis Agreement However. a SK agrees to any Change» writing, SK shall contimre ro provide the Services described m Isis Agreement. 71. INCREASE M TAXES. UTILITY Ct1ARGES OR MONTHLY SERVICE. al dtarges eel todh harem tie based upon existing FaderaL scale antl local taxes and utilky charges, inducting but not limited to telephone company charges. SK shall have the rigftt. at any time, to increase the charges provided harem. to reflect any atlddional taxes, tees or charges whrch may hereafter ba imposed by any utElity or government agency relating to the »sta6aiiat under rho terms of this Agreement and Subschber agrees to pay ilia same 12. SUSPENSION OR CANCELLATION OF THIS AGREEMENT (a) Neither SK nor Dealer assumes any liability for tlehap» instaliahon of equipment, or for interruption at services tlue to stokes, riots. floods, storms, earthquakes. fires. power Fagures. insurrection, »lertuplion of or unavailability of phone service, ads of God or any other cause beyond the control of SK or Oealer and will not be required to supply sar- vfce !o Subscriber while imerruplion of service due to any such causo steal! continue. (b) This Agreement may be suspended or cancelled, wtlhou9 notice and tviVtout liadlity or penalty, al pre opton of SK. N the event of SK's Central Station, connecting wires or other equipment destroyed by fire, other catastrophe or s so substantiatly damaged that fl is impractical to continue service. or in the event that SK is unable to either secure or retain ilia connections or privisges nec~ssary» for the transmission of signets between Subscriber's premtses and SK Central Station or between the Centres Station and the Public Police or Fke Deparpnem for any reason whatsoever. (ey p the System serviced heretxtder rs b be connected to an outside location Darer than SK Centres Station. this Agreement may be suspended or cancelled without notice and wilitaut 1ia• bility or penalty, al the opton of SK, in the event That SK is unable [o aflher secue or retain the connections or privileges necessary for the iransmrssion of signals between Subscriber's prentisss and the onside kxation. (d) ThisAgreemera may ba suspamfetl or gncelted by Subsctiber upon written notice al any time In the event that Subscribes s premises are desvoyed by lira ar other catastrophe or so substarrtfagy damaged that it is impractical io contytue service, Any advance payments made by Subscriber io SK or Deater for services which would have been rendered durng such susperrsbn to such cartcel~lion shall fm refunded to Subscr»er. 13. SECURITY AGREEMENT: Subscriber hereby grants unto SK a security interest in the Protective Sfgrtakng System located an its premises to secure prompt payment to SK of all sums that SK is entiped to ken Subscriber render the terms of this Agreement. In pre event Subscriber tails to rmke any payment to SK as agreed herein, (a) SK shalt have rho right. at Its option and without demand a nonce, to declare all or any pan d Subsrxiber's ohigations to SK irrxttediateiy dos and payable; (b) SK may exercise.» adctillon to the rk3nts and remedies grant• ed hereby, allot the rights and remedies of a secured party under the Uniform Commerdal Coda w any ottrer applicable law: {c) Subscriber agrees to make Iha System available to SK; and {d) Sutrscdber agrees to pay all costs end expenses of SK. irrclucing reasonable aaomey's tees ktrxrred in the rxt}orcemeni of SK's rights. 14. DEFAULT OR TEAMtNATION. In the avant. Subscriber tlelaults fn the periorrnance of any of the terms and conditions of this Agreement. including Ute failure to make arty payment as agreed herein. the balance of the mantes due for the unexpired temr al thisAgreement shau become immediately due and payable al the option of SK or Daaler. In atldition. Subscriber agrees to pay SK all sums !o which SK may be entltled under the law by virtue of said default, »dtxifng reasonable attorney's lees. Removal of Iha System by SK as authorized pur- suant MParagraph fiC d this Agreerrrenl. shah not be cons)derc~f a breach by SK of this Agreement or waiver d SK's rights to larch damages to which ll may be enhtlsd under the 4~w. t5. SUBROGAT20N. Subscriber Baas hemp for Pxnisait and any padies dawning under him. release and tlscnarge SK arw Deater from and agatitsl all hazards covered by Subscriber's »surance. antl all dams against SK or Deafer arising out of such hazards. ircludng any rights of subragaion by Subscrber's insurance carrier whrch are hereby waned by Subscrroat aril Subscriber shalt promptly so natily its »aU2nce carrier. 16. THIRO PARTY IND£NpllFlGATION. in the event any person not a parry to This Agreement shall file any claim against SK !or any reason whatsoever, relatetl to the installalien, main- tenance. operation. mts•operahon w non•operalion of Iha System, Subsuiber agrees 10lndemnity. tlefend and odd SK harmless Irom any and all claims inclutling the payment of au dam- ages. expenses, costs and aaornay's leas. Y7. ASSIGNMENT Time Agreement is not assignab~ by Subscriber. except upon prior written consent by SK. 1& ENTIRE UNDERSTANDING. This Agreement contains the emire Untlerslanding of the eanies and supersatles any other oral or vrritten agreemems or representations. 9x3'7 I.yndale ,~ve[tus South, L~laamington, iV~rt SS42p ~~~ ~~t~ ~1d~~~gt~~t~v~ c~ ~~tdtrat ;~ra~ti~r~ rrE~ A+~U~~r1vT: (9s2) si~~-ov3s (4sz} sit-a34a Fax: (952} 88t-iz24 (aaa} 245-da~4 ~'ax: (952} $$1-1a55 7tE'6+TSEtJ ACCT: CUMP'LE71'EA ~Y SUi~SC~~E~ Subscrl6erAlarm # ..,~ T~>rAL)3fi: w ~--!j~' ,.~+~ G. Subscriber Adcb~css NAi~:~ ~ ~:{ ~-,fir-^~.~ ~t~t ~"~~`~3 ~~:~r-~ STATE: r`~ _, Z~' CODJ:' ~5 ~ `~ ~ PEE~.SON 1N CHARC#E; E~ERtx~TG'lf iVX134iBERg: Sti~"SC~iait PASSCODE: SPEC:IAJ,. tt,13TkCU~IJNS: '~c~ ~.^- »~ -, Ti~Y~CaLDER1GALirUP LIST UI~~N/CLCy~aE ,~CiREDULE (For accaants with superviser3 apen/close) ~U3=.1[A~,A~.X SCHEDULE ew dears ter Me vrial Dray July Labor Lla Tftarticsgivin Christmas Outer Today's Date: ~_ _ _ Changes E~'ective= AutboFized Signature: Please Print Name: PROTECTIVE SIGNALING SYSTEM MONITORING AGREEMENT This Agreement entered into this day of tt by and between Silent Knight Security Group hsreinafier called "SK;' and ~, ~ ~ ~t~~v-~ ~~ v, ya ~" {name and address), hereinafter caled "Subscriber," J ~~ ff and. lit9yV ~/o~ a°iL° ~'a~~r~c.~q~s, ~~,~ hereinafter called "Dealer." RENTALS WHEREAS, SK is engaged in iha business of monitoring signals from security equipment; and WHEREAS, the Dealer arxi the Subscriber desire that SK provide security monitoring services to the Subscriber which is a customer of the Dealer; and WHEREAS, 5K is wiling to provide such services to the Subscriber on the foliowing terms and conditions which are acceptable to both the Dealer and the Subscriber. AGREEMENT 1. SERVICES. SK agrees to monitor signals from the Subscriber's protective signaling equipment described in this Agreement (said equipment sometimes referred to herein as the "System'q and to respond to any warning signal in the manner specified in paragraph 4. 2. PAYMENTS ~ e /"O (a) Subscri~er agrees to pay Deafer, its agents or assigns the connection charge of _ __ )~ a / defiers ($ ), as well as the charge of ~"i r ~`'1' dollars {$ ~G7 "~ )per nwrlih, plus any taxes ncluding sales tax, fees or charges that are imposed by any ovemment body related to the service provided under this Agreement. The Connection Charge is payable upon completion of the insta{lation, The Monthly Charges are payable in advance of the period of this Agreement. (b) Subscriber acknowledges that Dealer is to make payments to 5K for the monitoring services provided to the Subscriber If Subscriber receives wrifien notice Gem SK that Dealer is in defauR in these payments, Subscriber agrees to pay to SK rather than the Dealer a(i charges which become due under this Agreement or are made subsequent to the time that the Subscriber receives notice of the Dealer's default. (c) Dealer agrees that any wrifien notice of Dealer's default provided by SK to 5ubscrber and described in (b) of this paragraph 2, wiN be a valid assignment to SK of alt amounts tlien due or to becatre due to Dealer under this Agreement. (d} The parties agree that, upon Subscriber receiving written notice from SK as described in {b} of this paragraph 2, Subscriber will not be liable io Deafer for any amounts thereafter paid to SK trader this Agreement. 3. TERM. This Agreement shalt rema(n fn tuff farce and effect for a period of OK rG, year{s} from the date service is operative hereunder, and shall continue automalicaBy (hereafter for additional yearly periods until terminated by either party. in the event the Subscriber vacates iha premises, this Agreement maybe terminated by either party. In cases of such termination, thirty {30) days' written notice shall be delivered by either party to the other. 4. SCHEDULE OF MONITORtNG SERVICE. (a) Type of Protective Signaling Service: __ (b) Response to warning signal: (c) Method of sending signal and equipment: Digital Radio Telemetry Upl~k Video -Audio Interactive Ocher Signal Transmission 5. NOT INSURANCE-LttQU3DATED DAMAGES. It is understood and agreed by and between the parties hereto that neither SK nor Dealer (s an insurer and that this Agreement is not rcrtended to be an irntlrance policy or substitute for an insurance policy. Insurance, it any, will be obtained by Subscriber. Charges are based upon the value of Subscriber's properly or the property of others on Subscriber's premises. The amounts paid by Subscriber are not suHiaent to warrant SK or Dealer assuming any risk of conseqquential or other damages io Subscriber due to SK's or Dealer's negligence or failure to perform. Subscriber does not desire this contract to provide for tf~ liablliiy of SK or Dealer and Subscriber agrees that neither SK nor Dealer shall be liable for loss or damage due directly or indi- rectly to any occurrence or consequences therefrom, which the service is designated to detect or avers. From the nature of the services to be performed, ii is imprac- ticaland extremely di8ictdt to fix the actual damages, if an ,which may proximately result from the failure on the part of SK or Dealer to perform any of their respec- tive obligalrons hereunder, or the fa~ure of the system to {ycontinued on back) Silent Knight Security Group 1 By Authonzed Representative By--•--'-- "--- Aulhoazed Representatiwe ~~ This Agreement shall not be binding upon SK unless approved in writing by an authorized representative o1 SK. in the evens of failure of a~iprovai, t`he sole liabil- ity of SK shall be to refund the Subscriber the amount that has been paid to SK upon the signing of this Agreement. I he foliowing right to cancel does not apply if this is not a home solicitation sale. Where the right to cancel is Inapplicable, check here !~ and initial. --~". SK Dealer Svbscdber tauyer) CiUYER RIGHT TD CANCEL YOU, THE BUYER, MAY CANCEL THIS TRANSACTION AT ANY TIME PRIOR TO MIDNIGHT OF THE THIRD BUSINESS DAY AFi'ER THE DATE OF THIS TRANSACTION. SEE THE ATTACHED NOTICE OF CANCELLATfON FORM FOR AN EXPLANATION OF THIS RIGHT. i~AR/05/2003/~ED i~1:53 ~~i LVC ,~ J~J FAQ No, 952-835-41.53 F. Q02/503" PEA©TEii'i`9VF SICxNALtN+S SY s'f~M MCN~i't3RlN+S A,GREEiViENT Tnls Agr+tsmervr Qntamd into thiC tlay of °`~ ~ ~ - ~, ~©~"~ by and between Saent Knight 8ec~crity C3roup berebtailer cHUad'SK,"and `.._, 5~ ~ ~._ t~5 ~ ~y~~'~Iv+~ c~ ~ , ~maandsdtlt~5j~herelnailaraz'lad "Subacribar,"~otnt ~~/taa~,~~7~~~"at,C~drti,~ ~y,~, hereinafter ~ltad "Dealer." WH6RPJ~.i, SK ie engaged In the business n( monitoring slgrtafs Pram seau~~iily equipment, wnd WH>;FEAS, the bnaler and tlta Sut>acribar tlesina that SK ptovlde security rnoniiamt®sarVtcae ~ the $uh9afber which is a cust¢mer of ihs t7salee, and WHER~A5, Sk is willing to provide su¢n esnrir~a tC i»a Subtrcrlbnr on the fogmving lemi9 end candi4dne Which are er.,ceptable t4 beih iha Daatar and the subaonber. 7. SEFNrruES. SK agroes to mordtareignalsi+or:t the 5uf>scrtber's praiecfi++e signalf~ aqutpmentdaacdbad In ihla Agreement (sattl equlpmaru sometimes ralarred (4 herdM 99 719'$yHtdrtY'} and W rsepono to any Vramlr>g atpnat in ~e manner specs red in para~aph #_ ii. PAYhAEiYTs {gj Subs¢rttae egr9ea 1o pay Dealoc {!s agars or aeeif~ns the c¢nneci3ai charge its ~ `~'~' deliars >;8~,_'_,e~_~' ae veal! as the charge o) : «''" T^ dallara (;6 . ~~ ..~- )per month, pPurrs any taxes Wudutig stsba vex. foes ar rha~ga$ sties are Dana h any avamtttsnt b y re Atztl to IiNa ae~vlCq provided under this AgnaemenL 7}Ye Canneolton Gliarge 18 payablA upon rwmpladcn o! the atallatlan. The Manih~j Charpiia ate payable In advanoa of the period of thteA~e nmant. b) 3ubeorlber acknvvded & tltai Rersier a io make p ment8 to SIS tar Ihg rnonNaring aawfcas prrwldad W the Subscrrber. !f ;3utzacn'uar rerrefvae written halite tram sK that Dealer is tnede(E,uq in those paymarNS, 3ubsetibor agrees io payy is S1C rather than the Qeal•r sn cti,mrgas wh;cr, besarna due under IMs Agreement or ere made sut~sequent fD the time that he 5ubediber receives ngtica of the Oestet9 dpfaufl. m &K d~ ~ amou~Mrea tl~ien dub or~w ~m d~ tast7aafar ufnder~Utls ~0 ems kio subHCdber dnd doBCrd®o in (bj of this paragraph 2, wtt lea a untie esslgrunsnt arty almou~msl~e aaiteg ~"d ~o` ups 5ubsorl6ar rrcalvtng wrRtan hat w from SK as described In (b} of this paragraph 2, Subscribef wQi trot pa lfabla 1a Daafa f fur SK i~ndar~isAgreernerd. 3. TERIvi. ~lris Agreement ei'iatl remain In 1uH force and aNaci for a pgil4d Of fi,_.,.~year(sj from the dais sarv~a is apporativa hereunder, and stta,p dSMinua auMmaflaaAy thareaflar foraddigonsl yearly pelfoda units termtnateti U~ either patsy. rn ins avant tnt Subeodit,or vacates iha ptamisga, }hla Agreement they he iam,tnated by erthar petty, In ¢Et+sart 4f Such fermrnal3on, thirty (34j days wrAten nogee shall ba dafivered by either party to the oUtiac ~. SGffEDUIE CtP MarvITC7AIN~ SERVIG<;, {aj Type o1 Prntedive Sk,~,elirtg Service: _^__ ,,, (b) Response to waming slgnai~ taj M01tYdd Ci aanWng aignai anti ®quiprnent. _pigirat RAdio Telemetry UpM.k ~,~vtdao ~ Atrc~a tnferaClNa „^,C7ther Signet Trensrntssfan t~uiprnerrt; - 5. NOT INSURRNG~-t-IqutDATEb nAMgQ~$, it la u+sd®retood and agreed by antl bsnvaen the patsies hereto that neither S'1C nor Da;alar m an Ir~ui~ and Thai Ihts Ag~ernent la trot artarxisU to 6a an trt3UrdACe policy ar suhaiitute for en inaurAr7¢6 potH:y U19i+nrlnos• ii arry,,wtA be obtained by 3uhacsbar. Charges era bA~ upon iha value of Su¢s¢tlbar's prr~arly or the pproperty of others an 9ubacaiba>'s ppremfaea_ The 8ntaunts psao by 3ubacriber are hat srdflcfeni la warrard 3K ar Deattlr pasnming any risk ~ ~~nsegUenli9t qr Qtf tar demsgea to Strbsgrlfrot duo yq Sti'a or Dealer's nagfigenca ar failure t[r parfdrm, Subacrtbvr doer not de~ira this conirarrt to pravkfe tar the liability o1 SK or Dealer &rtd Subscriber aprets that neither SK nor nearer mhgli 6~a rlable for loss or damage due directly or fntlt ready to ony occurrence e>• aonxaquonoea th9rafrom, whl¢h the ~nrieels dastyngted to detect ar even. From the ngfurp at the wrvt¢ets to be perfarrnad, H is lmprso- ticaiand exUemely d(Nlcudt to r6r rho actual datrtagas, tt afly which may pmtiirttaiely result stern Ih6 failure ort ih6 part of SK ar t]aalar to perfotrri any pl theft respect live aq{'i~atians hsseunder, or the reBure of iha sygiam to {carttinu~d an hack) Sham S{nlght Security Caroup ta~,L`' }:...~ Auh®zad tiapitetn+bhMa Y`. 96iW V ~' pp,,~~ ~ / J AUgW02&dHAprra~trvs ,/ // TittS Ag~,~ement shall nor be bindtn8 upon 3K anteaa approved In wri$n t7y.a1'r Auiharized re r6e'lnlarpre a131G. to iha ev nt of tpilura of approval, the Sole Itgbp~ it d 5tt email be io refund the Subscriber the snsouM lhst he®begn pet to sK upon the sfgnin~ of g>is A9reamant. The foltawinii rlpM to aaneai dens nor Apply if Ihls In hat a flame eci'~cBation eater. Whev,t ih¢ rig t w awwct ie InappOericbla, anaek Maya t'19nd initial. ~~~ AHD. aarlgr 9utfsnimuriaiyer3 BUYEA AtGtt7 TO CANCEi. Ynu, THE ~uvEw, MAY CAPtCELTfilS 7t;AA1SACTION ATANV'f1Mt: F'RtgA 74 MIDNIGHT OF THE THIRp EdU51NES3 C,gYAF1't;Fi ThIE DATE OF TliIS 7AAtUSACili)rv, 8E>~THtr A7TACHt=t7 P1L1xlCE dP CANCEt.LATtQN FDRM FORATI EXPLANA7IdN of 7+'lIS FiIC~HT, ;prgperfy o~e[dte.with,The-restdlipg bss.to.Subscriber. IF SK andlor Deaferstmuid be founrt.iiabte for loss ar damage due to a failure an the part of either party or the System; hany respect'.,. r stetrpartys:traMliry;3DaU be~lirnited.td:me~refupolo_Subscribet h lhe'amaunP¢qusLto six (6) times the•fora! monthtyCharge shown herein, or to iha sum otTWoyundredFiryy~$2~p~r -:~ Dol,)ars,_w>jrciley~r sum fs gfgater as.~qu~latep derriagas;and notas;a.penetry; andah[sliability shalPbe erariasive. The provialons of this paragraph shall apply m the eyentrloss-or damr#gp [rrespect[yg of cause.or orig[q~ [asuitg direatiynrinduectly:to,parson>or!properry from the performance or nonperformance of Iha obBgatrops set torttl-'by 4h~ taltns of ~ trite pprurod, or4oij! negligence,.adive or omerwise, of.SK Daalerorihdir agents.or:empioyeas,to ma avant Subscriber deuces SK or Dealer to assumagreater I -jot the perJQr manta of tttarr seryiu~~haraunder, a choice is hereby given oFUWafning.fuliorlim#ed liabiltyy-bypaying an adddional amount under a greduated scale of retes.proporttgn ao,:[h¢ rasQonr sibai(y, and.anail~t(onal rider shalt ba attached to this x~greement settlng forth the adtitlanai IfabiNty far SK or Dearer and the addkional charge The rberand.addlttona!',obltgaUOtt shgl h rq way be interpreted to hold SK or Dealer as an hsurer. ~' 6. LIMITATIONS OF LIABILITY Neither SK nor Dealer represents or warcants that the System will prevent any bss by or Through burglary, hold-up, fire or othsrvvise; or thatihe $ystetn °- will h atl cases provide Ute protedbn for which it is installed ar intended. Subscriber acknowledges that neither SK oar Dealer Is an insurer, maS Subscriber assumes alt risk for lass or damage to Subscrrber's premises or to its contents, that neither SK rrw Dealer has made any represantatfon or warrentres, nor has Subscriber relied on any representation or warranties. expressed or implied, except as sat forth herein and Subscriber acknowledges that he has read and urxlerstands UUs Agreement, parUalary Paragraph 5 above which eels forth SK and Dear's obigaUon and maxinwm IiabilUy+ m Iha avant of any loss or damage to Suts~dber. 7. SUBSCRBER RESPONSIBILITIES. Subscriber agrees: (aJ To iumtsh to SK let wrigng and an a wntinuing basis, a list of Iha narras, and telephone rnrmbers tit persons authorized to enter Subscriber's premises during cased perods andtor to represent Sirbsafber in his absence. (b) To notify SK or Oealer of any anerations, remode8ng. Uxtwe or structural changes, and to bear the cost of changes in the system required as a result whkh are authorized by the Subscriber. (c) 7o nW tamper with, d~twb, injure, misuse, abuse. remove or otherwise interfere with said System, nor to pennU the same to be done, and b indemnity and pay to SK or Deafer the cost of repair or repiaeament of any bss or damages to me System. including but not limited to toss by fire, earthquake, riot. vandalism.llood or other damage or destaction. (d} To repair, ma(rttain, service andlor assure the opera~n of any other property, system ar any device of Subscriber or of others to whah the System may be attached or connected, and to redecorate any poNat of Subsatber's fxemises affaaed by the removal d all or pad of the System. (¢) To provide uniMamrpted tt0 VakA.C. power to locahon(s) through Subscriber's metor and at Subsixibar's expense. (f) To the extent That the System is under Subscriber's control: (1 y To carefully end popedy set the system immedrataly prior to the closing of the premises and carefully test Iha System, understanding partiafary that the sensidviry and area of coverage ~ space protection devices may change. that SK Is unable to detea such dtenges, era acxard'mgy, trial "wale test" in iha area or a%as of such ooverage ere necessary tc Insure that adequate sensitivity is maintained. (2) To turn oft or remove ail wings which are the souse of air turbulence or a movement which may htedere wish the effecfiveness of the System. and particularly space protecion companenis of me System, during cased pedals when iha System is on. (3} To relraintmmrausing faise:alarms through Iha carelessness of Subscriber br the malatous or acddental use afihe System and io reimburse SK or peeler for payment of any false alarm fine, penalty or fee assessed against SK or Dealer by any govemment agency or municipal agency as a resuU of such false alarms and. lit addition, to bear iha expanse of the cast of any SK or Dealer respansa to such false alarms. (g) h the event that SK receives unauthorized or false signets to its monitoring stereo from Subscrbers premises. SK may give notce to Subscriber and Deafer of These signals. U Ure unauthorized or fakre signals are na1 corrected promptly agar such rroUCe, Subscriberagrees that SK shall Five Ute right to enter the pram~es where the System is rotated ior.ihe pur- poan of removing a disconnecting the System. In the event that Subscriber tails to provide SK access to the premises br this Ixrrpose, the Subscriber shall be liable br aU costs and expenses. inckdmg aaomey's tees, incurced by SK in its attempt to prevent the unauthorized or false signals. 8. SUBSCRIBER AUTFtORIZATIONS- Subscrber hereby authorizes and empowers SK, its agents or assigns ro: (a) Det~n arWror report to the proper aulhorkres any person or persons. an or about Ifte premises riot authorized by SubsixUxr io enter the premises of Subscriber during the dosed periods. erxi h such case. Sidrscrtiter agrees io indemnity and hdd SK hanntess against any liability or expense resulting from such action on the part of SK or its rapreseniatives incar- ryhg out the aforesaid hsiructions. (b) In the evert! of any default Dy Subscrtrrer, or upon any term'vratan of this Agmerrrenl, enter the premises where said System is scared 1Cr the purpose of removing aU or part of are System. (c) And fn the evert SK or Dearer shall be called b turn oU the System at any lima, by any public otflcer or olUcial, Subscriber hereby authorizes or appoints SK or its agent, b rum oU the System and further agrees to hdd SK harmless and to mtlemntty SK from any damages, loss or liability whidt may result Iron fuming off the System by SK. 9. NO REPRESENTATIONS BY SK (a) Subscriret acknowledges that SK has made no representations or warranties. express or implied, to Subscriber concerting me Protective Signaling equipment installed on Subscrber's prerrrtisses or the suUabi@ty d such egwprnenl for the purposes intended by Subscriber. (b) Subscriber agrees that SK is rrot Uabie to Subscriber for any of the Dealer's duties or aMigaUorrs to Subscriber or for any representations or wavanUes, express or implied. made try Deafer, rfiemer arising under Utis Agreement under any Omer Agreement ar by operation of law. 10. SK APPROVAL REQUIRED FOR CHANGES SK snarl have no obligation a provide morritaring services under nits Agreement U the SWSCriber tlr beater move tfre system to a dil- terent atktress. ntodUy the system or make any other ehanye mat allele the performance by SK of its duties under this Aoreemem Flawever. ii SK agrees ro any change in writing, SK shay arttinue Ib provide me servrces described m Inis Agreement. 11.1NCREA5E M TAXES. UTILITY CIiAAGES OA MONTHLY SERVICE. AU charges eel torah harem era based upon existing Federal scale and bcal taxes and utility charges- rnduding but not limited to leleprrone company charges. SK shalt have the rk,~il at any time, to increase rho charges provided herein, to relbct any adddanal nixes. tees a charges which may hereafter ba imposed by any utility or government agency relating Io the itsta4ation wrier Ure terms of this Agreement antl Subscrit~r agrees to pay me same . 12. SUSPENSION OR CANGELLAT{ON OF THIS AGREEMENT (a) Neither SK nor Dealer assumes any habtlity for delay in installation of equipment, or for interruption of services due to stokes, ibis. Iloods. storms. earthquakes, fires. power talures, insurrection. intenuphon d or unavatlabUiry of phone service, acts of God or arty Omar cause beyond the conical of SK or Dealer and will not be required to supply seo- vice to Subscrber while interruption a1 service due to any such cause shalt continue. (b) This Agreer>wnt rrray lie suspended ar rancefled, without notice and iviittout liability or penalty, at me option of SK, in the event of SK's Central Station, connecting wires or ether equipment tlesvoyed by lire. other catasvophe or s so substantially damaged that ft is impractical to continue service. or in the even mat SK is unable to either secure or retain the connections or pdvYeges necessary to for the transmission of signals behveen Subscriber's premises and SK Central Slslan or between the Central Station and the Public Police or Fire DeparUneM for any reason whatsoever. (c) I1 ma Syst~n 5ervioed hereunder ~ b be connected to an outside bcalion Omer man SK Cenual Station, this Agreement may be suspended or cancelled without notice and without lia- btary or penalty, al Ure option of SK, in the event That SK is unable to either secure or retain the connections or privileges necessary for me transmission of signals between Subscriber's premises and the outside locafbn. (d) This Agreement may be suspended or cancelled by Subscriber upon wriaen notae al any lime in the event that Subscriber's premises are desvoyed by lira or other catastrophe or so substarxially damaged mat it is impractical b contnue service. Any advance payments made by SubscrUler m SK or Deafer for servaes which would have Daen rendered during such suepensfon to such cancellion shall be refunded to Subscriber. 13. SECURITY AGREEMErJT Subscriber hereby grants unto SK a security interest in the Protective Signaing System located on hs premises to secure prompt payment to SK l all sums that SK is entitled b tram Subscriber under the terms of this Agrearnenl In me avant Subscriber tails to make any payment to SK as agreed herein. [a) SK shah have [he right. at its option and withak demand W notice, io declare aU or any part of Subscriber's ob9gations ro SK tmmedrately due and payable; (b) SK may exeri:~se, in adrktan to Iha rights and remedies gran4 ed her~ry, all W fire rights and remedies of a secured parry larder the Uniform Commerdai Coda or any other appiaabie law: [c) Subscriber agrees to make me System avalabie to SK; and {d) Subscriber agrees to pay all costs and expenses of SK, irx;luding reasonable attomay's fees marred in the enforcement of SK's fights, 14. DEFAULT OR TERMINATION. In the event. Subscriber tle(aulis to the performance of any of the teens anri conditions of fits Agreement. including me taUure to make any payment as agreed hemin. the balance of me monies due Iw the unexpired term of thisAgreernent shell become immadlatey due antl payable al the option of SK or Dealer. In atldigon. Subscriber agrees to pay SK aU sums b which SK may be entitled under the law by ulnas of said default, inducting reasonable akomey's fees. Removal of ma System by SK as authorized pur- suant to Paragraph 6C of this Agreement. shall not be considered a breach by SK of this Agreement or waiver at SK's rights to such damages to wh>ctt 11 maybe enihfed rmtler the taw. 1s. SUBROGATION. Subscriber tiaes'rrereDy for'rxnrseif end any padies da'xning under him. release and tlsenarge SK antl Uealer tmm antl agaatsl all hazards covered by Subscriber's inswance, and ail tWrmS agam5t SK or Dealer artSmg out W such hazards. incluring any rights or subrogation by Subscriber's insurance carrier which are hereby waned by Subscriber. and Subscriber shall promptly so nolfiy its insurance carrier 16. THIRD PARTY INDEMNIFICATION. to the event any person not a pady to this Agreemanl shall Ule any lain against 5K !ar any reason whatsoever. related to iha instailaUen, main- tenance, operehon. nice-operaton or non•oparalion of ma System, Subsuiber agrees to indemnify. defend and hold SK harmless from any and aft claims including the payment of all dam- ages. expenses, costs and attorney's lees. 17. ASSIGNMENTThis Agreement is not assignable by Subscrber. except upon prior written consent by SK. 1& ENTIRE UNDERSTANDING. Ttxs agreemern contains the entire undarslandtng of me eadtes and supersedes any other oral ar written agreements or repraaentaltons.