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Premises;provided,however,that the terms of this Paragraph 10(a)shall not apply to,and we shall not in any event be liable for,Losses:0)arising out
<br /> of,resulting from,or in any way due or attributable to,the condition,nonfunctioning,malfunction,faulty design,faulty installation,or failure in any
<br /> respect of the Equipment or Services to operate or perform as intended(collectively,'Alarm Failure Events"),regardless of whether such Alarm Failure
<br /> Events arise out of the negligent acts or omissions of Protection One, its agents, employees, subcontractors and/or suppliers(including software
<br /> suppliers);and/or(u)any loss of or damage to any computer system or electronic data arising out of,resulting from,or attributable to,an Alarm Failure
<br /> Event or your request for our technician to access your systems or program your(bewails,routers and switches. Any liability of Protection One for
<br /> Alarm Failure Events or Losses arising out of Alarm Failure Events is strictly limited pursuant to Paragraph 10(b)below.
<br /> (b) Limitation of Liability for Alarm Failure Events. NEITHER WE NOR ANY PERSON OR ENTITY AFFILIATED WITH US SHALL BE LIABLE FOR ANY
<br /> LOSSES ARISING DIRECTLY OR INDIRECTLY FROM ANY ALARM FAILURE EVENT. WE ARE NOT LIABLE UNDER ANY CIRCUMSTANCES FOR THE
<br /> ADEQUACY OF THE EQUIPMENT DESIGN OR DESIGN CRITERIA ESTABLISHED BY YOU,YOUR DESIGN PROFESSIONAL,OR LOCAL CODE REQUIREMENTS.
<br /> IF,NOTWITHSTANDING THE PROVISIONS OF THIS PARAGRAPH 10(B),WE OR ANY PERSON OR ENTITY AFFILIATED WITH US ARE DETERMINED TO BE
<br /> RESPONSIBLE FOR ANY LOSSES ARISING FROM ANY ALARM FAILURE EVENT,YOUR CLAIMS AGAINST US AND/OR ANY PERSON OR ENTITY AFFILIATED
<br /> WITH US SHALL BE LIMITED TO$2,000.00. THIS AMOUNT IS YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY ALARM FAILURE EVENT,EVEN IF CAUSED
<br /> BY PROTECTION ONE'S NEGLIGENCE OR THAT OF OUR AFFILIATES OR OUR RESPECTIVE EMPLOYEES OR AGENTS,BREACH OF CONTRACT,BREACH OF
<br /> WARRANTY,STRICT LIABILITY,OR OTHER FAULT. AT YOUR REQUEST,WE MAY IN OUR SOLE DISCRETION AGREE TO ASSUME ADDITIONAL LIABILITY
<br /> BY THE ATTACHMENT OF AN AMENDMENT TO THIS AGREEMENT STATING THE EXTENT OF OUR ADDITIONAL LIABILITY AND THE ADDITIONAL COST
<br /> TO YOU. YOU AGREE THAT WERE WE TO HAVE LIABILITY GREATER THAN THAT STATED ABOVE,WE WOULD NOT PROVIDE THE EQUIPMENT OR
<br /> SERVICES.
<br /> (c) Intellectual Property Indemnification. If Protection One has received from the manufacturers of the Equipment we install,an agreement to
<br /> indemnify and/or defend any claim or suit or proceeding brought against Protection One based on a claim that the sale,use or transfer of any
<br /> Equipment is an infringement of any third party's patent or property rights,then Protection One shall indemnify you and defend you against all such
<br /> claims to the extent(and only to the extent)such an indemnity and/or defense is provided by the pertinent Equipment manufacturers. Should you
<br /> receive notice that the Equipment allegedly Infringes the rights of any third party,you shall promptly notify Protection One in writing,and shall give full
<br /> authority,information and assistance to Protection One in connection with its investigation of the claim,and in connection with any settlement or
<br /> compromise of such claim made with your consent,which shall not be unreasonably withheld,conditioned or delayed. In addition,Protection One may,
<br /> at its sole cost and expense, elect to replace or modify the Equipment so that alleged infringement will not exist; provided. however,that such
<br /> replacement equipment or modified equipment will continue to have at least the same functionality and performance specifications as the Equipment
<br /> Installed pursuant to this Agreement,and shall be acceptable to you in your reasonable discretion. Protection One shall not have any other liability to
<br /> you with respect to claims of intellectual property infringement.
<br /> (d) Consequential Damages. NOTWITHSTANDING ANYTHING IN THIS AGREEMENT TO THE CONTRARY,IN NO EVENT SHALL WE BE LIABLE TO YOU
<br /> OR ANY OTHER PERSON FOR ANY CONSEQUENTIAL, INCIDENTAL, PUNITIVE, SPECULATIVE, SPECIAL, EXEMPLARY, OR OTHER INDIRECT DAMAGES,
<br /> INCLUDING,BUT NOT LIMITED TO,LOSS OF BUSINESS,PROFITS,USE,DATA,OR OTHER ECONOMIC ADVANTAGE,EVEN IF WE HAVE SEEN ADVISED OF
<br /> THE POSSIBILITY OF SUCH DAMAGES.
<br /> (e) Survival. The terms of this Paragraph 10 shall survive the termination of this Agreement and of your Account,as well as voluntary payment in
<br /> full by you,any legal proceedings by us to collect a debt owed by you,any bankruptcy by you,and/or any sale by us of your Account.
<br /> 12. Customer Duties. You agree to:(a)instruct all persons who use the Equipment on its proper use;(b)test the Equipment's protective devices
<br /> and send test signals monthly to our Central Station;(c)turn off,control or remove all air conditioning systems,heaters and other Items that interfere
<br /> with alarm detection devices;(d)notify us immediately if a problem with the Equipment occurs;(e)obtain and keep in effect all permits and licenses
<br /> that may be required for the installation and operation of the Equipment;(f)pay all usage fees Imposed by any governmental authority in connection
<br /> with the Equipment;(g)provide us a complete Monitoring Information Schedule so we may call your designated contacts in the event we reasonably
<br /> believe there is an emergency at your Premises;(h)provide us any other emergency information we may request;(i)promptly update us in writing with
<br /> any changes to your Monitoring Information Schedule;and(I) notify us prior to any change In your phone service,including,but not limited to a
<br /> disconnection of your regular phone line or any change in vendors of your phone service. Your failure to perform under this Paragraph 12 is a material
<br /> breach of this Agreement. You agree that we-may provide the information on the Monitoring Information Schedule to any governmental authority
<br /> havinglurisdiction over us or the Equipment. LOCAL AUTHORITIES MAY NOT RESPOND TO ALARM NOTIFICATIONS UNTIL ALL PERMITS AND LICENSES
<br /> FOR USE OF THE EQUIPMENT HAVE BEEN OBTAINED,AND THEREFORE WE MAY NOT BEGIN MONITORING THE EQUIPMENT,AND MAY NOT DISPATCH
<br /> EMERGENCYAUTHORITIES IN THE EVENT OF AN ALARM ACTIVATION,UNTIL YOU HAVE OBTAINED,AT YOUR EXPENSE,ALL NECESSARY PERMITS AND
<br /> LICENSES,AND PROVIDED US WITH THE LICENSE OR PERMIT NUMBER.
<br /> 13. Services.
<br /> A. Monitoring Services. If you have subscribed to Monitoring.Signal Receiving and Notification Services,we shall program the Equipment to
<br /> communicate to our monitoring facility("Central Station"). When the Central Station receives an alarm signal from the Equipment(an"Alarm Event"),
<br /> we will make reasonable efforts,consistent with local laws and our response policies,to contact the appropriate local emergency response provider
<br /> ('Emergency Response Provider'or"ERP"),and the first person designated on your Monitoring Information Schedule. In the event a burglar alarm
<br /> signal attire signal registers at the Central Station,we may,in our sole discretion,endeavor to contact the Premises by telephone to verify that the
<br /> Alarm Event Is not a false alarm. Local governmental regulations and industry standards designed to reduce false alarms may result in conditions or
<br /> restrictions on the dispatch of ERPs in response to an Alarm Event,and such conditions or restrictions may result in delays of notification of authorities
<br /> or require that additional measures be taken to verify the Alarm Event before dispatch. We do not guarantee that such additional measures will be
<br /> successful or that Emergency Response Providers will be dispatched should an Alarm Event occur. In the event a supervisory signal or trouble signal
<br /> registers at our Central Station,we shall endeavor to notify the Premises or the first available person designated on your Monitoring Information
<br /> Schedule. We may,without notice to you,in response to governmental or insurance requirements,or otherwise in our sole discretion,alter,amend or
<br /> discontinue any of our policies and procedures for alarm response. Also,you acknowledge and agree that any special instructions provided by you for
<br /> the handling of alarm signals must be presented and agreed to by us in writing. We may,in our sole discretion,reject your special instructions. You
<br /> understand that any deviation from our normal Alarm Event handling procedures may result in increased risk of loss or damage to you and your
<br /> Premises.
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