HomeMy WebLinkAboutDeep Valley Security 2023-04-19 COU No. 2223-205
Licensed by the Bureau of Security and Investigative Services PAGE I OF 2
Department of Consumer Affairs, Sacramento, CA 95814
License No.: ACC3195, CSL#683502
DEEP VALLEY SECURITY INC
2010 Industry Rd, Ukiah, CA 95482
(707) 462-5200
CENTRAL OFFICE MONITORING CONTRACT
This agreement is made this t9T" day of APRIL ,2023, by and between DEEP VALLEY SECURITY INC(hereinafter referred to as"DVS",
"Contractor",or"Alarm Company")and UKIAH MEN'S SOFTBALL FIELD (hereinafter referred to as the"Subscriber"or"Buyer").
Location of premises where communication software&security equipment is installed: 100 CITY WELL RD UKIAH, CA 95482
WHEREAS,Subscriber owns or leases an electronic security system&desires central office monitoring service,the parties agree as follows:
1.CENTRAL OFFICE MONITORING SERVICE: Upon receipt of a signal from the communication software, DVS or its designee communication center shall
make every reasonable effort to notify Subscriber&the appropriate municipal police or fire department. Subscriber acknowledges that signals transmitted from
Subscriber's premises directly to municipal police or fire departments are not monitored by personnel of DVS or DVS's designee communication center&DVS doe:
not assume any responsibility for the manner in which such signals are monitored or the response, if any,to such signals. Subscriber acknowledges that signals
which are transmitted over telephone lines,wire,air waves or other modes of communication pass through communication networks wholly beyond the control of
DVS&are not maintained by DVS&,therefore, DVS shall not be responsible for any failure which prevents transmission signals from reaching the central office
monitoring center or damages arising there from.It is the responsibility of the subscriber to test their system monthly. Subscriber agrees to furnish DVS with a
written list of names&telephone numbers of those persons Subscriber wishes to receive notification of alarm signals. All changes&revisions shall be supplied to
DVS in writing. Subscriber authorizes DVS to access the control panel to input or delete data&programming. If the equipment contains listening devices
permitting central office to monitor sound then upon receipt of an alarm signal central office shall monitor sound for so long as central office in its sole discretion
deems appropriate to confirm an alarm condition. If Subscriber requests DVS to remotely activate or deactivate the system, change combinations,openings or
closings, or re-program system functions, Subscriber shall pay DVS$50.00 for each such service. DVS may,without prior notice,suspend or terminate its
services, in central station's sole discretion, in event of Subscriber's default in performance of this agreement or in event central station facility or communication
network is nonoperational or subscriber's alarm system is sending excessive false alarms. Central station is authorized to record&maintain audio&video
transmissions,data&communications,and shall be the exclusive owner of such property.
2. DESCRIPTION OF SERVICE&EQUIPMENT VALUE:
Initial service provided: X Monitoring _Service X Cellular IP
Approximate date of installation: AFTER PAPERWORK COMPLETION Estimated date for completion: AFTER PAPERWORK COMPLETION
Failure to substantially commence work within 20 days from the approximate date specified in this agreement is a violation of the law.
3. INSTALLATION,RENTAL,&SERVICE CHARGES: Subscriber agrees to pay DVS:
The sum of$42.95 , per month,payable MONTH in advance for monitoring and/or servicing of the communication software for the
term of_3_years commencing on the first day of the month next succeeding the date hereof, and continuing monthly thereafter, all payments being due
on the first of the month.This agreement shall renew automatically for successive periods of one year thereafter unless either party gives the
other party written notice of termination not later than the 30t°day before the last day of the then-existing term.
WAIVER OF WARRANTIES
THERE ARE NO WARRANTIES WHICH EXTEND BEYOUND THE DESCRIPTION ON THE FACE HEREOF. DVS HAS MADE NO
REPRESENTATIONS OR WARRANTIES OF ANY KIND OR NATURE WHATSOEVER,AND HEREBY DISCLAIMS ANY WARRANTY OF
MERCHANTABILITY AND/OR ANY WARRANTY OF FITNESS FOR ANY PARTICULAR USE OR PURPOSE. DVS DOES NOT REPRESENT
OR WARRANT THAT THE ELECTRONIC SECURITY SYSTEM WILL PREVENT ANY LOSS, DAMAGE OR INJURY TO ANY PERSON
AND/OR ANY PROPERTY. DVS DOES NOT REPRESENT OR WARRANT THAT THE ELECTRONIC SECURITY SYSTEM WILL PROVIDE
THE PROTECTION FOR WHICH IT IS INSTALLED OR INTENDED. BUYER ACKNOWLEDGES THAT DVS IS NOT AN INSURER;AND, IT IE
BUYER'S SOLE AND EXCLUSIVE RESPONSIBILITY AND OBLIGATION TO OBTAIN AND MAINTAIN PROPER INSURANCE COVERAGE
FOR ALL RISKS OF LOSS OR DAMAGES TO THE PREMISES, ITS CONTENTS,AND ANY PERSON(S) LOCATED THEREIN OR THEREON,
BUYER ASSUMES ALL RISK FOR LOSS OR DAMAGE TO BUYER'S PREMISES,ANY PROPERTY LOCATED THEREIN OR THEREON,
AND/OR ANY PERSON LOCATED THEREIN OR THEREON. BUYER ACKNOWLEDGES THAT ANY AFFIRMATION OF FACTOR PROMISE
MADE BY ANY REPRESENTATIVE OF DVS SHALL NOT BE DEEMED TO CREATE AN EXPRESS WARRANTY UNLESS SAID
AFFIRMATION OF FACTOR PROMISE IS EXPRESSLY SET FORTH IN WRITING IN THIS AGREEMENT. BUYER IS NOT RELYING ON
DVS'S SKILL OR JUDGMENT IN SELECTING OR FURNISHING A SYSTEM SUITABLE FOR ANY PARTICULAR USE OR PURPOSE.
BUYER ACKNOWLEDGES THAT DVS HAS OFFERED ADDITIONAL AND MORE SOPHISTICATED EQUIPMENT FOR AN ADDITIONAL
CHARGE WHICH BUYER HAS DECLINED. DVS SHALL NOT BE LIABLE FOR CONSEQUENTIAL DAMAGES SUSTAINED OR SUFFERED
BY BUYER OR ANY OTHER PERSON THAT ARE ALLEGED TO HAVE BEEN CAUSED BY A BREACH OF THIS AGREEMENT BY DVS OR
OTHERWISE ARISING OUT OF THIS AGREEMENT. BUYER'S EXCLUSIVE REMEDY FOR DVS'S BREACH OF THIS CONTRACTOR
NEGLIGENCE TO ANY DEGREE UNDER OR ARISING OUT OF THIS CONTRACT IS TO REQUIRE DVS TO REPAIR OR REPLACE,AT
DVS'S OPTION, ANY EQUIPMENT WHICH IS NON-OPERATIONAL,
SEE ADDITIONAL PAGES OF THIS CONTRACT FOR ADDITIONAL TERMS AND CONDITIONS OF THIS SALE WHICH ARE PART OF THIS CONTRACT.
READ THEM BEFORE YOU SIGN THIS CONTRACT. BUYER ACKNOWLEDGES RECEIVING A FULLY EXECUTED COPY OF THIS CONTRACT AT TIME
OF EXECUTION.
Deep Valley Se rily Inc: (for residential customers only)
NOTICE OF CANCELLATION
YOU, THE BUYER, MAY CANCEL THIS TRANSACTION AT ANY TIME PRIOR TO MIDNIGHT
By: 04/19/23 OF THE THIRD BUSINESS DAY AFTER THE DATE OF THIS TRANSACTION. SEE THE
Date ATTACHED NOTICE OF CANCELLATION FORM FOR AN EXPLANATION OF THIS RIGHT.
Sub riber Agrees to have its credit card automatically ` May 11,2023
charged for all charges under this contract. Subscriber's Signature Date
Credit Card#:
Security Code: Subscriber's Signature Date
Expiration Date: SAGE SANGIACOMO
L Mastercard n Visa F.American Express Print Full Name
Cardholder's Name(As it appears on credit card):
Print Full Name
Billing Address: 300 SEMINARY AVE 707-463-6217
Mailing Address Daytime Phone Number
Tax ID SS#or EIN Type&jurisdiction of organization&ID, if any
PAGE 2 OF 2
4.COMMUNICATION SOFTWARE REMAINS PERSONAL PROPERTY OF DVS: The communication software and equipment,together with lawn signs&decals,shall remain the
sole personal property of DVS and shall not be considered a fixture or a part of the realty. Subscriber shall not permit the attachment thereto of any apparatus furnished by DVS. If the
communication equipment is part of the instrument panel,then the chip or software programmed to transmit a signal shall be leased,remain DVS's property,and all reference in this
agreement to communication software shall be deemed to be the chip and/or software. Passcode to CPU software remains property of DVS. Provided Subscriber performs this
agreement for the full term thereof,upon termination DVS shall at its option provide to Subscriber the passcode to the CPU software or change the passcode to the manufacturers default
code.
5. TERM OF AGREEMENT:RENEWAL INCREASE: The term of this agreement shall be for a period of one(3)years&shall automatically renew for successive periods of one
year,the first of such renewal periods to commence upon date of the expiration of the original Agreement,unless either party shall notify the other,in writing,not less than thirty days prior
to the expiration of the original Agreement or the expiration of any renewal periods,of the desire to terminate this Agreement. DVS shall be permitted,from time to time to increase the
monitoring charge by an amount not to exceed nine percent each year&Lessee agrees to pay such increase as invoiced.DVS reserves the right to cancel this contract at its sole
discretion with a 30-day written notice to subscriber.
6. CARE OF EQUIPMENT: Subscriber agrees not to tamper with,remove or otherwise interfere with the communication software which shall remain in the same location as installed
&Subscriber agrees to bear the cost of repairs or replacement made necessary as a result of any painting,alteration,remodeling or damage,including damage caused by unauthorized
intrusion to the premises, lightning or electrical surge,except for ordinary wear&tear during the warranty period, in which event repair or replacement shall be made by DVS without
additional charge.
7. ALTERATION OF PREMISES FOR INSTALLATION: DVS is authorized to make preparations such as drilling holes,driving nails,making attachments or doing any other thing
necessary in DVS's sole discretion for the installation and service of the equipment,and DVS shall not be responsible for any condition created thereby as a result of such installation,
service, or removal of the equipment, and Buyer represents that the owner of the premises, if other than Buyer, authorizes the installation of the equipment under the terms of this
agreement.
8. BUYER'S DUTY TO SUPPLY ELECTRIC AND TELEPHONE SERVICE:Buyer agrees to furnish,at Buyer's expense,all 110 Volt AC power and electrical outlets and receptacles,
telephone hook-ups,RJ31x Block or equivalent,Internet connection,high speed broadband cable or DSL and IP Address,as deemed necessary by DVS.
9. TESTING AND SERVICE OF COMMUNICATION SOFTWARE: The parties hereto agree that the security equipment,once installed,is in the exclusive possession and control of
the Subscriber,and it is Subscriber's sole responsibility to test the operation of the security equipment and to notify DVS if any equipment needs repair. DVS shall not be required to
service the security equipment if subscriber is in default and unless it has received notice from Subscriber,and upon such notice,DVS shall service the security equipment to the best of
its ability within 36 hours,exclusive of Saturday,Sunday and legal holidays,during the business hours of 9 a.m.and 5 p.m. Subscriber agrees to test and inspect the security equipment
and to advise DVS of any defect, error or omission in the security equipment. In the event Subscriber complies with the terms of this agreement and DVS fails to repair the security
equipment within 36 hours after notice is given,excluding Saturdays,Sundays,and legal holidays,Subscriber agrees to send notice that the security equipment needs repair to DVS,in
writing, by certified or registered mail, return receipt requested, and Subscriber shall not be responsible for payments due while the security equipment remains inoperable. In any
lawsuit between the parties in which the condition or operation of the security equipment is in issue,the Subscriber shall be precluded from raising the issue that the security equipment
was not operating unless the Subscriber can produce a post office certified or registered receipt signed by DVS,evidencing that service was requested by Subscriber.
10. DELAY IN INSTALLATION: DVS shall not be liable for any damage or loss sustained by Subscriber as a result of delay in installation of equipment,equipment failure, or for
interruption of service due to electric failure,strikes,walk-outs,war,acts of God,or other causes, including DVS's negligence or failure to perform any obligation. The estimated date
work is to be substantially completed is not a definite completion date and time is not of the essence.
11. FALSE ALARMS/PERMIT FEES: Buyer is responsible for all alarm permits and permit fees,agrees to file for and maintain any permits required by applicable law and AHJ and
indemnify or reimburse DVS for any fines relating to permits,code compliance or false alarms. DVS shall have no liability for permit fees,false alarms,false alarm fines, police or fire
response,any damage to personal or real property or personal injury caused by police or fire department response to alarm,whether false alarm or otherwise,or the refusal of the police
or fire department to respond. In the event of termination of police or fire response by the municipal police or fire department this contract shall nevertheless remain in full force and
Buyer shall remain liable for all payments provided for herein. Should DVS be required by existing or hereinafter enacted law or AHJ to perform any service or furnish any material not
specifically covered by the terms of this agreement Buyer agrees to pay DVS in advance for such service or material.
12. INDEMNITY/WAIVER OF SUBROGATION RIGHTS/ASSIGNMENTS: Buyer agrees to and shall defend, indemnify, and hold harmless, DVS, its officers, directors,
shareholders,agents,and employees(hereafter,"DVS"),from and against claims for damages resulting from personal injuries,including those resulting in death,or property damage or
loss brought by third pares or Buyer against DVS based on its acts or omissions in performing under this contract.This indemnification shall include payment of all reasonable attorney's
fees,costs,and expenses associated with defending any such claims. It shall include the payment by Buyer of any and all such damages or losses by way of settlement,judgment,or
otherwise.This indemnification shall not include claims based on DVS gross negligence or willful misconduct. Buyer on his/her/its behalf and on behalf of his/hedits insurance carrier
waives any right of subrogation that Buyers insurance carrier may otherwise have against DVS t arising out of this agreement or the relation of the parties hereto.The parties hereto
agree that there are no third-party beneficiaries of this contract.Buyer shall not be permitted to assign this contract without written consent of DVS.DVS shall have the right to assign this
contract and shall be relieved of any obligations created herein upon such assignment. 13. EQUIPMENT IS NOT A FIXTURE: DVS and Buyer agree that the equipment, once
installed,does not become the personal property of the Buyer;that the equipment is not permanently attached to the realty and shall not be deemed fixtures.
14.INSURANCE: Buyer agrees that DVS is not an insurer and no insurance coverage is offered herein.The equipment is designed to reduce certain risks of lass,though DVS does not
guarantee that no loss will occur.DVS is not assuming liability,and therefore shall not be liable to Buyer for any loss,personal injury or property damage sustained by Buyer as a result of
fire, smoke or water, equipment failure, or any other cause, whatsoever, regardless of whether or not such loss or damage was caused by or contributed to by DVS'S negligent
performance, failure to perform any obligation or strict products liability. Buyer releases DVS from any claims for contribution, indemnity, or subrogation. The Buyer shall maintain
policies of liability,property damage,and fire insurance under which DVS and the Buyer are named as insured,and under which the insurer agrees to indemnify and hold DVS harmless
from and against all costs,expenses including attorneys'fees and liability arising out of or based upon any and all claims,injuries and damages arising out of this agreement,including,
but not limited to,those claims,injuries and damages contributed to by DVS's negligent performance to any degree or its failure to perform any obligation. The minimum limits of liability
of such insurance shall be one million dollars for any injury or death,and property damage in an amount necessary to indemnify Buyer for property on its premises. DVS shall not be
responsible for any portion of any loss or damage which is recovered or recoverable by the Buyer from insurance covering such loss or damage or for such loss or damage against which
the Buyer is indemnified or insured.
15. LIMITATION OF LIABILITY:Buyer agrees that should there arise any liability on the part of DVS as a result of DVS'S negligent performance to any degree,failure to perform any of
DVS'S obligations,equipment failure or strict products liability,that DVS'S liability shall be limited to the sum of$250.00 or 5%of the sales price,whichever is greater.If Buyer wishes to
increase DVS'S maximum amount of DVS'S limitation of liability,Buyer may,as a matter of right,at any time,by entering into a supplemental contract,obtain a higher limit by paying an
annual payment consonant with DVS'S increased liability.This shall not be construed as insurance coverage.
16. LEGAL ACTION: In the event DVS institutes legal action to recover any amounts owed by Buyer to DVS hereunder,the parties agree that the amount to be recovered,and any
judgment to be entered,shall include interest at the rate of one and one-half percent(1 112%)per month from the date payment is due. Should DVS institute an action or proceeding to
recover amounts due from Buyer under this Contract,the prevailing parry shall be entitled to recover reasonable attorney's fees and costs associated therewith.The parties waive trial by
jury in any action between them. In any action commenced by DVS against Buyer,Buyer shall not be permitted to interpose any counterclaim. Any action by Buyer against DVS must
be commenced within one year of the accrual of the cause of action or it shall be barred. All actions or proceedings against DVS must be based on the provisions of this agreement.
Any other action that Buyer may have or bring against DVS in respect to other services rendered in connection with this agreement shall be deemed to have merged in and be restricted
to the terms and conditions of this agreement. Buyer submits to the jurisdiction of California and agrees that any litigation between the parties must be commenced and maintained
exclusively in the State of California and in the County of Mendocino.
17. DVS'S RIGHT TO SUBCONTRACT SPECIAL SERVICES: Buyer agrees that DVS is authorized and permitted to subcontract any services to be provided by DVS to third parties
who may be independent of DVS,and that DVS shall not be liable for any loss or damage sustained by Buyer by reason of fire,theft,burglary or any other cause whatsoever caused by
the negligence of third parties and that Buyer appoints DVS to act as Buyers agent with respect to such third parties,except that DVS shall not obligate Buyer to make any payments to
such third parties.DVS shall be permitted to assign this contract and upon such assignment shall have no further obligation hereunder.
Buyer acknowledges that this agreement,and particularly those paragraphs relating to DVS's disclaimer of warranties,exemption from liability,even for its negligence,limitation of
liability and indemnification,inure to the benefit of and are applicable to any assignee,subcontractors and communication centers of DVS.
18. NON-SOLICITATION.Buyer agrees that it will not solicit for employment for itself,or any other entity,or employ,in any capacity any employee of DVS assigned by DVS to perform
any service for or on behalf of Buyer for a period of two years after DVS has completed providing service to Buyer. In the event of Buyers violation of this provision, in addition to
injunctive relief,DVS shall recover from Buyer an amount equal to such employee's salary based upon the average three months preceding employee's termination of employment with
DVS,times twelve,together with DVS's counsel and expert witness fees.
19. SECURITY INTEREST/COLLATERAL:To secure Buyers obligations under this agreement Buyer grants DVS a security interest in the equipment installed by DVS and DVS is
authorized to file a financing statement.
20. FULL AGREEMENT/SEVERABILITY: This agreement(together with all exhibits,documents,and/or instruments attached hereto)constitutes the full and complete agreement and
understanding between the parties hereto and shall supersede and control any and all prior written and/or oral representations, understandings, and/or agreements conceming the
subject matter of this agreement. This agreement may not be amended,modified,or cancelled unless done so in writing,except that in the event DVS issues a UL certificate to Buyer,
DVS will comply with Underwriters Laboratory Inc.or any local law requirements regarding items of protection provided for in this agreement.This contract shall be governed by the laws
of the State of California. Any amendment or modification of this agreement must be signed by both parties hereto. Any cancellation of this agreement must be signed by the party
cancelling the agreement. Should any provision of this agreement be deemed void or unenforceable,all other provisions will remain in full force and effect.
21. DELINQUENCY; RECONNECT CHARGES; INTEREST: In the event any payment due hereunder is more than ten(10)days delinquent, Company may impose and collect a
delinquency charge of 1.5%per month(18%per annum)of the amount of the delinquency.If the alarm system is deactivated because of Subscribers past due balance,and if Subscriber
desires to have system reactivated,Subscriber agrees to pay in advance to Company a reconnect charge to be fixed by Company in a reasonable amount.
22.CHANGE IN OWNERSHIP OF SUBSCRIBER'S PREMISES: Subscriber acknowledges that the sale or transfer of Subscriber's premises shall not relieve Subscriber of his duties
and obligations under this agreement.Subscriber may not assign or permit anyone to take subject to this Agreement without the written consent of Company.
REV 11/2022