These Terms & Conditions and monitoring policy shall be deemed to have been accepted by sending this form.
Terms and Conditions: 1. Recital Remotewatch Monitoring is providing Security Surveillance throughout the UK & Europe and has agreed to provide to the Subscriber the services of a Centralised Managed Surveillance Station on the terms and subject to the conditions set out hereinafter. In this Agreement the following expressions (unless the context otherwise admits) shall have the meanings set out against them. 2. Definitions 2.1 ACTIVE MONITORING ASSISTANCE shall mean a service provided by Remotewatch Monitoring’s controllers actively viewing a Site at prearranged intervals (rather than responding to automatic alarms) and, in the period prior to the Surveillance Commencement Date, assistance in preparing the Subscribers Equipment for the commencement of Security Surveillance itself. 2.2 AGREED SITE PROCEDURES shall mean the detailed procedures to be agreed prior to the Surveillance Commencement Date between the Subscriber and Remotewatch Monitoring, as amended from time to time by agreement of Remotewatch Monitoring and the Subscriber. 2.3 ALARM RECEIVING CENTRE shall mean the CCTV reception centre using video receiving equipment and video monitors operated by or on behalf of Remotewatch Monitoring for the purpose of receiving and managing activated video images transmitted from the Site. 2.4 CCTV shall mean a closed circuit television system comprising monitors, recorders and associated installation equipment and material. 2.5 COMMENCEMENT DATE shall mean the date of this Agreement and SURVEILLANCE COMMENCEMENT DATE shall mean the date on which notice is served by Remotewatch Monitoring on the subscriber confirming that Remotewatch Monitoring is satisfied with the CCTV images transmitted by the Subscriber’s Equipment to the Alarm Receiving Centre. 2.6 CONFIRMED EVENT shall mean an incident where a video image is received by Remotewatch Monitoring to believe the alarm has been activated by the unauthorised presence of human beings. 2.7 EMERGENCY SERVICES shall mean the police and where appropriate the fire and ambulance services. 2.8 INSTALLER shall mean the installation company (whether or not approved by Remotewatch Monitoring) appointed by the Subscriber to install and maintain the Subscriber’s Equipment. 2.9 KEY HOLDER shall mean the Subscriber’s nominated representative(s). 2.10 MINIMUM PERIOD shall mean the period which is the greater of twelve months and any period identified as such overleaf on the front page of this Agreement, such period to commence on the Surveillance Commencement Date. 2.11 SECURITY SURVIELLANCE shall mean a service provided by Remotewatch Monitoring through means of Alarm Receiving Centres for the internal and/or external surveillance of premises for security purposes through the use of transmission equipment for remote visual monitoring. 2.12 SITES shall mean each of the premises of the Subscribers specified in this Agreement. 2.13 SUBSCRIBER’S EQUIPMENT shall mean all equipment installed at the Site used for the purpose of alarm and video image transmission to the Alarm Receiving Centre. 2.14 TERMS shall mean the period from the Commencement Date until this Agreement is determined in accordance with the provisions set out below. 3. Commencement 3.1 This Agreement shall commence on the Commencement Date. Subject to prior termination as provided in this Agreement, Security Surveillance shall begin on the Surveillance Commencement Date and shall continue for the Minimum Period and thereafter until terminated in accordance with the following: a) Agreement for monthly monitoring Notice of 1 (one) months given in writing given by either party to the other or prior to the renewal of the commencement date. b) Agreement for quarterly monitoring Notice of 3 (three) months given in writing given by either party to the other or prior to the renewal of the commencement date. c) Agreement for annual monitoring Notice of 3 (three) months given in writing given by either party to the other or prior to the renewal of the commencement date. Should notice fail to be given in accordance with clause 3. (3.1) c. above, the agreement will renew and the will continue for a further 12 months. At the end of the period the notice served in accordance with the requirements of clause 3. (3.1) c will continue to apply. 3.2 Having executed this Agreement with Remotewatch Monitoring the Subscriber shall use its reasonable endeavours to progress the installation of necessary Subscriber’s Equipment and shall not enter into any arrangement with any other provider of remote visual monitoring services for the provision of remote visual monitoring services for the Site prior to the expiry of the Minimum Period or the earlier terminations of this Agreement in accordance with clause 8. 3.3 Where required Remotewatch Monitoring can assist the Subscriber with obtaining installation and maintenance quotations through a list of installers. Remotewatch Monitoring will at its discretion inspect the completed installation in order to compare it against established codes of practice and where necessary liaise with the installed on the connection of the Sites to the Alarm Receiving Centre but will have no responsibility to the Subscriber for any act or omission of the installer. 3.4 Remotewatch Monitoring may agree to provide Active Monitoring Assistance to the Subscriber (either prior to the Surveillance Commencement Date or subsequent to such date but at a time when the Site’s alarm system is not functioning properly so as to transmit video images to Remotewatch Monitoring automatically) at Remotewatch Monitoring’s normal rate or, if more work than agreed in the contract letter, at a rate to be agreed. If Remotewatch Monitoring does so agree, the Subscriber acknowledges that the Active Monitoring Assistance is provided without accepting the responsibility on Remotewatch Monitoring’s part referred to in clause 6.1. 4. Surveillance 4.1 Remotewatch Monitoring shall, with reasonable care, provide to the Subscriber, with effect only from the Surveillance Commencement Date and for the duration of this Agreement, Security Surveillance through one of a network of Alarm Receiving Centres. 4.2 The Security Surveillance shall cover the periods of time and actions as are set out in the Agreed Site Procedures and will comply with the operating procedures laid down by Remotewatch Monitoring. 4.3 Remotewatch Monitoring will maintain records of all Confirmed Events for a minimum period of 6 (six) months after the event to which they refer. 4.4 Remotewatch Monitoring will make available a copy of any records kept pursuant to clause 4.3 that may be required for prosecution subject to the current requirements of the Data Protection Act. 4.5 Remotewatch Monitoring shall use its best endeavours to notify the Subscriber and the installer of any problems experienced at the Alarm Receiving Centre in receiving clear quality video images that are transmitted from the sites. 4.6 Should any site experience a high alarm activation rate (as determined by the Alarm Receiving Centre) Remotewatch Monitoring will request an investigation and report on the cause of such activation. Where a high activation is found to be caused by faulty or misused equipment, poor installation, Subscriber neglect or carelessness or alterations to the Site, Remotewatch Monitoring will require rectifications of the position to re-establish normal operation of the Security Surveillance. Where normal operation of the Security Surveillance cannot be re-established to the satisfaction of Remotewatch Monitoring with 48 hours of notification to the Subscriber, Remotewatch Monitoring reserves the right to withdraw Security Surveillance at the Site without further notice until all faults have been rectified to the satisfaction of Remotewatch Monitoring. Where high activations rates continue without rectification, Remotewatch Monitoring will not be able to carry out its duties in respect of this agreement until such a time as said high activations are resolved to Remotewatch Monitoring's satisfaction. The Subscriber shall continue to pay the agreed Monitoring Charge during the temporary withdrawal of Security Surveillance by Remotewatch Monitoring under the provisions of the clause. 4.7 Remotewatch Monitoring will invoice the agreed charges to the Subscriber annually, quarterly or monthly in advance. Any Supplementary Charges will be invoices monthly with full details relating to the Supplementary Charges provided. 4.8 Remotewatch Monitoring will at all times comply with the Data Protection Act 1998 and the EU General Data Protection Regulations(GDPR) when obtaining and processing the Subscriber’s data. . 5. Charges 5.1 The Subscriber shall be responsible for the payment of all amounts charged by the installer for the installation and maintenance of the Subscriber’s Equipment. 5.2 The Subscriber shall ensure that the required public telecommunications terminal equipment is located adjacent to its surveillance transmission equipment, the location of which will be determined by the installer in consultation with the Subscriber. 5.3 The Subscriber shall notify Remotewatch Monitoring (in writing) forthwith of any alterations or additions to the Subscriber’s security system surveillance equipment, Site or working practices. 5.4 The Subscriber shall ensure that the Subscriber’s equipment and any interlocked security system is maintained in operational order in accordance with the manufacturer’s instructions and prevailing British Standards and be able to provide evidence of this to Remotewatch Monitoring as an when required. 5.5 The Subscriber shall not nor shall it permit any person other than the installer to repair, replace or in any way interfere with the Subscriber’s Equipment or any associated equipment interlocks and communications links. 5.6 The Subscriber shall pay to Remotewatch Monitoring the charges set out in the Agreement as varied from time to time. Special services may be offered to the Subscriber at prices to be agreed at that time. The Subscriber shall pay the charges to Remotewatch Monitoring within 30 (thirty) days of the date of issue of the annual, quarterly or monthly invoice referred to in clause 4.7. 5.7 Where a Subscriber's account is outside of the agreed payment terms (30 days, in advance) Remotewatch Monitoring reserves the right to withdraw (suspend) the monitoring of a Subscriber's sites until the account is brought up to date and paid in full. This refers to the Subscriber's account, not individual sites (regardless of if such sites have paid the Subscriber). Remotewatch Monitoring shall not be liable of any loss or damage whilst an account is suspended and monitoring has been withdrawn. 5.8 Remotewatch Monitoring reserves the right at its sole discretion to review and revise the charges and methods of calculating the charges set out in the Agreement, such revised charges to come into force with effect from any time after the first anniversary of the Surveillance Commencement Date. Remotewatch Monitoring will give four weeks prior written notice to the Subscriber of any such revision and the Subscriber may, 6. Liabilities for Loss 6.1 Remotewatch Monitoring shall be responsible for any loss or damage to the Site during the agreed monitoring period(s) or the contents therein suffered or incurred by the Subscriber if such loss or damage is caused as a result of any breach or default on the part of Remotewatch Monitoring in the discharge of its obligations under this Agreement provided that such liability shall be limited (except in the case of liability for death or personal injury caused by negligence) to the amount necessary to make good such loss or damage and shall not in any event (except in respect of death or personal injury by negligence) exceed the sum of £25,000 (for Videofied/RSI systems or systems of a similar nature, transmitting video clips without the ability of Remotewatch Monitoring operatives to connect to the cameras, this liability shall not exceed £5000) in respect of any one claim or series of claims arising out of any once incident or series of connected incidents. 6.2 Neither Remotewatch Monitoring nor its employees or agents shall be liable for any loss or damage suffered by the Subscriber arising from any malfunction in the Subscriber’s Equipment nor in the Subscriber’s telephone system or any other method of communication used to transmit signals from the Site to the Alarm Receiving Centre or other error, malfunction or equipment defect outside of the reasonable control of Remotewatch Monitoring. 6.3 Remotewatch Monitoring shall not be liable to the Subscriber for any consequential loss of damage (whether for loss of profit or otherwise), costs, expenses or other claims for consequential compensation whatsoever (and whether caused by the negligence of Remotewatch Monitoring, its employees or agents of otherwise) which may arise out of or in connection with this Agreement. 6.4 Remotewatch Monitoring shall not be liable to the Subscriber or be deemed to be in breach of the Agreement by reason of any delay in performing, or any failure to perform, any of Remotewatch Monitoring’s obligations hereunder if the delay or failure was due to any cause beyond Remotewatch Monitoring’s reasonable control. This includes high activation rates as detailed in clause 4.6 of these Terms and Conditions. 6.5 Remotewatch Monitoring shall not be liable for any loss or damage suffered by the Subscriber whatever unless and until the Subscriber’s Equipment has been connected to the Alarm Receiving Centre and is operated to the satisfaction of Remotewatch Monitoring. 6.6 In entering into this Agreement the Subscriber acknowledges that Security Surveillance is not a replacement or substitute for a primary intruder security system and therefore should be used or applied only as an additional security over and above such system. 6.7 Remotewatch Monitoring shall not be liable for any loss or damage suffered by the Subscriber whatever, nor will insurance cover be provided, where the Subscriber's account is not paid fully up to date or, where there is no prior notification and acceptance of a query of a charge. For Subscribers with multiple sites and a query has arisen with the payment of one or more (but not the whole) sites, payment must be made for all sites for which there has been no legitimate query advised to and accepted by Remotewatch Monitoring. 7. Value Added Tax 7.1 All sums payable under this Agreement unless otherwise stated are exclusive of VAT and other duties and taxes 7.2. Any VAT or other duties or taxes payable in respect of such sums shall be payable in addition to such sums. 8. Termination 8.1 Either party hereto shall have the right forthwith to terminate this Agreement by providing written notice detailed in clause 3 of this agreement to the other if: 8.1.1 a Receiver has been appointed over the whole or any part of the other party’s assets; or 8.1.2 an order is made or a resolution is passed for the winding up of the other (except if such winding up is for the purpose of amalgamation or a solvent reconstruction and in such manner that company resulting from such amalgamation or reconstruction shall (if a different legal entity) agree to be bound by and assume the terms and conditions hereof; or 8.1.3 that other party shall commit any breach of this Agreement and shall fail to remedy such breach within 15 (fifteen) days after written notice thereof from the other party specifying the nature of the breach. 8.2 Remotewatch Monitoring shall have the right to terminate this Agreement forthwith if any money payable by the Subscriber under this Agreement is in arrears for 30 days whether demanded or not. 8.3 The rights of termination herein contained shall be without prejudice to any right or remedy at of either party in respect of the breach concerned (if any) or any other breach. 9. Payment on Termination 9.1 In the event of this Agreement being determined whether by effluxion of time, notice or otherwise, Remotewatch Monitoring shall cease immediately to provide Security Surveillance to the Subscriber and the Subscriber shall immediately pay to Remotewatch Monitoring: 9.1.1 all arrears of charges due under this Agreement: and if the Agreement is terminated before or after the anniversary of the Surveillance Commencement Date, the annual monitoring charge for the period from the date of termination to the anniversary. 10. Capacity Each of the parties warrants its power to enter into this Agreement and has obtained all necessary approvals to do so. 11. Illegally If any provision of this Agreement is declared by any judicial or other competent authority to be void, voidable, illegal or otherwise unenforceable or indications to that effect are received by either of the parties from any competent authority the parties shall amend that provision in such reasonable manner as achieves the intention of the parties without illegality or at the discretion of Remotewatch Monitoring it may be severed from this Agreement and the remaining provisions of this Agreement shall remain in full force and effect unless Remotewatch Monitoring in its discretion decides that the effect of such declaration is to defeat the original intention of the parties in which event Remotewatch Monitoring shall be entitled to terminate this Agreement by 30 days’ notice to the Subscriber and the provision of clause 9 shall apply accordingly. 12. Nature of Agreement 12.1 Each party acknowledges that this Agreement contains the whole Agreement between the two parties and that it has not relied upon any oral or written representation made to it by the other or its employees or agents and has made its own independent investigation into all matters relevant to it. 12.2 This Agreement supersedes any prior Agreement between the parties whether written or oral and any such prior Agreement are cancelled as at the Commencement Date without prejudice to any rights which have already accrued to either of the parties. 12.3 All terms and conditions implied by statute or otherwise are hereby excluded. 13 Notices 13.1 Each of the parties shall give notice to the other of any changes of any address or telephone fax or similar number at the earliest opportunity but in any event within 48 hours of such change. 13.2 Any notice to be served on either of the parties by the other shall be sent by prepaid recorded delivery or registered post to the address of the relevant party shown on the first page of this Agreement or to such other address as may from time to time be notified in writing by the parties concerned or by facsimile transmission or by electronic mail and shall be deemed to have been received by the addressee at the expiry of 72 hours from the time of posting or 24 hours if sent by facsimile or by electronic mail to the correct facsimile number or electronic mail number of the addresses (with correct answer back). 14 Miscellaneous 14.1 Heading contained in this Agreement are for reference purposes only and shall not be incorporated into this Agreement and shall not be deemed to be any indication of the meaning of the clauses to which they relate. 14.2 This Agreement and all rights under it may be assigned or transferred by Remotewatch Monitoring. 14.3 Remotewatch Monitoring shall be entitles to perform any or all of its obligations through a third party provided always that any act or omission of any such third party shall for the purposes of this Agreement be deemed to be the act or omission of Remotewatch Monitoring. 14.4 This Agreement shall be governed by English law in every particular including formation and interpretation and shall be deemed to have been made in England. The parties submit to the non-exclusive jurisdiction of the English courts. 14.5 All rights granted to either of the parties shall be cumulative and no exercise by either of the parties of any right under this Agreement shall restrict or prejudice the exercise of any other right granted by this Agreement or otherwise available to it. 14.6 No term shall survive expiry or termination of this Agreement unless expressly provide. 14.7 Failure by either party to enforce at any time or for any period any one or more of the terms of the Agreement shall not be a waiver of them or of the right at any time subsequently to enforce all terms and conditions of this Agreement. 14.8 The Subscriber shall not assign or subcontract this Agreement or any of its rights under this Agreement without the consent in writing of Remotewatch Monitoring. 14.9 These Terms & Conditions shall be deemed to have been accepted by the subscriber upon the connection, acceptance, service provision and invoicing of the service by Remotewatch Monitoring to the Subscriber, unless Remotewatch Monitoring has been notified otherwise by the Subscriber within 7 days of the commencement of the Minimum Period