SURVEILLANCE SYSTEM RENTAL TERMS AND CONDITIONS
“Commencement Date” means the date of delivery of any Rapid Deployment Surveillance System by VIKING FENCE to the Job Site.
“RDSS” means the Rapid Deployment Surveillance System and its associated equipment and services.
“Job Site” means the particular locations where the Customer has advised VIKING FENCE the RDSS is to be delivered and installed.
“Customer” means any person, company, partnership or corporation that rents an RDSS from VIKING FENCE and included, where appropriate, any person who is actually or apparently authorized by the Customer to act on its behalf.
“Agreement” means an agreement between VIKING FENCE and a CUSTOMER for the rental of an RDSS.
“Order” means an Order placed by the Customer with VIKING FENCE for the rental of an RDSS.
“Viking Fence” means VIKING FENCE Co., LTD and includes, where appropriate, its employees and authorized agents.
- RDSS PRODUCTS
- Unless otherwise agreed by the parties, Viking Fence does not warrant that any RDSS is new or unused or will be unaffected by the conditions (including weather and ground conditions) of the Job Site.
- The Customer must use the RDSS at all times in a safe and prudent workmanlike manner, in accordance to all applicable laws, by-laws, regulations and statutes.
- No alterations or modifications are to be performed to the RDSS without Viking Fence’s prior written consent.
- The Customer may not transfer, sell, mortgage or otherwise convey any legal interest in the RDSS.
- The Customer must not alter, move, install or uninstall the RDSS, without Viking Fence’s prior written consent.RDSS PRODUCTS
- All RDSS products remain the property of Viking Fence.
- DELIVERY AND INSTALLATION
- Upon receipt of an ORDER and a notice to proceed with installation, Viking Fence will install the RDSS at a Job Site in accordance with the terms of the Agreement.
- Viking Fence will not be liable for a delay or failure to deliver and or install the RDSS at the Job Site, if the delay arises as a result of a circumstance beyond the control of Viking Fence. Notwithstanding late delivery, the Customer must accept and pay for the RDSS in accordance with the terms of the Agreement.
- The Customer hereby assumes full responsibility for selecting the location and sight lines of the RDSS. The Customer also agrees to defend and hold harmless and indemnify Viking Fence from and against all claims, liabilities, and expense for injury, death, or damage to person or property, trespass, and all other damage or loss arising out of the installation or location of the RDSS.
- The Customer shall have a representative on site to direct the RDSS installation location. If a Customer representative is not available verbal directions or a plan of the site with the RDSS location shall be made available to Viking Fence. All underground services of the RDSS shall be marked on site with marker paint, and a plan provided to Viking Fence. If a Customer representative cannot be present upon the completion of the RDSS installation/delivery, the Customer agrees to accept the quantity and condition of the RDSS installed/delivered by VIKING FENCE.
- Customer is responsible for obtaining all necessary permits unless noted in the Agreement.
- Viking Fence will not be responsible for damage to sod, landscaping, trees, shrubs, asphalt or concrete that is damaged during the RDSS installation.DELIVERY AND INSTALLATION
- Customer is to provide all traffic control unless noted in the Agreement.
The term of the Agreement will commence on the Commencement Date and terminate at the expiration of Agreement term. Customer agrees to notify Viking Fence to schedule removal of any RDSS before the expiration date. In the event that Viking Fence is not notified by Customer before the end of rental period, to remove any RDSS, the rental will automatically renew at Viking Fence’s standard monthly rental rate, billed monthly in advance.
- PRICING AND PAYMENT CONDITIONS
- Customer will be charged and invoiced by Viking Fence from the Commencement Date. Viking Fence will not refund Agreement charges for early return of any RDSS.
- The Agreement includes one installation/delivery to the Job Site and one removal of the RDSS from the Job Site. RDSS are to be measured/counted on completion and billed accordingly.
- Agreement charges for the Rental Fence System for the full term of the Agreement are due and payable immediately upon receipt of invoice unless noted in the Agreement.
- Customer shall pay amounts due, without any offsets (including retainage), in full at the time of the rental unless Viking Fence approves Customer’s executed credit application. Customer must notify Viking Fence in writing of any disputed amounts, including credit card charges, within 15 days after the receipt of the invoice or Customer shall be deemed to have irrevocably waived its right to dispute such amounts. At Viking Fence’s discretion, any credit account with a delinquent balance may be placed on a cash, hold or no-service basis, deposits may be required and the RDSS may be picked up without notice. Customer agrees that a service charge equal to the lesser of 1.5% per month or the maximum rate permitted by Texas state law shall be assessed on all delinquent accounts, until all balances are paid in full. Customer agrees that if a credit card is presented to pay for charges or to guarantee payment, Customer authorizes Viking Fence to charge their credit card all amounts due per the Agreement and charges subsequently incurred by Customer, including but not limited to, loss of or damage to the RDSS and extension of the rental period.
- Automatic Renewal. Customer agrees to notify Viking Fence to schedule removal of RDSS. If Viking Fence is not notified by Customer before the end of rental period, the rental will automatically renew at Viking Fence’s standard monthly or 28-day rental rate.
- Data Plan Fee. For Rental Equipment, unless your Lease expressly includes the cost of the Data Plan, such cost will be separately invoiced as a Data Plan Fee for Rental Equipment at the same time we invoice for the Lease during the Data Plan Period. For Purchased Equipment, we will invoice you for the Data Plan Fee at the time or times stated in the Proposal. If you exceed the Data Plan usage allowance, you will be charged at $50.00 for every 5 GB over the allowance. If the Data Plan Fee is in arrears we may suspend provision of the Data without affecting your obligation to pay the Data Plan Fee for the entire Data Plan Period. We may increase the Data Plan Fee by the percentage of increase imposed upon us by the network provider. Any such increase will take effect 30 days after we notify you of the change. We will invoice you for the increase in the Data Plan Fee from the effective date of such increase to the end of the Data Plan Period.
- REMOVAL OF RDSS PRODUCTS
Customer shall notify Viking Fence that a RDSS is ready to be picked up. Customer is responsible for contacting Viking Fence to schedule pick up, otherwise Customer will automatically be invoiced for additional rent at standard monthly rate. The RDSS shall be returned to Viking Fence in the same condition it was received, less Ordinary Wear and Tear. The Rental Period and this Agreement shall not terminate until Viking Fence has had an opportunity to confirm that the material is being returned in the condition required herein. The Customer agrees to have a representative on site to confirm the quantity of materials removed and to confirm any and all damaged and/or lost material. If a Customer representative cannot be present during the RDSS removal, the Customer agrees to accept the quantity and condition of the RDSS materials documented and removed by Viking Fence. Viking Fence agrees to send confirmation of removed and damaged/lost material to Customer.
- INDEMNITIES AND LIMITATION OF LIABILITY
Customer agrees to fully indemnify and defend Viking Fence (including its agents and employees) against all costs, claims, lawsuits, litigation fees, expenses, judgements, and arbitral costs or awards arising from or related to any RDSS, damage to any underground lines or pipes, and all property damage (collectively, the “Indemnities”). Customer agrees that Viking Fence’s liability to Customer, whether under contract, tort, or public law shall never exceed the total sums paid to Viking Fence under this Agreement, and Customer waives all consequential, statutory additional, and indirect damage claims, and all claims for lost profits. Exclusive venue for any disputes between the parties shall be exclusively in Travis County, Texas. THE PARTIES WAIVE RIGHT TO TRIAL BY JURY.
- CUSTOMER DEFAULT
Customer shall be in default if Customer fails to pay sums when due or breaches any provision of this Agreement. Viking Fence shall have, in addition to all rights in remedies at law or in equity, the right to repossess the RDSS without judicial process or prior notice. For purposes of Texas Property Code Liens, our RDSS are deemed to be provided on a monthly basis, and because our RDSS comprise goods and services used in the improvement of real property, Viking Fence may, during any month of the rental term, file a lien for all accrued but unpaid charges.
- MEGER AND INTEGRATION OF DOCUMENTS
This Agreement supersedes all prior oral and written agreements between the parties, all of which are merged into this Agreement. Modifications and amendments to this agreement, including any exhibit or appendix, shall be enforceable only if they are in writing and are signed by authorized representatives of both parties.
- FORCE MAJEURE
We will not be liable to you for any failure or delay by us or for the consequences of any failure or delay in performance of the Agreement if it is due to any event beyond our reasonable control including acts of God, war, labor strikes or industrial disputes, protests, fire, flood, storm, tempest, epidemic, explosion, an act of terrorism, acts of or authorized by government, inability to obtain materials or components and national emergencies or any supervening illegality.
- DISCLAIMER OF WARRANTY
THE EQUIPMENT AND SERVICES ARE PROVIDED “AS IS” WITHOUT WARRANTY, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY WARRANTIES OF ACCURACY, TIMELINESS, COMPLETENESS, MERCHANTABILITY, NON-INFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSE (EVEN IF THAT PURPOSE IS KNOWN TO VIKING FENCE), OR ARISING FROM COURSE OF DEALING, USAGE OR TRADE PRACTICE. VIKING FENCE DISCLAIMS ANY AND ALL LIABILITY TO ANY PERSON OR ENTITY FOR THE PROPER PERFORMANCE OF THE EQUIPMENT OR SERVICE. VIKING FENCE DOES NOT REPRESENT OR WARRANT THAT THE SERVICES ARE COMPLETE OR FREE FROM ERROR OR WILL BE AVAILABLE 24 HOURS PER DAY, SEVEN DAYS PER WEEK, AND DOES NOT ASSUME, AND EXPRESSLY DISCLAIMS, ANY LIABILITY TO ANY PERSON OR ENTITY FOR ANY LOSS, INJURY, OR DAMAGE CAUSED BY ERRORS OR OMISSIONS IN THE EQUIPMENT OR SERVICES, WHETHER SUCH ERRORS OR OMISSIONS RESULT FROM NEGLIGENCE, ACCIDENT, OR OTHER CAUSE. VIKING FENCE MAKES NO REPRESENTATIONS OR WARRANTIES ABOUT THE LEGALITY OR PROPRIETY OF THE USE OF THE SERVICES IN ANY GEOGRAPHIC AREA. IN NO EVENT WILL VIKING FENCE HAVE ANY LIABILITY FOR EVENTS OR CAUSES BEYOND ITS REASONABLE CONTROL. VIKING FENCE DOES NOT GIVE ANY WARRANTY, GUARANTY OR OTHER UNDERTAKING THAT THE PROVISION OF ANY SERVICE OR EQUIPMENT UNDER THE CONTRACT WILL AVERT, PREVENT OR PROTECT AGAINST OCCURRENCES OF WHICH THE EQUIPMENT AND/OR SERVICES ARE INTENDED TO RECORD OR GIVE WARNING.
- LIMITATION OF LIABILITY
VIKING FENCE’S TOTAL LIABILITY AND YOUR EXCLUSIVE REMEDY UNDER THIS CONTRACT, WHETHER BASED ON NEGLIGENCE, BREACH OF WARRANTY, STRICT LIABILITY, TORT, CONTRACT, OR OTHERWISE, IS LIMITED TO DIRECT MONEY DAMAGES NOT EXCEEDING THE LESSER OF THE CHARGES PAID BY YOU TO VIKING FENCE DURING THE NINETY (90) DAYS IMMEDIATELY PRECEDING SUCH CLAIM OR FIVE THOUSAND DOLLARS ($5,000). THIS LIMIT IS CUMULATIVE AND ALL PAYMENTS UNDER THIS CONTRACT ARE AGGREGATED TO CALCULATE SATISFACTION OF THE LIMIT. THE EXISTENCE OF MULTIPLE CLAIMS DOES NOT ENLARGE THE LIMIT. TO THE FULLEST EXTENT PERMITTED BY RELATED LAW, IN NO EVENT SHALL VIKING FENCE, OR ANY PROVIDER OF SERVICE USED BY YOU, BE LIABLE FOR ANY INCIDENTAL, CONSEQUENTIAL, INDIRECT, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES, LOST PROFITS OR REVENUE, OR LOST OR DAMAGED DATA, WHETHER ARISING IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EVEN IF VIKING FENCE IS AWARE OF THE POSSIBILITY OF SUCH LOSS OR DAMAGES.
- INDEMNIFICATION BY CUSTOMER
You shall indemnify, defend, and hold Viking Fence and its affiliates harmless from and against all claims, losses, liabilities, damages, costs and expenses (including, without limitation, reasonable attorneys’ fees) arising from a claim, suit or proceeding brought against Viking Fence by a third party arising out of or related to (1) the removal, handling, use, disposition, possession, transportation or conveyance of the RDSS equipment by you or your permitted users or (2) your misrepresentation or breach of this Contract.
- MONITORING PROVISIONS
Alert an alarm from the Monitored Equipment outside the Site Working Hours during the Monitoring Period; Commencement Date the date specified in the Agreement as the Commencement Date; Off Lease Date the date on which the RDSS is decommissioned at the Delivery address; Keyholder(s) the person or persons notified to us from time to time in accordance with these Conditions as the keyholder(s) for the Site; Minimum Monitoring Period the period specified in the Agreement as the minimum monitoring period; Monitoring Period the period between the Commencement Date and the Off Lease Date Monitored Equipment the Standard Packages and Ancillary Items specified in the Proposal including any replacement equipment we supply in accordance with the terms of the Agreement; Monitoring Fee the fee specified in the Proposal as the monitoring fee together with any charges made by the police, fire or other authority to us in connection with the provision to you of the Monitoring Service; Site Working Hours the working hours for the site specified in the Agreement Site the delivery address specified on the Acceptance Form.
B. The Monitoring Service:
During the Monitoring Period we will provide the Monitoring Service using the Monitored Equipment to monitor the Site in accordance with these Conditions.
The Monitoring Service depends on the functionality of the Monitored Equipment and we shall be under no liability for:
(a) any defaults or errors caused by faults in the Monitored Equipment or communications from the Monitored Equipment to us; or
(b) any failure by the Monitored Equipment to provide an Alert.
You agree that we are not an insurer and no insurance coverage is offered. The solution we provide is designed to reduce certain risks of loss, though we cannot guarantee that no loss will occur. We and our sub-contractors are not assuming liability for any loss, data corruption, inability to retrieve data, personal injury or property damage sustained by you as a result of intrusion, burglary, theft, hold up, fire, smoke or any other cause whatsoever.
C. Monitoring Period:
The Monitoring Period is the period from the Commencement Date until the expiration of at least 14 days’ written notice of termination given by you or by us to the other and terminating on the last day of the Minimum Monitoring Period or any later date.
If you commit a material breach of the Contract, such as, but not limited to, using the Monitored Equipment in an improper manner and in contravention of the instructions, then we shall be entitled to terminate the Monitoring Period forthwith by written notice from us to you.
D. Monitoring Fees:
The cost of the Monitoring Service shall be the Monitoring Fee (unless expressly stated in the Proposal that the cost of the Monitoring Service is included in the Lease for the Rented Equipment).
We will invoice you for the Monitoring Fee at the beginning of the Monitoring Period and in advance in four weekly increments thereafter during the Monitoring Period. You will pay the Monitoring Fee for the Monitoring Service from the Commencement Date until the end of the Monitoring Period. If the Monitoring Fee is in arrears we may suspend the provision of the Monitoring Service until the arrears are cleared without affecting your obligation to pay the Monitoring Fee for the whole of the Monitoring Period.
E. Your Obligations:
You must notify us promptly of: any change in the use of any part of the Site; any change to the Keyholders or their contact details; and any changes to Site Working Hours. You must carry out any necessary maintenance or remedial works to the area in which the Monitored Equipment is located to ensure the functionality of the Monitored Equipment and prevent unnecessary false alarms.
You must ensure you obtain and maintain any permit required by any applicable law and furnish us with the permit number. We shall have no obligation to notify the emergency services if you do not supply us with the permit number for the video being monitored.
F. Our Obligations:
We and you agree that our monitoring service obligation under this Contract shall be to monitor signals received from the Monitored Equipment. Upon receipt of a signal from the Monitored Equipment, we shall make every reasonable effort to transmit notification of the incident promptly to the police, fire or other authorities and the persons whose names and telephone numbers are provided to us. No more than one call to the provided contact list shall be required and any form of notification provided for herein, including leaving a message on an answering machine, shall be deemed reasonable compliance with our obligations. We do not notify police, fire or responding personnel in the event that emergency personnel is not required to be dispatched. Under no circumstances are we or our sub-contractors responsible for signals which do not reach us due to any reason whatsoever. We may deactivate part or all of the Monitored Equipment causing false alarms and notify you that part or all of the Monitored Equipment will remain deactivated until the necessary maintenance has been carried out. We will not be liable for any loss occurring while part or all of the Monitored Equipment is deactivated for maintenance.
We will not be required to render service to the you if the failure to render such service is due to power failure or interruption malfunctions of telephone lines, telephone equipment or communication networks or an event of Force Majeure as described in Condition 4, above or any other causes beyond the control of us or non-payment by you.
- GENERAL PROVISIONS
Any provision of this Agreement found to be unenforceable shall be deemed severed from the Agreement without affecting the remainder. There shall be no waivers by conduct or oral statements—all waivers must be in writing. All disputes shall be governed by Texas law and the exclusive venue for legal proceedings shall be Travis County, Texas. This Agreement may not be assigned without written consent from Viking Fence. You must not copy, distribute, transmit, transcribe, translate, adapt, vary, modify, disassemble, decompile or reverse engineer any software incorporated in the RDSS.