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HomeMy WebLinkAboutPK06-075 - Extension - #1 - Honeywell Security Monitoring - RiverBend Golf Course CCTV System - 08/11/2006 Records Maxx-,� gemen'% KENT -= Document WASHINGTON e CONTRACT COVER SHEET This is to be completed by the Contract Manager prior to submission to City Clerks Office. All portions are to be completed, if you have questions, please contact City Clerks Office. Vendor Name: (l/� � .f`d[ Vendor Number: JD Edwards Number Contract Number: P��'°- © 71' This is assigned by Deputy City Clerk r n Description:�� ��� 6. 2, Detail: Project Name: Contract Effective Date: Termination Date: Contract Renewal Notice (Days): Number of days required notice for termination or renewal or amendment C J� Contract Manager:i��!!,�, � Department: Abstract: a S Public\RecordsManagement\Forms\ContractCover\ADCL7832 07/02 HSM Security Order Form This Order Form is governed by the End User License Agreement originally signed by the parties ac identified below. This Order Form may be used for upgrades or etpansions to the original software for the same site undei the original End Uker License Agreement Type of Order: _New _X_Expansion: Current Version: R160.2 Current System Number:_47651 Upgrade: Current Version: Current System Number. Re. Software License Agreement Designated Installation Job Number Date 8-11-06 Customer Name and Address HSM Branch Name and Address WA03 722 CITY OF KENT HSM ELECTRONIC PROTECTION SERVICES 220 4TH AVE S. 2700 RICHARDS RD SUiTE 202 KENT,WA 98032 BELLEVUE,WA 98005 The undersigned parties have read and agreed to the terms and conditions set forth in the End User License Agreement and the Order Form. /y^)E orized and Au ed ce by AUTHORIZED HW Secuni SIGNAI URE ft10RIZLDC STOMER SILT ATURE Name la fj "-A ,4.) 40ti.d'6.g J0.t"ir j-✓ rName Piq-'(- xiu"J n/ Title: S/lzs- /tTitle. TeCI, GS 1.ifG-/2 Date j 1 V47 i,Date QTY PART NUMBER SOFFWARE EBI CORE SOb'PWARE Note:All Base software indudes Core software,Two Operator Station Licenses,Display Builder,Quick Builder,One Interface of HSS-CDDOC-300 your choice,Point Control Scheduler,Extended Event Aichivmg, Advanced Alarm Management,Fast History Collection,and ODBC Drier HSS-MSSQL Microsoft SQL 2000 will be included for FBI Database -If not selected MSDE is shipped MSSQL is required if system exceeds 9 workstations,requires Redundancy,DSA,or Asset Locator HSS-DB0012-0002 FBI 12 reader 1250 point license HSS-DB0024-0005 EBf 24 reader 1500 point license HSS-DB0024-0005R EBI 24 reader/500 point license+Redundancy HSS-DB0036-001 O EBI 36 reader/1000 point license HSS-DB0036-OOI OR EBI 36 reader/1000 point license+Redundancy HSS-DB0048-0020 EBI 48 reader/2000 point license HSS-DB0048.002OR EBI 48 reader/2000 point license+Redundancy HSS-DB0064-0035 EBI 64 reader/3500 point license HSS-DBOO64-0035R EBI 64 reader/3500 point license+Redundancy HSS-DBOO84-0050 EBI 84 reader/5000 point license HSS-DBOO84-005OR EBI 84 reader/5000 point license+Redundancy HSS-DBO128-0075 EBI 128 reader 17500 point license HSS-DBO128-0075R EBI 128 reader/7500 point license+Redundancy HSS-DB0256-0100 EBI 256 reader/10000 point license HSM Security End User License Agreement(011705) HSM Security End User License Agreement Honeywell Security Supervisor and Honeywell Digital Video Manager _New _X_Expansion: Current Version: R160.2 Current System Number: 47651 Upgrade: Current Version: Current System Number: Date 8-II-06 Customer Name and Address HSM Branch Name and Address WA03 722 CITY OF KENT HSM ELECTRONIC PROTECTECTION SERVICES 220 4TH AVE S 2700 RICHARDS ROAD SUITE 202 KENT WA 98032 BELLEVUE,WA 98005 Re. Software License Agreement Designated Installation Job Number This agreement governs Customer's(also referred to as"LICENSEE")use of Honeywell International Inc ("Honeywell")software provided to Licensee by the distributor SecurityCo Inc,d/b/a HSM Security(also referred to as"Distributor") Distributor does not own the software but has the right from I Ioneywell to distribute the software listed on the attached Order Form in accordance with the attached standard terns and conditions,which form a part of this Agreement The undersigned parties have read and agreed to the terms and conditions set forth in the standard terms and conditions and the Order Form attached hereto /� onzed an ce ted Authorize an y AlUr19�IZED SccuriyCol Inc SIGITATL7IRRE AUIHORIZFD CUSTOMFR SIGNATURE Name. 14L �,Ad.S lei L(d'A.?eI.SU�✓ 7 Name 71-Vr/` ! i✓^✓ Title r Title• re $VL—S 6 Date Date- VA 1A6 HSM Security End User License Agreement(011705) Standard Terms and Conditions 1. LICENSE I I License sublect to the terms and conditions of this Aareement I.IC'1 Ns[1-is granud and I R'LNSFl-accepts a nonexclusive nontransferable, perpetual license to use Software solely fin LICENSEE s own internal purposes in accordance with the I icemed Use 1.2 Restrictions I.IC FNSFf.sha)I not deuvnpde disassemble or otherwise reverse engineer,copy,create derivative works modify,or otherwise use the Software except as expressly authorized in this Agreement Unless othcmiw espre sly author iced in wrung,the Software may only be used on a single computcr at the designated location and may not be used concurrently on two(2)or more computcr or um a kcal area network or othei network 13 CopieS LICLNSLE may make only two(2)copies(or the number of copies allowed under applicable law)of the Software in non-printed,machme- readable form,to be used solely for archival or backup purposes("Archival Copies') LICENSEE shall include all copyright and trade secret notices and serial numbers on the Archival Copies,which shall be owned solely by HONEYWELL or its third-party suppliers 1.4 Transfer of Software LICLNSLE shall not sell,transfer,publish,display,disclose,or make the software or any copies available to others 1.5 Owneridin This Agreement does not represent a sale,the Software is licensed not sold LICENSEE acknowledges and agrees that the Software,and all portions thereof;is solely owned by HONEYWELL and its suppliers,is the proprietary property of HONEYWELL and it suppliers,and is protected under state,federal, and international law,including but not limited to trade secret laws and copyright laws LICENSEE further acknowledges and agrees that all right,title,and interest in and to the Software,i nAudurg associated intellectual property rights are and shall remem with HONEYWELL or its suppliers,whether or not specifically recognized or perfected under the laws of thelunsdictmn in which the Software its used or licensed I his Agreement does not convey to LICENSLE an interest in or to the Software, but only a limited right of nonexclusive use revocable in accordance witli the lemts of this Agreement Except as expressly permitted by this Agreement,LICENSEE shall not assign,sublicense,transfer,pledge,grant a security interest in,sell,lease,rent,share rights,or otherwise transfer the Software or any of the personal rights licensed under this Agreement Any such attempted transfer shall immediately terminate this Agreement 1.6 Direct Beneficiary. HONEYWELL is a direct and intended benefmary of lhts Agreement and may enforce it directly against the LICENSEE 1.7 Term and Termination of License The license under this Agreement is effective on the date the Software is shipped or installed,whichever is earlier Distributor may terminate die license under this Agreement ifLICENSEE defaults under this Agreement,and does not remedy such default mflun thirty(30)days after receiving written nonce thereof,or is in bankruptcy insolvency,dissolution,or receivership proceedings Upon termination of this Agreement,LICENSEE shall immediately cease all use of Software and return or destroy,as directed,all copies of the Software,or,at Distributor's option,Distributor may repossess the Software and all copies without further notice 2.WARRANTY AND LIMITATION OF REMEDY 21 No Warranty,Liabilities or Remedies by HONEYWELL Any warranties,liability for damages and remedies,if any,are provided for by Distributor and NOT by HONEYWELL HONEYWELL makes no warranties,express,implied or statutory,regarding the software,including without]initiation the implied warranties of merchantability and fitness for a pamcular purpose HONEYWELL,shall not be liable to the LICENSEE for any loss of data,lost profits or other special,incidental,punitive,consequential,or indirect damages arising out of use of the Software 2.2 Product Support Any product support for the Software is provided to you by Distributor and is not provided by HONEYWELL 3. GOVERNMENT END USERS If the Software is acquired on behalf of the U S Government,then this article applies,and this Agreement shall supersede any conflicting contractual terms or conditions By accepting delivery of the Software,the Government hereby agrees that the Software,including any software documentation,qualify as"commercial computer software"and"commercial computer software documentation,'respectively as the terms are used in FAR 12 212 (Apr 2003)and DFARS 227 7202-1 through 227 7202-4(Oct 1998) If this Agreement fads to meet the Government's minimum needs or is mconsistent in any respect with federal procurement law,the Government agrees to return the Software,unused Consistent with FAR 12 212(Apr 2003)and DFARS 227 7202-1 through 227 7202A(Oct 1995),Government end users acquire the Software with only those rights set forth herein Further,LICENSEE shall provide notification prior to any contract to the applicable agency of the U S Government that the Software is subject to this Agreement and shall flow this Agreement to the applicable agency of the U S Government in any contract between LICENSEE-and the applicable agency of the U S Government relating to the Software 4,COMPLIANCE WITH LAWS LICENSEE shall comply with all local laws and regulations applicable to the installation,use,or import of the Software, mcluding all applicable export control laws and regulations of the United States,and any other country having jurisdiction and shall obtain all necessary export licenses in connection with any subsequent export,re-export,transfer and use of all Software licensed under this Agreement LICENSEE shall not sell,transfer, export or re-export any Software for use in activities drat involve the design,development,production,use or stockpiling of nuclear,chemical or biological weapons, or missiles,nor use the Software in any facility that engages m activities relating to such weapons or missiles 5.GENERAL 5.1 Any change to or waiver under this Agreement must be set forth in writing and signed by Distributor,waiver in one case shall not be deerned waiver in subsequent cases 5.2 For those LICENSEES implementing this Agreement pursuant to an Order,the terms and conditions of the Order shall also apply,provided,however, that notwithstanding anything to the contrary in the Order or any other documents integrated with the Order or this Agreement,the terns and conditions of this Agreement shall govern the rights to the Software supplied under this Agreement All contradictions,ambiguities and inconsistencies between the Order and this Agreement shall be resolved in favor of this Agreement 5.3 This Agreement embodies all of the terms,conditions,and understandings between the parties,and merges all prior or contemporaneous understandings, agreements,discussions,or commitments,verbal or written,with respect to the rights to the Software supplied under this Agreement Any subsequent agreement that modifies any part of this Agreement must be in writing and signed by duly authorized representatives of both Parties 6. DEFINITIONS 6.1 "Honeywell": Honeywell International Inc,a Delaware corporation 6.2 "Licensed Use" A particular use(as described in an addendum to this Agreement or in an Order implementing this Agreement)for which the LICENSEE its authorized to use the Licensed Software 63 "Software" All Software described in either an Addendum to this Agreement or an Order,including all related updates,changes or revisions 6.4 "Order" A purchase order issued by the LICENSEE implementing this Agreement and accepted by an authorized HONEYWELL employee,joint venture,original equipment manufacturer or other authorized distributor In the event I ICENSEE does not issue a Purchase Order to implement this Agreement,the term"Order"shall refer to this Software License Agreement and Order Form issued under this Agreement HSM Security End User License Agreement(011705) Honeywell Security Monitoring Installation and Service Agreement No. _ This agreement is made and entered mlu this 11 day of AUGUST 2006 between SeeurityCo,Inc,successor to Honeir Security Monitoring,located in Minneapolis,Minnesota,hereinafter referred toga"Horwywelry and CITY OF KENT RIVERBEND GOLF COMPLEX .hereinafter referred to as"Customer" 1 System and Service Honeywell agrees to install monitor and/or maintain during the term of this agreement at the premises of the Customer located at 2019 WEST MEEKER ST KENT,WA 98032 a DVM SOFTWARE&STREAMERS system as described in the attached Schedule of Service end Protection 2 Tarim,Renewal and Expiration This agreement is effective as of the execution date of this agreement and shell have an initial term of sixty(60)mandate from the date the system first becomes operative under this agmearal and thereafter shall be automatically renewed for consecutive terms for one year unless either party gives written nobce at least sixty(60)days prior to the end of such term to the other of intent to allow the agreement to expire as of Me and of the thencumenl term a. Payment and Scope(prices do not Include ary applicable state and local sales or use tax) A Payment-Customer egaes to pay Honrywee 1 $4,625 00 for the oral installation of the system a 3 upon signing of this agreement b Progress payments as follows C, s 4,625.00 upon completion of the installation,plus a telephone installation andfor connections charge of $ n $ far services per month as deslsibed in the Schedule of Service and Protection,payable O quarterly❑Seri annually or❑annually,in advance commarwing from the first(11"i day of the p ;h following the date ate system becomes operative Customer also agrees to pay Interim derg es in the amount of approximmely 1130e of the monthly charges for each day from antl including the date the system becomes operative until the first(is)of the following month Fa financed systems,an additional monthly is payable for the term of the financing agreement no Any increase by Honeywell in the basin monthly charges specified In 3 An is subject to the follovnng At anytime following the exp ration of twenty four(24)morthe of this agreement Honeywell may increase the monthly charges once a year It Honeywell increases the bast monthly charge Eyed amount greater Than nine(9)percent,millomer may terminate the agreement upon wnten notice to Honeywell within fifteen(15)days of notification of such increase e Services i Honeywell will provide services as follows O Monfunng,❑Extended Service Sam-4 p m Monday through Friday,excluding holsteys,or O Serece Plus 24 hours a day 7 days a week inducing holidays C Ownership of Equipment The equipment stall be owned by®Customer,O Honeywell a its assignee(hereinafter Honeywell-owned),O Financed System l Liquidated Damages and Hon"lt's Ltmits of LIWI11ty, A It is understood and agreed by the parties hereto that Honeywell is proodng a system andAx service desgnedto reduce the nsk of loss any,that the payments provided for herein are based solely onthevalue of the system anclar serviess as descnoed herein and are unrelated to the value of any properly located on Customers premises,that Honeywell is not imble fa lossell which may of v in cases of malfunction ur non fundmnofarlysyslemprovidedby HomywaI that Honeywell is not sable for losses which may occur in the monitoring repairing signal handing or dispatching aspects of the service even h due to Hcroywell's negligence orfailure of performance,that Honeywell is ral liable for losses resulting from failure to wens or inadequate lrain'ng that Honeywell is nolanmsurer and that insurance covering personal injury property Ides,damage to and on Customers premises must be obtained anclor maintained by Customer Customer understands Thal it is Customers duty to purchase such Insurance;eel Honeywell oftem several levels of projection and services and that the system andor semce descobsd in the Schedule of Service and Projection has been chosen by Customer after considering and balancing the levels of Protection afforded by various systems and the related costs B IT IS AGREED THAT N IS IMPRACTICAL AND EXTREM FLY DIFFICULTTO FIX ACTUAL DAMAGES WHICH MAY ARISE I N SITUATIONS WHERE T HERE MAY BE A FAILURE Or THE SYSTEM AND/OR SERVICES PROVIDED DUE TO THE UNCERTAIN VALUE OF CUSTOMERS PROPERTY OR THE PROPERTY OF OTHERS KEPT ON THE PROTECTED PREMISES WHICH MAY BE LOST STOLEN DESTROYED,DAMAGED OROTHERiMSE AFFECTED BY OCCURRENCES WHICH THE SYSTEM OR SERVICE IS DESIGNED TO DETECT OR AVERT INABILITY OF HONEYWELL TO GUARANTEE POLICE FIRE DEPARTMENT AND MEDICAL ALERT RESPONSE TIME,AND ESTABLISHING A CAUSAL CONNECTION BETWEEN THE SYSTEM OR SERMCL PROBLEMS AND CUSTOMER'S POSSIBLE LOSS THEREFORE IF ARTICLE 4A IS JUDICIALLY DETERMINED TO BE INVALID OR UNENFORCEABLE AND ANY LIABILITY IS JUDICIALLY IMPOSED ON HONEYWELL,ITS EMPLOYEES AGENTS t OR REPRESENTATIVES FOR PROPERTY DAMAGE OR PERSONAL INJURY SUCH LIABILITY SHALL BE LIMITED TO AN AMOUNT EQUAL TO THE ANNUAL SERVICE CHARGE OR$``),000, ' MICHEVERISLESS (IF THERE IS NO ANNUAL SERVICE CHARGE HONEYWELL'S LIABILITY SHALL BE LIMITED TO$50000)THIS SUM SHALL BE PAID AND RECEIVED EITHER(1)AS LIQUIDATED DAMAGES AND NOT ASA PENALTY,OR te)ASA LIMITATION OF LIABILITY APPROVED AND AGREED UPON BY THE PARTIES THE PAYMENT OF THIS AMOUNT SHALL BE HONEYWELUS SOLE AND EXCLUSIVE LIABILITY REGARDLESS OF WHETHER LOSS OR DAMAGE IS CAUSED BY THE PERFORMANCE OR NONPERFORMANCE OF OBLIGATIONS UNDER THIS CONTRACTOR BY NEGLIGENCE,ACTIVE OR OTHERWISE,OF HONEYWELL ITS EMPLOYEES AGENTS OR REPRESENTATIVES NO SUIT ORACTION SHALL BE BROUGHTAGAINST HONEYWELL l MORE THAN ONE 0)YEAR AFTER THE ACCRUAL OF THE CAUSE OF ACTION THEREOF IF CUSTOMER WISHES HONEYWELL TO INCREASE THE AMOUNT OF THE LIQUIDATED DAMAGES AS i PROVIDED ABOVE,CUSTOMER MAY OBTAIN FROM HONEYWELL AN ADDITIONAL AMOUNT OF LIQUIDATED DAMAGES BY PAYING AN ADDITIONAL MONTHLY SERVICE CHARGE TO HONEYWELL ' THIS CLAUSE WILL IN NO WAY BE INTERPRETED TO ESTABLISH HONEYWELL AS AN INSURER C SINCE THE PARTIES AGREE THAT CUSTOMER RETAINS THE SOLE RESPONSIBILITY FOR THE LIFE AND SAFETY OF ALL PERSONS IN ITS PREMISES,AND FOR PROTECTING AGAINST LOSSES TO HISIHER OWN PROPERTY OR THE PROPERTY OF OTHERS IN ITS PREMISES CUSTOMER AGREES TO INDEMNIFY AND SAVE HARMLESS HONEYWELL ITS EMPLOYEES ASSIGNS AND AGENTS FROM AND AGAINST ALL CLAIMS LAWSUITS AND LOSSES,BY PERSONS NOT A PARTY TO THIS AGREEMENT ALLEGED TO BE CAUSED BY THE IMPROPER OPERATION OF THE SYSTEM WHETHER DUE TO MALFUNCTIONING OR NONFUNCTIONING OF THE SYSTEM OR THE NEGLIGENT PERFORMANCE OR NONPERFORMANCE BY HONEYWELL OF-HE INSTALLATION, MAINTENANCE MONITORING SIGNAL HANDLING OR DISPATCHING ASPECTS OF THE SERVICE D Paragraphs A 1tsglgh C of the Article 4 shaC apply to any other company or entity wfrj i,In atldtion to Honeywell,proiroles marvels a endorses the correlation,mamaanng or maintenance provided hereunder E LmuledEquipment Warranty Where Customer purchases a security system under this agreement,Honeywell warrants that the equipment and pans of the secunly system will be free From defects in material and workmanship for a penal of ninety(DO)days from the date the security system is placed into opemlan If during this warranty period,any of the equpment or parts are defective or malfunction they will be reposed or replaced at Honeywels sole polar,free ofcmrge Warranty repair is done 8 ani pm Monday through Friday,excluding holidays The warmn-y will not apply iftne damageor maliuctiotoccuis throughnamultof Honeywel'whielhe system is m the possession of the Customer or because the system has been adjusted,added to,altered abused m susee or tampered wrh by the Customer a otherwise operated a used commry Ill the operating instructions If inspection by Honeywell fai s to disclose any defect covered by this limited equpmentwomwity,the equipment will be repaired or replaced or Customers expense and Hone)wel's regular service chargeswill apply DISCLAIMER OF ALL OTHER WARRANTIES TO THE EXTENT THAT THIS AGREEMENT IS DETERMINED TO BE SUBJECT TO THE UNIFORM COMMERCIAL CODE THEN,NTH THE EXCEPTION OF THE FOREGOING LIMITED EO UIPMENT WARRANTY,HONEYWELL MAKES NO OTHER WARRANTIES EXPRESS OR IMPLIED INCLUDING ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE THAT THE SYSTEM OR SERVICE SUPPLIED MAY NOT BE COMPROMISED,OR THAT THE SYSTEM OR SERVICE WILL IN ALL CASES PROVIDE THE PROTECTION FOR WHICH IT IS INTENDED IN NO EVENT, WILL HONEYWELL,IT EMPLOYEES,OR AGENTS OR REPRESENTATIVES BE RESPONSIBLE FOR CONSEQUENTIAL SPECIAL OR INCIDENTAL DAMAGES OF ANY NATURE WHATSOEVER HONEYWELL MAKES NO WARRANTIES CONCERNING ANY EQUIPM ENT OR DEVICES ATTACHED TO CUSTOMERS SYSTEM UNLESS SUCH EQUIPMENT OR DEVICES WERE ORIGINALLY PURCHASED AND INSTALLED UNDER THE AGREEMENT L EMIn Agreamait It is agreed to and undeelood by the panes that this agreement,mdudng the prunsroris on the bark page andthe trimmed!Sides"ofSainte and Preteddn,cram BhM the ands agreement between the parties, and supersedes and replaces all other prior understandings or agreements,whether oral or wntlenrelaingtolhBpmmssomyaadbytNosg,eemem This agroamenlmery not be changed,modeled a vaned except in wnting signed by an authonzed representative of Honerywelf 11 is under stood and agreed by and between the panes hereto Met the terms am condtions of has agreement shall govern notwrthetandng any additional annoonsistenl terms or conditions contained In any purchase order or other document submtied by Customer m oh Ho ell until approvedid,Homo els Managemenlasproydedbebw Customer hereby acknowledges mat he/she has read this enure agreomem and agrees to be bound by all its tams and condition SecuritylCo,Inc (succand orto Honeywell Security Monitoring) CUSTOMER By(Signature) Sales Repines tadve O RD RI HAR SON - Name(Print or Type) Approved accepted b e tl Title 1 Itvtwi D rGP a� By IL ab� '"-`'�L Date Title Bank Referent horse Data n'I/^Q Y Account Number NOT BINDING ON HONEYWELL WITHOUT AUTHORIZED MANAGEMENT APPROVAL SIG NA "b�' (Page I of 2)Raw 1pN004(CaronAyeemeNsacWyCo.doe) a Mrsettlanoous Charges and Increase m Charges A Customer shag pay any City Slate a Fewrial lanes fees of charges which are imposed upon the equipment the mmalatior thereof or penomence Of the servhces providedfor helen,including any naSMS in charges to contractorfor fanidies mqured for transmission of signal4 unoerIDe agreement B AI Honeywell's option a fec may be charged for any false a am caused by Gumbiner or for any uunamssary service inn IF etlhol Honeywell or Customer IS dssesbed any fine or penally by any mumupalry,hra or police proledion dhsmct es a msull of any false alarm Customer shaft pay the full amount of such line or penalty C Chagas far(ok kee leleohma usage d selected by custarrer,are IGudetl rn Pe payment tle5cnbed m paragraph 3(A) Honeywell may Immadmely increase Its Mail chargeb to mfout any hnctease In charges for toll free serves Customer shall pay ary other lelephonecompony lot his charges h redudingmstalatwn D Installation charges set forth in Amde 3 assumehnVelahon will be performed during Honeywell s normal working hours and using its own personnel If Customer requests the installation or any part themottobe pedomedoorhade ordinary business hours ord,henstallahon must be meormedby oulvdocontractors or Homywel's wage rare do not apphy tholslallatasriMafgeissublecttorevsioo E K my government agency requwas any changes in the system originally installed Customer agrees to pay for such changes ll is Customers responsibility to obtain all alarm use permits required by the local prnsormon F Honeywell shall have the right to charge the legal rate ofmlerestor at Huneywell's option a nemounlequallo75%onaaydehnquentbalanm Abalance becomes deli quonithny(30)days aflerpayment is duemderAdcJe3 Honeywell may also,upon written notice to Customer stop providing monsonng and maintenance services if Customer is dekrrquentm any payment Honeywell may Charge$2500forany NSF check 7. Further Obligations of Customer A Customer at its own erpenee,shall supply appmpneteunawnMetl AC electric power outlets forsuch power located according to Honeywell's requirements and telephmeconpany lnterconnerLonecks,lf required B Customer shag nil tamperwah,altar,adjust,add to disluis,Injure move earnswe Inlaminnertl with other equipment crothervem interfemwrth equipment installed by Honeywell nor sham Cusfamerpomelthe sanetobedonebyotnts It is further agreed that Customer lndemmhes and holds Herleywell harmless for any claim ensng out of the foregoing and that if any work is required to be performed by Hoiwysvel, due to Customers breach of the foregoing obligations Customer will pay Honeywell for such work in accordance with Honer"I's ther,b Trent prevalhng charges C For those pvemises where Honeywell Is to provide Customer Service Center monaonng,Customer shot furnish Honeywell a list of the names,titles residence addresses,tesphmenumbirs and signatures ofal persons authorized to enter the p ensues of Customer dull schlaki closed wends and ell be responsible for updating such lists Inmses of supemaed sernce Custome shall alsofumsh Honeywell with err authorized daly and hoiday opemrg end&Nng schedule D Customer shag set the alarm system at such limas as Customer shag close its premises Customershall lest the alarm system pdortoeach dosed period and shag immedaleky report to Horeyuel any cleaned madequacy m orfalure of the system E Customer shag permit Honeywell access to the premises for any reason arsing out of or in connection wen Honeywell a rights or obligations under this agreement F Should any pal of the system be damaged by fire,water lightning ads of God third parties or any cause beyond the control of Hon ryxal any towns or re imarrant shall be pad fin by Customer(urdlay,weer and tear excepted fir the case of a Honeywell-owned system) O Any claim by Customer of Improper Installed"or a dated in the system shall be made in wnUm9 to Honeywell within thirty(30)days of installation con p otsof H Customer represents and warrants that Customer is the owner of the premises or if not that the Owner agrees and consamsto the installation of the system on the premises Customer shah indemnity and hold Herreywal harmless from any losses or damages including attorney fees,resulting from breach of such representation and warranty or from Honeywell s inability to remover Honeywell- ryakd system components when customer moves Oa of 0a premises I Forthose oremses wham Honeywell is to provide central Staten sparkler supervisory andeaterflow alarm oraurorlallc fire alarm service Customerwarants and agrees that all alarm valves galeyefves, pumps compressom inspector lest cosmecmns,or other elermemi of the sprinkler system as now msumad or to be nstalled ale or will be,comecled at Customers expense so as to be acceptable to the msuaroeand othnrwModlres hevingjunedlomonwhmequpped with Honeywer's signaling devices Customer further agrees to furnish any necessary water through Customers meter and at Cuaarers expense to piece hoods over any open forges or fires,end to pipe al bode-bow-Offs"steam exhaust ou side the promises to be prolaced d rwthosepmmrseswhereclomdaroallelensimequpmnlesprovded Customer will provide adequate flumination under at operational conditions for the proper operation of the closed clrcurl television camera and will provide 110AC powersrpply where required as well as shag or desk apace for morn ors K It is mutualy agreed that the Customer assumes full respmablrtyfee the spacemen of any and all bypass or switch uMs provided for disconnecting or reconnecting the aleml Spending mclucrlranmling equpmentat Customers premises L Customer represents that,except to the extent It has given Honeywelwnllen notice pnorto the execution citrus agreement to the best of its knowledge there is no asbestos or presumed asb¢sues-contalning =two[formaldehyde or other polentally toxic or hazardous mall cmtanedii,hin onn on or under any partial of any area wherework will be pedormec underns contact 0suchmalenals(whelnerornot disclosed by Customer)are discovered and such matenab provide and unsafe or unlawnul condition such discovery shell consMutea cause beyond Horwywel's reasonaolscontml and Honeywell shot not Sian m corUnue to perform its work under the cohlrect until Cuslomor has remedied the unsafe or unlawful condition at Customers sole expanse Customer shall indemnify and hold Honeywell ano its assigns harmless from and against any and all claims,cost and expenses of any kind(Including attorneys forts)for bodily in]ury property damage delay or work stoppage Thal arises under ce results from such unsafe or unlawfw conddrons(regardless awhetlrefor npl Customer disclosed such materials to Honeywa0) a Further Cbllpabons of Honeywell,Limitations A, Honeywell shall not pe held responsible or liable for delay in Installation of the system or intemplbn of servase,due to strikes,lockouts,nols,floods,fires,lightning.aria of God many cause beyond thecoraot of Honeywell Including interruptions in telephone service Honeywell will mot be required to perform installation or supply service to Customer while any such cause shelf continue B For those premises where Customer Samoa Center mormtoing is provided,Honeywell,upon redept of an alarm Signal from Customers premises,shag(unless previously nsliucadolherwrseby(Customer), make a reasonable effort to transmit the alarm proopliy to the pocks,fire department,medical agency a customer designated agency having jursoll or responsitnuly Honeywel shall also make a reasonable effort to netfy Customers deagnmed repmsemaWe by telephoneol every genune alarm remrved mlem lyelnicted to do otherwise by Customer To avail false alarms Honeywel anal have the right tin ins sole judgment,to rust investigate the cause of a signal by either lelephol Customer or depatching a representelwe to the Customers promises to detenmme whether an emergency condition ex ids warranting nohloationofthepolce Custaheragmes that lelephonecals me lved Ortransmitted by the Cistarrer Service Center rrdutlrng the remrpl and l2n5m Svbn or slam ngnm5,may be atedmnkally recacec by Honeywell and M&CustomerCmsentslosuchrecordngs C Customer understands that,if the system installed order this agreement is monitored due to the nature of the method used for ccmmuniciall&farm signals to the Customer Servile Canter, there maybe times when that eorrriumcwhon method is not able to trans"efgnais and Honeywell will not resolve alarm signals Dgdal communicalors use standard telephone lines and Honeywell does not receive sigrals when the telephone systems becomes nonaperetenal or the telephone line is cut,mterfered with or otleroese damaged There will be times when any radio frequenry method,such as cehular,pubec cr private redo systems cannot manml an alarm slgrod due to lack of signal strength or availability of a communication charnel Similarly any other type of cimmuracelen method instated under this agreementalso can experience an mabsdy to communicate alarms signets Customeruitlem(ands that Honeywell offers Several levels of cammunicelenmethwds of alarm sign"to the Customer Sernce Center and that the Services de Sol on,he front page of this agleemam and on the Schedule of Service and protection have been chosen by Customer after conedso g and balancing tree levels or protection afforded by various cimmumbil methods and the related mats Customer acknowledges and agrees that Customer is solely responsible for the selection of the type of communication method and whe0herthe utsizehon of mae than one commmicmen method ns requred D In case of possible communication method trouble deleded by Honeywell Honeywell and contact the communication method provider and request the`it warmer the locales of the trouble duNknownm Honeywell When the trouble has been lreced to a Customer Honeywell will make a reasonable effort to notify Cunomworlhe deagnatedfepresenlahwe Intheemnlanyservdeormpahlo Customers equipment becomes necessary Honeywell shag,within a reasonable lima dispatch a movasmatwe to Customers premises for the purpose of making the necessary services or raper It is mderslood that the commumcehon method provider-is not the agent of Her tywell and Honeywell steal not be liable for the communication method providers negligent performance or delay in performance E Far those promises with a direct connect or to the police,fire department or other agency furs munelly understood and agreed that Signal mmmernrnad hamunderwdl be mamlorld in police andbrfira departmemsorothorageni ms and that the persomai Of such police and/or fire departments OF other agencies are not Hcneywal's agents her Owe Honeywell assume any responsibility for the manner in which suer Signals are monitored"to o response deny to suds signals g Tldsto Equipment and Use of Honeywell owned Equipment Any Honeywell-owned aquperent Instated on the Customers promises shall at al limes remain solely the property of Hcneywal,or too;assgne,a-d Customer agrees rot to permn the attachment thereto of any equpmentnbtfumhshedby Honeywell If Customerprchasesequpment Customer agrees that Honeywel relarns a security Interest or the equipment until the full purchase pope is paid his furlherunderslood and agreed that Honeywell may narrow or abandmall Heneywel-Owned equpmanl including all wmngnstalled by Honeywell inwnclawmpart upon tominaUon of the agreement by lapse of time,default of any reasons due hereunder oe otherwise wdhoia any oblgmasn In repay Or redecorate any portion of the protected premises provdetl thin such fornoval or abandomenl shal not be held to gatactule a waiver of the right of Honeywell,or its assignee,to collar any chalgea which have accrued hereunder 10 Termination A HOreywell may terminate this egreementmineaMety upon written notice I In the offers Customer defauts in the porfprmarde of any of the terms and cordkals of the egmement,enduring the failure to rnM*may payment w agreed haws in which case the balance of the morel due and forthe unexpred ten of this agreement anal became immediately due and payable,logetherwlth Interest at the maximum legely allowable rate Customer shall also pay ahomey antllorcolleclion fees,darned as an addtlmal Ihety-0ve pacenl(35%)of the oulslandng balance owed maared m collecting Customers acoount or s In the event Honeywe l's Customer Service Center the lelephorre lines wires Or Honeywel's equprtent within Customer premises are by any cause beyond the control of Honeywell destroyedors0 substantially damaged that a is commonalty snterachcal to Imbrue servos to Customers premises or 11 As provided In Ample 2 relating to expiration Anc a 3(A)rearing to price Iho eases and Arlce 11 relating to assignment g I mamermayImmediatelyupon fella ngreemenImmediatelyupon y written notice rime event Customers premises ere by any cause beyond the control of the Customer destroyed orso smslanteatly damaged that rl is commercially mpreCtimAi for Customer to continue any promirons at such premises,provided that it the Customer is using Hmeywellowned equpmere,the Customer must pay Honeywell al payments remaining to be made under this agmw ntthro D'hits cheduledexpiramom or n As provided in Article 2 relating to expiration Aftica 3(A)relating to pope increases,and A gem 11 relating to ass.grnenl C Upon temnalrm of the agreement Customer shall penal Honeywell access,to Customer s premises in order to deacvem the telephone line signaling device andlorto remove the equipment pursuant to Article 9 11 Assignment Honeywell may assign ilsrght to payment alargwsh all lemma andcondllone nslmedroildra for loany Honrywelintends In the equlprrenl,wlhoutnotke tear coneenlof Customer Thisagreamentmaybe oherwse assigned by Honeywell providedded the Customer recervesihmy(30)days edvap then notice This agreement maybe assigned by the Customer with Honeywel'a pna written consent which shall not be unmsonahy withheld provider;'hat the assignee is detemmned to be creOlWolll by Honeywell In its sole dhscretion It Honeywell does no,consent to his Customers assignment,the Customer may lernirale the agreement provided that if line Gumbiner is usmg Honeywelawned equipment the Customer must pay Honeywell of all payments remaining to be made underline agreement through its scheduled expiration 12 No Submgaron Cusloner does hereby fa itself and other pasties damng under it release and drscharge Haeeywel from and against all dams ans rig from hazards covered by Customers mwrence,it bang expressly agreed and understood that ho Insurance company or Insunerwlll hams any right ot subrogation egalnst Honeywell (Pape 2 of 2)Per/etbm(Con✓rMarseniwr5ewkrda doe) j Confidential&Proprietary Information t r---- Schedule of Service and Protection (Equipment& Installation) ANY OR ALL SERVICES PROVIDED BELOW ARE DEFINED IN AND SUBJECT TO THE TERMS AND CONDITIONS OF THE ATTACHED INSMLIAITON AND SERVICE AGREEMENT DATED August 11,2006 BETWEEN HSM ELECTRONIC PROTECTION SERVICES INC AND CITY OF KENT RIVERBEND GOLF COMPLEX FOR SERVICES AT 2019 WEST MEEKER KENT WA 9BO32 System Information Intrusion Fire Access Control CCTV X Other Describe Other Customerto Provide All required 110vac power outlets Network Connectivity Static IP address for Equipment Added Items Protection Devices: List Type,Quanh n Location or ac Device uant Equipment Quant Equipment 2 Video Server 1 R160 2 DVM SOFTWARE FOR EBI Special Instructions/Notes Pricing and Deposit erms Total Installation Price --------- $4,625 Sales Tax,(if applicable) --•------- Total Price: --- -- $4,625 Deposit(In-hand)--- Batance Due Upon Completion---- $4,625 Total Monthly Fee Is reflected on Schedule of Service and Protection Services Accepted By: Customer Signature HSM Initials CITY OF KENT RIVERBEND GOLF CCTV M 8.11-06 xis Rev 5/1/2006 Server Options HSS-NW-APPIOOIS i-Nerswi, rask&Applr"wonsToolkit SWFVI-OP-WPBTL A't-b-Icell,it HSS-0P-W66PC'(I web Point Control SECURITY MANAGER SOFFWARE HSS-IF-19000D Intelhguard 9000 Direct interface license HSS-IF-VIDBLOX VtdeoBlox CCTV Interface j HSS-IF-MAXPRO Maxpro CCTV swncher interface license HSS-II-MICRO MlcroLPM and MicroELV interface license HSS-IF-PACPEL Paconi'PellA CCTV swncher interface license HSS-IF-PANAS Panasonic CC i V swncher interface license HSS-IF-PHHURLE Philips/Burle CCTV swncher interface license HSS-IF-SF41008 Se,urny Electronics interface license HSS-IF-RSI RSI Bionietnc Hand Key Reader interface HSS-IF-CHOM Cardholder Object Model Inlerfdce Server Options HSS-OP-INCIDNT Incident Reporting HSS-OP-PPLSFr PeopleSoft Integration Requires Product Mans er Approval HSS-OP-CDDB Cardholder Database Interface-Genetic Requires Product Manager Approval Pboto m HSS-OP-PHOTOID Integrated PhotolD license Honeywell Digital Video Manager Software Identities for version R160 SWEBI-MSSOL-CAL Microsoft SQL Client Access License—one per IE client required SWEBI-DV-DEMO DVM Demo System SWEBI-DVIECLIENT DVM Internet Explorer Client SWEBI-DVM-VMD Video Motion Detection—Premium SWEBI-DVCD160 DVM R160 Software on CD SWEBI-DVCDDOC160 DVM R160 Documentation Kit&Software on CD SWEBI-DVDOC160 DVM R160 Hardeopy Documentation SWEBI-DVBASE160 DVM R160 Base Software 20 SWEBI-DV-CAM Digital Video Manager- I Camera SWEBI-DV-RED Digital Video Manager- i Camera Redundancy SWEBI-DV-CAM-UPG Digital Video Manager- I Camera Upgrade HSM Security End User License Agreement(011705) Ganircfeniial&Proprietary mlorrnefan A -----� Schedule of Service and Protection PAGE 1 of 2 (Services) 'ANY OR ALL SERVICES PROVIDED BELOW ARE DEFINED IN AND SUBJECT TO THE TERMS AND CONDITIONS OF THE ATTACHED INSTALLATION AND SERVICE AGREEMENT DATED August 11,2006 BETWEEN HSM ELECTRONIC PROTECTION SERVICES INC AND CITY OF KENT RIVERBEND GOLF COMPLEX FOR SERVICES AT 2019 WEST MEEKER KENT WA 98032 Monitoring Services Additional Monitoring Services Additional ProtectionNet Services Intrusion Alarm Add Intrusion Alarm OlC SI nal Su ervision Fire Alarm&Sprinkler Add Fire Alarm&Sprinkler L Open and Close Signal TracWng Critical Condition Add Critical Condition Pm Management by HSM Medical Response Ir Add Medical Response Open)Close Re orts Elevator Telephone Hold-Up or Panic Alarm Standard Exception Report Other Central Station AddihonalAreas Customized Exception Re ort No Monitoring Duress Mondorm 24-Hour Auto Dialer Test Weekly Auto Dialer Test Communication Back-up Basic Cell Back-Up Advanced Cell Back-Up Internet Comm BackU Basic Radio Back-U Advanced Radio Back-Up e a a anger Basic eDataMan er Premium eDataMana er Premium Plus eDataMana er Advan eDataMana er eVideoManager eVideo Aiarm Verrf eVideo 01C Record eVideo Open Supervision eVideo Guard Tour eVideo Escort eVideo Close Supervision eVideo eMail Clips Service Plans Standard Service Plan (Monday—Friday,Sam—4pm) HSM Standard Service Plan covers labor and equipment costs during normal business hours This plan covers normal"wear and tear",repair or replacement and includes batteries and lift rentals Repair or replacement of equipment damaged by the customer,acts of God or vandalism is not covered Service labor rates for after hours work are based on current HSM service labor rate schedule Includes access to the HSM TAC—Technical Assistance Center(24x7) Premium Service Plan (24x7,365 days) HSM Premium Service Plan covers labor and equipment costs This plan covers normal"wear and tear",repair or replacement and includes batteries and lift rentals Repair or replacement of equipment damaged by the customer,acts of God or vandalism is not covered Includes access to the HSM TAC—Technical Assistance Center(24x7) Labor Only Service Plan (Monday—Friday,8am—4pm) HSM Labor Only Service Plan covers labor costs This plan covers normal Vear and tear',repair or replacement and includes batteries and lift rentals Repair or replacement of equipment damaged by the customer,acts or God or vandalism is not covered Service labor rates for after hours work are based on current HSM service labor rate schedule Includes access to the HSM TAC-Technical Assistance Center(24x7) Parts Only Service Plan (24x7,365 days,Applicable Labor Rate) HSM Parts Only Service Plan covers equipment costs This plan covers normal"wear and tear",repair or replacement and includes batteries and lift rentals Repair or replacement of equipment damaged by the customer,acts of God or vandalism is not covered Service labor rates are based on current HSM service labor rate schedule Includes access to the HSM TAC—Technical Assistance Center(24x7) Priority Response Service Plan (Available to National Accounts) (4 hour response,24x7,365 days) HSM Priority Response Service Plan covers labor and equipment Costs with a 4 hour response This plan covers normal"wear and tear',repair or replacement and includes batteries and lift rentals Repair of replacement of equipment damaged by the customer,acts of God or vandalism is not covered Includes access to the HSM TAC—Technical Assistance Center(24x7) Schedule of Service and Protection(Services)Continued on Page 2 Customer Initials: l 6 HSM Initials: CITY OF KENT RIVERBEND GOLF CCTV DVM AD 8-11-06 xis Rev 5/1l2006 ~` Confidential&Proprietary Iniormaton ` " I Schedule of Service and Protection PAGE 2 OF 2 (Services) 'ANY OR ALL SERVICES PROVIDED BELOW ARE DEFINED IN AND SUBJECT TO THE TERMS AND CONDITIONS OF THE ATTACHE INSTALLATION AND SERVICE AGREEMENT DATED August 11,2006 BETWEEN HSM ELECTRONIC PROTECTION SERVICES INC AND CITY OF KENT RIVERBEND GOLF COMPLEX FOR SERVICES AT 2019 WEST MEEKER KENT WA 98032 Preventative Maintenance Preventative Mamt Scheduled preventative maintenance The scheduled appointment includes a visual inspection of devices,walk-test of system components,cleaning of devices as needed and venficaton of communication link Includes access to the HSM TAC-Technical Assistance Center(24x7) System repair,equipment replacement and lift rentals are excluded Access Control Preventative Mamt Scheduled preventative maintenance The Scheduled appointment Includes a visual inspection of devices,walk-test of system components,cleaning of devices as needed and may,for PC based systems,Include programming back-up and software patch updates(as available) Includes access to the HSM TAC-Technical Assistance Center(24x7) System repair,equipment replacement and lift rentals are excluded Basic QIP Home security inspection Plan Scheduled Inspection provided for home security systems The QIP inspection includes HSM's'10 Point Test&inspect'procedure by a service technician, 1-800 loll-free alarm transmission service and access to the HSM TAC—Technical Assistance Center(24x7) Equipment repair and replacement are excluded Advanced QIP Home Security Inspection Plan Scheduled inspection provided for home security sys*ems The QIP inspection includes HSM's'10 Point Test&Inspect'procedure by a service technician, 1-800 toll-free alarm transmission service,access to the HSM TAC—Technical Assistance Center 1 10%discount on repairs and new equipment throughout the plan term and transminerbatteries replaced as needed(5 battery limit per inspection) Premium QIP Home Security Inspection Plan Scheduled Inspection provided for home security systems The QIP inspection includes HSM's"10 Point Test&Inspect'procedure by a service technician, 1-800 toll-free alarm transmission service access to the HSM TAC—Technical Assistance Center(24x7),15%discount on repairs and new equipment throughout the plan term and transmitter batteries replaced as needed(1D battery limit per inspection)and alarm cortrol battery replaced as needed Fire Alarm Test&Inspection Monthly Test&ins ectio,) Quarterly Test&Inspection Annual Test&Inspection Semi-Annual Test&Inspection Scheduled tests and Inspections The scheduled appointments include a visual inspection of devices,operational records Tests and inspections are documented and provided for customers Test of system components and verification of communication link Includes access to the HSM TAC-Technical Assistance Center(24x7) System repair,equipment replacement and lift rentals are excluded On-Site Customer Support Specialist Technician On-Site Technical Support S ecialit HSM Technical Specialists work at the customer location to assist in day-to-day tasks regarding the system operation and technical application This support can be customized to include repair service work programming,test&inspection and othertechnical requ,rements On-Site Customer SUPPOrt Specialit HSM Customer Support Specialists work at the customer location to assist in day-today tasks regarding the administration of security accounts A support specialist can assist with questions,coordination and administration of instal ation,service,monitoring account management and billing matters Technical Assistance Center(TAC) Technical Assistance Center Support (TAC is included for customers with a HSM Service Plan Preventative Maintenance or Fire Alarm Test&Inspection Plan) Advanced System Knowledge and Training HSM Training Package (1 Hour,t Annual Session) Additional Services UL Fire Alarm Certificate F Software Support(HSS/EBI/XSM) UL DOD Alarm Certificate Board or Direct Connection Select Areas UL Intrusion Alarm Certificate Runner or Guard Response Select Areas Other Services Other Services Total Monthly Fee' $0 NOTE Total Installation Price is reflected on Schedule of Service and Protection(Equipment&Installation Accepted By, Customer Signature: Data: fir¢ HSM Initials: CITY OF KENT RIVERBEND GOLF CC DVM 8-11-06 AS Rev 5/1/2006