Loading...
Pixel - Tigard PD monitoring agreement November 21-2016 4.4.4C�...,.�.,. Licensed by The State of Oregon,Construction Contractors Board License No.: 166289 Pixel LLC 4647 SW Huber Street Portland,OR 97219 (503) 208-7248 STANDARD COMMERCIAL SECURITY AGREEMENT Date: 10/19/2016 ,Subscriber's Name: City of Tigard Police Dept, Telephone No.:503-718-2562 Address: 13125 SW Hall Blvd Tigard,OR 97223 1.PIXEL LLC(hereinafter referred to as"PIXEL"or"ALARM COMPANY")agrees to sell,install and program,at Subscriber's premises, and Subscriber agrees to buy,an electronic security system consisting of the equipment and services described in the attached Schedule of Equipment and Services. Purchase Price:$ 89,350.00 Approximate date work to begin 11/2016 Taxes: $ 0 Estimated date work to be substantially completed 11/2016 Total: $89,350.00 Down Payment:$44,675.00 (paid 10/29/2016) Balance due upon completion of installation:$44,675.00 2. DESCRIPTIONOF EQUIPMENT AND SERVICES: Check Services Provided: MVS(monitoring Video Subscription) x IP Camera System x Burg Alarm x Speaker/Intercom System x Access Control System o Alarm Signal Verification Other: 3. PASSCODE TO CPU SOFTWARE REMAINS PROPERTY OF PIXEL:Provided Subscriber performs this agreement for the full term thereof,upon termination ALARMCOMPANY shall at its option provide to Subscriber the passcode to the CPU software or change the passcode to the manufacturer's default code.Software programmed by PIXEL is the intellectual property of PIXEL and any unauthorized use of same, including derivative works,is strictly prohibited and may violate Federal Copyright laws,Title 17 of the United States Code,and may subject violator to civil and criminal penalties.The Equipment shall remain personal property and shall not be considered a fixture,or an addition to, alteration.conversion,improvement,modernization,remodeling,repair or replacement of any part of the realty,and Subscriber shall not permit the attachment thereto of any apparatus not furnished by PIXEL. CHECK BOX FOR APPROPRIATE SERVICES: 4. SERVICES AND CHARGES.Only services selected are included: All recurring charges are billed[select one option]: o Monthly xAnnually ❑Semi Annually o Quarterly in Advance (a)CENTRAL STATION MONITORING CHARGES: Subscriber agrees to pay PIXEL: O (i)The sum of$ 89,350.00 ,plus tax for the installation and programming of the communication software and communication devices if separate from the alarm panel if not alreadyinstalled. O (ii)The sum of$(3 bum,&Access Control)$4,210.20 plus tax,yearly,payable in advance for the monitoring of the Security System for the term of this agreement commencing on the first day of the month next succeeding the date hereof,and continuing monthly thereafter,all payments being due on the first of the month. O (b)SERVICE(Strike out i or O (i)Subscriber agrees to pay PIXEL on a per call basis.If this agreement provides for service on a per call basis,Subscriber agrees to pay PIXEL for all parts and labor at time of service.Subscriber is not obligated to call PIXEL for per call service and PIXEL is under no duty to provide service except its warranty service during warranty period.Service by anyone other than PIXEL during warranty period relieves PIXEL of any further obligations under the Limited Warranty. Initial here for percall service option, O (ii) Subscriber agrees to pay PIXEL for service of the alarm equipment the sum of$ 0 plus tax,per month,payable in advance for the term of this agreement,commencing the first day of the month next succeeding the date hereof,all payments being due on the first of the month. O (c)INSPECTION: Subscriber agrees to pay PIXEL$ $1258.20 plus tax,per Year,payable Yearly in advance for the term of this agreement for inspection service.If this option is selected PIXEL will make an annual inspection of the security system.Unless otherwise noted in the Schedule of Equipment and Services inspection service includes testing of all components to insure proper working order. If UL Certified the inspection will comply with UL Requirements. PIXEL will notify Subscriber 30 days in advance of inspection date,and it is Subscriber's responsibility to reschedule or permit access.Only one scheduled inspection is included.Testing at inspection insures only that components are in proper working order at time of inspection unless otherwise reported to Subscriber at time of inspection. Inspection does not include repair. O (d)ALARM SIGNAL VERIFICATION:Subscriber agrees to pay PIXEL the sum of$ plus tax,per month,for the term of this agreement.If Subscriber selects Alarm Signal Verification as a service to be provided,or if Alarm Signal Verification is required by law,PIXEL or its designated central office shall verify the alarm signal by electronic telephone communication,video verification or such other verification system deemed appropriate by PIXEL or as required by local law and only verified alarm conditions shall be communicated to police or fire department. O (e)REMOTE SUBSCRIBER ACCESS I FOR VIDEO STREAMING DATA[VSD]I CLOSED CIRCUIT TV[CCTV]:Subscriber agrees to pay PIXEL the sum of$ 0 plus tax,per month for the term of this agreement. Select remote access I video services to be provided: Local DVR a Central Station Remote Video Monitoring for Streaming Video Data a Eagle Eye Cloud Storage ❑Video Clips Monitored Upon Alarm Activation Only a Verification video clips n Data Storage and Retrieval °Remote Access by Subscriber ❑Other(describe) O (f)ACCESS CONTROL ADMINISTRATION SERVICES:Subscriber agrees to pay PIXEL$2,952.O0for the plus tax,per Year AC term of this agreement.Select Access Control Administration services to be provided: X Brivo OnAir a On-site Administration a Data Storage ❑Data Backup O (g)GUARD RESPONSE: Subscriber agrees to pay PIXEL the sum of(select payment method)$ 0 plus tax,per month for the term of this agreement(or$ 0 plus tax per guard response). Page 1 of4 5. TERM OF AGREEMENT:RENEWAL:The term of this agreement shall be for a period of three(3)years and shall automatically renew month to month thereafter under the same terms and conditions,unless either party gives written notice to the other by certified mail,return receipt requested,of their intention not to renew the agreement at least 30 days prior to the expiration of any term.After the expiration of one year from the date hereof PIXEL shall be permitted from time to time to increase the monitoring charge by an amount compared to Consumer Index Price each year and Subscriber agrees to pay such increase.PIXEL may invoice Subscriber in advance yearly 6. CENTRAL OFFICE MONITORING SERVICES: Upon receipt of a signal from Subscriber's alarm system,PIXEL or its designee central office shall make every reasonable effort to notify Subscriber and the appropriate municipal police or fire department depending upon the type of signal received. Not all signals will require notification to the authorities and subscriber may obtain a written response policy from PIXEL. No response shall be required from supervisory.loss of communication pathway,trouble or low battery signals.Subscriber acknowledges that signals transmitted from Subscriber's premises directly to municipal police or fire departments are not monitored by personnel of PIXEL or PIXEL's designee central office and PIXEL does 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,airwaves,internet VOIP,radio or cellular,or other modes of communication pass through communication networks wholly beyond the control of PIXEL and are not maintained by PIXEL except PIXEL may own the radio network, and PIXEL shall not be responsible for any failure which prevents transmission signals from reaching the central office monitoring center or damages arising therefrom,or for data corruption,theft or viruses to Subscriber's computers if connected to the alarm communication equipment. Subscriber agrees to furnish PIXEL with a written Call List of names and telephone numbers of those persons Subscriber wishes to receive notification of alarm signals. Unless otherwise provided in the Call List PIXEL will make a reasonable effort to contact the first person reached or notified on the list either via telephone call,text or email message. No more than one call to the 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 PIXEL's notification obligation.All changes and revisions shall be supplied to PIXEL in writing.Subscriber authorizes PIXEL to access the control panel to input or delete data and programming.If the equipment contains video or listening devices permitting central office to monitor video or sound,then upon receipt of an alarm signal central office shall monitor video or sound for so long as central office in its sole discretion deems appropriate to confirm an alarm condition. If Subscriber requests PIXEL to remotely activate or deactivate the system,change combinations,openings or closings,or re-program system functions,Subscriber shall pay PIXEL$90.00 for each such service. PIXEL may,without prior notice,suspend or terminate its services,in central office's sole discretion,in event of Subscriber's default in performance of this agreement or in event central office facility or communication network is nonoperational or Subscriber's alarm system is sending excessive false alarms.Central office is authorized to record and maintain audio and video transmissions,data and communications,and shall be the exclusive owner of such property. All Subscriber information and data shall be maintained confidentially by PIXEL. 7. SERVICE: Service pursuant to paragraph 4(b)(6),includes all parts and labor,and PIXEL shall service upon Subscriber's request the security system installed in Subscriber's premises between the hours of 9 a.m.and 5 p.m.Monday through Friday,within reasonable time after receiving notice from Subscriber that service is required,exclusive of Saturdays,Sundays and legal holidays.All repairs,replacement or alteration to the security system made by reason of alteration to Subscriber's premises,or caused by unauthorized intrusion,lightning or electrical surge, or caused by any means other than normal usage,wear and tear,shall be made at the cost of the Subscriber.Batteries,electrical surges,lightning damage,software upgrades and repairs,communication devices no longer supported by communication pathways,obsolete components and components exceeding manufacturer's useful life are not included in service and will be repaired or replaced at Subscriber's expense payable at time of service. No apparatus or device shall be attached to or connect with the security system as originally installed without PIXEL's written consent. 8. SUBSCRIBER REMOTE ACCESS: If Remote Access is included in the Schedule of Equipment and Services to be installed and services provided by PIXEL,the equipment will transmit data via Subscriber's high speed Internet,cellular or radio communication service from remote pendant supplied by PIXEL or Subscriber's Internet or wireless connection device which is compatible with PIXEL's remote services. PIXEL will grant access to server permitting Subscriber to monitor the security system,access the system to arm,disarm and bypass zones on the system.view the remote video camera(s)and control other remote automation devices that may be installed.The remote services server is provided either by PIXEL or a third party. PIXEL shall install the camera(s)in a permissible legal location in Subscriber's premises to permit Subscriber viewing. PIXEL shall have no responsibility for failure of data transmission,corruption or unauthorized access and shall not monitor or view the camera data.Electronic data may not be encrypted and wireless components of the alarm system may not meet Advanced Encryption Standard specifications for encryption of electronic data established by the US National Institute of Standards and Technology and PIXEL shall have no liability for access to the alarm system by others. 9. WIRELESS AND INTERNET ACCESS CAPABILITIES:Subscriber is responsible for supplying high speed Internet access and or wireless services at Subscriber's premises. PIXEL does not provide Internet service, maintain Internet connection,wireless access or communication pathways,computer,smart phone,electric current connection or supply,or in all cases the remote video server.In consideration of Subscriber making its monthly payments for remote access to the system PIXEL will authorize Subscriber access.PIXEL is not responsible for Subscriber's access to the Internet or any interruption of service or down time of remote access caused by loss of Internet service,radio or cellular or any other mode of communication used by Subscriber to access the system.Subscriber acknowledges that Subscriber's security system can be compromised if the codes or devices used for access are lost or accessed by others and PIXEL shall have no liability for such third party unauthorized access. PIXEL is not responsible for the security or privacy of any wireless network system or router.Wireless systems can be accessed by others,and it is the Subscriber's responsibility to secure access to the system with pass codes and lock out codes.PIXEL is not responsible for access to wireless networks or devices that may not be supported by communication carriers and upgrades to subscriber's system will be at subscriber's expense: 10. ACCESS CONTROL SYSTEM OPERATION AND LIMITATIONS:If selected as a service to be provided and included in the Schedule of Equipment and Services,Access Control equipment shall be connected to a computer supplied by the Subscriber and connected to Subscriber's computer network.If data storage or backup is selected service PIXEL or its designee shall store and/or backup data received from Subscriber's system for a period of one year.PIXEL shall have no liability for data corruption or inability to retrieve data even if caused by PIXEL's negligence. Subscriber's data shall be maintained confidential and shall be retrieved and released only to Subscriber or upon Subscriber's authorization or by legal process.Internet access is not provided by PIXEL and PIXEL has no responsibility for such access or IP address service. PIXEL shall have no liability for unauthorized access to the system through the Internet or other communication networks or data corruption or loss for any reason whatsoever. 11. (a) ACCESS CONTROL ADMINISTRATION: If selected as a service to be provided PIXEL will maintain mere limited access for the operation of the Access Control System.Subscriber will advise PIXEL of all change in personnel and or changes access levels of authorization and restrictions,providing Access card serial numbers or biometric data and such information that Subscriber deems necessary to identify personnel.All communication by Subscriber to PIXEL regarding personnel access must be in writing via email or fax to addresses designated by PIXEL.PIXEL shall have remote Internet access to the Subscriber's designated access control computer to program and make data base updates to the system.Subscriber is responsible for maintaining its computer and computer network and Internet access (b)VIDEO SYSTEM OPERATION AND LIMITATIONS:If selected as a service to be provided and included in the Schedule of Equipment and Services,Video equipment is attached to a digital recorder computer and Subscriber shall not use the computer for any other purpose. Subscriber shall be permitted to access and make changes to the system's operation on site and over the internet.If data storage is selected service,PIXEL shall store data received from Subscriber's system for one year. PIXEL shall have no liability for data corruption or inability to retrieve data even if caused by PIXEL's negligence.Subscriber's data shall be maintained confidential and shall be retrieved and released only to Subscriber or upon Subscriber's authorization or by legal process.Telephone or intemet access is not provided by PIXEL and PIXEL has no responsibility for such access or IP address service.If system has remote access PIXEL is not responsible for the security or privacy of any wireless network system or router,and it is the Subscriber's responsibility to secure access to the system with pass codes and lock outs.PIXEL shall have no liability for unauthorized access to the system through the intemet or other communication networks or data corruption or loss for any reason whatsoever. 12. STREAMING VIDEO DATA I CCTV/EXCESSIVE DATA USAGE: If selected as a service to be provided and included in the Schedule of Equipment,upon receipt of a video signal the video system is designed to activate in the central station and record video data reception,upon which,PIXEL or its designee central office,shall make every reasonable effort to notify Subscriber by email,text,or voice message and the appropriate municipal police or fire department.Subscriber acknowledges that signals transmitted from Subscriber's premises directly to municipal police or fire departments or Subscriber's internal security stations are not monitored by personnel of PIXEL or PIXEL's designee central office and PIXEL does 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 through the intemet,over telephone lines,wire, air waves,cellular,radio,internet,VOIP,or other modes of communication pass through communication networks wholly beyond the control of PIXEL and are not maintained by PIXEL,except PIXEL may own the radio network,and PIXEL shall not be responsible for any failure which prevents transmission signals from reaching the central office monitoring center or damages arising therefrom,or for data corruption,theft or viruses to Subscriber's computers if connected to the alarm communication equipment.Subscriber agrees to furnish PIXEL with a written list of names and telephone numbers of those persons Subscriber wishes to receive notification of signals. All changes and revisions shall be supplied to PIXEL in writing. Subscriber authorizes PIXEL to access the supervisory panel to input or delete data and programming.If Subscriber requests PIXEL to remotely activate or deactivate the system.change combinations,openings or closings,or re-program system Page 2 of 4 functions,Subscriber shall pay PIXEL$75.00 for each such service.PIXEL 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 and maintain audio and video transmissions,data and communications,and shall be the exclusive owner of such property.PIXEL shall have no liability for excessive data usage expense incurred by Subscriber attributable to the equipment or services provided herein.All Subscriber information and data shall be maintained confidentially by PIXEL. 13. GUARD RESPONSE: If guard response is specified as a service to be provided, upon receipt of an alarm signal, PIXEL or its subcontractor shall as soon as may be practical send one or more of its guards to the Subscriber's premises.Unless guard determines that the alarm is a false alarm and that no situation requiring police or fire department services exist,the guard shall notify the central station or police or fire department directly that an emergency situation exists and wait up to 15 minutes for the municipal police or fire department personnel or Subscriber to arrive at the premises and if permitted by the police shall assist in making a search of the premises to determine the cause of the alarm condition.If provided with keys to the premises the guard shall endeavor to secure the premises and repair the security equipment.However, Subscriber acknowledges that the guard is not required to enter the premises or to render any service to the security equipment and shall not be required to remain stationed at Subscriber's premises for more than 15 minutes after initial arrival.Subscriber authorizes the guard to take such action the guard deems necessary to secure the premises and reset the alarm,though Subscriber acknowledges that the guard may not be able to or may not have sufficient time to secure the premises or reset the alarm and put same in working order.If Subscriber requests PIXEL to station its guard at the premises for more than 30 minutes, and PIXEL has sufficient personnel to provide such service, and PIXEL makes no such representation that its personnel will be available,then Subscriber agrees to pay PIXEL$65.00 per half hour plus tax for such service.Subscriber agrees to confirm the request to PIXEL to provide extended guard service by email,text or recorded conversation to PIXEL at the time request is made and PIXEL is authorized to ignore any request not confirmed within 15 minutes. LIMITED WARRANTY ON SALE 14. In the event that any part of the security system becomes defective,or in the event that any repairs are required,PIXEL agrees to make all repairs and replacement of parts without costs to the Subscriber for a period of One(1)Year from the date of installation.PIXEL reserves the option to either replace or repair the alarm equipment,and reserves the right to substitute materials of equal quality at time of replacement,or to use reconditioned parts in fulfillment of this warranty. This warranty does not include batteries, electrical surges, lightning damage, software upgrades and repairs,communication devices that are no longer supported by communication pathways,obsolete components and components exceeding manufacturer's useful life.PIXEL is not the manufacturer of the equipment and other than PIXEL's limited warranty Subscriber agrees to look exclusively to the manufacturer of the equipment for repairs under its warranty coverage if any. Except as set forth in this agreement,PIXEL makes no express warranties as to any matter whatsoever. including,without limitation,the condition of the equipment,its merchantability,or its fitness for any particular purpose.PIXEL does not represent nor warrant that the security system may not be compromised or circumvented,or that the system will prevent any loss by burglary,hold-up,or otherwise;or that the system will in all cases provide the protection for which it is installed. PIXEL expressly disclaims any implied warranties,including implied warranties of merchantability or fitness for a particular purpose. The warranty does not cover any damage to material or equipment caused by accident,misuse,attempted or unauthorized repair service,modification,or improper installation by anyone other than PIXEL.PIXEL shall not be liable for consequential damages.Subscriber acknowledges that any affirmation of fact or promise made by PIXEL shall not be deemed to create an express warranty unless included in this agreement in writing;that Subscriber is not relying on PIXEL's skill or judgment in selecting or furnishing a system suitable for any particular purpose and that there are no warranties which extend beyond those on the face of this agreement,and that PIXEL has offered additional and more sophisticated equipment for an additional charge which Subscriber has declined.Subscriber's exclusive remedy for PIXEL's breach of this agreement or negligence to any degree under this agreement is to require PIXEL to repair or replace,at PIXEL's option,any equipment which is non-operational.This Limited Warranty is independent of and in addition to service contracted under paragraph 4(b)(ii)of this agreement.This Limited Warranty gives you specific legal rights and you may also have other rights which vary from state to state.If required by law,PIXEL will procure all permits required by local law and will provide certificate of workman's compensation prior to starting work. SUBSCRIBER ACKNOWLEDGES RECEIVING A FULLY EXECUTED COPY OF THIS 4 PAGE AGREEMENT AND SCHEDULE OF EQUIPMENT AND SERVICES AT TIME OF EXECUTION. PIXEL LLC: S�IBSCRIBEII Rochelle Coakley `` �JJ� By — SubscriberSii naturebyAuthorizedOfficeer Title of Person Signing Subscriber agrees to pay by check yeady,and charged for all charges under this agreement. Print Name of Subscriber ` e, / RAchelle CoGt'2LeH r Subscriber:Signature by Author bed Officer Robeifi• q3-05039V 0 Project Manager Subscriber's Email Address Tax IDorEIN Title of Person Signing The undersigned personally guarantees Subscriber's performance of this agreement and agrees to be bound by allterms as a party herein. ignature Name stBe-rime.=e ower• Billing Address: . Print � '-sidence Address I 14 I i 19P--'b-- "S5 /WM\cul°'A// Cis . ham @ v�� �,' Paged oft