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  • AVS Solutions, LLC.

    5690 Watermelon Road, STE 400, Northport, AL 35473

    STANDARD ALARM SALES/MONITORING/SERVICE AGREEMENT

  • MM slash DD slash YYYY

  • SALES

    1. AVS Solutions, LLC (hereinafter referred to as “AVS Solutions, LLC” or "ALARM COMPANY") agrees to sell and install, at Subscriber's premises, and Subscriber agrees to buy, an electronic security and or fire alarm system, consisting of the below listed equipment. (equipment to be identified by make, model or other information):


  • MONITORING

    2. COMMUNICATION SOFTWARE REMAINS PERSONAL PROPERTY OF AVS SOLUTIONS, LLC: AVS Solutions, LLC shall instruct Subscriber in the proper use of the security system, install, program and service in the premises of the Subscriber Notwithstanding anything in this Agreement to the contrary, communication software shall remain the sole personal property of AVS Solutions, LLC and shall not be considered a fixture or a part of the realty, and Subscriber shall not permit the attachment thereto of any apparatus not furnished by AVS Solutions, LLC. Communication software is part of the instrument panel programmed to transmit a signal. Passcode to CPU software remains the property of AVS Solutions, LLC. Provided Subscriber performs this Agreement for the full term thereof, upon termination, AVS Solutions, LLC shall at its option provide to Subscriber the passcode to the CPU software or change the passcode to the manufacturer's default code.


  • 3. DESCRIPTION OF SERVICE AND EQUIPMENT:


  • 4. INSTALLATION AND SERVICE CHARGES: Subscriber agrees to pay AVS Solutions, LLC:

  • Payable in advance for the monitoring and servicing of the communication software 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. The balance of payments for the term of this Agreement is due upon execution of this Agreement. For the convenience of the parties and so long as there is no default in payments, Subscriber may make the payments as provided herein.

  • 5. TERM OF AGREEMENT: RENEWAL: The term of the monitoring part of this Agreement shall be for a period of two 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 this Agreement at least 30 days prior to the expiration of any term, in accordance with the termination clause below (Clause 27). After the expiration of two years from the date hereof AVS Solutions, LLC shall be permitted from time to time to increase the monitoring charge by an amount agreeable to both parties and Subscriber shall be deemed to have agreed to pay such increase if service is continued.


  • 5. TERM OF AGREEMENT: RENEWAL: The term of the monitoring part of this Agreement shall be for a period of two 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 this Agreement at least 30 days prior to the expiration of any term, in accordance with the termination clause below (Clause 27). After the expiration of two years from the date hereof AVS Solutions, LLC shall be permitted from time to time to increase the monitoring charge by an amount agreeable to both parties and Subscriber shall be deemed to have agreed to pay such increase if service is continued.


  • 6. CENTRAL OFFICE MONITORING: Upon receipt of a signal from the communication software, AVS Solutions, LLC or its designee communication center shall make every reasonable effort to notify Subscriber and the appropriate municipal police or fire department. Subscriber acknowledges that signals transmitted from Subscriber's premises directly to municipal police or fire departments are not monitored by personnel of AVS Solutions, LLC or AVS Solutions, LLC designee communication center and AVS Solutions, LLC does not assume any responsibility for failure of AVS Solutions, LLC’s communication center to timely communicate such signals, for the manner in which such signals are monitored or the response, if any, to such signals. Subscriber acknowledges that signals which are transmitted over telephone lines, wire, air waves, internet, VOIP, or other modes of communication pass through communication networks wholly beyond the control of AVS Solutions, LLC and are not maintained by AVS Solutions, LLC and, therefore, AVS Solutions, LLC shall not be responsible for any failure which prevents transmission signals from reaching the central office monitoring center, or thereafter from reaching the appropriate municipal police or fire departments, 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 AVS Solutions, LLC with a written list of names and telephone numbers of those persons Subscriber wishes to receive notification of alarm signals. All changes and revisions shall be supplied to AVS Solutions, LLC in writing. Subscriber authorizes AVS Solutions, LLC to access the control panel, at any time, to input or delete data and programming. If the equipment contains listening devices permitting central office to monitor sound then upon receipt of an alarm signal central office shall monitor sound for so long as central office in its sole discretion deems appropriate to confirm an alarm condition. AVS Solutions, LLC may, without prior notice, suspend or terminate its services, in AVS Solutions, LLC’s sole discretion, in event of Subscriber’s default in performance of this Agreement or in the event the central office facility or communication network is nonoperational or subscriber’s alarm system is sending excessive false alarms, or for any other reason in AVS Solutions, LLC’s sole discretion. Central office is authorized to record and maintain audio and video transmissions, data and communications, and shall be the exclusive owner of such property.


  • 7. LEGAL ACTION: The parties agree that due to the nature of the services to be provided by AVS Solutions, LLC, the payments to be made by the Subscriber for the term of the monitoring part of this agreement pursuant to paragraph 4(b) form an integral part of AVS Solutions, LLC’s anticipated profits; that in the event of Subscriber's default it would be difficult if not impossible to fix AVS Solutions, LLC’s actual damages. Therefore, in the event Subscriber defaults in the payment of any charges to be paid to AVS Solutions, LLC, or upon any other default by Subscriber, the balance of all payments for the entire term herein shall immediately become due and payable, and Subscriber shall be liable for 80% thereof as liquidated damages and AVS Solutions, LLC shall be permitted to terminate all its services under this Agreement and to remotely re-program or delete any programming without relieving Subscriber of any obligation herein. In the event of Subscriber's breach of this Agreement, AVS Solutions, LLC may at its option either remove its software or deem same sold to Subscriber for 80% of the amount specified as the value of the software in addition to the liquidated damages provided for herein. Subscriber’s liability under the above shall be limited to a cap of a maximum of $250.00.


  • SERVICE

    8. SERVICE: Service includes all parts and labor. AVS Solutions, LLC 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. Equipment from previous installations, foil, batteries, contacts, and obsolete components are not included in this Agreement and will be repaired or replaced at Subscriber's expense. No apparatus or device shall be attached to or connect with the security system as originally installed without AVS Solutions, LLC’s written consent.


  • LIMITED WARRANTY

    11. In the event that any part of the security system becomes defective, or in the event that any repairs are required, in either case through no fault of Subscriber, AVS Solutions, LLC agrees to make all repairs and replacement of parts without costs to the Subscriber for a period of ninety (90) days from the date of installation. AVS Solutions, LLC 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, reprogramming, and damage by Subscriber, lightning, electrical surge, wire or foil breaks. AVS Solutions, LLC is not the manufacturer of the equipment and other than AVS Solutions, LLC’s limited warranty Subscriber agrees to look exclusively to the manufacturer of the equipment for repairs under its warranty coverage, if any, or for any other damages related to failure of the equipment sold and/or installed pursuant to this Agreement.


    Except as otherwise provided in this Agreement, AVS Solutions, LLC 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. AVS Solutions, LLC 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, fire or otherwise; or that the system will in all cases provide the protection for which it is installed. AVS Solutions, LLC expressly disclaims any liability to Subscriber related to failure of the equipment, software, or monitoring and reporting by the equipment and services provided pursuant to this Agreement and further 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 AVS Solutions, LLC. AVS Solutions, LLC shall not be liable for punitive, indirect, incidental or consequential damages. Subscriber acknowledges that any affirmation of fact or promise made by AVS Solutions, LLC shall not be deemed to create an express warranty unless included in this Agreement in writing; that Subscriber is not relying on AVS Solutions, LLC’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 AVS Solutions, LLC has offered additional and more sophisticated equipment for an additional charge which Subscriber has declined. Notwithstanding anything contained in this Agreement to the contrary, Subscriber's exclusive remedy for AVS Solutions, LLC’s breach of this Agreement, or for any action or inaction by AVS Solution, LLC’s independent contractors, employees, or others working at the direction of AVS Solutions, LLC is to require AVS Solutions, LLC to repair or replace, at AVS Solutions, LLC’s option, any equipment which is non-operational. This warranty gives you specific legal rights and you may also have other rights which vary from state to state. If required by law, AVS Solutions, LLC will procure all permits required by local law and will provide certificate of workman's compensation prior to starting work.


  • GENERAL PROVISIONS

    12. FIRE ALARMS: Unless the schedule of protection provides for a fire alarm system to code, AVS Solutions, LLC makes no representation that the fire alarm equipment meets NFPA 72 or local code requirements or constitutes a fire alarm system as that term is defined by the Authority Having Jurisdiction [AHJ] of fire alarm systems in Subscriber’s premises. If a fire alarm system to code is specified in the schedule of installation then AVS Solutions, LLC will install fire alarm equipment pursuant to plans and specifications of architect or professional engineer engaged by Subscriber, filed and approved by the AHJ over fire alarm systems. Subscriber agrees that any equipment required by the AHJ not specified in the schedule of installation shall be an extra to this Agreement to be paid for by Subscriber at time said additional equipment is requested.


    13. DELAY IN INSTALLATION: AVS Solutions, LLC shall not be liable for any damage or loss sustained by Subscriber as a result of delay in installation of equipment, equipment failure, or for interruption of service due to electric failure, strikes, walk-outs, war, acts of God, governmental actions or inactions, or other causes, including AVS Solutions, LLC’s negligence in the performance of this Agreement. The estimated date work is to be substantially completed is not a definite completion date and time is not of the essence.


    14. TESTING AND SERVICE OF COMMUNICATION SOFTWARE: Communication software, once installed, is in the exclusive possession and control of the Subscriber, and it is Subscriber's sole responsibility to test the operation of the communication software and to notify AVS Solutions, LLC if it is in need of repair. AVS Solutions, LLC shall not be required to service the communication software unless it has received notice from Subscriber, and upon such notice, AVS Solutions, LLC shall service the communication software to the best of its ability within 36 hours, exclusive of Saturday, Sunday and legal holidays, during the business hours of 9 a.m. and 5 p.m. Any repair or other services provided by AVS Solutions, LLC to Subscriber's alarm or security equipment shall be at AVS Solutions, LLC option on a per call request by Subscriber, and Subscriber shall pay for such labor and material at the time such repair or other service is performed. All such repair or other service shall be governed by the terms of this Agreement. In the event Subscriber complies with the terms of this Agreement and AVS Solutions, LLC fails to repair the communication software, Subscriber agrees to send notice in writing to AVS by certified or registered mail, return receipt requested and Subscriber shall not be responsible for payments due while the communication software remains inoperable. In any lawsuit between the parties in which the condition or operation of the communication software is in issue, the Subscriber shall be precluded from raising the issue that the communication software was not operating unless Subscriber can produce a post office certified or registered receipt, signed by AVS Solutions, LLC, evidencing that service was requested by Subscriber. Only communication software is covered by service. It shall be Subscriber's sole responsibility to maintain the communication hardware and subscriber’s alarm equipment and system in working order.


    15. ALTERATION OF PREMISES FOR INSTALLATION: AVS Solutions, LLC is authorized to make preparations such as drilling holes, driving nails, making attachments or doing any other thing necessary in AVS Solutions, LLC’s sole discretion for the installation and service of the security system, and AVS Solutions, LLC shall not be responsible for any condition created thereby as a result of such installation, service, or removal of the security system, and Subscriber represents that the owner of the premises, if other than Subscriber, authorizes the installation of the security system under the terms of this Agreement.


    16. SUBSCRIBER'S DUTY TO SUPPLY ELECTRIC AND TELEPHONE SERVICE: Subscriber agrees to furnish, at Subscriber's expense, all 110 Volt AC power and electrical outlets and receptacles, internet connection, high speed broadband cable or DSL and IP Address, telephone hook-ups, RJ31x Block or equivalent, as deemed necessary by AVS Solutions, LLC.


    17. LIEN LAW: AVS Solutions, LLC, or any subcontractor engaged by AVS Solutions, LLC, to perform the work or furnish material who is not paid may have a claim against Subscriber or the owner of the premises if other than the Subscriber which may be enforced against the property in accordance with the applicable lien laws.


    18. INDEMNITY/WAIVER OF SUBROGATION RIGHTS/ASSIGNMENTS: Subscriber agrees to indemnify and hold harmless AVS Solutions, LLC, its contractors, employees, agents and subcontractors, from and against all claims, lawsuits, including those brought by third-parties or by Subscriber, including reasonable attorneys' fees and losses, asserted against and alleged to be caused by AVS Solutions, LLC’s or its contractor’s performance, negligence or failure to perform any obligation under this Agreement. Parties agree that there are no third party beneficiaries of this Agreement. Subscriber on its behalf and any insurance carrier waives any right of subrogation Subscriber's insurance carrier may otherwise have against AVS Solutions, LLC or AVS Solutions, LLC’s contractors, subcontractors arising out of this Agreement or the relation of the parties hereto. Subscriber shall not be permitted to assign this Agreement without written consent of AVS Solutions, LLC. AVS Solutions, LLC shall have the right to assign this Agreement and shall be relieved of any obligations herein upon such assignment.


    19. EXCULPATORY CLAUSE: AVS Solutions, LLC and Subscriber agree that AVS Solutions, LLC is not an insurer and no insurance coverage is offered herein. The security equipment is designed to reduce certain risks of loss, though AVS Solutions, LLC does not guarantee that no loss will occur. AVS Solutions, LLC is not assuming liability, and, therefore shall not be liable to Subscriber for any loss, personal injury, data corruption or inability to retrieve data, or property damage sustained by Subscriber as a result of burglary, theft, hold-up, fire, equipment failure, smoke, or any other cause, whatsoever, regardless of whether or not such loss or damage was caused by or contributed to by AVS Solutions, LLC negligent performance, failure to perform any obligation or strict products liability. Subscriber releases AVS Solutions, LLC from any claims for contribution, indemnity or subrogation, or any other claims whatsoever.


    20. INSURANCE: The Subscriber shall maintain a policy of public liability, property damage, burglary and theft insurance, under which the Subscriber is named as insured, and under which the insurer agrees to indemnify and hold AVS Solutions, LLC harmless from and against all costs, expenses including attorneys' fees and liability arising out of or based upon any and all claims, injuries and damages arising under this Agreement, including, but not limited to, those claims, injuries and damages contributed to by AVS Solutions, LLC or its failure to perform any obligation under this Agreement. The minimum limits of liability of such insurance shall be one million dollars for any injury or death, and property damage, burglary and theft coverage in an amount necessary to indemnify AVS, and Subscriber for property on its premises. AVS Solutions, LLC shall not be responsible for any portion of any loss or damage which is recovered or recoverable by the Subscriber from insurance covering such loss or damage or for such loss or damage against which the Subscriber is indemnified or insured.


    21. LIMITATION OF LIABILITY: Notwithstanding anything contained in this Agreement, Subscriber agrees that should there arise any liability on the part of AVS Solutions, LLC as a result of AVS Solutions, LLC’s negligent performance to any degree of failure or perform any of AVS Solutions, LLC’s obligations, or equipment failure, or strict products liability, that AVS Solutions, LLC liability shall be limited to the sum of $250.00 or 5% of the sales price, whichever is greater. If Subscriber wishes to increase AVS Solutions, LLC’s amount of limitation of liability, Subscriber may, as a matter of right, at any time, by entering into a supplemental contract, obtain a higher limit by paying an annual payment consonant with AVS Solutions, LLC’s increased liability. This shall not be construed as insurance coverage.


    22. LEGAL ACTION: In the event AVS Solutions, LLC’s refers this Agreement to an attorney, to recover any amounts owed by Subscriber to AVS Solutions, LLC hereunder, the parties agree that the amount to be recovered, and any judgment to be entered, shall include interest at the rate of 1 1/2% per month from the date payment is due and Subscriber shall pay AVS Solutions, LLC’s legal fees and expenses. In any action commenced by AVS Solutions, LLC against Subscriber, Subscriber shall not be permitted to interpose any counterclaim. This Agreement shall be governed by the laws of the State of Alabama. The parties agree that the courts of the State of Alabama shall have exclusive jurisdiction over the parties hereto regarding any dispute between them and AVS Solutions, LLC and Subscriber submits to the jurisdiction of the State of Alabama. Subscriber submits to the jurisdiction of Alabama and agrees that any litigation between the parties must be commenced and maintained exclusively in the State and in the County where AVS Solutions, LLC's principal place of business is located. The parties waive trial by jury in any action between them. Any action by Subscriber against AVS Solutions, LLC must be commenced within one year of the accrual of the cause of action or shall be barred. All actions or proceedings against AVS Solutions, LLC must be based on the provisions of this Agreement. Any other action that Subscriber may have or bring against AVS Solutions, LLC in respect to other services rendered in connection with this Agreement shall be deemed to have merged in and be restricted to the terms and conditions of this Agreement.


    23. AVS Solutions, LLC. RIGHT TO SUBCONTRACT SPECIAL SERVICES: Subscriber agrees that AVS Solutions, LLC is authorized and permitted to contract or subcontract any services to be provided by AVS Solutions, LLC to third parties who may be independent of AVS Solutions, LLC, and that AVS Solutions, LLC shall not be liable for any loss or damage sustained by Subscriber by reason of fire, theft, burglary or any other cause whatsoever caused by the negligence of third parties, except that AVS Solutions, LLC shall not obligate Subscriber to make any payments to such third parties. Subscriber appoints AVS Solutions, LLC to act as Subscriber’s agent with respect to such third parties, except that AVS Solutions, LLC shall not obligate Subscriber to make any payments to such third parties. Subscriber acknowledges that this Agreement, and particularly those paragraphs relating to AVS Solutions, LLC's disclaimer of warranties, exemption from liability, even for its negligence, limitation of liability and third party indemnification, inure to the benefit of and are applicable to any contractors, assignee, subcontractors and communication centers of AVS Solutions, LLC.


    24. FALSE ALARMS/PERMIT FEES: Subscriber is responsible for all alarm permits and fees, agrees to file for and maintain any permits required by applicable law and indemnify or reimburse AVS Solutions, LLC for any fines relating to permits or false alarms. AVS Solutions, LLC shall have no liability for permit fees, false alarms, false alarm fines, police or fire response, any damage to personal or real property or personal injury caused by police or fire department response to alarm, whether false alarm or otherwise, or the refusal of the police or fire department to respond. In the event of termination of police or fire response by the municipal police or fire department this Agreement shall nevertheless remain in full force and Subscriber shall remain liable for all payments provided for herein. Should AVS Solutions, LLC be required by existing or hereinafter enacted law to perform any service or furnish any material not specifically covered by the terms of this Agreement Subscriber agrees to pay AVS Solutions, LLC for such service or material.


    25. SECURITY INTEREST/COLLATERAL: To secure Subscriber’s obligations under this Agreement Subscriber grants AVS Solutions, LLC a security interest in the security and any other equipment installed by AVS Solutions, LLC and AVS Solutions, LLC is authorized to file a financing statement to secure same.


    26. FULL AGREEMENT/SEVERABILITY/ CONFLICTING DOCUMENTS. This Agreement constitutes the full understanding of the parties and may not be amended or modified or canceled except in writing signed by both parties, except AVS Solutions, LLC’s requirements regarding items of protection provided for in this Agreement imposed by Authority Having Jurisdiction. Should there arise any conflict between this Agreement and Subscriber's purchase order or other document, this Agreement will govern, whether such purchase order or document is prior to or subsequent to this Agreement. Should any provision of this Agreement be deemed void, all other provisions will remain in effect.


    27. TERMINATION: This shall become effective on the date of its execution and shall remain in force in accordance with clause 5 above (Term of Agreement: Renewal), provided that, in addition to the other provisions of this Agreement, AVS Solutions, LLC shall have the right to terminate this Agreement, for any reason, by giving the Subscriber 30 days advance notice of termination.


    The termination of this Agreement shall not affect the accrued rights, remedies, obligations or liabilities of the parties existing prior to termination.


  • SUBSCRIBER ACKNOWLEDGES RECEIVING A FULLY EXECUTED COPY OF THIS AGREEMENT AT TIME OF EXECUTION.

    The undersigned personally guarantees Subscriber’s payment and performance of this Agreement:

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