Agreement

By doing business with Switch, Inc and/or Switch Alarm, LLC, you agree the terms below:

Services Agreement

This Services Agreement (this “Agreement”) is made and entered into by and between Switch Inc., an Alabama corporation (“Switch”), and the Customer named on the signature page hereto (the “Customer”).

  1. The Customer wishes to engage Switch to provide the services described herein, on the terms and conditions set forth herein.
  2. Switch wishes to provide those services on the terms and conditions set forth herein.

NOW THEREFORE, in consideration of the foregoing and the mutual promises and covenants contained herein and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged by the parties, the parties hereby acknowledge and agree as follows:

  1. SCOPE OF WORK. Switch shall perform the services and provide the products and materials agreed upon by Switch and the Customer (the “Services”) . Such Services will be agreed upon by the Customer signing off on the written design and preliminary estimate provided by Switch that details the Services to be provided and the compensation to be paid to Switch therefor (the “Estimate”). The Customer will sign off on the Estimate by either electronically or manually signing the Estimate and returning it to Switch either in person or by mail, email, or any other means of transmission, or by sending an email or other electronic transmission (e.g., a text message) to Switch indicating agreement with the Estimate. Any such Estimate the parties agree upon now or in the future (including any supplemental estimate as described in Section 2 below) shall be deemed to be part of this Agreement, shall be governed by the terms of this Agreement, and shall be merged with and into and become a part of this Agreement. Customer acknowledges and agrees that estimates are good for thirty (30) days, after which they expire if they have not been signed and returned to Switch within that period.
  2. CHANGES IN WORK. The parties recognize that after the execution of the Estimate the parties may agree on changes or additions to the work described in the original Estimate. In that event Switch will provide to the Customer a written supplemental estimate that details the additional services and/or products or materials to be provided and the compensation to be paid therefor, and the Customer will sign off on the supplemental estimate by either electronically or manually signing it and returning it to Switch either in person or by mail, email, or any other means of transmission, or by sending an email or other electronic transmission (e.g., a text message) to Switch indicating agreement with the estimate. Any such additional services and/or products or materials agreed to as described above shall then become part of the Services and be governed by the terms of this Agreement; provided, however, the supplemental estimate may set forth payment terms that differ from those described in Section 4 below, in which case the payment terms set forth in the supplemental estimate shall control.
  3. CUSTOMER’S RIGHT TO CANCEL. Customer may terminate this Agreement, without any obligation, within 24 hours from the date the Customer signs and returns this Agreement to Switch (the “Effective Date”). Otherwise the Agreement may only be terminated by Customer upon a material breach by Switch of this Agreement and after the provision of written notice of such material breach and Switch’s failure to cure any such breach within one hundred twenty (120) days of receipt of the notice. In the event of any such termination by the Customer because of an uncured material breach by Switch, the parties shall conduct an accounting and Switch shall be entitled to payment for the Services that have been provided up to that date; Switch shall also be entitled to retrieve from Customer any equipment that Customer has not paid for. In such event no other amounts shall otherwise be due or owing to either party.
  4. TERMS OF PAYMENT. Thirty percent (30%) of the amount set forth in the Estimate is due upon execution of this Agreement and the Estimate. Thirty percent (30%) is due at the time Switch orders the equipment needed for the Services. Thirty percent (30%) is due when Switch notifies the Customer the job is at substantial completion. The remaining ten percent (10%) is due when Switch notifies the Customer of final completion of the Services. Switch will notify the Customer when payments are due pursuant to the foregoing payment schedule. Payments shall be made within five (5) days of such notice. Payments not made within thirty (30) days from the date of notice shall be deemed late at which time Switch may begin charging interest at the rate of ten percent (10%) per annum. Customer shall be in material breach of this Agreement if any payment due is not paid within sixty (60) days of the applicable payment due notice. Notwithstanding the foregoing, the parties agree that if any payment is not paid on time (i.e., within five (5) days of the payment due notice), Switch shall have the option to cease all work until payment is received. If any balance due goes into default (i.e., it is not paid within sixty (60) days of the applicable payment due notice) Switch shall be entitled to recover the full amount due under the Agreement as if the Services had been fully completed, less (i) any labor costs not actually incurred by Switch in connection with the Services performed, and (ii) any wholesale equipment and materials costs not actually incurred by Switch in connection with the Services performed, all as determined by Switch in its reasonable discretion. All parts and equipment (including all components) shall be and remain the sole property of Switch until the final payment has been received, at which time ownership shall transfer to the Customer.
  5. DAMAGE TO WORK. In the event any of the equipment or materials incorporated into the Services are damaged while on the Customer’s property (and prior to the final completion of the Services) other than damage caused directly by Switch, it shall be the Customer’s responsibility to repair or replace such equipment or materials or to compensate Switch therefor immediately upon notification by Switch of such damage.
  6. REPRESENTATIONS AND WARRANTIES
    1. Each party represents and warrants as follows:
  1. It has full power, authority, and right to perform its obligations under this Agreement.
  2. This Agreement is a legal, valid, and binding obligation of each such party, enforceable against it in accordance with its terms (except as may be limited by bankruptcy, insolvency, moratorium, or similar laws affecting creditors’ rights generally and equitable remedies).
    1. Switch hereby represents and warrants as follows:
      1. The Services will be provided in a professional and workmanlike manner.
      2. The Services shall be performed by Switch, provided that Switch shall have the right to hire, supervise, and/or pay any assistants or subcontractors to help Switch perform the Services.
      3. Switch shall be responsible for paying all expenses associated with its staff and any assistants or subcontractors, if any.
    2. The Customer hereby represents and warrants it will timely pay the amounts due and owing to Switch under this Agreement.
  1. WORK AREA; PRODUCT MANUALS. Prior to the commencement of Services and at all times during the provision of the Services, the Customer shall provide and maintain a clear and accessible work area for the Switch representatives. If the Customer wishes to retain any product manuals, boxes, accessories or other items it shall so notify Switch in writing prior to the commencement of Services. Upon final completion of the Services Switch will remove and dispose of any debris and/or system shipping containers and leave the work area in a clean condition.
  2. PRODUCT AND SERVICE WARRANTIES AND DISCLAIMERS; OPTIONAL SERVICE PLANS
  1. Installation Warranty. All Switch Systems (as defined below) are covered by a three (3) month service call warranty and a three (3) month manufacturer’s warranty work warranty (i.e., to the extent needed, Switch will work with the Customer to obtain warranty benefits from the applicable manufacturer, to the extent they are available) at no additional cost. Additionally, during this warranty period Switch will provide loaner equipment to the Customer (to the extent Switch has the necessary equipment available, and excluding display devices) if such equipment will ease service issues while any necessary warranty services are being provided. For purposes of this Agreement, “Switch Systems” shall mean audio/video systems which have been fully designed by Switch with all new components, cabling, and accessories recommended, sold, and installed exclusively by or under the direct supervision of Switch. Exceptions to this primarily include cable or satellite company provided digital converter boxes. No warranty is given on any equipment not provided by Switch.
  2. Optional Extended Installation Warranty. Switch may be able to offer additional warranty protection on certain Switch System installations. Upon request, Switch will provide Customer with a quote for such an extended warranty. Any such extended warranty must be purchased within an applicable three (3) month Switch System Installation Warranty.
  3. Disclaimer of All Other Warranties. Except for the express warranties set forth in Sections 6 and 8(a) hereof, the Services and any products, equipment, parts, or materials provided to Customer in connection with this Agreement are and will be provided “as is.” Switch hereby disclaims all other warranties, whether express, implied, statutory or other, and Switch specifically disclaims all implied warranties of merchantability, fitness for a particular purpose, and all warranties arising from course of dealing, usage, or trade practice. Without limiting the foregoing, Switch makes no warranty of any kind that the Services or any products, equipment, parts, or materials provided to Customer in connection with this Agreement, or the results of the use thereof, will meet the Customer’s or any other person’s requirements, operate without interruption, achieve any intended result, be compatible or work with any devices, software, system, or other services, or be secure or error-free, except if and only to the extent expressly agreed to pursuant to an Estimate executed by all parties hereto. The parties acknowledge and agree that Switch shall not in any way be responsible or liable for any defects in any products, equipment, parts, or materials provided to Customer in connection with this Agreement. All such products, equipment, parts, and material shall only be warranted to the extent of any warranty provided by the manufacturer of the applicable, and any claims arising from such defects shall be made solely against the manufacturer. All such warranties are hereby transferred and assigned to the Customer effective as of the receipt by Switch of the final payment due hereunder.
  4. Optional Extended Product Warranty. Switch may be able to offer additional warranty protection on certain equipment. These extended warranties cover a broad range of equipment with up to five (5) years of additional coverage. Upon request, Switch will provide Customer with a quote for such an extended warranty. Any such extended warranty must be purchased prior to product delivery and is provided by a third-party extended warranty company.
  5. Optional Service Plans. Switch also offers the optional service plans described below. The costs for these plans, as applicable, are set forth on the applicable estimate. If the parties agree for either or both of these services to be provided the Customer will provide credit or debit card information to Switch for the periodic charges associated with the services. Customer hereby authorizes Switch to charge the Customer’s credit or debit card that is provided to Switch for the applicable services that are selected by the Customer and provided by Switch.
      1. Control4 Off-Site Access (4-Sight). If this option is selected Switch will provide the Customer access (via a smart phone application installed on Customer’s smart phone or tablet) to the smart home systems (such as locks, alarm, cameras, thermostats, sprinklers, lights, and garage doors) that are compatible with the service. This service may be provided by a third-party company that Switch will work with to provide this service.
      2. Network Monitoring with Off-Site Service (OvrC). If this option is selected Switch will continuously remotely monitor the compatible network items on the Customer’s network and the network’s performance to avoid potential outage and service issues. Switch will also provide remote services and network reboots for compatible network items, as well as a smartphone application for the Customer’s smart phones and tablets that will allow the Customer and Switch to perform repairs and monitoring for compatible network items. This service may be provided by a third-party company that Switch will work with to provide this service. If this service is selected Customer agrees the term for this service is three (3) years and the service can only be terminated during that three (3) year term by the Customer paying Switch 75% of the total remaining monthly charges. That amount is a contract termination charge and is not a penalty. It will be payable immediately and in full.
  1. LIMITATION OF LIABILITY. To the fullest extent permitted by law, it is expressly understood, acknowledged, and agreed that Switch will not be liable to Customer or any of its family members, guests, or any of its agents, employees, members, managers, officers, directors, shareholders, or representatives for any costs, losses, claims, liabilities, penalties, expenses, or damages arising out of or related to any negligence, mistake, error in judgment, or any other act or omission done in good faith and reasonably believed to be within the scope of authority conferred or implied by this Agreement. In no event will any party to this Agreement be liable to another party for any special, incidental, consequential or other indirect damages arising from or relating in any manner to this Agreement under any cause of action, even if the party has been notified of the possibility or likelihood of such damages occurring, and whether such liability is based on contract, tort, negligence, strict liability, products liability or otherwise. Additionally, in no event shall Switch be liable to the Customer as a result of any act or omission not amounting to a willful or intentional wrong, in excess of the compensation paid by the Customer to Switch under this Agreement for labor and installation (i.e., excluding equipment) whether such liability is based on contract, tort, warranty, statute, negligence, strict liability, products liability or otherwise or any other basis for damages. In addition, in no event shall Switch be liable for any damages arising from or related to loss of use, loss of data, downtime, or for loss of revenue, loss of profits, goodwill, or business or any other financial loss.
  2. BANKRUPTCY; COURT ORDER. This Agreement may be terminated by either party immediately upon (a) the filing of any petition in bankruptcy by the other party, or the filing of any petition in bankruptcy against the other party which is not dismissed within ninety (90) days of its commencement, or in which an order for relief is not entered within such ninety (90)-day period; or (b) the entry of any court order ordering the work described hereunder to stop.  In the event of any such termination the parties shall conduct an accounting and Switch shall be entitled to payment for the Services that have been provided up to that date; Switch shall also be entitled to retrieve from Customer any equipment that Customer has not paid for. In such event no other amounts shall otherwise be due or owing to either party.
  3. FORCE MAJEURE. A party shall not be considered in breach of or in default under this Agreement on account of, and shall not be liable to the other party for any delay or failure to perform its obligations hereunder by reason of, any events out of that party’s reasonable control, including, but not limited to, events such as labor disputes, unavailability of materials, delays in obtaining materials, fire, earthquake, flood, explosion, strike, riot, war, terrorism, or similar event beyond a party’s reasonable control.
  4. SURVIVAL.  All provisions of this Agreement except Section 1 hereof shall survive the termination of this Agreement for any reason whatsoever or for no reason.
  5. INDEPENDENT CONTRACTOR RELATIONSHIP.  It is the express intention of the parties that Switch be an independent contractor and not an employee or agent of the Customer. Switch shall have no authority to bind Customer with any third party. Nothing in this Agreement shall be construed to create an employer/employee relationship between Switch and the Customer.  Switch reserves the right to determine the method, manner, and means by which the Services will be provided. Unless specifically agreed to by the parties, Switch is not required to perform the Services during a fixed hourly or daily timeframe.
  6. MODIFICATION. No amendment, change, or modification of this Agreement shall be valid unless in writing and signed by both parties.
  7. ASSIGNMENT. The Customer may assign its rights under this Agreement to another party upon written notice thereof to Switch, but the Customer may not assign its obligations hereunder without first obtaining the written consent of Switch. Switch may not assign its rights or obligations under this Agreement to any other party without this prior written consent of the Customer, unless any such assignee is a purchaser all or substantially all of Switch’s assets, in which case Switch may transfer and assign its rights and obligation under this Agreement to such a purchaser upon written notice thereof to the Customer.
  8. SUCCESSORS AND ASSIGNS. All references in this Agreement to the parties shall be deemed to include, as applicable, a reference to their respective successors and permitted assigns.  The provisions of this Agreement shall be binding on and shall inure to the benefit of the successors and permitted assigns of the parties.
  1. NOTICE. Any notice or other communication provided for herein or given hereunder to a party hereto shall be in writing and shall be given in person, by overnight courier, or by mail (registered or certified mail, postage prepaid, return-receipt requested) to the respective parties as follows:

If to Switch:

Switch, Inc.

c/o Justin Hardy

131 West Oxmoor Rd, Suite 101

Birmingham, Alabama 35209

with a copy, which shall not constitute notice, to:

Matthew I. Goforth

Goforth Hale LLC

2700 Highway 280 South. Suite 320W

Birmingham, Alabama 35223

If to the Customer, to the Customer at the address of the Customer set forth on the Estimate.

Any notice shall be deemed given on the date it is deposited in the U.S. Mail, turned over to an overnight courier, or, where notice is given in person, the date such notice is received.

  1. GOVERNING LAW; ATTORNEYS’ FEES. This Agreement shall be governed by the laws of the State of Alabama. In the event that litigation results from or arises out of this Agreement or the performance thereof, the parties agree the prevailing party’s reasonable attorneys’ fees, court costs, and all other expenses, in addition to any other relief to which the prevailing party may be entitled, shall be paid by the non-prevailing party.
  2. WAIVER OF JURY TRIAL.  The parties desire to avoid the time and expense relating to a jury trial of any Dispute (as defined below).  Accordingly, the parties, for themselves and their successors and assigns, hereby waive trial by jury of any such Dispute.  The parties acknowledge that this waiver is knowingly, freely, and voluntarily given, is desired by both parties and is in the best interests of both parties.
  3. CONSENT TO JURISDICTION.  Any disputes, litigation, proceedings or other legal actions between the parties in connection with or relating to this Agreement or any other matters between the parties (collectively, “Disputes”) shall be instituted in Alabama.  Each party irrevocably submits to the exclusive jurisdiction of the courts of the state of Alabama, and of the United States sitting in Alabama, in connection with any such dispute, litigation, action or proceeding.  Each party may receive service of process or summons in connection with any such dispute, litigation, action or proceeding brought in any such court by a mailed copy of such process or summons sent to it in the manner provided in the “Notice” section of this Agreement, and to its address described in the “Notice” section of this Agreement.  Each party irrevocably waives, to the fullest extent permitted by applicable law, any defense or objection it may now or hereafter have to the laying of venue of any proceeding under this Agreement brought in Alabama, and any claim that any proceeding under this Agreement brought in any such court has been brought in an inconvenient forum.
  4. COUNTERPARTS/ELECTRONIC SIGNATURES. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original but all of which shall constitute one and the same instrument. For purposes of this Agreement, use of a facsimile, e-mail, or other electronic medium shall have the same force and effect as an original signature.
  5. SEVERABILITY. Whenever possible, each provision of this Agreement will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal, or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality, or unenforceability will not affect any other provision or any other jurisdiction, but this Agreement will be reformed, construed, and enforced in such jurisdiction as if such invalid, illegal, or unenforceable provisions had never been contained here.
  6. ENTIRE AGREEMENT. This Agreement constitutes the final, complete, and exclusive statement of the agreement of the parties with respect to the subject matter hereof, and supersedes any and all other prior contemporaneous agreements and understandings, both written and oral, between the parties.
  7. HEADINGS. Headings used in this Agreement are provided for convenience only and shall not be used to construe meaning or intent.

IN WITNESS WHEREOF, the parties have executed this Agreement effective as of the Effective Date.

SWITCH INC.

By:  Justin Hardy (President)

 

SWITCH ALARM SERVICES AGREEMENT

This Services Agreement (this “Agreement” or this “Contract”) is made and entered into by and between Switch Alarm, LLC, an Alabama limited liability company (“SWITCH”), and the customer named on the signature page hereto (referred to herein with first person pronouns such as “I”, “me”, and “my”).

  1. I wish to engage Switch to provide the services described herein, on the terms and conditions set forth herein.
  2. Switch wishes to provide those services on the terms and conditions set forth herein.

NOW THEREFORE, in consideration of the foregoing and the mutual promises and covenants contained herein and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged by the parties, the parties hereby acknowledge and agree as follows:

  1. PAYMENTS; TERM; CONSUMER REPORT. All charges are payable in advance. Recurring monthly charges must be paid by a credit or debit card that I will provide to SWITCH. I hereby authorize SWITCH to charge my credit or debit card that I provide to Switch for the applicable services that I select and that are provided by SWITCH. The initial term of this Contract is the number of months or years set forth in the Estimate (as defined in Paragraph 12 below). SWITCH’s alarm monitoring and notification services will begin when the equipment is installed, operational and communicating with SWITCH’s alarm monitoring center (“AMC”). This Contract will automatically renew at the end of the initial  term, and each term thereafter, on the same terms and for the same time period, unless terminated by either party at least thirty (30) days before the end of the current term. If terminated, this Contract ends on the last day of the then-current term. Upon execution of this Contract SWITCH is authorized to obtain a one-time non-investigative consumer report, commonly referred to as a credit check or credit report, about me from a consumer reporting agency.
  2. TERMINATION DURING TERM. I AGREE THAT THE CHARGES DUE UNDER THIS CONTRACT ARE BASED ON MY AGREEMENT TO RECEIVE AND PAY FOR THE SERVICES FOR THE FULL LENGTH OF THE CONTRACT TERM AND THAT SWITCH HAS RELIED UPON MY AGREEMENT, HAS INCURRED COSTS IN DECIDING TO ENTER INTO THIS CONTRACT, AND WILL INCUR COSTS IN CONNECTION WITH RENEWALS OF THIS CONTRACT. IF I WISH TO CANCEL SERVICE OR OTHERWISE TERMINATE THIS CONTRACT DURING A TERM (I.E., OTHER THAN AS DESCRIBED IN SECTION 1 ABOVE), OR IF SWITCH CANCELS THIS CONTRACT DURING A TERM FOR A REASON SET FORTH IN PARAGRAPH 18 (B) BELOW, I MUST FIRST PAY SWITCH 75% OF THE TOTAL REMAINING MONTHLY CHARGES FOR THE THEN CURRENT TERM AS AN ALTERNATIVE TO ME HAVING TO PAY THE FULL REMAINING CHARGES. THIS AMOUNT IS A CONTRACT TERMINATION CHARGE AND IS NOT A PENALTY.
  3. INCREASES IN CHARGES. SWITCH has the right to increase the annual service charge at any time after the first year. If I object in writing to the increase within thirty (30) days of receiving notice of the increase, and if SWITCH does not waive the increase, then I may terminate this Contract effective thirty (30) days after SWITCH’s receipt of my written notice of termination. In this situation, I will not have to pay the contract termination charges described in Paragraph 2 above.
  4. ADDITIONAL CHARGES AND OFFSET RIGHTS. I agree to pay all construction/alarm use permit fees; all directly or indirectly imposed false alarm fines, fees or charges; all telephone or signal transmission company charges; and all other assessments, fees and charges related to the alarm system. I agree to pay a service charge if a SWITCH representative responds to a service call or alarm at my premises because I improperly followed operating instructions; failed to properly lock or close a window, door or other protected point; or improperly adjusted CCTV cameras, monitors or accessories. If SWITCH owes me money when this Contract ends, SWITCH has the right to deduct from me (A) any refund owed me any contract termination charges that I may owe as set forth in Paragraph 2 above; and (B) any other additional charges, amounts or deposits that I owe SWITCH. If the amount of the deduction equals or exceeds the amount that SWITCH owes me or if SWITCH owes me a credit of five dollars ($5.00) or less, SWITCH will not be obligated to refund any amounts to me.
  5. LIMITATION OF LIABILITY.
  1. INSURANCE; WAIVER OF SUBROGATION. I AGREE THAT SWITCH IS NOT AN INSURER AND THAT SWITCH IS NOT PROVIDING ME WITH INSURANCE OF ANY TYPE. THE AMOUNTS I PAY SWITCH ARE NOT INSURANCE PREMIUMS AND ARE NOT RELATED TO THE VALUE OF MY PROPERTY, ANYONE ELSE’S PROPERTY LOCATED IN MY PREMISES OR ANY RISK OF LOSS AT MY PREMISES. INSTEAD, THE AMOUNTS SWITCH CHARGES ME ARE BASED SOLELY UPON THE VALUE OF THE EQUIPMENT AND SERVICES SWITCH PROVIDES AND UPON THE LIMITED LIABILITY SWITCH HAS UNDER THIS CONTRACT. IF I WANT INSURANCE TO PROTECT AGAINST ANY RISK OF LOSS AT MY PREMISES, I WILL PURCHASE IT. IN THE EVENT OF ANY LOSS, DAMAGE OR INJURY, I WILL LOOK EXCLUSIVELY TO MY INSURER AND NOT TO SWITCH TO COMPENSATE ME OR ANYONE ELSE. I RELEASE AND WAIVE FOR MYSELF AND MY INSURER ALL SUBROGATION AND OTHER RIGHTS TO RECOVER AGAINST SWITCH ARISING AS A RESULT OF THE PAYMENT OF ANY CLAIM FOR LOSS, DAMAGE OR INJURY.
  2. NO GUARANTEE; NO LIABILITY. SWITCH’S EQUIPMENT AND SERVICES DO NOT CAUSE AND CANNOT ELIMINATE OCCURRENCES OF THE EVENTS THEY ARE INTENDED TO DETECT OR AVERT, INCLUDING, BUT NOT LIMITED TO, FIRES, FLOODS, BURGLARIES, ROBBERIES AND MEDICAL PROBLEMS. OTHER THAN THE LIMITED WARRANTY AND/OR EXTENDED LIMITED WARRANTY SET FORTH IN PARAGRAPHS 8 AND 9 BELOW, SWITCH MAKES NO GUARANTY OR WARRANTY, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, THAT THE EQUIPMENT AND SERVICES PROVIDED WILL DETECT OR AVERT SUCH INCIDENTS OR THEIR CONSEQUENCES. SWITCH DOES NOT UNDERTAKE ANY RISK THAT I OR MY PROPERTY, OR THE PERSON OR PROPERTY OF OTHERS, MAY BE SUBJECT TO INJURY OR LOSS IF SUCH AN EVENT OCCURS. THE ALLOCATION OF SUCH RISK REMAINS WITH ME, NOT SWITCH. I RELEASE, WAIVE, DISCHARGE AND PROMISE NOT TO SUE OR BRING ANY CLAIM OF ANY TYPE AGAINST SWITCH FOR LOSS, DAMAGE OR INJURY RELATING IN ANY WAY TO THE EQUIPMENT OR SERVICES PROVIDED BY SWITCH.
  3. EXCLUSIVE REMEDY. IT IS IMPRACTICAL AND EXTREMELY DIFFICULT TO DETERMINE THE ACTUAL DAMAGES, IF ANY, THAT MAY RESULT FROM A FAILURE BY SWITCH TO PERFORM ANY OF ITS OBLIGATIONS. UNDER NO CIRCUMSTANCES WILL I ATTEMPT TO HOLD SWITCH LIABLE FOR ANY CONSEQUENTIAL OR INCIDENTAL DAMAGES, INCLUDING WITHOUT LIMITATION, DAMAGES FOR PERSONAL INJURY OR DAMAGES TO PROPERTY. IF, NOTWITHSTANDING THE PROVISIONS OF THIS PARAGRAPH 5, SWITCH IS FOUND LIABLE FOR LOSS, DAMAGE OR INJURY UNDER ANY LEGAL THEORY RELATING IN ANY WAY TO THE SERVICES AND/OR EQUIPMENT PROVIDED BY SWITCH, SWITCH’S LIABIUTY TO ME SHALL BE LIMITED TO A SUM EQUAL TO THE AMOUNT I HAVE PAID SWITCH UNDER THIS CONTRACT. THIS AGREED-UPON AMOUNT IS NOT A PENALTY. RATHER, IT IS MY SOLE REMEDY.
  4. APPLICATION. THE PROVISIONS OF THIS PARAGRAPH 5 APPLY NO MATTER HOW THE LOSS, DAMAGE, INJURY OR OTHER CONSEQUENCE OCCURS, EVEN IF DUE TO THE PERFORMANCE OR NONPERFORMANCE BY SWITCH OF ITS OBUGATIONS UNDER THIS CONTRACT OR FROM NEGLIGENCE (ACTIVE OR OTHERWISE), STRICT LIABILITY, VIOLATION OF ANY APPLICABLE CONSUMER PROTECTION LAW OR ANY OTHER THEORY OF LIABILITY OR ALLEGED FAULT ON THE PART OF SWITCH, ITS AGENTS OR ITS EMPLOYEES.
  5. INDEMNITY. IF ANY OTHER PERSON, INCLUDING MY SUBROGATING INSURER, MAKES ANY CLAIM OR FILES ANY LAWSUIT AGAINST SWITCH IN ANY WAY RELATED TO THE EQUIPMENT OR SERVICES PROVIDED BY SWITCH TO ME, I AGREE TO INDEMNIFY, DEFEND AND HOLD SWITCH HARMLESS FROM ANY AND ALL SUCH CLAIMS AND LAWSUITS, INCLUDING THE PAYMENT OF ALL DAMAGES, EXPENSES, COSTS AND ATTORNEYS’ FEES. MY DUTY TO DEFEND IS SEPARATE AND DISTINCT FROM MY DUTY TO INDEMNIFY AND HOLD HARMLESS AND ARISES UPON THE ASSERTION OF A CLAIM OR DEMAND AGAINST SWITCH AND REGARDLESS WHETHER SWITCH HAS BEEN FOUND LIABLE OR WHETHER SWITCH HAS INCURRED ANY EXPENSE.
  6. TIME TO BRING CLAIM OR SUIT. NO SUIT OR ACTION SHALL BE BROUGHT AGAINST SWITCH MORE THAN ONE (1) YEAR AFTER THE DATE OF THE INCIDENT THAT RESULTED IN THE CLAIMED LOSS, INJURY OR DAMAGE, OR THE SHORTEST DURATION PERMITTED UNDER APPLICABLE LAW IF GREATER THAN ONE (1) YEAR.
  7. BENEFIT TO OTHERS. THE PROVISIONS OF THIS PARAGRAPH 5 SHALL APPLY TO AND BENEFIT SWITCH AND ITS AGENTS, EMPLOYEES, CONTRACTORS, OWNERS, SUBSIDIARIES, AFFILIATES, AND PARENTS.
  1. OWNERSHIP. All equipment installed by SWITCH pursuant to this Contract shall be owned by SWITCH unless SWITCH has agreed to give me ownership of the equipment in a separate written agreement. If there is existing, previously-installed equipment and it is my property, it shall remain my property. If any equipment is owned by SWITCH, SWITCH has the right upon termination of this Contract to remove, disable or abandon all or any of the equipment owned by SWITCH. If any equipment is disabled or removed by SWITCH, I understand that I will not be able to use the equipment for any purpose. I will provide SWITCH access to SWITCH-owned equipment for removal, and SWITCH will have no obligation to repair or redecorate my premises after any such removal. All SWITCH yard signs and window stickers provided to me at any time will remain the property of SWITCH and may be removed by SWITCH.
  2. INSTALLATION. In order for SWITCH to install and service the equipment described in this Contract, I agree that: (A) I own my premises or have authority to authorize SWITCH to install the alarm equipment at my premises; (B) I will make the premises available without interruption during SWITCH’s normal working hours and will maintain the premises in a safe and sanitary condition suitable for work to be performed by SWITCH’s representatives without jeopardizing their health or safety; (C) the installation will require drilling into various walls and other parts of the premises; (D) I will provide SWITCH with 110 AC electrical outlets for power equipment in locations designated by SWITCH; (E) I will pay for and provide compatible Internet connectivity, if applicable; (F) I will make arrangements for lifting and replacing carpeting, if required, for SWITCH’s installation of floor mats or wiring; (G) SWITCH may not be able to conceal any or all equipment or wiring; (H) SWITCH will not be liable for property damage, personal injury, illness or other loss due to water intrusion, mold, fungi, wet or dry rot or bacteria that may result from the installation services; and (I) my premises complies with all applicable codes, regulations and laws and will continue to comply with all applicable codes, regulations and laws during the initial term and any renewal terms of this Contract. If applicable, SWITCH will attempt to connect any existing, previously-installed alarm system to SWITCH’s monitoring center. Prior to connection, SWITCH has the right to inspect my system and may notify me of any required repair/replacement costs related to the existing alarm system, device(s) or connection. If I decline to pay such repair/replacement costs, SWITCH is not obligated to connect to the existing alarm system and may terminate this Contract without liability to SWITCH.
  3. LIMITED WARRANTY. During the first 90 days after installation, SWITCH will repair or, at its option, replace any defective part of the alarm system, including wiring, and will make required mechanical adjustments, all at no charge to me. SWITCH will use new or functionally operative parts for replacements. This limited warranty is for my benefit only and may not be enforced by any other person.
  4. EXTENDED LIMITED WARRANTY. I may have the option to purchase SWITCH’S Extended Limited Warranty. If I do so the terms of that warranty are as follows: SWITCH will repair or, at its option, replace any part of the alarm system installed by SWITCH that requires repair or replacement due to ordinary wear and tear or malfunction, excluding batteries, within thirty (30) days (or longer if needed by SWITCH) of being notified by me of the applicable problem. SWITCH will use new or functionally operative parts for replacements. If I require services excluded from the Extended Limited Warranty, then SWITCH will provide the services at its current labor rate for each service call. The Extended Limited Warranty and the billing for it will commence on the date the alarm system is installed, operational and communicating with SWITCH’s AMC and will continue for the term of this Contract. The Extended Limited Warranty will automatically renew for successive thirty (30)-day terms at SWITCH’s then-current Extended Limited Warranty rate unless terminated by either party’s written notice at least thirty (30) days before the end of the then-current term.
  5. WARRANTY EXCLUSIONS. SWITCH performs warranty services only during normal working hours. If I request SWITCH to perform warranty services outside normal working hours, I will pay for the services at SWITCH’s then-current rates for labor. The limited warranty provided under this Contract and, if purchased, the Extended Limited Warranty do not apply if SWITCH determines upon inspection that any of the following conditions caused the need for SWITCH: (A) damage resulting from accidents, theft, acts of God, natural disasters, labor disputes, war, terrorism, civil strife, electrical surge, alterations or misuse; (B) I fail to properly close or secure a door, window or other point protected by an alarm device; (C) I fail to properly follow the operating instructions; (D) trouble in a telephone line, use of non-traditional telephone line or service (including but not limited to DSL, ADSL, VolP, digital phone, internet-based phone, cellular, radio, etc.) or due to interruption of power; (E) loss or disruption of Internet connectivity; (F) repairs needed to window foil, security screens, exterior mounted devices (except for outdoor cameras installed by SWITCH) or PROM (Programmable Read Only Memory); (G) ordinary maintenance or wear and tear (not excluded from Extended Limited Warranty); (H) alterations to my premises or failure of my premises to comply with any applicable codes, regulations or laws; or (I) alterations or damage to the alarm system caused by me or by a cause beyond SWITCH’s control. The limited warranty provided under this Contract and, if purchased, the Extended Limited Warranty, do not apply to household systems or devices connected to my alarm system for automation, alert or similar purposes, including but not limited to, thermostats, heating/air conditioning systems, lighting systems, doors, locks, garage doors, fans, blinds, shutters or appliances. SWITCH will not perform warranty services on any device not installed by SWITCH. Battery replacement is excluded from all warranties.
  6. NO OTHER WARRANTIES. OTHER THAN THE LIMITED WARRANTY PROVIDED UNDER THIS CONTRACT AND, IF PURCHASED, THE EXTENDED LIMITED WARRANTY, I AGREE THAT SWITCH MAKES NO GUARANTEE OR WARRANTY OF ANY KIND, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO THE SERVICES SWITCH PERFORMS OR THE EQUIPMENT IT PROVIDES. MY EXCLUSIVE WARRANTY REMEDY IS SET FORTH IN PARAGRAPHS 8 AND 9 ABOVE.
  7. SERVICES. SWITCH shall perform the alarm monitoring and notification services and such other services as may be agreed upon, and provide the products and materials agreed upon, during the term of this Contract. Such services will be agreed upon by me signing off on the written estimate provided by SWITCH that lists the services and products to be provided and the compensation to be paid to SWITCH therefor (the “Estimate”). If I agree I will sign off on the Estimate by either electronically or manually signing the Estimate and returning it to SWITCH either in person or by mail, email, or any other means of transmission, or by sending an email or other electronic transmission (e.g., a text message) to SWITCH indicating agreement with the Estimate. Any such Estimate the parties agree upon now or in the future shall be deemed to be part of this Contract, shall be governed by the terms of this Contract, and shall be merged with and into and become a part of this Contract. I acknowledge and agree that estimates are good for thirty (30) days, after which time they expire if they have not been signed and returned to SWITCH within that period. In addition to Alarm System Monitoring I may have the option to purchase an Off-Site Service Plan and a Surveillance Service Plan. The Off-Site Service Plan would allow me to have access to my Alarm away from home via the Internet. If I purchase the Surveillance Service Plan SWITCH will make service calls to address hardware and software issues at no additional charge, will replace hardware that is under the manufacturer’s warranty at no additional charge, and after any such warranties have expired SWITCH will replace any broken equipment for only the cost of the equipment (no labor charges). If I purchase service that includes response by police, fire department, medical emergency notification, or two-way voice monitoring services and such an alarm is received at SWITCH’s AMC, SWITCH may, at its sole discretion, attempt to contact me and/or anyone on my emergency contact list I provide to SWITCH to confirm that the alarm is not false. If SWITCH does not contact me and/or someone on my emergency contact list, or if SWITCH questions the response it receives upon such contact, then (A) SWITCH will attempt to notify the appropriate police department or fire department. If SWITCH provides supervisory alarm or trouble alarm monitoring services (or if such services are actively programmed into the alarm system) and SWITCH’s AMC receives an alarm, then SWITCH may attempt to notify my premises and/or the representative I designate. SWITCH may use an automated calling device to deliver such notification. If medical emergency notification services are provided, I agree that the very nature of such services, regardless of any delay, involves uncertainty, risk and possible serious injury, disability or death, for which I will not attempt to hold SWITCH responsible or liable; that the equipment furnished for medical emergency notification services is not foolproof and may experience signal transmission failures or delays for any number of reasons; and that the actual time required for medical emergency providers to arrive at my premises and/or to transport any person requiring medical attention is unpredictable with many contributing factors, including telephone network operation, distance, weather, road and traffic conditions, alarm equipment function and human factors both within and outside of SWITCH’s control. The person(s) identified on my emergency contact list are authorized to act on my behalf. Local laws, ordinances or policies may restrict SWITCH’s ability to provide the alarm monitoring and notification services described in this Contract and/or necessitate modified or additional services with additional charges to me. SWITCH employs a number of industry-recognized measures to help reduce occurrences of false alarms. These measures include, but are not limited to, implementation of default settings on alarm panels and various procedures at SWITCH’s AMC to determine when and how to respond, if at all, to certain alarm events. I consent to SWITCH’s use of these measures and agree that the alarm system has not been designed, programmed or installed pursuant to any law, code or rule that may be applicable to my particular premises, including, but not limited to, any code provisions of the National Fire Protection Association or the International Residential Code. Upon receiving notification that an alarm signal has been received by SWITCH, the police department, fire department or other responding authority may forcibly enter my premises. SWITCH will never arrest or detain any person for any reason. If my service includes cameras, I will comply with all federal, state and local laws governing the placement, presence, operation and use of such cameras and shall fully and conspicuously notify persons in or around the premises, whether by use of legible signs or other approved communications, that their activities may be recorded. I agree that the equipment installed by SWITCH, including any outdoor camera, is not to be used to monitor activity in or near any swimming pool or other body of water and that I alone am responsible for supervising the well-being of any person in or near any swimming pools or other bodies of water on the premises.
  8. FAMILIARIZATION PERIOD. I AGREE THAT DURING A THIRTY (30)-DAY FAMILIARIZATION PERIOD THAT FOLLOWS YOUR RECEIPT OF WRITTEN NOTICE FROM SWITCH THAT THE INSTALLATION IS COMPLETED AND IS NOW BEING MONITORED, SWITCH HAS NO OBLIGATION TO, AND WILL NOT, RESPOND TO ANY ALARM SIGNAL FROM MY PREMISES. I ALSO AGREE THAT DURING SUCH PERIOD SWITCH HAS NO OBLIGATION TO, AND WILL NOT, NOTIFY ANY AUTHORITIES, ME OR MY DESIGNATED REPRESENTATIVE OR TAKE ANY OTHER ACTION WITH REGARD TO ANY ALARM SIGNAL SWITCH RECEIVES, EVEN IF DUE TO AN ACTUAL EMERGENCY.
  9. FAILURE TO PAY CHARGES OR HONOR CONTRACT. If I fail to make any payment when due or to honor any other term or condition of this Contract, SWITCH may stop providing the alarm monitoring and notification services and repossess or disable the equipment without notice. I will grant SWITCH access to my premises and allow it to repossess or disable the equipment. SWITCH has no liability if it stops providing the alarm monitoring and notification services and repossesses or disables the equipment. SWITCH is not required to redecorate or repair my premises as a result of repossessing or disabling the equipment. In addition to these remedies, SWITCH does not waive, and retains the right to exercise, any other legal remedy, including the right to charge me a $15.00 late fee for each month that a payment is not received and eight percent per annum (8.00%) interest on the unpaid amount and the right to report me to one or more consumer reporting agencies if I become delinquent on my account (more than 90 days without a payment).
  10. SMOKE AND CARBON MONOXIDE DETECTORS. IF THE ALARM SYSTEM INCLUDES SMOKE AND/OR CARBON MONOXIDE DETECTORS, I AGREE THAT: (A) THE NUMBER AND PLACEMENT OF SUCH DETECTORS MAY NOT FULFILL THE REQUIREMENTS OR RECOMMENDATIONS IN CODES, LAWS OR STANDARDS THAT APPLY IN MY JURISDICTION, INCLUDING THE CODE PROVISIONS OF THE NATIONAL FIRE PROTECTION ASSOCIATION AND THE INTERNATIONAL RESIDENTIAL CODE; (B) I HAVE SOLE RESPONSIBILITY FOR COMPLYING WITH ANY AND ALL CODES, LAWS AND STANDARDS THAT MAY APPLY TO THE INSTALLATION, PLACEMENT AND MAINTENANCE OF THE ALARM SYSTEM; AND (C) ANY SMOKE AND/OR CARBON MONOXIDE DETECTORS DESCRIBED IN THIS CONTRACT ARE SUPPLEMENTAL DEVICES ONLY AND ARE NOT INTENDED TO BE PART OF A PRIMARY FIRE ALARM OR CARBON MONOXIDE DETECTION SYSTEM. I understand that SWITCH’s electrical smoke and carbon monoxide detectors, if installed in my premises, are designed to be connected to an electrical power source. THESE DETECTORS WILL NOT OPERATE, THE ALARM WILL NOT SOUND AND THE ALARM SIGNAL WILL NOT BE TRANSMITTED WHEN: THE ELECTRICITY IS CUT OFF; THE BACK-UP BATTERY, IF INCLUDED AS PART OF THE SYSTEM, IS LOW OR DEAD; OR FIRE CUTS OFF THE ELECTRICITY BEFORE THE ALARM IS ACTIVATED, SOUNDS AND IS TRANSMITTED. Connecting these detectors to a separate dedicated electrical circuit may increase their reliability, but even dedicated circuits can fail. I understand that these detectors all have limited useful lives, after which time they will not function. It is my sole responsibility to monitor and replace all detectors before or at the end of their useful lives.
  11. BATTERY-POWERED DEVICES. I understand that all battery-powered motion detectors, smoke detectors, door and window contact transmitters and other detection sensors installed under this Contract are not connected to the electrical system of my premises and require batteries to operate. THESE BATTERY-POWERED DETECTION SENSORS WILL NOT OPERATE, AND THE ALARM WILL NOT SOUND, IF THE BATTERIES ARE LOW OR DEAD. It is my sole responsibility to maintain and replace these batteries. SWITCH recommends that I regularly inspect the sensors for dirt and dust buildup and test the sensors weekly to help maintain continued operation. SWITCH also recommends that I carefully read and follow the owner’s manual, instructions and warnings for all equipment.
  12. ALARM SYSTEM COMMUNICATION. I authorize SWITCH to request service from a telephone, wireless or other communication carrier under this Contract (referred to as “Telephone Company”) to transmit signals between my alarm system and SWITCH’s AMC. The Telephone Company’s liability is limited to the same extent as SWITCH’s liability in Paragraph 5 of this Contract. SWITCH will not receive alarm signals when the communication mode is not operating or has been cut, interfered with or is otherwise damaged, or if the alarm system is unable to acquire, transmit or maintain an alarm signal over my communication mode for any reason. If SWITCH determines in its sole discretion that my communication mode is or later becomes non-compatible, or if I change to another communication mode that is not compatible, then SWITCH requires that I use an alternate mode of communication acceptable to SWITCH as the method to connect the alarm system to SWITCH’s AMC. Transmission of fire alarm signals by means other than a traditional telephone line may not be in compliance with applicable fire alarm or other standards or codes, and it is solely my obligation to comply with such standards and codes. If the alarm system has a line-cut feature, it may not always be able to detect if my communication line is cut or interrupted. SWITCH recommends that I test the alarm system monthly, even though a successful test of the alarm system does not guarantee that SWITCH will receive alarm signals from the system in the future. If my service includes automation features, SWITCH may directly or through third-party service providers transmit, record, store, provide and receive unencrypted data, images, and e-mails and text messages via the Internet in the course providing those interactive services. I will not be able to utilize those automation functions or receive e-mail or text alerts if my Internet connection is impaired, disrupted or unavailable for any reason. SWITCH does not warrant or guarantee the integrity, accuracy, confidentiality or security of any such transmission or from any unauthorized or unexpected use, disclosure, corruption, interception or other improper act.
  1. CANCELLATION.
  1. SWITCH may, at any time, cancel this Contract at its option if: (1) SWITCH’s AMC is destroyed or damaged so that it is impractical for SWITCH to continue service; (2) SWITCH cannot acquire or retain the transmission connections or authorization to transmit signals between my premises and SWITCH’S AMC or the applicable fire or police department or other agency, or between SWITCH’s AMC and the applicable fire or police department or other agency; (3) I fail to follow SWITCH’s recommendations to repair or replace any defective parts of the system not covered under the Limited Warranty or, if purchased, the Extended Limited Warranty; (4) I fail to follow SWITCH’s operating instructions for the alarm system; (5) SWITCH determines that it is impractical to continue service due to the modification or alteration of my premises after installation; or (6) SWITCH determines in its reasonable discretion that it is no longer commercially practical to continue service. If SWITCH cancels for any of the reasons stated immediately above, SWITCH will refund any advance payments made for services to be supplied after the date of such termination, less any amounts still due for the installation of the equipment, for services already rendered and for any other charges due. Additionally, SWITCH will not assess contract termination charges, if any, as described in Paragraph 2 above.
  2. SWITCH may cancel this Contract upon written notice to me if: (1) I fail to pay any monies when due under this Contract, (2) I change to a telephone/communications service not suitable for alarm signal transmission, or (3) I fail to comply with any other term or condition of this Contract. Upon receipt of written notice from SWITCH, I will have ten (10) days to correct the deficiency. If I do not correct the deficiency in a timely manner, and SWITCH does cancel this Contract, SWITCH may assess contract termination charges, if any, as described in Paragraph 2 above.
  1. ASSIGNMENT. I may not assign this Contract without prior written consent from SWITCH. SWITCH does have the right to assign this Contract (including all of its rights and obligations hereunder), or to subcontract any of its obligations under this Contract, without my approval and without notice to me.
  2. DELAYS. SWITCH HAS NO RESPONSIBILITY OR LIABILITY TO ME OR ANY OTHER PERSON FOR DELAYS IN THE INSTALLATION OR REPAIR OF THE SYSTEM, REGARDLESS OF THE REASON. SWITCH HAS NO RESPONSIBILITY OR LIABILITY FOR INTERRUPTIONS OF SERVICE OR ANY RESULTING CONSEQUENCES, WHETHER DUE TO STRIKE, RIOT, FLOOD, FIRE, TERRORISM, ACT OF GOD OR ANY OTHER CAUSE WITHIN OR BEYOND SWITCH’S CONTROL. IF THERE ARE SERVICE INTERRUPTIONS, SWITCH HAS NO OBLIGATION TO SUPPLY ME WITH SUBSTITUTE SERVICES.
  3. PERSONAL INFORMATION. I consent to SWITCH’s use of my personal information and that of third parties provided by me for the purpose of monitoring, setting up and administering my security services (including credit approval, invoicing, collecting and providing information on new equipment or services). I have obtained the consent of the third parties whose personal information I provided to SWITCH, to use such personal information for the administration of my account with SWITCH. SWITCH may collect (including my consent to record my telephone conversations with SWITCH’s representatives), use, disclose and transfer my personal information, and that of third parties provided by me, to SWITCH’s parents, affiliates, subsidiaries and successor corporations, any subcontractor or assignee of this Contract or any applicable authority having jurisdiction that requests such information to administer alarm monitoring services or alarm system license, permit or similar programs.
  4. All software used or provided by SWITCH in connection with this Contract is proprietary to SWITCH and/or SWITCH’s suppliers and is licensed or sublicensed to me on a non-exclusive basis. I will not (a) disclose the software or any source code for the software to any third parties, (b) duplicate, reproduce, reverse engineer, modify, create derivative works from or copy all or any part of the software, or (c) use the software on equipment other than the equipment covered by this Contract. SWITCH is not responsible or liable for any damages to or changes in the performance of my computer following installation of any software or provision of services under this Contract. I agree to receive any software updates and upgrades that SWITCH or its contractors send or remotely download.
  5. ENTIRE AGREEMENT. This Contract constitutes the entire agreement between the parties. I am not relying on SWITCH’s advice or advertisements. SWITCH is not bound by any representation, promise, condition, inducement or warranty, express or implied, that is not included in writing in this Contract. The terms and conditions of this Contract apply as written without alteration or qualification, unless a change is approved in writing by SWITCH. The terms and conditions of this Contract shall control and govern even if there are other documents with inconsistent or additional terms and conditions. If a court determines that any provision of this Contract is invalid or unenforceable, that provision shall be deemed amended and enforced to the maximum extent permitted by law. Each and every other provision of this Contract shall continue to be valid and enforceable.
  6. LICENSE INFORMATION: AL License Number 1616. Complaints against licensees may be directed to the Alabama Electronic Security Board of Licensure, 7956 Vaughn Rd., Montgomery 36116, (334) 264-9388.
  7. NOTICE. Any notice or other communication provided for herein or given hereunder to a party hereto shall be in writing and shall be given in person, by overnight courier, or by mail (registered or certified mail, postage prepaid, return-receipt requested) to the respective parties as follows:

If to SWITCH:

Switch Alarm, LLC c/o Melissa Nelson

131 West Oxmoor Rd, Suite 101

Birmingham, Alabama 35209

with a copy, which shall not constitute notice, to:

Matthew I. Goforth

Goforth Hale LLC

2700 Highway 280 South

Suite 320W

Birmingham, Alabama 35223

If to me, to my address set forth on the Estimate.

Any notice shall be deemed given on the date it is deposited in the U.S. Mail, turned over to an overnight courier, or, where notice is given in person, the date such notice is received.

  1. GOVERNING LAW; ATTORNEYS’ FEES. This Contract shall be governed by the laws of the State of Alabama. In the event that litigation results from or arises out of this Contract or the performance thereof, the parties agree the prevailing party’s reasonable attorneys’ fees, court costs, and all other expenses, in addition to any other relief to which the prevailing party may be entitled, shall be paid by the non-prevailing party.
  2. WAIVER OF JURY TRIAL.  The parties desire to avoid the time and expense relating to a jury trial of any Dispute (as defined below).  Accordingly, the parties, for themselves and their successors and assigns, hereby waive trial by jury of any such Dispute.  The parties acknowledge that this waiver is knowingly, freely, and voluntarily given, is desired by both parties and is in the best interests of both parties.
  3. COUNTERPARTS/ELECTRONIC SIGNATURES. This Contract may be executed in one or more counterparts, each of which shall be deemed an original but all of which shall constitute one and the same instrument. For purposes of this Contract, use of a facsimile, e-mail, or other electronic medium shall have the same force and effect as an original signature.
  4. HEADINGS. Headings used in this Agreement are provided for convenience only and shall not be used to construe meaning or intent.

IN WITNESS WHEREOF, the parties have executed this Agreement effective as of the date the customer signs and returns this Agreement to SWITCH.

SWITCH ALARM, LLC

By: Melissa Nelson (General Manager)