PRIVACY & PAYMENT TERMS

NOW THEREFORE THIS AGREEMENT WITNESSETH as follows:

  • DEFINITIONS
    • Central Station” means the premises from which we provide the relevant service.
    • SIS PROSEGUR”, “we”, “our” and/or “us” means SIS Prosegur Alarm Monitoring and Response Services Private Limited.
    • Commencement Date” means the date on which the Security System (or other alarm equipment) is installed in the Premises and connected to the Central Station and is ready for use;
    • Customer”, “you” and/or “your” means the person described as such in the Quotation.
    • Extra Work” means work carried out by us in accordance with this Agreement and for which an extra charge is payable by you based on our standard rates for that work at the time it was carried out.
    • Normal Business Hours” means 9.30 am- 5 pm on Monday to Friday excluding holiday.
    • Premises” means the installation address specified in the Quotation.
    • Quotation” means the quotation on the face of this document.
    • Security System” means the alarm equipment specified in the quotation.
    • Term” means a minimum period of 36 (thirty six) months.
  • INSTALLATION OF SECURITY SYSTEM
    • You shall provide us, at your cost, with: (i) free access to the Premises, during Normal Business Hours; (ii) telecommunications and power connection to enable installation and operation of the Security System at the Premises.
    • You will be charged extra if installation is to be carried out outside the Normal Business Hours. Any electrical work to be carried out, at the time of installation, shall be deemed Extra Work unless specified in the Quotation as forming part of the Security System price.
    • You shall, at your option, either: (i) pay the entire amount towards purchase of the Security System by issuing a cheque or demand draft in our favour or by paying through debit card/credit card/online transfer; or (ii) pay a monthly fee of the amount mentioned in the Quotation through a credit card by providing instruction to the credit card company to make direct debits to our account on a monthly basis without any delay. If we do not receive payment in a particular month, you agree to pay all amounts due upon demand. It is hereby clarified that any default in payment of dues to us shall entitle us to, at our option, suspend the services hereunder or terminate this Agreement and take possession of the Security System in accordance the terms hereof.
  • MONITORING AND RESPONSE SERVICES
    • We shall provide alarm, monitoring and response services to you during the Term. Response Services valid for Gurgaon only.
    • You acknowledge and agree that: (i) after receiving an alarm signal, we will, within a maximum of 15 (fifteen) minutes (depending on the location of Premises, availability of personnel and other factors), use all reasonable efforts to send our personnel at the Premises, to observe whether the Premises appears secure. Our personnel will remain at the Premises for up to 15 (fifteen) minutes thereafter. Once our personnel has competed the external check of the Premises, our responsibility will have been fulfilled, except in the case of a smoke detector alarm or medical duress alarm. In the event that the Premises is found to have been violated, you hereby authorize us to take pictures of the Premises and store the same and arrange for a security guard to attend and remain on the Premises. You agree that such services are deemed as Extra Work. Where a smoke detector alarm is connected to the Security System, our sole responsibility will be to contact the nearest fire station on your behalf. Where a medical duress alarm service is provided at the Premises, we will, upon receipt of an alarm signal, contact the nearest hospital. Any expenses payable to third parties (including to the fire station, ambulance and/or hospitals) for the provision of any medical service shall be to your account; (ii) we cannot take any steps on receipt of an alarm signal except as directed by you; and (iii) we cannot provide the services if you are no longer in the Premises.
    • You acknowledge that our monitoring obligations shall be suspended during any period in which the communication line (ex. Telephone lines) and/or power connection to the Premises is incapable of transmitting signals to or from the Security System and/or Central Station.
    • You understand that we may need to: (i) record all telephone conversations to and from the Central Station and agree to the practice of the procedure; and (ii) send our personnel at the Premises, from time to time, to observe whether the Premises appears secure.
  • PROVISIONS OF MAINTENANCE SERVICES
    • Routine Testing: We will inspect the Security System, during the warranty period, when reasonably requested by you during Normal Business Hours, unless otherwise agreed. Subject to clause 5.1, repairs and replacement parts will be deemed Extra Work.
    • Comprehensive Maintenance: you can avail of comprehensive maintenance services wherein a technician of ours will come to the Premises during Normal Business Hours, unless otherwise agreed, to reset, adjust or repair the Security System. Subject to clause 5.1, any other repairs and replacement parts, unless otherwise agreed, will be Extra Work and charged at our standard rates.
    • Where we consider that the Security System or any part thereof is no longer economically serviceable (due for example to age, obsolescence or unavailability of spare parts) then we may elect to cease to provide maintenance of that equipment, or any part of it. We will give you 01 (one) month’s notice of our intention to cease to provide maintenance and will adjust the maintenance fees payable by you. Unless otherwise agree, a reduction in maintenance service under this clause 4.5 will not affect the remainder of this Agreement, which will continue in full force and effect.
  • WARRANTIES AND LIMITATION OF LIABILITY
    • We warrant that the Security System sold to you will, upon activation by us, be free from defects for a period of 1 (one) year on parts or 3 (three) months on labour and will be of the kind and quality specified by us to you. Subject to clause 5.2, our exclusive obligation and your sole remedy for any breach of this warranty, will be for us to use commercially reasonable efforts to fix a defect or replace the Security System so that it conforms to the terms hereof. If we are unable to fix a defect in the Security System, you will discontinue all use of the Security System and return the same to us for a refund of the amounts actually paid by us for the Security System.
    • WE DO NOT WARRANT THAT THE SECURITY SYSTEM AND MAINTENANCE WILL BE FREE OF INTERRUPTIONS, ERRORS, BUGS OR SECURITY PROBLEMS, OR THAT THE SECURITY SYSTEM AND MAINTENANCE WILL MEET YOUR REQUIREMENTS. EXCEPT AS PROVIDED IN THIS CLAUSE 5, THE SECURITY SYSTEM AND MAINTENANCE IS PROVIDED ON AN “AS IS” BASIS AND WE SPECIFICALLY DISCLAIM ALL WARRANTIES AND INDEMNITIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT OR ANY OTHER WARRANTY ARISING FROM THE COURSE OF PERFORMANCE OR COURSE OF DEALING.
    • If you find any defect in the Security System, you shall notify us in writing within 14 (fourteen) days of the discovery of any relevant defects.
    • We shall promptly attend to such defects free of charge provided that we are satisfied that after delivery the Security System has been properly handled, used and maintained and that you have complied with all applicable recommendations by us and that the Security System has not been altered or modified in any way by any person. You agree that any remedial work that is required to be carried out outside Normal Business Hours will be deemed Extra Work.
    • We will not be responsible for: (i) the non-performance of; (ii) malfunction of; or (iii) damage to the Security System arising from any of, or any combination of the following: (i) adverse environmental conditions, including without limiting the generality of the foregoing, electrical noise or electromagnetic radiation that may be direct, coupled or induced in the Security System’s components, circuitry, power supply paths, single paths, communication paths; or (ii) the provision of utilities or services by any third party which are not within operating limits specified in the specifications issued by us; or (iii) Interworking with other equipment or software not supplied or approved by us; or (iv) any reconfiguration or modification by you or any third party of the Security System; or (v) careless use of the Security System by you or any other person; or (vi) fire, flood, water, wind, lightning, impact or any Act of God or other cause outside our control. Any cost or expense incurred by us in detecting or isolating such non-performance malfunction or damage so caused and rectification thereof will be deemed Extra Work, including during the warranty period.
    • We shall not be liable for any loss of profits or any consequential loss of any kind whatsoever suffered by you arising from any defect of the Security System or Service or in any kind from any breach of any of our obligations in connection with this Agreement from any negligence, misinterpretation or other act or omission on the our part or our servants, agents or contractors.
    • Notwithstanding anything else contained in this Agreement, our liability, whether in contract or tort or otherwise, arising from breach of any of our obligations arising in connection with this Agreement from any negligence, misrepresentation or other act or omission on our part or our servants, agents or contractors shall not in aggregate exceed: (i) the price of the Security System; or (ii) the fee paid for the Services for the previous 3 (three) months, whichever is applicable and in connection with which a claim arises.
  • EXTRA WORKS
    • In addition to those services specified in this Agreement as “Extra Work”, all services performed and additional equipment provided by us which are not specifically referred to in this Agreement or quotation shall constitute Extra Work.
    • Where you ask us to perform service or provide additional equipment which constitute Extra Work and we agree to such request, then the provisions of this Agreement shall apply to the Extra Work and you shall pay for the Extra Work at the following rate: (a) where we have quoted an amount prior to performing or providing the Extra Work, the amount quoted; or (b) where we haven’t given any such quote, an amount calculated for work done at our then standard rates for such work.
  • FEES
    • You shall pay us the fees specified in the Quotation (and as amended from time to time under clause 7.3) during the Term.
    • Payment of all fees and any extra charges are due 7 (seven) days from the date of our invoice.
    • If any direct and/or indirect cost for providing any services specified in the Quotation increases at any time after the date of this Agreement, for any reason, then we may at any time after giving written notice to you, increase the fees payable for such services by the proportion as the increase in our cost. Such increase shall take effect from the date on which our cost increases.
    • You may not deduct or set off any monies owing under this Agreement. Such amount is exclusive of all applicable taxes including service taxes which shall be paid by you.
  • YOUR OBLIGATIONS AND ACKNOWLEDGEMENTS
    • Unless otherwise provided in the Agreement, you will: (a) be liable for any breach of this Agreement; (b) pay us interest on overdue monies at 12% (twelve percent) interest which shall be calculated on daily basis till the date it is paid; (c) ensure the Premises will at all times be a safe working environment and (without limitation) shall not contain any hazards or any infectious or building disease.
    • You acknowledge that, as on the Commencement Date: (a) you have not relied on any representation or warranty except as set out in this Agreement and it is reasonable for us to limit our liability in the manner set out in this Agreement; (b) the prices charged by us under this Agreement are based solely on the value of service provided and are not related to the value of the Premises; (c) we may use subcontractors to provide all or any other services to be provided under this Agreement; (d) to the full extent permitted by law, you have or will have satisfied yourself by prior investigation and examination as to the condition and quality of the Security System, its suitability or fitness for ordinary or special use/purpose and read all documents relating to the functions of the Security System;
      e) you have received training to use the Security System before its activation. This will be deemed Extra Work; (f) payment of monies due to us within the period agreed herein is a condition of this Agreement and to the maximum extent permitted by law we shall have no liability whatsoever to you when you are in breach of your payment obligations to us; (i) this Agreement sets out the whole agreement relating to the subject matter and all representations, terms, warranties, conditions and collateral agreements where implied or otherwise, except as set out in the Agreement, are expressly negated so that neither of us shall have any obligation towards the other in any way in relation to the subject matter of this Agreement except as set out in this Agreement; (j) you acknowledge that: while we are providing insurance if any, as stated in the Quotation, the services provided under this Agreement cannot be guaranteed to prevent all or any unauthorized entry, loss or damage to the Premises; and (k) you will have to take steps to mitigate any loss and not treat our actions as an alternate to your actions.
    • You shall through us: (a) carry out regular testing of the Security System or other alarm equipment and the telecommunications connection, comply with all operating and maintenance instructions in relation to the Security System or other alarm equipment, fix any defects without delay and otherwise do all things to maintain the Security System or other alarm equipment, in good working condition; and without delay and otherwise do all things to maintain the Security System or other alarm equipment; and (b) seek evaluation of the security requirements from us if the use or layout of the Premises or the level of risk changes from that applying at the Commencement Date.
    • You shall promptly notify us of any break-in or attempted break-in to the Premises and shall allow us access to the Premises whenever reasonably required by us for the purpose of testing the Security System or other alarm equipment.

  • TERMINATION.
    • You may, without cause, terminate the maintenance services arrangement at anytime during the Term by giving to us 30 (thirty) days written notice. However, we shall not be liable to refund the installation fees, or any payments made in full or part towards purchase of the Security System.
    • In the event of breach of this Agreement by either party, the other party shall be entitled to terminate his Agreement with thirty (30) days notice provided that such breach is not remedied within the thirty (30) days of such notice.
    • Expiry or earlier termination of this Agreement will not prejudice any rights of the parties that may have accrued prior thereto.
    • If we terminate this Agreement for cause you shall pay us an early termination fee equivalent to the fee that would be payable during the unexpired portion of the Term.
  • PASSING OF TITLE
    • Title to any part of the Security System purchased by you shall not pass until payment in full is received by us and you shall:- (a) maintain such part or parts in good order and condition; and (b) ensure that any payment due in accordance with clause 2.5 (ii) is made by the due date. Any default in such payment will irrevocably authorize us to enter the Premises and to take possession of the Security System without liability to you.
  • MISCELLANEOUS
    • Confidentiality. Each party shall treat any and all information disclosed to it/him in any form or which comes into its/his possession or knowledge in connection with this Agreement as confidential and shall not disclose the same to any others, except as may be required by law or as may be required to be disclosed on a "Need-to-Know" basis for implementing this Agreement.
    • Force Majeure: We shall not be liable to you for failure or delay in the performance of any of our obligations hereunder for the time and to the extent such failure or delay is caused by force majeure or reasons beyond our reasonable control. This will not however apply to your obligation to make accrued payments.

 

    • Waiver: Failure by either party to enforce any one or more of the terms of this Agreement shall not be a waiver of them or of the right at any time subsequently to enforce all terms and conditions of this Agreement.
    • Governing Law and Jurisdiction: This Agreement shall be governed by the laws of India. In the event of any disputes, the courts in Bangalore shall have exclusive jurisdiction.
    • Refund Policy: No refund Policy