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<br />MSNC111120 9
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<br />services will be billed to the Customer pursuant to the terms of this
<br />Agreement.
<br />
<br />If the Customer does not authorize such services or repairs, Brady
<br />may in writing, at Brady's option, terminate Brady's obligation to
<br />render further service to the equipment so affected. In such case no
<br />adjustment to the service fee shall be made and no refund of any
<br />portion of the service fee shall be made.
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<br />16. Other Charges; Remedies; Termination
<br />
<br />a. There may be a service charge to Customer for cancelled
<br />installation/service appointments if Customer cancels less than
<br />24-hours prior to dispatch, or if Brady’s representative is sent
<br />to the Customer's premises in response to a service call for
<br />false alarm or system malfunction caused by Customer's
<br />operation contrary to instructions, failure to close or properly
<br />secure a window, door or other protected point, or improper
<br />adjustment of monitors or accessory components.
<br />b. Failure to pay amounts when due shall give Brady, in addition
<br />to any other available remedies, the right to terminate this
<br />Agreement and to charge interest at the highest legal rate on
<br />delinquent amounts. Customer agrees to pay all costs,
<br />expenses and fees of Brady's enforcement of this Agreement,
<br />including collection expenses, court costs, and attorneys' fees.
<br />Installation charge(s) are based on Brady performing the
<br />installation with its own personnel. If for any reason installation
<br />must be performed by outside contractors, installation
<br />charge(s) may be subject to revision.
<br />c. In addition to any other remedies available to Brady, Brady
<br />may terminate this Agreement and discontinue any service(s)
<br />if:
<br />i. Brady's contracted center is substantially damaged by fire
<br />or catastrophe or if Brady is unable to obtain any
<br />connections or privileges required to transmit signals
<br />between the Customer’s premises, the Center or the
<br />Municipal Fire or Police Department or other first
<br />responder; or
<br />ii. Customer fails to follow Brady's recommendations for the
<br />repair or replacement of defective parts not covered
<br />under the Warranty.
<br />iii. Brady is unable to obtain or continue to support
<br />technologies, TeleCom Services, Communication
<br />Facilities, Equipment or component parts thereof that are
<br />discontinued, become obsolete or are otherwise not
<br />commercially available; or
<br />iv. Customer fails to make payments when due or otherwise
<br />breaches this Agreement.
<br />
<br />Brady will not be liable for any damages or subject to any penalty
<br />as a result of any such termination. If for any reason Brady is
<br />unable to continue to provide the service(s) for which it is hereunder
<br />contracted, the Customer will have the right to terminate its
<br />obligation without penalty.
<br />
<br />17. Assignment
<br />
<br />Customer may not assign this Agreement. Brady may assign the
<br />work of this Agreement, subcontracting the whole of this
<br />Agreement, or subcontracting portions of this Agreement.
<br />
<br />18. Changes
<br />
<br />No modifications, additions or changes may be made to this
<br />Agreement, except in a writing signed by both parties.
<br />
<br />19. Severability and Waiver
<br />
<br />If any term or conditions of this Agreement are invalid, illegal or
<br />incapable of being enforced by any rule of law, all other terms and
<br />conditions of this Agreement will nevertheless remain in full force
<br />and effect so long as the economic or legal substance of the
<br />transaction contemplated hereby is not affected in a manner
<br />adverse to either Party. Upon any such determination of invalidity,
<br />illegality or unenforceability, the Parties shall negotiate in good faith
<br />to modify this Agreement so as to affect the original intent of the
<br />Parties as closely as possible in an acceptable manner, to the end
<br />that the transactions contemplated by this Agreement are
<br />consummated to the extent possible. The failure of either Party to
<br />insist upon the performance of any of the terms of this Agreement
<br />at any time, or to exercise any right, shall not be construed as a
<br />waiver of such term or right.
<br />
<br />20. Governing Law
<br />
<br />This Agreement is made and interpreted under the laws of the State
<br />of North Carolina. North Carolina law shall govern this Agreement
<br />without regard to any competing choice of law provision. The state
<br />court of Guilford County shall be the sole and exclusive jurisdiction
<br />for any civil action arising out of this Agreement.
<br />
<br />21. Notice
<br />
<br />All notices shall be delivered either by e-mail, in person, or via
<br />certified mail to the Parties at the addresses listed below. If notice is
<br />sent via e-mail or in person, notice shall be considered received the
<br />same business day as the e-mail is sent or notice is delivered in
<br />person. If notice is sent via certified mail, notice shall be considered
<br />received 3 business days after notice is mailed.
<br />
<br /> Brady
<br />
<br />Legal Name: Brady Trane Service, Inc.
<br />Address: PO Box 13587, Attn: Legal Notices, Greensboro, NC
<br />27415
<br />E-mail: notices@bradyservices.com
<br />
<br /> Customer
<br />
<br />Legal Name:
<br />
<br /> Address:
<br />
<br />
<br />
<br />
<br />
<br /> E-mail:
<br />
<br />
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<br />22. Miscellaneous Provisions
<br />
<br />a. This Agreement contains the entire agreement between the
<br />parties.
<br />b. Any taxes, excises, or other charges imposed on Brady by
<br />law, on or incident to the service or material provided under
<br />this Agreement, shall be paid by the Customer, or in lieu
<br />thereof, the Customer shall provide Brady with a tax
<br />exemption certificate acceptable to the taxing authorities.
<br />c. Brady shall abide by the requirements of 41 CFR §§ 60-
<br />1.4(a), 60-300.5(a) and 60-741.5(a). These regulations
<br />prohibit discrimination against qualified individuals based on
<br />their status as protected veterans or individuals with
<br />disabilities, and prohibit discrimination against all individuals
<br />based on their race, color, religion, sex, or national origin.
<br />Moreover, these regulations require that Brady takes
<br />DocuSign Envelope ID: 42FB6DDD-FB4D-4A63-BDEE-308E8EC2DB59
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