Site Security & Monitoring Setup Form

TERMS & CONDITIONS OF MERIDIAN CAMERA, LLC MONITORING SERVICES

For this Rental Agreement, MERIDIAN CAMERA, LLC ("Meridian Camera") shall mean Meridian Camera its owners, officers, directors, shareholders, and employees, and "Customer", as stated under the "Customer Information" in the Site Form (the Contract), shall mean, Customer, its agents and/or employees.

In consideration of renting the Portable Monitored Surveillance System(s), and any other devices, described in the Site Form, (the "Equipment" or "Equipment") Customer agrees as follows:

8.1. DESCRIPTION: All Equipment rented from Meridian Camera stated in the Site Form, are made a part of these Terms and Conditions.

8.2. DELIVERY: Delivery occurs when the Equipment passes into the possession of the Customer or contracted delivery service, and the Equipment leaves Meridian Camera's yard. The Customer must provide Meridian Camera evidence of Insurance and Liability requirements (see paragraph 8 below), prior to the delivery.

8.3. RENTAL PERIOD: The rental period commences upon Delivery and ends upon return as stated in the Contract. Rental rates quoted are for a minimum 28-day period (one Month). If the Equipment is not returned by the end of the rental period, then Customer will be charged for an additional month of rental.

8.4. SITE PREPERATION: Customer is responsible for any site preparation that is needed prior to Equipment Installation, including cell phone coverage. The Equipment must have a clear site to the sun.

8.5 PRE-INSTALLATION REQUIREMENTS: Customer acknowledges they have received Meridian's Manual, SITE SECURITY PROCESS FOR Equipment (the "Manual), and that person(s) who will be responsible for the Equipment have read and understood the Customers responsibilities in operating and maintaining the Equipment. Customer must have also completed the Remote Monitoring Form (Monitoring Form). (If Monitoring information has not been provided, the site will be unprotected [No Security], even if Equipment has been delivered and installed). The Monitoring Form must be completed and in the possession of Meridian Camera at least 24 hours prior to the installation day or Meridian Camera may postpone the installation (chargeable – day rate plus delivery) or further visits will be required which will also be chargeable. Any failed installations/ prolonged delays due to unadvised site issues may incur additional charges and could result with Customer site being unprotected by Equipment. Further visits that may be required may not always be on the following day.

8.6 EQUIPMENT INSTALL PROCESS: A. Customer Install (1) The Equipment is delivered to the site and Customer installs Equipment and powers system; (2) Customer contacts Meridian Camera for remote install (support@meridiancamera.com) providing at least 24 hours' notice of intention to install; (3) Meridian Camera performs remote set up and alarm calibration (Meridian Camera will require Customer support with walk test to calibrate the video analytics) (3) System set up for 24-hour soak test; (4) System confirmed as live; B. Meridian Camera Install (1) Meridian Camera engineers will visit the site to commence work; (2) Meridian Camera performs remote set up and alarm calibration; (3) System set up for 24-hour soak test; (4) System confirmed as live.

8.7 EQUIPMENT OPERATION: Customer acknowledges Customer has examined the Equipment prior to taking possession of or using the Equipment, and the Equipment is in good order and repair. Customer further acknowledges customer, and their personnel (1) know how to properly use and operate the Equipment, (2) assume all risks associated with the operation and use of the Equipment, (3) are fully aware of any dangers associated with the operation or use of the Equipment which are not obvious or readily apparent. Customer shall allow only competent and qualified persons to operate or use the Equipment.

8.8 POST-DELIVERY MONITORING: Customer will work with Meridian Camera in setting up post-delivery monitoring of the Equipment. Meridian Camera uses a 3rd party monitoring company (Monitoring Company) to monitor the Equipment as set out in the Manual. During the Monitoring Period the Customer has chosen, the Monitoring Company will provide the monitoring service (Monitoring Services) using the Equipment to monitor the site in accordance with these conditions: A. The Monitoring Services depends on the functionality of the Monitored Equipment, and Meridian Camera shall be under no liability for; (1) any defaults or errors caused by faults in the Monitored Equipment or communications from the Monitored Equipment to the Monitoring Company; or (2) any failure by the Monitored Equipment to provide an Alert; (3) Customer agrees Meridian Camera is not an insurer, and no insurance coverage is offered;(4) the solution Meridian Camera provides is designed to reduce certain risks of loss, though Meridian Camera cannot guarantee no loss will occur; (5) Meridian Camera and their sub-contractors are not assuming liability for any loss, data corruption, inability to retrieve data, personal injury or property damage sustained by Customer as a result of intrusion, burglary, theft, hold up, fire, smoke or any other cause whatsoever.(6) Meridian Camera may deactivate part, or all the Monitored Equipment causing false alarms and notify Customer that part or all of the Monitored Equipment will remain deactivated until the necessary maintenance has been carried out; (7) Meridian Camera will not be liable for any loss occurring while part or all of the Monitored Equipment is deactivated for maintenance.; (8) Meridian Camera will not be required to render service to the Customer if the failure to render such service is due to power failure or interruption malfunctions of telephone lines, telephone equipment or communication networks or an event of Force Majeure, or any other causes beyond the control of Meridian Camera or non-payment by Customer.

8.9 MONITORING SERVICES; Meridian Camera and Customer agree the Monitoring Services obligation under this Contract shall be to monitor signals received from the Monitored Equipment. Upon receipt of a signal from the Monitored Equipment, the Monitoring Services shall make every reasonable effort to transmit notification of the incident promptly to the police, fire or other authorities and the persons whose names and telephone numbers are provided to them. No more than one call to the provided contact list shall be required and any form of notification provided for herein, including leaving a message on an answering machine, shall be deemed reasonable compliance with Meridian Camera's obligations. Meridian Camera will not notify police, fire or responding personnel in the event that emergency personnel is not required to be dispatched. Under no circumstances are Meridian Camera or our sub-contractors responsible for signals which do not reach the Monitoring Company due to any reason whatsoever.

8.10 MONITORING PERIOD: The Monitoring Period is the period from the Commencement Date to the Termination Date. The Monitoring Period will automatically renew for an additional Monitoring Period unless Customer gives Meridian Camera as least 14 days written notice to discontinue the Monitoring Period on the Termination Date or any later date. If Customer commits a material breach of the Contract, such as, but not limited to, using the Monitored Equipment in an improper manner and in contravention of the instructions, then Meridian Camera shall be entitled to terminate the Monitoring Period forthwith by written notice to Customer.

8.11 MONITORING FEES: The cost of the Monitoring Service shall be the Monitoring Fee set forth above. Meridian Camera will invoice Customer for the Monitoring Fee a month in advance of the beginning of the Monitoring Period.

8.12 Termination: On termination of the Monitoring Period for any reason Meridian Camera will invoice Customer for the monitoring Fees up to the date of termination. If Meridian Camera terminate the Monitoring Period, Meridian Camera shall be entitled to invoice Customer, without prejudice to any other rights or remedies, for a sum equal to the whole of the Monitoring Fees that would (but for the termination) have been payable if the Contract had continued from the termination date to the end of the Monitoring Period.

8.13 PRIVACY RIGHTS: It shall be Customers duty and responsibility to know the laws and any regulations, involving the use of security cameras, and audio equipment, including but not limited to an individual's right of privacy, any notices which may have to be posted in and around the site, Any video or audio recordings that are taken during the use of the Equipment shall belong to the Customer and not Meridian Camera or the Monitoring Service.

8.14 INDEMNITY/HOLD HARMLESS. CUSTOMER WILL TAKE ALL NECESSARY PRECAUTIONS REGARDING THE EQUIPMENT, AND THE MONITORING SERVICES, AND PROTECT ALL PERSONS AND PROPERTY FROM INJURY OR DAMAGE. CUSTOMER AGREES TO HOLD HARMLESS MERIDIAN CAMERA, THE MONITORING COMPANY, THEIR AGENTS. SHAREHOLDERS, DIRECTORS, OFFICERS, MEMBERS AND EMPLOYEES, FROM AND AGAINST ANY AND ALL LIABILITY, CLAIMS, JUDGMENTS, ATTORNEYS' FEES AND COSTS, OF EVERY KIND AND NATURE, INCLUDING BUT NOT LIMITED TO INJURIES OR DEATH TO PERSONS AND DAMAGE TO PROPERTY, BREACH OF A PERSON'S RIGHT OF PRIVACY, ARISING OUT OF THE USE, MAINTENANCE, INSTRUCTION, OPERATION, POSSESSION, RENTAL OF THE EQUIPMENT AND THE MONITORING SERVICES, HOWEVER CAUSED, EXCEPT CLAIMS OR LITIGATION ARISING THROUGH THE GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF MERIDIAN CAMERA. CUSTOMER WAIVES SUBROGATION. AND ALL RIGHTS AGAINST MERIDIAN CAMERA FOR LOSS OR DAMAGE TO THE EXTENT COVERED BY RISK OR ANY OTHER PROPERTY OR EQUIPMENT INSURANCE.

8.15 WARRANTY: The use of the Monitoring Services is used without warranty of any kind. Meridian Camera makes no warranty of merchantability or fitness for any use or purpose, either express or implied. There is no warranty or representation that the Monitoring Services is fit for Customer's intended use, or that it is free of latent defects. Meridian Camera or the Monitor Services Company shall not be responsible to Customer or any third party for any loss, damage or injury resulting from, or in any way attributable to the operation of, use of, or any failure of the Equipment. Meridian Camera shall not be responsible for any defect or failure unknown to the Meridian Camera, or the Monitoring Service Company. Customer's sole remedy for any failure of or defect in the monitor services shall be termination of the monitoring charges at the time of failure if Customer notifies Meridian Camera immediately and in writing of such failure and returns the Equipment to Meridian Camera within twenty-four (24) hours of such failure.

8.16 SUBLETTING EQUIPMENT. Customer agrees not to sublet, loan, or assign the Equipment during the Monitoring Period.

8.17 FORCE MAJEURE. Neither Party will be liable for any failure or delay in performing an obligation under this Agreement that is due to any of the following causes (which causes are hereinafter referred to as "Force Majeure"), to the extent beyond its reasonable control: acts of God, accident, riots, war, terrorist act, epidemic, pandemic (including the Covid-19 pandemic), quarantine, civil commotion, breakdown of communication facilities, breakdown of web host, breakdown of internet service provider, natural catastrophes, governmental acts or omissions, changes in laws or regulations, national strikes, fire, explosion, or generalized lack of availability of raw materials or energy. For the avoidance of doubt, Force Majeure shall not include (a) financial distress nor the inability of either party to make a profit or avoid a financial loss, (b) changes in market prices or conditions, or (c) a party's financial inability to perform its obligations hereunder.

8.18 OTHER CONDITIONS: (a) Customer shall pay all costs and expenses associated with their use and possession of the Equipment including, but not limited to, permits, license, and taxes. (b) Customer acknowledges power fluctuations and failure is a common problem, and Meridian Camera or the Monitoring Services is not liable for any system failure due to a power outage. Customer shall promptly report any problems following a power outage to Meridian Camera and Monitoring Service.

8.21. TRAILER MOBILITY: If your Customer Rental Agreement for the Portable Monitored Surveillance System is designated as Off-Highway, then the Portable Monitored Surveillance System cannot be towed on public streets or highways and must be trailered to be transported. The Off-Highway designation means that the trailer upon which the surveillance system sits upon is not licensed or certified to be towed on public streets or highways. If Customer tows an Off-Highway designated Portable Monitored Surveillance System on a public street or highway, they do so at their own risk and are responsible for any tickets or other law enforcement activity that may take place and agree to hold Meriden Camera harmless for any such towing activity, pursuant to Paragraph 11 of this Agreement.