Updated 29th August 2018
IMPORTANT: PLEASE READ THE FOLLOWING AGREEMENT AND THE TERMS AND CONDITIONS HERETO, WHICH TERMS AND CONDITIONS FORM PART OF THIS AGREEMENT (HEREINAFTER REFERRED TO AS THE “TERMS AND CONDITIONS”). BY ENTERING INTO THIS AGREEMENT WITH ALARMCONTROL24, YOU WILL BE BOUND BY AND ARE DEEMED TO HAVE ACCEPTED TO BE BOUND BY THE TERMS AND CONDITIONS IN THEIR ENTIRETY AND AS SHALL BE AMENDED FROM TIME TO TIME. WE MAY CHANGE, MODIFY OR AMEND AND RESERVE THE RIGHT TO CHANGE; MODIFY OR AMEND THE TERMS AND CONDITIONS AT ANY TIME WITHOUT PRIOR NOTICE TO YOU AND YOUR CONTINUED AGREEMENT WITH ALARMCONTROL24 SHALL CONSTITUTE YOUR ACCEPTANCE OF AND CONTINUED AND CONTINUING ACCEPTANCE OF THE TERMS AND CONDITIONS AS MAY BE CHANGED; MODIFIED OR AMENDED AT ANY TIME.
Action Alarm Control 24 trading as AlarmControl24, whose head office is at Unit C1, Three Rock Road, Sandyford Business Park, Dublin 18, is a limited liability company incorporated in Ireland and is a company that trades; provides its products and/or services and operates its businesses under the following names, AC24, ActionAlarmControl24 and AlarmControl24, amongst others.
References to AlarmControl24 and/or “we” and/or “us” and/or “our” herein shall include and be deemed to include, amongst others, references to AC24, ActionAlarmControl24 and AlarmControl24 and should the context so require our sub-contractors and permitted assigns as the case may be. The Terms and Conditions govern the relationship between AlarmControl24 and “You”, the “Subscriber“ and ”User” and references to “You” and “Subscriber” “User” and “Applicant” and “person” and “party” shall be interpreted and construed accordingly as the context so requires.
In the Terms and Conditions, references to the singular shall include the plural and vice versa. Any reference to a statute or statutory provision includes a reference to it as from time to time amended, extended or re-enacted. The headings in the Terms and Conditions are inserted for convenience only and do not affect its construction or interpretation. The expressions “include”, “includes”, “including”, “in particular” and similar expressions shall be construed without limitation.
Your acceptance of and your continued and continuing acceptance of this Agreement is subject to the Terms and Conditions herein and you agree; accept and acknowledge that you are signifying your agreement to be strictly bound by the Terms and Conditions. If you do not read, or if you disagree with any aspect of this Agreement and the Terms and Conditions, you should not enter into this Agreement with us. By entering into this Agreement, you acknowledge that you have read, understood and fully agree to this Agreement and the Terms and Conditions and you agree to be strictly bound by the Terms and Conditions.
Each of the paragraphs of the Terms and Conditions operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
Change to Terms and Conditions
AlarmControl24 may modify; amend; change or terminate any of the Terms and Conditions and/or any Service(s) offered and referred to herein and throughout at any time and from time to time for any reason and without notice and without any liability to You or any third party. We reserve the right to change the Terms and Conditions at any time and from time to time. Any updated to our Terms and Conditions will be posted on our website www.alarmcontrol24.ie
Acceptance of Terms and Conditions/Changes to Terms and Conditions
You agree to be bound by these Terms and Conditions and such amendments and/or changes and/or modifications that may be made at any time and from time to time with or without notice to you. In addition, you acknowledge and accept that you will be subject to any rules or guidelines applicable to the Service(s) forming part of and be read in conjunction with the Terms and Conditions. You all times to agree and acknowledge that you are bound to the Terms and Conditions (as may be amended from time to time with or without notice to you).
Your Statutory Rights
Nothing contemplated by this Website or any of the platforms; services; products or other websites referred to herein and throughout or by the service and/or services; products that we provide shall affect your Statutory Rights as a consumer under Irish consumer legislation.
AlarmControl24 respects and protects your right to privacy in relation to your interactions with AlarmControl24. We have adopted policies to safeguard your personal information and to protect its confidentiality. Any information which is provided by You to AlarmControl24 will be treated in accordance with the terms of the Data Protection Acts 1988 and 2003 and/or such amending or replacement legislation as may be adopted in Ireland from time to time.
Installer Terms and Conditions
These Terms and Conditions relate solely to any person and/or party (the “Installer”) that installs the Alarm System to which the Services relate, such Installer being an independent contractor who provides its own installation and related alarm services unrelated to Action Alarm Control24 trading as AlarmControl24 and not connected with the Services.
When the following words with capital letters are used in these Terms, this is what they will mean:
“AlarmControl24” means Action Alarm Control 24 Limited and any of our related business;
“AlarmControl24’s Equipment” means the monitoring equipment of AlarmControl24, or its sub- contractors.
“AlarmControl24 Fees” means the Central Station Monitoring Fees charged by AlarmControl24 along with any other AlarmControl24 Fees for the provision of the Service(s) by AlarmControl24 to You, the Subscriber, and AlarmControl24’s Fees shall be charged as set out and provided for herein or as may otherwise be agreed with You in writing;
“Agreement” and/or “Contract” means this contractual and legally binding agreement entered into between AlarmControl24 and You, the Subscriber and which Agreement includes the Terms and Conditions;
“Alarm System” means the means the Subscriber’s Equipment in conjunction with AlarmControl24’s Equipment;
“Control Centre” means the premises where AlarmControl24 carries out the monitoring service and/or Our Sub-Contractors Equipment is situated from time to time;
“Emergency Service Provider” means, amongst other, An Garda Síochána, fire authorities, the state health services or any other provider of an emergency service;
“End User” means the “Subscriber”, “You”, the “Applicant” as each is defined herein and/or such other party or person (if not the Subscriber”, “You”, the “Applicant” identified in this Agreement) who is or that is the ultimate beneficiary of the Service(s) and/or the owner of the “Premises” (as defined herein) and in the case of more than one End User, then each and every End User and where the context so requires it, each any every End User Premises;
“Event Outside Our Control” means, inter alia, any and all of the events outside our control referred to below and set out hereinafter;
“Initial Term” means the minimum initial term for which the Service(s) will be provided to You as set out in this Agreement and which Initial Term means a period of 12 calendar months from the date of this Agreement unless otherwise expressly between AlarmControl24 and You in writing;
“Personal Data” means any information relating to an identified or identifiable natural person;
“Premises” means the premises of the Subscriber in, about or upon which is situated the Subscriber’s Equipment;
“Service(s)” means the alarm/CCTV monitoring service and any other services to be provided by AlarmControl24 to You as set out in herein or as otherwise agreed with You from time to time;
“Special Instructions” means the Special Instructions provided by You to AlarmControl24 which should include the emergency instructions relating to details of Your nominated keyholders and verification password;
“Subscriber’s Equipment” means the wiring circuits, circuit boards and monitoring devices and all other components whatsoever situated on or in the Premises;
“We/Our/Us” means AlarmControl24 and, where applicable, Our directors, officers, employees, agents and/or sub-contractors; and
“You”/”Your”/“Applicant”/”Subscriber” means You, the Subscriber, being the person/persons or party of parties that enter into this Agreement with AlarmControl24 and in the case of more than one Subscriber, then each and every party named as a Subscriber and in the event that You are an Installer, then each and every reference to You/Your/Application/Subscriber shall, where You are an Installer shall be construed accordingly.
2. DURATION AND TERMINATION
2.1 This Agreement shall only come into effect when the alarm/CCTV system has been connected into the control centre and appropriate paperwork has been completed.
2.2 In the case of the Service(s), this Agreement shall, subject to earlier termination as provided elsewhere in this Agreement, continue for a minimum period of 12 calendar months. Following the Initial Term, this Agreement shall remain in full force and effect (and the Subscriber shall be liable to pay AlarmControl24 in respect of the continued provision of the Service(s) for further and subsequent terms of 12 calendar months (commencing at the expiration of the Initial Term unless or until terminated earlier pursuant to the Terms and Conditions or unless terminated after the expiration of the last day of the Initial Term as provided for herein). After the expiration of the Initial Term, AlarmControl24 shall be entitled to increase AlarmControl24’s Fee on an annual basis provided written notice of any such increase in AlarmControl24’s fee is provided to You.
2.3 AlarmControl24 may immediately terminate this Agreement if the Subscriber:
2.3.1 goes into liquidation, becomes insolvent or has a receiver or similar officer appointed in respect of all or part of its undertaking (or is the subject of a filing with any court for the appointment of any such officer); or
2.3.2 commits a material breach of this Agreement which in AlarmControl24’s opinion is not capable of remedy; or
2.3.3 commits a material breach of this Agreement which in AlarmControl24’s opinion is capable of remedy and where such breach is not remedied within 3 days of receipt of a notice from AlarmControl24 specifying the breach and putting the Subscriber on notice of AlarmControl24’s intention to terminate this Agreement with effect from the expiry of the notice period if such breach has not been remedied to its reasonable satisfaction; or
fails to make payment in accordance with the terms of this Agreement.
2.4 AlarmControl24 shall be entitled to terminate this Agreement at any time for any reason whatsoever during the Initial Term and thereafter provided that not less than 30 days prior written notice is given to the Subscriber. Any AlarmControl24 Fees that may be due and owing by the Subscriber at the date of the service of any notice of termination hereunder shall remain due and owing in full to AlarmControl24 up to and including the date of termination of this Agreement and Action reserves all of its rights to seek recourse and remedy in relation thereto.
2.5 Notwithstanding anything in this Agreement to the contrary, this Agreement shall be terminated by AlarmControl24 by notice in writing to the Subscriber if at any time the Control Centre is unable to secure or retain the connection for transmissions of signals, but such determination shall not give rise to any claim by either party hereto against the other.
3. WARRANTIES AND INDEMNITIES
3.1 The Subscriber hereby represents warrants and undertakes to AlarmControl24 that:
3.1.1 all information, representations and statements of fact given or made orally or in writing by or on behalf of the Subscriber to AlarmControl24, its servants or agents, in the course of the negotiation prior to the conclusion of this Agreement was when given, has remained and will remain up to the termination of this Agreement, true, complete and accurate;
3.1.2 full disclosure has been made by the Subscriber to AlarmControl24 of all information, representations and statements material to the Service;
3.1.3 the Subscriber agrees to notify AlarmControl24 immediately of any alteration in the material, information, representations and statements of fact made by the Subscriber to AlarmControl24 at any time.
3.2 The Subscriber hereby agrees and undertakes to indemnify and keep indemnified AlarmControl24 against all loss and damage whatsoever, including, but not limited to any award of damages or compensation, fine or other order made by any court or tribunal in favour of any third party together with all costs and expenses (including all legal costs and expenses) arising from breach of the representations and warranties set out in this Agreement and, without prejudice to the generality of the foregoing, arising from any incorrect, incomplete, unlawful, untrue or misleading materials, information and/or representations and/or statements of fact made by the Subscriber at or prior to entering into this Agreement.
3.3 We may on occasion provide certain information and/or advice to you in advance of your entering in to this Agreement. Without prejudice to the foregoing and except as expressly set out in this Agreement, all warranties, whether express or implied relating to the provision by AlarmControl24 of Service(s) under this Agreement are excluded to the fullest extent permitted by law.
3.4 You agree to defend, indemnify and hold AlarmControl24 and (as applicable) its officers; directors; employees; agents; subsidiaries; affiliates and any of our third party information service providers or other representatives harmless against any and all claims demands, losses, expenses, damages and costs, including legal costs, however arising resulting from any violation or breach by you of this Agreement and the Terms and Conditions or any claims made by or liabilities to any third party.
4.1 Except as expressly set out in this Agreement, all representations, warranties, terms and conditions, whether express or implied relating to the provision by AlarmControl24 of the Service(s) under this Agreement and the Terms and Conditions are hereby excluded to the fullest extent permitted by law.
4.2 To the fullest extent permitted by law, AlarmControl24 shall not be liable to the Subscriber for any loss of actual or anticipated profits, loss of revenue, loss of business, loss of opportunity, loss of goodwill, loss of reputation, or any indirect or consequential loss, damage or special damage or expense whatsoever or howsoever caused, whether such losses or damage were foreseen, foreseeable, known or otherwise.
4.3 To the fullest extent permitted by law, AlarmControl24 shall under no circumstances be liable to the Subscriber in respect of any failure to carry out or delay in carrying out any of AlarmControl24’s obligations hereunder which is attributable to any cause whatsoever the nature of which is outside AlarmControl24’s reasonable control (“Event Outside our Control”). AlarmControl24 shall not be liable for any loss or interruption to the Service(s) due to an Event Outside our Control including, but not limited to, interruption or failure of telecommunications or digital transmission links, internet slowdowns or failure, third party unauthorised access, including but not limited to hacking or virus introduction; severe weather conditions, burglary, vandalism, civil disorder, terrorist activity, war, government action, strikes, lock-outs or other industrial disputes, failure of a utility service and/or any acts, restrictions, regulations, by-laws, prohibitions or measures of any kind on the part of any governmental, parliamentary or local authority, electricity or electronic telecommunications service provider and failure or inability of an Emergency Service Provider. You accept that the above lists of Events Outside our Control is a non-exhaustive list and is provided for illustrative purposes only.
4.4 AlarmControl24 will take the utmost care in providing the Service(s) to You but AlarmControl24 does not warrant the absolute working order the Alarm System at all times and AlarmControl24 shall have no liability for any loss whatsoever and howsoever arising resulting from an Event Outside our Control.
4.5 In respect to the provision of the Service(s) AlarmControl24 shall have no liability to you whatsoever (howsoever arising, including liability in tort) under or in connection with this Agreement, including in relation to and in respect of the provision of the Service(s) or our inability to provide the Service(s); for any loss of profits or anticipated savings; loss of revenue; loss of or damage to reputation or goodwill; loss of opportunity; wasted management or other staff time; losses or liabilities under or in relation to any other contract; loss of use of hardware; software or data; (in each case whether direct, indirect, special and/or consequential loss or damage) or for any other indirect, consequential and/or special loss or damage.
4.6 You hereby acknowledge that to provide the Service(s) we may use third party Service(s) and products and you hereby consent to same. You acknowledge and agree that if at any time and for any reason whatsoever we are not be able to use the third party Service(s) and/or products (e.g., without limitation because the third party Service(s) and/or products are withdrawn from our use by such third party) or for any other reason beyond our reasonable control, we may suspend the provision of the Service(s) or, at our option and sole discretion, terminate this Agreement with immediate effect by sending notice of such termination to the postal address or email address provided by you at the time you request the Service(s). At all times, you acknowledge and agree and accept that we shall have no liability whatsoever to you in respect of a suspension or termination of the Service(s) in accordance with this provision.
4.7 If we are unable to fulfil our obligations to you as a result of an Event Outside our Control; or as a result in a change of circumstances beyond our control; or as a result of any Service no longer being made available; or as a result of any Service no longer being provided by AlarmControl24, then AlarmControl24 shall use its best and reasonable endeavours to notify you of any such change of circumstance. To the fullest extent permitted by law, none of AlarmControl24 nor any of its officers, directors, employees, affiliates or other representatives will be liable for loss or damages arising out of or in connection with (either direct or indirect) our being unable to fulfil our obligations to you as a result of matters outside of our control; or as a result in a change of circumstances beyond our control; or as a result of any Service no longer being made available; or as a result of any Service no longer being provided by AlarmControl24. You agree and accept that AlarmControl24 shall under no circumstances be liable to you for any indirect or consequential loss or damages, loss of data, loss of income, profit or opportunity, loss of or damage to property and claims of third parties for AlarmControl24 being unable to fulfil its obligations to you as a result of matters outside of our control; or as a result in a change of circumstances beyond our control; or as a result of any Service no longer being made available; or as a result of any Service no longer being provided by AlarmControl24.
4.8 You acknowledge that you understand and accept that reasons for our not being able fulfil our obligations to you are not exhaustive and you agree that you shall be liable for; shall be required to pay for and shall be liable to remit any increased cost(s) associated with our not being able fulfil our obligations to you. In such circumstances, you fully indemnify us and shall continue to indemnify us in that regard and further agree that you shall not hold us responsible for any increased or additional cost(s) and/or charge(s) and/or loss under any circumstances whatsoever and howsoever arising.
4.9 Unless agreed in writing between AlarmControl24 and You, the Service(s) provided do not include visits to the Premises (or additional time spent at the Premises) for the purpose of (i) rectifying any failure or malfunction of the Alarm System and/or the Service(s) caused directly or indirectly by accident, neglect, misuse (other than for the use for which it was intended) or by adverse environment conditions, electrical current fluctuations (including failure of electrical power) or deliberate damage resulting from reckless, negligent or careless conduct (including omission) by You or resulting from wear and tear other than in respect of any failure or malfunction resulting from fair wear and tear; (ii) remedial maintenance necessitated by the undertaking of work on the Alarm System (including moving relocation, conversion or adaptation) by anyone other than Us, unless approved by AlarmControl24; and/or (iii) remedial maintenance necessitated by an Event Outside Our Control.
4.10 AlarmControl24 will not be liable for any defect arising from: (a) failure by You to follow instructions given by AlarmControl24 or from misuse of the Alarm System; (b) the undertaking of work on the Alarm System (including alteration, reinstallation, moving, relocation, conversion or adaptation or repair of the System) by persons other than AlarmControl24; and/or (c) fair wear and tear.
4.11 Without prejudice to the provisions of this Agreement, AlarmControl24 shall not be liable for any loss or damage of whatsoever nature resulting from a technical failure or defect in the Subscriber’s Equipment and/or the Alarm System not caused by AlarmControl24 or by reason of a failure to contact an Emergency Service Provider or a keyholder where such failure is not due to any act, omission, or neglect on the part of AlarmControl24.
4.12 Not withstanding any other provisions of this Agreement or at law if AlarmControl24 shall be held liable for any loss or damage suffered by the Subscriber the liability of AlarmControl24 shall be limited to the amount received by AlarmControl24 under this Agreement.
4.13 The Subscriber and/or the End User (if same are not the same party or person) hereby agree to jointly and severally indemnify (and to keep indemnified) AlarmControl24 against all liabilities, costs, expenses, damages and losses (including any and all consequential losses, loss of profit, loss of reputation and all interest, penalties and legal costs (calculated on a full indemnity basis) thereto and all other reasonable professional costs and expenses)) suffered or incurred by the Subscriber and/or the End User as a result of any breach, act or omission or default on Your part arising out of or in connection with any claim brought against AlarmControl24 for (i) any breach of the terms and conditions of this Agreement on the part of the Subscriber and/or the End User (as the case may be) and (ii) any infringement of a third party’s rights (including any Intellectual Property Rights) arising out of, or in connection with, the receipt, use or onward supply of the Services (collectively, “Claims” and any such a “Claim”).
4.14 The Subscriber and/or the End User (if same are not the same party or person) shall (a) immediately notify AlarmControl24 in writing of any such Claim or Claims and (b) shall co-operate with AlarmControl24, including, without limitation, providing such information as AlarmControl24 may reasonably require at the expense of the Subscriber and/or the End User (if same are not the same party or person). In no event, shall The Subscriber and/or the End User (if same are not the same party or person) compromise or otherwise settle any Claim without AlarmControl24’s prior written consent. The aggregate liability of AlarmControl24 in respect of all Claims hereunder shall be limited to three (3) months of the total charges paid and payable by the Subscriber and/or the End User (if same are not the same party or person) under this Agreement (inclusive of any interest and costs in respect of such Claims). The Subscriber and/or the End User (if same are not the same party or person) shall have no right to any indemnity hereunder or compensation whatsoever immediately upon termination of this Agreement and this Clause 4 shall terminate absolutely at the expiration or sooner determination of this Agreement.
4.15 Notwithstanding the provisions of this Clause 4, the losses for which the Subscriber shall assume full and absolute responsibility and which losses shall (subject to this Clause 4) be recoverable by the End User against the Subscriber solely (and which losses for the avoidance of any doubt shall not under any circumstance whatsoever and howsoever arising be recoverable against AlarmControl24 (and/or any of its associated entities) include:
4.15.1 sums paid by the End User to the Subscriber pursuant to this Agreement (or any agreement and/or contract between an End User and the Subscriber), in respect of any services not provided in accordance with the terms of this Agreement (or any agreement and/or contract between an End User and the Subscriber);
4.15.2 additional costs of procuring and implementing replacements for, or alternatives to, the Services, including the costs of equipment and materials; and
4.15.3 losses incurred by the End User arising out of or in connection with any claim, demand, fine, penalty, action, investigation or proceeding by any third party against the End User caused by the act or omission of the Subscriber (or any agent; sub-contractor, personnel, regulator or customer) of the Subscriber.
4.16 The Subscriber, You and the End User (if same are not the same party or person) hereby agree that the Subscriber, You and the End User (if same are not the same party or person) does and hereby indemnifies the Supplier and shall effectually keep the Supplier indemnified against all liabilities, costs, expenses, damages and losses (including any and all consequential losses, loss of profit, loss of reputation and all interest, penalties and legal costs (calculated on a full indemnity basis) thereto and all other reasonable professional costs and expenses)) suffered or incurred by the Subscriber and/or the End User as a result of any breach, act or omission or default on the part of the Subscriber and/or the End User (if same are not the same party or person) arising out of or in connection with any Claim brought against AlarmControl24 as set out above and such contractual indemnification shall indemnify and keep the Supplier effectually indemnified against all actions, proceedings, costs, expenses, claims and demands by reason or on account of any breach of the Terms and Conditions of this Agreement and/or (or any part thereof) or by any non-performance or non-observance of the Terms and Conditions of this Agreement by the Subscriber and/or End User (or either or any of them).
4.17 If the End User is not the Subscriber named and indentified herein, then the Subscriber named and indentified herein shall be the party solely liable for and responsible to the End User for any breach, non-performance, act or omission on the part of the Subscriber hereto in relation to the Service(s) and in any and all such circumstances the Subscriber shall indemnify and keep indemnified the Supplier in all respect and in relation to all matters to the fullest extent allowable under Irish Law.
5.1 The Subscriber shall, for the duration of this Agreement, pay to AlarmControl24 in accordance with the AlarmControl24 Fees, the payment instructions and/or the direct debit mandate included in this Agreement (or the terms of the Subscriber’s existing direct debit mandate with AlarmControl24) the AlarmControl24’s Fees for the provision of the Service(s) as agreed and/or such AlarmControl24’s Fees as may be notified to the Subscriber by AlarmControl24 (as set out herein) from time to time. If the direct debit mandate is not completed by the Subscriber (and no other direct debit mandate in favour of AlarmControl24 is in force) or in the event that the direct debit mandate is cancelled, withdrawn or fails to operate at anytime, the Subscriber shall pay to AlarmControl24 on demand the charges due.
5.2 Where a payment, due under this Agreement, is overdue AlarmControl24 may, without prejudice to its other rights and remedies, immediately:
5.2.1 terminate this Agreement by notice in writing; and/or
5.2.2 charge the Subscriber interest at a rate of 1% per month or part of a month on the unpaid sum compounded monthly from the date when payment became due until the date on which payment in full together with any interest which has accrued has been received; and/or
5.2.3 charge the Subscriber for all expenses incurred by AlarmControl24 in the recovery of any and all unpaid sum(s).
5.3 Where payment due under any other agreement between AlarmControl24 and the Subscriber is overdue, then without prejudice to AlarmControl24’s rights and remedies under the other agreement, AlarmControl24 may terminate this Agreement forthwith by notice in writing.
5.4 AlarmControl24 reserves the right to charge for any work done by AlarmControl24 in relation to the Alarm System and/or the Service(s) which is attributable to a failure by You to perform Your obligations under this Agreement and AlarmControl24 will advise You of the charges involved.
5.5 Where payment is made by You to Action by direct debit via a payment service provider (which would include Your bank) and You exercise Your rights to seek a refund from Your payment service provider, You will still be liable for the amount of the cancelled direct debit and We will be entitled to pursue You for recovery of any such amount. If You are not a consumer, You waive any rights that You have to seek such a refund from Your payment service provider.
6. DATA PROTECTION
6.1 AlarmControl24 may use the data collected from the Subscriber for the purpose of performing its obligations under this Agreement and for administration, risk assessment, marketing and credit checking purposes.
6.2 The Subscriber has a right to ask for a copy of any Personal Data held about it and to have any inaccuracies in such Personal Data corrected.
7.1 The Terms and Conditions govern this Agreement.
7.2 No variation to this Agreement shall be binding on AlarmControl24 unless agreed in writing between the Subscriber and an authorised representative of AlarmControl24 provided however that AlarmControl24, on notification to the Subscriber, is entitled to make changes to this Agreement, which have no material adverse effect on the Subscriber.
7.3 The employees; agents and sub-contractors of AlarmControl24 are not authorised to make any representation concerning the subject matter of this Agreement unless confirmed by AlarmControl24 in writing. On entering into this Agreement, the Subscriber acknowledges that it does not rely on any representations and waives any claim for breach of any such representations, which are not so confirmed. The onus is on the Subscriber to verify the accuracy and/or appropriateness of such advice and to accept or reject accordingly. AlarmControl24 accepts no liability whatsoever for any representation given by its employees; agents and/or sub-contractors.
7.4 Unless otherwise agreed in writing, this Agreement cancels and supersedes all or any previous agreements between the Subscriber and AlarmControl24 in respect of the Advertisement unless the parties agree in writing that an additional contract is required without prejudice to the original agreement.
7.5 No right or remedy herein conferred upon or reserved to AlarmControl24 is exclusive to any other right or remedy herein or by law or by equity provided or permitted.
7.6 The Subscriber hereby waives all and any future claims and rights of set-off against any payments due hereunder and agrees to pay the charges of AlarmControl24 regardless of any equity, set off or cross claim on the part of the Subscriber against AlarmControl24.
7.7 No forbearance, indulgence or relaxation on the part of AlarmControl24 shown or granted to the Subscriber in respect of any of the provisions of this Agreement shall in any way affect, diminish, restrict or prejudice the rights or powers of AlarmControl24 under this Agreement or operate as or be deemed to be a waiver of any breach of this Agreement.
7.8 Other than a claim or proceedings for failure to pay any AlarmControl24 Fee or charge (in whole or in part) due to AlarmControl24 from the Subscriber, any dispute or difference arising between the parties hereto as to the construction of this Agreement, or as to any other matter or thing arising hereunder or in connection herewith (including but not limited to any counterclaim brought by the Subscriber against AlarmControl24 in the course of proceedings instituted by AlarmControl24 for failure to pay any fee or charge due from the Subscriber under this Agreement) will be referred to the decision of a single arbitrator appointed by agreement between the parties or failing such agreement appointed by the President for the time being of the Law Society of Ireland. The Arbitration Act 2010 and any statutory amendments or re-enactment thereof will apply to such arbitration.
7.9 AlarmControl24 may at any time assign, transfer, charge, mortgage, subcontract, declare a trust of or deal in any manner with all or any of its rights or obligations under this Agreement.
7.10 All notices, request, demands or other communications to or upon the respective parties hereto shall be deemed to have been duly given or made (a) if given or made by letter, two (2) business days after the relevant letter has been despatched by registered mail, postage prepaid; (b) if delivered by hand, at the time of delivery or (c) if given or made by email, facsimile or other electronic means of delivery, when transmitted and full transmission has been separately notified by telephone by the transmitting party.
7.11 Any waiver of any provision of the Terms and Conditions must be in writing signed by AlarmControl24 to be valid. Any waiver of any provision hereunder shall not operate as a waiver of any other provision, or a continuing waiver of any provision in the future. If any court of competent jurisdiction finds any provision of the Terms and Conditions to be void or unenforceable for any reason, then such provision shall be ineffective to the extent of the court’s finding effecting the validity and enforceability of any remaining provision.
7.12 If at any time any one or more of the provisions of this Agreement is or becomes invalid, illegal or unenforceable in any respect under any law or regulation, such illegality, invalidity or unenforceability shall not affect the legality, validity or enforceability of the remaining provisions or the effectiveness of any of the remaining provisions of this Agreement under such law. If any provision of this Agreement is deemed to be, or becomes invalid, illegal, void or unenforceable under applicable laws, such provision will be deemed amended to conform to applicable laws so as to be valid and enforceable, or if it cannot be so amended without materially altering the intention of the parties, it will be deleted, but the validity, legality and enforceability of the remaining provisions of this Agreement shall not be impaired or affected in any way.
7.13 This Agreement (as defined above) constitutes the entire agreement and understanding between the parties with respect to the subject matter of this Agreement, and except as expressly provided, supersedes all prior representations, writings, negotiations or understandings with respect to that subject matter.
7.14 This Agreement and the Terms and Conditions shall be governed by and construed in accordance with the laws of Ireland and you hereby agree for the benefit of AlarmControl24 and without prejudice to the right of AlarmControl24 to take proceedings in relation to this Agreement and the Terms and Conditions before any court of competent jurisdiction, that courts of Ireland shall have the exclusive jurisdiction to hear and determine any actions or proceedings that may arise out of or in connection with the Terms and Conditions.
7.15 AlarmControl24 reserves the right to change the Terms and Conditions at any time. Please refer to the Important Message above in relation to any changes; amendments; and/or modifications that we may make from time to time.
7.16 In order to perform the Service(s) under this Agreement, You hereby grant AlarmControl24 (and for the avoidance of doubt, AlarmControl24’s sub-contractors) such rights over, and access to and egress from, in and over the Premises as are necessary for AlarmControl24 to install the Alarm System and/or provide the Service(s) to You from time to time, upon giving You reasonable notice (save in any emergency): (i) to enter those parts of the Premises to the extent that they are required for the purposes of the installation of the Alarm System; (ii) to perform installation, maintenance, adjustment, repair, replacement, renewal, inspection or removal work at or on the Premises from time to time; and/or (iii) to bring upon, install and keep installed and operate at or on the Premises equipment and the maintenance of such equipment, as applicable.
7.17 You will at Your own expense provide or procure whatever further rights over the Premises that AlarmControl24 requires from any landlord and/or successor in title and/or any other person with an interest in the Premises whose consent is legally required to enable Us to exercise the rights over the Premises granted pursuant to clause 7.16 and You will enter into any necessary additional documentation to give effect to the grant of such rights. You warrant that You are the current occupier of the Premises and are either the freeholder or a tenant of the Premises under a lease of 12 months or more and that You are over 18 years of age and legally entitled to enter this Agreement.
7.18 You are responsible for ensuring that the Alarm System is at all times kept safely and properly used and in this regard You agree that:
7.18.1 You shall take proper care at all times to use the Alarm System in accordance with the user manual provided to You on installation;
7.18.2 You shall notify AlarmControl24 in writing of any alterations or amendments to or modifications of the Special Instructions and/or designated Keyholders.
7.18.3 You shall ensure that in the event of an accidental or inadvertent activiation of the Alarm, to immediately notify the AlarmControl24 by telephone of same, and if requested by AlarmControl24, confirm same by written notification in the next post.
7.18.4 You will comply with any other requirements notified to You by AlarmControl24 from time to time.