Terms of Trade

Definitions

1. “Acknowledgment Document” means the document signed by the Client in conjunction with these Terms and Conditions of Trade and applicable if the Company elects, whereby the Client acknowledges the extent and effect of the provision of security the Client provides to the Company in consideration of the provision of Goods/Equipment. 
2. “Agreement” means the terms and conditions contained herein, together with any quotation, order, invoice, Maintenance Agreement which includes Schedule 1, or other document or amendments expressed to be supplemental to this Agreement. 
3. “Client” means the person/s, entities or any person acting on behalf of and with the authority of the Client requesting the Company to provide the Services as specified in any proposal, quotation, order, invoice or other documentation, and:
   1. if there is more than one Client, is a reference to each Client jointly and severally; and
   2. if the Client is a partnership, it shall bind each partner jointly and severally; and
   3. if the Client is a part of a Trust, shall be bound in their capacity as a trustee; and
   4. includes the Client’s executors, administrators, successors and permitted assigns.
4. “Commissioning Sheet” shall mean the Client’s written instructions to the Company detailing response procedures and the Client’s voice codes and/or passwords.
5. “Company” means LMNT Group Pty Ltd T/A Cameras On Site, its successors and assigns or any person acting on behalf of and with the authority of LMNT Group Pty Ltd T/A Cameras On Site.
6. “Confidential Information” means information of a confidential nature whether oral, written or in electronic form including, but not limited to, this Agreement, either party’s intellectual property, operational information, know-how, trade secrets, financial and commercial affairs, Agreements, client information (including but not limited to, “Personal Information” such as: name, address, D.O.B, occupation, driver’s license details, electronic contact (email, Facebook or Twitter details), medical insurance details or next of kin and other contact information (where applicable), previous credit applications, credit history) and pricing details.
7.  “Cookies” means small files which are stored on a user’s computer. They are designed to hold a modest amount of data (including Personal Information) specific to a particular client and website and can be accessed either by the web server or the client’s computer. If the Client does not wish to allow Cookies to operate in the background when using the Company’s website, then the Client shall have the right to enable / disable the Cookies first by selecting the option to enable / disable provided on the website, prior to making enquiries via the website.
8. “Goods” means all Goods or Services (including security surveillance) supplied by the Company to the Client at the Client’s request from time to time (where the context so permits the terms ‘Goods’ or ‘Services’ shall be interchangeable for the other).
9. “GST” means Goods and Services Tax as defined within the “A New Tax System (Goods and Services Tax) Act 1999” (Cth).
10. “Equipment” means all Equipment (including security cameras, solar panels, batteries, Video Verification Units, and any accessories) supplied on hire by the Company to the Client (and where the context so permits shall include any supply of Services). The Equipment shall be as described on the invoices, quotation, authority to hire, or any other work authorisation form provided by the Company to the Client.
11. “Minimum Hire Period” means the Minimum Hire Period as described on the invoices, quotation, authority to hire, or any other forms as provided by the Company to the Client.
12. “Monitoring Services” shall mean the monitoring of the security alarm system for alarm signals and, if selected by the Client, opening and closing signals and/or other security services.
13. “Price” means the Price payable (plus any GST where applicable) for the Goods and/or Equipment hire as agreed between the Company and the Client in accordance with clause 7 below.
14. “Term” means the terms of this Agreement, commencing on the commencement date and ending on the date it is terminated in accordance with its terms.

Interpretation

1. In this Agreement, unless the context requires otherwise:
   1. Plurals.  The singular shall include the plural and vice versa and words importing one gender shall include every gender and a reference to a person shall include any other legal entity of whatsoever kind and vice versa. 
   2. Statutory amendments.  A reference to a statue, ordinance, code or other law includes regulations and other statutory instruments under it and consolidations, amendments, re-enactments or replacements of any of them (whether of the same or any other legislative authority having jurisdiction).
   3. Joint obligations.  An obligation incurred in favour of two or more parties shall be enforceable by them jointly and severally. 
   4. Parts of contract.  References to this Agreement including its clauses, schedules, and annexures.
   5. Headings.  Headings shall be ignored in construing this document.
   6. Monetary Amount. Reference to the monetary amount is in Australian currency amount.  

Acceptance

1. The parties acknowledge and agree that:
   1. they have read and understood the terms and conditions contained in this Agreement; and
   2. the parties are taken to have exclusively accepted and are immediately bound, jointly and severally, by these terms and conditions if the Client places an order for or accepts delivery of the Goods/Equipment or provision of the Services.
2. In the event of any inconsistency between the terms and conditions of this Agreement and any other prior document or schedule that the parties have entered into, the terms of this Agreement shall prevail.
3. Any amendment to the terms and conditions contained in this Agreement may only be amended in writing by the consent of both parties. 
4. The Client acknowledges that the supply of Goods/Equipment or Services on credit shall not take effect until the Client has completed a credit application with the Company and it has been approved with a credit limit established for the account.
5. In the event that the supply of Goods/Equipment or Services requested exceeds the Client’s credit limit and/or the account exceeds the payment terms, the Company reserves the right to refuse delivery.
6. Any advice, recommendation (including, but not limited to, the location of cameras and alarm equipment), information, or figures to the Client regarding the performance of the Goods, assistance or service provided by the Company in relation to Goods/Equipment or Services supplied is given in good faith to the Client, or the Client’s agent and is based on the Company’s own knowledge and experience, and are estimates based on industry prescribed estimates, which shall be accepted without liability on the part of the Company. Where such advice or recommendations are not acted upon then the Company shall require the Client or their agent to authorise commencement of the Services in writing. The Company shall not be liable in any way whatsoever for any damages or losses that occur after any subsequent commencement of the Services. Accordingly, the Company offers no warranty in regard to the aforementioned.
7. These terms and conditions may be meant to be read in conjunction with either the Company’s Subscription Plan, Equipment Loan, Maintenance, or Platinum Agreement’s (where applicable), and where the context so permits, the terms ‘Goods’ or ‘Services’ shall include any supply of Equipment.
8. Electronic signatures shall be deemed to be accepted by either party providing that the parties have complied with Section 9 of the Electronic Transactions Act 2000 or any other applicable provisions of that Act or any Regulations referred to in that Act.

Errors and Omissions

1. The Client acknowledges and accepts that the Company shall, without prejudice, accept no liability in respect of any alleged or actual error(s) and/or omission(s):
   1. resulting from an inadvertent mistake made by the Company in the formation and/or administration of this Agreement; and/or
   2. contained in/omitted from any literature (hard copy and/or electronic) supplied by the Company in respect of the Services.
2. In circumstances where the Client is required to place an order for Goods, in writing, or otherwise as permitted by these terms and conditions, the Client is responsible for supplying correct order information such as, without limitation, measurements and quantity, when placing an order for Goods (whether they are made to order Goods or not) (“Client Error“). The Client must pay for all Goods it orders from the Company notwithstanding that such Goods suffer from a Client Error and notwithstanding that the Client has not taken or refuses to take Delivery of such Goods.  The Company is entitled to, at its absolute discretion to waive its right under this sub-clause in relation to Client Errors.

Change in Control

1. The Client shall give the Company not less than fourteen (14) days prior written notice of any proposed change of ownership of the Client and/or any other change in the Client’s details (including but not limited to, changes in the Client’s name, address, contact phone or fax number/s, change of trustees, or business practice). The Client shall be liable for any loss incurred by the Company as a result of the Client’s failure to comply with this clause.

Agreement Term

1. At the Company’s sole discretion or unless otherwise agreed or stated in writing, all new Clients must commit to a minimum Term of twelve (12) months standard alarm monitoring with the Company (excluding CCTV installations, tendered Agreement works, non-alarm installations and the like).
2. Upon expiration of the Agreement Term, this Agreement will continue on a month-to-month basis, subject to termination by either party with one (1) month’s prior written notice.
3. In the event this Term is terminated by the Client prior to expiration of the Term, the Client shall incur a termination fee equal to the remaining expected monitoring fee which would fulfil the twelve (12) month commitment.
4. The Client acknowledges and accepts that termination of the Monitoring Services will incur a service callout fee to enable the Company to disconnect the security systems. 

Price and Payment

1. At the Company’s sole discretion, the Price shall be either:
   1. as indicated on any invoice provided by the Company to the Client upon placement of an order for Goods/Equipment; or
   2. the Company’s quoted Price (subject to clause 7.2(b)) which will be valid for the period stated in the quotation or otherwise for a period of thirty (30) days.
2. The Company reserves the right to:
   1. increase the Price for any Monitoring Services at any time, provided the Client receives three (3) months prior written notice;
   2. change the Price if :
      1. a variation to the Company’s quotation is requested; or
      2. a variation to the Services originally scheduled (including any applicable specifications) is requested; or
      3. where additional Services are required due to the discovery of hidden or unidentifiable difficulties (including, but not limited to, limitations to accessing the site, obscured site defects, availability of machinery, safety considerations including the discovery of asbestos, changes to Client’s requirements, or hard rock barriers below the surface, etc.) which are only discovered on commencement of the Services; or
      4. in the event of increases to the Company in the cost of labour or materials which are beyond the Company’s control.
3. Variations will be charged for on the basis of the Company’s quotation, and will be detailed in writing, and shown as variations on the Company’s invoice. The Client shall be required to respond to any variation submitted by the Company within ten (10) working days. Failure to do so will entitle the Company to add the cost of the variation to the Price. Payment for all variations must be made in full at the time of their completion.
4. At the Company’s sole discretion, a reasonable non-refundable deposit may be required upon placement of an order for Goods/Equipment, in accordance with any quotation provided by the Company or as notified to the Client prior to the placement of an order for Goods/Equipment.
5. Time for payment for the Goods/Equipment being of the essence, the Price will be payable by the Client on the date/s determined by the Company, which may be:
   1. for approved Client’s shall be billed quarterly and payment shall be due as per clause 7.5(e); or
   2. by way of instalments/progress payments in accordance with the Company’s payment schedule; or
   3. seven (7) days following the date of any invoice given to the Client by the Company; or
   4. the date specified on any invoice or other form as being the date for payment; 
   5. failing any notice to the contrary, the date which is fourteen (14) days following the date of any invoice given to the Client by the Company. 
6. Payment may be made by cash, cheque, bank cheque, electronic/on-line banking, Visa or MasterCard only (a surcharge may apply per transaction), or by any other method as agreed to between the Client and the Company.
7. The Company may in its discretion allocate any payment received from the Client towards any invoice that the Company determines and may do so at the time of receipt or at any time afterwards. On any default by the Client the Company may re-allocate any payments previously received and allocated. In the absence of any payment allocation by the Company, payment will be deemed to be allocated in such manner as preserves the maximum value of the Company’s Purchase Money Security Interest (as defined in the PPSA) in the Goods/Equipment.
8. The Client shall not be entitled to set off against, or deduct from the Price, any sums owed or claimed to be owed to the Client by the Company nor to withhold payment of any invoice because part of that invoice is in dispute. Once in receipt of an invoice for payment, if any part of the invoice is in dispute, then the Client must notify the Company in writing within three (3) business days, the invoice shall remain due and payable for the full amount, until such time as the Company investigates the disputed claim, no credit shall be passed for refund until the review is completed. Failure to make payment may result in the Company placing the Client’s account into default and subject to default interest in accordance with clause 24.1.
9. Unless otherwise stated the Price does not include GST. In addition to the Price, the Client must pay to the Company an amount equal to any GST the Company must pay for any supply by the Company under this or any other agreement for the sale of the Goods/hire of the Equipment. The Client must pay GST, without deduction or set off of any other amounts, at the same time and on the same basis as the Client pays the Price. In addition, the Client must pay any other taxes and duties that may be applicable in addition to the Price except where they are expressly included in the Price.

Delivery of Goods/Equipment

1. Delivery (“Delivery”) of the Goods/Equipment is taken to occur at the time that the Company (or the Company’s nominated carrier) delivers the Goods/Equipment to the Client’s nominated address even if the Client is not present at the address.
2. The cost of Delivery will be payable by the Client in accordance with the quotation provided by the Company to the Client, or as otherwise notified to the Client prior to the placement of an order for Goods/Equipment.
3. The Company may (if the Company deems necessary) be required to send faulty parts away for repair or to source new parts or software from another supplier. The Company will notify the Client in such an event and will be provided with an expected Delivery, repair and install date, all associated cost will be borne by the Client. 
4. In the event of a Platinum Agreement (as specified in Schedule 1), the Company will use its best endeavours to replace or repair faulty parts or software within one (1) business day upon request by the Client, where this is not possible the Client will be offered to hire (at their own cost) the required parts.
5. Services will be provided on the business days as agreed by the Company and the Client. The Client acknowledges that where the Company is unable to provide the Services in accordance with the agreed schedule, the Client will be provided with at least seven (7) days’ notice of such and agrees to reschedule new days in accordance with this clause 8.5. 
6. The Company may deliver the Goods/Equipment in separate instalments. Each separate instalment shall be invoiced and paid in accordance with the provisions in these terms and conditions.
7. Any time specified by the Company for Delivery of the Goods/Equipment is an estimate only and the Company will not be liable for any loss or damage incurred by the Client as a result of Delivery being late. However both parties agree that they shall make every endeavour to enable the Goods/Equipment to be delivered at the time and place as was arranged between both parties. In the event that the Company is unable to supply the Goods/Equipment as agreed solely due to any action or inaction of the Client, then the Company shall be entitled to charge a reasonable fee for redelivery and/or storage.

Risk to Goods

1. Risk of damage to or loss of the Goods passes to the Client on Delivery and the Client must insure the Goods on or before Delivery.
2. If any of the Goods are damaged or destroyed following Delivery but prior to ownership passing to the Client, the Company is entitled to receive all insurance proceeds payable for the Goods. The production of these terms and conditions by the Company is sufficient evidence of the Company’s rights to receive the insurance proceeds without the need for any person dealing with the Company to make further enquiries. 
3. If the Client requests the Company to leave Goods outside the Company’s premises for collection or to deliver the Goods to an unattended location, then such Goods shall be left at the Client’s sole risk.
4. Where the Company is required to install the Goods the Client warrants that the structure of the premises or equipment in or upon which these Goods are to be installed or erected is sound and will sustain the installation and work incidental thereto and the Company shall not be liable for any claims, demands, losses, damages, costs and expenses howsoever caused or arising in connection with the installation and work incidental thereto.
5. In the event that the electrical wiring is required to be re-positioned at the request of any third party contracted by the Client then the Client agrees to notify the Company immediately upon any proposed changes. The Client agrees to indemnify the Company against any additional costs incurred with such a relocation of electrical wiring. All such variances shall be invoiced in accordance with clause 7.2.
6. All work will be tested to ensure that it is electrically safe and is in accordance with the wiring rules and other standards applying to the electrical installation under the Electrical Safety Act, Regulations and Code of Practices. All of the cabling work will comply with the Australian and New Zealand Wiring standards.
7. Where the Client has supplied products for the Company to complete the Services, the Client acknowledges that it accepts responsibility for the suitability of purpose and use for their products and the intended use and any faults inherent in those products. However, if in the Company’s opinion, it is believed that the materials supplied are non-conforming products and will not conform with state and/or territory regulations, then the Company shall be entitled, without prejudice, to halt the Services until the appropriate conforming products are sourced and all costs associated with such a change to the plans and design will be invoiced in accordance with clause 7.2.
8. The Client acknowledges that the Company is only responsible for parts that are replaced/repaired by the Company and does not at any stage accept any liability in respect of previous services and/or goods supplied by any other third party that subsequently fail and found to be the source of the failure, the Client agrees to indemnify the Company against any loss or damage to the Goods, or caused by the Goods, or any part thereof howsoever arising. 
9. In the event that the Company discovers asbestos/hazardous materials whilst undertaking any Services, the Company shall immediately advise the Client of the same and shall be entitled to suspend the Services pending a risk assessment in relation to those materials. The Client shall be liable for all additional costs (howsoever arising) incurred by the Company as a result of the discovery of asbestos/hazardous materials and/or any suspension of Services in relation thereto.
10. The Client accepts that electronic security systems installed to/at their premises:
    1. are for monitoring and detection purposes and should not be seen as a life saving device; and
    2. does not guarantee the site will be free from malicious damage or losses caused by attack, break and/or enter.
11. The Company shall not be held liable for:
    1. any failure in the security system or any part thereof that is repaired or interfered with or removed from the Client’s premises by any person other than the Company’s representatives; or
    2. any loss or damage to the Client’s software or hardware caused by any ‘updates’ provided for that software, line or systems failure or the introduction of a computer virus, or other technical sabotage. 

Access

1. The Client shall ensure that the Company has clear and free access to the designated area for monitoring at all times to enable the Company to carrying out the prescribed Monitoring Services. The Client agrees to ensure that the premises shall at all times be a safe working environment and (without limitation) shall not contain asbestos or any other such similar hazard of any infections or building disease.
2. The Client shall advise the Company in the event of any changed circumstances, or planned changes, to the premises which might affect the Company’s ability to provide Services in a safe manner.

Plans, Measurements and Specifications

1. The Company shall be entitled to rely on the accuracy of any plans, specifications and other information provided by the Client. The Client acknowledges and agrees that in the event that any of this information provided by the Client is inaccurate, the Company accepts no responsibility for any loss, damages, or costs however resulting from these inaccurate plans, specifications or other information.
2. The Client acknowledges that:
   1. all descriptive specifications, illustrations, drawings, data, dimensions and weights stated in the Company’s or the manufacturer’s fact sheets, price lists or advertising material, are approximate only and are given by way of identification only. The Client shall not be entitled to rely on such information, and any use of such does not constitute a sale by description, and does not form part of the Agreement, unless expressly stated as such in writing by the Company.

Client’s Acknowledgements 

1. The Client acknowledges and agrees that:
   1. the Company does not guarantee the performance or transmission speed or quality of any data; 
   2. transmission of data may be unavailable from time to time due to scheduled maintenance and/or upgrades to websites, servers or networks by third parties; 
   3. there are inherent hazards in electronic distribution and as such the Company cannot warrant against delays or errors in transmitting data between the Client and any person or entity the Client conducts communications with including orders, and you agree that the Company will not be liable for any losses which the Client suffers as a result of delays or errors in transmitting orders or other communications and/or documents;
   4. the Company cannot guarantee performance and/or the quality of any closed-circuit television (CCTV) footage and/or discrepancies in camera motion detection and the Company shall not be liable for the failure of the Goods/Equipment to be triggered to record due to the equipment being either under or over sensitive;
   5. in the event that the security system stops reporting that it may take up to forty-eight (48) hours to notify the Client of such;
   6. any GPRS modules provided with the Monitoring Services will remain the property of the Company and must be return upon termination of the Monitoring Services. The Client shall be liable to pay the cost of replacement for the loss, damage or failure to return the modules;
   7. the Company shall not be liable for any loss, damage or costs where:
      1. a loss of recording where a hard disk drive (HDD) fail occurs;
      2. a CCTV system has stopped recording for whatever reason and irrespective of whether or not a Maintenance Agreement is in place.
   8. where the Client requests the installer code from a new alarm installation, any warranty applicable may become invalid.
2. The Client acknowledges that the provisions of Monitoring Services under this Agreement may not prevent unlawful entry to the designated site occurring and accordingly the Client accepts that loss or damage to property and death or injury to persons may occur even though the Company’s obligations under this Agreement have been satisfied.
3. Unless stated otherwise in this Agreement the supply of performance records, history or other reports shall only be issued direct to the Client. 
4. During the course of the Monitoring Services the Client accepts and acknowledges that:
   1. the Company is not an insurer of the premises and it is advisable for the Client to effect and maintain all normal and prudent insurance policies in respect of all usual risks including fire, burglary, theft and consequential loss or damage; 
   2. the Equipment/Goods relating to security of premises are deterrents only and the Company does not represent that the Equipment/Goods will protect the Client against theft, burglary and house breaking; 
   3. the Company accepts no liability for Equipment/Goods (including, but not limited to, any alarm or CCTV equipment) that are damaged or destroyed that may occur in an event of a fire, break in, burglary and/or theft; and
   4. the Company may, at the Company’s discretion, record any telephone conversation or other communication between the Client and the monitoring centre. 

Monitoring Service

1. The Monitoring Service provided by the Company shall consist of monitoring all signals received at the Company’s monitoring station from the alarm system designated in the Client’s Commissioning Sheet hereto.
2. The Company shall respond to such signals received in accordance with its normal operating practices and by making such telephone calls as may be required in accordance with the Client’s instructions. Where the Client’s contacts are unavailable and a patrol response is required a callout fee will apply. 
3. The Company shall endeavour to action the following alarm system signals generally as described below or as otherwise agreed or interpreted:
   1. duress / panic – the Company shall call the monitored site, as required by the New South Wales Police Force (NSWPF) first to verify the event. If deemed necessary the Company shall contact and advise the NSWPF; 
   2. hold up – the Company shall notify the NSWPF, and make a follow up call to the monitored site after thirty (30) minutes (this clause assumes that the Client’s premises comply with NSWPF’s protocols for hold up alarms); 
   3. fire / smoke – the Company shall call the site to verify event, if no answer the Company will advise Fire Department and contacts (the Company will dispatch security guards if no contacts are available and keys are held); 
   4. medical – the Company shall call the site to verify event, if no answer the Company will advise Ambulance Service and contacts (the Company will dispatch security guards if no contacts are available); and
   5. system events – the Company shall contact the Client and contacts and shall advise service department if necessary (this type of event is not necessarily actioned immediately).
4. In the event that the premises are found to have been violated and the Client’s contact is unable to be contacted by telephone, the Client authorises the Company to arrange for a security guard to attend and remain on the premises as an agent if necessary, if the Company considers it necessary until the Client is contacted and the Company is given instructions. Alternatively, the Company is authorised to arrange temporary work to secure the premises with the Client agreeing to pay for such work as per Clause 13.5.
5. The Client accepts and acknowledges that in the event the Company acts as an agent on behalf of the Client with a third party, (including, but not limited to, locksmiths and/or glaziers) the Client agrees to honour their obligation for payment for such transactions invoiced by the Company and shall ensure payment is made by the due date, thereby not limiting the Company in their obligations for payment as agents acting on behalf of the Client to third parties.
6. The Client acknowledges that independent contractors, where available, may provide patrol response. Accordingly, patrol response fees may vary from area to area and overtime. The Client agrees to pay or reimburse the Company for patrol response fees, which may include an administration fee. The Company shall advise the Client of applicable patrol response fees upon request by the Client.
7. If the Client believes that they have any claim in relation to Services undertaken by that third party then said claim must be made against the third party contractor in the first instance.
8. The Company may be unable to monitor the system in the event of a communication failure between the alarm panel in the Client’s premises and the monitoring centre. Failures of this nature may be malicious or otherwise. The Client acknowledges that the Company’s obligation to action alarm events is suspended at any time the communications link is disrupted between the Client’s premises and the Company’s monitoring room.
9. The Client acknowledges and accepts that the Monitoring Services does not include the relocation and/or adjustment of cameras which are at fault or damaged. After the minimum twelve (12) months Term, a service call-out fee will be applicable for servicing of the cameras. 
10. Where applicable, the Company shall disclose any telecommunications service rebates that may apply to the Monitoring Service. 

The Company’s Responsibilities

1. The Company:
   1. agrees to use due care and skill to provide the Monitoring Services for alarm signals and/or other recurring services selected by the Client;
   2. shall action alarm signals emanating from the alarm in accordance with the Client’s Commissioning Sheet and the Company’s standard operating procedures; and
   3. will co-operate and comply with reasonable instructions from the Client or the Client’s representatives.
2. Whilst the Company shall endeavour to engage a patrol response contractor to provide a timely response to actionable alarm signals, no warranty is given by the Company that patrol response will be available at any time, if at all. The Company shall not be liable for any loss or damage the Client may suffer in connection with any response or the absence of any alarm response.
3. Whilst the Company uses due care when contacting and advising emergency services, they cannot guarantee prompt response times or attendance of such services.
4. The Company will provide the security service with due care and skill and in accordance with any relevant legal requirements.

Client’s Responsibilities

1. It shall be the Client’s responsibility to:
   1. advise the Company (in writing and/or email) with at least forty-eight (48) hours prior notice of any changes to their account/commissioning details. No liability is accepted by the Company if errors arise from the Client’s failure to comply with this clause; 
   2. advise the Company immediately (in writing and/or email), of any changes to the Commissioning Sheet. The Client shall not assume that the Company has received this unless the Client has received an acknowledgment from the Company; and
   3. provide (only to those persons who reasonably require access to the alarmed premises) voice codes, passwords, radio keys and other security devices and shall ensure that such are kept secure; 
   4. ensure the security system equipment is tested and maintained to full operational condition at their own cost (including, but not limited to, recharging or replacing batteries on a timely basis), and for all phone calls emanating from the security system panel; and
   5. ensure all electronically protected areas are free from obstacles which may impair the operation of the system.
2. In conjunction with clause 15.1, the Client agrees to release and indemnify the Company of any liability where any Equipment/Goods installed by the Company subsequently fail or malfunctions due to the Client not maintaining the system as per the Company’s recommended maintenance program.
3. The Client cannot transfer, or attempt to transfer, the right to receive the Monitoring Services or any other right to any other party.
4. Upon termination of the Monitoring Services, it is the Client’s responsibility to ensure that an alternative service is arranged, if required, and the panel is deprogrammed to stop reporting to the Company.
5. The Company will not be responsible for any communication costs post cancellation and any signals received after the termination of the Monitoring Service will not be actioned by the Company.
6. The Client agrees that any costs associated with the delivery of services by the Police, Ambulance, Fire or other emergency services to the Client’s monitored premises shall be met by the Client.

Hidden Services

1. Prior to the Company commencing any work the Client must advise the Company of the precise location of all hidden services on the site and clearly mark the same. The mains and services the Client must identify include, but are not limited to, electrical services, gas services, sewer services, pumping services, sewer connections, sewer sludge mains, water mains, irrigation pipes, telephone cables, fibre optic cables, oil pumping mains, and any other services that may be on site.
2. Whilst the Company will take all care to avoid damage to any services the Client agrees to indemnify the Company in respect of all and any liability claims, loss, damage, costs and fines as a result of damage to services not precisely located and notified as per clause 16.1.

Compliance with Laws

1. The Client and the Company shall comply with the provisions of all statutes, regulations and bylaws of government, local and other public authorities that may be applicable to the Services, including any work health and safety (WHS) laws relating to building/construction sites and any other relevant safety standards or legislation.
2. The Client shall obtain (at the expense of the Client) all licenses and approvals that may be required for the Services.

Title to Goods

1. The Company and the Client agree that ownership of the Goods shall not pass until:
   1. the Client has paid the Company all amounts owing to the Company; and
   2. the Client has met all of its other obligations to the Company.
2. Receipt by the Company of any form of payment other than cash shall not be deemed to be payment until that form of payment has been honoured, cleared or recognised.
3. It is further agreed that until ownership of the Goods passes to the Client in accordance with clause 18.1:
   1. the Client is only a bailee of the Goods and must return the Goods to the Company on request;
   2. the Client holds the benefit of the Client’s insurance of the Goods on trust for the Company and must pay to the Company the proceeds of any insurance in the event of the Goods being lost, damaged or destroyed;
   3. the Client must not sell, dispose, or otherwise part with possession of the Goods other than in the ordinary course of business and for market value. If the Client sells, disposes or parts with possession of the Goods then the Client must hold the proceeds of any such act on trust for the Company and must pay or deliver the proceeds to the Company on demand;
   4. the Client should not convert or process the Goods or intermix them with other goods but if the Client does so then the Client holds the resulting product on trust for the benefit of the Company and must sell, dispose of or return the resulting product to the Company as it so directs;
   5. the Client irrevocably authorises the Company to enter any premises where the Company believes the Goods are kept and recover possession of the Goods;
   6. the Company may recover possession of any Goods in transit whether or not Delivery has occurred;
   7. the Client shall not charge or grant an encumbrance over the Goods nor grant nor otherwise give away any interest in the Goods while they remain the property of the Company;
   8. the Company may commence proceedings to recover the Price of the Goods sold notwithstanding that ownership of the Goods has not passed to the Client.

Personal Property Securities Act 2009 (“PPSA”)

1. In this clause financing statement, financing change statement, security agreement, and security interest has the meaning given to it by the PPSA.
2. Upon assenting to these terms and conditions in writing the Client acknowledges and agrees that these terms and conditions constitute a security agreement for the purposes of the PPSA and creates a security interest in all Goods/Equipment and/or collateral (account) – being a monetary obligation of the Client to the Company for Services – that have previously been supplied and that will be supplied in the future by the Company to the Client.
3. The Client undertakes to:
   1. promptly sign any further documents and/or provide any further information (such information to be complete, accurate and up-to-date in all respects) which the Company may reasonably require to;
      1. register a financing statement or financing change statement in relation to a security interest on the Personal Property Securities Register; 
      2. register any other document required to be registered by the PPSA; or
      3. correct a defect in a statement referred to in clause 19.3(a)(i) or 19.3(a)(ii);
   2. indemnify, and upon demand reimburse, the Company for all expenses incurred in registering a financing statement or financing change statement on the Personal Property Securities Register established by the PPSA or releasing any Goods/Equipment charged thereby;
   3. not register a financing change statement in respect of a security interest without the prior written consent of the Company;
   4. not register, or permit to be registered, a financing statement or a financing change statement in relation to the Goods/Equipment and/or collateral (account) in favour of a third party without the prior written consent of the Company;
   5. immediately advise the Company of any material change in its business practices of selling Goods which would result in a change in the nature of proceeds derived from such sales.
4. The Company and the Client agree that sections 96, 115 and 125 of the PPSA do not apply to the security agreement created by these terms and conditions.
5. The Client waives their rights to receive notices under sections 95, 118, 121(4), 130, 132(3)(d) and 132(4) of the PPSA.
6. The Client waives their rights as a grantor and/or a debtor under sections 142 and 143 of the PPSA.
7. Unless otherwise agreed to in writing by the Company, the Client waives their right to receive a verification statement in accordance with section 157 of the PPSA.
8. The Client must unconditionally ratify any actions taken by the Company under clauses 19.3 to 19.5.
9. Subject to any express provisions to the contrary (including those contained in this clause 19), nothing in these terms and conditions is intended to have the effect of contracting out of any of the provisions of the PPSA. 
10. Only to the extent that the hire of the Equipment exceeds a two (2) year hire period with the right of renewal shall clause 19 apply as a security agreement in the form of a PPS Lease in respect of Section 20 of the PPSA, in all other matters this clause 19 will apply generally for the purposes of the PPSA.

Security and Charge

1. In consideration of the Company agreeing to supply the Goods/Equipment and as acknowledged by the Company in accordance with any Acknowledgment Document the Client grants the Company a security interest by way of a floating charge (registerable by the Company pursuant to the PPSA) over all of  its present and after acquired rights, title and interest (whether joint or several) in all other assets that is now owned by the Client or owned by the Client in the future, including but not limited to those set out in any Acknowledgment Document, to the extent necessary to secure the repayment of monies owed under this Agreement for provision of the Goods/Equipment under this Agreement and/or permit the Company to appoint a receiver to the Client in accordance with the Corporations Act 2001 (Cth).  
2. The Client indemnifies the Company from and against all the Company’s costs and disbursements including legal costs on a solicitor and own client basis incurred in exercising the Company’s rights under this clause.
3. In the event that the Client defaults or breaches any term of this Agreement and as a result, the security provided in clauses 18.1,19.2 and 20.1  as applicable, is deemed insufficient by the Company to secure the repayment of monies owed by the Client to the Company, the Client hereby grants the Company a security interest as at the date of the default, by way of a charge, that enables the right and entitlement to lodge a caveat over any real property and or land owned by the Client now, or owned by the Client in the future, to secure the performance of the Client of its obligations under these terms and conditions (including, but not limited to, the payment of any money), in accordance with the Acknowledgement Document.

Defects, Warranties and Returns, Competition and Consumer Act 2010 (“CCA”)

1. 1. The Client must inspect the Goods/Equipment on Delivery and must within three (3) days of Delivery notify the Company in writing of any evident defect/damage, shortage in quantity, or failure to comply with the description or quote. The Client must notify any other alleged defect in the Goods/Equipment as soon as reasonably possible after any such defect becomes evident. Upon such notification the Client must allow the Company to inspect the Goods/Equipment.
   2. Under applicable State, Territory and Commonwealth Law (including, without limitation the CCA), certain statutory implied guarantees and warranties (including, without limitation the statutory guarantees under the CCA) may be implied into these terms and conditions (Non-Excluded Guarantees). 
   3. The Company acknowledges that nothing in these terms and conditions purports to modify or exclude the Non-Excluded Guarantees. 
   4. Except as expressly set out in these terms and conditions or in respect of the Non-Excluded Guarantees, the Company makes no warranties or other representations under these terms and conditions including but not limited to the quality or suitability of the Goods/Equipment. The Company’s liability in respect of these warranties is limited to the fullest extent permitted by law. 
   5. If the Client is a consumer within the meaning of the CCA, the Company’s liability is limited to the extent permitted by section 64A of Schedule 2.
   6. If the Company is required to replace the Goods under this clause or the CCA, but is unable to do so, the Company may refund any money the Client has paid for the Goods.
   7. If the Client is not a consumer within the meaning of the CCA, the Company’s liability for any defect or damage in the Goods is:
      1. limited to the value of any express warranty or warranty card provided to the Client by the Company at the Company’s sole discretion;
      2. limited to any warranty to which the Company is entitled, if the Company did not manufacture the Goods;
      3. otherwise negated absolutely. 
   8. Subject to this clause 21, returns will only be accepted provided that:
      1. the Client has complied with the provisions of clause 21.1; and
      2. the Company has agreed that the Goods are defective; and
      3. the Goods are returned within a reasonable time at the Client’s cost (if that cost is not significant); and
      4. the Goods are returned in as close a condition to that in which they were delivered as is possible.
   9. Notwithstanding clauses 21.1 to 21.8 but subject to the CCA, the Company shall not be liable for any defect or damage which may be caused or partly caused by or arise as a result of:
      1. the Client failing to properly maintain or store any Goods/Equipment; 
      2. the Client using the Goods/Equipment for any purpose other than that for which they were designed; 
      3. the Client continuing the use of the Goods/Equipment after any defect became apparent or should have become apparent to a reasonably prudent operator or user; 
      4. the Client failing to follow any instructions or guidelines provided by the Company;
      5. fair wear and tear, any accident, or act of God.
   10. In the case of second-hand Goods, unless the Client is a consumer under the CCA, the Client acknowledges that it has had full opportunity to inspect the second-hand Goods prior to Delivery and accepts them with all faults and that to the extent permitted by law no warranty is given by the Company as to the quality or suitability for any purpose and any implied warranty, statutory or otherwise, is expressly excluded. The Client acknowledges and agrees that the Company has agreed to provide the Client with the second-hand Goods and calculated the Price of the second-hand Goods in reliance of this clause 21.10.
   11. The Company may in its absolute discretion accept non-defective Goods for return in which case the Company may require the Client to pay handling fees of up to thirty percent (30%) of the value of the returned Goods plus any freight costs.
   12. Notwithstanding anything contained in this clause if the Company is required by a law to accept a return then the Company will only accept a return on the conditions imposed by that law. 

Intellectual Property

1. Where the Company has designed, drawn or developed Goods for the Client, then the copyright in any designs and drawings and documents shall remain the property of the Company. Under no circumstances may such designs, drawings and documents be used without the express written approval of the Company.
2. The Client warrants that all designs, specifications or instructions given to the Company will not cause the Company to infringe any patent, registered design or trademark in the execution of the Client’s order and the Client agrees to indemnify the Company against any action taken by a third party against the Company in respect of any such infringement.
3. The Company retains ownership of the intellectual property, but grants the Client a non-exclusive and non-transferable licence for its use (solely in relation to the Services provided by the Company). 
4. The Company shall reserve the right to charge a licence fee for any plan designed by the Company for the Client and subsequently used by any third party.
5. The Client agrees that the Company may (at no cost) use for the purposes of marketing or entry into any competition, any documents, designs, drawings or Goods which the Company has created for the Client.

Confidential Information 

1. The Company will take all reasonable precautions not to disclose to any third party any confidential information about the security system or the business of the Client provide that this obligation will not apply to:
   1. information which is or becomes public knowledge through no fault of the Company; or
   2. information which the Company discloses to the NSWPF or similar government body for any reason whatsoever.
2. The Client shall take all reasonable precautions not to disclose to any third party any confidential information about the security Services including the terms of this Agreement provided that this obligation will not apply to information which is or becomes public knowledge through no fault of the Client.
3. Both parties agree that, unless they have the prior written consent of the other, they will not:
   1. manufacture any product or use any process based on the other parties confidential information; and
   2. use or disclose to any third party (other than for the purpose of performing this Agreement) the terms and conditions of this Agreement or any information confidential to the other party. The obligations of this clause 23 shall survive termination or cancellation of this Agreement.

Default and Consequences of Default

1. Interest on overdue invoices shall accrue daily from the date when payment becomes due, until the date of payment, at a rate of two and a half percent (2.5%) per calendar month (and at the Company’s sole discretion such interest shall compound monthly at such a rate) after as well as before any judgment.
2. If the Client owes the Company any money, the Client shall indemnify the Company from and against all costs and disbursements:
   1. incurred; and/or
   2. which would be incurred and/or
   3. for which by the Client would be liable;

in regard to legal costs on a solicitor and own client basis incurred in exercising the Company’s rights under these terms and conditions, internal administration fees, the Company’s Agreement fees owing for breach of these terms and conditions’, including, but not limited to, Agreement default fees and/or recovery costs (if applicable), as well as bank dishonour fees.

1. Further to any other rights or remedies the Company may have under this Agreement, if a Client has made payment to the Company, and the transaction is subsequently reversed, the Client shall be liable for the amount of the reversed transaction, in addition to any further costs incurred by the Company under this clause 24 where it can be proven that such reversal is found to be illegal, fraudulent or in contravention to the Client’s obligations under this Agreement.
2. Without prejudice to the Company’s other remedies at law the Company shall be entitled to cancel all or any part of any order of the Client which remains unfulfilled and all amounts owing to the Company shall, whether or not due for payment, become immediately payable if:
   1. any money payable to the Company becomes overdue, or in the Company’s opinion the Client will be unable to make a payment when it falls due; 
   2. the Client has exceeded any applicable credit limit provided by the Company;
   3. the Client becomes insolvent, convenes a meeting with its creditors or proposes or enters into an arrangement with creditors, or makes an assignment for the benefit of its creditors; or
   4. a receiver, manager, liquidator (provisional or otherwise) or similar person is appointed in respect of the Client or any asset of the Client.

Cancellation

1. Without prejudice to any other remedies the parties may have, if at any time either party is in breach of any obligation (including those relating to payment) under these terms and conditions (“the Breaching Party”) the other party may suspend or terminate the supply or purchase of Goods/Equipment to the other party, with immediate effect, by providing the Breaching Party with written notice. Neither party shall be liable for any costs associated with a party suspending/cancelling the Agreement under this clause 25.1.
2. If the Company, due to reasons beyond the Company’s reasonable control, is unable to deliver any Goods/Equipment to the Client, the Company may cancel any contract to which these terms and conditions apply or cancel Delivery of Goods/Equipment at any time before the Goods/Equipment are delivered by giving written notice to the Client (including, but not limited to, where the Company are unable to verify or authenticate the Client’s information, or where the Company suspects that the Client has engaged in fraudulent or depictive activity). On giving such notice the Company shall repay to the Client any money paid by the Client for the Goods/Equipment. The Company shall not be liable for any loss or damage whatsoever arising from such cancellation.
3. The Client may cancel Delivery of the Goods/Equipment by written notice served within forty-eight (48) hours of placement of the order. If the Client cancels Delivery in accordance with this clause 25.3, the Client will not be liable for the payment of any costs of the Company, except where a deposit is payable in accordance with clause 7.4. Failure by the Client to otherwise accept Delivery of the Goods/Equipment shall place the Client in breach of this Agreement.
4. Cancellation of orders for Goods made to the Client’s specifications, or for non-stocklist items, will definitely not be accepted once production has commenced, or an order has been placed.

Privacy Policy

1. All emails, documents, images or other recorded information held or used by the Company is Personal Information, as defined and referred to in clause 26.3, and therefore considered Confidential Information. The Company acknowledges its obligation in relation to the handling, use, disclosure and processing of Personal Information pursuant to the Privacy Act 1988 (“the Act”) including the Part IIIC of the Act being Privacy Amendment (Notifiable Data Breaches) Act 2017 (NDB) and any statutory requirements, where relevant in a European Economic Area (“EEA”), under the EU Data Privacy Laws (including the General Data Protection Regulation “GDPR”) (collectively, “EU Data Privacy Laws”). The Company acknowledges that in the event it becomes aware of any data breaches and/or disclosure of the Client’s Personal Information, held by the Company that may result in serious harm to the Client, the Company will notify the Client in accordance with the Act and/or the GDPR. Any release of such Personal Information must be in accordance with the Act and the GDPR (where relevant) and must be approved by the Client by written consent, unless subject to an operation of law.
2. Notwithstanding clause 26.1, privacy limitations will extend to the Company in respect of Cookies where the Client utilises the Company’s website to make enquiries. The Company agrees to display reference to such Cookies and/or similar tracking technologies, such as pixels and web beacons (if applicable), such technology allows the collection of Personal Information such as the Client’s:
   1. IP address, browser, email client type and other similar details;
   2. tracking website usage and traffic; and
   3. reports are available to the Company when the Company sends an email to the Client, so the Company may collect and review that information (“collectively Personal Information”)

If the Client consents to the Company’s use of Cookies on the Company’s website and later wishes to withdraw that consent, the Client may manage and control the Company’s privacy controls via the Client’s web browser, including removing Cookies by deleting them from the browser history when exiting the site. 

1. The Client agrees for the Company to obtain from a credit reporting body (CRB) a credit report containing personal credit information (e.g. name, address, D.O.B, occupation, driver’s license details, electronic contact (email, Facebook or Twitter details), medical insurance details or next of kin and other contact information (where applicable), previous credit applications, credit history) about the Client in relation to credit provided by the Company. 
2. The Client agrees that the Company may exchange information about the Client with those credit providers and with related body corporates for the following purposes:
   1. to assess an application by the Client; and/or
   2. to notify other credit providers of a default by the Client; and/or
   3. to exchange information with other credit providers as to the status of this credit account, where the Client is in default with other credit providers; and/or
   4. to assess the creditworthiness of the Client including the Client’s repayment history in the preceding two (2) years.
3. The Client consents to the Company being given a consumer credit report to collect personal credit information relating to any overdue payment on commercial credit.
4. The Client agrees that personal credit information provided may be used and retained by the Company for the following purposes (and for other agreed purposes or required by):
   1. the provision of Goods/Equipment; and/or
   2. analysing, verifying and/or checking the Client’s credit, payment and/or status in relation to the provision of Goods/Equipment; and/or
   3. processing of any payment instructions, direct debit facilities and/or credit facilities requested by the Client; and/or
   4. enabling the collection of amounts outstanding in relation to the Goods/Equipment.
5. The Company may give information about the Client to a CRB for the following purposes:
   1. to obtain a consumer credit report; 
   2. allow the CRB to create or maintain a credit information file about the Client including credit history.
6. The information given to the CRB may include:
   1. Personal Information as outlined in 26.3 above;
   2. name of the credit provider and that the Company is a current credit provider to the Client;
   3. whether the credit provider is a licensee;
   4. type of consumer credit;
   5. details concerning the Client’s application for credit or commercial credit (e.g. date of commencement/termination of the credit account and the amount requested);
   6. advice of consumer credit defaults (provided the Company is a member of an approved OAIC External Disputes Resolution Scheme), overdue accounts, loan repayments or outstanding monies which are overdue by more than sixty (60) days and for which written notice for request of payment has been made and debt recovery action commenced or alternatively that the Client no longer has any overdue accounts and the Company has been paid or otherwise discharged and all details surrounding that discharge(e.g. dates of payments);
   7. information that, in the opinion of the Company, the Client has committed a serious credit infringement;
   8. advice that the amount of the Client’s overdue payment is equal to or more than one hundred and fifty dollars ($150).
7. The Client shall have the right to request (by e-mail) from the Company:
   1. a copy of the Personal Information about the Client retained by the Company and the right to request that the Company correct any incorrect Personal Information; and
   2. that the Company does not disclose any Personal Information about the Client for the purpose of direct marketing.
8. The Company will destroy Personal Information upon the Client’s request (by e-mail) or if it is no longer required unless it is required in order to fulfil the obligations of this Agreement or is required to be maintained and/or stored in accordance with the law.
9. The Client can make a privacy complaint by contacting the Company via e-mail. The Company will respond to that complaint within seven (7) days of receipt and will take all reasonable steps to make a decision as to the complaint within thirty (30) days of receipt of the complaint. In the event that the Client is not satisfied with the resolution provided, the Client can make a complaint to the Information Commissioner at www.oaic.gov.au.

Service of Notices

1. Any written notice given under this Agreement shall be deemed to have been given and received:
   1. by handing the notice to the other party, in person;
   2. by leaving it at the address of the other party as stated in this Agreement;
   3. by sending it by registered post to the address of the other party as stated in this Agreement;
   4. if sent by facsimile transmission to the fax number of the other party as stated in this Agreement (if any), on receipt of confirmation of the transmission;
   5. if sent by email to the other party’s last known email address.
2. Any notice that is posted shall be deemed to have been served, unless the contrary is shown, at the time when by the ordinary course of post, the notice would have been delivered.

Trusts

1. If the Client at any time upon or subsequent to entering in to the Agreement is acting in the capacity of trustee of any trust or as an agent for a trust (“Trust”) then whether or not the Company may have notice of the Trust, the Client covenants with the Company as follows:
   1. the Agreement extends to all rights of indemnity which the Client now or subsequently may have against the Trust, the trustees and the trust fund;
   2. the Client has full and complete power and authority under the Trust or from the Trustees of the Trust as the case may be to enter into the Agreement and the provisions of the Trust do not purport to exclude or take away the right of indemnity of the Client against the Trust, the trustees and the trust fund. The Client will not release the right of indemnity or commit any breach of trust or be a party to any other action which might prejudice that right of indemnity;
   3. the Client will not during the term of the Agreement without consent in writing of the Company (the Company will not unreasonably withhold consent), cause, permit, or suffer to happen any of the following events:
      1. the removal, replacement or retirement of the Client as trustee of the Trust;
      2. any alteration to or variation of the terms of the Trust;
      3. any advancement or distribution of capital of the Trust; or
      4. any resettlement of the trust fund or trust property.

General

1. Any dispute or difference arising as to the interpretation of these terms and conditions or as to any matter arising herein, shall be submitted to, and settled by, mediation before resorting to any external dispute resolution mechanisms (including arbitration or court proceedings) by notifying the other party in writing setting out the reason for the dispute. The parties shall share equally the mediator’s fees. Should mediation fail to resolve the dispute, the parties shall be free to pursue other dispute resolution avenues. 
2. The failure by either party to enforce any provision of these terms and conditions shall not be treated as a waiver of that provision, nor shall it affect that party’s right to subsequently enforce that provision. If any provision of these terms and conditions shall be invalid, void, illegal or unenforceable, that provision shall be severed from this Agreement, and the validity, existence, legality and enforceability of the remaining provisions shall not be affected, prejudiced or impaired.
3. These terms and conditions and any contract to which they apply shall be governed by the laws of New South Wales, and are subject to the jurisdiction of the courts in that state. These terms prevail over all terms and conditions of the Client (even if they form part of the Client’s purchase order).
4. The Company may licence and/or assign all or any part of its rights and/or obligations under this Agreement without the Client’s consent provided the assignment does not cause detriment to the Client.
5. The Client cannot licence or assign without the written approval of the Company.
6. The Company may elect to subcontract out any part of the Services but shall not be relieved from any liability or obligation under this Agreement by so doing. Furthermore, the Client agrees and understands that:
   1. they have no authority to give any instruction to any of the Company’s sub-contractors without the authority of the Company; and
   2. will not hire the Company’s sub-contractors for additional Services during the provision of the Services by the Company. 
7. The Client agrees that the Company may amend their general terms and conditions for subsequent future Agreements with the Client by disclosing such to the Client in writing. These changes shall be deemed to take effect from the date on which the Client accepts such changes, or otherwise at such time as the Client makes a further request for the Company to provide Goods/Equipment to the Client. 
8. Neither party shall be liable for any default due to any act of God, war, terrorism, strike, lock-out, industrial action, fire, flood, storm, national or global pandemics and/or the implementation of regulation, directions, rules or measures being enforced by Governments or embargo, including but not limited to, any Government imposed border lockdowns (including, worldwide destination ports), etc., (“Force Majeure”) or other event beyond the reasonable control of either party. This clause does not apply to a failure by the Client to make a payment to the Company, once the parties agree that the Force Majeure event has ceased.
9. Both parties warrant that they have the power to enter into this Agreement and have obtained all necessary authorisations to allow them to do so, they are not insolvent and that this Agreement creates binding and valid legal obligations on them. 
10. The rights and obligations of the parties will not merge on completion of any transaction under this Agreement, and they will survive the execution and Delivery of any assignment or other document entered, for the purpose of, implementing any transaction under this Agreement.
11. If part or all of any term of this Agreement is or becomes invalid, illegal or unenforceable, it shall be severed from this Agreement and shall not affect the validity and enforceability of the remaining terms of this Agreement. 

Additional Terms & Conditions Applicable to Hire Only

Hire Equipment

1. The Equipment:
   1. includes a security system (Video Verification Unit), camera with a solar panel and battery that is mounted on top of a pole and is dug 800mm into the ground to secure the pole; and
   2. is not connected to a building and is a standalone item.
2. The Video Verification Unit is designed to relay images to a monitoring room if people or vehicles are detected entering the site after hours.

Hire Period

1. If the Company agrees with the Client to deliver and install the Equipment, hire charges shall commence from the time the Equipment is installed and continue until the Client notifies the Company that the Equipment is available for collection, and/or until the expiry of the Minimum Hire Period, whichever last occurs.
2. Notwithstanding clause 31.1, the Client shall provide a minimum of seven (7) days’ notice to the Company of their intention to cancel the hire of the Equipment, and the date of expiry or cessation of this Agreement shall in all cases be treated as a full day’s hire.
3. No allowance whatsoever can be made for time during which the Equipment is not in use for any reason, unless the Company confirms special prior arrangements in writing. In the event of Equipment breakdown provided the Client notifies the Company immediately, hiring charges will not be payable during the time the Equipment is not working, unless the condition is due to negligence or misuse on the part of or attributable to the Client.

Risk 

1. The Company retains ownership of the Equipment nonetheless all risk for the Equipment passes to the Client on installation.
2. The Client accepts full responsibility for the safekeeping of the Equipment and indemnifies the Company for all loss, theft, or damage to the Equipment howsoever caused and without limiting the generality of the foregoing whether or not such loss, theft, or damage is attributable to any negligence, failure, or omission of the Client.
3. The Client will insure, or self-insure, the Company’s interest in the Equipment against physical loss or damage including, but not limited to, the perils of accident, fire, theft and burglary and all other usual risks and will affect adequate Public Liability Insurance covering any loss, damage or injury to property arising out of the Equipment. Further the Client will not use the Equipment nor permit it to be used in such a manner as would permit an insurer to decline any claim.
4. The Company takes no liability if the weather is overcast, raining or inclement, as this may cause the solar panel not to generate power, and can cause the battery to become flat and not work.
5. Any activity by people or vehicles during the hours that the Video Verification Unit is activated will be reported to the relevant personal, bodies and organisations in accordance with clause 13.3.
6. When the Video Verification Unit has been activated, the Company’s normal process and procedures will occur and the Client shall be liable for all costs associated with the Company’s decisions.
7. The monitoring centre operator has discretion to decide if it’s a false alarm or real, if an activation occurs one (1) hour before or after the arming schedule.
8. The Client must give the Company a minimum of five (5) minutes to a maximum of fifteen (15) minutes notice, if the Client wishes to enter a site before arming is switched off.
9. All long term or permanent changes to the schedule, must be provided in writing to support@elementsecurity.com.au. A minimum of two (2) business days’ notice is required for this change.
10. When an alarm activation email is received, the Client is required to contact the control room on 1300 325 276 to confirm authorisation of persons onsite. Responses via email are not accepted.
11. 4G SIM Data over usage by reviewing cameras to often will incur additional charges.
12. The Client accepts full responsibility for and shall keep the Company indemnified against all liability in respect of all actions, proceedings, claims, damages, costs and expenses in respect of any injury to persons, damage to property, or otherwise arising out of the use of the Equipment during the hire period and whether or not arising from any negligence, failure or omission of the Client or any other persons.

Title to Equipment

1. The Equipment is and will at all times remain the absolute property of the Company.
2. If the Client fails to return the Equipment to the Company then the Company or the Company’s agent may (as the invitee of the Client) enter upon and into land and premises owned, occupied or used by the Client, or any premises where the Equipment is situated and take possession of the Equipment, without being responsible for any damage thereby caused.
3. The Client is not authorised to pledge the Company’s credit for repairs to the Equipment or to create a lien over the Equipment in respect of any repairs.

Client’s Responsibilities 

1. The Client shall:
   1. satisfy itself at commencement that the Equipment is suitable for its purposes;
   2. notify the Company immediately by telephone:
      1. if the pole and/or Video Verification Unit is damaged; and
      2. of the full circumstances of any breakdown or accident. The Client is not absolved from the requirements to safeguard the Equipment by giving such notification; and
   3. ensure that:
      1. the site is secure during the hours the Video Verification Unit is activated;
      2. on termination of the hire, the Equipment must be complete with all parts and accessories, clean and in good order as delivered, fair wear and tear accepted, to the Company;
      3. keep the Equipment in their own possession and control and shall not assign the benefit of the hire Agreement nor be entitled to lien over the Equipment; and
      4. indemnify and hold harmless the Company in respect of all claims arising out of the Client’s use of the Equipment.
2. The Client shall not:
   1. alter or make any additions to the Equipment including but without limitation altering, make any additions to, defacing or erasing any identifying mark, plate or number on or in the Equipment or in any other manner interfere with the Equipment;
   2. not exceed the recommended or legal load and capacity limits of the Equipment;
   3. not use or carry any illegal, prohibited or dangerous substance in or on the Equipment; and
   4. not fix any of the Equipment in such a manner as to make it legally a fixture forming part of any freehold.
3. Immediately on request by the Company the Client will pay:
   1. the new list Price of any Equipment that is for whatever reason destroyed, written off or not returned to the Company;
   2. all costs of repairing any damage caused by:
      1. the ordinary use of the Equipment;
      2.  the negligence of the Client or the Client’s agent; and
      3. vandalism, or (in the Company’s reasonable opinion) in any way whatsoever other than by the ordinary use of the Equipment by the Client. 
   3. the cost of consumables provided by the Company and used by the Client;
   4. any:
      1. lost hire fees the Company would have otherwise been entitled to for the Equipment, under this, or any other hire Agreement;
      2. costs incurred by the Company in picking up and returning the Equipment to the Company’s premises when it was originally agreed;
      3. insurance excess payable in relation to a claim made by either the Client or the Company in relation to any damage caused by, or to, the hire Equipment whilst the same is hired by the Client and irrespective of whether charged by the Client’s insurers or the Company’s. 

Inspection of Equipment

1. The Client hereby grants the Company (including its employees, duly authorised agents or representatives) the right, at all times, upon the Company giving to the Client reasonable notice and without unduly interfering with the Client’s business or operations, to:
   1. enter onto the site(s) where the Equipment is located; and
   2. inspect the state of repair or condition of the Equipment; and/or
   3. carry out any such tests on the Equipment as may be reasonably necessary, including, but not limited to, health and safety tests or inspections; and/or
   4. do any act, matter or thing which may be required at law or to otherwise protect the Company’s rights or interests in the Equipment.

Damage to equipment costs:

1. Pole: $400
2. Solar Panel: $450
3. Solar Bracket: $300
4. Camera: $600
5. Internal Circuitry: $2200
6. Battery: $800

Please contact Cameras On Site before moving a Surveillance Unit.