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RES 2016-0219 - Change order with Prairie Construction Inc for OPW 52692, Northeast joint use facility -4Oo1nn A �F, i 1'r i. Public Works Department air4�' � k, n A< ^ r Omaha/Douglas Civic Center z i w February23, 2016 i]+ ,- I I �® f �H � 'E U L` 1819 ma Farnam Street,Suite 601 -P .0• Omaha,Nebraska 68183-0601 °��rEa FEenti`�4� (402)444-5220 ":,L, Fax(402)444-5248 City of Omaha k' '>j?." 5 p, ,' Robert G. Stubbe, P.E. Jean Stothert,Mayor Public Works Director Honorable President and Members of the City Council, Transmitted herewith is a Resolution approving Change Order No. 4 for OPW 52692, being the construction of the Northeast Joint Use Facility, 1818 Jaynes Street. The contract for this project was awarded to Prairie Construction, Inc. by Council Resolution No. 52 on January 27, 2015. This change order increases the contract to provide and install video surveillance and access control systems, as detailed in the attached Change Order No. 4. Prairie Construction, Inc. has agreed to perform the additional work for $129,816.88. The Change Order contains the details of the increase and all other provisions of the original contract shall remain in full force and effect. The costs incurred will be paid from the City Capital Improvement Fund 13112, Pavement Maintenance Organization 116158. Prairie Construction, Inc. has filed the required Contract Compliance Report, Form CC-1, in the Human Rights and Relations Department. The Public Works Department requests your consideration and approval of the attached Resolution and Change Order. Respectfully submitted, Referred to City Council for Consideration: E7 %to -'- '-\ .� J W �,k1.. Z— 1 l Robert G. Stubbe, P.E. Date Mayor's Office Date Public Works Director Approved as to Funding: Approved: /%-- 44 ,----------- -fri—,- 7 ,2 (0 , St phen . Curtiss Date p cer K. anner . Date Finance Director .1)'› Human Rights and Relatio s Director 1088tns CITY OF OMAHA PUBLIC WORKS DEPARTMENT CONTRACT CHANGE ORDER FACILITIES MANAGEMENT DIVISION PROJECT NO.: OPW 52692 CHANGE ORDER NO.: 04 PROJECT NAME:_NE JOINT USE FACILITY, 1818 JAYNES STREET CONTRACTOR:_PRIARIE CONSTRUCTION , INC. COUNCIL RESOLUTION NO.: DATE OF RESOLUTION: LINE ITEM DESCRIPTION/REASON UNIT aUANTIT UNIT PRICE CONTRACT PRICE # DECREASE INCREASE 1 1 Provide and Install 1 L.S. $66,829.73 $66,829.73 Gate and Site Video Surviellance System Complete 2 2 Provide and Install Bldg.& 1 L.S. $62,987.15 $62,987.15 Campus Door/Gate Security System Complete TOTAL DECREASE IN CONTRACT $0.00 TOTAL INCREASE IN CONTRACT $129,816.88 NET DIFFERENCE $129,816.88 ESTIMATED CONTRACT VALUE $5,427,000.00 PREVIOUS CHANGE ORDER(S)VALUE $443,845.42 CURRENT CONTRACT AMOUNT $5,870,845.42 PERCENT CHANGE ORDER(S)TOTAL 9.77% NOTICE TO PROCEED DATE 1/1/2015 INITIAL DAYS TO SUBSTANTIAL COMPLETION 0 PREVIOUS CALENDAR DAYS ADDED 0 CALENDAR DAYS,THIS CHANGE ORDER 0 CURRENT CONTRACT DAYS TO SUBSTANTIAL COMPLETION 0 CURRENT SUBSTANTIAL COMPLETION 2/1/2015 ACCEPTED: 6 L 9 (61/4 DATE: I h X 1 i L, =CTOR) RECOMMENDEDf .es°. /E a eiV DATE: /lie/4, ONSTc�. i•• - RECOMMENDS '=io, --/ -,` DATE: ika/d9/,( /~ ''EJECT aRRESENTATIVE) APPROVED: '... •` DATE: l( (2 z(2-c'(L (DIVISIO INEE APPROVED: °, DATE: t 1 D2_ I 2.01(0 (C TY ENGI APPROVED: DATE: / ' -2-2 — /(o (PUBLIC WORKS DIRECTOR) Rev 11/21/2011 OWNER ❑✓ CHANGE ARCHITECT 0 CONSULTANT ❑ S C H most M M mug R ORDER CONTRACTOR ❑✓ FIELD ❑ ARCHITECTS 1 ENGINEERS PLANNERS OTHER 0 PROJECT: City Of Omaha CHANGE ORDER NO.: 004 Ne Street Maintenance Facility 1818 Jaynes Street DATE: 1/19/2016 Omaha,NE 68110 ARCHITECT'S PROJECT NO.: 06449.003 TO CONTRACTOR: Prairie Construction Company 13316 B Street CONTRACT FOR: New Construction Omaha,NE 68144-3612 CONTRACT DATED: N/A The Contract is changed as follows: Proposal Request#17(see attached)$129,816.88 Not Valid until signed by Owner,Architect, and Contractor. The original Contract Sum was 5427000.00 Net change by previously authorized Change Orders 443845.42 The Contract Sum prior to this Change Order was $5,870,845.42 The Contract Sum will be Increased by this Change Order in the amount of 129816.88 The new Contract Sum including this Change Order will be $6,000,662.30 The Contract Time will be Unchanged by 0 c ays. The date of Substantial Completion as on the date of this Change Order therefore is N/A NOTE: This summary does not reflect changes in the Contract Sum, Contract Time or Guaranteed Maximum Price which have been authorized by the,Construction Change Directive. ARCHITECT: CONTRACTOR: OWNER: The Schemmer Associates Inc. Prairie Construction City Of Omaha ' 1044 North 115th Street Suite 300 13316 B Street Street Maint.Division v \' Omaha, Nebraska 68154-4436 Omaha,NE 68144-3612 5225 Dayton Street ,Z s' 7 Omaha,NE 68117 ,'/ ^1- ,,t; 4 BY V\'v \ L L BY �4,(10411ati BY } DATE �^fr�j y+4410 DATE ilia/1 IP- DATE TSA Form 130 9/2000 toy13pRAlluE 316 8 STREET OMAHA,NE 68144-3612 Ph:(402)330-8522 I CONSTRUCTION Fax: (402)330-8544 Change Request To: SCHEMMER ASSOCIATES INC;THE Number: 17 1044 N 115 ST STE 300 Date: 12/11/15 OMAHA, NE 68154 Job: 15-005 Northeast Maintenance Facility Ph:402-493-4800 Fax:402-493-7951 Description: PR 17-SEI Reason: Proposal Request We are pleased to offer the following specifications and pricing to make the following changes: Incorporate SEI work into contract per PR 17 and attached SEI proposals. Description Quantity Unit Unit Price Price SEI Access and Intrusion 1.00 Isum $59,101.00 $59,101.00 SEI Video 1.00 Isum $62,707.00 $62,707.00 Subtotal: $121,808.00 Overhead and Profit(PCC) $0.00 Overhead and Profit(Sub) $121,808.00 5.00% $6,090.40 Bond $127,898.40 1.50% $1,918.48 Total: $129,816.88 If you have any questions, please contact me at(402)330-8522. Submitted by: MATTHEW SCHUMAN Approved by: PRAIRIE CONSTRUCTION COMPANY Date: Cc: Page 1 of 1 City of Omaha NE Street Maintenance Facilities Proposal Number: 23833-3-0 Dated: 10/14/2015 Prepared For: Prairie Construction Prepared By: Robb Walker Security Equipment Inc. Major Accounts Executive Email: rwalker@sei-security.com 2238 S. 156 Circle,Omaha, NE,68130 I P: (402)778-3759 I F:(402)333-7616 www.sei-security.com • Des Moines, IA • Kansas City, KS • Lincoln, NE • Omaha,NE rivpuboi plummet. LOUo4.70-4- Date: 10/14/2015 NE Street Maintenance Facilities City of Omaha Site: 1818 Jaynes Street, Omaha, NE, 68110 Contact: Prairie Construction,402-330-8522, Steve c@Prairie-Construction.Com, Scope Of Work Security Equipment, Inc. will provide and install an alarm, access control and video system at the 1818 Jaynes st location. Description of systems is listed below. Access Control: SEi will provide and install Access Control on three personnel doors located at this facility. SEi will also install stanchions with access control readers located at three gate entrances. SEI will provide the ability to access the gate via an access granted from the access control system. The Access Control system will be controlled the City owned Prowatch software. This proposal is written as it is assumed SEi will have access to the Prowatch software and server located at the Dotcomm data center. Door locations and Head End are provided below. Each door of access control will consist of a card reader, door contact,request to exit motion and electrified strike/maglock unless stated below. Head End: ("A"Building)located in the Mechanical Storage Room A126 and will house the main Access Panel. ("B" Building) located on the North East Wall by electrical and fire equipment. `B"building will be connected to the main Access Panel via conduit connect between both building"A"and"B". Building"A" door locations: Door A 100-1 Door A105 Building"B"-door location: - North Entrance Door Gate Reader Locations: Gate Reader and Stanchions will be installed at the three Gate Entrances. Prowatch Client: Prowatch Client will be installed on customer provided workstation located at the 52nd and Dayton Facility to manage building access. Switch Locations: Network Switches will be located in the Building"A"Mechanical Room and in Building`B"on the East wall by the Alarm Panels. Alarm System: SEI will provide and install an intrusion alarm system in both Building"A" and Building "B". All perimeter personnel doors and overhead doors will be contacted for both Building "A" and Building "B". Building "A"will have a command center control keypad installed inside each of the 2 access control entry doors(A100-1 and A105). Motion detectors will be installed in the main hallway(A101)and the lobby area(A104). A ceiling mounted motion will be installed in the street maintenance crew leaders room(A113). 2 motion detectors will be installed in the larger bay area. one on the north end and one on the south end. another motion detector will be installed in the smaller bay on the north end. Building "B" will have a command center control keypad installed inside the north access control entry door. 2 motions will be installed in the interior area of building "B". 2238 S. 156 Circle,Omaha,NE,68130 I P:(402)778-3759 I F: (402)333-7616 www.sei-security.com • Des Moines, IA• Kansas City, KS • Lincoln, NE •Omaha, NE Date: 10/14/2015 Scope Of Work Wiring: SEi will provide and install all low voltage wiring associated with the Alarm, Access Control and Video Systems. Conduit: All conduits needed for the project will be provided by others Concrete Base: Concrete Bases for Stanchions to be provided by others. SEi will provide mounting template, concrete should be 12"x12"x4" Power: 110VAC will be needed in the Mechanical Storage Room A126,Mech Room A110, East Wall of Building`B", South West Fueling Light Pole. All Power needed will be provided by others. Schedule of Protection Schedule of Protection for: Access Control 1 High Density Enccosure 1 Power Supply for High Density Enclosure 1 Intelligent_Controller,_PIN-6000,Pro-Watch,_32 I/O And 4 Dual Reader Module,Includes 2 Inputs/2 Outputs Per Reader Board 1 Power Supply for Long Range Rewaders 2 1"Recessed Contact,Brown 2 Request to Exit Motion Detector 500 Composite Wire 100 Composite Wire Building"B" 1 PW-Series Accessory,Daisy Chain Cable 1 Power Supply-Charger 1 Power Supply-Charger 2 RP40 Multiclass Reader,Black 1 RP40 Multiclass Reader,Black 300 Cat6 Plenum, Black 500 18/6 Stranded,Shielded Direct Burial Wire 1,000 18/6 Stranded,Shielded Direct Burial Wire 1,000 16/2 BURIAL WIRE 1,000 14/2 Burial Wire 7 Battery 2 Line Cord 3 Reader,MaxiProx,Wiegand,Outdoor,Long Range,Gray,May Be U 3 Stancion 3 Maxiprox Reader Standoff 1 Remote Enclosure/Building"B" 1 1"Recessed Contact,Gray?Building"B" 1 Request to Exit Motion Detector/Building"B" 1 Single User Software License add-on for PWPE and PWCE 1 SEi Labor Schedule of Protection for: Intrusion Alarm 2238 S. 156 Circle,Omaha, NE,68130 I P:(402)778-3759 I F:(402)333-7616 www.sei-security.com • Des Moines, IA• Kansas City, KS • Lincoln, NE•Omaha, NE riVpJu5d1 1111U1111.1e1. LJOJJ-J-V Date: 10/14/2015101331 2 Battery 3 OHD Contact, 1.5-2.4"Track Mnt,24"Pigtail/Building"B" 2 Motion Detector 4 Dual Tech Motion Detector 1 Curtain Dual Tech Motion Detector 1 ENCLOSURE FOR XT SERIES AND 714-8/16 7 OHD Contact, 1.5-2.4"Track Mnt,24"Pigtail 1 Vista 21IP,6160 1 Keypad 3 1"Recessed Contact,Gray 1 Zone Expander 2,300 22/4 PLN SHIELD 1 Vista 21IP,6160/Building"B" 2 1"Recessed Contact,Gray Building"B" 2 Motion Detector/Building"B" 900 22/4 PLN SHIELD/Building"B" Schedule of Protection for: Locks N. M < . ': a .;a:s axc . . wyi.,9 ,-Y 2 Strike ... ,.. .. .. _, .• .. .__. . . _.:..: ., .. , 1 Strike/Building"B" Financial Summary System Total: $59,101 * This proposal for the above described protection does not include tax and is covered by a one (1)year parts, labor and service guarantee 2238 S. 156 Circle,Omaha,NE,68130 I P:(402)778-3759 I F:(402)333-7616 www.sei-security.com • Des Moines, IA•Kansas City, KS • Lincoln,NE •Omaha,NE ,A.�rw aP T „?n i;^: ^R'' wa v w.a.., .�,°e"'A` a..row•• f` �s.l:" "�,* Date: 10/14/2015 Commercial Installation and Service Agreement THIS AGREEMENT is made October 14.2015, by and between SECURITY EQUIPMENT, INC and its directors,officers, shareholders,employees and agents, (collectively"SEI")and City of Omaha. Location of Customer's premises 1818 Jaynes Street, , Omaha.NE.68110. Subject to the terms and conditions hereinafter set forth, SEI agrees to sell. and provide()_of the equipment specified on"Schedule of Protection",which is incorporated herein by reference. Note: Customer acknowledges and agrees that (1) additional equipment, at additional cost, can provide increased detection ability, (2) Customer has voluntarily elected to accept the System based on Customer's business reasons, i.e., cost, firm culture, Premises environment and conditions, insurance requirements, etc., (3) a second telephone line at the Premises is necessary to use the telephone while the System is transmitting data to the monitoring facility, (4)if the System is owned by SEI, Customer shall, at its sole cost, promptly and without demand return the System to SEI at the expiration or termination of this Agreement, (5) Customer has voluntarily elected delayed dispatch or no repeat dispatch services checked above for the purpose of reducing false alarms, notwithstanding the increased risk of loss or damage inherent in Customer's decision, and (6) Customer shall notify SEI of all ordinances or local policies of Proper Authorities that may affect SEI's performance of services to Customer and shall pay all fees and charges which may be assessed to Customer to comply with State or local statutes,ordinances,or regulations. Installation Charges: Customer Agrees to Pay SEI the sum of:$59.101 plus tax,if applicable. Deposit due upon Prewirin9 will be 50% non-refundable If necessary,remaining balance will be due upon substantial completion of installation, Recurring Charges: Customer agrees to pay SEI the sum of plus tax, if applicable, per month for the lease or purchase of the system A included in this proposal, prepaid annually for a period of Lye years. Method of payment by Customer may be by check, money order, credit card or EFT (Electronic Funds Transfer). If EFT is desired Customer authorizes periodic debits from Customer's bank account as stated above. SEI City of Omaha Submitted By:Robb Walker Signature: Approved By: Date: Date: Print Name: Prairie Construction Title: Email: 2238 S. 156 Circle, Omaha, NE,68130 I P: (402)778-3759 I F:(402)333-7616 www.sei-security.com • Des Moines, IA• Kansas City, KS • Lincoln, NE • Omaha, NE r1vpv*ca1 Pauuiiluet" LJOJJ"J-Y Date: 10/14/2015 Terms & Conditions 1. Finance gag jet•charges,A finance charge of one and one-third(1 1/3%)percent per month sixteen(16%)percent per year will apply to all obligations not paid pursuant to the terms contained herein.Customer shall also pay to SEI an administrative fee(late charge)of five(5%)percent of any payment due hereunder received by SEI after the date on which such payment is due as liquidated damages and not as a penalty 2. Mourns Rem&This Agreement shall automatically renew under the same terms and conditions for successive periods equal to the initial period unless either party gives written notice to the other at least thirty(30)days prior to the expiration date of their intention to terminate this Agreement. In the event this renewal provision is not effective, this Agreement automatically renews from month to month unless either party gives at least thirty(30)days written notice to terminate at the expiration of any such term. 3. faid jaaana, NohvIthstanding anything contained herein to the contrary,SEI may,in its sole discretion,terminate this Agreement,with or without cause and without any liability whatsoever,upon thirty(30)days notice to Customer.In the event such termination is without cause,SEI shall,upon the written request of Customer,refund any unearned service charges. 4. Inn jp jam, SEI shall have the right to increase periodic charges at any time or times after the expiration of one(1)year from the date of this Agreement upon giving Customer written notice thirty(30)days in advance of the effective date of such change. if Customer is unwilling to pay the increased charge,Customer must notify SEI in writing twenty(20)days prior to the otherwise effective date of the change that this Agreement will be terminated on the effective date of the charge. SEI may at its sole discretion rescind the charge at which time the previous term will be binding on the Customer to the full remaining term of this Agreement. S. Mama jail Gamma, in the event of any breach of this Agreement by Customer,without limiting the rights of SEI under this Agreement at law or equity,SEI shall be entitled to retain all prepayments received and Customer shall immediately pay to SEI(1)all payments then due and payable,(2)all charges for labor,material and equipment incurred by SEI due to such default based on a time and material basis at SEI's then prevailing charges,and(3)since actual damages upon Customer's breach are difficult to determine,Customer agrees to pay one hundred percent 100%of all payments which would be due hereunder for the unexpired term as liquidated damages and not as a penalty. Upon Customer's breath SEI shall have no further obligation to perform under this Agreement. In addition,if any suit or alternative dispute resolution proceeding is instituted and SEI is the substantially prevailing party by judgment,award,finding or settlement,Customer shall pay directly or reimburse SEI for all of its costs and expenses including,without limitation or example,consultants'and professionals'fees and costs Including,without limitation or example,reasonable attorneys'fees and costs as allowed by law. 6. MO m Ikea ima ragg, In the event of any breach of this Agreement by SEI,Customer agrees to provide written notice to SEI specifically identifying the nature of the breach and the provisions of this Agreement affected thereby,and to permit SEI to cure the breach within five(5)business days after receipt of the written notice or,if the breath cannot be reasonably cured within said period,to promptly commence to cure and diligently proceed until cured. If SEI cures any said breath as provided herein,this Agreement shell continue unabated and SEI shall not be liable to Customer for any loss,damage or expense arising out of or from,resulting from,related to,in connection with or as a consequence of any said breach. 7. lamanan jlmoflea:i3bt tun!',a If equipment Is leased by or loaned to Customer,Oda to any such equipment shall at all times hereafter remain in SEI. Customer understands and agrees that SEI may,in its sole and absolute discretion,electronically lock out the access control panel or alarm communicator(collectively,the "Panel")in order to limit access to the Panel to SEI only. Should Customer breach hereunder,or upon expiration or termination of this Agreement for any reason,or if the System excessively signals SEI's monitoring facility as a result of any cause other than SEI's sole negligence,Customer authorizes SEI to:(1)suspend service:(2)shut down the Panel and/or the System;and(3)render some or all of the equipment Incapable of sending a signal locally or communicating with any monitoring facility,and refuse to unlock the Panel. The exercise of such rights shall not be deemed a waiver of SEI's right to damages,and SEI shell have the right to enforce all other legal or equitable remedies or rights. 8. ;Imam Ram. Customer acknowledges and agrees that SEI and Representatives have no knowledge of existing hidden pipes,wires or other like objects within walls,floors,ceilings and other concealed spaces,and it is Customer's obligation to advise SEI of such hidden objects,failing which SEI and Representatives are released for any damages,losses or expenses arising out of or from,in connection with,as a result of,related to or as a consequence of such hidden objects. SEI and Representatives make no representation of delivery and Installation of equipment or commencement of services by any particular date. 9. fikaaeadamIL In the event SEI and Customer are parties to any other agreement,Customer acknowledges and agrees that a default by Customer under this Agreement or any other agreement between the parties shall be deemed to be a default by Customer under all such agreements between the parties permitting SEI to exercise any or all of Its rights under any or ale of such agreements in the sole and absolute discretion of SEI. 10. j1El law ranaabi Emma a , Customer agrees that SEI has no responsibility for the condition or operation of any equipment,device,or properly of any sort belonging to Customer,the telephoto company or others("Property"). If SEI provides service to Property,Customer agrees that all relevant terms and conditions of this Agreement shall apply to all such service and Customer shall pay for such service on a time and material basis. 11. Miami faikinst g ANAL If,at any time after the date hereof,additional equipment or services are requested or authorized by Customer,all sales,leases, by-SEYstralt tor aobjecttolle limo of tiA>sAxgr••rtmautonly, -chargea eFell befrede forakidredditianal-sales,leases, - - - installation or services. 12. Cuateaera jam tQ fay az mamma Siam, Notwithstanding anything to the contrary contained heroin,if(i)any state or Federal statute or regulation,or(11)any trade union jurisdictional dispute results in SEI incurring any extra expense including,without limitation,paying higher compensation or wage rates to perform the installation and/or service,Customer hereby consents and authorizes SEI to incur such extra expense on behalf of and for the account of the Customer,and Customer shall pay SEI for all such costs Incurred by SEI. 13. communkladaaa Egujamaal larva as. Customer understands and acknowledges that the System may transmit data to a monitoring facility or elsewhere using one or more forms of communication equipment or services,including,without limitation,a telephone network,broadband over power lines("BPL"),voice(or data)over the Internet ("VOIP"),cable system or some form of wireless communications(e.g.,cellular or another form of radio transmission). Some or ail of these communications equipment or services may access or incorporate the Internet,electric company lines,a local area network or some other form of computer network to transmit or retrieve data. For data transmitted by a telephone network,there are various types of telephone line service including,without limitation,direct wire,derived channel,multiplex,DSL,T 1,ISDN and various other forms of service. For data transmitted by a wireless communications service or equipment,such services and equipment are probabilistic by their nature and can be affected or delayed by interference (e.g., ground interference), atmospheric conditions,static,transmission system operation, etc.acknowledges that for data transmitted or received via DSL,BPL,VOIP or other broadband or Internet-based communication service,the System's ability to transmit or receive data or SEI's monitoring facility's ability to receive,or understand, data will be dependant upon the electric company's lines, Internet,Internet providers or computer network,and/or any such installation of broadband or Internet-based communication service may interfere with the telephone line-seizure feature of the System. All broadband or Internet-based communication services should use a telephone number that is different than the telephone number used by the System. Accordingly,Customer understands,acknowledges and agrees that the System is not infallible and the transmission and receipt of data from the System,regardless of the communications equipment or type of service used,may be Interrupted,circumvented or otherwise compromised. a. Transmission of Data.Customer understands and acknowledges that the System including,without limitation,the communications equipment or service used in the System is not supervised.If the communications equipment or service is interrupted by any natural or human cause including,without limitation,any sort of interference(e.g.,ground interference or otherwise),or the loss of a telephone line or dial tone(either because the line is cut or otherwise),there will be no indiaton of such interruption at the monitoring facility unless Customer elects to use an available form of technology designed to detect and report such an interruption at additional cost.Further,if the communications equipment or service is incompatible,inoperative or interrupted,no signal will be received at the monitoring facility.Customer may elect to use some form of redundant communication equipment or service(e.g.,telephone combined with some form of wireless communication)or some other form-of communication service or equipment as pat of the System at additional cost. b. Monitoring Service.Monitoring service consists solely of monitoring service personnel("Operator")telephoning the governmental agencies or the telephone number supplied by Customer In writing("Proper Authorities')within a reasonable period of time under the circumstances at the monitoring facility including, without limitation or example,(1)the priority of the data that has been previously identified in writing('Listed Codes"),(2)when the Listed Code appears on the Operator's computer screen,or(3)when any voice communication or video transmission is received from the Premises.No monitoring service shall be rendered for signals received which are not Listed Codes or for voice communication which does not request assistance or for video transmission which does not dearly and conspicuously reveal the necessity for monitoring services. If"multiple zone delayed dispatch service'Is checked above,no monitoring service wail be rendered for any burglar alarm System unless Listed Codes from more than one zone of the burglar alarm System are received within five(5)minutes of each other.If"no repeat dispatch service"is checked above,no monitoring service will be rendered for the same Listed Codes or zones received from the System within sixty(60)minutes after SEI has contacted Proper Authorities to report receipt of Listed Codes at the Initials: 2238 S. 156 Circle,Omaha,NE,68130 I P: (402)778-3759 I F: (402)333-7616 www.sei-security.com • Des Moines, IA• Kansas City, KS • Lincoln, NE• Omaha,NE °,,.o"' Date: 10/14/201UM 5 Premises.Notwithstanding anything contained herein to the contrary,(a)upon receipt of a Listed Code or video transmission and pr-ior to telephoning Proper Authorities,SEI may,in its sole and absolute discretion and without any liability,contact or attempt to contact the Premises or other telephone numbers or electronic mail addresses provided by Customer in writing as frequently as SEI deems appropriate to verify the necessity to report the receipt of a Listed Code to Proper Authorities,and(b)upon receipt of an abort code or oral advice to disregard the receipt of the Listed Code or video transmission,SEI may,in its sole and absolute discretion and without any liability,refrain from contacting Proper Authorities or advise Proper Authorities of receipt of an abort code or oral advice to disregard the receipt of the Listed Code or video transmission.SEI's efforts to notify Proper Authorities shall be satisfied by advice by telephone to any person answering the telephone at the telephone number(s)provided to SEI in writing or by leaving a message with a telephone answering service or any mechanical, electrical,electronic or other technology permitting the recordation of voice or data communications. e. SEI as Agent;Revocation;Ratification;Retroactive Date.Customer hereby appoints SEI as its agent to give direction to any monitoring facility which is a subcontractor of SEI,as if done by Customer concerning any and all matters arising out of,from,in connection with,or related to the performance of monitoring services. The authority granted to SEI under this Section shall continue to be binding upon Customer until revocation in writing from Customer,shall have been actually received by SEI.No such notice shall affect anything done by(a)SEI in reliance hereon or pursuant hereto or(b)the monitoring facility pursuant to the request or demand of SEI prior to actual receipt by SEI of said written revocation.Customer hereby ratifies and confirms all prior and contemporaneous acts of;(c)the monitoring facility pursuant to the request of SEI;and(d)SEI pursuant to this section which Customer acknowledges and agrees shall be and is deemed to be retroactive to the initial date SEI or the monitoring facility performed monitoring services on Customer's behalf. d. SE!E-Link.If accepted,SEI hereby grants to Customer a non-exclusive,non-transferable license to use the SEI's E-Link to access,input,delete and modify Information through the Internet.Except for Customer's(a)failure to keep confidential all Information,passwords,etc.,(b)use of the license or the Information in any manner that negatively affects SEI, (c)use of the license or the Information for any illegal purpose,or(d)violation of any applicable law,this license shall continue and be coextensive with the term of this Agreement.Customer shall be solely and absolutely responsible for the Information which it inputs,deletes or modifies.Customer agrees that upon termination of this Agreement or termination or suspension of the license by SEI,SEI may immediately,and without notice,disable Customer's access to the Internet site and cancel all passwords or other access codes. a. Mall Notice.In the event Customer elects to receive automatic email notice of certain System events,e.g.,the arming or disarming of the System, Customer acknowledges,understands and agrees that any such notice is conditioned on(a)receipt of the data at SEI's central station,(b)the proper operation of communication equipment,services,systems and networks including without limitation,the Internet,and(c)any failure,malfunction or delay in processing or transmitting the data by SEI's equipment or software.SEI is hereby released from any liability arising out of or from,resulting from or in connection with the failure,malfunction or delay of any such notice for any reason,including SEI's or Representative's sole, joint or several negligence of any kind or degree. f. Video Systems. If the System transmits video, Customer shall (1) provide and maintain adequate power and lighting for all cameras or other video-related equipment;(2)inform all persons on the Premises that they may be monitored by video;(3)not use or permit the use of video installed where any person may have a reasonable expectation of privacy;(4)use the video System for security surveillance and management services only;(5) not use the video System for any criminal,illegal,or otherwise unlawful activity;and(6)obtain and keep in effect all permits or licenses required for the installation and operation of the video System. g. Suspension of Service.Customer agrees that(1)SEI's obligations hereunder are waived automatically without notice,and 2)SEI is released for all loss,damage and expense in case the monitoring facility,communications equipment,network or services,or the transmission system are destroyed, damaged,inoperable or malfunction for any reason whatsoever,for the duration of such interruption of service,and Customer shall be entitled to reimbursement of the unearned charge paid for the period of interruption on request of Customer and this shall be the limit of SEI's liability. h. NO WARRANTIES.THERE ARE NO WARRANTIES,EXPRESS OR IMPLIED,WHICH EXTEND BEYOND THE DESCRIPTION ON THE FACE OR REVERSE HEREOF,INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. I. U.L.Certified Systems.In the event the System is U.L.certificated,Customer shall pay SEI's prevailing Initial and renewal certificate fees.In the event the System Is activated without objective physical evidence of the necessity for the activation and SEI dispatches an agent,Customer shell pay SEI's prevailing charge for dispatch of such agent.U.L.certificated systems satisfy the requirements of U.L.for the stated class and grade as of the date of installation.If in the future U.L. adopts new or different specifications for the certificate issued,SEI agrees,upon receipt of written consent of Customer,to perform all services necessary to satisfy the new or different specifications of U.L.for the certificate issued,and Customer shall pay all costs thereof at SEI's then prevailing charges. j. Right to Subcontract.SEI may subcontract for the provision of services wrier this Agreement.Customer acknowledges and agrees that the provisions of this Agrees er t iaae to1wbe urflis[snd aypllcaDlt to anYIWtoorlItiari engaged by SEI to provide any service set forth herein to Customer,and bind Customer to said subcontractor(*)with the same force and effect as they bind Customer to SEL k. Consent to intercept,Record,Disclose and Use Contents of Communication*.Customer,for itself and as the authorized agent of its owners,partners, members, officers, directors,invitees, guests, agents, representatives and employees (Individually and collectively, `Any Person'), hereby consents to SEI intercepting, recording, retrieving, reviewing, copying, disclosing and using the contents of all telephone, video, wire, oral, electronic and other forms of transmission or communication to which Customer and/or My Person and SEI are parties. I. In the Event the System is activated.For any reason whatsoever,the Customer shall(a)pay without recourse,or(b)reimburse SEI for any fines,fees,costs, expenses and penalties assessed against Customer or SEI by any court or governmental agency. 14. CrilleRMIMBINNIROMMULYWOMINIEWIDISILlt Is the Customer's sole responsibility to, (a)failignigen f rammilogG Confirm that the communications equipment,technology and services used to transmit data between the System and any monitoring facility are compatible with the System and any monitoring facility,especially when there are changes to such communications equipment,technology or services (e.g.,starting,discontinuing,changing,adding or removing call waiting,a Centres telephone system,answering machines,Derived Channel,DSL,T-1,BPL or VOIP service,or any telecommunications,radio,Internet,satellite or other service or provider).(S)Ingo Emliamint, Customer must test the System,communications equipment, technology and service periodically and whenever changes are made to communications equipment,technology or services for the System,Premises,data transmission or monitoring facility. (C)AsimegInkante gifting&saidusgaii,Customer understands,acknowledges and agrees that not all communications equipment,technology or services used to transmit data between the System and any monitoring facility are or will continue to be available from every telephone,radio,Internet,satellite or other service provider(collectively,'Provider).(1)In the event of any discontinuance,suspension,termination,modification or change in connection with any communications equip ment,technology,service or Provider,and there is a commercially reasonable alternative available in order to continue services under this Agreement,Customer hereby authorizes SEI to provide Customer with such alternative in SEI's sole and absolute discretion;(2)Customer shall be solely responsible to pay(or shell promptly reimburse SEI)for all costs of any Provider as well as charges by SEI to modify,substitute or replace any communications equipment,technology,service or Provider(at SEI's then prevailing rates on a time and material basis). Customer shall also be responsible for any increase in monthly charges under this Agreement for lease,service,monitoring,etc. in connection with,arising out of or from,as a result of or related to any discontinuance,suspension,termination,modification,change to or modifcatidn,substitution or replacement of the communications equipment,technology, service or Provider, (3)Any claimed inadequacy or failure of the System,the communications equipment, technology,service or Provider must be immediately reported to SEI or the Provider,as appropriate,for correction or repair service; (D)fig Waiver al jam, SEI does not waive breach of this Agreement unless specifically waived in writing by SEI. If SEI waives any breach by Customer,it shall not be construed as a waiver of any subsequent breach. SEI's rights hereunder are cumulative,and may be exercised concurrently or consecutively and Include all remedies available whether or not referred to herein.(E) Duties gf Pam When EaWaaani Buidred By IWtd?mewl, Upon receipt of written notice from Customer,Customer's insurer,or other person having jurisdiction,SEI agrees to furnish and install all material and equipment required subject to availability,and Customer agrees to pay SEI for all costs on a time and material basis at SEI's then prevailing charges.(F)j gy Service, If Customer provides SEI with keys,Customer agrees that SEI and Representatives are released for any loss,damage or expense to Customer due to the loss or theft of any keys. Initials: 2238 S. 156 Circle,Omaha,NE, 68130 I P: (402)778-3759 I F: (402)333-7616 www.sei-security.com • Des Moines, IA• Kansas City,KS • Lincoln,NE • Omaha, NE rlroposdi IVurnuer; L)OJ3-3-U Date: 10/14/2015 15. DISCLAIMER/LIMITATION OF LIABILITY AND WARRANTY.CUSTOMER UNDERSTANDS AND AGREES THAT SEI IS NOT AN INSURER.IT IS THE INTENT OF THE PARTIES THAT INSURANCE COVERING LOSS, DAMAGE OR EXPENSE ARISING FROM, OR RELATED TO THIS AGREEMENT, SHALL BE OBTAINED AND MAINTAINED BY CUSTOMER.RECOVERY FOR LOSS,DAMAGE EXPENSE SHALL BE LIMITED TO CUSTOMER'S INSURANCE.CUSTOMER RELEASES SEI FROM LIABILITY FOR ALL LOSS, DAMAGE AND EXPENSE. SEI, EXCEPT AS SET FORTH HEREIN, MAKES NO GUARANTEE, REPRESENTATION OR WARRANTY INCLUDING,IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE,EXCEPT AS MAY BE SPECIFICALLY PROVIDED HEREIN. CUSTOMER RELEASES SEI FROM ALL LIABILITY FOR ANY LOSS,DAMAGE OR EXPENSE WHICH MAY OCCUR PRIOR TO,CONTEMPORANEOUSLY WITH,OR SUBSEQUENT TO THE EXECUTION OF THIS AGREEMENT DUE TO IMPROPER OPERATION OR NON-OPERATION OF THE SYSTEM (INCLUDING,WITHOUT LIMITATION THE COMMUNICATIONS EQUIPMENT OR SERVICES NECESSARY TO TRANSMIT TO OR RECEIVE ANY DATA AT THE MONITORING FACILITY).SHOULD LIABILITY ARISE ON THE PART OF SEI FOR ECONOMIC LOSS, PERSONAL INJURY, OR PROPERTY DAMAGE (REAL OR PERSONAL) RESULTING FROM NEGLIGENCE BY SEI OR ITS REPRESENTATIVES WHICH OCCURRED PRIOR TO CONTEMPORANEOUSLY WITH,OR SUBSEQUENT TO THE EXECUTION OF THIS AGREEMENT INCLUDING BUT NOT LIMITED TO ANY CLAIM BROUGHT IN SUBROGATION,LAW,OR EQUITY,INCLUDING,WITHOUT LIMITATION,ANY GENERAL, SPECIAL,OR PUNITIVE,CUMULATIVE DAMAGES,IRRESPECTIVE OF CAUSE,SUCH LIABILITY SHALL BE LIMITED TO THE MAXIMUM SUM OF$250.00 FOR SEI AND THIS LIABILITY SHALL BE EXCLUSIVE. (A)BELEASE QE Mega Lam. CUSTOMER HEREBY RELEASES SEI AND REPRESENTATIVES FOR ALL LOSSES,DAMAGES AND EXPENSES(1)COVERED BY CUSTOMER'S INSURANCE POLICIES, (2)POLICY DEDUCTIBLES,CO-PAY PERCENTAGE, OR RETAINED LIMITS, (3) IN EXCESS OF AMOUNTS PAID BY CUSTOMER'S INSURANCE,AND(4)DUE TO UNDER INSURANCE.(B)==gEmoggfiangft AS AN INDUCEMENT TO SEI TO ENTER INTO THIS AGREEMENT, CUSTOMER REPRESENTS,WARRANTS AND COVENANTS THAT CUSTOMER'S INSURANCE COMPANIES SHALL NOT HAVE(1)ANY RIGHTS CREATED BY A LOAN AGREEMENT,LOAN RECEIPT,OR OTHER LIKE DOCUMENT OR PROCEDURE,OR(2)ANY RIGHT OF SUBROGATION,INDEMNIFICATION OR CONTRIBUTION AGAINST SEI OR REPRESENTATIVES.(C))iE�FICATPON. CUSTOMER AGREES (1)THAT SEI SHALL HAVE THE RIGHT, BUT NOT THE OBLIGATION, TO DESIGNATE ITS ATTORNEYS TO CONTROL THE INVESTIGATION,DEFENSE AND SETTLEMENT OF ANY CLAIM OR SUIT AGAINST IT OR THEM,AND(2)TO PROTECT,INDEMNIFY,DEFEND(UPON THE REQUEST OF SEI OR REPRESENTATIVES)AND HOLD HARMLESS SEI AND REPRESENTATIVES FROM AND AGAINST AND PAY(WITHOUT ANY CONDITION THAT SEI OR REPRESENTATIVES FIRST PAY)FOR ALL CLAIMS,DEMANDS,SUITS,LIABILITIES,DAMAGES,JUDGMENTS, LOSSES AND EXPENSES INCLUDING,WITHOUT LIMITATION OR EXAMPLE,ATTORNEYS'FEES,WHICH MAY BE ASSERTED AGAINST OR INCURRED BY SEI OR REPRESENTATIVES BY OR DUE TO ANY PERSON NOT A PARTY TO THIS AGREEMENT, INCLUDING,WITHOUT LIMITATION OR EXAMPLE, CUSTOMER'S INSURANCE, SEI OR CUSTOMER'S EMPLOYEES OR THE PERSONAL REPRESENTATIVE OF ANY EMPLOYEE (NOTWITHSTANDING ANY PROTECTIONS OTHERWISE AFFORDED CUSTOMER UNDER ANY WORKER'S COMPENSATION ACT,LAW OR REGULATION),FOR ANY EXPENSE,LOSS OR DAMAGE INCLUDING, WITHOUT LIMITATION,STATUTORY CIVIL DAMAGES,ECONOMIC DAMAGES,PERSONAL INJURY,DEATH OR PROPERTY DAMAGE,REAL OR PERSONAL,ARISING OUT OF OR FROM,IN CONNECTION WITH,AS A RESULT OF,RELATED TO OR AS A CONSEQUENCE OF BREACH OF THIS AGREEMENT,RECORDING OF COMMUNICATIONS,VIDEO SURVEIU.ANCE/RECORDING,ACTIVE OR PASSIVE SOLE,JOINT OR SEVERAL NEGLIGENCE OF ANY KIND OR DEGREE OF SEI OR REPRESENTATIVES,PRODUCT OR STRICT LIABILITY,OR ANY CLAIM FOR SUBROGATION,CONTRIBUTION OR INDEMNIFICATION,WHETHER IN CONTRACT, TORT OR EQUITY. (NOTWITHSTANDING ANYTHING CONTAINED HEREIN TO THE CONTRARY,THIS PARAGRAPH SHALL NOT APPLY TO LOSSES AND DAMAGES OCCURRING WHILE SEP'S EMPLOYEE IS ON CUSTOMER'S PREMISES;PROVIDED,THAT SUCH LOSS AND DAMAGE IS CAUSED DIRECTLY AND SOLELY BY THE NEGLIGENCE OF THE SIB'S EMPLOYEE;PROVIDED,FURTHER,THAT COMPENSABLE DAMAGE UNDER THIS EXCEPTION SHALL BE LIMITED TO THE SE'S INSURANCE POUCY COVERAGE AND THE AMOUNT OF PROCEEDS PAID OR RECENED FROM SE'S INSURANCE POLICY APPLICABLE TO THE CLAIM,PROCEEDING OR ACTION.)., 18. a. Impaction of System and Services.Inspection service consists of providing all labor necessary Ind testing equipment to Inspect only the visible equipment of the System,pursuant to the terms hereof,for the sole purpose of determining if said visible equipment is operative.Inspection service shall be performed periodically or as otherwise agreed In writing,conditioned on Customer contacting SEI to schedule an appointment for such service. b. Periodic Maintenance.Maintenance consists of providing all labor necessary to inspect the visible parts of the System and conditioned on Customer contacting SEI to schedule an appointment for such service,and to provide all necessary labor,material,parts and equipment to service the System at that time due to ordinary wear and tear only,pursuant to the terms hereof.All other service shall be paid by Customer on a time and material basis at SEI's then prevailing charges. c. Service on Leased Systems.If the System is leased and covered by maintenance services,upon receipt of notice from Customer of the necessity to service the System,SEI agrees,pursuant to the terms hereof,to provide all labor,material,parts and equipment to service the System due to ordinary wear and tear only.All other service shall be peid by Customer on a time and material basis at SEI'a then prevailing charges. d. Umitaflon of Service Wananty.SEI makes no representation,promise,warranty or guarantee that there will be no interruptions of service or delay in performing service.SEI's sole obligation after receiving a service request is to dispatch a service employee to the Premises within a reasonable time after a service employee business-hours excluding of Cusk nata nauut to dn_so.a. Service of Systems Exclusive to 11E1.I is understood and agreed by the parties that all service to the System shall be performed by SEI only,but Customer agrees that SEI's duty to service the System is subject to the availability of the original part or equipment from the original manufacturer,and to the terms of this Agreement and conditioned upon Customer notifying SEI of the necessity for such service.Customer.agrees to pay SEI's minimum service call charge in the event Customer does not provide unrestricted access when SEI attempts to provide service at the Premises.Further,customer agrees that all repair,replacement or modification to the System shall be performed by SEI only.Unless this Agreement provides otherwise,all such service shall be paid by Customer on a time and material basis at SEI's than prevailing charges. f. SEI Service to Existing Systems.If SEI takes over rendering services to an existing System,in whole Of in part,SEI reserves the right,in its sole and absolute discretion,to terminate this Agreement at any time by giving ten(10)days written notice to Customer in the event SEI determines, in Its sole and absolute discretion,that there have bean excessive activations of the System,that the Customer has abused the System or that the number of problems or cost of service has been or may become excessive,and Customer shall be entitled to reimbursement of the pro-rate i cost paid for the then current period on request of Customer and this shall be the limit of SEI's lability. g. Remote Programming Services.Remote programming services consists of inputting,modifying,deleting and using electronic data concerning operation of the System through electronic communication between the System and SEI'a office or monitoring facility.Customer hereby consents to SEI's performance of all such services pursuant to SEI's then prevailing charges for such services. 17. Aeallcahle Law.Choice of Foman. (A)Contractual limitation of Actions.All claims,actions or proceedings,legal or equitable,against SEI or Representatives must be commenced in court within one(1)year after the cause of action has accrued,without judicial extension of time,or said claim,action or proceeding is barred.(B)Jurladletlon,Venue and Waiver of Jury Trial.Each party hereby irrevocably agrees that all disputes under this Agreement shall be litigated exclusively in the State District Court in Douglas County,Nebraska,without reference to its conflicts of law rules.The interpretation of this Agreement shall not be construed against the drafter.Each party rignsenk to the exclusive jurisdiction and venue of each such court In any such suit and waives any objection that I may have to jurisdiction or venue of any such suit.(C)Asslgnablltty of Agreement.This Agreement is not assignable by Customer except upon the written consent of SEI,which shall be in SEI's sole and absolute discretion.This Agreement or any portion thereof is assignable by SEI in its sole and absolute discretion.(D)Credit Investigation Report.Customer authorizes and consents to credit investigations and reports by SEI and any other person or entity that provides financing to SEI or to whom this Agreement may be assigned. 18. iii' _..,_:Ili 16 1 ., ' E. -Ile.. (A)p,EQ WARRANTY QE axe . SEI HEREBY WARRANTS TO CUSTOMER ALONE ONLY THAT ALL OF THE MATERIAL IS INSTALLED IN A GOOD AND WORKMAN-LIKE MANNER. IN THE EVENT THAT ANY PART,EXCEPT FOR WIRING,SHALL BECOME DEFECTIVE WITHIN ONE(1)YEAR FROM THE DATE OF SUBSTANTIAL COMPLETION FOR THIS INSTALLATION,OR FOR A TERM EQUAL TO THAT PROVIDED BY THE ORIGINAL EQUIPMENT MANUFACTURER,WHICH EVER IS LESS, SEI SHALL REPLACE OR REPAIR THE DEFECTIVE PART WITHOUT CHARGE TO CUSTOMER. THIS WARRANTY IS NOT ASSIGNABLE. (B)DISCOVERY QE QE(:ECT, IF CUSTOMER SHALL DISCOVER A DEFECT IN THE PRODUCTS SUPPLIED UNDER THIS AGREEMENT, CUSTOMER SHOULD IMMEDIATELY CONTACT SEI IN WRITING OR BY TELEPHONE,AT THE ADDRESS AND TELEPHONE NUMBER SET FORTH ABOVE,AND FULLY DESCRIBE THE NATURE OF THE DEFECT SO THAT REPAIR SERVICE MAY BE RENDERED.(C)j,5IITED EXPRESS WARRANTIES, EXCEPT AS SET FORTH IN Initials: 2238 S. 156 Circle,Omaha, NE,68130 I P:(402)778-3759 I F: (402)333-7616 www.sei-security.com • Des Moines, IA• Kansas City, KS • Lincoln, NE •Omaha, NE Date: 10/14/2015 119 PARAGRAPH A,SEI AND REPRESENTATIVES MAKE NO EXPRESS WARRANTIES AS TO ANY MATTER WHATSOEVER,INCLUDING,AND WITHOUT LIMITATION,THE CONDITION OF THE EQUIPMENT,ITS MERCHANTABILITY,OR ITS FITNESS FOR ANY PARTICULAR PURPOSE;ALL OTHER WARRANTIES ARE SPECIFICALLY EXCLUDED. THIS WARRANTY DOES NOT COVER ANY DAMAGE TO MATERIAL OR EQUIPMENT CAUSED BY ACCIDENT,VANDALISM,CUSTOMER NEGLIGENCE, FLOOD,WATER,LIGHTNING,FIRE,INTRUSION,ABUSE,MISUSE,AN ACT OF GOD,ANY CASUALTY,INCLUDING ELECTRICITY,ATTEMPTED UNAUTHORIZED REPAIR SERVICE,MODIFICATION OR IMPROPER INSTALLATION BY ANYONE OTHER THAN SEI,OR ANY OTHER CAUSE OTHER THAN ORDINARY WEAR AND TEAR. SEI SHALL NOT BE LIABLE FOR ANY GENERAL,DIRECT,SPECIAL,EXEMPLARY,PUNITIVE,STATUTORY,MULTIPLE,INCIDENTAL OR CONSEQUENTIAL DAMAGES. CUSTOMER ACKNOWLEDGES:THAT ANY AFFIRMATION OF FACT OR PROMISE MADE BY SEI SHALL NOT BE DEEMED TO CREATE AN EXPRESS WARRANTY;THAT SEI DOES NOT MAKE.ANY REPRESENTATION OR WARRANTY,INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS THAT THE SYSTEM OR SERVICE SUPPLIED MAY NOT BE COMPROMISED,CIRCUMVENTED,OR THE SYSTEM OR SERVICES WILL IN ALL CASES PROVIDE THE SIGNALING,MONITORING AND RESPONSE FOR WHICH IT WAS INTENDED;THAT CUSTOMER IS NOT RELYING ON SEI'S SKILL OR JUDGMENT IN SELECTING OR FURNISHING A SYSTEM SUITABLE FOR ANY PARTICULAR PURPOSE;THAT THERE ARE NO EXPRESS WARRANTIES WHICH EXTEND BEYOND THOSE ON THE FACE OF THE AGREEMENT HEREOF,OR HEREIN,AND THAT ALL IMPLIED WARRANTIES,IF ANY,COINCIDE WITH THE DURATION OF THIS WARRANTY. 19. MINIMA AYe!!matt Mad aaksa:Madifkgaktea.This instrument contains the entire Agreement between the parties hereto with respect to the transactions described herein and supersedes all previous and co temporaneous negotiations, commitments, contracts, express or implied, warranties, express or implied, statements and representations,whether written or oral,pertaining thereto,all of which shall be deemed merged into this Agreement (A)Neither party has authority to make or claim any representation,tern,promise,condition,statement,warranty,or inducement which is not expressed herein. Each party represents that ltlhe/she is not relying on any inducement in signing this agreement which is not expressed in this Agreement.(S) Should any provision hereof(or portion thereof),or its application to any circumstances,be held illegal,invalid or unenforceable to any extent,the validity and enforceability of the remainder of the provision and this instrument,or of such provisions as applied to any other circumstances,shall not be affected thereby,and shall continue in full force and effect as valid,binding and subsisting. All changes or amendments to this Agreement must be in writing and signed by all parties to be binding on the parties. 20. Ejigt mamma lab jam.Customer represents and warrants that(a)his/her/their cancellation or termination of any contract,or(b)execution of this Agreement does not breach and will not breach any contract with or obligation to any other person. Customer agrees to protect,defend,indemnify and hold harmless SEI and Representatives from and against and pay for all claims,demands,suits,liabilities,losses,damages,judgments,costs and expenses including,attorneys'fees and court costs arising out of or from,Customer's breach of this representation and warranty as allowed by law. 21. Znikanmantal ganskiudiana. Customer acknowledges and agrees that any duty or obligation of SEI or Representatives under this Agreement, is subject to and conditioned upon,among other things,the Premises not containing or being affected in any manner whatsoever by any public or private nuisance,ultra hazardous or dangerous activity or any hazardous substance("Environmental tal Considerations"),or the violation of any applicable local,state or federal statute,ordinance,rule,regulation,order or court order arising out of or from,In connection with,resulting from,related to or as a consequence of Environmental Considerations. In the event the Premises contain or are affected by Environmental Considerations,SEI may elect,in Its sole and absolute discretion and without t any liability whatsoever,to(i)terminate this Agreement pursuant to the paragraph titled"Default of Customer",or(II)affirm this Agreement. If SEI affirms this Agreement,Customer shall(a)immediately remove all Environmental Considerations at Customer's sole cost and expense and(b)pay SEI for all increased costs to perform this Agreement NOTICE TO CUSTOMER: CUSTOMER SPECIFICALLY ACKNOWLEDGES AND ACCEPTS THE DISCLAIMER/UMITATION OF LIABILITY AND INDEMNITY PARAGRAPHS HEREOF.TERMS AND CONDITIONS ON THE REVERSE SIDE ARE AN INTEGRAL PART OF THIS AGREEMENT.CUSTOMER ACKNOWLEDGES RECEIPT OF A COPY OF CONTRACT.READ THE FRONT AND REVERSE SIDE OF ALL PAGES BEFORE SIGNING.IN WITNESS WHEREOF,the parties have executed this Agreement to be effective on the date of execution unless otherwise agreed to In writing Initials: 2238 S. 156 Circle, Omaha, NE,68130 I P: (402)778-3759 I F: (402)333-7616 www.sei-security.com • Des Moines, IA• Kansas City, KS • Lincoln, NE • Omaha, NE City of Omaha IP Video System Proposal Number: 23833-4-0 Dated: 10/14/2015 Prepared For: Prairie Construction IS E III Prepared By: \ Robb Walker Security Equipment Inc. Major Accounts Executive Email: rwalker@sei-security.com 2238 S. 156 Circle,Omaha, NE,68130 I P:(402)778-3759 I F:(402)333-7616 www.sei-security.com • Des Moines, IA• Kansas City, KS • Lincoln, NE • Omaha, NE £Y�Y r •err a . . Rv P..�'AR-"-e - ;m('_'. Date: 10/14/2015 iit"` Milli MS II IP Video System City of Omaha Site: 1818 Jaynes Street, Omaha, NE, 68110 Contact: Prairie Construction,402-330-8522,steve@priarie-construction.com, Scope Of Work Security Equipment, Inc. will provide and install an alarm, access control and video system at the 1818 Jaynes st location. Description of systems is listed below. Video System: SEi will provide and install an IP video system to record activity at your facility. This system will consist of(7) cameras located at various spots around your facility. The IP video system will be set up on a parallel network with a connection to the server for the main building network system. Camera types and locations are listed below. Exterior Camera locations: South building"A"—P3365VE—Viewing both of the gate entries to the south South East building"A"—P3365VE—Viewing the SW part of the NW parking lot and fence line North East building"A"—P3365VE—Viewing North West parking area and fence line North Building"A"—P3365VE—Viewing North parking lot North West building "A"—P3365VE—Viewing courtyard between building"A" & `B" North West building`B"—P3367VE—Viewing to the SW covering building"C"and lot South West fueling area light pole—P3365VE—Viewing the fueling station Gate 1-P3365VE on SEi provided stanchion-Viewing vehicles as they enter Gate 2 P3365-VE on SEi provided stanchion-Viewing vehicles as they enter Gate 3-P3365VE on SEi provided stanchion-Viewing vehicles as they enter Interior Camera locations: Building`B"North West corner—P3367VE—Viewing the interior bay area. Server Location: Server location will be located in Building"A" in the North Mechanical Room Interior Switch Locations: 2 Network Switches will be located in the Building"A"(Mechanical Room Al 10 and Hall A112 on south wall) and 1 Network Switch in Building`B" on the East wall by the Alarm Panels. Exterior Switch Locations: 2 Hardened Network Switches will be located in the field mounted NEMA 4 enclosures at Gate 1 and Gate 2. Wiring: SEi will provide and install all low voltage wiring associated with the Alarm,Access Control and Video Systems. Conduit: All conduits needed for the project will be provided by others Concrete Base: Concrete Bases for Stanchions to be provided by others. SEi will provide mounting template, concrete should be 12"x12"x4" 2238 S. 156 Circle, Omaha, NE,68130 I P: (402)778-3759 I F:(402)333-7616 www.sei-security.com • Des Moines, IA• Kansas City, KS • Lincoln, NE • Omaha,NE rlropubdr riuruuer. LJOJJ-gt-u Date: 10/14/2015 Scope Of Work Power: 110VAC will be needed in the Mechanical Storage Room A126,Mech Room A 110, and Hall A 112 on south wall. Building"B"East Wall. South West Fueling Light Pole. Gate 1 and 2 Exterior Enclosures All Power needed will be provided by others. Schedule of Protection Schedule of Protection for: IP Video System 1 5MP Day/Night Dome Camera with Remote Zoom and Focus 6 2MP Day/Night Dome Camera with Remote Zoom and Focus 7 Pendant Mounting Kit 7 Wall Mount Adapter 1,400 Cat6 Plenum Cabling 1 Pole Mount Adapter 1 Wireless Ethernet System Kit 1 XNVR200 Series Video Server with 12TB Raw Storage,RAID 1 OS,RAID 1 Live Array,RAID 5 Storage 1 12x10x6 Enclosure for PTP Power Supply 1 Pole Mount Adapter for Enclosure -- 1—SEiLabor — — 3 8 Port Copper PoE Hardened Switch with 2 SFP Ports 2 Outdoor enclosure 24x24x12 2 Heater For Nema 4 Enclosure 3 Tamper Switch 3 1080P Day/Night Dome Camera with Remote Zoom and Focus 3 Vertical Stanchion 4"Square,Welded Top Cap 4 Duplex LC Fiber Connector Module 2 24 PoE Port Managed Switch 3 Network I/O Module 1 8 Port PoE Tough Switch 2 Extended Temperature Range Ruggedized Power Supply 1 Ruggedized Power Supply 1 Milestone XProtect Professional Base License 13 Milestone XProtect Professional Camera License 1 Milestone XProtect Professional Base Support 13 Milestone XProtect Professional Camera Support Financial Summary System Total: $62,707 * This proposal for the above described protection does not include tax and is covered by a one (1)year parts, labor and service guarantee 2238 S. 156 Circle,Omaha, NE,68130 I P: (402)778-3759 I F: (402)333-7616 www.sei.security.com • Des Moines, IA• Kansas City, KS • Lincoln, NE • Omaha, NE Date: 10/14/2015 up ua,1MI�r Commercial Installation and Service Agreement THIS AGREEMENT is made October 14.2015,by and between SECURITY EQUIPMENT, INC and its directors,officers, shareholders,employees and agents, (collectively"SEI")and City of Omaha. Location of Customer's premises 1818 Jaynes Street, , Omaha. NE.68110. Subject to the terms and conditions hereinafter set forth, SEI agrees to sell. and provide Q of the equipment specified on"Schedule of Protection",which is incorporated herein by reference. Note: Customer acknowledges and agrees that (1) additional equipment, at additional cost, can provide increased detection ability, (2) Customer has voluntarily elected to accept the System based on Customer's business reasons, i.e., cost, firm culture, Premises environment and conditions, insurance requirements, etc., (3) a second telephone line at the Premises is necessary to use the telephone while the System is transmitting data to the monitoring facility, (4)if the System is owned by SEI, Customer shall,at its sole cost, promptly and without demand return the System to SEI at the expiration or termination of this Agreement, (5) Customer has voluntarily elected delayed dispatch or no repeat dispatch services checked above for the purpose of reducing false alarms, notwithstanding the increased risk of loss or damage inherent in Customer's decision, and (6) Customer shall notify SEI of all ordinances or local policies of Proper Authorities that may affect SEI's performance of services to Customer and shall pay all fees and charges which may be assessed to Customer to comply with State or local statutes,ordinances,or regulations. Installation Charges: Customer Agrees to Pay SEI the sum of:$62.707 plus tax, if applicable. Deposit due upon Prewiring will be 50% non-refundable If necessary,remaining balance will be due upon substantial completion of installation, Recurring Charges: Customer agrees to pay SEI the sum of plus tax, if applicable, per month for the lease or purchase of the system') included in this proposal, prepaid annually for a period of&g years. Method of payment by Customer may be by check, money order, credit card or EFT (Electronic Funds Transfer). If EFT is desired Customer authorizes periodic debits from Customer's bank account as stated above. SEI City of Omaha Submitted By:Robb Walker Signature: Approved By: Date: Date: Print Name:Prairie Construction Title: Email: 2238 S. 156 Circle, Omaha, NE, 68130 I P: (402)778-3759 I F: (402)333-7616 www.sei-security.com • Des Moines, IA• Kansas City, KS • Lincoln, NE • Omaha, NE rtuposiu ivui uuef. 4o04,-■+-u Date: 10/14/2015 Ewa] Terms & Conditions 1. Finance and Lida charger; A finance charge of one and one-third(1 1/3%)percent per month sixteen(16%)percent per year will apply to all obligations not paid pursuant to the terms contained herein.Customer shall also pay to SEI an administrative fee(late charge)of five(5%)percent of any payment due hereunder received by SEI after the date on which such payment is due as liquidated damages and not as a penalty 2. hasonglid ganwl.This Agreement shall automatically renew under the same terms and conditions for successive periods equal to the initial period unless either party gives written notice to the other at least thirty(30)days prior to the expiration date of their intention to terminate this Agreement. In the event this renewal provision is not effective, this Agreement automatically renews from month to month unless either party gives at least thirty(30)days written notice to terminate at the expiration of any such term. 3. gigbt le Igloggaft, Notwithstanding anything contained herein to the contrary,SEI may,in its sole discretion,terminate this Agreement,with or without cause and without any liability whatsoever,upon thirty(30)days notice to Customer.In the event such termination is without cause,SEI shall,upon the written request of Customer,refund any unearned service charges. 4. amen inganaaa.SEI shall have the right to increase periodic charges at any time or times after the expiration of one(1)year from the date of this Agreement upon giving Customer written notice thirty(30)days In advance of the effective date of such change. If Customer is unwilling to pay the Increased charge,Customer must notify SEI in writing twenty(20)days prior to the otherwise effective date of the change that this Agreement will be terminated on the effective date of the charge. SEI may at its sole discretion rescind the charge at which time the previous term will be binding on the Customer to the full remaining term of this Agreement 5. j}osagh jar fdadgmer, In the event of any breach of this Agreement by Customer,without limiting the rights of SEI under this Agreement at law or equity,SEI shall be entitled to retain all prepayments received and Customer shall immediately pay to SEI(1)all payments then due and payable,(2)all charges for labor,material and equipment incurred by SEI due to such default based on a time and material basis at SEI's then prevailing charges,and(3)since actual damages upon Customer's breach are difficult to determine,Customer agrees to pay one hundred percent 100%of all payments which would be due hereunder for the unexpired term as liquidated damages end not as a penalty. Upon Customer's breach SEI shall have no further obligation to perform under this Agreement. In addition,if any suit or alternative dispute resolution proceeding is instituted end SEI Is the substantially prevailing party by judgment,award,finding or settlement,Customer shall pay directly or reimburse SEI for ail of its costs and expenses including,without limitation or example,consultants' and professionals'fees and costs including,without limitation or example, reasonable attorneys'fees and costs as allowed by law. 6. wog la Nadal and j'ian. In the event of any breach of this Agreement by SEI,Customer agrees to provide written notice to SEI specifically Identifying the nature of the breach and the provisions of this Agreement effected thereby,and to permit SEI to cure the breach within five(5)business days after receipt of the written notice or,if the breach cannot be reasonably cured within said period,to promptly commence to cure and diligently proceed until cured. If SEI cures any said breach as provided herein,this Agreement shall continue unabated and SEI shall not be liable to Customer for any loss,damage or expense arising out of or from,resulting from,related to,in connection with or as a consequence of any said breach. 7. a ijiadm;Madam;Lam, If equipment is leased by or loaned to Customer,title to any such equipment shall at all times hereafter remain in SEI. Customer understands and agrees that SEI may,In its sole and absolute discretion,electronically lock out the access control panel or alarm communicator(collectively,the "Panel")in order to limit access to the Panel to SEI only. Should Customer breach hereunder,or upon expiration or termination of this Agreement for any reason,or if the System excessively signals SEI's monitoring facility as a result of any cause other than SEI's sole negligence,Customer authorizes SEI to:(1)suspend service;(2)shut down the Panel and/or the System;and(3)render some or all of the equipment Incapable of sending a signal locally or communicating wllh any monitoring facility,and refuse to unlock the Panel. The exercise of such rights shall not be deemed a waiver of SEI's right to damages,and SEI shall have the right to enforce all other legal or equitable remedies or rights. 9. 1ogiaYtWg sermon imam Customer acknowledges and agrees that SEI and Representatives have no knowledge of existing hidden pipes,wires or other like objects within walls,floors,ceilings and other concealed spaces,and it is Customer's obligation to advise SEI of such hidden objects,failing which SEI and Representatives are released for any damages,losses or expenses arising out of or from,in connection with,as a result of,related to or as a consequence of such hidden objects. SEI and Representatives make no representation of delivery and installation of equipment or commencement of services by any particular date. 9. gokaaAafaja In the event SEI and Customer are parties to any other agreement,Customer acknowledges and agrees that a default by Customer under this Agreement or any other agreement between the parties shall be deemed to be a default by Customer under all such agreements between the parties permitting SEI to exercise any or all of its rights under any or all of such agreements M the sole and absolute discretion of SEI. 10. $El.j>ygy Cangaina Immo gj jimm Customer agrees that SEI has no responsibility for the condition or operation of any equipment,device,or property of any sort belonging to Customer,the telephone company or others("Property'). If SEI provides service to Property,Customer agrees that all relevant terms and conditions of this Agreement shall apply to all such service and Customer shall pay for such service on a time and material basis. 11. eckilljggil_____d g gt0flA& ff,at any time after the date hereof,additional equipment or services are requested or authorized by Customer, all sales, leases, lrsaliason ane itillif supplied by SEi Vital bit oriy,ex epf that addNoral thsrges-state tA-medwforu h addltb►atsatles leases, _ _ _ _ insulation or services. 12. gm:genre Ma jS Pait jg inGmarad Gob, Nohvithstanding anything to the contrary contained herein,if(I)any state or Federal statute or regulation,or(II)any trade union jurisdictional dispute results in SEI incurring any extra expense including,without limitation,paying higher compensation or wage rates to perform the installation and/or service,Customer hereby consents and authorizes SEI to incur such extra expense on behalf of and for the account of the Customer,and Customer shall pay SEI for all such costs incurred by SEI. 13. gemmunioalaae Wined and jam, Customer understands and acknowledges that the System may transmit data to a monitoring facility or elsewhere using one or more forms of communication equipment or services,including,without limitation,a telephone network,broadband over power lines("BPL"),voice(or data)over the Internet ("VOIP"),cable system or some form of wireless communications(e.g.,cellular or another form of radio transmission). Some or all of these communications equipment or services may access or incorporate the Internet,electric company lines,a local area network or some other form of computer network to transmit or retrieve data. For data transmitted by a telephone network,there are various types of telephone line service including,without limitation,direct wire,derived channel,multiplex,DSL,T 1,ISDN and various other ions of service. For data transmitted by a wireless communications service or equipment,such services and equipment are probabilistic by their nature and can be affected or delayed by interference (e.g.,ground interference),atmospheric conditions, static, transmission system operation, etc. acknowledges that for data transmitted or received via DSL,BPL,VOIP or other broadband or Internet-based communication service,the System's ability to transmit or receive data or SEI's monitoring facility's ability to receive,or understand,data will be dependant upon the electric company's lines, Internet,Internet providers or computer network,and/or any such installation of broadband or intemet-based communication service may interfere with the telephone line-seizure feature of the System. All broadband or interret-based communication services should use a telephone number that is different than the telephone number used by the System. Accordingly,Customer understands,acknowledges and agrees that the System is not infallible and the transmission and receipt of data from the System,regardless of the communications equipment or type of service used,may be interrupted,circumvented or otherwise compromised. a. Transmission of Data.Customer understands and acknowledges that the System including,without limitation,the communications equipment or service used in the System Is not supervised.If the communications equipment or service is interrupted by any natural or human cause including,without limitation,any sort of interference (e.g.,ground interference or otherwise),or the loss of a telephone line or dial tone(either because the line is cut or otherwise),there will be no indication of such interruption at the monitoring facility unless Customer elects to use an available form of technology designed to detect and report such an interruption at additional cost.Further,if the communications equipment or service is incompatible,inoperative or intertupted,no signal will be received at the monitoring facility.Customer may elect to use some form of redundant communication equipment or service(e.g.,telephone combined with some form of wireless communication)or some other form-of communication service or equipment as part of the System at additional cost. b. Monitoring Service.Monitoring service consists solely of monitoring service personnel ("Operator')telephoning the governmental agencies or the telephone number supplied by Customer in writing("Proper Authorities")within a reasonable period of time under the ciramstances at the monitoring facility including, without limitation or example,(1)the priority of the data that has been previously identified in writing("Listed Codes'),(2)when the Listed Code appears on the Operator's computer screen,or(3)when any voice communication or video transmission is received from the Premises.No monitoring service shall be rendered for signals received which are not Listed Codes or for voice communication which does not request assistance or for video transmission which does not clearly and conspicuously reveal the necessity for monitoring services. If'multiple zone delayed dispatch service is checked above,no monitoring service will be rendered for any burglar alarm System unless Listed Codes from more than one zone of the burglar alarm System are received within five(5)minutes of each other.If"no repeat dispatch service'is checked above,no monitoring service will be rendered for the same Listed Codes or zones received from the System within sixty(60)minutes after SEI has contacted Proper Authorities to report receipt of Listed Codes at the Initials: 2238 S. 156 Circle,Omaha, NE,68130 I P:(402)778-3759 I F:(402)333-7616 www.sei-security.com • Des Moines, IA• Kansas City, KS • Lincoln, NE • Omaha, NE ATM n.rr..y ace.F.. 44'Ay Date: 10/14/2015 Premises.Notwithstanding anything contained herein to the contrary,(a)upon receipt of a Listed Code or video transmission and pr-ior to telephoning Proper Authorities,SEI may, in its sole and absolute discretion and without any liability,contact or attempt to contact the Premises or other telephone numbers or electronic mail addresses provided by Customer in writing as frequently as SEI deems appropriate to verify the necessity to report the receipt of a Listed Code to Proper Authorities,and(b)upon receipt of an abort code or oral advice to disregard the receipt of the Listed Code or video transmission,SEI may,in its sole and absolute discretion and without any liability,refrain from contacting Proper Authorities or advise Proper Authorities of receipt of an abort code or oral advice to disregard the receipt of the Listed Code or video transmission.SEI's efforts to notify Proper Authorities shall be satisfied by advice by telephone to any person answering the telephone at the telephone number(s)provided to SEI in writing or by leaving a message with a telephone answering service or any mechanical, electrical,electronic or other technology permitting the recordation of voice or data communications. c. SEI as Agent;Revocation;Ratification;Retroactive Date.Customer hereby appoints SEI as its agent to give direction to any monitoring facility which is a subcontractor of SEI,as if done by Customer concerning any and all matters arising out of,from,in connection with,or related to the performance of monitoring services. The authority granted to SEI under this Section shall continue to be binding upon Customer until revocation in writing from Customer,shall have been actually received by SEI.No such notice shall affect anything done by(a)SEI in reliance hereon or pursuant hereto or(b)the monitoring facility pursuant to the request or demand of SEI prior to actual receipt by SEI of said written revocation.Customer hereby ratifies and confirms all prior and contemporaneous acts of;(c)the monitoring facility pursuant to the request of SEI;and(d)SEI pursuant to this section which Customer acknowledges and agrees shall be and is deemed to be retroactive to the initial date SEI or the monitoring facility performed monitoring services on Customer's behalf. d. SEI E-Unk.If accepted,SEI hereby grants to Customer a non-exclusive,non-transferable license to use the SEI's E-Unk to access,input,delete and modify Information through the Internet.Except for Customer's(a)failure to keep confidential all Information,passwords,etc.,(b)use of the license or the Information in any manner that negatively affects SEI, (c)use of the license or the Information for any illegal purpose, or(d)violation of any applicable law,this license shall continue and be coextensive with the term of this Agreement.Customer shall be solely and absolutely responsible for the Information which It inputs,deletes or modifies.Customer agrees that upon termination of this Agreement or termination or suspension of the license by SEI,SEI may immediately,and without notice,disable Customer's access to the Internet site and cancel all passwords or other access codes. e. Mall Notice.In the event Customer elects to receive automatic email notice of certain System events,e.g.,the arming or disarming of the System, Customer acknowledges,understands and agrees that any such notice is conditioned on(a)receipt of the data at SEI's central station,(b)the proper operation of communication equipment,services,systems and networks including,without imitation,the Internet,and(c)any failure,malfunction or delay in processing or transmitting the data by SEI's equipment or software.SEI is hereby released from any liability arising out of or from,resulting from or in connection with the failure, malfunction or delay of any such notice for any reason, including SEI's or Representative's sole,joint or several negligence of any kind or degree. f. Video Systwns. If the System transmits video, Customer shall (1) provide and maintain adequate power and lighting for all cameras or other video-related equipment;(2)inform all persons on the Premises that they may be monitored by video;(3)not use or permit the use of video installed where any person may have a reasonable expectation of privacy;(4)use the video System for security surveillance and management services only;(5) not use the video System for any criminal,illegal,or otherwise unlawful activity;and(6)obtain and keep in effect all permits or licenses required for the installation and operation of the video System. g. Suspension of Service.Customer agrees that(1)SEI's obligations hereunder are waived automatically without notice,and 2)SEI is released for all loss,damage and expense in case the monitoring facility,communications equipment,network or services,or the transmission system are destroyed, damaged,inoperable or malfunction for any reason whatsoever,for the duration of such Interruption of service,and Customer shall be entitled to reimbursement of the unearned charge paid for the period of interruption on request of Customer and this shall be the limit of SEI's liability. h. NO WARRANTIES.THERE ARE NO WARRANTIES,EXPRESS OR IMPLIED,WHICH EXTEND BEYOND THE DESCRIPTION ON THE FACE OR REVERSE HEREOF,INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. I. U.L.Certified Systems.In the event the System is U.L.certificated,Customer shall pay SEI's prevailing Initial and renewal certificate fees. In the event the System is activated without objective physical evidence of the necessity for the activation and SEI dlspatdes an agent,Customer shall pay SEI's prevailing charge for dispatch of such agent.U.L.certificated systems satisfy the requirements of U.L.for tie stated class and grade as of the date of installation.If in the future U.L. adopts new or different specifications for the certificate Issued,SEI agrees,upon receipt of written consent of Customer,to perform all services necessary to satisfy the new or different specifications of U.L.for the certiiate issued,and Customer shall pay all costs thereof at SEI's then prevailing charges. J. Right to Subcontract.SEI may subcontract for the provision of services under this Agreement.Customer acknowledges and agrees that the provisions of this Agreement inure to the benefit of and are agpicpble to any subcontractors er Lag by SEI to provide any service set forth herein to Customer,and bind Customer to said subcontractors)with the sane force and effect as they bind Customer to SEL k. Consent to Intercept,Record,Disclose and Use Contents of Communications.Customer,for itself and as the authorized agent of its owners,partners, members, officers, directors, invitees, guests, agents, representatives and employees (individually and collectively, "Any Person"), hereby consents to SEI intercepting, recording, retrieving, reviewing, copying, disclosing and using the contents of all telephone, video, wire, oral, electronic and other forms of transmission or communication to which Customer and/or Any Person and SEI are parties. I. In the Event the System Is activated.For any reason whatsoever,the Customer shall(a)pay without recourse,or(b)reimburse SEI for any fines,fees,costs, expenses and penalties assessed against Customer or SEI by any court or governmental agency. 14. gilltanteellibilliallgatilaldiaillibillhiliSMILi is the Customer's sob responsibility to; (a)golkinglign pf Swilamaat faismalay, Confirm that the communications equipment,technology and services used to transmit data between the System and any monitoring facility ere compatible with the System and any monitoring facility,especially when there are changes to such communications equipment,technology or services (e.g.,starting,discontinuing,changing,adding or removing call waiting,a Centres telephone system,answering machines,Derived Channel,DSL,T-1,BPL or VOIP service,or any telecommunications,radio,Internet,satellite or other service or providsr).(B)Damp fan, Customer must test the System,communications equipment, technology and service periodically and whenever changes are made to communications ons equipment,technology or services for the System,Premises,data transmission or monitoring facility. (C)jgggyraggamani pf fogad Obsolescence,Customer understands,acknowledges and agrees that not all communications equipment,technology or services used to transmit data between the System and any monitoring facility are or will continue to be available from every telephone,radio,Internet,satellite or other service provider(collectively,"Provider').(1)In the event of any discontinuance,suspension,termination,modification or change in connection with any communications equip ment,technology,service or Provider,and there is a commercially reasonable alternative available in order to continue services under this Agreement,Customer hereby authorizes SEI to provide Customer with such alternative in SEI's sole and absolute discretion;(2)Customer shall be solely responsible to pay(or shall promptly reimburse SEI)for all costs of any Provider as well as charges by SEI to modify,substitute or replace any communications equipment,technology,service or Provider(at SEI's then prevailing rates on a time and material basis). Customer shall also be responsible for any increase in monthly charges under this Agreement for lease,service,monitoring,etc. In connection with,arising out of or from,as a result of or related to any discontinuance,suspension,termination,modification,change to or modification,substitution or replacement of the communications equipment,technology,service or Provider, (3)Any claimed inadequacy or failure of the System,the communications equipment, technology,service or Provider must be immediately reported to SEI or the Provider,as appropriate,for correction or repair service; (D)jyp want gf Jam. SEI does not waive breach of this Agreement unless specifically waived in writing by SEI. If SEI waives any breach by Customer,it shall not be construed as a waiver of any subsequent breach. SEI's rights hereunder are cumulative,and may be exercised concurrently or consecutively and include all remedies available whether or not referred to herein.(E) Mai gf parties min gamma jilt'Thkg parties, Upon receipt of written notice from Customer,Customer's insurer,or other person having jurisdiction,SEI agrees to furnish and install all material and equipment required subject to availability,and Customer agrees to pay SEI for all costs on a time and material basis at SEI's then prevailing charges.(F)fin jjiervice, If Customer provides SEI with keys,Customer agrees that SEI and Representatives are released for any loss,damage or expense to Customer due to the loss or theft of any keys. Initials: 2238 S. 156 Circle, Omaha, NE,68130 I P: (402)778-3759 I F: (402)333-7616 www.sei-security.com • Des Moines, IA• Kansas City, KS • Lincoln, NE • Omaha,NE rivpubai i uIiiuei. LJOJJ-'F-U Date: 10/14/2015 15. DISCLAIMER/LIMITATION OF LIABIUTY AND WARRANTY.CUSTOMER UNDERSTANDS AND AGREES THAT SEI IS NOT AN INSURER.IT IS THE INTENT OF THE PARTIES THAT INSURANCE COVERING LOSS, DAMAGE OR EXPENSE ARISING FROM, OR RELATED TO THIS AGREEMENT, SHALL BE OBTAINED AND MAINTAINED BY CUSTOMER.RECOVERY FOR LOSS,DAMAGE EXPENSE SHALL BE LIMITED TO CUSTOMER'S INSURANCE.CUSTOMER RELEASES SEI FROM LIABILITY FOR ALL LOSS, DAMAGE AND EXPENSE. SEI, EXCEPT AS SET FORTH HEREIN, MAKES NO GUARANTEE, REPRESENTATION OR WARRANTY INCLUDING,IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE,EXCEPT AS MAY BE SPECIFICALLY PROVIDED HEREIN. CUSTOMER RELEASES SEI FROM AU.LIABILITY FOR ANY LOSS,DAMAGE OR EXPENSE WHICH MAY OCCUR PRIOR TO,CONTEMPORANEOUSLY WITH,OR SUBSEQUENT TO THE EXECUTION OF THIS AGREEMENT DUE TO IMPROPER OPERATION OR NON-OPERATION OF THE SYSTEM (INCLUDING,WITHOUT LIMITATION THE COMMUNICATIONS EQUIPMENT OR SERVICES NECESSARY TO TRANSMIT TO OR RECEIVE ANY DATA AT THE MONITORING FACILITY).SHOULD LIABILITY ARISE ON THE PART OF SEI FOR ECONOMIC LOSS, PERSONAL INJURY, OR PROPERTY DAMAGE (REAL OR PERSONAL) RESULTING FROM NEGLIGENCE BY SEI OR ITS REPRESENTATIVES WHICH OCCURRED PRIOR TO CONTEMPORANEOUSLY WITH,OR SUBSEQUENT TO THE EXECUTION OF THIS AGREEMENT INCLUDING BUT NOT LIMITED TO ANY CLAIM BROUGHT IN SUBROGATION,LAW,OR EQUITY,INCLUDING,WITHOUT LIMITATION,ANY GENERAL, SPECIAL,OR PUNITIVE,CUMULATIVE DAMAGES,IRRESPECTIVE OF CAUSE,SUCH LIABILITY SHALL BE LIMITED TO THE MAXIMUM SUM OF 5250.00 FOR SEI AND THIS LIABILITY SHALL BE EXCLUSIVE. (A)RDISADE QE It$URED Logo, CUSTOMER HEREBY RELEASES SEI AND REPRESENTATIVES FOR ALL LOSSES,DAMAGES AND EXPENSES(1)COVERED BY CUSTOMER'S INSURANCE POLICIES, (2) POLICY DEDUCTIBLES,CO-PAY PERCENTAGE, OR RETAINED LIMITS, (3) IN EXCESS OF AMOUNTS PAID BY CUSTOMER'S INSURANCE,AND(4)DUE TO UNDER INSURANCE.(B)WANER QJEgugaggiogu,AS AN INDUCEMENT TO SEI TO ENTER INTO THIS AGREEMENT, CUSTOMER REPRESENTS,WARRANTS AND COVENANTS THAT CUSTOMER'S INSURANCE COMPANIES SHALL NOT HAVE(1)ANY RIGHTS CREATED BY A LOAN AGREEMENT,LOAN RECEIPT,OR OTHER LICE DOCUMENT OR PROCEDURE,OR(2)ANY RIGHT OF SUBROGATION,INDEMNIFICATION OR CONTRIBUTION AGAINST SEI OR REPRESENTATIVES.(C) CUSTOMER AGREES(1)THAT SEI SHALL HAVE THE RIGHT, BUT NOT THE OBLIGATION,TO DESIGNATE ITS ATTORNEYS TO CONTROL THE INVESTIGATION,DEFENSE AND SETTLEMENT OF ANY CLAIM OR SUIT AGAINST IT OR THEM,AND(2)TO PROTECT,INDEMNIFY,DEFEND(UPON THE REQUEST OF SEI OR REPRESENTATIVES)AND HOLD HARMLESS SEI AND REPRESENTATIVES FROM AND AGAINST AND PAY(WITHOUT ANY CONDITION THAT SEI OR REPRESENTATIVES FIRST PAY)FOR ALL CLAIMS,DEMANDS,SUITS,LIABILITIES,DAMAGES,JUDGMENTS, LOSSES AND EXPENSES INCLUDING,WITHOUT LIMITATION OR EXAMPLE,ATTORNEYS'FEES,WHICH MAY BE ASSERTED AGAINST OR INCURRED BY SEI OR REPRESENTATIVES BY OR DUE TO ANY PERSON NOT A PARTY TO THIS AGREEMENT, INCLUDING,WITHOUT LIMITATION OR EXAMPLE, CUSTOMER'S INSURANCE, SEI OR CUSTOMER'S EMPLOYEES OR THE PERSONAL REPRESENTATIVE OF ANY EMPLOYEE (NOTWITHSTANDING ANY PROTECTIONS OTHERWISE AFFORDED CUSTOMER UNDER ANY WORKER'S COMPENSATION ACT,LAW OR REGULATION),FOR ANY EXPENSE,LOSS OR DAMAGE INCLUDING, WITHOUT LIMITATION,STATUTORY CIVIL DAMAGES,ECONOMIC DAMAGES,PERSONAL INJURY,DEATH OR PROPERTY DAMAGE,REAL OR PERSONAL,ARISING OUT OF OR FROM, IN CONNECTION WITH,AS A RESULT OF,RELATED TO OR AS A CONSEQUENCE OF BREACH OF THIS AGREEMENT,RECORDING OF COMMUNICATIONS,VIDEO SURVEILLANCE/RECORDING,ACTIVE OR PASSIVE SOLE,JOINT OR SEVERAL NEGLIGENCE OF ANY KIND OR DEGREE OF SEI OR REPRESENTATIVES,PRODUCT OR STRICT LIABILITY,OR ANY CLAIM FOR SUBROGATION,CONTRIBUTION OR INDEMNIFICATION,WHETHER IN CONTRACT, TORT OR EQUITY. (NOTWITHSTANDING ANYTHING CONTAINED HEREIN TO THE CONTRARY,THIS PARAGRAPH SHALL NOT APPLY TO LOSSES AND DAMAGES OCCURRING WHILE SETS EMPLOYEE IS ON CUSTOMER'S PREMISES;PROVIDED,THAT SUCH LOSS AND DAMAGE IS CAUSED DIRECTLY AND SOLELY BY THE NEGLIGENCE OF THE SE'S EMPLOYEE;PROVIDED,FURTHER,THAT COMPENSABLE DAMAGE UNDER THIS EXCEPTION SHALL BE LIMITED TO THE SETS INSURANCE POLICY COVERAGE AND THE AMOUNT OF PROCEEDS PAID OR RECEIVED FROM SETS INSURANCE POLICY APPLICABLE TO THE CLAIM,PROCEEDING OR ACTION.)._ 18. laMindimullstamisomlskisfirlimism a. htspectIon of System and Services.Inspection service consists of providing all labor necessary and testing equipment to inspect only the visible equipment of the System,pursuant to the terms hereof,for the sole purpose of determining if said visible equipment Is operative.Inspection service shall be performed periodically or as otherwise agreed in writing,conditioned on Customer contacting SEI to schedule an appointment for such service. b. Periodic Maintenance.Maintenance consists of providing all labor necessary to inspect the visible parts of the System and conditioned on Customer contacting SEI to schedule an appointment for such service,and to provide all necessary labor,material,parts and equipment to service the System at that time due to ordinary wear and tear only,pursuant to the terms hereof.All other service shall be paid by Customer on a time and material basis at SEI's then prevailing charges. c. Service on Leased Systems.If the System Is leased and covered by maintenance services,upon receipt of notice from Customer of the necessity to service the System,SEI agrees,pursuant to the terms hereof,to provide all labor,material,parts and equipment to service the System due to ordinary wear and tear only.All other service shall be paid by Customer on a time and material basis at SETS then prevailing charges. d. Limitation of Service Warranty.SEI makes no representation,promise,warranty or guarantee that there will be no interruptions of service or delay in performing service.SEI's sole obligation after receiving a service request Is to dispatch a service employee to the Premises within a reasonable time after a service employee —_- _ecle_s_avitilabl_r_ksitrilngitial business hours exclydlr Saturdays.Sundays and holidays,after receipt of Customer's_request to do so.--_-- e. Service of Systems ExdusIve to SEL It is understood and agreed by the parties that all service to the System shall be performed by SEI only,but Customer agrees that SErs duty to service the System Is subject to the availability of the original part or equipment from the original manufacturer,and to the terms of this Agreement and conditioned upon Customer notifying SEI of the necessity for such service.Customer agrees to pay SEI's minimum service call charge in the event Customer does not provide unrestricted access when SEI attempts to provide service at the Premises.Further,customer agrees that all repair,replacement or modification to the System shall be performed by SEI only.Unless this Agreement provides otherwise,all such service shall be paid by Customer on a time and material basis at SEI's then prevailing charges. f. SEI Sendai to Existing Systems.If SEI takes over rendering services to an existing System,in whole or In part,SEI reserves the right,in its sole and absolute discretion,to terminate this Agreement at any time by giving ten(10)days written notice to Customer in the event SEI determines, in its sole and absolute discretion,that there have been excessive activations of the System,that the Customer has abused the System or that the number of problems or cost of service has been or may become excessive,and Customer shall be entitled to reimbursement of the pro-rata cost paid for the then current period on request of Customer and this shall be the limit of SEI's lability. g. Remote Programming Services.Remote programming services consists of butting,modifying,deleting and using electronic data concerning operation of the System through electronic communication between the System and SEI's office or monitoring facility.Customer hereby consents to SEI's performance of all such services pursuant to SEI's then prevailing charges for such services. 17. A•allcable Law.Choler of Forum. (A)Contractual Limitation of Actions.All claims,actions or proceedings,legal or equitable,against SEI or Representatives must be commenced in court within one(1)year after the cause of action has accrued,without Judicial extension of time,or said claim,action or proceeding is barred.(B)Jurlsdlction,Venue and Waiver of Jury Trial.Each party hereby irrevocably agrees that all disputes under this Agreement shall be litigated exclusively in the State District Court in Douglas County,Nebraska,without reference to its conflicts of law rules.The interpretation of this Agreement shall not be construed against the drafter.Each party cowls to the exclusive Jurisdiction and venue of each such court in any such suit and waives any objection that it may have to Jurisdiction or venue of any such suit.(C)Assignablllty of Agreement.This Agreement is not assignable by Customer except upon the written consent of SEI,which shall be in SEI's sole and absolute discretion.This Agreement or any portion thereof is assignable by SEI in its sole and absolute discretion.(D)Credit Investigation Report.Customer authorizes and consents to credit Investigations and reports by SEI and any other person or entity that provides financing to SEI or to whom this Agreement may be assigned. 18. LIMITED WARRANTY(ONLY IF SYSTEM SOLD TO CUSTOM(Rj (A)JAing WARRANTY Qf saATERIA SEI HEREBY WARRANTS TO CUSTOMER ALONE ONLY THAT ALL OF THE MATERIAL IS INSTALLED IN A GOOD AND WORKMAN-LIKE MANNER. IN THE EVENT THAT ANY PART,EXCEPT FOR WIRING,SHALL BECOME DEFECTIVE WITHIN ONE(1)YEAR FROM THE DATE OF SUBSTANTIAL COMPLETION FOR THIS INSTALLATION,OR FOR A TERM EQUAL TO THAT PROVIDED BY THE ORIGINAL EQUIPMENT MANUFACTURER,WHICH EVER IS LESS, SEI SHALL REPLACE OR REPAIR THE DEFECTIVE PART WITHOUT CHARGE TO CUSTOMER. THIS WARRANTY IS NOT ASSIGNABLE. (B)DISCOVERY QF DEFECT, IF CUSTOMER SHALL DISCOVER A DEFECT IN THE PRODUCTS SUPPLIED UNDER THIS AGREEMENT, CUSTOMER SHOULD IMMEDIATELY CONTACT SEI IN WRITING OR BY TELEPHONE,AT THE ADDRESS AND TELEPHONE NUMBER SET FORTH ABOVE,AND FULLY DESCRIBE THE NATURE OF THE DEFECT SO THAT REPAIR SERVICE MAY BE RENDERED.(CHAFED EXPRESS WARRANTIES, EXCEPT AS SET FORTH IN Initials: 2238 S. 156 Circle, Omaha, NE,68130 I P:(402)778-3759 I F: (402)333-7616 www.sei-security.com •Des Moines, IA• Kansas City, KS• Lincoln, NE•Omaha, NE Date: 10/14/2015 is iir�itr PARAGRAPH A,SEI AND REPRESENTATIVES MAKE NO EXPRESS WARRANTIES AS TO ANY MATTER WHATSOEVER,INCLUDING,AND WITHOUT LIMITATION,THE CONDITION OF THE EQUIPMENT, ITS MERCHANTABILITY,OR ITS FITNESS FOR ANY PARTICULAR PURPOSE;ALL OTHER WARRANTIES ARE SPECIFICALLY EXCLUDED. THIS WARRANTY DOES NOT COVER ANY DAMAGE TO MATERIAL OR EQUIPMENT CAUSED BY ACCIDENT,VANDALISM,CUSTOMER NEGLIGENCE, FLOOD,WATER,LIGHTNING,FIRE,INTRUSION,ABUSE,MISUSE,AN ACT OF GOD,ANY CASUALTY,INCLUDING ELECTRICITY,ATTEMPTED UNAUTHORIZED REPAIR SERVICE,MODIFICATION OR IMPROPER INSTALLATION BY ANYONE OTHER THAN SEI,OR ANY OTHER CAUSE OTHER THAN ORDINARY WEAR AND TEAR. SEI SHALL NOT BE LIABLE FOR ANY GENERAL,DIRECT,SPECIAL,EXEMPLARY,PUNITIVE,STATUTORY,MULTIPLE,INCIDENTAL OR CONSEQUENTIAL DAMAGES. CUSTOMER ACKNOWLEDGES:THAT ANY AFFIRMATION OF FACT OR PROMISE MADE BY SEI SHALL NOT BE DEEMED TO CREATE AN EXPRESS WARRANTY;THAT SEI DOES NOT MAKE ANY REPRESENTATION OR WARRANTY,INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS THAT THE SYSTEM OR SERVICE SUPPLIED MAY NOT BE COMPROMISED,CIRCUMVENTED,OR THE SYSTEM OR SERVICES WILL IN ALL CASES PROVIDE THE SIGNALING,MONITORING AND RESPONSE FOR WHICH IT WAS INTENDED;THAT CUSTOMER IS NOT RELYING ON SETS SKILL OR JUDGMENT IN SELECTING OR FURNISHING A SYSTEM SUITABLE FOR ANY PARTICULAR PURPOSE;THAT THERE ARE NO EXPRESS WARRANTIES WHICH EXTEND BEYOND THOSE ON THE FACE OF THE AGREEMENT HEREOF,OR HEREIN,AND THAT ALL IMPLIED WARRANTIES,IF ANY,COINCIDE WITH THE DURATION OF THIS WARRANTY. 19. Inlagndad Mem=yaid Amos=amigo&This Instrument contains the entire Agreement between the parties hereto with respect to the transactions described herein and supersedes all previous and contemporaneous negotiations, commitments, contracts, express or Implied, warranties, express or implied, statements and representations,whether written or oral,pertaining thereto,all of which shell be deemed merged into this Agreement (A)Neither party has authority to make or claim any representation,term,promise,condition,statement,warranty,or inducement which is not expressed herein. Each party represents that IUhe/she is not relying on any inducement in suing this agreement which is not expressed in this Agreement.(B) Should any provision hereof(or portion thereof),or Its application to any circumstances,be held illegal,invalid or unenforceable to any extent,the validity and enforceability of the remainder of the provision and this instrument,or of such provisions as applied to any other circumstances,shall not be affected thereby,and shall continue in full force and effect as valid,binding and subsisting. All changes or amendments to this Agreement must be in writing and signed by all parties to be binding on the parties, 20. mkt hamanuma zua Others, Customer represents and warrants that(a)his/her/their cancellation or termination of any contract,or(b)execution of this Agreement does not breach and will not breach any contract with or obligation to any other person. Customer agrees to protect,defend,indemnify and hold harmless SEI and Representatives from and against and pay for all claims,demands,suits,liabilities,losses,damages,judgments,costs and expenses including,attorneys'fees and court costs arising out of or from,Customer's breach of this representation and warranty as allowed by law. 21. Emdconmanjel fdaudglatabna, Customer acknowledges and agrees that any duty or obligation of SEI or Representatives under this Agreement, is subject to and conditioned upon,among other things,the Premises not containing or being affected in any manner whatsoever by any public or private nuisance,ultra hazardous or dangerous activity or any hazardous substance("Environmental Considerations"),or the violation of any applicable local,state or federal statute,ordinance,rule,regulation,order or court order arising out of or from,in connection with,resulting from,related to or as a consequence of Environmental Considerations. In the event the Premises contain or are affected by Environmental Considerations,SEI may elect,in its sole and absolute discretion and without any liability whatsoever,to(i)terminate this Agreement pursuant to the paragraph titled"Default of Customer",or(ii)affirm this Agreement. If SEI affirms this Agreement,Customer shall(a)immediately remove all Environmental Considerations at Customer's sole cost and expense and(b)pay SEI for all increased costs to perform this Agreement NOTICE TO CUSTOMER: CUSTOMER SPECIFICALLY ACKNOWLEDGES AND ACCEPTS THE DISCLAIMER/LIMITATION OF LIABILITY AND INDEMNITY PARAGRAPHS HEREOF.TERMS AND CONDITIONS ON THE REVERSE SIDE ARE AN INTEGRAL PART OF THIS AGREEMENT.CUSTOMER ACKNOWLEDGES RECEIPT OF A COPY OF CONTRACT.READ THE FRONT AND REVERSE SIDE OF ALL PAGES BEFORE SIGNING.IN WITNESS WHEREOF,the parties have executed this Agreement to be effective on the date of execution unless otherwise agreed to In writing Initials: 2238 S. 156 Circle, Omaha, NE,68130 I P: (402)778-3759 I F: (402)333-7616 www.sei-security.com • Des Moines, IA • Kansas City, KS • Lincoln, NE • Omaha, NE OWNER ❑✓ PROPOSAL ARCHITECT ❑ — — REQUEST EST CONSULTANT CIS C f M l R Q CONTRACTOR ❑o FIELD ❑ ARCHITECTS I ENGINEERS I PLANNERS OTHER ❑ PROJECT: City Of Omaha PROPOSAL REQUEST NUMBER: PR_0017 Ne Street Maintenance Facility 1818 Jaynes Street DATE OF ISSUANCE: December 13,2C11 Omaha,NE 68110 OWNER: City Of Omaha ARCHITECT: Street Maint.Division The Schemmer Associates Inc. 5225 Dayton Street Omaha,NE 68117 1044 North 115th Street Suite 300 Omaha,Nebraska 68154-4436 TO CONTRACTOR: Praire Construction ARCHITECT"S PROJECT NO.: 06449.001 CONTRACT FOR: New Construction CONTRACT DATED: N/A Please submit an itemized proposal for changes in the Contract Sum and Contract Time for Proposed modifications to the Contract Documents described herein. Submit proposal within 5 days,or notify the Architect in writing of the date on which you anticipate submitting your proposal THIS IS NOT A CHANGE ORDER,A CONSTRUCTION CHANGE DIRECTIVE OR A DIRECTION TO PROCEED WITH THE --- - WORK DESCRIBED IN T IE PROPOSAL MODIFICATIONS- - ------ - -- --_ --------- - Description: SEI security and video equipment and installation(see attached). Attachments: SEI scope proposal 17 pages ISSUED BY: /)/4;41°017 Mike Fortenbury,Project Manager The Schemmer Associates Inc. 1044 North 115th Street, Suite 300 Omaha, Nebraska 68154-4436 TSA Form 131 9/2000 City of Omaha NE Street Maintenance Facilities Proposal Number: 23833-3-0 Dated: 10/14/2015 Prepared For: Prairie Construction 1111,: Prepared By: Robb Walker Security Equipment Inc. Major Accounts Executive Email: rwalker@sei-security.com 2238 S. 156 Circle, Omaha, NE, 68130 I P: (402)778-3759 I F: (402)333-7616 www.sei-security.com • Des Moines, IA• Kansas City, KS • Lincoln, NE • Omaha, NE City of Omaha IP Video System Proposal Number: 23833-4-0 Dated: 10/14/2015 Prepared For: Prairie Construction iii ,i,, , pt 5 Prepared By: Robb Walker Security Equipment Inc. Major Accounts Executive Email: rwalker@sei-security.com 2238 S. 156 Circle, Omaha, NE,68130 I P:(402)778-3759 I F: (402)333-7616 www.sei-security.com • Des Moines, IA• Kansas City, KS • Lincoln, NE • Omaha, NE Date: 10/14/2015 IP Video System City of Omaha Site: 1818 Jaynes Street, Omaha, NE, 68110 Contact: Prairie Construction,402-330-8522, steve@priarie-construction.com, Scope Of Work Security Equipment, Inc. will provide and install an alarm, access control and video system at the 1818 Jaynes st location. Description of systems is listed below. Video System: SEi will provide and install an IP video system to record activity at your facility. This system will consist of(7) cameras located at various spots around your facility. The IP video system will be set up on a parallel network with a connection to the server for the main building network system. Camera types and locations are listed below. Exterior Camera locations: South building"A"—P3365VE—Viewing both of the gate entries to the south South East building "A"—P3365VE—Viewing the SW part of the NW parking lot and fence line North East building"A"—P3365VE —Viewing North West parking area and fence line North Building "A"—P3365VE—Viewing North parking lot North West building"A"—P3365VE—Viewing courtyard between building"A" & `B" North.West building`B"—P3367VE—Viewing to the SW covering building"C" and lot South West fueling area light pole—P3365VE—Viewing the fueling station Gate 1-P3365VE on SEi provided stanchion-Viewing vehicles as they enter Gate 2-P3365VE on SEi provided stanchion-Viewing vehicles as they enter Gate 3- P3365VE on SEi provided stanchion-Viewing vehicles as they enter Interior Camera locations: Building `B"North West corner—P3367VE—Viewing the interior bay area. Server Location: Server location will be located in Building"A" in the North Mechanical Room Interior Switch Locations: 2 Network Switches will be located in the Building "A"(Mechanical Room A 110 and Hall A 112 on south wall) and 1 Network Switch in Building "B" on the East wall by the Alarm Panels. Exterior Switch Locations: 2 Hardened Network Switches will be located in the field mounted NEMA 4 enclosures at Gate 1 and Gate 2. Wiring: SEi will provide and install all low voltage wiring associated with the Alarm, Access Control and Video Systems. Conduit: All conduits needed for the project will be provided by others Concrete Base: Concrete Bases for Stanchions to be provided by others. SEi will provide mounting template, concrete should be 12"x12"x4" 2238 S. 156 Circle, Omaha, NE, 68130 I P: (402)778-3759 I F: (402)333-7616 www.sei-security.com • Des Moines, IA • Kansas City, KS • Lincoln, NE • Omaha, NE rruposai rvurnoer: coo -' -u "" ,..:F. Date: 10/14/2015 Scope Of Work Power: 110VAC will be needed in the Mechanical Storage Room A 126, Mech Room A 110, and Hall A 112 on south wall. Building"B"East Wall. South West Fueling Light Pole. Gate 1 and 2 Exterior Enclosures All Power needed will be provided by others. Schedule of Protection chedule of,Protection for IP Video System Ia, 11°Y . 1 5MP Day/Night�Dome Camera with Remote Zoom and Focus 6 2MP Day/Night Dome Camera with Remote Zoom and Focus 7 Pendant Mounting Kit 7 Wall Mount Adapter 1,400 Cat6 Plenum Cabling 1 Pole Mount Adapter 1 Wireless Ethernet System Kit 1 XNVR200 Series Video Server with 12TB Raw Storage,RAID 1 OS,RAID 1 Live Array, RAID 5 Storage 1 12x10x6 Enclosure for PTP Power Supply 1 Pole Mount Adapter for Enclosure 1 SEi Labor 3 8 Port Copper PoE Hardened Switch with 2 SFP Ports 2 Outdoor enclosure 24x24x12 2 Heater For Nema 4 Enclosure 3 Tamper Switch 3 1080P Day/Night Dome Camera with Remote Zoom and Focus 3 Vertical Stanchion 4"Square,Welded Top Cap 4 Duplex LC Fiber Connector Module 2 24 PoE Port Managed Switch 3 Network I/O Module 1 8 Port PoE Tough Switch 2 Extended Temperature Range Ruggedized Power Supply 1 Ruggedized Power Supply 1 Milestone XProtect Professional Base License 13 Milestone XProtect Professional Camera License 1 Milestone XProtect Professional Base Support 13 Milestone XProtect Professional Camera Support Financial Summary System Total: $62,707 * This proposal for the above described protection does not include tax and is covered by a one (1)year parts, labor and service guarantee 2238 S. 156 Circle, Omaha, NE,68130 I P: (402)778-3759 I F: (402)333-7616 www.sei-security.com • Des Moines, IA• Kansas City, KS • Lincoln, NE • Omaha, NE Date- 10/14/2015iiimadhorsi Commercial Installation and Service Agreement THIS AGREEMENT is made October 14.2015,by and between SECURITY EQUIPMENT, INC and its directors,officers, shareholders,employees and agents, (collectively"SEI")and City of Omaha. Location of Customer's premises 1818 Jaynes Street, , Omaha. NE.68110. Subject to the terms and conditions hereinafter set forth,SEI agrees to sell, and provide(j.of the equipment specified on"Schedule of Protection",which is incorporated herein by reference. Note: Customer acknowledges and agrees that (1) additional equipment, at additional cost, can provide increased detection ability, (2) Customer has voluntarily elected to accept the System based on Customer's business reasons, i.e., cost, firm culture, Premises environment and conditions, insurance requirements, etc., (3) a second telephone line at the Premises is necessary to use the telephone while the System is transmitting data to the monitoring facility, (4) if the System is owned by SEI, Customer shall, at its sole cost, promptly and without demand return the System to SEI at the expiration or termination of this Agreement, (5) Customer has voluntarily elected delayed dispatch or no repeat dispatch services checked above for the purpose of reducing false alarms, notwithstanding the increased risk of loss or damage inherent in Customer's decision, and (6) Customer shall notify SEI of all ordinances or local policies of Proper Authorities that may affect SEI's performance of services to Customer and shall pay all fees and charges which may be assessed to Customer to comply with State or local statutes,ordinances,or regulations. Installation Charges: Customer Agrees to Pay SEI the sum of:$62.707 plus tax,if applicable. Deposit due upon Prewiring will be 50% non-refundable If necessary,remaining balance will be due upon substantial completion of installation, Recurring Charges: Customer agrees to pay SEI the sum of plus tax, if applicable, per month for the lease or purchase of the system u included in this proposal, prepaid annually for a period of five years. Method of payment by Customer may be by check, money order, credit card or EFT (Electronic Funds Transfer). If EFT is desired Customer authorizes periodic debits from Customer's bank account as stated above. SEI City of Omaha Submitted By: Robb Walker Signature: Approved By: Date: Date: Print Name: Prairie Construction Title: Email: 2238 S. 156 Circle, Omaha, NE, 68130 I P: (402)778-3759 I F:(402)333-7616 www.sei-security.com • Des Moines, IA•Kansas City, KS • Lincoln, NE • Omaha,NE rroposui 111.1111111e1; tv-r E' Date: 10/14/2015 { Terms & Conditions 1. anima r7Dd La. Charaes,A finance charge of one and one-third(1 1/3%)percent per month sixteen(16%)percent per year will apply to all obligations not paid pursuant to the terms contained herein.Customer shall also pay to SEI an administrative fee(late charge)of five(5%)percent of any payment due hereunder received by SEI after the date on which such payment is due as liquidated damages and not as a penalty 2. Moil&)3•nawtal,This Agreement shall automatically renew under the same terms and conditions for successive periods equal to the initial period unless either party gives written notice to the other at least thirty(30)days prior to the expiration date of their intention to terminate this Agreement. In the event this renewal provision is not effective, this Agreement automatically renews from month to month unless either party gives at least thirty(30)days written notice to terminate at the expiration of any such term. 3. Bight jQ lemilaide, Notwithstanding anything contained herein to the contrary,SEI may,in its sole discretion,terminate this Agreement,with or without cause and without any liability whatsoever,upon thirty(30)days notice to Customer.In the event such termination is without cause,SEI shall,upon the written request of Customer,refund any - unearned service charges. 4. Increase In Charoes.SEI shall have the right to increase periodic charges at any time or times after the expiration of one(1)year from the date of this Agreement upon giving Customer written notice thirty(30)days in advance of the effective date of such change. If Customer is unwilling to pay the increased charge,Customer must notify SEI in writing twenty(20)days prior to the otherwise effective date of the change that this Agreement will be terminated on the effective date of the charge. SEI may at its sole discretion rescind the charge at which time the previous term will be binding on the Customer to the full remaining term of this Agreement. 5. Ankann in Customer, In the event of any breach of this Agreement by Customer,without limiting the rights of SEI under this Agreement at law or equity,SEI shall be entitled to retain all prepayments received and Customer shall immediately pay to SEI(1)all payments then due and payable,(2)all charges for labor,material and equipment incurred by SEI due to such default based on a time and material basis at SEI's then prevailing charges,and(3)since actual damages upon Customer's breach are difficult to determine,Customer agrees to pay one hundred percent 100%of all payments which would be due hereunder for the unexpired term as liquidated damages and not as a penalty. Upon Customer's breach SEI shall have no further obligation to perform under this Agreement. In addition,if any suit or alternative dispute resolution proceeding is instituted and SEI Is the substantially prevailing party by judgment,award,finding or settlement,Customer shall pay directly or reimburse SEI for all of its costs and expenses including,without limitation or example,consultants'and professionals'fees and costs including,without limitation or example, reasonable attomeys'fees and costs as allowed by law. 6. 81ght ffiMige and Cure, In the event of any breach of this Agreement by SEI,Customer agrees to provide written notice to SEI specifically identifying the nature of the breach and the provisions of this Agreement affected thereby,and to permit SEI to cure the breach within five(5)business days after receipt of the written notice or,if the breach cannot be reasonably cured within said period,to promptly commence to cure and diligently proceed until cured. If SEI cures any said breach as provided herein,this Agreement shall continue unabated and SEI shall not be liable to Customer for any loss,damage or expense arising out of or from,resulting from,related to,in connection with or as a consequence of any said breach. 7. Smeggr ilon swifts;t{aown:j,QgUM, If equipment is leased by or loaned to Customer,title to any such equipment shall at all times hereafter remain in SEI. Customer understands and agrees that SEt may,in its sole and absolute discretion,electronically lock out the access control panel or alarm communicator(collectively,the "Panel")In order to limit access to the Panel to SEI only. Should Customer breach hereunder,or upon expiration or termination of this Agreement for any reason,or if the System excessively signals SEI's monitoring facility as a result of any cause other than SEI's sole negligence,Customer authorizes SEI to:(1)suspend service;(2)shut down the Panel and/or the System;and(3)render some or all of the equipment incapable of sending a signal locally or communicating with any monitoring facility,and refuse to unlock the Panel. The exercise of such rights shall not be deemed a waiver of SEI's right to damages,and SEI shall have the right to enforce all other legal or equitable remedies or rights. 8. lnsyllttlon:goyim:Delays, Customer acknowledges and agrees that SEI and Representatives have no knowledge of existing hidden pipes,wires or other like objects within walls,floors,ceilings and other concealed spaces,and It is Customer's obligation to advise SEI of such hidden objects,failing which SEI and Representatives are released for any damages,losses or expenses arising out of or from,in connection with,as a result of,related to or as a consequence of such hidden objects. SEI and Representatives make no representation of delivery and installation of equipment or commencement of services by any particular date. 9. Cross-Debi&, In the event SEI and Customer are parties to any other agreement,Customer acknowledges and agrees that a default by Customer under this Agreement or any other agreement between the parties shall be deemed to be a default by Customer under all such agreements between the parties permitting SEI to exercise any or all of its rights under any or all of such agreements in the sole and absolute discretion of SEI. 10. SE Ugly Cspggglpg&max sj , Customer agrees that SEI has no responsibility for the condition or operation of any equipment,device,or property of any sort belonging to Customer,the telephone company or others("Property'). If SEI provides service to Property,Customer agrees that all relevant terms and conditions of this Agreement shall apply to all such service and Customer shall pay for such service on a time and material basis. - ___1 any-time_after-the-date hereof,-additonal-equipment_or_sendces Am reg___._r _x+Rtwd or.AutMdzad by Customer.all sales, leases, - -- - installation and services supplied by SEI shall be subject to the terms of this Agreement only,except that additional charges shall be made for such additional sales,leases, installation or services. 12. Customer's nub 14 Pali hit 106nased osts, Notwithstanding anything to the contrary contained herein,if(i)any state or Federal statute or regulation,or(ii)any trade union jurisdictional dispute results in SEI incurring any extra expense including,without limitation,paying higher compensation or wage rates to perform the installation and/or service,Customer hereby consents and authorizes SEI to incur such extra expense on behalf of and for the account of the Customer,and Customer shall pay SEI for all such costs incurred by SEI. 13. Communications Eaulenwn/agg SeMces, Customer understands and acknowledges that the System may transmit data to a monitoring facility or elsewhere using one or more forms of communication equipment or services,including,without limitation,a telephone network,broadband over power lines("BPL"),voice(or data)over the Internet ("VOIP"),cable system or some form of wireless communications(e.g.,cellular or another form of radio transmission). Some or all of these communications equipment or services may access or incorporate the Internet,electric company lines,a local area network or some other form of computer network to transmit or retrieve data. For data transmitted by a telephone network,there are various types of telephone line service including,without limitation,direct wire,derived channel,multiplex,DSL,T-1,ISDN and various other forms of service. For data transmitted by a wireless communications service or equipment,such services and equipment are probabilistic by their nature and can be affected or delayed by interference (e.g., ground interference), atmospheric conditions,static,transmission system operation, etc. acknowledges that for data transmitted or received via DSL,BPL,VOIP or other broadband or intemet-based communication service,the System's ability to transmit or receive data or SEI's monitoring facility's ability to receive,or understand,data will be dependant upon the electric company's lines, Internet, Internet providers or computer network,and/or any such installation of broadband or internet-based communication service may interfere with the telephone line-seizure feature of the System. All broadband or intemet-based communication services should use a telephone number that is different than the telephone number used by the System. Accordingly,Customer understands,acknowledges and agrees that the System is not infallible and the transmission and receipt of data from the System,regardless of the communications equipment or type of service used,may be interrupted,circumvented or otherwise compromised. a. Transmission of Data.Customer understands and acknowledges that the System including,without limitation,the communications equipment or service used in the System is not supervised.If the communications equipment or service is interrupted by any natural or human cause Including,without limitation,any sort of interference(e.g.,ground interference or otherwise),or the loss of a telephone line or dial tone(either because the line is cut or otherwise),there will be no indication of such interruption at the monitoring facility unless Customer elects to use an available form of technology designed to detect and report such an interruption at additional cost.Further,if the communications equipment or service is incompatible,inoperative or interrupted,no signal will be received at the monitoring facility.Customer may elect to use some form of redundant communication equipment or service(e.g.,telephone combined with some form of wireless communication)or some other form-of communication service or equipment as part of the System at additional cost. b. Monitoring Service.Monitoring service consists solely of monitoring service personnel ("Operator"')telephoning the governmental agencies or the telephone number supplied by Customer in writing("Proper Authorities")within a reasonable period of time under the circumstances at the monitoring facility including, without limitation or example,(1)the priority of the data that has been previously identified in writing('Listed Codes"),(2)when the Listed Code appears on the Operator's computer screen,or(3)when any voice communication or video transmission is received from the Premises.No monitoring service shall be rendered for signals received which are not Listed Codes or for voice communication which does not request assistance or for video transmission which does not clearly and conspicuously reveal the necessity for monitoring services. If"multiple zone delayed dispatch service"is checked above, no monitoring service will be rendered for any burglar alarm System unless Listed Codes from more than one zone of the burglar alarm System are received within five(5)minutes of each other.If"no repeat dispatch service"is checked above,no monitoring service will be rendered for the same Listed Codes or zones received from the System within sixty(60)minutes after SE►has contacted Proper Authorities to report receipt of Listed Codes at the Initials: 2238 S. 156 Circle,Omaha, NE, 68130 I P: (402)778-3759 I F: (402)333-7616 www.sei-security.com • Des Moines, IA• Kansas City, KS • Lincoln,NE • Omaha, NE '""-- .trs an:..+x' .x.=x.r"ny .- r".v.ye..'..„x. Date: 10/14/2015 Premises.Notwithstanding anything contained herein to the contrary,(a)upon receipt of a Listed Code or video transmission and pr-ior to telephoning Proper Authorities, SEI may,in its sole and absolute discretion and without any liability,contact or attempt to contact the Premises or other telephone numbers or electronic mail addresses provided by Customer in writing as frequently as SEI deems appropriate to verify the necessity to report the receipt of a Listed Code to Proper Authorities,and(b)upon receipt of an abort code or oral advice to disregard the receipt of the Listed Code or video transmission,SEI may,in its sole and absolute discretion and without any liability,refrain from contacting Proper Authorities or advise Proper Authorities of receipt of an abort code or oral advice to disregard the receipt of the Listed Code or video transmission.SEI's efforts to notify Proper Authorities shall be satisfied by advice by telephone to any person answering the telephone at the telephone number(s)provided to SEI in writing or by leaving a message with a telephone answering service or any mechanical, electrical,electronic or other technology permitting the recordation of voice or data communications. c. SEI as Agent;Revocation;Ratification;Retroactive Date.Customer hereby appoints SEI as its agent to give direction to any monitoring facility which is a subcontractor of SEI,as If done by Customer concerning any and all matters arising out of,from,in connection with,or related to the performance of monitoring services. The authority granted to SEI under this Section shall continue to be binding upon Customer until revocation in writing from Customer,shall have been actually received by SEI.No such notice shall affect anything done by(a)SEI in reliance hereon or pursuant hereto or(b)the monitoring facility pursuant to the request or demand of SEI prior to actual receipt by SEI of said written revocation.Customer hereby ratifies and confirms all prior and contemporaneous acts of;(c)the monitoring facility pursuant to the request of SEI;and(d)SEI pursuant to this section which Customer acknowledges and agrees shall be and is deemed to be retroactive to the initial date SEI or the monitoring facility performed monitoring services on Customer's behalf. d. SEI E-Link.If accepted,SEI hereby grants to Customer a non-exclusive,non-transferable license to use the SEI's E-Link to access,input,delete and modify Information through the intemet.Except for Customer's(a)failure to keep confidential all Information,passwords,etc.,(b)use of the license or the Information in any manner that negatively affects SEI, (c)use of the license or the Information for any illegal purpose, or(d)violation of any applicable law,this license shall continue and be coextensive with the term of this Agreement.Customer shall be solely and absolutely responsible for the Information which It inputs,deletes or modifies.Customer agrees that upon termination of this Agreement or termination or suspension of the license by SEI,SEI may immediately,and without notice,disable Customer's access to the Internet site and cancel all passwords or other access codes. e. Mail Notice.in the event Customer elects to receive automatic email notice of certain System events,e.g.,the arming or disarming of the System, Customer acknowledges,understands and agrees that any such notice is conditioned on(a)receipt of the data at SEI's central station,(b)the proper operation of communication equipment,services,systems and networks including,without limitation,the Internet,and(c)any failure,malfunction or delay in processing or transmitting the data by SEI's equipment or software.SEI is hereby released from any liability arising out of or from,resulting from or in connection with the failure, malfunction or delay of any such notice for any reason, including SEI's or Representative's sole, joint or several negligence of any kind or degree. f. Video Systems. If the System transmits video, Customer shall (1) provide and maintain adequate power and lighting for all cameras or other video-related equipment;(2)inform all persons on the Premises that they may be monitored by video;(3)not use or permit the use of video installed where any person may have a reasonable expectation of privacy;(4)use the video System for security surveillance and management services only;(5) not use the video System for any criminal,illegal,or otherwise unlawful activity;and(6)obtain and keep in effect all permits or licenses required for the installation and operation of the video System. g. Suspension of Service.Customer agrees that(1)SEI's obligations hereunder are waived automatically without notice,and 2)SEI is released for all loss,damage and expense in case the monitoring facility,communications equipment,network or services,or the transmission system are destroyed, damaged, inoperable or malfunction for any reason whatsoever,for the duration of such interruption of service, and Customer shall be entitled to reimbursement of the unearned charge paid for the period of interruption on request of Customer and this shag be the limit of SEI's liability. h. NO WARRANTIES.THERE ARE NO WARRANTIES,EXPRESS OR IMPLIED,WHICH EXTEND BEYOND THE DESCRIPTION ON THE FACE OR REVERSE HEREOF,INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. I. U.L.Certified Systems.In the event the System is U.L.certificated,Customer shall pay SEI's prevailing initial and renewal certificate fees. In the event the System is activated without objective physical evidence of the necessity for the activation and SEI dispatches an agent,Customer shall pay SEI's prevailing charge for dispatch of such agent.U.L.certificated systems satisfy the requirements of U.L.for the stated class and grade as of the date of installation.If in the future U.L. adopts new or different specifications for the certificate issued,SEI agrees,upon receipt of written consent of Customer,to perform all services necessary to satisfy the new or different specifications of U.L.for the certificate issued,and Customer shall pay all costs thereof at SEI's then prevailing charges. J. Right to Subcontract.SEI may subcontract for the provision of services under this Agreement.Customer acknowledges and agrees that the provisions of this Agreementinureto benefit-of-and-are applicable-to any-subcontractors-engaged-by SEtto-provide any service-set forth herein to Customer,and bind-Customer to said subcontractor(s)with the same force and effect as they bind Customer to SEI. k. Consent to Intercept,Record,Disclose and Use Contents of Communications.Customer,for itself and as the authorized agent of its owners,partners, members, officers, directors, invitees, guests, agents, representatives and employees (individually and collectively, "Any Person"), hereby consents to SEI intercepting, recording, retrieving, reviewing, copying, disclosing and using the contents of all telephone, video, wire, oral, electronic and other forms of transmission or communication to which Customer and/or Any Person and SEI are parties. I. In the Event the System Is activated.For any reason whatsoever,the Customer shall(a)pay without recourse,or(b)reimburse SEI for any fines,fees,costs, expenses and penalties assessed against Customer or SEI by any court or governmental agency. 14. Customer's Responsibility to Verify System Function, It is the Customer's sole responsibility to (a)CgiillEmgygn gffaagnig ggmaggififfy. Confirm that the communications equipment,technology and services used to transmit data between the System and any monitoring facility are compatible with the System and any monitoring facility,especially when there are changes to such communications equipment,technology or services (e.g.,starting,discontinuing,changing,adding or removing call waiting,a Centrex telephone system,answering machines,Derived Channel,DSL,T-1,BPL or VOIP service,or any telecommunications, radio,Internet,satellite or other service or provider).(B)Testing Qj EIWIgmaig, Customer must test the System, communications equipment, technology and service periodically and whenever changes are made to communications equipment,technology or services for the System,Premises,data transmission or monitoring facility. (C)Acknowlsdoemegj Qf Epilogs'glastmangi, Customer understands,acknowledges and agrees that not all communications equipment,technology or services used to transmit data between the System and any monitoring facility are or will continue to be available from every telephone,radio,internet,satellite or other service provider(collectively,"Provider").(1)In the event of any discontinuance,suspension,termination,modification or change in connection with any communications equip ment,technology,service or Provider,and there is a commercially reasonable alternative available in order to continue services under this Agreement,Customer hereby authorizes SEI to provide Customer with such alternative in SEI's sole and absolute discretion;(2)Customer shall be solely responsible to pay(or shall promptly reimburse SEI)for all costs of any Provider as well as charges by SEI to modify,substitute or replace any communications equipment,technology,service or Provider(at SEI's then prevailing rates on a time and material basis). Customer shall also be responsible for any increase in monthly charges under this Agreement for lease,service,monitoring,etc. in connection with,arising out of or from,as a result of or related to any discontinuance,suspension,termination,modification,change to or modification,substitution or replacement of the communications equipment,technology, service or Provider; (3)Any claimed inadequacy or failure of the System, the communications equipment, technology,service or Provider must be immediately reported to SEI or the Provider,as appropriate,for correction or repair service; (D)Ng Waiver gf preach. SEI does not waive breach of this Agreement unless specifically waived In writing by SEI. If SEI waives any breach by Customer,it shall not be construed as a waiver of any subsequent breach. SEI's rights hereunder are cumulative,and may be exercised concurrently or consecutively and include all remedies available whether or not referred to herein.(E) Duties Qj Parties no Epyigmoj Thumbed By nag Parties. Upon receipt of written notice from Customer,Customer's insurer,or other person having jurisdiction,SEI agrees to furnish and install all material and equipment required subject to availability,and Customer agrees to pay SEI for all costs on a time and material basis at SEI's then prevailing charges.(F)joy Service. If Customer provides SEI with keys,Customer agrees that SEI and Representatives are released for any loss,damage or expense to Customer due to the loss or theft of any keys. Initials: 2238 S. 156 Circle, Omaha,NE,68130 I P: (402)778-3759 I F: (402)333-7616 www.sei-security.com • Des Moines, IA• Kansas City, KS • Lincoln, NE • Omaha, NE rroposai Plumper; c,000-'-u Date: 10/14/2015 _ 1 15. DISCLAIMER/LIMITATION OF LIABILITY AND WARRANTY.CUSTOMER UNDERSTANDS AND AGREES THAT SEI IS NOT AN INSURER.IT IS THE INTENT OF THE PARTIES THAT INSURANCE COVERING LOSS, DAMAGE OR EXPENSE ARISING FROM, OR RELATED TO THIS AGREEMENT, SHALL BE OBTAINED AND MAINTAINED BY CUSTOMER.RECOVERY FOR LOSS,DAMAGE EXPENSE SHALL BE LIMITED TO CUSTOMER'S INSURANCE.CUSTOMER RELEASES SEI FROM LIABILITY FOR ALL LOSS, DAMAGE AND EXPENSE. SEI, EXCEPT AS SET FORTH HEREIN, MAKES NO GUARANTEE, REPRESENTATION OR WARRANTY INCLUDING,IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE,EXCEPT AS MAY BE SPECIFICALLY PROVIDED HEREIN. CUSTOMER RELEASES SEI FROM ALL LIABILITY FOR ANY LOSS,DAMAGE OR EXPENSE WHICH MAY OCCUR PRIOR TO,CONTEMPORANEOUSLY WITH,OR SUBSEQUENT TO THE EXECUTION OF THIS AGREEMENT DUE TO IMPROPER OPERATION OR NON-OPERATION OF THE SYSTEM (INCLUDING,WITHOUT LIMITATION THE COMMUNICATIONS EQUIPMENT OR SERVICES NECESSARY TO TRANSMIT TO OR RECEIVE ANY DATA AT THE MONITORING FACILITY).SHOULD LIABILITY ARISE ON THE PART OF SEI FOR ECONOMIC LOSS, PERSONAL INJURY, OR PROPERTY DAMAGE (REAL OR PERSONAL) RESULTING FROM NEGLIGENCE BY SEI OR ITS REPRESENTATIVES WHICH OCCURRED PRIOR TO CONTEMPORANEOUSLY WITH,OR SUBSEQUENT TO THE EXECUTION OF THIS AGREEMENT INCLUDING BUT NOT LIMITED TO ANY CLAIM BROUGHT IN SUBROGATION,LAW,OR EQUITY,INCLUDING,WITHOUT LIMITATION,ANY GENERAL, SPECIAL,OR PUNITIVE,CUMULATIVE DAMAGES,IRRESPECTIVE OF CAUSE,SUCH LIABILITY SHALL BE LIMITED TO THE MAXIMUM SUM OF$250.00 FOR SEI AND THIS LIABILITY SHALL.BE EXCLUSIVE. (A)RELEASE MUD jam, CUSTOMER HEREBY RELEASES SEI AND REPRESENTATIVES FOR ALL LOSSES,DAMAGES AND EXPENSES(1)COVERED BY CUSTOMER'S INSURANCE POLICIES, (2) POLICY DEDUCTIBLES, CO-PAY PERCENTAGE, OR RETAINED LIMITS, (3) IN EXCESS OF AMOUNTS PAID BY CUSTOMER'S INSURANCE,AND(4)DUE TO UNDER INSURANCE.(B)idang MIUSROGATI0N,AS AN INDUCEMENT TO SEI TO ENTER INTO THIS AGREEMENT, CUSTOMER REPRESENTS,WARRANTS AND COVENANTS THAT CUSTOMER'S INSURANCE COMPANIES SHALL NOT HAVE(1)ANY RIGHTS CREATED BY A LOAN AGREEMENT,LOAN RECEIPT,OR OTHER LIKE DOCUMENT OR PROCEDURE.OR(2)ANY RIGHT OF SUBROGATION, INDEMNIFICATION OR CONTRIBUTION AGAINST SEI OR REPRESENTATIVES.(C) CUSTOMER AGREES (1)THAT SEI SHALL HAVE THE RIGHT, BUT NOT THE OBLIGATION, TO DESIGNATE ITS ATTORNEYS TO CONTROL THE INVESTIGATION, DEFENSE AND SETTLEMENT OF ANY CLAIM OR SUIT AGAINST IT OR THEM,AND(2)TO PROTECT,INDEMNIFY,DEFEND(UPON THE REQUEST OF SEI OR REPRESENTATIVES)AND HOLD HARMLESS SEI AND REPRESENTATIVES FROM AND AGAINST AND PAY(WITHOUT ANY CONDITION THAT SEI OR REPRESENTATIVES FIRST PAY)FOR ALL CLAIMS,DEMANDS,SUITS,LIABILITIES,DAMAGES,JUDGMENTS, LOSSES AND EXPENSES INCLUDING,WITHOUT LIMITATION OR EXAMPLE,ATTORNEYS'FEES,WHICH MAY BE ASSERTED AGAINST OR INCURRED BY SEI OR REPRESENTATIVES BY OR DUE TO ANY PERSON NOT A PARTY TO THIS AGREEMENT, INCLUDING,WITHOUT LIMITATION OR EXAMPLE, CUSTOMER'S INSURANCE, SEI OR CUSTOMER'S EMPLOYEES OR THE PERSONAL REPRESENTATIVE OF ANY EMPLOYEE (NOTWITHSTANDING ANY PROTECTIONS OTHERWISE AFFORDED CUSTOMER UNDER ANY WORKER'S COMPENSATION ACT,LAW OR REGULATION),FOR ANY EXPENSE,LOSS OR DAMAGE INCLUDING, WITHOUT LIMITATION,STATUTORY CIVIL DAMAGES,ECONOMIC DAMAGES,PERSONAL INJURY,DEATH OR PROPERTY DAMAGE,REAL OR PERSONAL,ARISING OUT OF OR FROM, IN CONNECTION WITH,AS A RESULT OF, RELATED TO OR AS A CONSEQUENCE OF BREACH OF THIS AGREEMENT,RECORDING OF COMMUNICATIONS,VIDEO SURVEILLANCE/RECORDING,ACTIVE OR PASSIVE SOLE,JOINT OR SEVERAL NEGLIGENCE OF ANY KIND OR DEGREE OF SEI OR REPRESENTATIVES,PRODUCT OR STRICT LIABILITY,OR ANY CLAIM FOR SUBROGATION,CONTRIBUTION OR INDEMNIFICATION,WHETHER IN CONTRACT, TORT OR EQUITY. (NOTWITHSTANDING ANYTHING CONTAINED HEREIN TO THE CONTRARY,THIS PARAGRAPH SHALL NOT APPLY TO LOSSES AND DAMAGES OCCURRING WHILE SEI'S EMPLOYEE IS ON CUSTOMER'S PREMISES;PROVIDED,THAT SUCH LOSS AND DAMAGE IS CAUSED DIRECTLY AND SOLELY BY THE NEGLIGENCE OF THE SEPS EMPLOYEE;PROVIDED,FURTHER,THAT COMPENSABLE DAMAGE UNDER THIS EXCEPTION SHALL BE LIMITED TO THE SETS INSURANCE POLICY COVERAGE AND THE AMOUNT OF PROCEEDS PAID OR RECEIVED FROM SETS INSURANCE POLICY APPLICABLE TO THE CLAIM,PROCEEDING OR ACTION.)._ 16. inspection:Maintenance:Takeover Systems, a. Inspection of System and Services.Inspection service consists of providing all labor necessary and testing equipment to Inspect only the visible equipment of the System pursuant to the terms hereof, for the sole purpose of determining if said visible equipment is operative. Inspection service shall be performed periodically r as otherwise agreed in writing,conditioned on Customer contacting SEI to schedule an appointment for such service. b. Periodic Mdntenance.Maintenance consists of providing all labor necessary to Inspect the visible parts of the System and conditioned on Customer contacting SEI to schedule an appointment for such service,and to provide all necessary labor,material,parts and equipment to service the System at that time due to ordinary wear and tear only,pursuant to the terms hereof.All other service shall be paid by Customer on a time and material basis at SEI's then prevailing charges. c. Service on Leased Systems.If the System Is leased and covered by maintenance services,upon receipt of notice from Customer of the necessity to service the System,SE agrees,pursuant to the terms hereof,to provide all labor,material,parts and equipment to service the System due to ordinary wear and tear only.All other service shall be paid by Customer on a time and material basis at SEI's then prevailing charges. d. Limitation of Service Warranty.SEI makes no representation,promise,warranty or guarantee that there will be no interruptions of service or delay in performing service.SE.'s sole obligation after receiving a service request Is to dispatch a service employee to the Premises within a reasonable time after a service employee becomes a mailable,during normal bust—hiss hours exluarng Satur�aysTS'undays to-dos e. Service of Systems Exclusive to SEI.It is understood and agreed by the parties that all service to the System shall be performed by SEI only,but Customer agrees that SEI's duty to service the System is subject to the availability of the original part or equipment from the original manufacturer,and to the terms of this Agreement and conditioned upon Customer notifying SEI of the necessity for such service.Customer agrees to pay SEI's minimum service call charge in the event Customer does not provide unrestricted access when SEI attempts to provide service at the Premises.Further,customer agrees that all repair,replacement or modification to the System shall be performed by SEI only.Unless this Agreement provides otherwise,all such service shall be paid by Customer on a time and material basis at SEI's then prevailing charges. f. SEI Service to Existing Systems.If SEI takes over rendering services to an existing System,in whole or in part,SEI reserves the right,in its sole and absolute discretion,to terminate this Agreement at any time by giving ten(10)days written notice to Customer in the event SEI determines,in its sole and absolute discretion,that there have been excessive activations of the System,that the Customer has abused the System or that the number of problems or cost of service has been or may become excessive,and Customer shall be entitled to reimbursement of the pro-rata cost paid for the then current period on request of Customer and this shall be the limit of SEI's lability. g. Remote Programming Services.Remote programming services consists of inputting,modifying,deleting and using electronic data concerning operation of the System through electronic communication between the System and SEI's office or monitoring facility.Customer hereby consents to SEI's performance of all such services pursuant to SEI's then prevailing charges for such services. 17. Applicable Law.Choice of Forum. (A)Contractual Limitation of Actions.All claims,actions or proceedings,legal or equitable,against SEI or Representatives must be commenced in court within one(1)year after the cause of action has accrued,without judicial extension of time,or said claim,action or proceeding is barred.(B)Jurisdiction,Venue and Waterer of Jury Trial.Each party hereby irrevocably agrees that all disputes under this Agreement shall be litigated exclusively in the State District Court in Douglas County,Nebraska,without reference to its conflicts of law rules.The interpretation of this Agreement shall not be construed against the drafter.Each party consents to the exclusive jurisdiction and venue of each such court in any such suit and waives any objection that it may have to jurisdiction or venue of any such suit(C)Assignability of Agreement.This Agreement is not assignable by Customer except upon the written consent of SEI,which shall be in SEI's sole and absolute discretion.This Agreement or any portion thereof is assignable by SEI in its sole and absolute discretion.(D)Credit Investigation Report.Customer authorizes and consents to credit investigations and reports by SEI and any other person or entity that provides financing to SEI or to whom this Agreement may be assigned. 18. LIMITED WARRANTY(ONLY IF SYSTEM SOLD TO CUSTOMM (A)jjjyjl=WARRANTY DE MAMMAL SEI HEREBY WARRANTS TO CUSTOMER ALONE ONLY THAT ALL OF THE MATERIAL IS INSTALLED IN A GOOD AND WORKMAN-LIKE MANNER. IN THE EVENT THAT ANY PART,EXCEPT FOR WIRING,SHALL BECOME DEFECTIVE WITHIN ONE(1)YEAR FROM THE DATE OF SUBSTANTIAL COMPLETION FOR THIS INSTALLATION,OR FOR A TERM EQUAL TO THAT PROVIDED BY THE ORIGINAL EQUIPMENT MANUFACTURER,WHICH EVER IS LESS, SEI SHALL REPLACE OR REPAIR THE DEFECTIVE PART WITHOUT CHARGE TO CUSTOMER. THIS WARRANTY IS NOT ASSIGNABLE. (B)DISCOVERY F DEFECT, IF CUSTOMER SHALL DISCOVER A DEFECT IN THE PRODUCTS SUPPLIED UNDER THIS AGREEMENT, CUSTOMER SHOULD IMMEDIATELY C')NTACT SEI IN WRITING OR BY TELEPHONE,AT THE ADDRESS AND TELEPHONE NUMBER SET FORTH ABOVE,AND FULLY DESCRIBE THE NATURE OF THE_DEFECT SO THAT REPAIR SERVICE MAY BE RENDERED.(C)LIMITED EXPRESS WARRANTIES, EXCEPT AS SET FORTH IN Initials: 2238 S. 156 Circle, Omaha, NE,68130 I P: (402)778-3759 I F:(402)333-7616 www.sei-security.com • Des Moines, IA• Kansas City,KS • Lincoln, NE • Omaha, NE ..VOUrT `'^ rFra Date: 10/14/2015 u 3 1St PARAGRAPH A,SEI AND REPRESENTATIVES MAKE NO EXPRESS WARRANTIES AS TO ANY MATTER WHATSOEVER,INCLUDING,AND WITHOUT LIMITATION,THE CONDITION OF THE EQUIPMENT, ITS MERCHANTABILITY,OR ITS FITNESS FOR ANY PARTICULAR PURPOSE;ALL OTHER WARRANTIES ARE SPECIFICALLY EXCLUDED. THIS WARRANTY DOES NOT COVER ANY DAMAGE TO MATERIAL OR EQUIPMENT CAUSED BY ACCIDENT,VANDALISM,CUSTOMER NEGLIGENCE, FLOOD,WATER,LIGHTNING,FIRE, INTRUSION,ABUSE,MISUSE,AN ACT OF GOD,ANY CASUALTY, INCLUDING ELECTRICITY,ATTEMPTED UNAUTHORIZED REPAIR SERVICE,MODIFICATION OR IMPROPER INSTALLATION BY ANYONE OTHER THAN SEI,OR ANY OTHER CAUSE OTHER THAN ORDINARY WEAR AND TEAR. SEI SHALL NOT BE LIABLE FOR ANY GENERAL,DIRECT,SPECIAL,EXEMPLARY,PUNITIVE,STATUTORY,MULTIPLE,INCIDENTAL OR CONSEQUENTIAL DAMAGES. CUSTOMER ACKNOWLEDGES:THAT ANY AFFIRMATION OF FACT OR PROMISE MADE BY SEI SHALL NOT BE DEEMED TO CREATE AN EXPRESS WARRANTY;THAT SEI DOES NOT MAKE ANY REPRESENTATION OR WARRANTY,INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS THAT THE SYSTEM OR SERVICE SUPPLIED MAY NOT BE COMPROMISED, CIRCUMVENTED,OR THE SYSTEM OR SERVICES WILL IN ALL CASES PROVIDE THE SIGNALING,MONITORING AND RESPONSE FOR WHICH IT WAS INTENDED;THAT CUSTOMER IS NOT RELYING ON SEI'S SKILL OR JUDGMENT IN SELECTING OR FURNISHING A SYSTEM SUITABLE FOR ANY PARTICULAR PURPOSE;THAT THERE ARE NO EXPRESS WARRANTIES WHICH EXTEND BEYOND THOSE ON THE FACE OF THE AGREEMENT HEREOF,OR HEREIN,AND THAT ALL IMPLIED WARRANTIES,IF ANY,COINCIDE WITH THE DURATION OF THIS WARRANTY. 19. jptaprat d atmmo=um ant:uspigagaggna,This instrument contains the entire Agreement between the parties hereto with respect to the transactions described herein and supersedes all previous and contemporaneous negotiations, commitments, contracts, express or implied, warranties, express or implied, statements and representations,whether written or oral,pertaining thereto,all of which shall be deemed merged into this Agreement (A)Neither party has authority to make or claim any representation,term,promise,condition,statement,warranty,or inducement which is not expressed herein. Each party represents that Whs./she Is not relying on any inducement in signing this agreement which is not expressed in this Agreement.(B) Should any provision hereof(or portion thereof),or its application to any circumstances,be held illegal,invalid or unenforceable to any extent,the validity and enforceability of the remainder of the provision and this instrument,or of such provisions as applied to any other circumstances,shall not be affected thereby,and shall continue in full force and effect as valid,binding and subsisting. All changes or amendments to this Agreement must be in writing and signed by all parties to be binding on the parties, 20. Mg Azegmeitk oh Others,Customer represents and warrants that(a)his/her/their cancellation or termination of any contract,or(b)execution of this Agreement does not breach and will not breach any contract with or obligation to an/other person. Customer agrees to protect,defend,indemnify and hold harmless SEI and Representatives from and against and pay for all claims,demands,suits,liabilities,losses,damages,judgments,costs and expenses including,attorneys'fees and court costs arising out of or from,Customer's breach of this representation and warranty as Billowed by law. 21. gmdimunitatal Ca , Customer acknowledges aid agrees that any duty or obligation of SEI or Representatives under this Agreement, is subject to and conditioned upon,among other things,the Premises not contair*rig or being affected in any manner whatsoever by any public or private nuisance,ultra hazardous or dangerous activity or any hazardous substance("Environmental Considerations"),or the violation of any applicable local,state or federal statute,ordinance,rule,regulation,order or court order arising out of or from,in connection with,resulting from,related to or as a consequence of Environmental Considerations. In the event the Premises contain or are affected by Environmental Considerations,SEI may elect,in its sole and absolute discretion and without any liability whatsoever,to(i)terminate this Agreement pursuant to the paragraph titled"Default of Customer",or(ii)affirm this Agreement. If SEI affirms this Agreement,Customer shall(a)Immediately remove all Environmental Considerations at Customer's sole cost and expense and(b)pay SEI for all increased costs to perform this Agreement NOTICE TO CUSTOMER: CUSTOMER SPECIFICALLY ACKNOWLEDGES AND ACCEPTS THE DISCLAIMER/LIMITATION OF LIABILITY AND INDEMNITY PARAGRAPHS HEREOF.TERMS AND CONDITIONS ON THE REVERSE SIDE ARE AN INTEGRAL PART OF THIS AGREEMENT.CUSTOMER ACKNOWLEDGES RECEIPT OF A COPY OF CONTRACT.READ THE FRONT AND REVERSE SIDE OF ALL PAGES BEFORE SIGNING.IN WITNESS WHEREOF,the parties have executed this Agreement to be effective on the date of execution unless otherwise agreed to in writing Initials: 2238 S. 156 Circle, Omaha, NE, 68130 I P:(402)778-3759 I F: (402)333-7616 www.sei-security.com • Des Moines, IA• Kansas City, KS • Lincoln, NE • Omaha, NE rroposai rvumuer: iJoJJ-a-u Date: 10/14/2015 NE Street Maintenance Facilities City of Omaha Site: 1818 Jaynes Street, Omaha, NE, 68110 Contact: Prairie Construction,402-330-8522, Steve@Prairie-Construction.Com, Scope Of Work Security Equipment, Inc. will provide and install an alarm, access control and video system at the 1818 Jaynes st location. Description of systems is listed below. Access Control: SEi will provide and install Access Control on three personnel doors located at this facility. SEi will also install stanchions with access control readers located at three gate entrances. SEI will provide the ability to access the gate via an access granted from the access control system. The Access Control system will be controlled the City owned Prowatch software. This proposal is written as it is assumed SEi will have access to the Prowatch software and server located at the Dotconnn data center. Door locations and Head End are provided below. Each door of access control will consist of a card reader, door contact,request to exit motion and electrified strike/maglock unless stated below. Head End: ("A" Building)located in the Mechanical Storage Room A126 and will house the main Access Panel. ("B" Building)located on the North East Wall by electrical and fire equipment. `B"building will be connected to the main Access Panel via conduit connect between both building"A" and `B". Building"A" door locations: Door A100-1 Door A105 Building B door location: North Entrance Door Gate Reader Locations: Gate Reader and Stanchions will be installed at the three Gate Entrances. Prowatch Client: Prowatch Client will be installed on customer provided workstation located at the 52nd and Dayton Facility to manage building access. Switch Locations: Network Switches will be located in the Building"A"Mechanical Room and in Building`B"on the East wall by the Alarm Panels. Alarm System: SEI will provide and install an intrusion alarm system in both Building "A" and Building "B". All perimeter personnel doors and overhead doors will be contacted for both Building "A" and Building "B". Building"A"will have a command center control keypad installed inside each of the 2 access control entry doors (A100-1 and A105). Motion detectors will be installed in the main hallway(A 101)and the lobby area(A104). A ceiling mounted motion will be installed in the street maintenance crew leaders room(Al 13). 2 motion detectors will be installed in the larger bay area. one on the north end and one on the south end. another motion detector will be installed in the smaller bay on the north end. Building"B"will have a command center control keypad installed inside the north access control entry door. 2 motions will be installed in the interior area of building "B". 2238 S. 156 Circle,Omaha, NE,68130 I P: (402)778-3759 I F: (402)333-7616 www.sei-security.com • Des Moines, IA• Kansas City, KS • Lincoln, NE • Omaha, NE Date: 10/14/2015 m Scope Of Work Wiring: SEi will provide and install all low voltage wiring associated with the Alarm, Access Control and Video Systems. Conduit: All conduits needed for the project will be provided by others Concrete Base: Concrete Bases for Stanchions to be provided by others. SEi will provide mounting template, concrete should be 12"xl2"x4" Power: 110VAC will be needed in the Mechanical Storage Room A126, Mech Room A110, East Wall of Building`B", South West Fueling Light Pole. All Power needed will be provided by others. Schedule of Protection Schedule of Protection for: Access Control . ��,. . .a 7.v w 1 High Density Enlcosure 1 Power Supply for High Density Enclosure 1 Intelligent Controller,PW-6000,Pro-Watch,32 I/O And 4 Dual Reader Module, Includes 2 Inputs/2 Outputs Per Reader Board 1 Power Supply for Long Range Rewaders 2 1"Recessed Contact,Brown 2 Request to Exit Motion Detector 500 Composite Wire 100 Composite Wire Building"B" 1 PW-Series Accessory,Daisy Chain Cable 1 Power Supply-Charger 1 Power Supply-Charger 2 RP40 Multiclass Reader,Black 1 RP40 Multiclass Reader,Black 300 Cat6 Plenum, Black 500 18/6 Stranded,Shielded Direct Burial Wire 1,000 18/6 Stranded,Shielded Direct Burial Wire 1,000 16/2 BURIAL WIRE 1,000 14/2 Burial Wire 7 Battery 2 Line Cord 3 Reader,MaxiProx,Wiegand,Outdoor,Long Range,Gray,May Be U 3 Stancion 3 Maxiprox Reader Standoff 1 Remote Enclosure/Building"B" 1 1"Recessed Contact,Gray?Building"B" 1 Request to Exit Motion Detector/Building"B" 1 Single User Software License add-on for PWPE and PWCE 1 SEi Labor Schedule of 'rotection°or ntrusiontA ar s, a� -` u� 3 _ ', .S, r ` .rs�,� .. CITY Description 2238 S. 156 Circle, Omaha, NE,68130 P: (402)778-3759 1 F: (402)333-7616 www.sei-security.com • Des Moines, IA• Kansas City, KS • Lincoln, NE • Omaha, NE rrvpvsai ivurnuer: Date: 10/14/2015 2 Battery 3 OHD Contact, 1.5-2.4"Track Mnt,24"Pigtail/Building"B" 2 Motion Detector 4 Dual Tech Motion Detector 1 Curtain Dual Tech Motion Detector 1 ENCLOSURE FOR XT SERIES AND 714-8/16 7 OHD Contact, 1.5-2.4"Track Mnt,24"Pigtail 1 Vista 211P,6160 1 Keypad 3 1"Recessed Contact,Gray 1 Zone Expander 2,300 22/4 PLN SHIELD 1 Vista 21 IP,6160 I Building"B" 2 1"Recessed Contact,Gray!Building"B" 2 Motion Detector/Building"B" 900 22/4 PLN SHIELD!Building"B" Schedule of Protection for: Locks 2 Strike 1 Strike!Building"B" Financial Summary System Total: $59,101 * This proposal for the above described protection does not include tax and is covered by a one (1)year parts, labor and service guarantee 2238 S. 156 Circle,Omaha, NE,68130 I P: (402)778-3759 I F:(402)333-7616 www.sei-security.com • Des Moines, IA•Kansas City,KS • Lincoln, NE • Omaha, NE 'ip.'r9�,'A�OP;14"��r i�A„rEasmnar.. f:�,9nw Yb ss* ,.- Date: 10/14/2015 '" *41 Commercial Installation and Service Agreement THIS AGREEMENT is made October 14.2015,by and between SECURITY EQUIPMENT, INC and its directors,officers, shareholders,employees and agents, (collectively"SEI")and City of Omaha. Location of Customer's premises 1818 Jaynes Street, , Omaha. NE.68110. Subject to the terms and conditions hereinafter set forth, SEI agrees to sell, and provide a of the equipment specified on"Schedule of Protection",which is incorporated herein by reference. Note: Customer acknowledges and agrees that (1) additional equipment, at additional cost, can provide increased detection ability, (2) Customer has voluntarily elected to accept the System based on Customer's business reasons, i.e., cost, firm culture, Premises environment and conditions, insurance requirements, etc., (3) a second telephone line at the Premises is necessary to use the telephone while the System is transmitting data to the monitoring facility, (4)if the System is owned by SEI, Customer shall,at its sole cost, promptly and without demand return the System to SEI at the expiration or termination of this Agreement, (5) Customer has voluntarily elected delayed dispatch or no repeat dispatch services checked above for the purpose of reducing false alarms, notwithstanding the increased risk of loss or damage inherent in Customer's decision, and (6) Customer shall notify SEI of all ordinances or local policies of Proper Authorities that may affect SEI's performance of services to Customer and shall pay all fees and charges which may be assessed to Customer to comply with State or local statutes,ordinances,or regulations. Installation Charges: Customer Agrees to Pay SEI the sum of:$59.101 plus tax,if applicable. Deposit due upon Prewiring will be 50% non-refundable If necessary, remaining balance will be due upon substantial completion of installation_ Recurring Charges: Customer agrees to pay SEI the sum of plus tax, if applicable, per month for the lease or purchase of the system j) included in this proposal, prepaid annually for a period of five years. Method of payment by Customer may be by check, money order, credit card or EFT (Electronic Funds Transfer). If EFT is desired Customer authorizes periodic debits from Customer's bank account as stated above. SEI City of Omaha Submitted By: Robb Walker Signature: Approved By: Date: Date: Print Name: Prairie Construction Title: Email: 2238 S. 156 Circle, Omaha, NE,68130 1 P: (402)778-37591 F: (402)333-7616 www.sei-security.com • Des Moines, IA • Kansas City, KS • Lincoln, NE • Omaha, NE rropvsai Plumper: coo.7s-)-u 1i. .417 Iry Date: 10/14/2015 Terms & Conditions 1. Mom gag jj Charm,A finance charge of one and one-third(1 1/3%)percent per month sixteen(16%)percent per year will apply to all obligations not paid pursuant to the terms contained herein.Customer shall also pay to SEI an administrative fee(late charge)of five(5%)percent of any payment due hereunder received by SEI after the date on which such payment is due as liquidated damages and not as a penalty 2. AuIfamik Renewal.This Agreement shall automatically renew under the same terms and conditions for successive periods equal to the initial period unless either party gives written notice to the other at least thirty(30)days prior to the expiration date of their intention to terminate this Agreement. In the event this renewal provision is not effective, this Agreement automatically renews from month to month unless either party gives at least thirty(30)days written notice to terminate at the expiration of any such term. 3. HMI 1 Terminsse. Notwithstanding anything contained herein to the contrary.SEI may,in its sole discretion,terminate this Agreement,with or without cause and without any liability whatsoever,upon thirty(30)days notice to Customer.In the event such termination is without cause,SEI shall,upon the written request of Customer,refund any unearned service charges. 4. tome In Charges"SEI shall have the right to increase periodic charges at any time or times after the expiration of one(1)year from the date of this Agreement upon giving Customer written notice thirty(30)days In advance of the effective date of such change. If Customer is unwilling to pay the increased charge,Customer must notify SEI in writing twenty(20)days prior to the otherwise effective date of the change that this Agreement will be terminated on the effective date of the charge. SEI may at its sole discretion rescind the charge at which time the previous term will be binding on the Customer to the full remaining term of this Agreement. 5. jjgp by Customer, In the event of any breath of this Agreement by Customer,without limiting the rights of SEI under this Agreement at law or equity,SEI shall be entitled to retain all prepayments received and Customer shall immediately pay to SEI(1)all payments then due and payable,(2)all charges for labor,material and equipment incurred by SEI due to such default based on a time and material basis at SEI's then prevailing charges,and(3)since actual damages upon Customer's breach are difficult to determine,Customer agrees to pay one hundred percent 100%of all payments which would be due hereunder for the unexpired term as liquidated damages and not as a penalty. Upon Customer's breach SEI shall have no further obligation to perform under this Agreement. In addition,if any suit or alternative dispute resolution proceeding is instituted and SEI is the substantially prevailing party by judgment,award,finding or settlement,Customer shall pay directly or reimburse SEI for all of its costs and expenses including,without limitation or example,consultants'and professionals'fees and costs including,without limitation or example, reasonable attorneys'fees and costs as allowed by law. 6. nagt4 hlgEgli and ram In the event of any breach of this Agreement by SEI,Customer agrees to provide written notice to SEI specifically Identifying the nature of the breach and the provisions of this Agreement affected thereby,and to permit SEI to cure the breach within five(5)business days after receipt of the written notice or,if the breath cannot be reasonably cured within said period,to promptly commence to cure and diligently proceed until cured. If SEI cures any said breath as provided herein,this Agreement shall continue unabated t nd SEI shall not be liable to Customer for any loss,damage or expense arising out of or from,resulting from,related to,in connection with or as a consequence of any said brie ch. 7. agggiggigg td jlervice;;i-Dowy Look-Ogt, If equipment is leased by or loaned to Customer,title to any such equipment shall at all times hereafter remain in SEI. Customer understands and agrees hat SEI may,in its sole and absolute discretion,electronically lock out the access control panel or alarm communicator(collectively,the "Panel")in order to limit access to t e Panel to SEI only. Should Customer breach hereunder,or upon expiration or termination of this Agreement for any reason,or if the System excessively signals SEI's monitoring facility as a result of any cause other than SEI's sole negligence,Customer authorizes SEI to:(1)suspend service;(2)shut down the Panel and/or the System;and(:I)render some or all of the equipment incapable of sending a signal locally or communicating with any monitoring facility,and refuse to unlock the Panel. The exercise of .uch rights shall not be deemed a waiver of SEI's right to damages,and SEI shall have the right to enforce all other legal or equitable remedies or rights. 8. joitldgligD:Service;palms, Customer acknowledges and agrees that SEI and Representatives have no knowledge of existing hidden pipes,wires or other like objects within walls,floors,ceilings and other concealed spaces,and it is Customer's obligation to advise SEI of such hidden objects,failing which SEI and Representatives are released for any damages,tosses or expenses arising out of or from,in connection with,as a result of,related to or as a consequence of such hidden objects. SEI and Representatives make no representation of delivery and installation of equipment or commencement of services by any particular date. 9. Cross-Defsu& In the event SEI and Customer are parties to any other agreement,Customer acknowledges and agrees that a default by Customer under this Agreement or any other agreement between the parties shall be deemed to be a default by Customer under all such agreements between the parties permitting SEI to exercise any or all of its rights under any or all of such agreements in the sole and absolute discretion of SEI. 10. $Ej QM concerning!mangy gown. Customer agrees that SEI has no responsibility for the condition or operation of any equipment,device,or property of any sort belonging to Customer,the telephone company or others("Property"). If SEI provides service to Property,Customer agrees that all relevant terms and conditions of this Agreement shall apply to all such service and Customer shall pay for such service on a time and material basis. -1 ;.-at-any__t e_after-the.date_bereof additional wgrdpment9r service=are equested.or authorized by Customer,all sales, leases,_ installation and services supplied by SEI shall be subject to the terms of this Agreement only,except that additional charges shall be made for such additional sales,leases, installation or services. 12. Customer's Qyjy jg ply 14L Increased Sc9Jti, Notwithstanding anything to the contrary contained herein,if(I)any state or Federal statute or regulation,or(ii)any trade union jurisdictional dispute results In SEI Incurring any extra expense including,without limitation,paying higher compensation or wage rates to perform the installation and/or service,Customer hereby consents and authorizes SEI to incur such extra expense on behalf of and for the account of the Customer,and Customer shall pay SEI for all such costs incurred by SEI. 13. Communicatiopj Esylom.ntAnd services, Customer understands and acknowledges that the System may transmit data to a monitoring facility or elsewhere using one or more forms of communication equipment or services,including,without limitation,a telephone network,broadband over power lines("BPL"),voice(or data)over the Internet ("VOIP"),cable system or some form of wireless communications(e.g.,cellular or another form of radio transmission). Some or all of these communications equipment or services may access or incorporate the Internet,electric company lines,a local area network or some other form of computer network to transmit or retrieve data. For data transmitted by a telephone network,there are various types of telephone line service including,without limitation,direct wire,derived channel,multiplex,DSL,T-1,ISDN and various other forms of service. For data transmitted by a wireless communications service or equipment,such services and equipment are probabilistic by their nature and can be affected or delayed by nterference (e.g., ground interference), atmospheric conditions, static,transmission system operation, etc. acknowledges that for data transmitted or received via DSL,BPL.VOIP or other broadband or internet-based communication service,the System's ability to transmit or receive data or SEI's monitoring facility's ability to receive,or urderstand,data will be dependant upon the electric company's lines, Internet,Internet providers or computer network,and/or any such installation of broadband or intemet-based communication service may Interfere with the telephone line-seizure feature of the System. All broadband or intemet-based communication services should rise a telephone number that is different than the telephone number used by the System. Accordingly,Customer understands,acknowledges and agrees that the System is no.infallible and the transmission and receipt of data from the System,regardless of the communications equipment or type of service used,may be interrupted,circumvented or c therwise compromised. a. Transmission of Data.Customer understands and acknowledges that the System including,without limitation,the communications equipment or service used in the System is not s Jpervised.If the communications equipment or service is interrupted by any natural or human cause including,without limitation,any sort of interference (e.g.,f round interference or otherwise),or the loss of a telephone line or dial tone(either because the line is cut or otherwise),there will be no indication of such i iteruption at the monitoring facility unless Customer elects to use an available form of technology designed to detect and report such an interruption at addi ional cost.Further,if the communications equipment or service is incompatible,inoperative or interrupted,no signal will be received at the monitoring facility.(:ustomer may elect to use some form of redundant communication equipment or service(e.g.,telephone combined with some form of wireless communication)or Nome other form-of communication service or equipment as part of the System at additional cost. b. Monitoring Savior.Monitoring service consists solely of monitoring service personnel ("Operator")telephoning the governmental agencies or the telephone number supplied by Customer in writing("Proper Authorities")within a reasonable period of time under the circumstances at the monitoring facility including, without limitation or example,(1)the priority of the data that has been previously identified in writing("Listed Codes"),(2)when the Listed Code appears on the Operator's computer screen,or(3)when any voice communication or video transmission is received from the Premises.No monitoring service shall be rendered for signals received which are not Listed Codes or for voice communication which does not request assistance or for video transmission which does not clearly and conspicuously reveal the necessity for monitoring services. If"multiple zone delayed dispatch service" is checked above, no monitoring service will be rendered for any burglar alarm System unless Listed Codes from more than one zone of the burglar alarm System are received within five(5)minutes of each other.If"no repeat dispatch service"is checked above,no monitoring service will be rendered for the same Listed Codes or zones received from the System within sixty(60)minutes after SEI has contacted Proper Authorities to report receipt of Listed Codes at the Initials: 2238 S. 156 Circle,Omaha, NE,68130 I P:(402)778-3759 I F: (402)333-7616 www.sei-security.com • Des Moines, IA• Kansas City,KS • Lincoln, NE• Omaha, NE nrer.77sw+n'.1a' AV R+aa?wpas-1,Sr" - Date: 10/14/201541114111111411 Premises.Notwithstanding anything contained herein to the contrary,(a)upon receipt of a Listed Code or video transmission and pr-for to telephoning Proper Authorities,SEI may, in its sole and absolute discretion and without any liability,contact or attempt to contact the Premises or other telephone numbers or electronic mail addresses provided by Customer in writing as frequently as SEI deems appropriate to verify the necessity to report the receipt of a Listed Code to Proper Authorities,and(b)upon receipt of an abort code or oral advice to disregard the receipt of the Listed Code or video transmission,SEI may,in its sole and absolute discretion and without any liability,refrain from contacting F'roper Authorities or advise Proper Authorities of receipt of an abort code or oral advice to disregard the receipt of the Listed Code or video transmission.SEI's efforts to notify Proper Authorities shall be satisfied by advice by telephone to any person answering the telephone at the telephone number(s)provided to SEI in writing or by leaving a message with a telephone answering service or any mechanical, electrical,electronic or other technology permitting the recordation of%'Dice or data communications. c. SEI as Agent;Revocation;Ratification;Retroactive Date.Customer hereby appoints SEI as its agent to give direction to any monitoring facility which is a subcontractor of SEI,as If done by Customer concerning an}and all matters arising out of,from,in connection with,or related to the performance of monitoring services. The authority granted to SEI under this Section shall continue to be binding upon Customer until revocation in writing from Customer,shall have been actually received by SEI.No such notice shall affect anything done by(a)SEI in reliance hereon or pursuant hereto or(b)the monitoring facility pursuant to the request or demand of SEI prior to actual receipt by SEI of said written revocation.Customer hereby ratifies and confirms all prior and contemporaneous acts of;(c)the monitoring facility pursuant to the request of SEI;and(d)SEI pursuant to this section which Customer acknowledges and agrees shall be and is deemed to be retroactive to the initial date SEI or the monitoring facility performed monitoring services on Customer's behalf. d. SE1 Stink.If accepted,SEI hereby grants to Customer a non-exclusive,non-transferable license to use the SEI's E-Link to access,input,delete and modify Information through the intemet.Except for Customer's(a)failure to keep confidential all Information,passwords,etc.,(b)use of the license or the Information in any manner that negatively affects SEI, (c)use of the license or the Information for any Illegal purpose, or(d)violation of any applicable law,this license shall continue and be coextensive with the term of this Agreement.Customer shall be solely and absolutely responsible for the Information which it Inputs,deletes or modifies.Customer agrees that upon termination of this Agreement or termination or suspension of the license by SEI,SEI may immediately,and without notice,disable Customer's access to the Internet site and cancel all passwords or other access codes. e. Mall Notice.In the event Customer elects to receive automatic email notice of certain System events,e.g.,the arming or disarming of the System, Customer acknowledges,understands and agrees that any such notice is conditioned on(a)receipt of the data at SEI's central station,(b)the proper operation of communication equipment,services,systems and networks including,without limitation,the intemet,and(c)any failure,malfunction or delay in processing or transmitting the data by SEI's equipment or software.SEI is hereby released from any liability arising out of or from,resulting from or in connection with the failure, malfunction or delay of any such notice for any reason, including SEI's or Representative's sole, joint or several negligence of any kind or degree. f. Video Systems. If the System transmits video, Customer shall (1) provide and maintain adequate power and lighting for all cameras or other video-related equipment;(2)inform all persons on the Premises that they may be monitored by video;(3)not use or permit the use of video installed where any person may have a reasonable expectation of privacy;(4)use the video System for security surveillance and management services only;(5) not use the video System for any criminal,illegal,or otherwise unlawful activity;and(6)obtain and keep in effect all permits or licenses required for the installation and operation of the video System. g. Suspension of Service.Customer agrees that(1)SEI's obligations hereunder are waived automatically without notice,and 2)SEI is released for all loss,damage and expense in case the monitoring facility,communications equipment,network or services,or the transmission system are destroyed, damaged, Inoperable or malfunction for any reason whatsoever,for the duration of such interruption of service, and Customer shall be entitled to reimbursement of the unearned charge paid for the period of interruption on request of Customer and this shall be the limit of SEI's liability. h. NO WARRANTIES.THERE ARE NO WARRANTIES,EXPRESS OR IMPLIED,WHICH EXTEND BEYOND THE DESCRIPTION ON THE FACE OR REVERSE HEREOF,INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. i. U.L.Certified Systems.In the event the System is U.L.certificated,Customer shall pay SEI's prevailing initial and renewal certificate fees. In the event the System is activated without objective physical evidence of the m cessity for the activation and SEI dispatches an agent,Customer shall pay SEI's prevailing charge for dispatch of such agent.U.L.certificated systems satisfy the requirements of U.L.for the stated class and grade as of the date of installation.If in the future U.L. adopts new or different specifications for the certificate issued,SEI agrees,upon receipt of written consent of Customer,to perform all services necessary to satisfy the new or different specifications of U.L.for the certificate issued,and Customer shall pay all costs thereof at SEI's then prevailing charges. j. Right to Subcontract.SEI may subcontract for the provision of services under this Agreement.Customer acknowledges and agrees that the provisions of this Agreemerni Inure to the benefit o—fand3re applicabteto any sub ontraactors-engagedtiySE1 to-provide any service set-forth herein to Customer,and bind Customer to said subcontractor(s)with the same force and effect as they,ind Customer to SEI. k. Consent to Intercept,Record,Disclose and Use Content of Communications.Customer,for itself and as the authorized agent of its owners,partners, members, officers, directors, invitees, guests, agents, representatives and employees (individually and collectively, "Any Person"), hereby consents to SEI intercepting, recording, retrieving, reviewing, copying, disclosing and using the contents of all telephone, video, wire, oral, electronic and other forms of transmission or communication to which Customer and/or Any Person and SEI are parties. I. In the Event the System Is activated.For any reason whatsoever,the Customer shall(a)pay without recourse,or(b)reimburse SEI for any fines,fees,costs, expenses and penalties assessed against Customer or SEI by any court or govemmental agency. 14 Customer's aasbonstea V to Verity System Function. It is the Customer's sole responsibility to_ (a)Coafa'ms i 9f F.WI Confirm that the communications equipment,technology and services used to transmit data between the System and any monitoring facility are compatible with the System and any monitoring facility,especially when there are changes to such communications equipment,technology or services (e.g.,starting,discontinuing,changing,adding or removing call waiting,a Centres telephone system,answering machines,Derived Channel,DSL,T-1,BPL or VOIP service,or any telecommunications, radio, internet,satellite or other service or provider).(B)bang gf gaggamagl, Customer must test the System, communications equipment, technology and service periodically and whenever changes are made to communications equipment,technology or services for the System,Premises,data transmission or monitoring facility. (C)Acknowledaement 9f Po'tuntW Obsolescence,Customer understands,acknowledges and agrees that not all communications equipment,technology or services used to transmit data between the System and any monitoring facility are or will continue to be available from every telephone,radio,intemet,satellite or other service provider(collectively,"Provider").(1)In the event of any discontinuance,suspension,termination,modification or change in connection with any communications equip ment,technology,service or Provider,and there is a commercially reasonable alternative available in order to continue services under this Agreement,Customer hereby authorizes SEI to provide Customer with such alternative In SEI's sole and absolute discretion;(2)Customer shall be solely responsible to pay(or shall promptly reimburse SEI)for all costs of any Provider as well as charges by SEI to modify,substitute or replace any communications equipment,technology,service or Provider(at SEI's then prevailing rates on a time and material basis). Customer shall also be responsible for any increase in monthly charges under this Agreement for lease,service,monitoring,etc. in connection with,arising out of or from,as a result of or related to any discontinuance,suspension,termination,modification,change to or modification,substitution or replacement of the communications equipment, technology, service or Provider; (3)Any claimed inadequacy or failure of the System,the communications equipment, technology,service or Provider must be immediately reported to SEI or the Provider,as appropriate,for correction or repair service; (0)fig Waiver 9f Breach, SEI does not waive breach of this Agreement unless specifically waived in writing by SEI. If SEI waives any breach by Customer,it shall not be construed as a waiver of any subsequent breach. SEI's rights hereunder are cumulative,and may be exercised concurrently or consecutively and include all remedies available whether or not referred to herein.(E) Duties pi Elwin Who Emlitmt jRtai*sd By Third parties, Upon receipt of written notice from Customer,Customer's insurer,or other person having jurisdiction,SEI agrees to furnish and install all material and equipment required subject to availability,and Customer agrees to pay SEI for all costs on a time and material basis at SEI's then prevailing charges.(F)ISOy Service, If Customer provides SEI with keys,Customer agrees that SEI and Representatives are released for any loss,damage or expense to Customer due to the loss or theft of any keys. Initials: 2238 S. 156 Circle, Omaha, NE,68130 I P: (402)778-3759 I F: (402)333-7616 www.sei-security.com • Des Moines, IA• Kansas City, KS • Lincoln,NE • Omaha,NE rruposal tiurnuer: Loo03-3-U Date: 10/14/2015 .1 ' 15. DISCLAIMER/LIMITATION OF UABILITY AND WARRANTY.CUSTOMER UNDERSTANDS AND AGREES THAT SEI IS NOT AN INSURER.IT IS THE INTENT OF THE PARTIES THAT INSURANCE COVERING LOSS, DAMAGE OR EXPENSE ARISING FROM, OR RELATED TO THIS AGREEMENT, SHALL BE OBTAINED AND MAINTAINED BY CUSTOMER.RECOVERY FOR LOSS,DAMAGE EXPENSE SHALL BE LIMITED TO CUSTOMER'S INSURANCE.CUSTOMER RELEASES SEI FROM LIABILITY FOR ALL LOSS, DAMAGE AND EXPENSE. SEI, EXCEPT AS SET FORTH HEREIN, MAKES NO GUARANTEE, REPRESENTATION OR WARRANTY INCLUDING,IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE,EXCEPT AS MAY BE SPECIFICALLY PROVIDED HEREIN. CUSTOMER RELEASES SEI FROM ALL LIABILITY FOR ANY LOSS,DAMAGE OR EXPENSE WHICH MAY OCCUR PRIOR TO,CONTEMPORANEOUSLY WITH,OR SUBSEQUENT TO THE EXECUTION OF THIS AGREEMENT DUE TO IMPROPER OPERATION OR NON-OPERATION OF THE SYSTEM (INCLUDING,WITHOUT LIMITATION THE COMMUNICATIONS EQUIPMENT OR SERVICES NECESSARY TO TRANSMIT TO OR RECEIVE ANY DATA AT THE MONITORING FACILITY).SHOULD LIABILITY ARISE ON THE PART OF SEI FOR ECONOMIC LOSS, PERSONAL INJURY, OR PROPERTY DAMAGE (REAL OR PERSONAL) RESULTING FROM NEGLIGENCE BY SEI OR ITS REPRESENTATIVES WHICH OCCURRED PRIOR TO CONTEMPORANEOUSLY WITH,OR SUBSEQUENT TO THE EXECUTION OF THIS AGREEMENT INCLUDING BUT NOT LIMITED TO ANY CLAIM BROUGHT IN SUBROGATION,LAW,OR EQUITY,INCLUDING,WITHOUT LIMITATION,ANY GENERAL, SPECIAL,OR PUNITIVE,CUMULATIVE DAMAGES,IRRESPECTIVE OF CAUSE,SUCH LIABILITY SHALL BE LIMITED TO THE MAXIMUM SUM OF 8250.00 FOR SEI AND THIS LIABILITY SHALL BE EXCLUSIVE. (A)RELEASE QE INSURED LOSSES, CUSTOMER HEREBY RELEASES SEI AND REPRESENTATIVES FOR ALL LOSSES,DAMAGES AND EXPENSES(1)COVERED BY CUSTOMER'S INSURANCE POLICIES, (2) POLICY DEDUCTIBLES, CO-PAY PERCENTAGE, OR RETAINED LIMITS, (3) IN EXCESS OF AMOUNTS PAID BY CUSTOMER'S INSURANCE,AND(4)DUE TO UNDER INSURANCE.(B)WAIVER Mfillaffilfilnek.AS AN INDUCEMENT TO SEI TO ENTER INTO THIS AGREEMENT, CUSTOMER REPRESENTS,WARRANTS AND COVENANTS THAT CUSTOMER'S INSURANCE COMPANIES SHALL NOT HAVE(1)ANY RIGHTS CREATED BY A LOAN AGREEMENT,LOAN RECEIPT,OR OTHER LIKE DOCUMENT OR PROCEDURE,OR(2)ANY RIGHT OF SUBROGATION,INDEMNIFICATION OR CONTRIBUTION AGAINST SEI OR REPRESENTATIVES.(C))dDj �110N. CUSTOMER AGREES (1)THAT SEI SHALL HAVE THE RIGHT, BUT NOT THE OBLIGATION, TO DESIGNATE ITS ATTORNEYS TO CONTROL THE INVESTIGATION, DEFENSE AND SETTLEMENT OF ANY CLAIM OR SUIT AGAINST IT OR THEM.AND(2)TO PROTECT,INDEMNIFY,DEFEND(UPON THE REQUEST OF SEI OR REPRESENTATIVES)AND HOLD HARMLESS SEI AND REPRESENTATIVES FROM AND AGAINST AND PAY(WITHOUT ANY CONDITION THAT SEI OR REPRESENTATIVES FIRST PAY)FOR ALL CLAIMS,DEMANDS,SUITS,LIABILITIES,DAMAGES,JUDGMENTS, LOSSES AND EXPENSES INCLUDING,WITHOUT LIMITATION OR EXAMPLE,ATTORNEYS'FEES,WHICH MAY BE ASSERTED AGAINST OR INCURRED BY SEI OR REPRESENTATIVES BY OR DUE TO ANY PERSON NOT A PARTY TO THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION OR EXAMPLE, CUSTOMER'S INSURANCE, SEI OR CUSTOMER'S EMPLOYEES OR THE PERSONAL REPRESENTATIVE OF ANY EMPLOYEE (NOTWITHSTANDING ANY PROTECTIONS OTHERWISE AFFORDED CUSTOMER UNDER ANY WORKER'S COMPENSATION ACT,LAW OR REGULATION),FOR ANY EXPENSE,LOSS OR DAMAGE INCLUDING, WITHOUT LIMITATION,STATUTORY CIVIL DAMAGES,ECONOMIC DAMAGES,PERSONAL INJURY,DEATH OR PROPERTY DAMAGE,REAL OR PERSONAL ARISING OUT OF OR FROM, IN CONNECTION WITH,AS A RESULT OF,RELATED TO OR AS A CONSEQUENCE OF BREACH OF THIS AGREEMENT,RECORDING OF COMMUNICATIONS,VIDEO SURVEILLANCE/RECORDING,ACTIVE OR PASSIVE SOLE,JOINT OR SEVERAL NEGLIGENCE OF ANY KIND OR DEGREE OF SEI OR REPRESENTATIVES,PRODUCT OR STRICT LIABILITY,OR ANY CLAIM FOR SUBROGATION,CONTRIBUTION OR INDEMNIFICATION,WHETHER IN CONTRACT, TORT OR EQUITY. (NOTWITHSTANDING ANYTHING CONTAINED HEREIN TO THE CONTRARY,THIS PARAGRAPH SHALL NOT APPLY TO LOSSES AND DAMAGES OCCURRING WHILE SEI'S EMPLOYEE IS ON CUSTOMER'S PREMISES;PROVIDED,THAT SUCH LOSS AND DAMAGE IS CAUSED DIRECTLY AND SOLELY BY THE NEGLIGENCE OF THE SEI'S EMPLOYEE;PROVIDED,FURTHER,THAT COMPENSABLE DAMAGE UNDER THIS EXCEPTION SHALL BE LIMITED TO THE SEI'S INSURANCE POLICY COVERAGE AND THE AMOUNT OF PROCEEDS PAID OR RECEIVED FROM SETS INSURANCE POLICY APPLICABLE TO THE CLAIM,PROCEEDING OR ACTION.)._ 16. Inspection:Maintenance:Takeover Systems, a. Inspection of System and Services.Inspection service consists of providing all labor necessary and testing equipment to inspect only the visible equipment of the System,pursuant to the terms hereof,for the sole purpose of determining if said visible equipment is operative. Inspection service shall be performed periodically or as otherwise agreed in writing,conditioned on Customer contacting SEI to schedule an appointment for such service. b. Periodic Maintenance.Maintenance consists of providing all labor necessary to inspect the visible parts of the System and conditioned on Customer contacting SEI to schedule an appointment for such service,and to provide all necessary labor,material,parts and equipment to service the System at that time due to ordinary wear and tear only,pursuant to the terms hereof.All other service shall be paid by Customer on a time and material basis at SEI's then prevailing charges. e. Service on Leased Systems.If the System is leased and covered by maintenance services,upon receipt of notice from Customer of the necessity to service the System,SEI agrees,pursuant to the terms hereof,to provide all labor,material,parts and equipment to service the System due to ordinary wear and tear only.All other service shall be paid by Customer on a time and material basis at SEI's then prevailing charges. d. Limitation of Service Warranty.SEI makes no representation,promise,warranty or guarantee that there will be no interruptions of service or delay in performing service.SEI's sole obligation after receiving a service request is to dispatch a service employee to the Premises within a reasonable time after a service employee -becctrnies;available,during normal buulue a hum*exL.luding-Saturdays;S i t-of-Cuslomer's-request-todo-so.- e. Service of Systems Exclusive to SEI.It is understood and agreed by the parties that all service to the System shall be performed by SEI only,but Customer agrees that SEI's duly to service the System is subject to the availability of the original part or equipment from the original manufacturer,and to the terms of this Agreement and conditioned upon Customer notifying SEI of the necessity for such service.Customer agrees to pay SEI's minimum service call charge in the event Customer does not provide unrestricted access wren SEI attempts to provide service at the Premises.Further,customer agrees that all repair,replacement or modification to the System shall be performed by SEI only.Unless this Agreement provides otherwise,all such service shall be paid by Customer on a time and material basis at SEI's then prevailing charges. f. SEI Service to Existing Systems.If SEI takes cver rendering services to an existing System,in whole or in part,SEI reserves the right,in its sole and absolute discretion,to terminate this Agreement at any time by giving ten(10)days written notice to Customer in the event SEI determines, in its sole and absolute discretion,that there have been excessive active.tions of the System,that the Customer has abused the System or that the number of problems or cost of service has been or may become excessive,and Customer shall be entitled to reimbursement of the pro-rata cost paid for the then current period on request of Customer and this shall be the limit of SEI's lability. g. Remote Programming Services.Remote programming services consists of inputting,modifying,deleting and using electronic data concerning operation of the System through electronic communication between the System and SEI's office or monitoring facility.Customer hereby consents to SEI's performance of all such services pursuant to SEI's then prevailing charges for such services. 17. Aoolicabia Law.Choice of Forum. (A)Contractual Limitation of Actions.All claims,actions or proceedings,legal or equitable,against SEI or Representatives must be commenced in court within one(1)year after the cause of action has accrued,without judicial extension of time,or said claim,action or proceeding is barred.(B)Juriadlction,Venue and Waiver of Jury Trial.Each party hereby irrevocably agrees that all disputes under this Agreement shall be litigated exclusively in the State District Court In Douglas County,Nebraska,without reference to its conflicts of law rules.The interpretation of this Agreement shall not be construed against the drafter.Each party eonsent8 to the exclusive jurisdiction and venue of each such court in any such suit and waives any objection that it may have to jurisdiction or venue of any such suit.(C)Asslgnabllity of Agreement.This Agreement is not assignable by Customer except upon the written consent of SEI,which shall be in SEI's sole and absolute discretion.This Agreement or any portion thereof is assignable by SEI in its sole and absolute discretion.(D)Credit Investigation Report.Customer authorizes and consents to credit investigations and reports by SEI and any other person or entity that provides financing to SEI or to whom this Agreement may be assigned. 18. LIMITED WARRANTY(ONLY IF SYSTEM SOLD TO CUSTOMER) (A)LIMTTED WARRANTY QE FPtAI, SEI HEREBY WARRANTS TO CUSTOMER ALONE ONLY THAT ALL OF THE MATERIAL IS INSTALLED IN A GOOD AND WORKMAN-LIKE MANNER. IN THE EVENT THAT ANY PART,'EXCEPT FOR WIRING,SHALL BECOME DEFECTIVE WITHIN ONE(1)YEAR FROM THE DATE OF SUBSTANTIAL COMPLETION FOR THIS INSTALLATION,OR FOR A TERM EQUAL TO THAT PROVIDED BY THE ORIGINAL EQUIPMENT MANUFACTURER,WHICH EVER IS LESS, SEI SHALL REPLACE OR REPAIR THE DEFECTIVE PART WITHOUT CHARGE TO CUSTOMER. THIS WARRANTY IS NOT ASSIGNABLE. (B)DISCOVERY QE DEFECT, IF CUSTOMER SHALL DISCOVER A DEFECT IN THE PRODUCTS SUPPLIED UNDER THIS AGREEMENT, CUSTOMER SHOULD IMMEDIATELY CONTACT SEI IN WRITING OR BY TELEPHONE,AT THE ADDRESS AND TELEPHONE NUMBER SET FORTH ABOVE,AND FULLY DESCRIBE THE NATURE OF THE DEFECT SO THAT REPAIR SERVICE MAY BE RENDERED.(C)LIMITED EXPRESS WARRANTIES, EXCEPT AS SET FORTH IN Initials: 2238 S. 156 Circle, Omaha, NE, 68130 I P: (402)778-3759 I F:(402)333-7616 www.sei-security.com • Des Moines, IA• Kansas City, KS• Lincoln, NE• Omaha,NE 110 Date: 10/14/2015 aid••NI PARAGRAPH A,SEI AND REPRESENTATIVES MAKE NO EXPRESS WARRANTIES AS TO ANY MATTER WHATSOEVER,INCLUDING,AND WITHOUT LIMITATION,THE CONDITION OF THE EQUIPMENT,ITS MERCHANTABILITY,OR ITS FITNESS FOR ANY PARTICULAR PURPOSE;ALL OTHER WARRANTIES ARE SPECIFICALLY EXCLUDED. THIS WARRANTY DOES NOT COVER ANY DAMAGE TO MATERIAL OR EQUIPMENT CAUSED BY ACCIDENT,VANDALISM,CUSTOMER NEGLIGENCE, FLOOD,WATER,LIGHTNING,FIRE,INTRUSION,ABUSE,MISUSE,AN ACT OF GOD,ANY CASUALTY,INCLUDING ELECTRICITY,ATTEMPTED UNAUTHORIZED REPAIR SERVICE,MODIFICATION OR IMPROPER INSTALLATION BY ANYONE OTHER THAN SEI,OR ANY OTHER CAUSE OTHER THAN ORDINARY WEAR AND TEAR. SEI SHALL NOT BE LIABLE FOR ANY GENERAL,DIRECT,SPECIAL,EXEMPLARY,PUNITIVE,STATUTORY,MULTIPLE,INCIDENTAL OR CONSEQUENTIAL DAMAGES. CUSTOMER ACKNOWLEDGES:THAT ANY AFFIRMATION OF FACT OR PROMISE MADE BY SEI SHALL NOT BE DEEMED TO CREATE AN EXPRESS WARRANTY;THAT SEI DOES NOT MAKE ANY REPRESENTATION OR WARRANTY,INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS THAT THE SYSTEM OR SERVICE SUPPLIED MAY NOT BE COSEROMISED,CIRCUMVENTED,OR THE SYSTEM OR SERVICES WILL IN ALL CASES PROVIDE THE SIGNALING,MONITORING AND RESPONSE FOR WHICH IT WAS INTENDED;THAT CUSTOMER IS NOT RELYING ON SETS SKILL OR JUDGMENT IN SELECTING OR FURNISHING A SYSTEM SUITABLE FOR ANY PARTICULAR PURPOSE THAT THERE ARE NO EXPRESS WARRANTIES WHICH EXTEND BEYOND THOSE ON THE FACE OF THE AGREEMENT HEREOF,OR HEREIN, p / NDOT� WARRANTIES. W� N OF 19. J c t �with respect �described herein and supersedes I and atcommitments, contracts, express or implied, warranties, egress or implied, statements and NTY. nt contelne the Win Agreement beer/son riestporeneous negotiations, representations,whoever avian or oral,pedalling tomb,all of which PE be deemed merged berr this Agreement or inducement which is not expressed herein. Each party (A)Ne1Nnr piety has Whorl*to make or dim any representation,term.promise,condition,statement,wenan y, hq�any provision hereof(ora y represents that NAnbhs is not relying on any inducement In sgnbmg Lis agreement which is not expressed in this Agresms t.(1) this instrument,or of provisions as applied to any other circumstances,she bendaSsasd application to arg circumstances,be held Mewl,Wald or unenforceable b ththereby,and ccoontiinue in and�and remainder of the valid,of the subsisting. AN cheeps or amendments to this Agreement must be In writing and signed by eI parliee to be binding on the parties. 20. Egg[ Customer reprised,and warlords Met(a)hisitredessir cencelleion or termination of any contract,or(b)execution of this Agreement does not breech contract ea or oblivion to any other person. Customer agrees to protect,defend,indemnify and hold harmless SEI and Representatives from and spinet and pay for all claims,demands,suits,liabilities,losses,damages,judgments,costs and expenses Including,attorneys'fees and court costs arising out of or from,Customer's breech of Ms re0rseoMaton end werranty es alowed by law. 21. easkagagoggi Suggidgallag, Customer adaao'wtsdges and agrees that any duty or obligation of SEI or Representatives under this Agreement, is subject to and conditioned upon,among ether thbgs,the Premises not containing or being affected In any manner whatsoever by any public or private nuisance,ultra hazardous or dangerous activity or any hazardous substance("Fmirore entel Considerations"),or the violation of any applicable local,state or federal steads,ordinance,rule,regulation,order or court order arising out of or from,in connection with,reefing tom,retailed to or as a consequence of Environments'Considerations. In the event the Premises contain or are affected by Environments!Considerations,SEI may elect in Its sole and absolute discretion and vAlhot any lability whatsoever,to(I)terrines this Agreement pursuant to the paragraph tilled"Defenit of Customer",or(II)arm this Agreement. If SEI affirms this Agreement.Customer shall(a)immediately remove all Environmental Considerations at Customer's sole cost and expense and(b)pay Se for ail increased costs to perform Ms Agreement NOTICE TO CUSTOMER: CUSTOMER SPECIFICALLY ACKNOWLEDGES AND ACCEPTS THE DISCLAIMER/LIMITATION OF LIABILITY AND INDEMNITY PARAGRAPHS HEREOF.TERMS AND CONDITIONS ON THE REVERSE SIDE ARE AN INTEGRAL PART OF THIS AGREEMENT.CUSTOMER ACKNOWLEDGES RECEIPT OF A COPY OF CONTRACT.READ THE FRONT AND REVERSE SIDE OF ALL PAGES BEFORE SIGNING.IN WITNESS WHEREOF,the parties have executed this Agreement to be effective on the date of execution unless otherwise agreed to in vrttiing Initials: 2238 S. 156 Circle,Omaha, NE,68130 I P: (402)778-3759 I F:(402)333-7616 www.sei-security.com • Des Moines, IA•Kansas City,KS • Lincoln, NE •Omaha,NE c 2sA CITY OF OMAHA LEGISLATIVE CHAMBER Omaha, Nebraska RESOLVED BY THE CITY COUNCIL OF THE CITY OF OMAHA: WHEREAS, Prairie Construction, Inc. was awarded a contract by City council Resolution No. 52 on January 27, 2015, for OPW 52692, being the construction of the Northeast Joint Use Facility, 1818 Jaynes Street; and, WHEREAS, it is necessary to increase the contract to provide and install video surveillance and access control systems, as detailed in the attached Change Order No. 4, which by this reference is made a part hereof; and, WHEREAS, Prairie Construction, Inc. has agreed to perform these additional services for a total additional cost of $129,816.88, which is to be paid from the City Capital Improvement Fund, 13112, Pavement Maintenance Organization 116158. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF OMAHA: THAT, as recommended by the Mayor, Change Order No. 4 for Prairie Construction, Inc. to provide and install video surveillance and access control systems, added to OPW 52692, being the construction of the Northeast Joint Use Facility, 1818 Jaynes Street, is hereby approved. BE IT FURTHER RESOLVED: THAT, the Finance Department is authorized to pay an additional sum of$129,816.88, for the changes to the contract, from the City Capital Improvement Fund 13112, Pavement Maintenance Organization 116158. 1087tns APPROVED AS TO FORM: /CITY ATTORNEY DATE By41t1..I Councilmember Adopted F .B..2.3:..NI 7-0 Ci Clerk v�3 ae/ Pp A roveT--) .... Mayor NO ; %� Resolution by Res. that, as recommended by the Mayor, Change Order No. 4 for Prairie Construction, Inc. to provide and install video surveillance and access control systems, added to OPW 52692, being the construction of the Northeast Joint Use Facility, 1818 Jaynes Street is hereby approved; and that, the Finance Department is authorized to pay an additional sum of $129,816.88, for the changes to the contract, from the City Capital Improvement Fund 13112, Pavement Maintenance Organization 116158. 1087Atns ['resented to City Council FEB 232016 Adopted 7- a �Ltister ��/'�)ltil. City Clerk