Monitoring Terms and Conditions

Special Conditions:

(a) Subject to the remaining provisions set out in these Special Conditions, TIS shall, during the Term use its reasonable endeavours to support and assist the Customer in obtaining and utilising the Monitoring Services.

(b) The Customer acknowledges that TIS does not provide the Monitoring Services itself and that, accordingly, TIS shall, to the extent it is permitted to do so under its contracts with the MS Provider, endeavour to transfer to the Customer the benefit of any warranty, guarantee or other commitment given by the MS Provider but otherwise gives no warranty or guarantee in connection with the provision of the Monitoring Services and, to the extent permitted by law, excludes any liability to the Customer in respect of the Monitoring Services other than as expressly provided in these Special Conditions.

(c) The provision of the Monitoring Services to the Customer is governed by the MS Provider’s terms and conditions as provided to the Customer from time to time and the current version of which is set out in Appendix 2 to the Agreement (the Monitoring Terms). The Customer agrees that it shall, to the extent possible and practicable, observe and comply with any obligations of the “Customer” or the “End-User” (as those terms are used in the Monitoring Terms).

(d) The Customer agrees and acknowledges that TIS has accepted certain obligations and liabilities under the Monitoring Terms in relation to the Customer’s systems and otherwise in relation to the provision of the Monitoring Services by the MS Provider and, in relation to which TIS relies on the Customer to provide information and co-operation to enable TIS to perform and meet those obligations (and the Customer’s attention is drawn to section 3 of the Monitoring Terms – Customer’s Obligations). Accordingly, the Customer agrees:

(i) that it shall take all reasonable steps to assist TIS in fulfilling its obligations under the Monitoring Terms;

(ii) that it shall implement any recommendations which are reasonably required by TIS (whether in relation to the Customer’s Systems or otherwise) in order to enable TIS to meet its obligations under the Monitoring Terms; and

(iii) that it shall reimburse TIS in full if TIS suffers or incurs and cost, claim, expense or similar liability under or in connection with the Monitoring Terms except to the extent any such liability results from a breach by TIS of the terms of the Agreement or negligence on the part of TIS.