Surveillance Services Contract

SURVEILLANCE SERVICES CONTRACT

This Surveillance Services Contract (the "Agreement") is entered into as of Effective Date: by and between Client Name: , a/an organized under the laws of , with principal place of business at (hereinafter "Client"), and Service Provider Name: , a/an organized under the laws of , with principal place of business at (hereinafter "Provider").

RECITALS

WHEREAS, Client requires professional surveillance services for protection, monitoring, and security operations at specified locations; and

WHEREAS, Provider is duly licensed, trained, and equipped to perform surveillance services and to collect, manage, and report surveillance data in accordance with applicable law; and

WHEREAS, the parties desire to set forth the terms and conditions under which Provider will furnish such services to Client.

NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties agree as follows:

1. SCOPE OF SERVICES

1.1 Services. Provider shall provide surveillance services including but not limited to live video monitoring, recorded video capture, incident detection, patrol coordination, and written or electronic reporting (collectively, the "Services"). Provider will perform Services described in the Service Description below in a professional and workmanlike manner consistent with industry standards.

2. TERM AND TERMINATION

2.1 Term. The term of this Agreement shall commence on Term Start Date: and shall continue until Term End Date: unless earlier terminated as provided herein.

2.2 Termination for Convenience. Either party may terminate this Agreement for convenience upon providing written notice to the other party not less than days prior to the effective date of termination.

2.3 Termination for Cause. Either party may terminate immediately upon material breach by the other party if such breach is not cured within thirty (30) days after written notice specifying the breach.

3. FEES AND PAYMENT

3.1 Fees. Client shall pay Provider fees in accordance with the Fee Schedule. The base service fee is per .

3.2 Invoicing and Payment Terms. Provider shall invoice Client monthly in arrears unless otherwise agreed. Invoices are due and payable within days of invoice. Late payments shall accrue interest at a rate of on the unpaid balance.

4. PERSONNEL, BACKGROUND CHECKS AND CONDUCT

4.1 Personnel. Provider shall ensure that all personnel assigned to perform Services are qualified, properly trained, and, where required, licensed under applicable law.

4.2 Background Checks. Provider shall perform and maintain documentation of criminal background checks, identity verification, and drug screening for all personnel assigned to Client premises. Provider shall not assign any individual who fails such screening.

4.3 Standards of Conduct. Provider shall require personnel to comply with Client rules while on Client premises. Provider personnel shall wear identifying insignia where applicable and shall act in a professional manner.

5. EQUIPMENT; ACCESS TO PREMISES

5.1 Equipment. Provider shall supply and maintain all surveillance equipment required to perform Services except as otherwise specified. Ownership of Provider-supplied equipment shall remain with Provider unless otherwise stated in writing.

5.2 Access. Client shall provide Provider reasonable access to premises, cabling, power, and network infrastructure as required for installation and operation of equipment. Client acknowledges that Provider's access is limited to the areas expressly identified in the Service Locations field.

6. CONFIDENTIALITY

6.1 Confidential Information. Each party acknowledges that it may receive Confidential Information of the other party. "Confidential Information" means non-public information disclosed in connection with this Agreement, including surveillance footage and related data.

6.2 Obligations. Each party shall hold Confidential Information in strict confidence, shall not disclose it to third parties except to personnel or subcontractors who have a need to know and are bound by confidentiality obligations, and shall use the information solely to perform obligations under this Agreement.

6.3 Exceptions. Confidential Information shall not include information that is or becomes publicly available through no breach of this Agreement, is rightfully received from a third party without restriction, or is independently developed.

7. DATA PROTECTION, RETENTION AND USE OF FOOTAGE

7.1 Data Handling. Provider shall collect, process, store, and transmit surveillance data in a manner consistent with applicable privacy and data protection laws. Provider shall implement commercially reasonable technical and organizational measures to protect surveillance data against unauthorized access or disclosure.

7.2 Retention. Provider shall retain recorded footage for a period of days unless otherwise agreed in writing or required to preserve footage for an active investigation.

7.3 Access to Footage. Requests for access to footage shall be handled in accordance with Client's instructions and applicable law. Provider shall document all disclosures of footage and shall only disclose footage to law enforcement upon valid legal process or as required by law, provided Provider shall notify Client of such disclosure when permitted by law.

8. INCIDENT REPORTING; RESPONSE

8.1 Reporting. Provider shall report incidents, suspicious activity, and breaches to Client within hours of discovery and shall provide a written incident report detailing the facts, footage references, and corrective actions taken.

8.2 Response. Provider shall coordinate with Client and, where necessary, with emergency responders to address incidents. Provider shall preserve relevant footage and chain of custody when an incident may result in legal action.

9. INSURANCE

9.1 Insurance. Provider shall maintain at its expense commercial general liability insurance, professional liability (if applicable), and workers' compensation insurance in amounts sufficient to cover its obligations under this Agreement. Minimum limits for commercial general liability shall be per occurrence.

10. INDEMNIFICATION

10.1 Provider Indemnity. Provider shall indemnify, defend and hold harmless Client and its officers, directors and employees from and against any and all claims, losses, liabilities, damages, costs and expenses arising out of Provider's negligence, willful misconduct, or breach of this Agreement, including claims arising from the acts or omissions of Provider's personnel.

10.2 Client Indemnity. Client shall indemnify, defend and hold harmless Provider from claims arising out of Client's negligence, provision of false or misleading information, or Client's failure to provide agreed access or instructions.

11. LIMITATION OF LIABILITY

Except for liability arising from a party's gross negligence, willful misconduct, or indemnification obligations, neither party's aggregate liability under this Agreement shall exceed the total fees paid by Client to Provider under this Agreement in the twelve (12) months preceding the claim or , whichever is greater.

12. SUBCONTRACTING

Provider may subcontract performance of Services provided that Provider remains responsible for the acts and omissions of its subcontractors and obtains written agreements requiring confidentiality and compliance with this Agreement. Client consent to subcontracting is: checked indicates consent

13. COMPLIANCE WITH LAWS

Each party shall comply with all applicable federal, state and local laws, rules and regulations in performing its obligations under this Agreement, including but not limited to privacy, surveillance, wiretapping, and labor laws. Provider shall maintain all licenses and permits necessary to perform the Services.

14. NOTICES

All notices, requests, consents and other communications required or permitted under this Agreement shall be in writing and delivered to the parties at the addresses set forth below or to such other address as a party designates by written notice.

15. AMENDMENTS; WAIVER; COUNTERPARTS

This Agreement may be amended or modified only by a written instrument executed by both parties. No waiver of any provision shall be effective unless in writing signed by the waiving party. This Agreement may be executed in counterparts, each of which shall be an original and all of which together shall constitute one and the same instrument.

16. GOVERNING LAW; ENTIRE AGREEMENT; SEVERABILITY

16.1 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to its choice-of-law principles.

16.2 Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals and communications, whether written or oral.

16.3 Severability. If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

17. MISCELLANEOUS

17.1 Relationship of Parties. The parties are independent contractors. Nothing in this Agreement shall be construed to create a partnership, joint venture, or employer-employee relationship.

17.2 Publicity. Neither party shall use the other party's name, logo, or trademarks in any advertising or publicity without the other party's prior written consent.

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