General Terms and Conditions of Use of Web Service Trial

1. DEFINITIONS

In these General Terms and Conditions, the below concepts are defined as follows:

Device: a security appliance produced by DSC. A Device is identified by a reference code of the appliance.

Client or Installer: the legal entity qualified and authorized as installer of a DSC which takes part in the trial of the Service with DSC.

User: a juridical or physical person which owns a Device or in any case is a user of the same.

General Terms and Conditions: the present Terms and Conditions of use of the trial of the Service.

DSC: The DSC division of Tyco Safety Products Canada, Ltd., an Ontario, Canada corporation.

Party (Parties): the Client or DSC severally, and collectively the Client and DSC.

Service: the cost-free web-based service for the remote management and programming of the Device.

Trial: the trial phase during which the Client is offered with the Service by DSC under the General Terms and Conditions.

2. OBJECT

The purpose of the General Terms and Conditions is to determine the terms and conditions of subscription and use of the Service proposed by DSC to the Client during a trial phase.

The Trial does not prejudice future improvements of the Service and does not, in any case, give the Client the right to receive the Service and the performances thereon after the end of the trial.

3. DURATION

The General Terms and Conditions are effective towards the Client from the moment of their acceptance under the following terms and until the end of the Trial or until their termination.

The estimated duration of the Trial will cover a period of 6 months from the start of the service. DSC may decide to reduce or extend the Trial. In case of extension of the Trial, the Client will be informed by email or via communication on the web site of the new estimated duration.

At the end of the Trial and should the Service be confirmed and become commercialized also to be offered to the Users, DSC will inform the Client, as promptly as possible, of the procedure to follow in order to apply to and benefit from the Service after its Trial.

4. PURPOSE OF THE TRIAL

The Trial’s purpose is to allow DSC to collect technical information relating to the supply and performance of the Service, to verify possible critical elements for the Client while using the Service, and to collect advices, suggestions and comments in general from the Client relating to the ergonomics and functionalities of the offered program, of the website used for the configuration and programming of the Devices and in general on the quality and value of the Service.

5. SUBSCRIPTION OF THE SERVICE

In order to use the Service, the Client shall subscribe the Service by means of registration to the website www.DSCreachme.com, fill in the required blanks in the registration form and accept on-line the General Terms and Conditions by checking the correspondent boxes. The Client undertakes to give correct information. In case of incorrect information, DSC may withdraw from the Service in any moment and without notice under the following Section 10.

DSC will confirm to the Client its subscription of the Service by mail at the email address communicated during the registration. The Client shall validate the email address following the relevant instructions in order to complete the subscription.

In any case, the access or use of the Service implies acceptance of the last version of the General Terms and Conditions.

The Service shall become effectively operative provided that the Client has validated the confirmation email sent by DSC and complies with the technical supplying conditions of the Service, as described in Section 6 of the General Terms and Conditions.

The activation of the Service will immediately follow the validation of the email message by the Client.

The Client and the Users are the sole responsible for:

- Choosing and keeping the password communicated during the registration.
- The confidentiality and safety of the connection to the Device.
- All of the operations made by means of the Service. For this purpose, they shall immediately give notice to DSC of any non-authorized use or any other violation relating to the safety of the Service. DSC shall not be liable for possible damages or losses deriving from a non-authorized use of the Service, safe the case of negligence by DSC.

6. DESCRIPTION OF THE SERVICE

The Service allows the Client to remotely manage and program the Device via Internet. These services can be accessed by the Installer through its own PC via the www.DSCreachme.com web site.
The Service can be used any time, 24 hours per day, and 7 days per week but does not allow simultaneous access.

6.1. Technical Conditions for the Supply of the Service

6.1.1. Internet Access

In order to avail itself of the Service, the Client shall have a broadband Internet access with a telecom operator of its own choice. The Internet access is not part of the Service.

The Internet access shall provide, for the whole duration of the Service, a broadband connection supporting the data traffic generated by the Service so that the correct functioning of the Service is preserved.

The Service does not allow simultaneous access.

The configuration of the proxy server of the Client and/or its firewall can prevent or limit the correct functioning of the Service. The Client acknowledges such possible Service limitation and relieves DSC from any liability in connection thereto.

DSC shall have no responsibility or liability for any failure or distribution in the Client’s Internet access during Client’s use of the Service.

6.1.2. Minimal PC Configuration

In order to benefit from the Service, the Client needs a PC available with the following minimal requirements:

- PC minimal requirements and configuration: PC must be able to support Internet Explorer 7, Internet Explorer 8 and/or Firefox 3.6. The application will run as a web site on the client computer, and if the pc is running any of the specified browsers, it will have no issues to run the pages that it is serving.

- Browsers supported: Internet Explorer 7 and above and/or Firefox 3.6 and above.

The Client is and remains the sole responsible for the installation, use and maintenance of its materials. The minimal configuration may be subject to development as per section 6.2 below.
To access the Service, the most recent version of the [operating system/browser] is recommended.

Before subscribing the Service, the Client shall verify the compatibility of its application software and its systems, materials and machines with the Service.

6.2. Modification of Technical Specifications of the Service by DSC
DSC reserves the right to modify the technical conditions for the supply of the Service at any time, upon information to the Client on a 5 days notice. The Client will be informed of any such modification through the website.] or on any different IP address that DSC may decide. Modification will be applicable to the Service in due course.
6.3. Client Service
In order to reply to the Client’s questions in connection with the Service, DSC provides a free client service including the following:

6.3.1. FAQ and Guide

The FAQ provides the answers and the solutions to the questions most frequently asked in connection with the use and the conditions of the Service.
The guide can be freely downloaded from the website and shows in an easy and friendly manner the main phases of the configuration and use of the Service.

6.3.2. Alerting and Intervention in the Event of Malfunctioning

DSC will take appropriate measures for the positive outcome of the Trial, but it shall in no case be considered responsible for any trouble encountered along the Trial, for any malfunctioning as well as for the effects for the Client of any such malfunctioning. In any case of a malfunctioning of the Service, and considering the probationary nature of the Service, DSC will take reasonable measures to correct the encountered problems and to restore the Service at soonest. However, DSC does not undertake any warranty obligation respect to the restoration timing and the maximum interruption period of the Service

7. OBLIGATIONS OF THE CLIENT

The Client undertakes to use the Service (a) in compliance with the present Terms and Conditions and/or any specific instructions which may be communicated from time to time by DSC to the Client; (b) in a proper manner and in compliance with the applicable rules and regulations in force in the place in which the Service is supplied; (c) for the sole purposes of the Trial as specified in previous Section 4: in particular the Client acknowledges that the Trial excludes any right to advertise, transfer, license or distribute in any way the Service, even without compensation, directly or indirectly to a User or other third party..

The Client acknowledges and accepts that the subscription to the Service under Section 5 or in any case the use of the Service imply total and unconditioned acceptance of the present Terms and Condition, and particularly that:

- DSC cannot, and does not, assure the reliability of the technologies used in the framework of the Service, and of the communications made by means of the GSM communicator;

- The Service will be suspended in case of suspension of the broadband internet connection.

The Client shall collaborate and provide DSC with all the information relating to its organization, possible restrictions that could impact on the providing of the Service, on the technical and informatic system, and any information that could allow, facilitate or improve the supply of the Service during the Trial.

During the Trial, the Client shall:
- Complete possible on-line questionnaires on the website, being it understood that DSC could invite the Client not more that once per month by email at the address previously communicated by the Client during the registration and subscription of the Service.

- Notify by email possible dysfunction, errors, malfunctioning or problems it should find when using the Service.

The Client is solely responsible for the compliance with the present Terms and Conditions and, in case of improper and/or abusive use of the Service, DSC shall have the right to exclude the Client from the Trial.

The Client acknowledges that DSC is the sole and exclusive owner of all right, title and interest in and to the Service. Nothing contained in these General Terms and Conditions transfers to Client any license or right in any intellectual property of DSC, except for a limited, non-exclusive license to use the Service for the period of the Trial in accordance with these General Terms and Conditions.

8. CLIENTS RESPONSIBILITIES

The Client is solely responsible for the use of the Service, and in particular for:

- The use of its own login codes, as well as of any communication of any information it may have made available;

- The use of the Service, its Internet broadband access; the Client acknowledges that it knows the nature of the Internet, its technical specifics, and shall take all necessary and appropriate measures to protect its own data and/or software from any virus which may be present in Internet;

- The management and/or use of the data and information which the Client may have communicated via Internet.

The Client is and remains the sole responsible for the programming of the Devices and for the correctness, completeness and appropriate insertion and configuring of the programming parameters. The Service shall not be considered as the most effective and appropriate means of programming. It shall only be used for the modification of certain parameters and does not supersede or replace the on-site programming activities. Any misuse of the Service and/or of the device will entitle DSC to cease offering the Service and will entitle DSC to ask Client for all damages incurred.

9. DSC RESPONSIBILITIES

DSC excludes any warranty in connection with the Service. The Parties expressly agree that, during the Trial, DSC, to the maximum extent permitted by the applicable law, can not be considered liable for whatever reason and, more in detail, in the event of unavailability of the Service or for any damage or loss which could derive to the Client and/or its customers from the use of the Service (except for fraud or gross negligence by DSC). In any case, DSC is not responsible for the content of the data and information transmitted through the Service.

DSC can carry out, at any time, intervention which may temporarily limit the Service; in such event, DSC will make reasonable efforts to reduce any inconvenience that may derive to the Client thereupon. In the event that such intervention can affect the Service to the Client, DSC will make reasonable efforts to inform the Client of the date, time and anticipated duration of the Service’s interruption.

10. WITHDRAWAL

DSC reserves the right, without need of supplemental formalities, to discontinue the Trial of the Service or to suspend the, or withdraw from the supply of the Service at any time. DSC will use commercially reasonable efforts to inform the Client of the discontinuance of the Service by email or by posting a specific warning on the website , at least 5 days before the programmed interruption of the Service.

The Client acknowledges that at the end of the Trial, for whatever reason, DSC may disable the Client’s subscription and discontinue the Service, and the Client expressly waives any rights to the Service which it may have accrued during the Trial.

11. CONFIDENTIALITY

Within the Trial, any information that one Party may receive from the other shall be kept confidential, unless such information is expressly qualified as non-confidential from the Party from which the information is generated.

For the purposes of these General Terms and Conditions, the following shall not be considered as confidential information: (i) information that is generally known by third parties as part of the public domain as a result of no act or omission of the receiving party; (ii) information that was already independently known by the receiving party prior to receiving it from the disclosing party and was not received from a third party in breach of any obligation of confidentiality; (iii) information that was independently developed by the receiving party without reference to or reliance on the disclosing party’s confidential information; or (iv) information that is required to be disclosed by court order or other lawful government action, but only to the extent so ordered, and provided that receiving party promptly notifies the disclosing party of the pending disclosure in writing so that the disclosing party may attempt to obtain a protective order or otherwise protect the confidentiality of the information..

The Parties undertake not to use the received confidential information when not necessary for the Trial, and not to communicate such information to any third party, with the sole exception of their employees, and, in such event, exclusively for the needs of the Trial.

At the end of the Trial, for whatever reason this occurs, any Party which has received any confidential information undertakes to return to the disclosing party or destroy any copy it may have thereof.

12. PRIVACY

Personal data and any other information relating to the Client collected along the trial shall be collected, used and disclosed in accordance with the DSC.com Privacy Policy, available online at:

1.http://www.dsc.com/index.php?o=privacy Processing of such data will be made for the purposes of performing the trial as well as for possible marketing reasons.

2.Processing of such data will be made by personnel engaged in the performance of the Service, the maintenance of the registration and the exchange of information relating to the Service.

3.The Client has the right to:

update and rectify its data;

13. APPLICABLE LAW AND JURISDICTION

These General Terms and Conditions and any dispute arising hereunder or otherwise in respect of the Service shall be construed under and be governed in all respects by the laws of the Province of Ontario, Canada and in courts based in the City of Toronto , without regards to conflicts of law principles..

14. LIMITATION OF LIABILITY

Client understands and agrees that the Service is pre-release and not at the level of performance or compatibility of a final, generally available product offering. The Service) may not operate correctly and may be substantially modified prior to first commercial shipment, or withdrawn. ACCORDINGLY, TO THE MAXIMIM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, AND DSC EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS AND IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, QUIET ENJOYMENT, QUALITY OF INFORMATION, TITLE/NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE. DSC DOES NOT WARRANT THAT THE OPERATION OF THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE OR THAT DEFECTS IN THE SERVICE WILL BE CORRECTED. THE ENTIRE RISK ARISING OUT OF THE USE OR PERFORMANCE OF THE SERVICE REMAINS WITH CLIENT.. IN NO EVENT WILL DSC, ITS AFFILIATES OR ANY OF THEIR RESPECTIVE EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR ANY DAMAGES ARISING OUT OF OR IN CONNECTION WITH CLIENT’S USE OF THE SERVICE, INCLUDING, WITHOUT LIMITATION, ANY DIRECT, INDIRECT, SPECIAL, EXEMPLARY, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO, LOST PROFITS OR BUSINESS REVENUE, LOST BUSINESS, LOSS OF DATA, FAILURE TO REALIZE EXPECTED SAVINGS, OR OTHER COMMERCIAL OR ECONOMIC LOSS OF ANY KIND WHATSOEVER, WHETHER OR NOT SUCH DAMAGES ARE FORESEEABLE OR SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS DISCLAIMER AND LIMITATION SHALL APPLY REGARDLESS OF THE ACTION, WHETHER IN CONTRACT OR TORT, INCLUDING NEGLIGENCE

· Thick box: acceptance of the General T&Cs.

[ACCEPTANCE OF TS AND CS SHOULD CONTAIN THE FOLLOWING INFORMATION TO COMPLY WITH CANADA’S ANTI-SPAM LEGISLATION:

-.DSC BUSINESS NAME

- TYCO SAFETY PRODUCTS CANADA LTD. LEGAL NAME

- MAILING ADDRESS, PHONE NUMBER, WEBSITE AND E-MAIL ADDRESS

- STATEMENT THAT CLIENT CAN OPT OUT BY CONTACTING DSC AT ANY OF THE FOREGOING CONTACT POINTS

- CLIENT CONSENTS TO RECEIPT OF COMMERCIAL E-MAILS FROM DSC