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Town of Boston Highway-SOS FA Retrofit - CPQ-1236102 Johnson Controls Reference:CPQ-1236102 Proposal #: 1 Date: 04/07/2026 Page: 5 of 12 with local codes. Any additional services or equipment required Act”). As required under 6 C.F.R. 25.5 (e), to the maximum will be provided at an additional cost to Customer. extent permitted by law, Company and Customer hereby agree 5. Limitation of Liability; Limitations of Remedy. Customer to waive their right to make any claims against the other for any understands that Company offers several levels of protection losses,including business interruption losses, sustained by services and that the level described has been chosen by either party or the irrespective employees, resulting from an Customer after considering and balancing various levels of activity resulting from an “Act ofTerrorism” as defined in 6 protection afforded and their related costs. It is understood and C.F.R. 25.2, when QATT have been deployedin defense agreed by Customer that Company is not an insurer and that against, response to, or recovery from such Act of Terrorism. insurance coverage shall be obtained by Customer and that 7. Indemnity. Customer agrees to indemnify, hold harmless amounts payable to Company here under are based upon the anddefend Company against any and all losses, damages, value of the services and the scope of liability set forth in this costs,including expert fees and costs, and expenses including Agreement and are unrelated to the value of Customer’s reasonabledefense costs, arising from any and all third party property and the property of others located on the premises. claims for personal injury, death, property damage or economic Customer agrees to look exclusively to Customer’s insurer to loss, arising in any way from any act or omission of Customer recover for injuries or damage in the event of any loss or injury. or Company relatingin any way to this Agreement, including but Customer releases and waives all right of recovery against not limited to theServices under this Agreement, whether such Company arising by way of subrogation. Company makes no claims are based uponcontract, warranty, tort (including but not guaranty or warranty, including any implied warranty of limited to active or passivenegligence), strict liability or merchantability or fitness for a particular purpose that otherwise. Company reserves the rightto select counsel to equipment or services supplied by Company will detect or avert represent it in any such action. Customer’sresponsibility with occurrences or the consequences there from that the respect to indemnification and defense of Company with equipment or service was designed to detect or avert.It is respect to Monitoring Services is set forth in Section18 of this impractical and extremely difficult to fix the actual damages,if Agreement. any, which may proximately result from failure on the part of 8. General Provisions. Customer has selected the service Company to perform any of its obligations under this level desiredafter considering and balancing various levels of Agreement. Accordingly, Customer agrees that Company shall protection afforded and their related costs. All work to be be exempt from liability for any loss, damage or injury arising performed by Company will be performed during normal directly or indirectly from occurrences, or the consequences working hours of normal working days (8:00 a.m. - there from, which the equipmentor service was designed to 5:00p.m.,Monday through Friday, excluding Company holidays), detect or avert. Should Company be found liable for any loss, as defined by Company, unless additional times are specifically damage or injury arising from a failure ofthe equipment or described in this Agreement. All work performed unscheduled service in any respect, Company’s liability shall be limited to an unless otherwise specifiedin this Agreement. Appointments aggregate amount equal to the Agreement price (as increased scheduled for four-hour window. Additional charges may apply by the price for any additional work) or, where the time and for special scheduling requests (e.g.working around equipment material payment term is selected,Customer’s time and shutdowns, after hours work). Company will perform the material payments to Company. Where this Agreement covers services described in the Service Solution (“Services”) for one multiple sites, liability shallbe limited to the amount of the or more system(s) or equipment as described in the Service payments allocable to the site where the incident occurred. Solution or the listed attachments (“Covered Company’s liability with respect to Monitoring Services is set System(s)”).UNLESS OTHERWISE SPECIFIED IN THIS forth in Section 18 of this Agreement. Such sum shall be AGREEMENT, ANY INSPECTION (AND, IF SPECIFIED, complete and exclusive.IN NO EVENT SHALL COMPANY BE TESTING) PROVIDED UNDER THIS AGREEMENT DOES LIABLE, FOR ANY DAMAGE, LOSS, INJURY,OR ANY OTHER NOT INCLUDE ANY MAINTENANCE, REPAIRS, CLAIM ARISING FROM ANY SERVICING, ALTERATIONS, ALTERATIONS, REPLACEMENT OF PARTS, OR ANY FIELD MODIFICATIONS, CHANGES, OR MOVEMENTS OF THE ADJUSTMENTS WHAT SO EVER, NOR DOES IT INCLUDE COVERED SYSTEM(S), ASHEREIN AFTER DEFINED, OR THE CORRECTION OF ANY DEFICIENCIES IDENTIFIED BY ANY OF ITS COMPONENT PARTS BY CUSTOMER OR ANY COMPANY TO CUSTOMER. COMPANY SHALL NOT BE THIRD PARTY. To the maximum extent permitted by law,in no RESPONSIBLE FOR EQUIPMENT FAILURE OCCURRING event shall Company and its affiliates andtheir respective WHILE COMPANY IS IN THE PROCESS OF FOLLOWING ITS personnel, suppliers and vendors be liable to Customer or any INSPECTION TECHNIQUES, WHERE THE FAILUREAL SO third party under any cause of action or theory ofliability, even if RESULTS FROM THE AGE OR OBSOLESCENCE OF THE advised of the possibility of such damages, for any(a) special, ITEM OR DUE TO NORMAL WEAR AND TEAR. THIS incidental, consequential, punitive or indirect damages of any AGREEMENT DOESNOT COVER SYSTEMS, EQUIPMENT, kind; (b) loss of profits, revenues, data, customer opportunities, COMPONENTS OR PARTS THAT ARE BELOW GRADE, business, anticipated savings or goodwill; (c) business BEHIND WALLS OR OTHER OBSTRUCTIONS OR interruption; or (d) data loss or other losses arising from EXTERIOR TO THE BUILDING, ELECTRICAL WIRING, AND viruses, ransomware, cyber-attacks or failures or interruptions PIPING. to network systems. The limitations of liability set forth in this 9. Customer Responsibilities.Customer shall regularly test Agreement shall inure to the benefit of all parents, subsidiaries the System(s) in accordance with applicable law and and affiliates of Company, whether direct or indirect, manufacturers’ and Company’s recommendations. Customer Company’s employees, agents, officers and directors. shall promptly notify Company of any malfunction in the 6. Reciprocal Waiver of Claims (SAFETY Act). Certain of Covered System(s) which comes to Customer’s attention. This Company's systems and services have received Certification Agreement assumes any existing system(s) are in operational and/or Designation as Qualified Anti-Terrorism Technologies and maintainable condition as of the Agreement date. If, upon (“QATT”) under the Support Antiterrorism by Fostering Effective inspection, Company determines that repairs are Technologies Act of 2002, 6 U.S.C. §§441-444 (the “SAFETY recommended, repaircharges will be submitted for approval by Fire, Security, Communications, Sales & Service Offices & Representatives in Principal Cities throughout North America © 2024 Johnson Controls Fire Protection LP. ALL RIGHTS RESERVED