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The whole point of the RMR contract is the expectation of continued recurring revenue. Although you hope every subscriber continues to perform we know from experience that various contingencies arise that causes some attrition. The subscriber goes out of business, goes broke, dies, cancels because your service because it isn't satisfactory or the subscriber can get it cheaper; the list goes on and on. From a practical standpoint you may have a policy of letting subscribers out of their contractual obligations, and I don't fault that position, but you should know when you can, and when you can't, hold your subscriber responsbile and liable for the balance of the contract term despite some contingency arising that you may consider good reason to terminate the contract obligation.
Death is certainly one contingency that usually arrives unexpectedly. You might be surprised to know that death does not relieve a person from contract obligations unless the contract specifically terminates on death. A decedent's estate [if there is one] is liable for the contractual committments. A contract by its terms can terminate on death. PERS contracts terminate on death but no mention of termination is found in other alarm contracts.
So what about the building that burns down. Can you still collect your fire alarm monitoring, service and inspection fees for the balance of that 10 year contract? The subscriber [if it's still around after the building burns down. Or in a burglar alarm scenario a burglary that wipes the subscriber out so that a burglar alarm is no longer needed] will certainly claim the defense of "impossibility of performance", which means that since it's impossible for you to continue performing the subscriber is relieved of performance. If you use the Standard Form Contracts the defense of impossibilty of performance in this situation will not work for the subscriber. A West Virginia appellate court describes the issue well:
" In syllabus point two of Waddy v. Riggleman, 216 W.Va. 250, 252, 606 S.E.2d
222, 224 (2004), this Court established four requirements that must be satisfied
for the doctrine of impracticability to apply, thereby excusing a party's
promised performance under a contract:
Under the doctrine of impracticability, a party to a contract who
claims that a supervening event has prevented, and thus excused, a
promised performance must demonstrate each of the following: (1) the
event made the performance impracticable; (2) the nonoccurrence of the
event was a basic assumption on which the contract was made; (3) the
impracticability resulted without the fault of the party seeking to be
excused; and (4) the party has not agreed, [*287] either expressly
or impliedly, to perform in spite of impracticability that would
otherwise justify his nonperformance."
The Standard Form Contracts expressly provide that the subscriber must continue to pay in spite of impracticality of performance. Whether you decide to enforce the contract is a decision you can make when and if the time comes. As a practical matter when there is impracticality of performance the subscriber does not have the wherewithal to pay you anyway, so pursuing a contract action would ordinarily be futile. A bankruptcy that follows a calmity would also get the subscriber out of continue performance, though you will be able to file a proof of claim in the bankruptcy court for your contractual damages and share in any distribution made in the bankruptcy case.
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TO SUBMIT QUESTIONS OR COMMENTS REPLY TO THIS EMAIL OR EMAIL Ken@Kirschenbaumesq.com. Most comments and questions get circulated.
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Speaking engagements:
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Electronic Security Association of Virginia, Annual Conference.and Trade Show. October 16, 2012 at Virginia Beach Resort Hotel and Conference Center. For more information contact Lynn Comer at lynn.comer@shenvalleysec.com; (800) 538-2322
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Want to schedule me, Jennifer or Dennis Stern for a speaking engagement? Alarm associations can book my presentation by calling Eileen in my office at 516 747 6700 x 312.
The Alarm Exchange
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This area is reserved for alarm company announcements, solicitations, offers, etc. Those wishing to sell or buy; borrow or lend; dealer program or dealer; central stations; insurance brokers; business brokers, insurance companies. Equipment to sell; looking for employees; subcontractors; mergers;
There is no charge to post a listing here. The listing is subject to review and approval and will be posted for approximately 10 days unless renewed. Include your contact information, phone, email and web site. Posting by category will depend on response to this forum. Send your post to Ken@KirschenbaumEsq.com.
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Help Wanted:
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Key West FL Alarm Company seeking experienced alarm technician. Send resume with references and salary requirements to scotts@barnesalarmsystems.com. No phone calls please.
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NYC alarm company looking for experienced alarm techs.and operators Call Dana 212 206 0900 or email to unitednyjobs@aol.com
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NYC central station looking for experienced general manager. Contact Ken Kirschenbaum at 516 747 6700 ext 301. All inquiries will be keep confidential.
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San Luis Obispo County, California -- Alarm Company looking for an alarm technician. Send resume to cristina@camesecurityalarms.com
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Long Island Central Station Alarm Company looking for experienced alarm technicians and central station operators. Excellent salary and benefits. E-Mail hr@lowittalarms.com or call 516-433-6960 ext. 215.
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Oakland, CA company looking for experienced electronic technician – alarms, CCTV, access control, intercoms, etc. Send resume and references to HR@reedbrothers.com or call Nancy at 800-400-5625 x158
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Bay Area, CA well established ADT Dealer is seeking a Technician Manager. Send email or resume to joshc@gaylordsecurity.com
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Long Island, NY based fire and security technology manufacturer is looking for:
1. experienced installation technicians who are interested in exploring a technical support role.
2. a Fire Product Marketing Manager to join their team in the company HQ in Amityville, NY
3. a Software Quality Assurance Tester
Send a current resume and salary requirements in confidence to rbaker@napcosecurity.com
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Merger and Acquisitions
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NY - looking to purchase fire alarm subscriber accounts in New York metropolitan area. call Bob WIlliams at Briscoe Protective Systems Inc at 888 274 7263 ext 211 or email bobw@briscoeprotective.com All calls strictly confidential
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Southeast Arkansas. Security Integration co very lucrative agricultural vertical market, but having difficulty attracting and retaining installers to keep up with our workload. Primarily commercial/industrial integration but with approx. 240 monitored alarm accounts. Largely residential, upscale accounts with approx. 20% commercial accounts. Will consider either selling alarm accounts to focus on surveillance/access control or will consider selling all and work as regional sales manager for purchaser. Market has loads of potential. For confidentiality reasons, please contact me at my "other" email address hogshogshogs@att.net.
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Central Stations
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Nationwide Digital Monitoring - monitoring all of America UL Listed; NYC FD approved
800 221 0826 www.NationwideDigital.com Contact Alan Ankeles aankeles@NationwideDigital.com
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U.S.A. Central Station Alarm Corp - monitoring throughout the United States Bart Didden 877-872-1266
bdidden@usacentralstation.com www.usacentralstation.com
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United Certified Central Station Inc - monitoring the New York City metropolitan area. NYC Fire Dept approved and UL Listed. Martin Lane 212 206 0900 http://www.weprotect.com/Monitoring%20station.html
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Counterforce Central Alarm Services Corp monitoring the NYC metropolitan area contact Gary Rose 718 575 3333 counterforce1@aol.com http://counterforcecentral.com/services/index.htm
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Metrodial Central Station - FDNY Approved and UL Listed. Contact Andy Lowitt at 866-900-METRO or andy@metrodial.com www.metrodial.com
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COPS Monitoring: Nationwide Burglary, Fire, PERS, Video, & Critical Environmental monitoring from 5 central stations copsmonitoring.com http://copsmonitoring.com/lp/kk.html or call Betty at 800-367-2677 x 1256
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All American Monitoring – throughout USA. UL, Five Diamond, licensed LisaF@AllAmericanMonitoring.com or call 800 318 9486 x 212 www.AllAmericanMonitoring.com
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RESPONSE CENTER USA – Monitoring burglar and fire alarms. PERS (Medical Alarms) Specialists UL Listed.
JD Benfer 866-489-4105 jdbenfer@rc-usa.com www.rc-usa.com
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United Central Control, Inc. - UL Listed, 5 Diamond Certified, serving the entire USA - contact Kathryn Schultz - 866-907-4712 or kschultz@teamucc.com http://www.teamucc.com/
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Business Brokers / Consultants
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Ron Davis Davis Mergers and Acquisitions Group Inc rdavis@graybeardsrus.com Office 847 955 2345
Cell: 847 910 7716 www.graybeardsrus.com
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Mitch Reitman S.I.C. Consulting, Inc. Tax and Financial services 817-698-9999 MReitman@sicc.us www.sicc.us
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Rory Russell Acquisition & Funding Services www.afssmartfunding.com (800) 354-3863 Cell 518-366-5111
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Insurance brokers / insurance companies for alarm industry
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Alice Cornett Giacalone, Senior Vice President - selling alarm E&O throughout the United States
Central Insurance Agency, (800) 917-2542 aliceg@ciainsures.com www.ciainsures.com
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Ralph A.Costa - specializes in alarm insurance in New Jersey and other states 973 835 8444
ralph@burglaralarminsurance.com http://www.burglaralarminsurance.com/category.aspx?id=MISC1
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Security America Risk Retention Group Alarm industry owned and sponsored E&O insurance – Call SARRG at 1-866-315-3838, or info@securityamericarrg.com. www.securityamericarrg.com
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Premier Alarm Insurance, Kristin Sikorski, Isle of Palms SC 29451 1-800-792-1728
info@premieralarminsurance.com www.premieralarminsurance.com
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Rick Gombar Insurance Services, Inc. CA. Rick Gombar, President 800-446-6227
Rick@gombarinsurance.com www.gombarinsurance.com
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Eclipse Marketing & Insurance Services. Larry St John, CIC, Pres. 800-530-4448, LStJohn@eclipseinsurance.com - ins for alarm industry www.eclipseinsurance.com
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Financial Services
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Alarm Financial Services - funding for alarm dealers throughout the United States.
www.alarmfunding.com or call Jim Wooster 866-204-9350x12.
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Educational and Training Programs
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New York State alarm license Approved 81-HOUR License Course www.mbfaa.com
contact Alan Glasser (718) 894-6712 mbfaa.ny@gmail.com
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NYS 81 hour approved training - contact NYBFAA 814-838-3093 Info@NYBFA.org) www.NYBFA.org
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New Jersey Fire Alarm, Burglar Alarm & Locksmith training. Exam Prep Training Series, Practice Exam and approved CEU courses. see www.NJCEUcenter.com or call Bob Shoremount 908-637-8557
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Response Center USA Seminar on Video Verification – Learn how any alarm company can easily use video to have a Verified Alarm Dispatch to the PD. Wednesday October 10, 2012 10 am to 4 pm. at DoubleTree Hotel (by Hilton), 37 N.E. Loop 410 (by the Airport), San Antonio, Texas 78216. Free lunch buffet
FREE (seating limited and you must RSVP) to JD Benfer 866-489-4105 jdbenfer@rc-usa.com
Event organized by: Response Center USA monitoring station– We do more than just dispatch!
Presenters: President of Videofied -- Tyco Head of Visonic – CEO of CheckVideo -- NICB - Pres of Response Center USA Special Guests: National Insurance Crime Bureau and Law Enforcement – working to teach Law Enforcement about video verification
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Marketing for the Alarm - Security Industry
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Bob Maunsell - Security Marketing Guru - www.SecurityMarketingGuru.com 508-835-1123 support@securitymarketingguru.com
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Technical Support
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Fire Alarm System Engineering
Fire Alarm Design Services. Complete code consulting, basis for design reports, AutoCAD, submittal documents. PE and NICET IV on staff. NY, NJ, PA areas. Contact Joseph Hayes, SET 914-645-1289 or HayesCPP@optonline.net
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Miscellaneous
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alarm contracts - get them at www.alarmcontracts.com
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alarm company valuation - go to www.WhatsMyAlarmCompanyWorth.com
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Legal service for acquisition or sale of accounts. Contact Ken Kirschenbaum, Esq https://www.kirschenbaumesq.com/page/kenneth-kirschenbaum at 516 747 6700 ext 301, Jennifer Kirschenbaum,Esq https://www.kirschenbaumesq.com/page/jennifer-kirschenbaum at 516 747 6700 ext 302 or Dennis Stern, Esq https://www.kirschenbaumesq.com/page/dennis-stern at 516 747 6700 ext 323
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Many of you are forwarding these emails to friends or asking that others be added to the list.
Please tell your friends and employees to go to the Home Page on my web site and sign up for the emails. Thanks.
You can read articles and order alarm contracts on my web site www.alarmcontracts.com
Ken Kirschenbaum,Esq
Kirschenbaum & Kirschenbaum PC
Attorneys at Law
200 Garden city Plaza
Garden City, NY 11530
516 747 6700 x 301
email: ken@kirschenbaumesq.com
phone: 516 747 6700
web: http://www.kirschenbaumesq.com