KEN KIRSCHENBAUM, ESQ ALARM - SECURITY INDUSTRY LEGAL EMAIL NEWSLETTER / THE ALARM EXCHANGE You can read all of our articles on our website. Having trouble getting our emails? Change your spam controls and white list ken@kirschenbaumesq.com ****************************** Can you shorten or extend statute of limitations / webinar registration February 17, 2022 ******************** Webinars Schedule: See below for details and Registration ***************** February 22, 2022: common legal issues in buy-sell deals February 24, 2022: issues buying or selling alarm company and broker's roll March 1, 2022: All-in-One Operations and Accounting Software for Security Integrators March 8, 2022. Recruiting, hiring and retaining field talent ******************** Can you extend statute of limitations ******************** The Standard Form Agreements have a provision which shortens the statute of limitation for causes of action that have a time period of more than one year. This contractual provision shortens the time the subscriber has to commence an action or start arbitration is limited to one year from the accrual of that cause of action. That generally means the date of the loss because that’s when the cause of action accrues. The provision shortening the time a subscriber can sue you is rarely challenged. If that provision becomes an issue you know you are dealing with a problem potential customer because most likely many more provisions were challenged, and most of those are more important to you than the shortening time to sue. Recently I had a “lawyer” customer [with $20 a month for monitoring] challenge the Residential All in One and after I rejected most of his objections we landed on the one year contractual shortening time to sue provision; it’s one year in the contract and he wanted more time. So a few issues: Is the shortening contract provision enforceable? Generally the answer is yes, it is enforceable though it is subject to being reasonable. First let me tell you what’s not reasonable. * a shortening provision that starts on the date of the contract rather than on the date of the occurrence of the cause of action. The reason for this is because with such a provision the right to sue could have expired even before the cause of action arose, which makes no sense. [and yes, lawyers have drafted it this way] * a period of time less than one year from the accrual of the cause of action. There are many cases approving a one year time period; anything less and you’re taking a chance. There may be good reason to use a period shorter than one year, but you will probably have to justify it if it because an issue. What about a challenge that really wants to push the envelope and the potential customer demands that the contractual period to sue is beyond the statute of limitation. So, as an example, in New York the subscriber-claimant has three years to start a tort [negligence] action and six years to start a breach of contract action. The potential customer wants two extra years, or even one extra year. Is that enforceable? I bet it surprises you that the answer is that it’s not enforceable [at least in New York]. A recent appellate court case held” Although parties may agree AFTER a cause of action has accrued to extend the statute of limitations, an agreement to extend the statute of limitations that is made at the inception of the contract [which creates the liability] will be unenforceable because a party cannot IN ADVANCE make a valid promise that a statute [such as of limitations] founded in public policy shall be inoperable. Statutes of limitations express the public policy of “giving repose to human affairs”. NY App Div 2d. Spada v Aspen University Decided February 2022 You learn something new every day if you keep your eyes open. ****************** Webinars: Registration - sign up today ********************** Webinar Title: common legal issues in buy-sell deals When: February 22, 2022, at 12:00PM Eastern time Topic Details: common issues to consider in smaller buy-sell transactions Presented by: Jesse Kirschenbaum, Esq. Kirschenbaum & Kirschenbaum Who should attend: Company owners, CEOs, CFOs Register here: https://attendee.gotowebinar.com/register/1255265567049106699 ********************* Webinar Title: issues buying or selling alarm company and broker's roll When: February 24, 2022, at 12:00 PM Eastern time Topic Details: How to prepare for negotiations and what to expect Presented by: Ron Davis and Kelly Bond of Davis Mergers & Acquisitions Group Who should attend: Company owners, CEOs, CFOs Register here: https://attendee.gotowebinar.com/register/2395407448165624590 ************************ Webinar Title: All-in-One Operations and Accounting Software for Security Integrators When: March 1, 2022 12 PM ET Topic Details: Software platform created specifically for the security installer industry. FieldHub tackles some of the thorniest operational arenas that other platforms leave behind, including RMR management and inventory tracking, all on a robust, native general ledger platform to keep your revenue and expenses in sync. Learn how FieldHub provides a single system to manage leads and proposals through project and field service management, inventory, recurring/deferred revenue management, and full accounting. Presenter: Miles Fawcett, CEO FieldHub Inc. miles@fieldhub.com Phone: 202.417.8196 Hosted by: Ken Kirschenbaum,Esq., Who should attend: Company owners, CEOs, CFOs, Manager, back office personnel who work with management software Register Here: https://attendee.gotowebinar.com/register/6859015638805983246 **************************** Webinar Title: Recruiting, hiring and retaining field talent When: March 8, 2022 12 PM ET Topic Details: Even before the pandemic, hiring and retaining field talent in the security industry was growing increasingly difficult. This webinar will explore the best ways to find talent, prequalify them and develop enthusiasm to consider joining your team as well as how to quickly determine if a candidate’s psychomotor skills match their resume. Webinar will discuss skill matrixes and why they are valuable tools to incentivize and retain talent, help improve morale and promote consistent, transparent compensation. Presenter: Peter Goldring, SET, NICET #143428 Fire Alarm Systems, Level IV, ACFE Certified Fraud Examiner. Peter M. Goldring Consulting LLC Phone 516-640-1410 peter@goldringprotection.com www.goldringprotection.com Hosted by: Ken Kirschenbaum,Esq., Who should attend: Company owners, CEOs, CFOs, Manager, Human Resource Personnel Register Here: https://register.gotowebinar.com/register/7491717510381999116 ************************ Comments on abort or cancel signals from article on January 22, 2022 ************************* Ken This is regarding the January 22, 2922 post about inconsistent response by “central station” to abort or cancel signals generated by an alarm system. From the relatively wide variety of responses by different operators at the central station it appears to be an “operator training issue”. A central station should have a regular training regimen for operators with ”retraining” on a regular basis. The central station should also be establishing standards regarding information and instructions that each dealer should supply when a new account is set up. Example - when we set up new residential account for burg and fire we instruct central station to call protected premises twice before dispatch, if no contact made or incorrect password, dispatch. Abort or cancel signal from alarm system does not change the above instruction. An abort or cancel signal from the alarm system could easily be generated by customer under duress. Seth Oginz Security Consultants Unlimited *************************** Another comment ************************** Ken, Regarding Anon and Abort/Cancel Signals from Jan 22, 2022: Different alarm companies, of course, may want their signals handled different ways for a variety of reasons, but here are some suggestions which have proved useful over the years: First, here are some descriptions which may be useful: Abort/Cancel signal Duress disarm signal Duress password Panic alarm signal The Abort/Cancel Signal is a signal which is sent after a normal non-emergency disarm. I suggest that the central station always call the client on this signal. It gives the client an opportunity to give to the central station the Duress Password, which will be explained below. It also give the client a warm fuzzy to know that his system is actually working, communicating with the central station, and that an actual person saw the signal and responded to it. That builds loyalty, knowing that when he makes his monitoring payment, that there really is someone "watching over" him, and he is not just sending money into a black hole, wondering if his system is actually working while hoping for the best. It is a contact with the client. The Duress Disarm Signal is a signal which is sent to the central station when the client disarms with a special disarm code instead of the regular disarm code. This feature can be used in the instance in which a client is being forced by the bad guys to disarm the system. The code can be anything, including something simple and easy to remember, such as reversing the first two digits of the regular disarm code. Most alarm panels can be programmed by the alarm company to send a standard disarm signal when that user disarm code is entered. The alarm siren is programmed by the alarm company to NOT sound. The central station will usually NOT call the premises so as to not alert the bad guys that anything is amiss. But if the central station does happen to call, then the client would give the Duress Password. The central station would notify the authorities that there was a duress situation, NOT a regular burglar alarm signal. The Duress Password is a verbal word or phrase which the client would use any time he is talking with the central station and there is a duress situation underway, and the client cannot actively ask for help. Perhaps the bad guys are standing next to him when the central station calls and asks if everything is OK. The client could then reply that everything is OK, but give the Duress Password instead of the usual password. The central station would say something to the effect of "OK Have a good evening." or similar. The central station would then notify the authorities that the client was on location and he actively gave a verbal duress password. Duress and Panic verbal passwords and signals usually are given a higher priority than a standard burglar alarm signal. Well, they were in previous staffing level times. A Panic Alarm Signal is a signal the alarm panel would send if a panic button on the keypad was pressed. Most keypads have this feature. Pushing the panic button usually is programmed to sound the local siren. The central station could call the premises and ask for a password. Perhaps the person who pushed the panic button could give further info which could be passed on to the authorities. The central station would call the authorities and say that the panic button at the premises was actively pushed by someone at the location, and stress it was not just a burglar alarm signal. I feel that the person who pays the central station is the one who gets to specify, within reason, how signals are handled, not the central station. Most modern central station automation software has the ability to attach instructions to the operators about how to handle each signal. Attaching instructions which pop up when a signal arrives for each type of signal would help eliminate different operators handling the signal differently. In this time of staffing shortages, specific instructions attached to each kind of signals would help poorly or partially trained operators better know how to react to that signal. If any central station cannot or will not follow the alarm company's instructions, then the relationship with the alarm company and the central station needs to be re-evaluated. If the central station says, "my way or the highway", then the highway might be the better answer in the long run. There are several central stations listed in Ken's Alarm Exchange which would be glad to follow reasonable instructions given by the alarm company on how to handle alarm signals and passwords. Ken, please list me as Anon *************************** Response *************************** It’s important for central stations to train operators and there should be standard procedures for responding to common signals. I believe companies like NFPA, ETL and UL offer guidelines for response. Whatever the procedure it should be in writing, it should be available to the dealers and it should be provided to the customers upon request. We are not talking about a central station’s proprietary training manual, but a list of signals and how they are to be responded to. Despite operator training, technology sophistication, pop-up instructions, I think it increases risk when a customer asks the dealer and the dealer asks the central station to deviate from standard procedures. I think it adds to operator mistakes. So be careful what you ask for. *********************** To order up to date Standard Form Alarm / Security / Fire and related Agreements click here: www.alarmcontracts.com *************************** CONCIERGE LAWYER SERVICE PROGRAM FOR THE ALARM INDUSTRY - You can check out the program and sign up here: https://www.kirschenbaumesq.com/page/concierge or contact our Program Coordinator Stacy Spector, Esq at 516 747 6700 x 304. *********************** ALARM ARTICLES: You can always read our Articles on our website at ww.kirschenbaumesq.com/page/alarm-articles updated daily ******************** THE ALARM EXCHANGE - the alarm industries leading classified and business exchange - updated daily ************************* Wondering how much your alarm company is worth? Click here: https://www.kirschenbaumesq.com/page/what-is-my-alarm-company-worth ****************************** Getting on our Email List / Email Articles archived: Many of you are forwarding these emails to friends or asking that others be added to the list. Sign up for our daily newsletter here: Sign Up. You can read articles and order alarm contracts on our 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 ken@kirschenbaumesq.com www.KirschenbaumEsq.com
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