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sub won't return contract and wants ins certificate / do emails and PO constitute a contract June 17, 2017

KEN KIRSCHENBAUM, ESQ
ALARM - SECURITY INDUSTRY LEGAL EMAIL NEWSLETTER / THE ALARM EXCHANGE
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sub won't return contract and wants ins certificate /   do emails and PO constitute a contract
June 17,  2017
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sub won't return contract and wants ins certificate
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Ken
    For customers who refuse to send back monitoring contracts would it be appropriate to refuse to send them alarm certificates for their insurance companies? 
Anon please
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Response
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    Alarm certificate for insurance?  Heck no.  And you shouldn't be providing monitoring service or any other service without a signed contract; that's fully signed, by the subscriber and you.  If you are reckless enough to provide alarm / security / fire services without a proper Contract then I suppose you can issue the certificate. 
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do emails and PO constitute a contract
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Ken
    We have a client and the relationship is that when they need service they call us.  They did not sign our contract and we did not sign their contract.  I am passing this on to my insurance company as well.  
    Here is the scenario.  They call for service, we send a quote and then they email a work order that tells us to proceed.  In your opinion, does this constitute a contract between the two parties?   I am asking only for insurance purposes to not give the insurance company a reason not to address a claim.  We recently switched back to an insurance company that provides broad form coverage rather than the limited policy we had with another company.
name withheld
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Response
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    A "contract" between the parties means a meeting of the minds of your "deal".  Certainly a bunch of emails and a purchase order can contain all of the elements needed to meet the criteria of a contract.  Also, a contract can be verbal, no writing, except when a writing is required by law.  Generally contracts that can be performed within a year are not required to be in writing, which is to say that the Statute of Frauds prevents verbal contracts that cannot be performed within a year.  
    But why are we even having this discussion?  It's close to the above question and my response is pretty much the same.  There is a reason you are supposed to use "approved" Standard Form Agreements.

    Doing service work on a per call basis without a proper contract is especially troubling because you're putting your company at risk for the cost of a service call.  I can almost see taking a chance when you're getting a major job with significant RMR for a long term, but a service call?  
    Thinking that you might be covered by your insurance carrier for a claim, so who cares about a proper contract, is a major mistake.  Your carrier may not cover the claim, may not cover all of the claim or may have policy limits sufficient to cover the claim.  You can't rely on your insurance carrier when you make bad decisions because the claim may be outside of coverage or beyond the coverage.  
    So your emails and the PO will be instrumental in establishing the terms under which you performed your service call, but it's highly unlikely that those written instruments will have any of the protective provisions you know are in your Standard Form Agreement, in your case the Fire All in One.
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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
516 747 6700
www.KirschenbaumEsq.com
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