WHEREBY IT IS AGREED that SGA Security Limited shall carry out the service described, subject to the Standard Conditions and Special Provisions

as hereinafter provided.

STANDARD CONDITIONS

1) DEFINITIONS

In this Agreement the following expressions shall have the following meanings: -

a) “Home Security Solution” shall mean all devices and any other equipment installed at the premises including any cabling or wiring.

b) "The date of commencement" shall mean the day the Home Security Solution is installed at the Subscriber’s premises.

c) "The earliest date of termination" shall mean twenty-four months after the Date of Commencement.

d) “Premises” shall mean that location wherein The Subscriber has requested the installation of the Home Security Solution and where

The Subscriber has all the necessary rights, title and authority to permit SGA Security Limited to enter the same to install or uninstall the Home Security Solution.

2) SERVICE

i) SGA Security Limited shall install a Home Security Solution at the Premises prescribed by the Subscriber.

ii) SGA Security Limited shall, in support of the Home Security Solution, provide an alarm response service to The Subscriber following the receipt of an alarm at SGA Security Limited’s Control Room which resource shall be based within a seven-kilometre radius of the Subscriber’s Premises.

ii) The alarm response service is provided for the exclusive use and benefit of the occupants and visitors to The Premises.

ii) SGA Security Limited shall periodically inspect the Home Security Solution installed on the premises to ensure the same is functioning correctly.

iii) The Home Security Solution shall remain the property of SGA Security Limited throughout the continuance of this Agreement and The Subscriber understands that no third party shall in any way interfere with any part of the Home Security Solution installed on the Premises.

3) CHARGES

i) A monthly subscription charge for the Service herein above described shall be levied per month dependent on the Home Security Solution package selected by the Subscriber.

ii) The Subscriber shall pay, in advance, a refundable deposit equal to two month’s Subscription Fee prior to the commencement of Service.

iii) Frivolous misuse of the Home Security Solution which occasions an unwarranted visit by SGA Security Limited’s alarm response service shall attract a surcharge of shs 4,500/= per visit.

The charges stated are subject to Value Added Tax at the rate determined by the government.

4) EXTENT OF LIABILITY

a) If, pursuant to the provisions set out herein and subject to the following sub-clauses set out hereunder, any liability on the part of

SGA Security Limited shall arise (whether under the express or implied terms of this Agreement, or at Common Law, or in any other way) to The Subscriber for any loss, injury or damage of whatever nature directly arising out of, or connected with the provision of, or

purported provision of, or failure in provision of the service covered by this Agreement, such liability shall be limited to the payment by SGA Security Limited by way of damages of a sum which shall not in any circumstances exceed a total of Kenya Shillings Twenty

Thousand (Kshs 20,000/-) in respect of any one incident. The Subscriber shall indemnify and keep indemnified SGA Security

Limited against any claims, demands or legal action arising from any third party where the loss or injury that has occurred is over and above the liability limit set out in this clause 4(a).

b) SGA Security Limited shall not under any circumstances whatsoever be liable for, nor shall the indemnity mentioned in clause 3(a) herein extend or apply to any loss, damage or injury or any indirect loss arising from the performance of or failure by SGA

Security Limited to perform a duty extraneous to this Agreement which SGA Security Limited or its employees or other personnel

may at the express wish of The Subscriber have undertaken to perform (whether such loss, damage or injury or indirect loss be

due to the negligence of SGA Security Limited or of its servants or agents or to any other cause whatever) unless SGA Security

Limited has agreed in writing to carry out such extraneous duty and the written agreement is signed by a Director of SGA Security Limited.

c) SGA Security Limited shall in no case be liable for any consequential loss.

5) THIRD PARTIES

The Subscriber shall not directly or indirectly procure or permit any person, other than SGA Security Limited or the authorized

representative of SGA Security Limited to repair or tamper with the Home Security Solution or any part thereof. Should The Subscriber

breach this Condition then SGA Security Limited shall be entitled to determine this Agreement and to remove the Home Security Solution.

The Subscriber shall indemnify SGA Security Limited against all costs incurred by SGA Security Limited in consequence of a breach of this

Condition.

www.SGAsecurity.com Home Security Solution – Terms & Conditions

SPECIAL PROVISIONS

1) VARIATIONS OF THE CONDITIONS

No variation, extension, omission or cancellation of the express terms of the Standard Conditions and Special Provisions of this Agreement

shall be binding upon SGA Security Limited unless and until it is confirmed in writing under the hand of a Director or the Secretary of SGA

Security Limited. For the avoidance of doubt, it is declared that no person, other than such Director or Secretary of SGA Security Limited

has any authority to negotiate or enter into any commitment on behalf of SGA Security Limited, the effect of which would, or might, (but for this present clause) involve SGA Security Limited in any legal liability whatsoever.

2) TERMINATION OF THE AGREEMENT

a) Subject to Provision 2(b), this Agreement shall remain in force from the Date of Commencement of the Service until the Earliest Date of

Termination and shall continue thereafter until terminated by either party giving to the other not less than three calendar month's previous

notice in writing to that effect or payment in lieu of notice.

b) This Agreement may be determined by either party forthwith if: -

i) The other party shall commit any breach of its obligations hereunder, provided that written notice of such breach is given to the

offending party, and the said breach is not rectified within seven days of receipt of the said notice or;

ii) The other party (being an individual) shall commit an act of bankruptcy or;

iii) The other party (being a corporation) shall go into liquidation other than for the purpose of reconstruction or amalgamation or;

iv) The other party shall suffer the appointment of a Receiver of any of its property or income or make any deed or agreement with or composition for the benefit of its creditors generally.

c) If The Subscriber terminates this Agreement before the Earliest Date of Termination, or shall cause SGA Security Limited to terminate this Agreement with The Subscriber for breach on the part of The Subscriber, then The Subscriber shall pay to SGA Security Limited as a penalty all monies that would have been paid until the Earliest Date of Termination of the Agreement.

3) PAYMENTS

a) During the continuance of this Agreement The Subscriber shall pay SGA Security Limited the charges set out monthly in advance by Credit Card, Debit Card or Mobile Money Service. If at any time The Subscriber fails to pay any amount under this Agreement when due, then without prejudice to its other rights and without thereby incurring any liability, SGA Security Limited shall be entitled to suspend performance of its obligations under this Agreement until such payment and any associated interest have been received in full by SGA Security Limited. During such suspension, the Subscriber shall continue to remain liable for the payment of all monthly Service Fees.

b) Furthermore, if at any time during the continuance of this Agreement, any failure to collect payment, not rectified by The Subscriber within seven days after notification of such failure by SGA Security Limited, will be deemed as a material breach of the terms of this Agreement and may entitle SGA Security Limited to exercise its right to terminate the same. Upon such termination, SGA Security Limited reserves the right to invoice for the service for the entire remainder of the period as defined in Clause 2 c hereof and thereafter immediately withdraw any service and/or equipment provided to The Subscriber under this Agreement.

c) In the event The Subscriber terminates this Agreement without fully paying all monies due to SGA Security Limited, SGA Security Limited shall be entitled to register The Subscriber and The Subscriber’s debt with a registered credit reference bureau and/or any other credit reference agencies.

d) The Subscriber agrees that in the event of default of the settlement of any account due, The Subscriber shall pay upon demand all reasonable costs, charges and legal expenses including any collection cost incurred by SGA Security Limited in recovering the outstanding amount from The Subscriber as well as the cost incurred in registering The Subscriber with the relevant credit reference agency.

e) The Subscriber accepts that no payments to be made by SGA Security Limited to The Subscriber under Clause 5 (a) of the Standard Conditions of this Agreement or for any other reason shall be made in circumstances where any outstanding Service Fees remain unpaid by The Subscriber to SGA Security Limited.

4) JURISDICTION

This Agreement shall be exclusively governed and construed in accordance with the laws of the Republic of Kenya and all or any disputes, actions and other matters relating thereto will be determined in accordance with such law.

5) DISPUTE RESOLUTION

If anything should occur between the parties that creates a dispute between them, then the party claiming that a dispute has arisen in relation to this Agreement shall notify the Authorised Representative of the other party of the dispute through the mode provided for in this Agreement giving details of the dispute. Where any dispute under this Agreement remains unresolved within thirty days from the date on which the Notice setting out the nature of the dispute is served by one party to the other (which period shall include mutual discussion between the senior personnel of the parties), then such dispute shall be referred for Mediation by an accredited Mediator. Once referred to Mediation the parties shall agree on a Mediator within three weeks from the referral to Mediation. Should the parties fial to agree on a Mediator within the stipulated period, they shall make a request to the Dispute Resolution Centre, Kenya to propose a suitable accredited Mediator for the dispute who shall be appointed within thirty days. After appointment of a Mediator and where parties have failed to resolve the dispute within sixty days after commencement of the Mediation process or any other time frame that the parties may expressly agree upon, then either party shall be at liberty to commence relevant Court proceedings. Neither party shall commence Court proceedings (except proceedings seeking interlocutory relief) in respect of a dispute arising out of this Agreement unless it has complied with this Clause.

THE SUBSCRIBER HEREBY CONFIRMS THAT THEY HAVE READ AND UNDERSTOOD ALL THE TERMS, CONDITIONS AND SPECIAL
PROVISIONS SET OUT IN THIS AGREEMENT.

Rescue.co Membership Terms and Conditions

We know that terms & conditions can often be confusing, so just like our services - we’ve tried to make ours easy to use and understand. By calling our dispatch center, or messaging rescue.co dispatch services via chat, whatsapp or sms, regardless of your Membership or Customer status, you agree to these terms and conditions.

About

The following Terms and Conditions apply to rescue.co’s Membership which is provided by Rescue Connect Ltd (hereinafter known as rescue.co) of P.O. Box 2578, Nairobi Kenya 00606 (PVT|2016|012206).

Eligibility

Here are the situations in which you can access rescue.co services:

1. If you’re a Member subscribed to, or included in, a contract for one of the services provided by us.

2. If you are a dependent or part of a household of a Member with a current, valid membership.

3. Your membership or contract subscription is valid and not expired.

4. Anybody who calls for assistance during an ongoing emergency, who is either a Member or Customer who agrees to pay premium one-off fees for rescue.co and rescue.co affiliated partner services, where services are not already included in a valid Membership.

5. For avoidance of doubt, a household comprises of a member, their spouse and children and any domestic worker or family member who habitually resides at the member’s household.

Geographic Scope

You can only receive rescue.co services that you’re eligible for within Kenya. We cannot assure you of services beyond Kenya or in areas where service provision is impossible, reasonably impractical, or unsafe, including without limitation geographical remoteness, war (whether declared or undeclared), civil or other hostilities, or political unrest.

Payment of Membership Fee

1. Only Memberships that have been paid in full will receive rescue.co services.

2. In case you exhaust the callouts you have during your membership or need services that fall under Exceptions, you will have to pay for the services in advance.

3. The Membership Fee, once paid, is non-refundable.

4. You cannot transfer Membership. Program Limitations

1. The ground ambulance membership has a maximum of two (2) ground ambulance interventions, per household, per year within Kenya.

2. Any ground ambulance evacuation exceeding 30 KMs shall be billed an extra charge of KES.250 per extra kilometer.

3. We currently work with an average SLA of 15 minutes in urban areas and 25 minutes in rural areas.

4. Services provided under this Program come into effect 48 hours after completion of the Membership Submission and payment of the Membership Fee.

Exceptions

1. If rescue.co cannot verify you as a Member, then you will not have access to the service.

2. More than the designated number of interventions or maximum expenditure per household per annum under each package during the year.

3. Any cost or expense that is not covered by the relevant Membership package and not approved in advance and in writing by rescue.co and/or not arranged by rescue.co.

4. Any event occurring outside of Kenya.

5. Any expense related to a Member engaging in or attempting to commit an unlawful act.

6. Any expense related to a Member participating in civil unrest, terrorist or militia activity.

7. Any expense incurred as a result of the Member engaging in active service in the armed forces or police of any nation; active participation in war (whether declared or not), invasion, the act of a foreign enemy, hostilities, terrorist, counter-terrorism, civil war, rebellion, riot, revolution or insurrection.

We will always attempt to assist Members on a fee-for-service basis for Interventions falling under these Exceptions as long as the Member agrees to pay the additional fees.

Our Non-Member Fees for Service are as follows:-

● Basic Life Support Ambulance - Kes. 25,000 per ambulance callout.

● Advanced Life Support Ambulance - Kes. 54,000 per ambulance callout.

Cancellation or No-Show of Member

If you call upon rescue.co for response to an emergency and you are not found on the scene or decide to not be evacuated or assisted, this will be counted as an intervention.

General Provisions

Indemnication

The Member agrees to compensate, defend and hold rescue.co, its subsidiaries, and affiliates, and their respective directors, officers and employees, harmless from and against any and all claims, suits, actions, proceedings, or liabilities of any kind, including reasonable attorney’s fees and expenses, arising out of your wrongful conduct, omission or fault.

Force Majeure

rescue.co shall not be liable for failure to provide services and/or delays caused by acts of God, strikes, or conditions beyond its control, including but not limited to, road conditions or disruption of services by local laws, regulators or regulatory agencies. rescue.co shall notify you of any circumstance likely to cause service disruption as soon as possible.

Conduct of Others

rescue.co will not be responsible for any loss resulting from any advice given, services provided or any acts or omissions of any service provider including, providers of medical services, security, towing services, information services and transportation and logistics services, and any medical facilities who are referred by rescue.co unless it is rescue.co’s negligent acts or omissions, or willful misconduct.

Consequential Damages

rescue.co is not liable for any kind of loss, damages, costs, charges, fees or expenses, including loss of prots, loss of income, loss of business or loss of use.

Time Limitations

Any and all legal actions and claims that come up under this Program shall be barred unless written notice is received by rescue.co within one (1) year of the date of the event that caused the action or claim.

Other Limitations

The services are compiled from sources that rescue.co considers to be reliable or are expressions of opinion from its Emergency Service Providers. rescue.co has made reasonable commercial efforts to ensure the accuracy of the information, based on reasonable judgment of circumstances at the time.

These Terms and Conditions are between you, the Member, and rescue.co. They do not involve or imply any third parties are involved or have rights to rescue.co services.

Fraudulent Statement

Any fraud, misstatement, or concealing of information - in any communications with our dispatch centre staff or our affiliated partners, during the sign up or subscription process, or during an emergency - by the Member, Customer, or any persons receiving services from rescue.co dispatch or one of our service provider partners, will render the Program null and void, you will not have access to any benets and services, and you will be liable for any damage or harm incurred during the service or interaction with rescue.co or any rescue.co affiliated partner.

Authorization

rescue.co may require you and/or your immediate family to use written authorization and releases prior to providing services.

Third Party Acts (Subrogation)

rescue.co has every right to bring a claim against a third party that caused rescue.co to provide Rescue.co services.

Amendment

rescue.co can change these Terms and Conditions at any time and will provide written notice. The change will apply 7 days from the date of the written notice.

Relationship

The relationship shall be that of an independent contractor; not a relationship of employment, partnership, or joint venture, between you, the Member, and rescue.co.

Neither the Member or rescue.co can act on behalf of the other. The Membership is not a contract of insurance nor is a rescue.co a duciary services provider or any other type of health plan, insurance administrator or financial services provider or agent of such.

Dispute Resolution

Any dispute, controversy or claim arising out of or in connection to this Agreement, or breach, termination or invalidity thereof shall be settled by arbitration in accordance with the Nairobi Centre for International Arbitration Rules. The costs of arbitration (including fees and expenses of the arbitrators) shall be shared equally between Rescue.co and the Customer. Disputes, if any, should be resolved as follows: (Step 1) By senior management of the Company and the Member/Customer, (Step 2) Failing Step 1, by arbitrator or arbitration panel agreed on by both parties or as specied in these terms and conditions; (Step 3) Failing Step 2, by a court of competent jurisdiction.

Governing Law

This Agreement shall be governed in all respects by Kenyan law.

Notice

All notices shall be given to rescue.co or the Member at the addresses in these terms and conditions. Digital and soft copy notices and signatures are acceptable.

Medical Condentiality and Data Protection

Rescue.co shall treat all details of personal medical records obtained through the performance of the emergency response service with strict condentiality. We shall store and transfer such data in accordance with applicable laws and our privacy policy, a copy of which can be found at rescue.co/privacy. You may only receive such personal medical records in accordance with all applicable data protection and privacy laws and to similarly agree to handle such information in accordance with applicable data protection and privacy laws. You have the right to access any of your personal data and medical records by written consent to the email in this document. Unless there is a legitimate and legal reason for retaining call transcripts or service records, communication transcripts or information, you have the right to request the complete deletion of your personal and medical records. There will be no right of access to personal medical records by external parties unless there is a reasonable and legitimate requirement to do so to prevent harm during an ongoing emergency, or with the member’s explicit written consent or by a court order. In relation to data protection, we shall process and transfer the members’ personal data in accordance with the relevant legislation and we shall comply with the rights of the individuals to whom the provision of the emergency response services relates.

Communication consent

By signing up for a rescue.co Membership on the rescue.co website, in person, over the phone, or through one of our integrated partner applications, or by requesting rescue.co emergency services as a Customer, you consent to receiving - via email, WhatsApp, and SMS to the email and phone numbers that you share with rescue.co - authorization tokens, membership and payment-related communications (e.g. payment failure, membership renewal notications), and emergency communications occurring during, or in regards to, an ongoing or recently serviced medical or roadside emergency. We will never share your contact information externally or send unsolicited communications unrelated to membership services, payment processing, login assistance and those related to an ongoing or recently serviced emergency. By calling any of the rescue.co emergency dispatch hotlines, you consent to being recorded for the purposes of quality control monitoring, emergency record keeping, and service improvement.

Definitions

Member means the person or persons designated as Members on the Membership

Submission

Membership Fees mean the fee for subscription to the Membership.

Memberships Submission means all information provided by the Member(s) during enrollment and renewal of the Membership.

Customer means any member, subscriber, person intending to or attempting to subscribe to rescue.co services, any persons who have requested or benefited from rescue.co paid services including but not limited to membership subscription, service contracts, event standby contracts, or one-off emergency response services conducted by rescue.co or any of our affiliated partners.. It includes anybody who calls rescue.co dispatch to request emergency assistance or services.

Privacy Policy means the policy which describes how rescue.co collects, uses, stores, discloses information which may be provided to rescue.co by a Member or other party, a copy of which can be found at rescue.co/privacy.

Term means the term specied in the Membership Submission. This is generally 1 year of service from the date of sign-up.

Rescue Connect Limited

PVT|2016|012206

PO Box 2578, Nairobi Kenya 00606 info@rescue.co