EXCLUSIVE SECURITY PROPOSAL

EXCLUSIVE SECURITY PROPOSAL

Universal Security Guard Association is a leading supplier of security services within North Carolina. We have a well-established training program for security guards that can be customized to meet the client’s needs. Universal Security Guard consistently maintains a large pool of hardworking, reliable and trustworthy guards who are qualified to handle a variety of situations and events.

Qualifications. Our security guards have been sufficiently trained and they have an excellent command of written and oral English, they are unarmed, they are at least 20 years old, pass a background check, pass all drug screening tests, are friendly, and can stand for long periods.

Compensation. Universal Security Guard Association will provide 1 Unarmed security officers at the contracted rate of Twenty-Four ($24.00) Per hour for 1 Year for each officer to provide services at the Storage.

Termination. Universal Security Guard Association Contractually either party may terminate the agreement without cause with a 30-Days cancellation notice. Cancellation notice shall be given via U.S Certified Mail, and/or via email to the addresses noted in the Notice Provision of and cancellation should be effective 30-Days after sending of the cancellation notice, unless a later date is specified therein.

Workmanship. Universal Security Guard Association will provide the agreed upon number of Security Personnel as negotiated, which shall include but is not limited to: Monday-Sunday 07:00PM-07:00AM. Additional hours and guards may be provided upon mutual agreement of the parties.

Holidays. The following holidays are company observed holidays and therefore any employees who work on those days will be paid time and a half at the contracted rate of Thirty-Six Dollars & Fifty Cents ($36.00) Per hour.

Memorial Day

Independence Day Labor Day

Thanksgiving Day

Christmas Day

New Year’s Day

The agreed up on payment will be made net every 30 days for hours worked. Invoices will be sent out every for services covered. Any additional shift must be within a 72-hour notice. 1615 S. Congress Ave #103, Delray Beach, FL 33445

Law enforcement issues. Upon observing criminal activity, our guard will immediately notify the Police Department for assistance. Our guards may intervene where necessary to prevent the criminal activity.

Agency Management Personnel Agreed Company

_______________________________ _______________________________

(Title) (Title)

_______________________________ ______________________________

(Name) (Name)

_______________________________ ______________________________

(Signature) (Signature)

________________________________ _____________________________

(Date) (Date)

(The “Agreement”) Dated: August 16,

2021

BETWEEN:

Prime Storage NC-16 (The “Client”)

-AND-

Universal Security Guard Association

(The “Contractor”)

A. The Contractor has agreed to provide security services to the terms and conditions set out in this agreement.

IN CONSIDERATION OF the matters described above and of the mutual benefits and obligations set forth in this agreement, the receipt and sufficiency of which consideration is hereby acknowledged, the Client and the Contractor (individually the “Party” and collectively the “Parties” to this Agreement) agree as follows:

  1. Services Provided
    1. The Client hereby agrees to engage the contractor to provide the Client with services (the “Services”) consisting of:
  2. All Security Personnel are duly licensed under North Carolina Law, they will meet all standards or training and continuing education.
  3. Universal Security Guard Association performs Level 1 & Level 2 background checks, License Checks, and Annual Drug Tests on all security guards.
  4. Scheduled and Unscheduled Supervisor inspections and preventive security checks.
  5. Duty belts, flashlights, raincoats, and all other required security equipment to all security guards.
  6. CPR, OJT, SRT, Emergency response Training & Field Note Training.
  7. Quarterly retraining for every security guard
    1. The Services will also include any tasks which the Parties agree on. The Contractor hereby agrees to provide all services to the Client.
    1. The Services shall be rendered in a professional manner consistent with first class security services, and in a manner that is courteous and polite to the public to the extent possible under the circumstances. All Services shall be rendered so as to comply with applicable laws, rules and regulations, without limitation to any rules or regulations provided by the client.
    1. The Contractor’s security officers shall cooperate with local police departments and other law enforcement agencies that have authority to act in any of the areas under this contract. Such cooperation includes: filing reports of incidents and calling in law enforcement officers for incidents or events requiring assistance from or intervention by a law enforcement officer.
  8. Term of Agreement

The term of this agreement will begin on the effective date of this agreement and will remain in full force and effect until the contract is terminated/Cancelled by either party. Contractually either party may terminate the agreement without cause with a 30-Days cancellation notice. Cancellation notice shall be given via U.S Certified Mail and/or via email to the addresses noted in the Notice provision of the contract. Cancellation shall be effective 30-Days after sending of the cancellation notice unless a later date is specified therein.

  1. All actions performed by The Contractor will be handled by The Contractor. Any legal or disciplinary actions involving a security officer will be handled by The Contractor. All issues will be handled by The Contractor and will negate The Client from any of these actions.
  2. The forgoing “Proposal” document signed by the parties and attached as page 1 hereto is hereby incorporated herein by reference.
  3. Performance

The Parties agree to do everything necessary to ensure that the terms of this agreement take effect. If at any time a security officer does not complete their duties or otherwise acts in violation of this agreement and the Client deems it necessary that the officer immediately be removed from a post, the Contractor will provide a replacement within 24 hours.

  • Currency

Except as otherwise provided in this agreement, all monetary amounts referred to in this agreement are in US Dollars.

  • Compensation

The Compensation as stated in this Agreement excludes any sales tax, or other applicable duties as may be required by law. Any sales tax and duties required by law, will be charged additionally to this agreement.

  • Expenses
    • The Contractor will reimburse from time to time for all reasonable and necessary expenses incurred by the Client agreed upon Services hereunder. The Contractor will furnish vouchers to the Client for all such expenses.
    • The Contractor is solely responsible for any travel or other costs or expenses incurred by it or any of its employees in connection with the performance of the Services, and in no event shall the Client be obligated to reimburse the Contractor for any such costs or expenses
  • Return of Property

Upon the expiration or termination of this Agreement, the Contractor will return to the Client all property, documentation, records, or confidential information which is the property of the Client.

  • Capacity / Independent Contractor
    • In providing the Services under this Agreement it is expressly agreed that the Contractor is acting as an independent contractor and not as an employee. The contractor and the Client acknowledge that this Agreement does not create a partnership or joint venture between them and is exclusively a contract for service. The Contractor shall have no authority to bind the Client in any manner, and the Contractor shall not make any agreements or representations on the Client’s behalf without the Client’s prior written consent.
    • Neither the Contractor nor any of its employees shall be eligible to participate in any vacation, group medical or life insurance, disability, profit sharing or retirement benefits, or any other fringe benefits or benefit plans offered by the Client to its employees. The Client shall not be responsible for withholding or paying any income, payroll, Social Security, or other federal, state, or local taxes, making any insurance contributions, including for unemployment or disability, or obtaining worker’s compensation insurance on the Contractor’s behalf. The Contractor shall be responsible for, and shall indemnify the Client against, all such taxes or contributions, including penalties and interest, as well as for minimum wage, overtime or other requirements relative to its employees. Any persons employed or engaged by the Contractor in connection with the performance of the Services shall be the Contractor’s employees and the Contractor shall be fully responsible for them and indemnify the Client against any claims made by or on behalf of any such employee.
  • Confidentiality

The Contractor acknowledges that it may have access to information that is treated as confidential and proprietary by the Client. The Contractor agrees to: (a) treat all Confidential Information as strictly confidential; (b) to not disclose Confidential Information or permit it to be disclosed, in whole or part, to any third party without the prior written consent of the Client in each instance; and (c) to not use any Confidential Information for any purpose except as required in the performance of the Services. The Contractor shall notify the Client immediately in the event it becomes aware of any loss or disclosure of any Confidential Information or other breach of its obligations under this section.

9.1 Confidential Information shall not include information that: (a) is or becomes generally available to the public other than through the Contractor’s breach of this Agreement; or (b) is communicated to the Contractor by a third party that had no confidentiality obligations with respect to such information.

9.2 Nothing herein shall be construed to prevent disclosure of Confidential Information as may be required by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation or order. The Contractor agrees to provide written notice of any such order to an authorized officer of the Client within twenty-four (24) hours of receiving such order, but in any event sufficiently in advance of making any disclosure to permit the Client to contest the order or seek confidentiality protections, as determined in the Client’s sole discretion.

  1. Representations and Warranties

10.1 The Contractor represents and warrants to the Client that:

  1. The Contractor has the right to enter into this Agreement, to grant the rights granted herein and to perform fully all of its obligations in this Agreement.
  2. The Contractor’s entering into this Agreement with the Client and its performance of the Services do not and will not conflict with, or result in any breach or default under, any other agreement to which the Contractor is subject;
  3. The Contractor has the required skill, experience and qualifications to perform the Services in accordance to the standards set forth in this Agreement, and shall perform the Services in accordance with the standards set forth in this Agreement. The Contractor shall devote sufficient resources to ensure that the Services are performed in a timely and reliable manner; and
  4. All Services shall be performed by the Contractor in compliance with all applicable federal, state, and local laws, rules and regulations.
    1. The Client hereby represents and warrants to the Contractor that:
  5. it has the full right, power, and authority to enter into this Agreement and to perform its obligations hereunder; and
  6. the execution of this Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate action.
  7. Notice

All notices, requests, demand or other communications required or permitted by the terms of this Agreement will be given in writing and delivered to the Parties of this Agreement as follows:

  1. Universal Security Guard Association

1615 S. Congress Ave #103, Delray Beach, FL 33445

  • Or to such address as any Party may from time to time notify the other.
  • Indemnification

Except to the extent paid in settlement from any applicable insurance policies, and to the extent permitted by applicable law, each Party agrees to indemnify and hold harmless the other Party, and its respective directors, stockholders, affiliates, officers, agents, employees, and permitted successors and assigns against any and all claims, losses, damages, liabilities, penalties, punitive damages, expenses, reasonable legal fees and cost of any kind or amount whatsoever, which result from or arise out of any act or omission of the indemnifying party, its respective directors, stockholders, affiliates, officers, agents, employees, and permitted successors and assigns that occurs in connection with this agreement. This indemnification will survive the termination of this Agreement.

  1. Insurance

The contractor will be required to maintain general liability insurance including coverage for bodily injury and property damage at a level that would be considered reasonable in the industry of the Contractor based on the risk associated with the characteristics of this Agreement and only to the extent permitted by law. All insurance policies will remain materially unchanged for the duration of this agreement.

  1. Legal Expenses

If legal action is brought to enforce or interpret any term of this agreement, the prevailing party will be entitled to recover, in addition to any other damages or award, all reasonable legal cost and fees associated with the action.

  1. Modification of Agreement

Any amendment or modification of this agreement or additional obligation assumed by either party regarding this agreement will only be binding if evidenced in writing signed by either parties or an authorized representative of each Party.

  1. Assignment

The Contractor will not voluntarily, or by operation of law, assign or otherwise transfer its obligations under this Agreement without the prior written concern of the client.

  1. Entire Agreement

It is agreed that there is no representation, warranty, collateral, or condition affecting this agreement unless provided in this agreement.

This agreement will ensure to the benefit of and be binding to the Parties and their respective heirs, executors, administrators, successors and permitted assigns.

  1. Titles / Headings

Headings are inserted for the convenience of the Parties only and are not considered when interpreting this Agreement.

  1. Governing Law

It is the intention of the parties to this agreement that this agreement and the performance under this agreement, and all suits and special proceedings under this agreement, be construed in accordance with and governed, to the exclusion of the law of any forum, by the law of the state of North Carolina, without regard to the jurisdiction in which any or special proceeding may be instituted.

  • Severability

If any of the provision of this agreement are held to be invalid or unenforceable in whole or part, all other provisions will nevertheless continue to be valid and enforceable with the invalid or unenforceable parts severed from the reminder of this agreement.

  • Waiver

The waiver by either Party of a branch, default, delay or omission of any of the provision of this Agreement by the other Party will not be construed as a waiver of any subsequent breach of the same or other provisions.

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