Gabbit First Responder™ Terms & Conditions

July 17, 2025

These Gabbit First Responder Terms and Conditions (the “FR Terms”) govern the use of First Responder Service and Hardware (together, the “FR Service” or “FR Services”) and are subject to the applicable provisions of Gabbit’s terms and conditions available at https://gabbit.com/terms-conditions/ (the “Terms”), which are incorporated herein by reference as if fully set forth herein. Capitalized terms not otherwise defined herein will have the same meaning as in the Terms. To the extent there is any conflict between the Terms and these FR Terms, these FR Terms shall govern.

1. SERVICE DESCRIPTION

First Responder Service consists of Gabbit’s fixed location solution for replacing traditional landlines, also known as POTS (Plain Old Telephone Service) lines, for burglar and fire alarm panels as well as voice lines, fax lines, elevator boxes, ATM machines, emergency call boxes, and point of sale systems using Voice over Internet Protocol (“VoIP”) with a wireline data network and/or a cellular network.

2. EQUIPMENT AND INSTALLATION

(a) Equipment. The First Responder unit (the “FR Unit” or the “Hardware”) is a weather-proof and tamper-proof box that provides a fully managed multi-line solution that connects to existing analog phones and specialty devices, converting their analog signals into a digital format for transmission over a VoIP network. Each FR Unit includes battery backup (up to 40 hours with supplemental battery pack) and cellular backup for full redundancy. Customer shall not install any amplifiers, enhancers, repeaters or other devices that modify or otherwise affect the radio frequencies used to provide the FR Service. To use the FR Service, Customer may elect to either purchase or lease the FR Unit(s) from Gabbit as set forth below in this Section 2.

(b) Installation. The FR Unit is a “plug and play” unit so it can be installed by the Customer; however, Gabbit will provide on-site installation services at the standard rate of $125/hour (two-hour minimum charge). Gabbit will configure the First Responder Service and FR Unit and once connectivity has been established with the data network, Gabbit will complete test calls before handing the FR Service over to the Customer.

(c) Purchased FR Units. The Customer shall be responsible for the cost of all FR Units that are purchased from Gabbit (either at the commencement of, or during the pendency of, a Term) (“Purchased Units”) including but not limited to the payment of any and all sales tax thereon. Customer shall be required to pay for all Purchased Units “in full” in advance prior to the Billing Start Date or Service Start Date (as the case may be) unless otherwise agreed to by Gabbit in writing. Shipment of all Purchased Units is F.O.B. Gabbit’s shipping distributor facility. Gabbit’s liability for delivery shall cease, and title to such Purchased Units (if applicable) and all risk of loss or damage shall pass to Customer upon delivery to the shipping carrier. Customer acknowledges that Purchased Units shall be provisioned and programmed for use solely on the Gabbit Network. All Purchased Equipment is subject to the Equipment Return Policy set forth in Section 2(d)(ii) of the Terms.

(d) Leased FR Units. All FR Units that are leased by Customer (“Leased Units”) are and shall remain the property of Gabbit regardless of where installed within the Service Location(s) and shall not be considered a fixture or an addition to the land or the Service Location(s). At any time Gabbit may remove or change the Leased Units in its sole discretion in connection with providing the FR Services. Customer shall not take any action that would directly or indirectly impair Gabbit’s title to the Leased Units, or expose Gabbit to any claim, lien, encumbrance, or legal process, except as otherwise agreed in writing by the Parties. Upon termination or expiration of the FR Services, at the discretion and direction of Gabbit: (i) Customer shall return the Leased Units to Gabbit; (ii) Customer shall allow Gabbit to retrieve the Leased Units, which must be in the condition in which the Leased Units were originally received by Customer, subject to ordinary wear and tear; or (iii) Gabbit may choose not to recover all or certain portions of the Leased Units at any Service Location. If, upon Gabbit’s request, Customer fails to return the Leased Units, or does not allow Gabbit to retrieve the Leased Units within fifteen (15) days after Services are terminated, Gabbit may, at its discretion charge Customer an amount equal to: (Y) Gabbit’s then-applicable unreturned equipment charge, or the retail cost of replacement of the unreturned Leased Units; plus (Z) any and all costs and expenses incurred by Gabbit in obtaining or attempting to regain possession of the Leased Units. Upon the return of any Hardware as provided above, Customer shall pay for the repair or replacement of any damaged Leased Units, except such repairs or replacements as may be necessary due to normal and ordinary wear and tear or material or workmanship defects. The proper disposition of any Leased Units that are not returned to, or recovered by, Gabbit will be the sole responsibility of Customer, and must be in accordance with applicable laws. All amounts due and owing by Customer hereunder shall be deemed to be part of the Termination Fees (as defined in Section 10 (d), of the Terms). The foregoing Customer obligations shall survive the termination of FR Service.

(e) Equipment Restrictions. Customer shall not move, rearrange, disconnect, remove, attempt to repair, or otherwise tamper with any FR Unit (Purchased or Leased) or permit others to do so, and shall not use FR Units for any purpose other than that authorized by this Agreement. Customer is responsible for damage to, or loss of, any FR Unit caused by Customer’s acts or omissions, its noncompliance with this Agreement, or by fire, theft, or other casualty at the Service Location(s), unless caused by the negligence or willful misconduct of Gabbit.

3. MONTHLY CHARGES

Customer will be invoiced monthly in advance for each FR Unit and Service component, all as set forth in the Customer’s TSQ or Service Contract (as applicable). Customer will be responsible for all monthly charges related to FR Services and FR Unit, which charges shall be due and payable in accordance with Section 3 of the Terms.

4. CELLULAR BACKUP

By activating the SIM card Gabbit provides Customer as part of the FR Unit, Customer agrees that Gabbit or the applicable third-party provider own the intellectual property and software on the SIM card, that Gabbit may change the software or other data on the SIM card remotely and without notice, and Gabbit may utilize any capacity in the SIM card for administrative, network, business and/or commercial purposes. Customer shall comply with all terms and conditions governing its use of any third-party provider software.

5. FIRST RESPONDER ACCEPTABLE USE POLICY

Customer shall not use the First Responder Service: (a) with server devices or host computer applications or other systems that drive continuous, heavy traffic or data sessions or automatically consume unreasonable amounts of network capacity; (b) to continually or repeatedly dial telephone numbers associated with free conference calls, free chat lines, or similar or related services; (c) for any other unauthorized, wrongful, or misappropriated use (including cloning, compromised SIM algorithm, and subscription fraud) on a SIM assigned to Customer, whether or not the SIM is currently active; (d) without permission on a stolen or lost device; (e) for monitoring of third parties without their permission, including location-based tracking of individuals; (f) to provide life-sustaining medical care or monitoring; or (g) for any other unintended use as Gabbit shall determine in its sole discretion. Customer shall not use data services in a manner that is unlawful or unduly interferes with the use of third-party cellular data networks. The FR Service may not be used to disrupt e-mail use by others using automated or manual routines, including, but not limited to “auto-responders” or cancel bots or other similar routines; or for activities adversely affecting the ability of other people or systems to use either the third-party cellular data network or other parties’ Internet-based resources. Gabbit may limit, suspend, constrain, or terminate Customer’s FR Service for prolonged inactivity or for use that violates this policy or for any heavy, continuous data usage or usage that adversely impacts network performance, hinders access to networks, or that Gabbit determines in its sole discretion is necessary to protect Gabbit’s third-party networks from harm or degradation. Customer may not subscribe to FR Service for personal or household use. Gabbit shall have the right to terminate the FR Service and charge Customer all applicable usage and service fees if Gabbit concludes in its sole discretion tat Customer is using the FR Service for a prohibited use, including but not limited to the use of the FR Unit for voice applications if Customer’s service plan does not provide for it.

6. SAFETY OR CRITICAL USES; LIMITATIONS

(a) Life Safety. Gabbit makes no warranty or representation regarding compliance of the FR Service with any life safety or critical use standards or requirements, nor its continued compliance with any of the foregoing. CUSTOMER IS SOLELY RESPONSIBLE FOR ENSURING THAT ITS USE OF THE FR SERVICE MEETS ANY APPLICABLE REGULATORY REQUIREMENTS, INCLUDING BUT NOT LIMITED TO THOSE APPLICABLE TO FIRE PANELS. In addition, Gabbit makes no warranty or representation regarding the use of FR Unit or Service with any third-party products or service. CUSTOMER ACKNOWLEDGES THAT THE FR UNIT AND SERVICES, WHETHER STANDING ALONE OR INTERFACED WITH THIRD-PARTY PRODUCTS OR SERVICES, ARE NOT A THIRD-PARTY MONITORED EMERGENCY NOTIFICATION SYSTEM. FURTHER, CUSTOMER ACKNOWLEDGES THAT UNDER NO CIRCUMSTANCES WILL GABBIT DISPATCH EMERGENCY SERVICES IN THE EVENT OF AN EMERGENCY. CUSTOMER AGREES THAT CUSTOMER WILL NOT RELY ON THE FR SERVICES FOR ANY LIFE SAFETY OR CRITICAL PURPOSES.

(b) Certain Limitations. Gabbit is not an alarm company and is not responsible for the functionality of Customer alarm and other systems connected to the FR Service. Gabbit recommends Customer regularly test the FR Unit and Services for proper operation with its alarm or monitoring provider. Although the First Responder may be used to support elevator lines and fire/alarm/life safety lines, limitations may apply and be encountered at certain deployment areas and service applications. Wireless devices such as the First Responder depend on radio transmissions and will not function when not in range of the required radio signal. Even within the appropriate service area, the availability and quality of your Service may be affected by factors beyond Gabbit’s control, such as network capacity, terrain, power failures, surrounding structures, or weather. Despite frequent testing, and due to, but not limited to, any or all of the following: criminal tampering, electrical or communications disruption, it is possible for the FR Service to fail to perform as expected. Gabbit does not represent that the Service may not be compromised or circumvented; or that the Service will prevent any personal injury or property loss by burglary, robbery, fire or otherwise; nor that the Service will in all cases provide adequate warning or protection. A properly installed and maintained alarm may only reduce risk of burglary, robbery, fire or otherwise but it is not insurance or a guarantee that these events will not occur. CONSEQUENTLY, GABBIT SHALL HAVE NO LIABILITY FOR ANY PERSONAL INJURY, PROPERTY DAMAGE, OR OTHER LOSS BASED ON A CLAIM THE SERVICE FAILED TO GIVE WARNING. Therefore, Customer shall take any and all precautions necessary for safety including, but not limited to, fleeing the premises and calling police or fire department, in order to mitigate the possibilities of harm and/or damage.

7. CUSTOMER RESPONSIBILITIES

To ensure that FR Services operate properly, Customer acknowledges and agrees that it will: (a) contact Gabbit immediately once Customer is aware of a loss in dial tone or the ability to dial out; (b) provide for a safe and appropriate environment for the FR Service and the FR Unit; and (c) be responsible for the implementation of security procedures and standards with respect to the use of, and access to, the Service and FR Unit. In addition, Customer shall provide Gabbit or its representatives with access to each FR Service Location listed on Customer’s Service Contract as necessary for Gabbit to review, install, inspect, maintain, repair or replace the FR Service or FR Unit. Gabbit may perform an installation review of each Service Location prior to installation of the FR Service at that location. Customer shall be responsible, at its own expense, for all site preparation activities necessary for delivery and installation of the FR Service and the installation and ongoing provision of FR Service, including, but not limited to, providing electrical or other utility service, the relocation of Customer’s equipment, furniture and furnishings as necessary to access FR Services.

8. WARRANTY; LIMITATION OF LIABILITY

Gabbit shall cover the cost of repair or replacement (if necessary) of all Hardware so long as Customer uses the Hardware in accordance with manufacturer’s and Gabbit’s instructions, guidelines, and specifications and in such a manner as to preserve all warranties. Customer shall promptly notify Gabbit of any Hardware issues and Gabbit shall be responsible for coordinating the repair and/or replacement of any Hardware as may be required hereunder. Customer shall be responsible for all return shipping charges for any FR Unit returned to Gabbit for any reason (including shipping and handling), including situations in which an FR Unit is covered under warranty. Notwithstanding the foregoing, neither Gabbit nor the manufacturer shall be responsible for any damage or loss occurring as a result of theft of the Hardware, casualty loss, or any use of the Hardware by Customer that does not conform with these FR Terms.

THERE ARE NO OTHER WARRANTIES, EXPRESS OR IMPLIED, WHICH EXTEND BEYOND THAT WHICH IS STATED HEREIN. THERE IS NO EXPRESS OR IMPLIED WARRANTY OF MERCHANTABILITY OR A WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE. IN NO CASE SHALL GABBIT BE LIABLE TO ANYONE FOR ANY CONSEQUENTIAL OR INCIDENTAL DAMAGES FOR BREACH OF ANY WARRANTY, EXPRESS OR IMPLIED, EVEN IF THE LOSS OR DAMAGE IS CAUSED BY THE GABBIT’S OWN NEGLIGENCE OR FAULT.

Gabbit shall have no obligation and no warranty will apply to any Hardware, or any part thereof, which has been repaired by others, improperly used, abused, tampered with, altered, damaged, subjected to accident, nuisance, flood, fire, acts of God, or on which any serial numbers have been altered, defaced or removed. Gabbit will not be responsible for any dismantling, reassembly, or reinstallation charges.

In no event shall Gabbit be liable for an amount in excess of Gabbit’s original selling price of the Hardware, for any loss or damage, whether direct, indirect, incidental, consequential, or otherwise arising out of any failure of the Hardware. The warranty, as hereinabove set forth, shall not be enlarged, diminished or affected by and no obligation or liability shall arise or grow out of Gabbit’s rendering of technical advice or service in connection with Customer’s order of the goods furnished hereunder.

9. TERMINATION

Gabbit may limit, suspend, or terminate the FR Service upon the occurrence of any of the following:

(a) if Customer: (i) breaches these FR Terms or the Terms; (ii) resells FR Service; (iii) violates any Law; or (iv) installs, deploys or uses any regeneration equipment or similar mechanism (for example, a repeater) to originate, amplify, enhance, retransmit or regenerate any signal; or

(b) if Customer and/or any End User: (i) engages in abusive messaging or calling; (ii) modifies or otherwise tampers with the FR Unit; or (iii) uses the FR Service in a way that negatively affects Gabbit and/or its underlying network and/or other customers. Gabbit can also temporarily limit Service for any operational or governmental reason.

Any such limitation, suspension, or termination by Gabbit shall be without further liability to Gabbit, including without limitation any liability for the termination or suspension of any FR Services supporting alarms, fire panels, or other life safety mechanisms. Customer is solely responsible for promptly replacing any such services.

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