AGREEMENT
Pursuant to Rule 13d-1(f) under the Securities Exchange Act of 1934,
each of the undersigned hereby agrees that the Schedule 13D (the "Schedule
13D") filed in connection with beneficial ownership of securities of Alarmguard
Holdings, Inc. (formerly Triton Group, Ltd.) of which this Agreement is an
Exhibit is filed in its behalf.
Each of the undersigned hereby further constitutes and appoints
Xxxxxx X. Xxxxx and Xxxx X. Xxxxxxx, and each of them, his attorney-in-fact,
with power to act jointly or severally, with power of substitution, for the
undersigned in any and all capacities, to sign the Schedule 13D and any
amendments thereto, and to file the same, with any exhibits thereto and other
documents therewith, with the Securities and Exchange Commission, hereby
ratifying and confirming all that said attorney-in-fact, or his substitute or
substitutes, may do or cause to be done by virtue hereof.
This Agreement will be construed in accordance with laws of the
United States and the laws of the State of Connecticut.
This Agreement may be signed in one or more counterparts.
IN WITNESS WHEREOF, the undersigned have executed and delivered this
Agreement as of April 23, 1997.
TRIUMPH-CONNECTICUT LIMITED
PARTNERSHIP
By Triumph-Connecticut Capital Advisers, L.P.
Its General Partner
/s/ Xxxxxxxxx X. XxXxxxxx
By:------------------------------------------
Xxxxxxxxx X. XxXxxxxx
Its General Partner
TRIUMPH-CONNECTICUT CAPITAL ADVISORS, L.P.
By Triumph Capital Group, Inc.
Its General Partner
/s/ Xxxxxxxxx X. XxXxxxxx
By:------------------------------------------
Xxxxxxxxx X. XxXxxxxx
Its President
TRIUMPH CAPITAL GROUP, INC.
/s/ Xxxxxxxxx X. XxXxxxxx
By:------------------------------------------
Xxxxxxxxx X. XxXxxxxx
Its President
/s/ Xxxxxxxxx X. XxXxxxxx
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Xxxxxxxxx X. XxXxxxxx
/s/ Xxxxxxxxx X. Xxxxxxx, XX
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Xxxxxxxxx X. Xxxxxxx, XX
/s/ X. Xxxx Xxxxxx
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X. Xxxx Xxxxxx
/s/ Xxxxxx X. Xxxxx
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Xxxxxx X. Xxxxx
/s/ Xxxx X. Xxxxxxx
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Xxxx X. Xxxxxxx
/s/ Xxxxxxx X. Xxxxxxxx
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Xxxxxxx X. Xxxxxxxx