Smart Home Emergency Monitoring Agreement —– DRAFT
THIS AGREEMENT is effective as of the date of purchase by and between CONSTANT COMPANION, LLC, (hereinafter referred to as “Company”) and purchaser (hereinafter referred to as “Client”).
THE PARTIES AGREE AS FOLLOWS:
- Company, shall provide and instruct the Client in the proper installation and use of the Personal Emergency Response System (hereinafter referred to as the “Equipment”). The Equipment to be provided to Client shall include: Voice activated digital assistant(s) which are fully pre-programmed and activated via the client’s home internet or an optional cellular Wi-Fi on a proprietary, private, encrypted network designed to provide full home coverage for connection by two-way voice to the Company’s 24/7 UL approved urgent response center. The parties agree that the Equipment shall remain the sole and exclusive property of the Company, and at the earlier of (i) the termination of service of this Agreement, or (ii) the end of the Home Trial, Client shall return the Equipment to the Company. During the term of this Agreement, Company shall provide all service, maintenance and monitoring of the Equipment. This Agreement shall commence as of the date first written above and shall continue on a month-to-month basis until terminated by either party on at least seven (7) days prior written notice.
- The Company agrees to provide monitoring services to the Client twenty-four hours per day, seven days per week. Client shall be solely responsible for assuring that the equipment is always plugged into an electrical outlet. In addition, the Equipment may not be immersed in water or otherwise damaged. Any damage to the Equipment, other than ordinary wear and tear, shall be the sole responsibility of the Client.
- Upon receipt of a “Call for Help” signal, Company, or its designated monitoring center, shall make every reasonable effort to notify the appropriate municipal police, fire, medical, EMT, emergency personal response service (“Authorities”) or person designated by Client in Client’s Call List to receive notification. Client shall designate, on a designated form, what action it wishes the Company to take upon receipt of an emergency signal from the Client. Client acknowledges that signals which are transmitted through communication networks beyond the control of Company and are not maintained by Company, except Company may own the transmitting and receiving equipment, and therefore, Company shall not be responsible for any communication network failure which prevents transmission signals from reaching the central office monitoring center or damages arising as a result thereof, or for data corruption, theft or viruses to Client’s devices. Client agrees to furnish Company with a written call list of names and telephone numbers of those persons Client wishes to receive notification together with a list of all medication, allergies and medical conditions Client wishes to be available to all Company personnel and medical personnel (the “Call List”). Unless otherwise provided in the Call List Company will make a reasonable effort to contact the Authorities as designated by the Client
and the first person reached or notified on the list either via telephone call, text or email message. No more than one call to the list shall be required and any form of notification provided for herein, including leaving a message on an answering machine, Email or SMS message, shall be deemed reasonable compliance with Company’s notification obligation. All changes and revisions shall be supplied to Company in writing. Client agrees to keep the Call List up to date with current information.
- Client acknowledges and understand that the service and equipment being provided hereunder is in a Beta Test and will remain in a Beta Test until December 31, 2021. As such, Client agrees to indemnify and hold Company harmless for any and all claims it, or any third-party, may have regarding the equipment and/or service.
- The Company has notified Client, and Client acknowledges that the Client may elect to have updates sent to friends or family members as to the status of the Client related to either; a Call for Help emergency requiring dispatch of First Responders, and/or a periodic Care Call made to the Client to check on status and general well-being, or other Client communications with the Company (the “Status Updates”). Any Status Updates may only be made to recipients authorized to receive them by Client. Status Updates which are made via email or text messaging may or may not be secure. The Company’s secure, encrypted network is designed specifically to protect the Clients’ identity and personal information. However, please be advised, in an abundance of caution, the Client should not communicate sensitive personal, private or protected health information (“PHI”) using Alexa Echo devices, except in the instance of a medical emergency to summon help using the system.
- CLIENT AGREES TO AND SHALL INDEMNIFY AND HOLD HARMLESS THE COMPANY, ITS EMPLOYEES, AGENTS AND SUBCONTRACTORS, (INCLUDING BUT NOT LIMITED TO THE PARTNER, ITS EMPLOYEES, AGENTS, AFFILIATES, AND SUBCONTRACTORS) FROM AND AGAINST ALL CLAIMS, LAWSUITS, INCLUDING REASONABLE ATTORNEYS’ FEES, AND LOSSES ASSERTED AGAINST AND ALLEGED TO BE CAUSED BY COMPANY’S PERFORMANCE, NEGLIGENT PERFORMANCE OR FAILURE TO PERFORM ITS OBLIGATIONS UNDER THIS AGREEMENT.
- The parties agree that there are no third-party beneficiaries of this agreement.
- Client agrees that Company is authorized and permitted to subcontract any services to be provided by Company to third parties who may be independent of Company, and that Company shall not be liable for any loss, damage or Injury sustained by Client by reason of any other cause whatsoever caused by the negligence of third parties. Client acknowledges that this Agreement, and particularly those paragraphs relating to Company’s disclaimer of warranties, exemption from liability, even for its negligence, limitation of liability and indemnification, inure to the benefit of and are applicable to any assignees, subcontractors and monitoring center of Company. Client acknowledges that Company is not an insurer, and that Client assumes all risk for loss or injury to Client’s property or person. Company has made no representation or warranties, and hereby disclaims any warranty of merchantability or fitness for any particular use. Client’s exclusive remedy for Company’s default hereunder is to require Company to repair or replace, at Company’s option, any Equipment which is non-operational. Except for services provided pursuant to this agreement, Client agrees to look to manufacturer’s warranty for any equipment warranty. Company has no control over the hardware device the subscriber installs the APP software on, the device’s operating system, or other software programs that might conflict with or
cause the Company APP not to operate or perform as designed.
- In any litigation between the parties Company and Client agree that the non-prevailing party in any litigation or arbitration, shall pay the prevailing party’s legal fees and related costs. This Agreement shall be governed by and construed in accordance with the Laws of the State of Florida applicable to contracts entered into and to be entirely performed within such State. The parties agree that they may bring claims against the other only in their individual capacity and not as a class action plaintiff or class action member in any purported class or representative proceeding. The parties agree that the courts of the State of Florida and in the County of Sarasota shall have exclusive jurisdiction and venue over the parties hereto regarding any dispute between them and Client and Company submit to the jurisdiction and venue of the courts of the State of Florida unless any party exercises its option to arbitrate as provided for herein. Service of process or papers in any legal proceeding or arbitration between the parties may be made by First-Class Mail delivered by the U.S. Postal Service addressed to the party’s address in this Agreement or another address provided by the party in writing to the party making service.
YOU, THE CLIENT, MAY CANCEL THIS AGREEMENT WITH OR WITHOUT CAUSE AT ANY TIME PRIOR TO MIDNIGHT OF THE SEVENTH BUSINESS DAY AFTER THE DATE OF THIS TRANSACTION. ON AND AFTER MIDNIGHT OF SUCH SEVENTH DAY, YOU, THE CLIENT, MAY CANCEL YOUR AGREEMENT WITH THE COMPANY FOR YOU TO RECEIVE PERSONAL EMERGENCY RESPONSE SERVICE.