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MY-ALARM SUBSCRIPTION AGREEMENT
BY CLICKING "I AGREE" BELOW, YOU (ALSO REFERRED TO AS "SUBSCRIBER") ENTER INTO THIS SUBSCRIPTION AGREEMENT (THIS "AGREEMENT") BETWEEN YOU AND MY-ALARM LLC ("MY-ALARM "), AND YOU ACKNOWLEDGE AND AGREE THAT CLICKING "I AGREE" WILL CONSTITUTE YOUR ELECTRONIC SIGNATURE TO THIS AGREEMENT. YOU ACKNOWLEDGE THAT PRIOR TO ACCEPTING AND SIGNING THIS AGREEMENT ELECTRONICALLY, YOU HAVE READ AND UNDERSTOOD THIS AGREEMENT. ALL OF THE TERMS OF THE SERVICE AGREEMENT ARE PART OF THIS AGREEMENT. IN ADDITION, YOU REPRESENT THAT YOU ARE AT LEAST 21 YEARS OF AGE, HAVE READ THE AGREEMENT AND ACKNOWLEDGE AND AFFIRM THAT YOU INTEND TO BE LEGALLY BOUND BY IT. IF YOU DO NOT AGREE, YOU MAY CLICK "I DO NOT AGREE" TO EXIT THE SUBSCRIBER SIGN-ON PROCESS.
1. MY-ALARM SERVICES. "My-Alarm Services" means the services that My-Alarm uses commercially reasonable efforts to provide to you while your subscription remains in effect, pursuant to the terms and conditions of this Agreement, as My-Alarm may modify this Agreement from time to time as provided in Section 18. Depending on then-current service offerings and the subscription purchased, and subject to availability, such services may include one or more of the following service offerings: (a) the enabling of wireless transmission of data from a security or camera system at Subscriber's chosen location to the My-Alarm Network Operations Center ("NOC"), (b) hosting of such data in the NOC, (c) providing Subscriber with remote access to such data via a User Interface (as such term is defined below), (d) providing Subscriber with remote control of the security or camera system and any associated services via a User Interface, (e) personalized event-driven phone and e-mail notifications managed by Subscriber via a User Interface, (f) transmitting of alarm or image notifications to any supported electronic address, (g) receiving and storing video data transmitted from an My-Alarm Supported Video Camera (as such term is defined below) to the NOC, and (g) transmitting video data from the NOC to Subscribers via a User Interface. My-Alarm does not provide monitoring and My-Alarm Services do not include notification of an emergency event to police, fire or other emergency personnel which notification is performed exclusively by Subscriber or a supported central station. Notwithstanding anything to the contrary in this Agreement, My-Alarm shall have the right to add, delete, change, or terminate service offerings at any time. "User Interface" means the My-Alarm customer website ("Customer Website"), currently at www.My-Alarm.com , or such other user interface as My-Alarm in its sole discretion may designate. Use of My-Alarm Services requires specified security or camera systems that contain certain communications equipment and certain software that My-Alarm provides to system manufacturers and dealers ("My-Alarm Embedded Software"). Security or camera systems into which such equipment and software have been integrated are referred to in this Agreement as "My-Alarm Ready Devices."
2. USE OF MY-ALARM SERVICES. Subject to your full compliance with this Agreement, including payment of all charges when due, and except as otherwise provided in this Agreement, My-Alarm grants you a personal, limited, nonexclusive, nontransferable license (without the right to grant sublicenses), while your subscription remains in effect, to make personal, non-commercial use of the My-Alarm Services to which you subscribe in connection with an My-Alarm Ready Device and/or My-Alarm Video Camera that has been properly installed. Notwithstanding the foregoing, My-Alarm reserves the right to suspend the My-Alarm Services or your use of them at any time, with or without notice, for scheduled or unscheduled maintenance of its network or in any other circumstance in which My-Alarm in its sole discretion deems such suspension appropriate. If you fail to pay any charge when due, or otherwise violate this Agreement, your permission to use the My-Alarm Services automatically terminates. If you later pay any outstanding amounts, along with any late fee or reconnection fee, and cure any other noncompliance, My-Alarm may elect to reinstate your permission to use the My-Alarm Services, subject to this Agreement, but shall have no obligation to do so.
3. RESTRICTIONS ON USE OF MY-ALARM SERVICES. (a) General. Subscriber shall not use the Services in any manner not expressly and specifically authorized by this Agreement. Subscriber also agrees to adhere to all rules and regulations posted on the Customer Website. The rules and regulations may be modified by My-Alarm at any time, in its sole discretion, by posting updated rules and regulations. In addition to all other restrictions on Subscriber use stated in this Agreement or in the rules and regulations, Subscriber shall not use the Services in any manner that is indecent, offensive, or pornographic, that is defamatory or constitutes an invasion of privacy, that otherwise violates any legal duty under criminal or civil law, or that otherwise violates any applicable law or regulation of any kind. Subscriber also shall not copy, download (other than through temporary page caching), or modify the Services (including any portion of them and any content or data on them or software used in connection with them), create any derivative works from the Services, allow any third party to have access to the My-Alarm Services, resell or make commercial use of, or purport to relicense or sublicense, the My-Alarm Services, or use any data mining, robots, or similar data gathering or extraction tools in connection with the Services. Subscriber shall not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layouts, or forms) of My-Alarm or its Affiliates, vendors, contractors, agents, or content providers, and Subscriber shall not use any meta tags or any other "hidden text" referring to My-Alarm or to the names or trademarks of My-Alarm or any of its Affiliates, vendors or other providers, or contractors. "Affiliate" means any Person that, directly or indirectly, owns or controls, is owned or controlled by, or is under common ownership or control with, My-Alarm. "Person" means any natural or legal person or association of natural or legal persons, whether or not having a separate legal identity, including any individual, corporation, limited liability company, partnership, or joint venture. (b) Video. If you have elected to receive a video offering as part of the Services, you are authorized to post video data to the NOC by means of an Video Camera (such video data referred to herein as "User Video Content"). You are solely responsible for your own User Video Content and the consequences of posting or publishing them. In connection with User Video Content, you covenant, represent, and/or warrant that: you own or have the necessary licenses, rights, consents, and permissions to use and authorize My-Alarm to use all patent, trademark, trade secret, copyright or other proprietary rights in and to any and all User Video Content to enable inclusion and use of the User Video Content in connection with the Services. In connection with User Video Content, you further agree that you will not submit material that is copyrighted, protected by trade secret or otherwise subject to third party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have permission from their rightful owner to post the material and to grant My-Alarm all of the license rights granted herein. You further agree that you will not, in connection with User Video Content, submit material that is indecent, offensive, or pornographic, that is defamatory or constitutes an invasion of privacy, that otherwise violates any legal duty under criminal or civil law, or that otherwise violates any applicable local, national, and/or international laws and regulations. My-Alarm does not endorse any User Video Content and expressly disclaims any and all liability in connection with any and all User Video Content. My-Alarm does not permit copyright infringing activities and infringement of intellectual property rights, and My-Alarm reserves the right to remove any User Video Content if properly notified that such User Video Content infringes on another's intellectual property rights. My-Alarm reserves the right to remove User Video Content without prior notice. When installing My-Alarm Supported Video Cameras, you acknowledge and agree that My-Alarm may automatically download and install updates from time to time that are designed to improve, enhance and further develop the Services and may take the form of bug fixes, enhanced functions, new software modules and completely new versions. You agree to receive such updates (and permit My-Alarm to deliver these to you) as part of your use of the Services.
4. INTELLECTUAL PROPERTY RIGHTS; MY-ALARM MATERIALS. My-Alarm solely owns and shall retain all right, title, and interest, including all copyright, patent, trademark, and other intellectual property and proprietary rights, in and to all Services and all Materials. "My-Alarm Materials" means all Embedded Software, all other software, and all other content, data, information, and materials. Subscriber shall not (a) use, or cause or permit any other Person to use, any Materials in any manner not expressly and specifically authorized by this Agreement, whether to design, build, market, or sell any similar or substitute product or service or for any other purpose, or (b) cause, perform, or permit (i) the copying, decompilation, disassembly, or other reverse engineering of any my-Alarm Materials, (ii) the creation of derivative works from any Materials, (iii) the transferring or purported resale or sublicensing of any Materials, or (iv) the removal, delivery, or exportation of any My-Alarm-ready Materials outside the Territory or any other act in violation of any relevant export laws or regulations.
5. YOUR RESPONSIBILITY FOR ACCESS CREDENTIALS, USE BY OTHERS, AND CONTACT INFORMATION. You are responsible for maintaining the confidentiality of your login, password, and user codes, and you are responsible for all uses of your login, password, and user codes, and any and all related charges, whether or not authorized by you. You are also responsible for keeping all contact information (including email addresses and telephone numbers) current and accurate. You agree that, whenever this Agreement or My-Alarm rules or regulations impose any requirement or prohibition on Subscriber, you will cause all other members of your household or business and any other Person having access directly or indirectly through you to any My-Alarm Materials or Services to comply with such requirement or prohibition and will be responsible for any noncompliance by such member of your household or other Person.
6. LIMITED WARRANTY. AS THE SOLE WARRANTY PROVIDED BY MY-ALARM UNDER THIS AGREEMENT, MY-ALARM WARRANTS, SOLELY TO YOU WHILE YOUR SUBSCRIPTION REMAINS IN EFFECT, THAT MY-ALARM WILL USE ITS COMMERCIALLY REASONABLE EFFORTS TO CORRECT OR BYPASS A MATERIAL DEFECT IN THE MY-ALARM SERVICES, ON THE CONDITIONS THAT (A) YOU PROMPTLY REPORT THE DEFECT IN WRITING, WITH REASONABLE SPECIFICITY, TO MY-ALARM, (B) YOU COOPERATE WITH MY-ALARM IN ITS INVESTIGATION OF THE DEFECT, (C) THE DEFECT IS REPRODUCIBLE BY MY-ALARM, AND (D) THE DEFECT MATERIALLY AFFECTS YOUR USE OF THE MY-ALARM SERVICES. CORRECTION OR BYPASS OF SUCH A DEFECT MAY INCLUDE MODIFYING, SUSPENDING, OR TERMINATING THE DEFECTIVE PORTION OF THE MY-ALARM SERVICES, OR A COMBINATION OF THE FOREGOING, AS AND WHEN MY-ALARM IN ITS SOLE DISCRETION DECIDES. THE WARRANTY SET FORTH IN THIS SECTION 6 (THE "LIMITED WARRANTY") IS SUBJECT TO YOUR FULL COMPLIANCE WITH THIS AGREEMENT, INCLUDING PAYMENT OF ALL CHARGES WHEN DUE, AND ANY BREACH OF THIS AGREEMENT BY YOU RENDERS THE LIMITED WARRANTY NULL AND VOID. THE LIMITED WARRANTY DOES NOT APPLY TO, AND MY-ALARM SHALL HAVE NO RESPONSIBILITY OR LIABILITY FOR, ANY MY-ALARM-READY DEVICE, MY-ALARM SUPPORTED VIDEO CAMERA, OR ANY OTHER DEVICE OR EQUIPMENT. IN ADDITION, THE LIMITED WARRANTY DOES NOT APPLY TO, AND MY-ALARM SHALL HAVE NO RESPONSIBILITY OR LIABILITY FOR, ANY DEFECT IN THE MY-ALARM SERVICES THAT IS CAUSED OR CONTRIBUTED TO, IN WHOLE OR IN PART, BY YOU, BY ANY OTHER PERSON, BY ANY DEFECT IN AN MY-ALARM-READY DEVICE, MY-ALARM SUPPORTED VIDEO CAMERA OR OTHER DEVICE, EQUIPMENT, PRODUCT OR SERVICE OR BY ANY EVENT BEYOND MY-ALARM'S REASONABLE CONTROL, INCLUDING ANY ACT OF GOD, FIRE, WAR, RIOT, TERRORISM, GOVERNMENT AUTHORITY, OR SUPPLIER DEFAULT.
7. DISCLAIMER OF WARRANTIES. EXCEPT FOR THE LIMITED WARRANTY ON THE MY-ALARM SERVICES SET FORTH IN SECTION 6, MY-ALARM PROVIDES THE MY-ALARM SERVICES, MY-ALARM MATERIALS, MY-ALARM-READY DEVICES, AND MY-ALARM SUPPORTED VIDEO CAMERAS "AS IS," WITH ALL FAULTS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, MY-ALARM DISCLAIMS ALL EXPRESS WARRANTIES OTHER THAN THE LIMITED WARRANTY, ALL OTHER EXPRESS WARRANTIES, AND ALL IMPLIED OR STATUTORY WARRANTIES, INCLUDING ANY IMPLIED OR STATUTORY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, NONINFRINGEMENT, QUIET ENJOYMENT, OR SYSTEMS INTEGRATION. MY-ALARM MAKES NO REPRESENTATION OR WARRANTY THAT THE MY-ALARM SERVICES, MY-ALARM MATERIALS, MY-ALARM-READY DEVICES, OR MY-ALARM SUPPORTED VIDEO CAMERAS THAT MAY BE PROVIDED WILL BE FREE FROM DEFECTS, THAT THEY WILL MEET YOUR NEEDS, OR THAT ANY SERVICE WILL BE UNINTERRUPTED. MY-ALARM SHALL HAVE NO RESPONSIBILITY OR LIABILITY FOR MY-ALARM-READY DEVICES OR MY-ALARM SUPPORTED VIDEO CAMERAS WHICH ARE MANUFACTURED BY THIRD PARTIES, FOR ANY EQUIPMENT USED WITH ANY MY-ALARM-READY DEVICE, OR FOR PROBLEMS OR DELAYS IN THE INSTALLATION OR REPAIR OF ANY SECURITY SYSTEM OR DEVICE, REGARDLESS OF THE REASON, FOR ANY INTERRUPTIONS OF SERVICE, OR FOR ANY CONSEQUENCES OF SUCH PROBLEMS, DELAYS, OR INTERRUPTIONS, AND MY-ALARM SHALL HAVE NO OBLIGATION TO SUPPLY YOU WITH ANY SUBSTITUTE SERVICES OR EQUIPMENT. MY-ALARM DOES NOT REPRESENT THAT IT HAS ACHIEVED ANY CERTIFICATIONS OR OTHER SECURITY LICENSES. EXCEPT FOR THE LIMITED WARRANTY, THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY, AND EFFORT OF THE MY-ALARM SERVICES, MY-ALARM MATERIALS, MY-ALARM-READY DEVICES, AND MY-ALARM SUPPORTED VIDEO CAMERAS PROVIDED BY MY-ALARM SHALL BE WITH SUBSCRIBER.
8. INSURANCE IS YOUR RESPONSIBILITY. SUBSCRIBER UNDERSTANDS THAT MY-ALARM IS NOT AN INSURER, THAT ANY PROPERTY, HEALTH OR CASUALTY INSURANCE SHOULD BE OBTAINED BY SUBSCRIBER, AND THAT THE AMOUNTS PAYABLE TO MY-ALARM HEREUNDER REFLECT THE SCOPE OF LIABILITY AS SET FORTH IN THIS AGREEMENT AND ARE UNRELATED TO THE VALUE OF ANY PROPERTY OF SUBSCRIBER OR ANY OTHER PERSON. SUBSCRIBER SHALL LOOK EXCLUSIVELY TO ITS INSURER TO RECOVER FOR ANY LOSS, DAMAGE, OR INJURY, AND SUBSCRIBER RELEASES AND WAIVES ALL RIGHT OF RECOVERY AGAINST MY-ALARM ARISING BY WAY OF SUBROGATION (INCLUDING ALL SUCH RIGHTS OF ANY INSURER OR OTHER PERSON). MY-ALARM MAKES NO EXPRESS OR IMPLIED WARRANTY TO SUBSCRIBER OR ANY OTHER PERSON, INCLUDING ANY IMPLIED WARRANTY, THAT ANY MY-ALARM SERVICES OR MY-ALARM-READY DEVICE WILL AVERT OR PREVENT OCCURRENCES, OR THE CONSEQUENCES THEREFROM, WHICH ANY SUCH MY-ALARM SERVICES OR MY-ALARM-READY DEVICE MAY BE DESIGNED TO DETECT OR AID IN DETECTING. YOU ARE SOLELY RESPONSIBLE FOR PROVIDING ANY LIFE, HEALTH, DISABILITY, AND CASUALTY INSURANCE FOR YOU AND ANY PERSONS WHO USE THE MY-ALARM SERVICES TO COMPENSATE YOU AND SUCH PERSONS. IN THE EVENT OF PERSONAL OR BODILY INJURY OR PROPERTY DAMAGE RESULTING FROM ANY OCCURRENCES, OR THE CONSEQUENCES THEREFROM, WHICH ANY SUCH MY-ALARM SERVICES OR MY-ALARM-READY DEVICE MAY BE DESIGNED TO DETECT OR AID IN DETECTING OR RESULTING FROM ANY DEFECT IN, OR OTHERWISE IN ANY WAY RELATED TO, THE MY-ALARM SERVICES, MY-ALARM MATERIALS, MY-ALARM-READY DEVICES, OR MY-ALARM SUPPORTED VIDEO CAMERAS THAT MAY BE PROVIDED.
9. LIMITATION OF LIABILITY. SUBSCRIBER DOES NOT DESIRE THIS AGREEMENT TO PROVIDE FOR FULL LIABILITY OF MY-ALARM. SUBSCRIBER UNDERSTANDS AND AGREES THAT IT IS DIFFICULT TO ASCERTAIN, IN ADVANCE: (I) THE VALUE OF ANY PROPERTY THAT MIGHT BE LOST, STOLEN OR DESTROYED; (II) HOW FAST ANY RESPONDER WOULD RESPOND TO NOTIFICATION OF AN EMERGENCY CONDITION; OR (III) THE EXTENT OF ANY PERSONAL INJURY OR DEATH, IF THE MY-ALARM SERVICES, MY-ALARM MATERIALS, MY-ALARM READY DEVICES OR THE MY-ALARM SUPPORTED VIDEO CAMERAS SHOULD FAIL. THEREFORE SUBSCRIBER AGREES THAT (A) MY-ALARM SHALL BE EXEMPT FROM LIABILITY FOR LOSS, DAMAGE, OR INJURY DUE DIRECTLY OR INDIRECTLY TO OCCURRENCES, OR CONSEQUENCES THEREFROM, OR THE FAILURE TO AVERT OR PREVENT SUCH OCCURRENCES OR CONSEQUENCES, WHICH OCCURRENCES ANY MY-ALARM SERVICES OR ANY MY-ALARM-READY DEVICE MAY BE DESIGNED TO DETECT OR AID IN DETECTING, (B) IF MY-ALARM SHOULD BE FOUND LIABLE FOR LOSS, DAMAGE, OR INJURY DUE TO A FAILURE OF, OR OTHERWISE INVOLVING OR RELATED TO, ANY MY-ALARM SERVICES, MY-ALARM MATERIALS, MY-ALARM-READY DEVICES OR MY-ALARM SUPPORTED VIDEO CAMERAS IN ANY RESPECT, MY-ALARM'S TOTAL LIABILITY SHALL BE LIMITED TO AN AGGREGATE SUM EQUAL TO 10% OF THE ANNUAL CHARGE FOR MY-ALARM SERVICES TO SUBSCRIBER OR $1,000, WHICHEVER IS GREATER, AS THE AGREED UPON DAMAGES AND NOT AS A PENALTY, AND AS THE EXCLUSIVE REMEDY, AND (C) ALL PROVISIONS IN THIS SECTION 9 SHALL APPLY IF LOSS, DAMAGE, OR INJURY, IRRESPECTIVE OF CAUSE OR ORIGIN, RESULTS DIRECTLY OR INDIRECTLY TO ANY PERSON OR PROPERTY FROM PERFORMANCE OR NONPERFORMANCE OF OBLIGATIONS IMPOSED BY ANY AGREEMENT OR FROM NEGLIGENCE, ACTIVE OR OTHERWISE, OF MY-ALARM OR ANY OTHER PERSON. EXCEPT FOR THE LIMITED LIABILITY OF MY-ALARM SET FORTH IN THIS SECTION.
9, NEITHER MY-ALARM NOR ANY OF ITS AFFILIATES, ITS PROVIDERS, ITS CONTRACTORS, OR EMPLOYEES, OFFICERS, DIRECTORS, AGENTS, OR REPRESENTATIVES OF MY-ALARM, ITS AFFILIATES, ITS PROVIDERS, OR ITS CONTRACTORS SHALL HAVE ANY LIABILITY FOR ANY LOSS, DAMAGE, OR INJURY WHATSOEVER IN ANY WAY RELATING TO ANY MY-ALARM SERVICES, MY-ALARM MATERIALS, MY-ALARM-READY DEVICES OR MY-ALARM SUPPORTED VIDEO CAMERAS, INCLUDING ANY LOSS, DAMAGE, OR INJURY RESULTING FROM ANY BREACH OF THIS AGREEMENT OR NEGLIGENCE, ACTIVE OR OTHERWISE, INCLUDING ANY LOSS ARISING OUT OF ANY MISTAKES, OMISSIONS, INTERRUPTIONS, DELAYS, ERRORS, OR DEFECTS IN ANY SERVICES OR TRANSMISSION OF SERVICES OR FOR LOSSES OR DAMAGES ARISING OUT OF FAILURE TO MAINTAIN PROPER STANDARDS OF MAINTENANCE AND OPERATION.
10. EXCLUSION OF DAMAGES. IN NO EVENT SHALL MY-ALARM OR ANY OF ITS AFFILIATES, ITS PROVIDERS, ITS CONTRACTORS, OR ANY EMPLOYEES, OFFICERS, DIRECTORS, AGENTS, OR REPRESENTATIVES OF MY-ALARM, ITS AFFILIATES, ITS PROVIDERS, OR ITS CONTRACTORS BE LIABLE FOR ANY LOSS OF USE, LOSS OF PROFITS, INTERRUPTION OF BUSINESS, OR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES OF ANY KIND, REGARDLESS OF THE FORM OF ACTION WHETHER IN CONTRACT, TORT, OR OTHERWISE, EVEN IF MY-ALARM OR ANY OTHER PERSON HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE OR IS DEEMED UNCONSCIONABLE. THE EXCLUSION OF DAMAGES IN THIS SECTION 10 ("SPECIAL DAMAGES EXCLUSION") SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY LAW. THE SPECIAL DAMAGES EXCLUSION IS INDEPENDENT OF ANY AGREED REMEDY.
11. BINDING EFFECT OF AGREEMENT. SUBSCRIBER (A) ACKNOWLEDGES, ACCEPTS, AND AGREES TO BE LEGALLY BOUND BY THIS AGREEMENT, (B) WAIVES ALL CLAIMS OF LIABILITY NOT EXPRESSLY AND SPECIFICALLY PERMITTED HEREUNDER, ON SUBSCRIBER'S OWN BEHALF AND ON BEHALF OF ANY SUBSCRIBER RELATED PARTY, AND (C) AGREES THAT ALL DISCLAIMERS, LIMITATIONS OF LIABILITY, AND EXCLUSIONS OF DAMAGES IN THIS AGREEMENT, INCLUDING THOSE IN SECTIONS 7, 8, 9, AND 10, SHALL APPLY TO ALL SUBSCRIBER RELATED PARTIES AS WELL AS TO SUBSCRIBER. "SUBSCRIBER RELATED PARTY" MEANS EACH MEMBER OF OR VISITOR TO SUBSCRIBER'S HOUSEHOLD AND ANY OTHER PERSON ENTERING ANY PREMISES OF SUBSCRIBER OR OTHER PREMISES ON WHICH SUBSCRIBER USES ANY MY-ALARM SERVICES, MY-ALARM MATERIALS, MY-ALARM-READY DEVICES OR MY-ALARM SUPPORTED VIDEO CAMERAS. SUBSCRIBER REPRESENTS AND WARRANTS THAT SUBSCRIBER HAS FULL AUTHORITY TO MAKE THE WAIVERS AND AGREEMENTS ON BEHALF OF SUBSCRIBER RELATED PARTIES SET FORTH IN THIS SECTION 11 AND OTHERWISE TO ENTER INTO THIS AGREEMENT.
12. INDEMNIFICATION. SUBSCRIBER SHALL INDEMNIFY, PAY FOR THE DEFENSE OF, AND HOLD HARMLESS ALL MY-ALARM INDEMNIFIED PERSONS FROM AND AGAINST ANY AND ALL LIABILITY, DAMAGE, COST, LOSS, AND EXPENSE, INCLUDING REASONABLE COUNSEL FEES, OR OTHER LOSSES BASED ON OR RESULTING FROM ANY CLAIM, SUIT, ACTION, PROCEEDING, OR DEMAND (EACH A "CLAIM") AGAINST ANY MY-ALARM INDEMNIFIED PERSON RELATING TO OR ARISING FROM THE MY-ALARM SERVICES, MY-ALARM MATERIALS, MY-ALARM-READY DEVICES OR MY-ALARM SUPPORTED VIDEO CAMERAS THAT MAY BE PROVIDED BY MY-ALARM OR USED WITH MY-ALARM SERVICES, INCLUDING ANY SUCH CLAIM BY ANY SUBSCRIBER RELATED PARTY OR ANY OTHER PERSON. "MY-ALARM INDEMNIFIED PERSONS" MEANS MY-ALARM, ITS AFFILIATES, ITS PROVIDERS, AND ITS CONTRACTORS, AND ALL EMPLOYEES, OFFICERS, DIRECTORS, AGENTS, AND REPRESENTATIVES OF MY-ALARM, ITS AFFILIATES, ITS PROVIDERS, AND ITS CONTRACTORS. THE OBLIGATIONS SET FORTH IN THIS SECTION 12 SHALL SURVIVE THE EXPIRATION OR TERMINATION OF THIS AGREEMENT FOR ANY REASON AND SHALL APPLY EVEN IF THE CLAIM ARISES OUT OF MY-ALARM'S BREACH OF THIS AGREEMENT, STRICT LIABILITY, NEGLIGENCE, GROSS NEGLIGENCE, FAILURE TO PERFORM DUTIES UNDER THIS AGREEMENT, FAILURE TO COMPLY WITH APPLICABLE LAW, OR OTHER FAULT.
13. OTHER PERSONS. IF YOU SUBSCRIBE TO ANY MY-ALARM SERVICES OR PURCHASE ANY MY-ALARM-READY DEVICE AND/OR MY-ALARM SUPPORTED VIDEO CAMERA, DIRECTLY OR INDIRECTLY FROM OR THROUGH ANY OTHER PERSON, OR FROM MY-ALARM THROUGH A REFERRAL FROM ANY OTHER PERSON, YOU AGREE THAT SUCH OTHER PERSON ACTS SOLELY AS AN INDEPENDENT CONTRACTOR AND NOT AS AN AGENT OF MY-ALARM. SUCH PERSON SHALL HAVE NO RESPONSIBILITY OR LIABILITY TO YOU FOR THE PERFORMANCE OR NONPERFORMANCE OF THE MY-ALARM SERVICES, AND MY-ALARM SHALL HAVE NO RESPONSIBILITY OR LIABILITY TO YOU OR ANY SUBSCRIBER RELATED PARTY FOR THE PERFORMANCE OR NONPERFORMANCE OF ANY PRODUCTS OR SERVICES, OR OTHER MATERIALS YOU PURCHASE FROM SUCH PERSON OR ANY OTHER THIRD PARTY. WITHOUT LIMITING THE FOREGOING, YOU AGREE THAT THE LIABILITY OF SUCH OTHER PERSON IS, IN ANY EVENT, LIMITED IN ACCORDANCE WITH THE PROVISIONS OF THIS AGREEMENT, INCLUDING SECTIONS 7, 8, 9, 10, 11, AND 12.
14. ALARM MONITORING AND EMERGENCY CONTACT LIST. In addition to the automated alarm system monitoring that may be included in the My-Alarm Services, you may be given the optional choice of having your security or video system monitored by a third-party monitoring station service. If you have elected to receive services from a monitoring station and an alarm from your security system is received at the monitoring station, a live operator employed by the third-party monitoring station may attempt to contact you and/or one or more other persons on your emergency contact list by telephone to confirm that the alarm is not false before requesting a police or fire dispatch. You acknowledge that the emergency contact list that you established with your dealer or system installer when your system was activated may be used by the monitoring station operator to confirm an alarm prior to requesting a police or fire dispatch. Further, you acknowledge that this emergency contact list is not automatically updated when you update contact information on the People, Notifications or Profile sections of the Customer Website. If you wish to update the emergency contact list used by the monitoring station operator before dispatching a police or fire response, then you must contact your dealer. If you need help doing so, you may email info@My-Alarm.com for assistance while your subscription is in effect. If you are using monitoring station services, My-Alarm recommends that you periodically review and update your emergency contact list.
15. COMMUNICATION FACILITIES. You acknowledge My-Alarm-Ready Devices and My-Alarm Supported Video Cameras may communicate with the My-Alarm network operations center by a wireless or broadband method and that the My-Alarm network operations center connects, if requested, to a third-party monitoring station by a secure Internet or dial-up protocol. Such wireless methods include cellular, telemetry, private radio, or other methods; broadband methods include cable, DSL, fiber optic or other methods. There may be times when the My-Alarm-Ready Device is unable to acquire, transmit, or maintain an alarm signal or when an My-Alarm Supported Video Camera is unable to record or transmit video data. For added system reliability, you may also use a telephone line to connect directly to the monitoring station.
16. TERM AND TERMINATION. Your subscription terminates whenever this Agreement expires or is terminated by My-Alarm for any reason. This Agreement will remain in effect during the period for which you have subscribed to My-Alarm Services, except that My-Alarm may terminate this Agreement, and your subscription, at any time, with or without notice, in its sole discretion, (a) if you fail to pay any charges when due, or otherwise violate this Agreement, (b) if the My-Alarm network operations center or other My-Alarm facilities are destroyed or damaged and My-Alarm is unable to restore services, (c) if My-Alarm cannot acquire or retain the transmission connections or authorization to transmit signals between your premises and the network operations center or, if requested, the monitoring station, (d) if the party that is billing you for the My-Alarm Services is delinquent in paying My-Alarm for the My-Alarm Services provided to you, (e) for any other reason, or (f) for no reason. If My-Alarm terminates this Agreement for any reason other than that set forth in item (a) above, My-Alarm will refund any advance payments you have made for My-Alarm Services to be supplied after the date of such termination. In no event will My-Alarm be liable for any damages or subject to any penalty as a result of any termination of this Agreement. You may be liable for a termination penalty if you terminate your subscription before the expiration of the period for which you have subscribed. Your subscription shall not survive the expiration or termination of this Agreement, but all disclaimers of warranties, limitations of responsibility and liability, exclusions of damages and other remedies, and indemnification rights set forth in this Agreement shall survive its expiration or termination. Without limiting the foregoing, the following provisions of this Agreement shall survive its expiration or termination: Sections 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, 16, 17, 18, and 19.
18. Choice of Law and Forum; Dispute Resolution. THIS AGREEMENT SHALL BE GOVERNED BY THE LAW OF THE STATE OF FLORIDA, EXCLUSIVE OF ITS CHOICE-OF-LAW RULES. YOU AND MY-ALARM AGREE THAT NO SUIT OR ACTION THAT RELATES IN ANY WAY TO THIS AGREEMENT (WHETHER BASED UPON CONTRACT, NEGLIGENCE, OR OTHERWISE) SHALL BE BROUGHT AGAINST THE OTHER MORE THAN ONE (1) YEAR AFTER THE ACCRUAL OF THE CAUSE OF ACTION THEREFROM. YOU AND MY-ALARM HEREBY WAIVE ANY RIGHTS TO A JURY TRIAL IN ANY JUDICIAL ACTION BROUGHT BY EITHER YOU OR MY-ALARM, WHICH RELATES IN ANY WAY TO THIS AGREEMENT (WHETHER BASED UPON CONTRACT, NEGLIGENCE OR OTHERWISE). IF WAIVER OF JURY TRIAL IS NOT PERMITTED BY LAW, YOU AGREE THAT ANY DISPUTE ARISING UNDER OR OTHERWISE RELATING TO THIS AGREEMENT SHALL BE RESOLVED BY BINDING ARBITRATION, HELD IN TAMPA FLORIDA, PURSUANT TO THE RULES OF THE AMERICAN ARBITRATION ASSOCIATION. NO DEPOSITIONS SHALL BE PERMITTED IN ANY SUCH ARBITRATION PROCEEDING. IN NO EVENT SHALL THE ARBITRATOR HAVE THE AUTHORITY TO MAKE ANY AWARD THAT PROVIDES FOR PUNITIVE OR EXEMPLARY DAMAGES. THE ARBITRATOR'S DECISION SHALL FOLLOW THE PLAIN MEANING OF THE RELEVANT DOCUMENTS. NOTWITHSTANDING THE FOREGOING ARBITRATION REQUIREMENT, IF MY-ALARM OR ANY OTHER MY-ALARM INDEMNIFIED PERSON BECOMES A DEFENDANT IN A PROCEEDING IN ANY COURT OR OTHER DISPUTE-RESOLUTION FORUM AND THE INDEMNIFICATION OBLIGATIONS OF SECTION 12 APPLY TO THE CLAIM BROUGHT AGAINST SUCH MY-ALARM INDEMNIFIED PERSON, OR THERE IS A GOOD FAITH BASIS TO CONTEND THAT SUCH OBLIGATIONS APPLY TO SUCH CLAIM, MY-ALARM AND/OR SUCH OTHER MY-ALARM INDEMNIFIED PERSON SHALL HAVE THE RIGHT TO ENFORCE THE INDEMNIFICATION OBLIGATIONS, AND ANY OTHER PROVISION OF THIS AGREEMENT, AGAINST SUBSCRIBER IN SUCH COURT PROCEEDING, INCLUDING BY IMPLEADING OR CROSS-CLAIMING AGAINST SUBSCRIBER OR OTHERWISE. IN ADDITION, NOTWITHSTANDING THE FOREGOING, MY-ALARM SHALL HAVE THE RIGHT TO SEEK INJUNCTIVE RELIEF IN ANY COURT OF COMPETENT JURISDICTION WITH RESPECT TO ANY BREACH BY SUBSCRIBER OF ITS OBLIGATIONS UNDER THIS AGREEMENT, INCLUDING ANY BREACH AFFECTING MY-ALARM'S INTELLECTUAL PROPERTY OR PROPRIETARY RIGHTS OR BUSINESS REPUTATION. IN NO EVENT SHALL SUBSCRIBER BRING ANY CLASS ACTION LAWSUIT OR CLASS ACTION ARBITRATION PROCEEDING AGAINST MY-ALARM OR ANY OTHER MY-ALARM INDEMNIFIED PERSON OR BE A REPRESENTATIVE PLAINTIFF OR PLAINTIFF CLASS MEMBER IN ANY SUCH LAWSUIT OR ARBITRATION PROCEEDING.
19. ENTIRE AGREEMENT; AMENDMENT; CONSTRUCTION. This Agreement constitutes the entire agreement between you and My-Alarm. By entering into this Agreement, you affirm that you are not relying on My-Alarm's advice, advertisements, or any other representation, promise, condition, inducement, or warranty, express or implied, from any Person that is not expressly and specifically set forth in writing in this Agreement. The terms and conditions of this Agreement apply as presented online without alteration or qualification, unless a change is approved in writing by an authorized officer of My-Alarm, and shall govern even if you submitted a purchase order or other document with inconsistent or additional terms and conditions. My-Alarm may amend this Agreement at any time in its sole discretion by notifying Subscriber on or in connection with the My-Alarm Services, including by email or by a screen notice visible at login, of such amendment. Subscriber hereby agrees to be bound by such amendment. No other amendment shall be enforceable against My-Alarm unless set forth in a writing signed by an authorized officer of My-Alarm. As used in this Agreement, the word "including" and its variants mean "including but not limited to" and its respective variants. If any provision of this Agreement or the application of any such provision to any Person or circumstances shall be held invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provision of this Agreement, and all other parts of this Agreement shall be enforced to the maximum extent permitted by law. My-Alarm and Subscriber intend that all restrictions on use, disclaimers of warranties, limitations of responsibility and liability, exclusions of damages or other remedies, and indemnification rights of My-Alarm in this Agreement shall be upheld and applied to the maximum extent permitted by law.
20. OTHER PROVISIONS. Subscriber shall not assign this Agreement without My-Alarm's advance written consent, which My-Alarm may grant or withhold in its sole discretion. My-Alarm has the right to assign this Agreement or to subcontract any of its obligations under it without notifying Subscriber and without obtaining Subscriber's consent. No waiver by My-Alarm of any right or remedy under this Agreement shall be effective unless expressly and specifically set forth in a writing signed by an authorized officer of My-Alarm, and no waiver by My-Alarm of any right or remedy under this Agreement shall preclude or limit any other or future enjoyment or enforcement by My-Alarm of such right or remedy.
--when you have opted in to share the information with the entity.
--when we need to share the information with an entity who works on our behalf to provide the services. (These entities do not have any right to use the personally identifiable information we provide to them beyond what is necessary to assist us.)
To be clear, My-Alarm will not provide your personally identifiable information to our advertisers, advertising servers, or advertising agencies.
My-Alarm has security measures in place to protect the loss, misuse, and alteration of your information. We protect your information through a unique username and password, and we protect certain sensitive communications with our website through server authentication and secure connections.
You may view, update, or delete your personally identifiable information at any time by following the links at www.My-Alarm.com to your profile and address book pages. These changes will be immediately made to our records. If you wish to stop notifications, you may do so through the website.
Changes to your user profile will not affect the records of your dealer. You should contact your dealer directly to make changes to its records.
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