ATTENTION – LIMITATIONS OF LIABILITY; ARBITRATION; CLASS ACTION WAIVER.

THIS AGREEMENT CONTAINS PROVISIONS THAT LIMIT OUR LIABILITY AND YOUR REMEDIES, AND THAT REQUIRE MOST DISPUTES TO BE RESOLVED BY BINDING INDIVIDUAL ARBITRATION INSTEAD OF IN COURT AND WITHOUT A JURY OR CLASS ACTION. PLEASE REVIEW PARAGRAPHS 18, 19, 20, 21, AND 22 CAREFULLY BEFORE USING THE EQUIPMENT OR SERVICE.

1. PARTIES AND SERVICES: The person who accepted delivery of the Equipment and opened the sealed packaging and any person ordering/paying for Services (“Payer”) or using them (“User”) (collectively referred to as “Subscriber”) hereby contract with We Live Longer, LLC, a Wyoming limited liability company We Live Longer for We Live Longer alert system monitoring service (“Service”).  Unless the context otherwise requires, the term “Subscriber” as used herein refers to all User(s) and Payer(s), and any of them individually.  The obligations of Subscriber are joint and several, meaning that Payer(s) and User(s) are equally, and each individually, responsible for the obligations of the Subscriber under this Agreement. 

The Service includes We Live Longer equipment and monitoring.  Equipment means We Live Longer  T.I.M.E. or DDD personal help button (“Equipment”).  Monitoring is provided through a third-party monitoring center authorized by We Live Longer (the “Monitoring Center”) (We Live Longer and the Monitoring Center collectively referred to as the “Monitoring Team”).  During the initial and any renewal term of this Agreement, Equipment remains the property of We Live Longer and must be returned to We Live Longer at the end of this Agreement as set forth in Paragraph 2 below.  If Subscriber fails to return the Equipment as set forth in Paragraph 2, Subscriber will be fully liable for the value of the Equipment, which Subscriber agrees is $250. 

The Service includes receipt, analysis and response to alarm signals from Equipment.  Upon receipt of a signal, the Monitoring Team shall: (a) make reasonable effort to promptly contact Subscriber, and (b) if the Monitoring Center deems necessary in its reasonable judgment, notify: (i) persons and entities designated by Subscriber as “Responders” to We Live Longer (“Responders”), in the order designated by Subscriber, or (ii) police, fire or ambulance designated by Subscriber.

Subscriber agrees that the Monitoring Team may rely absolutely on the statements of Subscriber, Responders, or any person who says that they are acting on behalf of a Responder or Subscriber, with respect to the location and condition of Subscriber.  Subscriber agrees that the Monitoring Team, in its sole and absolute discretion and without any liability, (a) may contact or attempt to contact the Premises as frequently as any member of the Monitoring Team deems appropriate to verify the need to alert Responders; and (b) after receiving oral advice from anyone at the premises to disregard the alarm signal any member of the Monitoring Team may in their sole and absolute discretion and without liability, refrain from alerting the Responders or advise the Responders of the receipt of oral advice to disregard the alarm signal. 

SUBSCRIBER AGREES THAT ATTEMPTING TO NOTIFY THE DESIGNATED RESPONDERS BY PHONE IS THE MONITORING TEAM’S ONLY DUTY. Subscriber understands and agrees that: (a) the Monitoring Team is not responsible for the promptness, sufficiency or adequacy of the action of any Responder or any third party acting for Responder; (b) the Monitoring Team in no way represents or guarantees that Responders can be contacted, can or will respond, or that any response will be safe or effective; (c) the Responders have been designated by him or her and are not agents or other representatives of either member of the Monitoring Team; and (d) the Monitoring Team will not send any of its personnel to Subscriber’s premises in response to any emergency signal.

THE SERVICE IS NOT A SUBSTITUTE FOR CALLING 9‑1‑1 OR OTHER EMERGENCY SERVICES, AND THE EQUIPMENT AND SERVICE ARE NOT CERTIFIED OR INTENDED FOR EMERGENCY RESPONSE OR TO BE RELIED UPON AS A LIFE‑SAVING SOLUTION.

THE SERVICE IS INTENDED FOR NON‑EMERGENCY, NON‑TIME‑CRITICAL INFORMATION AND COMMUNICATION OF ALERTS, AND SUBSCRIBER AGREES NOT TO RELY ON THE SERVICE AS THE SOLE MEANS OF SAFETY, SECURITY, OR EMERGENCY NOTIFICATION.

2. TERM & TERMINATION: This Agreement starts when this Agreement is acknowledged over the phone by the Subscriber or when the Equipment is delivered to the Subscriber.  The original term of this Agreement will continue for the billing cycle period selected at sign-up and will renew for the same consecutive billing cycle thereafter unless terminated as set forth below.  Subscriber may terminate this Agreement by returning the Equipment to We Live Longer along with a written request to cancel including the Subscriber’s name and address.  We Live Longer may terminate this Agreement and Services hereunder in whole or in part, (a) for any reason or no reason upon thirty (30) days’ prior written notice to Subscriber, and (b) immediately for cause, including if Subscriber fails to pay any amounts when due (after any grace or notice period required by law), abuses or misuses the Service or Equipment, interferes with the operation of the Equipment or Monitoring Center, or otherwise breaches this Agreement.  Upon termination, Subscriber will return Equipment to We Live Longer by mailing the Equipment to We Live Longer at Subscriber’s expense. Return Equipment to We Live Longer, 5504 Commercial Ave #110 Raleigh, NC 27612, USA. If Subscriber fails to return Equipment within thirty (30) days of termination, Subscriber agrees to pay We Live Longer the value of Equipment which is $250 and which Subscriber hereby authorizes We Live Longer to bill to Subscriber’s credit card or bank account or otherwise collect.
3. BINDING AGREEMENT: This Agreement is binding on Subscriber, Subscriber’s heirs, executors and administrators.  Subscriber, including each User and Payer, each shall be jointly and severally liable to satisfy the Subscriber’s obligation under this Agreement and are each bound by its terms, including Paragraphs 18, 19, 20, 21, and 22.  By accepting these terms and conditions, Subscriber, including any User and Payer, each represent that they are agents of each other, and (a) Subscriber represents and warrants to We Live Longer that Subscriber has the full power and authority to bind any Payer and User to these terms and conditions; and (b) each Payer represents and warrants to We Live Longer that Payer has the full power and authority to bind Subscriber and any User to these terms and conditions. 

4. SUBSCRIBER DUTIES:  In addition to other responsibilities set forth elsewhere in this Agreement, Subscriber shall:
   1. Provide a suitable electrical outlet for periodic charging of the Equipment and be responsible for keeping the Equipment charged.
   2. Select and give accurate contact information to We Live Longer as to all Responders. Subscriber represents that personal Responders have agreed to act as responders;
   3. Provide Responders with access to Subscriber’s house;
   4. Not alter or attempt repairs to Equipment;
   5. Activate and use the Equipment according to We Live Longer written requirements found in the user guide as provided with the delivery of Equipment;
   6. Promptly inform We Live Longer of any changes to the information provided in, or in connection with, this Agreement. All changes are the sole responsibility of Subscriber and shall become effective at the time of delivery to We Live Longer;
   7. Test equipment at least every month with the personal help button following recommended testing established by We Live Longer;
   8. Pay any fine resulting from any false alarm.

Subscriber is solely responsible for obtaining and maintaining any licenses, permits, municipal notices, consents, or other authorizations that may be required in connection with Subscriber’s use of the Equipment or Service and for complying with all applicable laws, rules, and regulations when using the Equipment or Service, including without limitation any laws relating to emergency communications and privacy.

5. LOCATION‑BASED SERVICES: Some Equipment may use technology (including GPS, cellular, Wi‑Fi, or other location technologies) to permit the Monitoring Team or other third parties to determine the approximate physical location of the Equipment and/or Subscriber at a given time (“Location‑Based Services”). The accuracy and availability of Location‑Based Services are limited and may be affected by a variety of factors, including but not limited to topography, buildings, weather, cellular or data coverage, and the configuration or condition of the Equipment. Location‑Based Services may function even when Subscriber is not in two‑way communication with the Monitoring Center. ANY LOCATION‑BASED INFORMATION PROVIDED THROUGH THE EQUIPMENT OR SERVICE IS MADE AVAILABLE FOR INFORMATIONAL AND PLANNING PURPOSES ONLY AND IS NOT INTENDED TO BE RELIED UPON IN SITUATIONS WHERE PRECISE LOCATION INFORMATION IS NEEDED OR WHERE ERRONEOUS, INACCURATE, TIME‑DELAYED OR INCOMPLETE LOCATION OR MAP DATA MAY LEAD TO DEATH, PERSONAL INJURY, OR PROPERTY OR ENVIRONMENTAL DAMAGE. SUBSCRIBER AGREES THAT LOCATION‑BASED INFORMATION MAY VARY FROM ACTUAL LOCATIONS OR CONDITIONS AND THAT NEITHER THE MONITORING TEAM NOR ANY RESPONDER WILL HAVE ANY LIABILITY RELATING TO THE ACCURACY OR COMPLETENESS OF ANY LOCATION‑BASED INFORMATION.
6. BATTERY NOTIFICATION: Subscribers may opt to receive notifications that the battery of the Equipment needs to be recharged. It is Subscriber’s responsibility to keep the unit operating and charged. Failure to maintain battery power may prevent emergency alerts from being sent.
7. FEES: Subscriber agrees to pay the periodic fees (monthly, quarterly, or annual) associated with the Agreement along with any applicable sales tax and for any additional We Live Longer services later agreed to by the parties.  Payments are due in advance of the period being billed on the billing date associated with the activation date for the applicable monthly, quarterly, or annual plan.  The initial payment is due upon activation or online transaction completion and is in accordance with the payment plan selected (monthly, quarterly or annual).  At the time of this Agreement’s renewal, Subscriber hereby authorizes We Live Longer to bill the credit card or bank account Subscriber provided to We Live Longer over the phone at sign up. Subscriber authorizes We Live Longer to automatically charge Subscriber’s designated payment method for all fees, charges, and applicable taxes due hereunder as they become due, including at the beginning of each Renewal Term at the then‑current price for the Service, unless and until Subscriber timely cancels in accordance with this Agreement. If We Live Longer is unable to charge Subscriber’s payment method for any reason, Subscriber remains responsible for any uncollected amounts and all such amounts shall become immediately due and payable.
   
   35. Late Fees: If a payment is not made for any reason (including an expired credit card or insufficient funds in a checking account), Subscriber shall pay We Live Longer a late fee for the administrative cost incurred in the amount of $35.00 for each late payment, or such lower amount as may be permitted or authorized by law.
   36. Refunds: All payments are nonrefundable. Notwithstanding any termination of this Agreement by either party, Subscriber shall remain responsible for all fees and charges accrued through the effective date of termination and shall not be entitled to any refund of prepaid amounts except as expressly required by applicable law.
   37. Billing information: Subscriber agrees to keep on file with We Live Longer acceptable valid bank credit/debit card information, limited to bank cards with a Visa, MasterCard, American Express or Discover logo. We Live Longer may terminate this Agreement for non-payment of fees and recover all payments due to We Live Longer.  In the event it becomes necessary for We Live Longer to institute legal proceedings to collect payments due under this Agreement, Subscriber agrees to pay for a full month of service for any month in which the Subscriber has received 

8. COMMUNICATION LIMITATIONS: It is understood that the communication of the Equipment relies upon the availability of cellular service and data which are provided by a third party that is not controlled by We Live Longer.  The ability of the Equipment to accurately track Subscriber’s location is dependent on the availability of GPS, cellular network and/or wireless internet coverage depending on Subscriber’s location.  The Equipment will function only in areas, locations and buildings where such service is available.  If such service is unavailable or unreliable, the Equipment may not accurately reflect the User’s location or, it may not communicate at all with the Monitoring Center.  In such event, the Monitoring Center may be unable to communicate the User’s location to a Responder, and a Responder may not be able to locate the User. 
9. INTERRUPTION OF SERVICE: Subscriber acknowledges that the Equipment sends its signals using cellular services which are wholly beyond the control of We Live Longer.  IN THE EVENT EQUIPMENT IS IN AN AREA WITHOUT CELLULAR SERVICE OR THE CELLULAR SERVICE FOR THE AREA IS OUT OF ORDER OR DISCONNECTED, THE EQUIPMENT WILL NOT WORK.   We Live Longer does not assume any liability for interruption of the service due to strikes, riots, sabotage, terrorist activities, floods, storms, earthquakes, fires, power failure, and interruption of cellular service, acts of God, or any other cause beyond We Live Longer’s control including the activities of Subscriber.  WE LIVE LONGER IS NOT REQUIRED TO SUPPLY THE SERVICE DURING THE CONTINUATION OF ANY INTERRUPTION OF SERVICE DUE TO ANY SUCH CAUSE.

We Live Longer’s obligations under this Agreement will be automatically waived and We Live Longer will not be liable to Subscriber or any other person or entity for any failure or inability to provide the Service, or for any failure of the Equipment or Service to operate, that is caused by or results from, or occurs in connection with, any circumstances beyond We Live Longer b’s reasonable control, including but not limited to any loss, interruption, or degradation of any communications or data network (including any telephone, cellular, wireless, radio, Internet, or IP network), or any flood, fire, earthquake, explosion, civil unrest, war, invasion, terrorism, labor unrest, or other act of God. In any such case, We Live Longer shall have no obligation to notify Subscriber of such event and Subscriber’s sole remedy shall be a credit or refund of any Service fees actually paid for the period during which the Service was not available, to the extent required by applicable law.

10. CONSENT TO DISTRIBUTION AND USE OF INFORMATION: Subscriber is providing We Live Longer with medical information for the purpose of providing the Service.  Subscriber agrees that We Live Longer, Responders and any other party named in this Agreement may receive all information contained in this Agreement or otherwise provided by Subscriber to We Live Longer.  Subscriber further agrees that in the event that a Responder or other assistance is sent to Subscriber’s home (an “Incident”), We Live Longer   may notify any or all of the parties listed in this Paragraph.  Further, Subscriber releases We Live Longer from all liability, which may arise out of We Live Longer’s disclosure of information in this Agreement or about any Incident to the parties listed in this Paragraph.  Subscriber acknowledges that all communications between Subscriber and We Live Longer or the Monitoring Center may be recorded and Subscriber consents to such recording.

By signing up and using the Equipment, Subscriber is providing We Live Longer with contact details, payment information, and information on the use of the Equipment (including location data when Equipment is activated).  The Subscriber authorizes We Live Longer to use and disclose all information provided by Subscriber, other than medical information, for the purposes of (a) providing and servicing the Service, (b) handling billing, account management, and authorization, (c) internal analysis, and (d) marketing, cross-sell, or promotional communications regarding We Live Longer and authorized third parties. Subscriber acknowledges that by using the Equipment, Subscriber consents to marketing or promotional contacts, and that Subscriber may opt out of such marketing communications at any time by notifying We Live Longer in writing or by any reasonable means, effective within ten business days of request, in accordance with applicable law.

11. CONSENT TO COMMUNICATIONS: By using the Equipment, Subscriber consents to Service, billing, and authorization communications made to Subscriber via phone call, text message, email, or other methods as necessary to maintain the Service, unless Subscriber opts out by notifying We Live Longer in writing or by any reasonable means.  Opt-out requests for any communications will be processed within ten business days. Where permitted by law, these communications are exempt from federal or state Do-Not-Call and Telephone Consumer Protection Act regulations unless and until Subscriber opts out.

Subscriber understands that calls or text messages from or on behalf of We Live Longer or the Monitoring Center may be made using an automatic telephone dialing system, prerecorded or artificial voice, or other automated technology, to any residential or wireless telephone number Subscriber provides to us. Subscriber expressly consents to receive such automated calls and texts at the numbers Subscriber provides, even if such numbers are listed on any federal or state Do‑Not‑Call registry, unless and until Subscriber revokes such consent by any reasonable means.

Prior to providing We Live Longer with any telephone number for any other person (including any Responder or emergency contact), Subscriber must (a) inform such person that We Live Longer and/or the Monitoring Center may place calls or send texts to that number using automated technology as described above and that such communications may be recorded, and (b) obtain such person’s prior express consent to receive such calls and texts.

SUBSCRIBER AGREES TO INDEMNIFY, DEFEND, AND HOLD HARMLESS WE LIVE LONGER AND THE MONITORING CENTER, AND THEIR RESPECTIVE AGENTS AND AFFILIATES, FROM AND AGAINST ANY CLAIM, DEMAND, ACTION, OR PROCEEDING (INCLUDING ANY CLAIM UNDER THE TELEPHONE CONSUMER PROTECTION ACT OR SIMILAR LAWS) ARISING OUT OF OR RELATING TO CALLS OR TEXTS PLACED TO ANY TELEPHONE NUMBER THAT SUBSCRIBER PROVIDED TO WE LIVE LONGER WITHOUT THE NECESSARY CONSENT.

12. PRIVACY AND DATA. We Live Longer’s collection, use, disclosure, and protection of information about Subscriber is described in We Live Longer’s privacy policy available online at www.welivelonger.com as it may be amended from time to time, which is incorporated into this Agreement by this reference. Subject to applicable law and We Live Longer’s privacy policy, We Live Longer will exclusively own any data and information generated by or through the Equipment or Service, including any usage data, diagnostic information, and audio recordings or communications between Subscriber and the Monitoring Team (“Service Data”). We Live Longer may use and share Service Data as permitted by We Live Longer’s privacy policy, including, without limitation, with the Monitoring Center, Responders, our affiliates, business partners, and service providers, and any purchaser or successor to all or any portion of our business or assets. Although We Live Longer implements reasonable technical and organizational measures designed to safeguard Service Data, no method of transmission or storage is completely secure, and We Live Longer does not guarantee the security of Service Data.

13. FALSE ALARMS OR ABUSE OF SERVICE: Subscriber agrees to reimburse We Live Longer for any fees assessed against We Live Longer as a result of false alarms originating from Subscriber’s premises.
14. FORCED ENTRY; MEDICAL EXPENSES: Subscriber agrees that if any alarm signal is received by We Live Longer and a Responder is sent to Subscriber’s home and Subscriber cannot let Responder into the locked home and Responder does not have a key that THE SUBSCRIBER AUTHORIZES RESPONDER TO BREAK INTO SUBSCRIBER’S HOME.  SUBSCRIBER UNDERSTANDS THAT THIS MAY CAUSE DAMAGE TO THE HOME.  SUBSCRIBER WAIVES ANY CLAIM AGAINST WE LIVE LONGER OR ANY RESPONDER WHICH MAY ARISE AS A RESULT OF FORCED ENTRY INTO THE HOME.  SUBSCRIBER SPECIFICALLY WAIVES ANY CLAIM FOR DAMAGE RESULTING FROM FORCED ENTRY AFTER AN INACTIVITY CLUB OR NON-RESPONSE TO A REMINDER SERVICE EVEN IF SUBSCRIBER IS SIMPLY NOT HOME. In addition, Subscriber authorizes We Live Longer to notify paramedics and other appropriate emergency personnel who may provide medical assistance, if necessary.  Subscriber hereby releases We Live Longer from any and all expenses and liability incurred as a result of such medical services.
15. ATTORNEYS’ FEES: In connection with any dispute arising under this Agreement, the prevailing party shall recover from the other party its reasonable costs and necessary disbursements and attorneys’ fees incurred in enforcing this Agreement or otherwise in connection with any lawsuit, arbitration or other legal proceeding related to or arising under this Agreement.
16. SUSPENSION OR CANCELLATION OF THE AGREEMENT: Subscriber agrees that We Live Longer may stop or suspend monitoring service for any of the following reasons: (a) strikes, severe weather, earthquakes or other such events beyond We Live Longer’s control that affect the operations of the Monitoring Center or so severely damage Subscriber premises that continuing service would be impractical. (b) There is an interruption or unavailability of the telephone service between the System and the Monitoring Center.  (c) Subscriber does not pay the service charge due to We Live Longer, after We Live Longer has given Subscriber five (5) days’ notice that We Live Longer is cancelling service because of non-payment.  (d) We Live Longer is unable to provide service because of some action or ruling by any government authority.  (e) Subscriber becomes a debtor in a bankruptcy proceeding. 

17. ASSIGNMENT: This Agreement may NOT be assigned by Subscriber except with written consent of We Live Longer. This Agreement may be assigned by We Live Longer to a financial institution or any other personal emergency services provider at any time. Upon any permitted assignment by We Live Longer, We Live Longer shall be released from all obligations and liability arising under this Agreement after the effective date of such assignment, and the assignee shall be solely responsible for performance thereafter.
18. DISCLAIMER AND LIMITATION OF LIABILITY: Subscriber understands and agrees that We Live Longer is NOT an insurer and that insurance, if any, covering personal injury, death, property loss, or damage on Subscriber’s premises or otherwise relating to the Service or Equipment shall be obtained and maintained by Subscriber in such amounts and covering such perils as Subscriber deems appropriate. The amounts being charged by We Live Longer are based solely on the value of the Service and not on the potential value of any person or property; such amounts are not sufficient to guarantee that no loss will occur, and does not assume any responsibility for any losses that may occur, EVEN IF DUE TO WE LIVE LONGER’S ALLEGED OR PROVEN NEGLIGENCE OR FAILURE TO PERFORM ITS OBLIGATIONS UNDER THIS AGREEMENT. SUBSCRIBER ASSUMES ALL RISK OF LOSS OR DAMAGE TO PREMISES OR THE CONTENTS THEREOF, AND OF PERSONAL INJURY OR DEATH.

THE SERVICE, INCLUDING THE EQUIPMENT, IS PROVIDED “AS IS,” “AS AVAILABLE,” AND “WITH ALL FAULTS.” WE LIVE LONGER MAKES NO GUARANTEES OR WARRANTIES OF ANY KIND RELATING TO THE SERVICE OR THE EQUIPMENT AND EXPRESSLY DISCLAIMS ALL WARRANTIES WHETHER EXPRESS OR IMPLIED, WRITTEN OR ORAL, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, NON‑INFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE. WITHOUT LIMITING THE FOREGOING, WE LIVE LONGER DOES NOT WARRANT THAT THE SERVICE OR EQUIPMENT WILL BE ERROR‑FREE, UNINTERRUPTED, FREE FROM DEFECTS OR FAILURES, OR THAT ANY PARTICULAR RESULT WILL BE ACHIEVED.

IF, NOTWITHSTANDING THE OTHER PROVISIONS OF THIS AGREEMENT, THERE SHOULD ARISE ANY LIABILITY OF WE LIVE LONGER TO SUBSCRIBER OR ANY THIRD PARTY, THE TOTAL AGGREGATE LIABILITY OF WE LIVE LONGER ARISING OUT OF OR RELATING TO THIS AGREEMENT, THE SERVICE, AND THE EQUIPMENT, WHETHER BASED UPON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR OTHERWISE, SHALL NOT EXCEED THE SUM OF ONE THOUSAND DOLLARS ($1,000) OR, IF GREATER, AN AMOUNT EQUAL TO THE FEES ACTUALLY PAID BY SUBSCRIBER TO WE LIVE LONGER UNDER THIS AGREEMENT DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM. SINCE IT IS IMPRACTICAL AND EXTREMELY DIFFICULT TO FIX ACTUAL DAMAGES WHICH MAY ARISE DUE TO A FAILURE OF THE SERVICE OR EQUIPMENT, THIS SUM SHALL BE COMPLETE AND EXCLUSIVE AND SHALL BE PAID AND RECEIVED AS LIQUIDATED DAMAGES AND NOT AS A PENALTY.

IN NO EVENT SHALL WE LIVE LONGER BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING WITHOUT LIMITATION LOST PROFITS, LOSS OF DATA, LOSS OF BUSINESS, OR COST OF SUBSTITUTE SERVICES), WHETHER ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, THE SERVICE, OR THE EQUIPMENT, EVEN IF WE LIVE LONGER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

THE LIMITATIONS AND EXCLUSIONS IN THIS PARAGRAPH 18 SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW AND SHALL NOT APPLY ONLY TO THE EXTENT PROHIBITED BY SUCH LAW. FOR THE AVOIDANCE OF DOUBT, THE PARTIES ACKNOWLEDGE THAT ANY FAILURE OF THE EQUIPMENT, ANY INTERRUPTION OR FAILURE OF ANY COMMUNICATIONS NETWORK OR SERVICE, ANY SUSPENSION, CANCELLATION, OR TERMINATION OF THE SERVICE AS PERMITTED UNDER THIS AGREEMENT, OR ANY DELAY OR FAILURE BY WE LIVE LONGER TO RESPOND TO AN ALARM SIGNAL WITHOUT MORE, SHALL NOT, BY THEMSELVES, BE DEEMED TO CONSTITUTE GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.

19. INDEMNIFICATION; WAIVER OF SUBROGATION: Subscriber agrees to indemnify, defend, and hold harmless We Live Longer, the Monitoring Center, and their respective parents, subsidiaries, affiliates, officers, directors, shareholders, members, managers, employees, agents, contractors, suppliers, manufacturers, and service providers (collectively, the “Service Parties”) from and against any and all claims, demands, lawsuits, actions, losses, liabilities, damages, judgments, fines, penalties, costs, and expenses (including reasonable attorneys’ fees and costs) to the extent arising out of or relating to: (i) any breach of this Agreement by Subscriber; (ii) any act, error, or omission of Subscriber (including any User or Payer) in connection with the Equipment or Service; or (iii) any bodily injury, death of any person, or damage to real or tangible personal property to the extent caused by the acts or omissions of Subscriber (including any User or Payer) in connection with this Agreement, the Equipment, or the Service.

To the fullest extent permitted by applicable law, this indemnity also applies to claims against any Service Party alleging ordinary negligence in whole or in part, but shall not apply to the gross negligence or willful misconduct of any Service Party or to the extent such indemnification is prohibited by applicable law.

Unless prohibited by Subscriber’s property or liability insurance policies or other applicable insurance, Subscriber hereby waives, and shall cause its insurers to waive, any right of subrogation, recovery, or claim against any Service Party for any amounts paid under any insurance policies. Subscriber agrees to promptly notify its insurance carriers of this waiver and to have this waiver of subrogation endorsed on its policies if required.

20. LIMITATION ON LAWSUITS; WAIVER OF JURY TRIAL: No lawsuit, arbitration, or other legal proceeding arising out of or relating to this Agreement, the Service, or the Equipment (a “Claim”) may be brought more than one (1) year after the date the Claim accrues, except to the extent a longer period is required by applicable law. TO THE EXTENT ANY CLAIM IS HEARD IN COURT RATHER THAN IN ARBITRATION, EACH PARTY KNOWINGLY AND VOLUNTARILY WAIVES ANY RIGHT TO A TRIAL BY JURY IN ANY SUCH PROCEEDING.
21. VENUE FOR NON‑ARBITRABLE CLAIMS. To the extent any Claim is not subject to arbitration under Paragraph 22, such Claim shall be brought exclusively in the state courts of the State of North Carolina sitting in Wake County, North Carolina, or, if there is federal jurisdiction, in the United States District Court for the Eastern District of North Carolina, and each party irrevocably submits to the personal jurisdiction of such courts and waives any objection based on inconvenient forum or improper venue
22. ARBITRATION AND CLASS ACTION WAIVER. PLEASE READ THIS PARAGRAPH CAREFULLY. IT AFFECTS YOUR RIGHTS.

1. Agreement to Arbitrate. EXCEPT AS EXPRESSLY PROVIDED BELOW, ANY AND ALL DISPUTES, CLAIMS, OR CONTROVERSIES ARISING OUT OF OR RELATING IN ANY WAY TO THIS AGREEMENT, THE SERVICE, THE EQUIPMENT, OR THE DEALINGS BETWEEN SUBSCRIBER AND ANY SERVICE PARTY (EACH, A “DISPUTE”) SHALL BE FINALLY RESOLVED BY BINDING INDIVIDUAL ARBITRATION RATHER THAN IN COURT. THIS ARBITRATION AGREEMENT IS INTENDED TO BE INTERPRETED BROADLY AND APPLIES TO ALL DISPUTES OF EVERY KIND AND NATURE, INCLUDING INITIAL CLAIMS, COUNTERCLAIMS, CROSS‑CLAIMS, AND THIRD‑PARTY CLAIMS, WHETHER ARISING UNDER STATUTE, REGULATION, ORDINANCE, COMMON LAW, OR EQUITY.
2. Class and Collective Action Waiver. SUBSCRIBER AND WE LIVE LONGER AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN THEIR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, REPRESENTATIVE, OR COLLECTIVE ACTION OR PROCEEDING. NO ARBITRATION OR LEGAL PROCEEDING SHALL BE JOINED WITH ANOTHER WITHOUT THE PRIOR WRITTEN CONSENT OF ALL PARTIES TO ALL AFFECTED PROCEEDINGS. THE ARBITRATOR SHALL HAVE NO AUTHORITY TO CONDUCT ANY CLASS, REPRESENTATIVE, OR COLLECTIVE PROCEEDING. IF THE CLASS ACTION WAIVER IN THIS PARAGRAPH 22(b) IS FOUND BY A COURT OF COMPETENT JURISDICTION TO BE INVALID OR UNENFORCEABLE AS TO A PARTICULAR CLAIM, THEN THE PARTIES AGREE THAT THE ARBITRATION AGREEMENT IN THIS PARAGRAPH 22 SHALL BE NULL AND VOID WITH RESPECT TO THAT CLAIM AND THAT SUCH CLAIM SHALL PROCEED EXCLUSIVELY IN THE COURTS SPECIFIED IN PARAGRAPH 21.
3. Arbitration Procedures. The arbitration shall be administered by JAMS (or, if JAMS is unavailable, another nationally recognized arbitration provider agreed by the parties) in accordance with its applicable rules for consumer disputes then in effect, as modified by this Agreement. The arbitration shall be conducted by a single neutral arbitrator with substantial experience in commercial contract disputes. If the total amount of the claim is $10,000 or less, the arbitrator shall decide the dispute solely on the basis of written submissions and/or telephonic or online hearings, unless the parties mutually agree otherwise. If the claim exceeds $10,000, the right to a hearing will be determined by the applicable arbitration rules, and any hearing will take place in the county where Subscriber resides, unless the parties agree otherwise or applicable law requires a different location.
4. Applicable Law and Enforcement. This arbitration agreement evidences a transaction involving interstate commerce and shall be governed by the Federal Arbitration Act, 9 U.S.C. §§ 1–16, and not by state law, to the fullest extent permitted. The arbitrator shall apply applicable substantive law consistent with the Federal Arbitration Act and applicable statutes of limitation and privilege rules, and shall be authorized to award all remedies available in an individual lawsuit under applicable law, including compensatory, statutory, and (if permitted) punitive damages, and injunctive and other equitable relief. The arbitrator’s award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.
5. Costs. If Subscriber initiates arbitration and is unable to pay any required consumer filing fees, We Live Longer will pay or advance such fees to the extent required by the applicable arbitration provider’s consumer rules or applicable law. If Subscriber prevails in arbitration, We Live Longer will pay Subscriber’s share, if any, of the arbitrator’s fees and expenses as required by the applicable arbitration rules or law.
6. Small Claims; Injunctive Relief. Nothing in this Paragraph 22 shall prevent either party from bringing an individual action in small claims court, if available, or from seeking temporary or preliminary injunctive relief in a court of competent jurisdiction to preserve the status quo pending arbitration.
7. ENTIRE AGREEMENT/MODIFICATION/CHOICE OF LAW: This Agreement shall constitute the entire Agreement between Subscriber and We Live Longer.  No person installing, servicing or otherwise dealing with Equipment is or shall be authorized to act for or bind We Live Longer.  This Agreement supersedes all prior representations, understandings or agreements between the parties.  This Agreement may only be modified in writing signed by both parties.  The parties agree that this Agreement will be governed by and construed in accordance with the laws of the State of North Carolina, without regard to its conflicts‑of‑law rules, except that the arbitration agreement in Paragraph 22 shall be governed by the Federal Arbitration Act to the fullest extent permitted.
8. SEVERABILITY: If any part, term, or provision of this Agreement is held to be illegal, in conflict with any law or otherwise invalid, the remaining portion or portions shall be considered severable and not be affected by such determination, and the rights and obligations of the parties shall be construed and enforced as if the Agreement did not contain the particular part, term, or provisions held to be illegal or invalid.