TERMS AND CONDITIONS This “Agreement” is made by and between the VRI customer (“Subscriber”) and Valued Relationships, Inc. (hereinafter “VRI”) effective when this Agreement becomes binding according to Section 2 (“Effective Date”). Subscriber is sometimes referred to as “you” or “your”. VRI is sometimes referred to as “we”, “us” or “our”. Collectively, Subscriber and VRI are referred to as the “Parties”. Subscriber hereby directs and authorizes VRI to monitor and/or install the personal emergency response system, medication monitoring system, vitals monitoring system, and/or other health monitoring systems (the “System”) in Subscriber’s home or place of residence (the “Home”).
- TERM AND TERMINATION. The initial term of the Agreement is one month and will renew automatically from month-to-month thereafter. You may terminate this Agreement at any time by returning the System to VRI. Upon termination of this Agreement, VRI will cease providing and charging for services to Subscriber. VRI may immediately terminate this Agreement if it cannot maintain or secure transmission privileges and shall not be liable for damages or penalties as a result of termination. Notwithstanding the foregoing, VRI may terminate this Agreement at any time, with or without cause, and without any liability whatsoever. The obligations of the Parties under Sections 10-13 shall survive the termination of this Agreement.
- BINDING AGREEMENT. This agreement shall be deemed binding on Subscriber and VRI upon the earlier of Subscriber signing this agreement, verbally agreeing to the terms, or Subscriber’s use of the system. By accepting this Agreement, you (a) agree that this is a binding Agreement that includes terms and conditions, (b) agree to the limitation of liability and indemnity paragraphs of this agreement, (c) agree to conduct business electronically, and (d) acknowledge having received and read a copy of the entire Agreement. If you do not agree with the terms and conditions of this Agreement, do not use the System. Promptly return the System to VRI for a refund in the amount you paid. This Agreement is binding on your heirs, executors, and administrators.
- EXECUTION IN COUNTERPARTS; CONSENT TO DO BUSINESS ELECTRONICALLY. This Agreement may be executed in any number of counterparts, any one of which need not contain the signature of more than one party, but all of which shall together constitute one and the same instrument. The Parties agree that if a digital copy in any medium is made of this Agreement, it will have the same legal force and effect as the original. The Parties agree that this Agreement may be electronically signed. For the avoidance of doubt, electronic signatures shall include, without limitation, a signature created with a computer mouse and/or a recorded oral “I agree” statement. The Parties agree that all signatures, whether digital or transmitted or delivered by facsimile or electronically shall be deemed to be originals for all purposes and given the same legal force and effect as an original written Agreement and original ink signatures including without limitation, litigation, and arbitration. You may withdraw your consent to conduct business electronically. To withdraw consent to conduct business and/or sign documents electronically, please contact VRI by telephone, postal mail, or email.
- USE OF SYSTEMS: THE USE OF THE SYSTEM BY PRESSING YOUR BUTTON OR TRANSMISSION OF EMERGENCY SIGNALS TO VRI (“ACTIVATION”) SHALL CONSTITUTE IMPLICIT ACCEPTANCE OF THIS AGREEMENT. Failure to sign or return this Agreement does not relieve you of your obligations to pay for services or alter the rights, obligations, and protections afforded to VRI and Subscriber under this Agreement.
- RIGHT OF RESCISSION: YOU MAY CANCEL THIS TRANSACTION WITH OR WITHOUT CAUSE AT ANY TIME. TO CANCEL, PLEASE DO SO BY RETURNING THE SYSTEM TO: 1600 W Jackson St, Sullivan, IL 61951
- VRI SERVICE AND SUBSCRIBER INTERACTION WITH CARE CENTER. The VRI service (the “Service”) consists solely of personnel at VRI’s Care Centers notifying the persons identified by Subscriber as responders (the “Designated Responders”) and as must-notify contacts (“Must Notify”) and the emergency response authorities (the “First Responders”), (Designated Responders, Must Notify, and First Responders are collectively the “Responders”) upon the Care Centers’ receipt of oral instructions, signals, data, and/or other communication from the System reporting conditions that require assistance (the “Response Condition”). Subscriber understands that the System will automatically communicate with VRI, the Care Centers, or a storage device via telephone, Internet, SMS, cellular network, or other communication methods when Activation occurs by your actions or by automated actions of the System. You understand that these communication methods may not be secure and agree that transmission of this information is not a violation of your privacy. You agree that VRI may share your personal information with Responders. You authorize VRI to record any and all communication and to use methods such as automated calls, automated dialers, SMS, email, and other methods of automated communication. You understand and acknowledge that VRI is not responsible for your failure to accurately provide, use, measure, transmit, or respond to data from the System or to follow reminders or prompts from the System. Subscriber agrees to provide Designated Responder and Must Notify contact information and agrees to relieve VRI of all liability related to the use of an incorrect telephone number or other contact information, even if VRI is negligent. You understand and agree that following a Response Condition, but before contacting any First Responders, VRI may, in its sole and absolute discretion and without any liability, contact or attempt to contact you or your Designated Responders as frequently as VRI deems appropriate to verify the need to notify First Responders of the Response Condition and that after receiving oral advice from anyone, including, but not limited to, you, a Responder, or anyone at the Home or who communicates with VRI to disregard the Response Condition, VRI may, in its sole and absolute discretion and without any liability, refrain from contacting the Responders or advise the Responders of the receipt of the oral advice to disregard the Response Condition.
- SUBSCRIBER SYSTEM USE. Subscriber agrees to not alter any communication devices, networks, or systems in the Home, as this may affect the functionality and operation of the System. You will not use caller ID blocking services and understand that VRI requires this information to provide Service. You will not attach or connect any unauthorized devices to the System. You will ensure that the Home is provided with uninterrupted telephone service or any other equipment deemed necessary to maintain the System. You understand and acknowledge that communication services provided over the Internet or using Voice over Internet Protocol (”VoIP”) may be disrupted when you are not at the Home, when no electrical service is present, when bandwidth is insufficient, or when power is disabled, preventing the System from contacting VRI. You understand and acknowledge that the System may be battery powered and that it is your responsibility to charge your System. You acknowledge that the System will not work properly if the battery is not charged. You acknowledge that VRI is not responsible for the System not responding due to a low battery, including during an electrical outage at the Home. You understand that VRI is not responsible for maintaining the System once it is installed in the Home. You understand that VRI is not responsible if the System is unable to contact VRI due to poor cellular reception. You accept full responsibility for contacting VRI if you require additional instruction on use of the System or if you become aware of an equipment malfunction. If your System includes a medication monitoring system, you acknowledge that you are responsible for filling and updating the System on an ongoing basis. You acknowledge that you understand the operations of the System and know how to contact VRI’s Customer Care Department (24 hours x 7 days/week) at 800-860-4230.
a. AGENCY/GOVERNMENT OR MANAGED CARE SUBSCRIBERS. You understand that payment for approved services has been arranged and contracted on your behalf. You are not responsible for payments on approved services. If approved services are discontinued or you want additional services, you can request to become a private pay subscriber and agree to be bound to the Private Pay Subscriber terms in Section 8b, in addition to all other terms of the Agreement.
b. PRIVATE PAY SUBSCRIBERS. YOU ACKNOWLEDGE THAT YOU ARE RESPONSIBLE FOR ANY AND ALL FINANCIAL CHARGES FOR THE SYSTEM AND SERVICES PROVIDED UNDER THIS AGREEMENT. By providing your credit card, banking, or other payment information, you authorize VRI to make a one-time installation fee, if applicable, as well as recurring monthly service charges for payment. In addition, you hereby authorize VRI to charge your credit card or make automatic deductions from your bank account for any past-due charges for authorized services, regardless of your current payment method of choice. By accepting these terms, you specifically authorize said charges or deductions and are responsible for any fees or charges related to failure to make payment.
- MEDICAL OR RELATED EXPENSES: By using the System, you hereby authorize VRI to seek or obtain assistance on behalf of you during a Response Condition. You are obligated and agree to pay any expenses arising out of or from, in connection with, related to or as a consequence of using the System, including but not limited to ambulance services, police services, emergency medical technician services, physician, nurse, hospital, medical center or other medical assistance, or any other costs incurred as a result of using the System. You acknowledge that VRI has no contractual, employment, or any other relationship to Responders and cannot direct or control their actions or refusal or failure to act. Accordingly, you hold VRI harmless and indemnify and release VRI from any claims arising from or related to the conduct or care provided by any person responding to a Response Condition under this Agreement.
- WARRANTY: You understand that VRI IS NOT AN INSURER and that (a) the amounts due under this Agreement are based upon the value of the Service and the scope of liability as herein set forth and are unrelated to the value of your property, cost of medical care, loss of life, physical impairment, or injuries; and (b) the System may not always operate properly for reasons beyond VRI’s control; accordingly, VRI MAKES NO GUARANTEE OR WARRANTY, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS THAT THE SYSTEM WILL AVERT OR PREVENT RESPONSE CONDITIONS OR ANY OTHER MEDICAL NECESSITY OR EMERGENCY.
- LIMITATION OF LIABILITY. Subscriber understands and agrees that it is impossible for VRI to determine or control how quickly and adequately Responders may respond to a Response Condition alarm or dispatch. THEREFORE SUBSCRIBER UNDERSTANDS, ACKNOWLEDGES AND AGREES THAT SHOULD THERE ARISE ANY LIABILITY ON THE PART OF VRI, ITS OFFICERS, DIRECTORS, OWNERS, EMPLOYEES, AGENTS OR SUBCONTRACTORS (COLLECTIVELY, “REPRESENTATIVES”) TO YOU FOR ANY PROPERTY LOSS OR DAMAGE, PERSONAL INJURY, HEALTH-RELATED EVENT, ECONOMIC LOSS OR OTHER LOSS, DAMAGE, COST OR EXPENSE (COLLECTIVELY, “DAMAGES”) DUE, IN WHOLE OR IN PART, TO A FAILURE OF THE SYSTEM OR SERVICE IN ANY RESPECT OR OUR REPRESENTATIVES’ ACTIVE OR PASSIVE SOLE, JOINT OR MUTUAL NEGLIGENCE OF ANY KIND OR DEGREE THAT OCCURS BEFORE OR AFTER THE EFFECTIVE DATE, VRI’S LIABILITY SHALL BE LIMITED TO THE ANNUAL FEES PAID BY YOU PURSUANT TO THIS AGREEMENT OR $500, WHICHEVER IS GREATER, AS THE AGREED UPON DAMAGES, NOT AS A PENALTY, AND AS THE EXCLUSIVE REMEDY.
- INDEMNIFICATION. If any third party, including, without limitation, your insurance company, asks VRI to pay for any loss, damage, cost or expense (including, without limitation, economic losses, property loss or damage), personal injury, health-related event, or other loss, damage, cost or expense due to any reason including, without limitation, our or our representatives’ active or passive sole, joint or mutual negligence of any kind or degree that occurs before or after the effective date, or there is a claim against VRI or its representatives for any subrogation, indemnification or contribution, you agree to pay (without any condition that VRI or its representatives first pay) for all losses, damages, costs, and expenses including, without limitation, attorney’s fees, which may be asserted against or incurred by VRI or its representatives.
- ARBITRATION; LIMITATIONS ON CLAIMS; WAIVER OF JURY TRIAL: The Parties agree that any claim arising out of or relating to this Agreement, or the breach thereof, will be settled by arbitration in accordance with the rules of the American Arbitration Association. The Parties agree that no arbitration, lawsuit, or other legal proceeding connected with this Agreement shall be brought or filed more than one (1) year after the incident giving rise to the claim occurred. In addition, the Parties waive any right to a trial by jury in any suit, action or other legal proceeding brought by either party arising out of or from, in connection with, related to or as a consequence of this Agreement.
- FORCE MAJEURE: This Agreement may be terminated, without notice, by VRI in the event any of its Care Centers are destroyed or damaged by any catastrophe and it is impractical to restore service in a timely manner. VRI assumes no liability for delays or interruption of services due to strikes, riots, floods, fire, acts of God, mechanical or electrical equipment failures, or any cause beyond the control of VRI and will not be required to supply services during said interruption.
- SUSPENSION OR CANCELLATION: You are solely responsible for the use of the Service, even if you are not the one using it, and even if you later claim the use was not authorized. You are also solely responsible for the services and actions requested by you, or by anyone using the Service. In the event Subscriber violates any part of this Agreement, abandons or sublets the System, causes excessive false alarms, fails to comply with instructions, or if Subscriber’s payment or other obligations to VRI or the obligations of others for benefit of Subscriber is more than 30 days past due, VRI may suspend all services and terminate this Agreement upon five (5) days’ notice to Subscriber via phone, electronic communication, or written communication. In such event, VRI shall have the right to render the System inoperative and to collect any unpaid debts, including collection for equipment deemed to be lost, damaged, or unrecoverable.
- FALL DETECTION TECHNOLOGY AND FORCIBLE ENTRY: You understand and acknowledge that the System may utilize fall detection technology to signal the Care Centers in case of a potential fall. You acknowledge and agree that fall detection technology is not 100% reliable, that the System may not send a signal to VRI in the event of a fall and that you should always press your button after a fall. You acknowledge that a false alarm from fall detection technology could signal the Care Center and dispatch Responders to the Home, which may result in damage to the Home from forcible entry. You authorize VRI in its sole discretion, to authorize entry to the Home in response to the use of the System. If the System sends a signal to the Care Centers for any reason, you shall pay for any and all fines, fees, costs, expenses or penalties assessed against you or VRI by any court of governmental agency. If you do not provide or are unable to provide access to Responders to enter the Home, Responders may use forcible means to enter the Home, which may cause damage to the Home. Subscriber is solely responsible for all costs and expenses from any damage. VRI is relieved from any and all liability whatsoever as a result of said entry, including damages to property from forcible entry by Responders.
- ENTIRE AGREEMENT, AMENDMENTS AND GOVERNING LAW: This Agreement represents the entire agreement between the Subscriber and VRI and supersedes any and all prior understandings and agreements between the Parties pertaining to such matters and constitutes the sole and only agreement between the Parties with respect to the said subject matter. All prior negotiations and agreements between the Parties with respect to the subject matter hereof are merged into this Agreement. The Agreement may only be altered by a written amendment signed by Subscriber and VRI. If any provision of this Agreement is found to be invalid, illegal, or unenforceable to any extent, the validity and enforceability of the remaining sections of the Agreement shall remain in full force and effect as valid, binding, and continuing. This Agreement shall be governed by the laws of the State of Ohio.
- ASSIGNMENT: You acknowledge that VRI may transfer or assign the Agreement at any time. This Agreement will remain in force and the rights and benefits shall accrue to the assignee in the same manner as they apply to VRI. You cannot assign the Agreement or your obligations to anyone without VRI’s prior written consent.
- PREPAID FEES: Upon termination of this Agreement and/or the Services, VRI will attempt to refund any prepaid subscription fees in monthly increments without partial month proration for a period of 90 days, so long as all VRI-owned equipment is returned or recovered. If equipment is damaged or not recovered, VRI is entitled to offset any charges against prepaid subscription fees. If VRI has not successfully contacted Subscriber or Subscriber’s estate within 90 days, VRI will earn all prepaid fees and is not required to provide refunds at any time in the future.
- GENERAL TECHNOLOGY RELEASE: You will hold VRI harmless for any technical failures that impact the Service. You understand that even if connections work well at Activation, you are responsible for monitoring signal strength, equipment function, power/battery and service quality on an ongoing basis. VRI is not responsible for maintaining or monitoring the reliability of the networks used for communication and can only provide timely and accurate Service if all System equipment and networks are providing complete data transmissions. You acknowledge that it is your responsibility to test the System regularly to identify any problems or malfunctioning issues with the System. You release VRI, its staff, employees, shareholders, officers, and representatives from any and all liability related to the transmission of signals or communications.
- BROADBAND, DIGITAL, VOIP AND CELLULAR BASED SOLUTIONS: You understand and acknowledge that the use of broadband, digital, VoIP, cellular, or DSL based solutions with the System include additional risks associated with the quality and reliability of network connections, signal integrity, and service levels. These risks include, but are not limited to, loss of service due to power failure, damaged or faulty equipment, inadequate bandwidth, weather conditions and network disruption. You acknowledge that a System that uses cellular technology may lose service if the generation technology in the System is not compatible with the generation of cellular wireless standards provided in a certain area. You acknowledge VRI has no way of tracking the generation of cellular wireless standards provided in different areas and is not responsible for the loss of service due to the incompatibility of generation technology with the generation of cellular wireless standards. Communications are affected by factors outside the control of VRI and may be impaired by building construction style, weather, distance from transmitter to receiver, surrounding terrain, battery life, signal strength, network traffic, interference, and network disruption. You also acknowledge that broadband, digital, VoIP, cellular, and DSL based solutions rely on third party services from wireless carriers and Internet providers such as, but not limited to, AT&T, Sprint, Verizon, Comcast, and Spectrum Time Warner that are not controlled by VRI. Any failure of third party services could result in failure of the System and the inability to provide timely and adequate Service.
- LOCATION TECHNOLOGY: You understand and acknowledge that certain Systems utilize Global Positioning System (GPS) or related location technologies (“Location Technology”) to provide location data. You acknowledge that Location Technology is not 100% accurate. You acknowledge that the Location Technology information VRI receives from the System may not account for factors such a building floors, and that the Location Technology information provided may not be exact. You acknowledge that Location Technology location relies on third party technologies that are not under VRI’s control. Any failure of these third-party technologies could result in the inability to provide accurate location information. You acknowledge and accept that Location Technology includes a number of inherent risks including, but not limited to, obstructions such as buildings, poor weather conditions, commercially reasonable levels of accuracy, battery life, damage to the device or antenna, and access to GPS satellites controlled by the government or other providers. Any restriction or reduction of service could limit access to location information. You acknowledge that using Location Technology tracking and location may require VRI to disclose the location of the System to Responders.
- MONITORING: You acknowledge that VRI is not liable for any claims, including third party claims, arising out of or in connection with or relating to data or other health-related information concerning the Subscriber or any other data to which VRI has access under this agreement or which is being transmitted through the System. VRI’s System makes no interpretation, evaluation, or medical judgments for treatment. Clinical judgment and experience are required for interpretation of health-related data and information. VRI’s products and services are not intended as a substitute for professional medical care. Subscriber assumes full responsibility and risk for any consequences or claims, including third party claims, arising out of in connection with or relating to such data or information.