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ADR
Terms and
Conditions
ADR Security services Monitoring
Agreement for
medical alert - personal emergency
reporting system (PERS)
ADR
Security Services, referred to herein as ‘Company’ and Customer,
here in referred to as ‘Customer’ enter into this agreement of
Company providing Customer a Personal Emergency Reporting System
monitoring service. The Customer is defined as the person who
has entered their applicable information via this website and
has accepted the terms of this agreement by indicating as much
through use of the ADR Security Services website and initiating
a financial transaction between themselves and ADR Security
Services.
PERSONAL
EMERGENCY REPORTING SYSTEM (PERS): CUSTOMER ACKNOWLEDGES AND
AGREES THAT COMPANY’S SOLE RESPONSIBILITY UPON RECEIPT OF A
PERSONAL EMERGENCY REPORTING SYSTEM (PERS) COMMUNICATION
TRANSMITTED FROM THE PREMISES IS TO CALL BY TELEPHONE THE
MEDICAL ASSISTANCE PROVIDERS AS DIRECTED BY CUSTOMER. CUSTOMER
UNDERSTANDS AND AGREES THAT COMPANY AND COMPANY ASSOCIATES ARE
HEREBY RELEASED FROM ANY AND ALL LOSSES, DAMAGES AND EXPENSES
WHICH CUSTOMER, OR ANYONE CLAIMING THROUGH CUSTOMER, IN ANY WAY
MIGHT OR COULD CLAIM AGAINST COMPANY OR COMPANY ASSOCIATES BASED
UPON, ARISING OUT OF OR FROM, IN CONNECTION WITH, RESULTING
FROM, RELATED TO OR AS A CONSEQUENCE OF COMPANY’S FAILURE OR
IMPROPER DISPATCH OF MEDICAL ASSISTANCE PROVIDERS INCLUDING,
WITHOUT LIMITATION, THE ACTIVE OR PASSIVE SOLE, JOINT OR SEVERAL
NEGLIGENCE OF ANY KIND OR DEGREE OF COMPANY ASSOCIATES OR
COMPANY. FURTHERMORE, CUSTOMER UNDERSTANDS THAT THE COMPANY AND
THE PERS SERVICE CAN NOT SAVE THE CUSTOMER FROM INJURY OR LOSS
OF LIFE, OR ANY OTHER MEDICAL PROBLEM THAT MAY RESULT DURING USE
OF THE PERS SERVICE, NOR IS IT IMPLIED AS SUCH.
if the pers service is
referred toby company or customer or both as a ‘medical alert’
or ‘medical alert system/service,’ customer understands that
this is for reference purposes only and that by referring to it
as such implies no guarantee other than what is made and agreed
to in this contract.
1. AVANCED
REPLACEMENT WARRANTY
For whatever reason, if the PERS system requires service or
replacement, ADR Security Services will ship in advance a
replacement PERS system before Customer is required to return
the system requiring service.
2.
limited warranty
(A) System shall have a limited equipment warranty while service
is in use and in good standing with ADR Security Services. The
limited equipment warranty does not include service, shipping or
other related expenses.
(B) ‑If
Customer discovers a defect in the equipment, customer will
immediately contact Company in writing or by phone and fully
describe the nature of the defect so that repair service may be
rendered.
(C) ‑customer
acknowledges that any representation made by company does not
create an express warranty and that there are no express
warranties beyond those stated in this agreement. the warranties
in this agreement are in lieu of all other warranties, express
or implied, including the condition of the equipment, its
merchantability, or its fitness for any particular purpose.
Company does not make any representation or warranty, including
any implied warranty of merchantability or fitness that the PERS
system or service supplied may not be compromised, circumvented,
or that the PERS system or services will in all cases provide
the signaling, monitoring, and response for which it was
intended. (Some states do not allow limitations on
how long an implied warranty lasts or the exclusion of
incidental or consequential damages, so the limitations and
exclusions may not apply to you. This warranty gives you
specific legal rights and you may also have other rights which
may vary from state to state.)
(D) ‑The Limited Warranty and the Monthly Repair Maintenance
Agreement DO NOT cover any damage to equipment caused by
accident, vandalism, flood, water, lightning, fire, intrusion,
abuse, misuse, or act of God, and casualty including
electricity, attempted unauthorized repair service,
modification, or improper installation by anyone other than
Company and any other cause beyond the control of Company. The
Monthly Repair Maintenance Agreement does not include the
replacement of batteries of wireless devices as this is the
responsibility of the Customer, not the Company.
(E) ‑ Upon the termination of this service, Customer will
return the equipment to Company in good condition, except for
reasonable wear and tear. If there is damage to or loss of any
of Company’s equipment while it is at Customer’s premises,
Customer agrees to pay Company the reasonable repair or
replacement value of such equipment. Company shall not be liable
for normal damage caused by removal of its equipment.
3. term:
The
initial term of this Agreement will be for
ONE year from
the date service begins. At the end of the initial term, this
Agreement will automatically renew for additional one month
periods unless Company or Customer gives written notice of
cancellation. Upon termination of this Agreement for any reason,
except for cancellation at the end of the initial term or any
renewal term as provided for herein, all services by Company
will terminate and in addition to any payment due for services
rendered, the customer shall be liable for liquidated damages
for the breach of the contract, calculated at the rate of the
amount due from the date of default to the end of the term of
the Agreement. This provision for liquidated damages is agreed
upon between the parties due to the inability of computing the
actual costs of disconnecting and removing the Company’s
equipment, and the loss of the value of the unexpired portion of
the Agreement. In the event Customer fails to pay the amount of
liquidated damages and/or the amount then due for services
previously rendered, the Customer agrees to pay the Company all
costs of collection including without limitation, reasonable
attorneys’ fees.
4.
Limitations of Damages:
A. ‑It
is understood and agreed by the parties hereto that Company is
not an insurer and that insurance, if any, covering personal
injury and property loss or damage on Customer’s premises shall
be obtained by Customer, at Customer’s sole expense; that the
payments provided for herein are based solely on the value of
the service as set forth herein and are unrelated to the value
of Customer’s property or the property of others located on
Customer’s premises; that Company makes no guarantee,
representation or warranty including any implied warranty or
merchantability or fitness for particular purpose that the
system or service supplied will avert or prevent occurances or
the consequences therefrom which the system or service is
intended to detect or avert, except for the provisions of the
ADR Security System Limited Warranty as it may apply to any loss
occurring while this Agreement is in force and if such warranty
is in effect in conjunction with this Agreement.
B. ‑Customer
acknowledges it is impractical and extremely difficult to fix
the actual damages, if any, which may proximately result from a
failure to perform any of Company’s obligations or a failure or
malfunction in the system to properly operate because of, among
other things: the uncertain amount of value of Customer’s
property or the property of others which may be lost or damaged;
the uncertainty of the response time of the police or other
authority; the inability to ascertain what portion, if any, of
any loss would be proximately caused by Company’s failure to
perform any of its obligations or failure of its equipment to
properly operate; or the nature of the services to be performed
by Company.
C. ‑Customer
understands and agrees that if Company should be found liable
for any loss or damage due from a failure to perform any of its
obligations or a failure of the equipment to properly operate,
COMPANY’s liability shall be limited to a sum equal to the
total of one-half year’s monitoring payments, or five hundred
dollars ($500) whichever is the lesser, as liquidated
damages and not as a penalty, and this liability shall be
exclusive and shall apply if loss or damage, irrespective of
cause or origin, results directly or indirectly to persons or
property from performance or non-performance of any of Company’s
obligations or from negligence, active or otherwise, of Company,
it’s employees or agents.
D.
‑In
the event that the Customer wishes Company to assume greater
liability, Customer may, as a matter of right, obtain from
Company a higher limit by paying an additional amount to
Company, and a rider shall be attached hereto setting forth such
higher limit and additional amount, but this additional
obligation shall in no way be interpreted to hold Company as an
insurer.
5. RELEASE
OF INSURED LOSSES:
Customer hereby releases Company and Company Associates from and
against all (i) losses, damages and expenses covered by
Customer’s insurance policies, (ii) deductibles, and (iii) loss,
damage and expense in excess of amounts paid by Customer’s
insurance company.
6. WAIVER
OF SUBROGATION:
Customer hereby waives any rights Customer’s insurance company
may have to be reimbursed by Company or Company Associates for
money paid to or on behalf of Customer.
7. WAIVER
OF TRIAL BY JURY: CUSTOMER AND COMPANY EACH HEREBY WAIVE ANY
RIGHT TO TRIAL BY JURY IN ANY SUIT BROUGHT BY EITHER PARTY.
8.
All
claims, actions or proceedings, legal or equitable, against
Company must be commenced in court within one (1) year after the
cause of action has accrued or the act, omission or event
occurred from which the claim, action or proceeding arises,
whichever is earlier, without judicial extension of time, or
said claim, action or proceeding is barred, time being of the
essence of this paragraph.
9.
Customer agrees to pay any attorney and other costs incurred by
Company as a result of, but not limited to, any and all
litigation resulting from enforcement of this contract and/or
litigation against Company where Company is found not to be at
fault or where Customer’s litigation is found to be baseless.
10.
This
agreement has been made in, and all questions relating to its
validity, interpretation, performance and enforcement shall be
governed by and construed in accordance with the laws of the
Commonwealth of Kentucky, Fayette County, without regard to
conflicts of law rules and without regard to any rule of
construction as to which party drafted this agreement.
Each party irrevocably agrees that any suit, action or other
legal proceeding arising out of or from, in connection with or
as a result of this agreement shall be brought exclusively in
the state court of record of the United States located in the
Commonwealth of Kentucky, Fayette County. Each party consents
to the jurisdiction and venue of each such court in any such
suit, action or proceeding, and waives any objection that it may
have to jurisdiction or venue of any such suit, action or
proceeding in any such courts.
11. default by customer:
If Customer
fails to pay any amount herein provided when due, or if customer
fails to perform any other provisions hereof, or if any
proceedings in bankruptcy, receivership or insolvency shall be
commenced by or against customer or his property, or if Customer
makes any assignments for the benefits for creditors, Customer
shall be in default. Company shall have the right but shall not
be obligated to exercise any one or more of the following
remedies: (a) recover the existing amounts due from Customer and
continue to provide the System and services in which case
Company shall be entitled to recover, in addition, the periodic
monthly payments that become due under this Agreement; (b)
discontinue service upon (5) days written notice and recover (i)
the System and the existing amounts due under this Agreement,
(ii) the remaining balance due under this Agreement, and (iii)
all other sums that may be due to company under the law
including all remedies provided to Company by the Uniform
Commercial code. Customer’s abandonment of the premises or the
equipment shall not relieve Customer of its obligations under
the terms of this Agreement.
12. change of prices:
Any time
after one year from the date of this Agreement, Company has the
right to increase the amounts it charges customer if Company’s
costs of providing services to Customer increase due to any
increase in Company’s operating costs, including additional
taxes, fees or other charges imposed by a utility or government
agency. If any one change is more than a 10% increase over what
customer is then paying, customer has the right to contest the
price increase on any amount over 10%, by giving Company 30 days
advanced written notice of the contested amount. If customer
does not give written notice within 30 days of being notified of
a price increase, then customer will be deemed to have agreed to
increase.
13. customer’s authorized representative:
Customer
will designate in writing one or two persons who are authorized
to communicate with Company. Customer will provide telephone
numbers for representatives.
14. monitoring:
Company
will monitor the installed equipment which is electronically
connected to Company’s central monitoring station. Monitoring
will only be done during the times the system is activated. When
Company receives a signal it will use reasonable efforts to
identify the signal and, depending upon the type of service
Customer has selected, Company will use reasonable efforts to do
the following:
Upon receipt of a Personal Emergency Reporting System (PERS)
signal and/or communication, notify the applicable authority.
Customer understands that Company is not responsible for any
responding authority and their actions.
Company will also use reasonable efforts to notify the
authorized representative(s) designated by Customer by calling
the telephone number(s) provided.
15. customer’s duties as to use of system:
Customer is
responsible for testing the PERS system on a daily basis in
accordance with the instructions it receives from Company. In
the event of a malfunction of the system, Customer shall notify
Company and Company will repair the malfunction within a
reasonable time. Customer agrees to correct, at its expense, any
condition on the premises which interferes with the operations
of the system.
16. cost or repairs:.
In the event Company is sent to Customer's premises due to
Customer’s failing to follow operating instructions, misuse of
the system, there will be a service charge to Customer. Customer
is solely responsible for the maintenance and expense of any
devices using batteries. Company will have no responsibility for
the malfunctioning of such devices. Company may charge Customer
for repairs due to damage by lightning, floods, fire, and other
events beyond Company’s control.
17. false alarms:
Customer
shall be responsible for any costs associated with false alarms.
Excessive false alarms or misuse and abuse of the system will be
breach and default for which Company may terminate this
Agreement upon giving Customer 15 days written notice.
18. telephone lines:
The system
transmits signals over telephone company lines to Company’s
central station. Company cannot and does not maintain or repair
telephone lines and equipment. If Customer’s telephone service
is out of order, disconnected or other wise interrupted, a
signal will not be received by Company. Company has no
obligation to monitor Customer’s premises during time that it is
not receiving a signal because of such interruptions.
19. suspension or cancellation for certain events:
Company has
no liability for delays in installation or interruptions of
service due to strikes, floods, fires, and other events that are
beyond Company’s control. This Agreement may be suspended or
cancelled, at the option of Company, if Company’s or Customer’s
premises or equipment is destroyed by fire or other catastrophe,
or so damaged that is not practical to continue service.
20.
assignees and subcontractors of company:
Company
shall have the right to assign the Agreement to any other
person, firm or corporation (including any financial
institution) without notice to Customer and shall have the
further right to subcontract any services which it may perform.
Customer acknowledges that this Agreement, and particularly
those paragraphs relating to company’s maximum liability,
limitation of liability, and third party indemnification, inure
to the benefit of and are applicable to any assigned and/or
subcontractors and that they bind Customer with respect to said
assignees and/or subcontractors with the same force and effect
as they bind Customer to Company. Customer agrees that if
Company assigns, sells or transfers its rights with respect to
this Agreement or System to any third party, such third party
will have the same rights and benefits with respect to the
equipment and Agreement now enjoyed by Company and will not be
obligated to perform any of the monitoring or repair service
which will remain the responsibility of Company. Customer
further agrees that the rights of such a third party will not be
subject to any claims, defenses or set-offs that Customer may
have against Company. Customer agrees that subcontractors used
by Company are independent contractors.
21. third party claims:
If any
person or entity other than Customer makes any claim or files a
lawsuit against Company relating to Company’s duties under this
Agreement, the Customer will reimburse Company for any expenses
Company incurs in defending against any such claim or lawsuit,
including attorney’s fees paid by Company. Also Customer shall
reimburse Company for any loss of Company as a result of such
claim or lawsuit.
22. entire agreement, modification, waiver:
This
writing is the complete expression of the agreement between
Company and Customer. It replaces any other agreements or
understanding. customer
acknowledges that it is not relying on any statements made by
company about the system other than what this agreement says.
This Agreement can only be modified by a writing signed
by Company and Customer. Company shall not be deemed to give up
any rights to enforce this Agreement by delaying in taking
action.
23.
CONSENT TO INTERCEPT, RECORD, DISCLOSE AND USE CONTENTS OF
COMMUNICATIONS:
You, for yourself and as the authorized agent of your family,
guests, agents, servants, representatives and employees
(individually and collectively, “Any Person”), hereby consent to
Company intercepting, recording, retrieving, reviewing, copying,
disclosing, and using the contents of all telephone, video,
wire, oral, or electronic and other forms of transmission or
communication to which you, Any Person or Company are parties.
24.
SUBSCRIBER AUTHORIZATION/CONSENT:
Customer
hereby irrevocably (i) authorizes the Company to direct its
monitoring station or sub-contracted monitoring station to
disregard or ignore any communications received by Company from
the Customer’s premises if the security alarm excessively
communicates with the Company monitoring station or if the
Customer is not subject to a valid and acceptable contract with
the Company and the security alarm continues to communicate with
the monitoring station, and (ii) consents to Company’s
compliance with all such instructions.
25.
PARAGRAPH HEADINGS:
The paragraph titles used herein are for convenience of the
parties only and shall not be considered in construing the
provisions of this Agreement.
26. licenses, fees, taxes, or utility charges:
Customer
shall obtain at Customer’s expense all necessary licenses and
permits that may be required by any governmental agency for the
use and operation of the system. Customer agrees to pay when due
all taxes, fees, fines, and penalties relating to this
Agreement, and will reimburse company on demand for any paid by
Company on Customer’s behalf and pay a $15.00 processing fee for
each payment Company makes on Customer’s behalf. Customer also
agrees to pay Company on demand any filing or releasing fees
prescribed by the Uniform commercial code or other law or, at
our option, a protection fee in lieu of filing. Customer
acknowledges that all charges set forth herein are based upon
existing federal, state and local taxes and utility charges,
including telephone company line charge, if any company shall
have the right, at any time, to increase the monthly charges
provided herein to reflect any additional taxes, licenses,
permits, fees or charges which hereafter may be imposed on
company by any utility or governmental agency relating to the
service provided under the terms of this Agreement and Customer
agrees to pay the same.
27. title to equipment; insurance; removal of system:
Customer acknowledges and agrees that
the entire system shall
at all times remain the sole property of company and/or its
assigns. Customer will not damage, encumber or dispose
of the system or permit the system to be damaged, encumbered,
taken from the premises, tampered with or repaired by anyone but
authorized agents of Company. Customer agrees to keep the system
fully insured against loss until this Agreement expires or is
terminated and have Company named as loss payee. Customer agrees
to provide company with certificates or other evidence of
insurance upon request. If Customer fails to provide acceptable
evidence of insurance, Company may but will not be required to
buy insurance for Customer and add a charge to the monthly fee
which will include the premium cost, costs associated with
effecting the insurance and carrying of 1.5% or the highest
amount allowed by applicable law, whichever is lower. In the
event of loss or damage to the system or any part thereof,
Customer agrees to pay Company the reasonable value thereof or
cost of repair as the case may be. At the expiration or
termination of this Agreement or in the event of any default in
performance by Customer, Company is authorized to enter upon the
premises of Customer and to remove all or any portion of the
system. Company may elect to abandon all or any portion of the
system. Removal of the system shall be without prejudice to the
collection of any and all sums due under the entire Agreement or
extensions or renewals thereof. Customer shall in such event
return the system to Company in good condition, reasonable wear
and tear accepted. Customer agrees that installation of the
system does not create a fixture to Customer’s premises. In the
event Customer is not the owner of the premises, Customer hereby
warrants that Customer has secured the written consent of the
owner for the installation and removal of the system.
Date of
Last Revision of this Agreement: 7/11/06
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