Purchase and Subscription Agreement
Thank you for purchasing a Reemo Health™ Smartwatch (your “Device”) and subscribing for Reemo’s mobile personal wellness and body monitoring applications and services (collectively, the “Reemo Service”). In this Purchase and Subscription Agreement (this “Agreement”), you’ll find important information about your purchase and your use of the Reemo Service. By your acceptance of this Agreement and your use of the Reemo Service you are agreeing to every provision of this Agreement. This Agreement is binding on you and anyone who uses your Device or the Reemo Service.
The person who purchases a Device and subscribes and pays for the Reemo Service may be doing so for that person’s own use or may be doing so for the use by a family member or other person who wears the Device, on behalf of that other person. In this Agreement, the words “you” and “your” refer to both the person purchasing the Device and subscribing for the Reemo Service and the person who actually wears the Device. The words “we,” “our” and “us” refer to Reemo.
THE REEMO SERVICE HAS NOT BEEN EVALUATED BY THE UNITED STATES FOOD AND DRUG ADMINISTRATION AND IS NOT INTENDED TO DIAGNOSE, TREAT, CURE OR PREVENT ANY DISEASE OR HEALTH CONDITION. If you have a medical or heart condition, consult your doctor before starting or modifying an exercise program or changing your diet. If you experience a medical emergency, you should not rely on any information from the Reemo Service and should seek emergency medical assistance, such as calling “911.” Information available through the Reemo Service is not intended as a comprehensive answer or recommendation for any health condition or issue. You should always contact your health care professionals for diagnosis and treatment of any health condition. Reemo is not responsible for any health problems that may result from exercise, fitness or training programs or from use of, or participation in, any products, events or programs you may learn about through use of the Reemo Service. Use of the Reemo Service should not replace your good judgment and common sense. Please read and comply with all safety notices and information that accompany the Reemo Service. Using the Device in some circumstances can distract you and may cause a dangerous condition while driving a car. You agree to observe all rules that prohibit or restrict the use of mobile devices when driving.
You consent to allow Reemo and anyone who collects on our behalf to contact you about your account status, including past due or current charges, using prerecorded calls, email and calls or messages delivered by an automatic telephone dialing system to any phone number (including wireless phone numbers), other contact number or email address you provide. Reemo will treat any email address you provide as your private email that is not accessible by unauthorized third parties.
Purchase and Activation of Your Device
After purchase of your Device from Reemo, it will be shipped to the address you provided. When you receive your Device in the mail, inspect it right away and contact Reemo if the Device is not what your ordered or if it is broken or not working. Reemo representatives will assist you in returning any Device that is defective and make arrangements with you for a replacement to be sent.
If you have problems or questions about access or use of your Device, you may contact Reemo by email or telephone for support. Reemo’s support email address and telephone number are listed at the end of this Agreement.
Wireless devices use radio transmissions, so you may not be able to access the Reemo Service if your Device is not in range of a transmission signal. Even within an area with adequate wireless coverage, many things can affect the availability and quality of your transmission signal, including network capacity, terrain, buildings, foliage and weather.
Subscription for Reemo Service
By accepting this Agreement, you are subscribing for the Reemo Service for an initial term of 120 days, beginning on the date that your Device is activated. When the initial 120-day term has ended, your subscription will automatically renew for periods of one (1) month each until either you or Reemo terminates the subscription, so long as you continue to pay your monthly subscription payment. You may terminate your subscription for the Reemo Service at any time after the initial 120-day term has ended by notifying Reemo through your account online or by telephone at least thirty (30) days prior to the scheduled expiration date. All provisions of this Agreement will continue in effect during the term of your subscription and certain provisions of this Agreement will survive the termination of your subscription. Please refer to the paragraph headed Survival below in this Agreement.
The monthly charge for the Reemo Service during the initial 120-day term of your subscription is $40.00 and is payable in advance for each month of service. The first monthly payment is due when you register your Device and set up your account. Monthly payments will then be automatically charged to and paid by the credit card you designated when setting up your account. If your credit card expires or changes during the term of your subscription, you agree to update the credit card information in your account before the next monthly payment is due. If your subscription is automatically renewed following the end of the initial 120-day period, Reemo has the right to change the monthly payment amount by giving you notice of the new monthly payment amount. You should check your account frequently for information about changes in the monthly payment amount and other matters regarding your Device and the Reemo Service.
If you terminate your subscription before the end of the initial 120-day term, or if Reemo terminates your subscription for nonpayment of monthly charges or for other good cause, you will have to pay an early termination fee of $300. If you terminate your subscription with proper notice at any time after the initial 120-day period, the termination fee you will have to pay is only $50. Termination during the automatic renewal period will become effective on the last day of that month’s billing cycle and you are responsible for all charges incurred through that date.
Upon any termination, Reemo may delete information related to your subscriber account after ninety (90) days without providing you any advance notice of the deletion. Reemo may disable your online account within 90 days after termination, preventing you or any Authorized User from using the Reemo Service after that time.
If your subscription is terminated at any time for any reason and you later want to re-activate your Device and continue to receive the Reemo Service, you agree to pay to Reemo, in addition to monthly payments and other charges, a re-activation fee of $25.
Government Taxes, Fees and Surcharges
You must pay all taxes, fees and surcharges set by federal, state and local governments that relate to purchase of your Device, your monthly subscription payments for the Reemo Service, and any other charges. Reemo may not always be able to notify you in advance of changes to these taxes, fees and surcharges.
If one of your monthly subscription payments is not paid on time, we will charge you a late fee of up to 1.5 percent per month (18 percent per year) on the unpaid balance, or a flat $5 per month, whichever is greater, if allowed by law in the state of your billing address. Late fees are part of the rates and charges you agree to pay. If you fail to pay on time and we refer your account to a third party for collection, a collection fee will be assessed and will be due at the time of the referral to the third party. The fee will be calculated at the maximum percentage permitted by applicable law, not to exceed 18 percent. Reemo may require a deposit at the time of activation or afterward, or an increased deposit. If required by law in the state of your billing address, Reemo will pay simple interest on any deposit at the rate required by law. We may apply deposits or payments in any order to any amounts you owe us on your account. If your final credit balance is less than $1, we will refund it only if you ask. We may charge you up to $25 for any returned check.
If a monthly subscription payment or any other payment due to Reemo from you is not paid when due, Reemo may de-activate your Device and discontinue the Reemo Service for your Device. Termination by Reemo for nonpayment or other good cause under this Agreement does not limit or affect Reemo’s rights or remedies for your default.
Wearers and Authorized Users
The terms of this Agreement apply to several types of users of the Reemo Service: Wearers, Authorized Users and Website Users.
Wearers. Wearers are individuals who activate and wear a Device and have a subscription to use the Reemo Service. A Wearer wears the Device for the collection of important health-related information about the Wearer. A Reemo account must be created by or on behalf of each Wearer and a subscription agreement for access and use of the Reemo Service must be entered into by the Wearer or by someone authorized by the Wearer, on behalf of the Wearer.
Authorized Users. Wearers may authorize friends, family, or care givers to access information about the Wearer through the Reemo Service. These individuals are called Authorized Users. Authorized Users do not wear a Device, nor do they use Reemo Service to collect health-related information about themselves. Authorized Users must create an account with Reemo to access the Reemo Service on behalf of a Wearer. By creating an account as an Authorized User and continuing to use that account on behalf of a Wearer, you represent and warrant that you are authorized to access such Wearer’s information.
Website Users. Website Users are individuals who visit the Reemo website but do not use the Reemo Service to track any health-related information or access any of the secure Reemo features. Website Users do not create any accounts and only have access to publicly available information on the Reemo website.
Children Under the Age of 13. Reemo does not market to or collect information about children under the age of 13. If you have reason to believe that Reemo is doing so accidentally, please contact Reemo so that Reemo can remove any relevant information from its systems.
You have entered into this Agreement, or someone authorized by you has entered into this Agreement on your behalf, as the Wearer of your Device. Once your account is set up, you cannot transfer your Device to any other person or allow any other person to wear your Device and continue to receive the Reemo Service. This is important and necessary in order to safeguard your personal information and to maintain the accuracy and integrity of the Reemo Service. If you allow any other person to wear your Device, Reemo may de-activate your Device and discontinue the Reemo Service for your Device but you will be responsible for continuing to make all payments on your subscription.
As the Wearer of your Device, you may authorize friends, family, or care givers to access information about you through the Reemo Service. These persons are Authorized Users and each of them must create his or her own online account with Reemo to access the Reemo Service on your behalf. Each Authorized Users is required to warrant and represent to Reemo that he or she has been authorized by you to access your information.
Changes to this Agreement or the Reemo Service
Reemo may change monthly payment amounts or any other term of this Agreement or may change any features or functions of the Reemo Service, and such changes may be made by us at any time, but we will provide notice to you first. The notice will be posted online in your account or otherwise sent to you electronically. If you use the Reemo Service after the change takes effect that means that you accept the change. If the change is not acceptable to you, you can terminate your subscription within 30 days of receiving the notice by giving proper notice, subject to any applicable termination fee. Notwithstanding this provision, if we make any changes to the dispute resolution provisions set out in this Agreement, such changes will not affect the resolution of any disputes that arose before such change.
Accounts and Passwords
Each Wearer and Authorized User who creates an account must provide Reemo with a valid email address and create a password. You grant Reemo the right to transmit, monitor, retrieve, store, and use your password-protected information in connection with providing the Reemo Service. You are responsible for protecting the confidentiality of your password and taking all reasonable steps to assure that no unauthorized person has access to your password or account. You are responsible for all activity that occurs with respect to use or misuse of your account and Reemo will not be liable for any loss or damage caused by your failure to maintain the confidentiality of your account password or other credentials. You agree to promptly notify Reemo if you suspect any unauthorized use of or access to your account or if it otherwise becomes necessary to deactivate your password. You grant Reemo the right to transmit, monitor, retrieve, store, and use your password-protected information in connection with operation of the Reemo Service. Reemo does not, however, assume responsibility for and shall not be liable in connection with any use or misuse of information transmitted or received by you using the tools provided by the Device and the Reemo Service.
You can dispute any charges on your account within 180 days of receiving notice of the charges from Reemo but, unless otherwise provided by law or unless you are disputing charges because your Device was lost or stolen, you still have to pay all charges until the dispute is resolved. YOU MAY CALL US TO DISPUTE CHARGES ON YOUR ACCOUNT, BUT IF YOU WISH TO PRESERVE YOUR RIGHT TO BRING AN ARBITRATION CLAIM REGARDING SUCH DISPUTE, YOU MUST WRITE TO US AT THE ADDRESS SET FORTH AT THE END OF THIS AGREEMENT WITHIN THE 180–DAY PERIOD MENTIONED ABOVE. IF YOU DO NOT NOTIFY US IN WRITING OF SUCH DISPUTE WITHIN THE 180-DAY PERIOD, YOU WILL HAVE WAIVED YOUR RIGHT TO DISPUTE THE CHARGES AND TO BRING AN ARBITRATION CLAIM REGARDING ANY SUCH DISPUTE.
Lost or Stolen Device
Notify us right away if your Device is lost or stolen. This is important so we can suspend the Reemo Service on your Device to keep someone else from using the Device and accessing your personal information. If your Device is used after the loss or theft but before you report it, and you want a credit for any charges for that period of use, we will review your account activity and any other information you would like us to consider, but you may be held responsible for the charges if you delayed reporting the loss or theft without good reason. If you are a California resident and we haven’t given you a courtesy suspension of recurring monthly charges during the past year, we will give you one for 30 days or until you replace or recover your Device, whichever comes first.
Use of Your Device
The following provisions apply to the use of your Device.
Use and Care. Your Device must be charged and properly maintained to function reliably. Wearers are responsible for keeping their Devices charged. Wearers are also responsible for reasonable maintenance and cleaning of their Devices.
Repair and Replacement. Except as provided by the manufacturer’s limited product warranty described below in this Agreement, you are responsible for the cost of any repair or replacement of your Device. This includes repairs or replacements necessary because of a lost or damaged Device or any problems with a Device not covered by the Manufacturer’s Limited Warranty or after expiration of the Manufacturer’s Limited Warranty. While it is not required to do so, Reemo may provide new or refurbished Devices to Wearers in order to accommodate updates or enhancements in the Reemo Service or for other business reasons.
Unauthorized Modifications (“Jailbreak”). If you make any unauthorized modification or attempt to circumvent the security on your Device or any software running on your Device (a “Jailbreak”), this may prevent Reemo from continuing to provide the Reemo Service for you but you will still be responsible for continuing to make all payments required by this Agreement. Reemo is under no obligation to support, restore or replace your Device following a Jailbreak. Any attempted or successful Jailbreak will also void any manufacturer’s limited product warranty and relieve Reemo and its authorized resellers from any and all liability.
No Transfers. Reemo provides the Reemo Service only for the original Wearer of a Device. Because the information exchanged with the Reemo Service through your Device is personal to you, Reemo does not permit the original Wearer to transfer the Device to any other person or allow any other person to wear the Device and receive the Reemo Service. If you allow any other person to wear your Device, Reemo may deactivate your Device and discontinue the Reemo Service but you will still be responsible for continuing to make all payments required by this Agreement.
Alerts and Notifications. As part of your use of the Reemo Service, you may receive alerts, notifications, text messages or email messages. You agree to the receipt of these communications. Any non-service related email communication will include an option to opt-out of that email communication. You are responsible for any messaging or data fees you may be charged by your wireless carrier if you provide contact information for communications from Reemo other than through your Device. You will not be charged extra for communications received from Reemo through your Device.
Reemo’s Rights to Suspend or Terminate this Agreement
Reemo can, without notice to you, suspend or terminate this Agreement and the Reemo Service for your Device if you: (i) breach this Agreement, (ii) use the Reemo Service for any illegal purpose, (iii) do not pay the monthly payments or other charges on your account when due; (iv) modify your Device from its manufacturer’s specifications; or (v) use your Device or the Reemo Service for any purpose other than for your own personal health and fitness or in a way that negatively affects Reemo’s operations or other subscribers. Reemo can also temporarily suspend or limit the Reemo Service for any valid operational or governmental reason.
Manufacturer’s Limited Warranty on Device
To the extent that the manufacturer of your Device, Samsung Electronics, provides a transferable manufacturer’s product warranty for your Device, such then-current manufacturer’s limited product warranty is hereby transferred by Reemo to you as the Wearer. All warranty service procedures will be as provided in Samsung Electronics’ then-current product warranty document applicable to your Device, as provided in the original packaging for your Device. Neither Samsung Electronics nor Reemo will have any liability to you or anyone else who uses your Device for (i) any claim arising, in whole or in part, from the incorrect use, misuse, faulty maintenance, improper handling, storage or installation of your Device or any use of your Device for a purpose for which it was not intended or designed; (ii) any Device that has been altered, modified, repaired or otherwise had parts replaced by any person other than Samsung Electronics or its authorized repair facilities; or (iii) any damages due to fire, explosion, accident, power irregularities or surges, acts of God or nature or any other cause not wholly or directly attributable to Samsung Electronics or Reemo. You acknowledge that Reemo is not the manufacturer of the Device. REEMO ITSELF MAKES NO WARRANTY AS TO THE QUALITY OR PERFORMANCE OF YOUR DEVICE AND MAKES NO WARRANTY WITH RESPECT TO THE REEMO SERVICE.
If you have a potential warranty service claim with your Device, contact Reemo for assistance. Reemo will send you a new or refurbished replacement Device and require that you return your original Device in the packaging provided by Reemo. You will be responsible for return shipping and handling costs. If the problem with your Device is not covered by warranty but the Device can be refurbished, you will also be responsible for payment of a refurbishing cost of $30. If your Device was lost, or the problem with your Device is not covered by warranty and the Device cannot be refurbished because of the type or extent of damage, you will be responsible for payment of the cost of the replacement Device. Refurbishing includes cleaning, maintenance and repair, and removal of all Wearer data. Replacement Devices may be new or refurbished, at the sole discretion of Reemo.
Disclaimer of Other Warranties
EXCEPT AS EXPRESSLY PROVIDED ABOVE WITH RESPECT TO THE MANUFACTURER’S LIMITED PRODUCT WARRANTY, AND TO THE MAXIMUM EXTENT PERMITTED BY LAW: (A) YOUR DEVICE AND THE REEMO SERVICE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS; AND (B) NO WARRANTIES, REPRESENTATIONS OR PROMISES, EXPRESS OR IMPLIED, ARE MADE BY REEMO TO YOU OR ANY OTHER USER REGARDING MERCHANTABILITY, SUITABILITY OR FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS WITH RESPECT TO YOUR DEVICE, THE REEMO SERVICE, OR ANY OTHER MATTER. REEMO DOES NOT WARRANT THAT YOUR DEVICE OR THE REEMO SERVICE WILL BE ENTIRELY FREE OF OMISSIONS, ERRORS OR DEFECTS. REEMO MAKES NO WARRANTIES OR REPRESENTATIONS WITH RESPECT TO ANY SERVICES PROVIDED BY A THIRD PARTY, INCLUDING BUT NOT LIMITED TO ANY EMERGENCY RESPONSE PROVIDER RESPONDING TO A MESSAGE TRANSMITTED THROUGH THE REEMO SERVICE.
You are solely responsible for determining whether your Device and the Reemo Service meet your needs. Reemo makes no warranty that the Reemo Service will meet your needs or be available on an uninterrupted, secure or error-free basis. Reemo makes no warranty regarding the quality, accuracy, timeliness, completeness or reliability of the Reemo Service or any information provided by the Reemo Service. By using the Reemo Service, you acknowledge and agree that if you rely on the Reemo Service or any information provided by the Reemo Service, you do so solely at your own risk.
Personal Emergency Response Service
The personal emergency response service (“PERS”) is a feature of the Reemo Service that will allow you to signal for assistance. You must first activate and register your Device with Reemo and provide Reemo with accurate contact information in order to begin using PERS. Reemo relies on a third-party monitoring services to monitor PERS signals. By accepting this Agreement, you acknowledge and agree that (i) monitoring and responding to PERS events, regardless of any delay, involves uncertainty, risk and possible serious injury, disability or death, for which neither you nor any Authorized User will attempt to hold the monitoring service or Reemo responsible or liable, (ii) PERS relies on the availability of cellular and GPS services that are not available everywhere at all times and Reemo has no control over the availability of such cellular or GPS services, (iii) PERS monitoring services are not foolproof and may experience signal transmission failures or delays for any number of reasons, and (iv) the actual time required for emergency assistance to arrive at your location or to transport you or anyone else requiring medical attention is unpredictable and subject to many contributing factors, including, but not limited to, telephone network operation, distance, weather, road and traffic conditions and human factors, all of which are outside of the control of Reemo and its third-party monitoring service.
PERS IS NOT A SUBSTITUTE FOR REGULAR CONSULTATIONS WITH YOUR CARE PROVIDER. YOU SHOULD ALWAYS CONSULT YOUR HEALTHCARE PROVIDER ABOUT HEALTH ISSUES OR CONCERNS.
The Reemo Service, including all software, mobile applications, documentation, interfaces, data, content, text, logos, graphics, images, music, audio, video, works of authorship of any kind and information posted, generated, provided or otherwise made available to you by Reemo for monitoring, collecting and evaluating personal health, fitness and location information through your Device, as may be updated or replaced by future enhancements or updates, in any media or in any other form, is licensed, not sold, to you by Reemo for use only under the terms of this Agreement. Reemo and its licensors retain ownership of the Reemo Service and reserve all rights not expressly granted to you. The terms of this Agreement will govern any software updates provided by Reemo that replace or supplement the original product, unless accompanied by a separate license, in which case the terms of that license will govern.
Subject to the terms and conditions of this Agreement, you are granted a limited, non-exclusive, non-transferable license to access the Reemo Service on a single Device solely for your personal and non-commercial use. The Reemo Service and its underlying technology are protected by laws of the United States and foreign countries with regard to copyrights, trademarks, patents, trade secrets and other intellectual property rights. You agree not to remove, change or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Reemo Service. You may not, and you agree not to enable others to, copy, decompile, reverse engineer, disassemble, attempt to derive the source code of, decrypt, modify or create derivative works of the Reemo Service or any part thereof, or attempt to circumvent any technological measure used by Reemo or its licensors to protect the Reemo Service. Title and intellectual property rights in and to any content displayed, stored or accessed through your Device belongs exclusively to Reemo. Except as otherwise provided herein, this Agreement does not grant you any rights to use such content nor does it guaranty that such content will continue to be available to you.
Third party software and other copyrighted material may be included in the Reemo Service. Licensing terms, disclaimers and acknowledgements for such material may be contained in printed or electronic documentation for your Device or the Reemo Service and your use of such material is governed by the respective terms of such documentation.
Limitations of Liability
TO THE EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT WILL REEMO, ITS AFFILIATES, AUTHORIZED RESELLERS, WIRELESS PROVIDERS OR MONITORING SERVICE PROVIDERS BE LIABLE FOR PERSONAL INJURY OR ANY INCIDENTAL, SPECIAL, EXEMPLARY, INDIRECT OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, CORRUPTION OR LOSS OF DATA, FAILURE TO TRANSMIT OR RECEIVE ANY DATA, BUSINESS INTERRUPTION OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE YOUR DEVICE OR THE REEMO SERVICE, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE) AND EVEN IF REEMO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR PERSONAL INJURY, SO THIS LIMITATION MAY NOT APPLY TO YOU. In no event will Reemo’s total liability to you for all damages (other than as may be required by applicable law in cases involving personal injury) exceed the amount of two hundred and fifty dollars (U.S. $250). The foregoing limitations will apply even if the above stated remedy fails of its essential purpose.
You also agree that Reemo will not be liable for any failure to perform or delay in performance of any obligation under this Agreement due to circumstances beyond its reasonable control, including without limitation acts of God or nature, actions of the government, fires, floods, storms, accidents, labor disturbances (including strikes and lockouts), war, civil disturbances or terrorism, vandalism or other aggression, or failure, interruption or other problems with power, communications, satellite, internet or other networks.
Compliance with Law and this Agreement
Reemo may (but is not obligated to) monitor your access or use of the Reemo Service for compliance with applicable laws and the terms of this Agreement. Reemo may disclose any unlawful conduct or violation of law to law enforcement authorities and cooperate with such authorities in the prosecution of you or any Authorized Users who violate the law. Reemo reserves the right to remove or disable your access to the Reemo Service at any time and without notice, in Reemo’s sole discretion, if Reemo determines that your use of the Reemo Service is in violation of law or in violation of the terms of this Agreement.
Reemo may change or discontinue, temporarily or permanently, any feature or component of the Reemo Service at any time without notice to you. Reemo is not liable to you or to any third party for any modification, suspension or discontinuance of any feature or component of the Reemo Service. Reemo reserves the right to determine the timing and content of software and operating system updates, which may be automatically downloaded and installed by Reemo without prior notice to you.
Reemo may subcontract performance of monitoring services or other services under this Agreement to any third party (a “Subcontractor”). Notwithstanding any such subcontract, you acknowledge and agree that a Subcontractor’s obligations are to Reemo only and that Reemo is solely responsible to you for the Reemo Service, including receiving notification of signals; adding, changing, suspending and canceling the Reemo Service; investigating and resolving all actual and potential issues related to your Device; and maintaining your subscriber account data. Reemo may disclose to a Subcontractor all information necessary for performance of subcontracted services and the Subcontractor may retain and use such information, subject to all applicable requirements of federal and state laws and regulations. Neither your Device nor any telecommunications systems, services or equipment used to transmit signals are Subcontractor property and the Subcontractor accepts no responsibility for them. The Subcontractor has no obligation to you to detect or report information to anyone concerning your Device or any malfunction of your Device. Termination of a Subcontractor’s performance under its subcontract with Reemo is not a breach by Subcontractor of any direct or implied duty or obligation of Subcontractor to you. Any Subcontractor for monitoring services may record telephone calls.
False Alarms; Test Status
Any Subcontractor for monitoring services is subject to applicable laws and industry standards designed to, among other things, reduce false alarms. These may result in practices and procedures that delay or modify requested notification or verification instructions from Reemo or you. Despite such instructions, the Subcontractor may, in its sole discretion, attempt to contact the monitored premises or you to verify that a signal is not a false alarm. IF THE SUBCONTRACTOR BELIEVES, IN ITS SOLE DISCRETION, THAT NO EMERGENCY CONDITION EXISTS, THE SUBCONTRACTOR MAY CHOOSE NOT TO FOLLOW YOUR INSTRUCTIONS OF THE INSTRUCTIONS OF REEMO. The Subcontractor may, without prior notice, in response to applicable law or insurance requirements, revise, replace, discontinue or rescind its response policies and procedures. If your Device relays or records three (3) or more false alarms within a twenty-four (24) hour period, the Subcontractor may place your Device in “test status,” which means that you will need be able to access or use the Reemo Service during that time. It is Reemo’s obligation to determine if your Device is functioning properly and make all adjustments and repairs necessary to ensure that it is. THROUGHOUT THE DURATION OF ANY TEST STATUS PERIOD, FOR ANY REASON AND AT THE REQUEST OF ANY PERSON OR ENTITY, THE SUBCONTRACTOR FOR MONITORING SERVICES HAS NO OBLIGATION TO PERFORM SERVICES.
If an issue arises between us that needs to be resolved, both you and Reemo agree to resolve the dispute only by arbitration or in small claims court, in accordance with the detailed provisions set forth below. Class or collective arbitrations or claims proceedings are not allowed. The dispute resolution provisions in this Agreement will survive the termination of this Agreement and your use of the Reemo Service or right to use the Reemo Service.
Any claims or disputes that arise between you and Reemo (or Reemo’s affiliates, employees, officers, directors, agents or authorized resellers) will be resolved through binding arbitration or in small claims court. This means that neither you nor Reemo will have the right to litigate those claims or disputes in a state or federal court of general jurisdiction or have a jury trial on those claims or disputes. Other rights that you would have in court also may not be available or may be limited in arbitration, including your right to appeal and your ability to participate in a class action.
Any claim or dispute relating in any way to this Agreement or your use of your Device or the Reemo Service, including the validity or enforceability of this arbitration provision, will be resolved, upon the election by either you or Reemo, by arbitration pursuant to this arbitration provision and the code of procedures of the national arbitration organization to which such claim or dispute is referred in effect at the time (the “Code”), except to the extent such procedures conflict with the terms of this arbitration provision. Claims or disputes will be referred to either JAMS (“JAMS”) or the American Arbitration Association (“American Arbitration”), as selected by the party electing to use arbitration. If a selection by Reemo of either of these organizations is unacceptable to you, you will have the right within thirty (30) days after you receive notice of Reemo’s election to select the other organization listed to serve as arbitration administrator. For a copy of the procedures, to file a claim for arbitration, or for other information about these organizations, contact JAMS at 18881 Von Karman Avenue, Suite 350, Irvine, CA 92612; www.jamsadr.com; or American Arbitration at 120 Broadway, Floor 21, New York, NY 10017, www.adr.org. In addition to the arbitration organizations listed above, any claim or dispute may be referred to any other arbitration organization that is mutually agreed upon in writing by you and Reemo, or to an arbitration organization or arbitrator appointed pursuant to Section 5 of the Federal Arbitration Act, 9 US C. Sections 1-16, provided that any such arbitration organization and arbitrator will enforce the class action restrictions set forth below in this arbitration provision.
Arbitration will proceed solely on an individual basis without the right for any claims or disputes to be arbitrated on a class action basis or on bases involving claims brought in a purported representative capacity on behalf of others. The arbitrator’s authority to resolve and make written awards is limited to claims or disputes between you and Reemo alone. Claims or disputes may not be joined or consolidated with other parties unless agreed to in writing by all parties. No arbitration award or decision will have any preclusive effect as to issues or claims in any dispute with anyone who is not a named party to the arbitration. Notwithstanding any other provision in this Agreement, and without waiving either party’s right of appeal, if any portion of the foregoing class action restrictions is deemed invalid or unenforceable, then this entire arbitration provision (other than this sentence) will not apply.
This arbitration provision is made pursuant to a transaction involving interstate commerce, and will be governed by the Federal Arbitration Act, 9 USC. Sections 1-16, as it may be amended (“FAA”), and the applicable code of procedures. The arbitrator will apply applicable substantive law consistent with the FAA and applicable statutes of limitations, as modified by this Agreement, and will honor claims of privilege recognized at law. Federal or state rules of civil procedure or evidence will not apply. Written requests to expand the scope of discovery rest within the arbitrator’s sole discretion and will be determined pursuant to the applicable code of procedures. The arbitrator will take reasonable steps to preserve the privacy of individuals, and of business matters. Judgment upon the written arbitral award may be entered in any court having jurisdiction under this Agreement. Subject to the right of appeal under the FAA, the arbitrator’s written decision will be final and binding unless you or Reemo takes an appeal from the award by making a dated, written request to the arbitration organization within thirty (30) days from the date of entry of the written arbitral award. A three-arbitrator panel administered by the same arbitration organization will consider anew any aspect of the award objected to by the appellant, conduct an arbitration pursuant to its code of procedures and issue its decision within one hundred and twenty (120) days of the date of the appellant’s written notice. The panel’s majority vote decision will be final and binding.
Any arbitration proceedings will take place in the United States. Irrespective of who prevails in arbitration, you will only be responsible for paying the cost of your own counsel, experts and witnesses, and your share, if any, of the arbitration fees required by the applicable code of procedures, not to exceed the filing fees you would have incurred if the claim or dispute had been brought in the appropriate state or federal court closest to your residence. Reemo will pay the professional fees for the arbitrator’s services and the remainder of any arbitration fees.
As an alternative to arbitration, either you or Reemo may elect to resolve any dispute in small claims court in the county of your most recent billing address. Any claim, counterclaim or other proceeding in small claims court will be on an individual basis only and you unconditionally waive any right to pursue a dispute on a class-wide basis, including joining a claim with the claim of any other person or entity or asserting a claim in a representative capacity on behalf of anyone else in any other proceeding.
Controlling Law and Time Limitations
This Agreement will be governed by and construed in accordance with the laws of the State of Minnesota, without giving effect to its choice of law principles, and will be applied by any arbitrator in any arbitration proceedings. This Agreement will not be governed by the United States Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded. You must initiate any arbitration proceeding or cause of action within one (1) year after the claim arises or you will be barred from pursuing such arbitration or cause of action.
Waiver of Jury Trial
IF FOR ANY REASON A CLAIM RELATING TO THIS AGREEMENT PROCEEDS IN COURT RATHER THAN THROUGH ARBITRATION, YOU AND REEMO AGREE THAT THERE WILL NOT BE A JURY TRIAL. YOU AND REEMO UNCONDITIONALLY WAIVE ANY RIGHT TO TRIAL BY JURY IN ANY ACTION, PROCEEDING OR COUNTERCLAIM ARISING OUT OF OR RELATING TO THIS AGREEMENT IN ANY WAY. IN THE EVENT OF LITIGATION, THIS PROVISION MAY BE FILED TO SHOW A WRITTEN CONSENT TO A TRIAL BY THE COURT.
Notices sent to you by Reemo may show up as messages on your online monthly bill or statement. Those notices will be deemed received by you when your online bill or statement is available for viewing. If we send other notices to you, they will be considered received immediately if we send them to your Device or to any e-mail address you have given us, and will be considered received after three (3) days if we mail them to your residential address. If you need to send notices to us, please send them to the Reemo mailing address set forth at the end of this Agreement or such other address that we may designate by notice to you.
Upon any termination, discontinuation or cancellation of the Reemo Service or your subscriber account, the following provisions of this Agreement will survive and continue in full force and effect: Disclaimer of Warranties, Intellectual Property, Limitation of Liability, Subcontracting, Resolving Disputes, Controlling Law and Time Limitations, Additional Terms and any other provision which, by its terms, is operative following such termination.
You agree to indemnify, defend and hold harmless Reemo and its affiliates, employees, officers, directors and agents from any claims or damages, including reasonable attorneys’ fees, arising out of or related to your breach of this Agreement or your use or misuse of the Reemo Service. You may not transfer or assign any rights or obligations under this Agreement and any attempt to do so will be null and void. Reemo may transfer or assign its rights or obligations under this License without your consent and without notice to you. This Agreement will bind and inure to the benefit of Reemo and its successors and assigns and will bind and inure to the benefit of all Wearers and Authorized Users and their heirs and legal representatives.
Reemo’s failure to enforce any provision of this License will not be considered a waiver of any right or provision. Reemo’s waiver of any provision will be effective only if in writing and signed by a duly authorized representative of Reemo. Waiver of any provision will not be deemed a further or continuing waiver of such provision or any other provision, right or remedy. Exercise by Reemo of any remedy under this License is without prejudice to Reemo’s other rights and remedies.
Questions regarding this Agreement or the Reemo Service should be submitted to Reemo by using the tools provided within the Reemo Service. You may also contact us by email at support@ReemoHealth.com or by mail or telephone at:
Reemo Health, Inc.
1625 Hennepin Avenue, Suite 200
Minneapolis, MN 55403