Ambient Property Technologies Terms of Service

These terms of service (“Terms”) are between you and Ambient Property Technologies, Inc. and its subsidiaries and affiliates, (collectively referred to as “Ambient,” “we,” “us,” or “our”). These Terms govern your use of the following: (1) any Ambient or Ambient-branded hardware product that you purchased or obtained from Ambient or a third party (“Ambient Products”); (2) all Ambient websites (“Ambient Sites”) and any user account you create or access at a Ambient Site or through Ambient Software; (3) any mobile applications (“Ambient Apps”) or other software provided to you by Ambient or for use in conjunction with a Ambient Product (collectively, “Ambient Software”); and (4) any services provided to you by Ambient through the Ambient Sites, Ambient Software or otherwise in conjunction with a Ambient Product (“Ambient Services”). The Ambient Products, Ambient Sites, Ambient Software, and Ambient Services are referred to herein as the “Ambient Services and Products.”

If you are accessing or using Ambient Services and Products as part of a third party product or service, additional terms and conditions may apply. While you are accessing or using Ambient Services and Products as part of Cox IoT (the “Cox Service”), this End User License Agreement (the “Cox Terms”) applies in addition to these Terms. While you are accessing or using Ambient Services and Products outside of the Cox Service, only these Terms apply. In the event of a conflict between the Cox Terms and these Terms, the Cox Terms will govern only with respect to the access or usage as part of the Cox Service.

If you are using the Ambient Services and Products on behalf of a business or entity, uses of the term “you” include yourself and such business or entity and you represent to us that you have authority to bind that business or entity to these Terms. If you will be authorizing anyone to use the Ambient Services and Products that is not otherwise bound to these Terms they are included in the term “you” and you assent to these Terms on their behalf and agree that these terms apply to their use of the Ambient Services and Products. IF YOU DO NOT AGREE WITH ANY PROVISION IN THESE TERMS, YOU MUST CEASE ACCESSING OR USING THE AMBIENT WEBSITE AND THE AMBIENT SERVICES AND PRODUCTS.

By accessing this website directly (via a web browser for instance) or indirectly (through a mobile app or Ambient Product for instance) or otherwise using any Ambient Services and Products, you agree to bound by these Terms including any other additional terms and conditions or policies referenced herein, including by hypertext links included below.

Please read these Terms carefully before purchasing or using the Ambient Services and Products as they give you specific rights and include limitations such requiring individual arbitration for any potential legal dispute, and limiting your remedies and our liability. You may have other legal rights not listed in these Terms which vary from jurisdiction to jurisdiction. The disclaimers, exclusions, limitations of liability, indemnification, waiver of jury trial, mandatory and binding arbitration, waiver of class action, and waiver of punitive damages under these Terms will not apply to the extent prohibited by applicable law. Some jurisdictions do not allow the exclusion of implied warranties or the exclusion or limitation of incidental or consequential damages or other rights, so those provisions of these Terms may not apply to you. THIS AGREEMENT CONTAINS A MANDATORY ARBITRATION PROVISION THAT, AS FURTHER SET FORTH IN SECTION 16 BELOW, REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR ANY OTHER COURT PROCEEDINGS.

You represent that you are of sufficient legal age in your jurisdiction or residence to use or access the Ambient Services and Products and enter into the binding agreement represented in these Terms. Any use or access to the Ambient Services and Products by individuals under the age of 13 (or the equivalent minimum age in the applicable jurisdiction) is strictly prohibited and is a violation of these Terms. If you will be authorizing anyone to use the Ambient Services and Products that is not otherwise bound to these Terms, including anyone under the age required to enter a binding agreement in their jurisdiction, they are included in the term “you” and you assent to these Terms on their behalf and agree that these terms apply to their use of the Ambient Services and Products. IF YOU DO NOT AGREE WITH ANY OF PROVISION IN THESE TERMS, YOU MUST CEASE ACCESSING OR USING THIS WEBSITE AND THE AMBIENT SERVICES AND PRODUCTS.

We may revise and update these Terms from time to time in our sole discretion. All revisions are effective immediately upon the earlier of when we post them on this website or otherwise provide you notice of the revisions through the Ambient Services or Ambient App, and apply to all access to and use of the Ambient Services and Products thereafter. Your continued use of the Ambient Services and Products following the posting or notice of revised Terms means that you accept and agree to the revisions. However, there is one exception to the preceding—any revisions to the dispute resolution provisions set forth in Section 14 will not apply to any disputes for which the parties have actual notice prior to the date the revisions were effective. IF YOU DO NOT AGREE WITH ANY OF THE REVISIONS TO THESE TERMS, YOU MUST DISCONNECT YOUR PRODUCTS FROM YOUR AMBIENT ACCOUNT AND CEASE ACCESSING OR USING THE AMBIENT SERVICES AND PRODUCTS.

In addition, we may update or remove content on Ambient Sites, including removal of the entire website, from time to time. You understand and agree that the content on the Ambient Sites is not necessarily complete or up-to-date and therefore any of the material on the Ambient Sites may be out of date at any given time, and we are under no obligation to update such material. We will not be liable if for any reason all or any part of an Ambient Site is unavailable at any time or for any period.

Ambient reserves the right, at any time, to modify, suspend or discontinue the Ambient Services or any feature or other part thereof with or without notice. You agree that Ambient will not be liable to you or to any third party for any modification, suspension or discontinuance of the Ambient Services or any part thereof.

From time to time, Ambient may add or remove features or develop updates, upgrades, patches, and other modifications to the Ambient Products and Ambient Software to improve the performance of the Ambient Services and Products or for other reasons in our sole discretion (“Updates”). You agree that Ambient may automatically install such Updates without providing any additional notice to you or receiving any additional consent from you. If you do not want to receive Updates, you may terminate your Ambient Account and stop using the Ambient Services and Products. If you do not terminate a previously created Ambient Account, you will continue to receive Updates automatically. You acknowledge that you may be required to install Updates to use the Ambient Services and Products, and you agree to install any Updates that Ambient provides promptly.

To use the Ambient Services and Products, you must sign up for a user account (“Ambient Account”) and provide certain information about yourself, as required by the applicable registration form presented. You represent and warrant that all required registration information that you submit when setting up your Ambient Account is truthful and accurate and you will maintain the accuracy of such information. You are entirely responsible for maintaining the confidentiality of your Ambient Account login information and for all activities that occur under your Ambient Account. You agree to use strong passwords with your Ambient Account comprising a combination of letters, numbers, and symbols with your Ambient Account and to maintain your password securely to prevent others from gaining access. You agree to immediately notify Ambient of any unauthorized use or suspected unauthorized use of your Ambient Account, or any other breach of security. Ambient is not liable for any loss or damage arising from your failure to comply with the above requirements.

The individual who creates a Ambient Account is the “Owner” of that Ambient Account and is the Owner of the Ambient Products associated with that Ambient Account (“Owner’s Products”). Individuals who are authorized to access an Owner’s Ambient Services and Products are “Authorized Users.” Authorized Users may have the ability to use the Ambient Services and monitor and control the Owners’ Ambient Products (for example, an Authorized User can lock or unlock your Ambient Lock). Authorized Users may also have the ability to view information (including personal information) and content across all of the Ambient Services and Products associated with that Owner (for example, an Authorized User may receive mobile alerts for the applicable Ambient Account). Authorized Users are responsible for their own actions in connection with the Ambient Services and Products, but you (the Owner) also hereby agrees to be fully responsible for all actions taken by Authorized Users relating to the Owner’s Ambient Account and Ambient Services and Products. If you are an Owner who invites or enables an Authorized User, you acknowledge and agree that the Authorized User may subsequently invite or enable other Authorized Users with the same access and ability to use your Ambient Services and Products set out above. As a result, if you are an Owner, you should only authorize those individuals whom you trust to access your Ambient Account and Ambient Services and Products.

Certain functionality of the Ambient Services and Products may be enabled by products and services of a third-party provider (each a “Third-Party Provider” and such products and services, “Third-Party Products and Services”). You control whether or not to allow the interface between Third-Party Products or Services and your Ambient Product and Services (the “Interface”). Your consent and authorization are required for any such Interface and is revocable by you at any time. Once your consent is given for an Interface, you agree that Ambient may exchange information and control data regarding you and the Ambient Services and Products you use, including your personal information (subject to the terms of Section 15 below), in order to enable the Interface that you have authorized. Once this information is shared with the applicable Third-Party Provider, that Third-Party Provider’s use of the information will be governed by its terms of service, privacy policy and other terms and policies. You acknowledge and agree that Ambient makes no representation or warranty about the quality or safety of any Third-Party Products and Services or the interface with Ambient Services and Products. Accordingly, Ambient is not responsible for your use of any Third-Party Products and Services, or any personal injury, death, property damage, or other harm or losses arising from or relating to your use of any Third-Party Products and Services. You should contact the third party with any questions about their Third-Party Products and Services and the terms of their privacy policy.

The availability of the Ambient Apps is dependent on the third-party mobile application stores or websites from which you download the mobile apps (e.g., the Google Play Store from Google or the App Store from Apple (each an “App Store”)). You acknowledge that these Terms are between you and Ambient and not with an App Store. Each App Store may have its own terms and conditions to which you must agree before downloading mobile apps, including the Ambient App, from it. You agree to comply with such App Store terms and conditions, and your license to use the Ambient Apps is conditioned upon your compliance with such App Store terms and conditions, provided that, to the extent that any applicable term or condition from any App Store is less restrictive than or otherwise conflicts with one or more terms and conditions of these Terms, the more restrictive or conflicting terms and conditions in these Terms apply.

The Ambient Sites may contain links to other websites operated by third parties (“Third-Party Sites”) and referrals to third-party vendors (“Referred Vendors”). Such Third-Party Sites and Referred Vendors are not under our control. Ambient provides these links and referrals only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to such Third-Party Sites or Referred Vendors. The terms and conditions applicable to Your use of such sites may be different than these Terms. You agree that your use of any Third-Party Sites is at your own risk.

Ambient, and its licensors, are the owners of all right, title and interest in and to the Ambient Services and Products. We reserve all rights not expressly granted in these Terms. All Ambient Services and Ambient Software are licensed and not sold. You acknowledge that all intellectual property rights, including, without limitation, copyrights, patents, trademarks, and trade secrets, in the Ambient Services and Products are owned by Ambient or, as applicable, its licensors. Your possession, access to and use of the Ambient Services and Products, does not transfer to you or any third party any rights, title, or interest in or to such intellectual property rights. Ambient, and its licensors and suppliers, reserve all rights not expressly granted in these Terms.

Downloading or using Ambient Software (including the Ambient Apps) does not give you title to such software, including any files, data, and images incorporated in or associated with the software. Ambient Software is copyrighted by Ambient or its licensor(s), and may be protected by one or more patents owned by Ambient or its licensor(s). Ambient Software is licensed to you on a limited, non-exclusive, non-transferrable, non-sublicensable basis, solely to be used in connection with the Ambient Services and Products for your private, personal, non-commercial use. You will only use Ambient Software in connection with, and solely for the purpose of, controlling and monitoring Ambient Products you own or are authorized to control and monitor or accessing Ambient Services in conjunction with such Ambient Product.

The rights granted to you in these Terms are subject to the following restrictions: (i) you agree not to license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Ambient Sites, Ambient Software, Ambient Apps, or Ambient Services; (ii) you agree not to modify, make derivative works of, disassemble, reverse-compile, or reverse-engineer any part of the Ambient Services and Products; (iii) you agree not to access the Ambient Services and Products in order to build a similar or competitive service or product; (iv) except as expressly stated herein, no part of the Ambient Services and Products may be copied, reproduced, distributed, republished, downloaded, displayed, posted, or transmitted in any form or by any means; (v) you agree not to upload, transmit, or distribute any computer viruses, worms, or any software intended to damage or alter a computer or communications network, computer, handheld mobile device, data, the Ambient Services and Products, or any other system, device, or property; (vi) you agree not to interfere with, disrupt, or attempt to gain unauthorized access to the servers or networks connected to the Ambient Services and Products or violate the regulations, policies, or procedures of such networks; (vii) you agree not to access (or attempt to access) any of the Ambient Services and Products by means other than through the interface that is provided by Ambient; and (viii) you agree not to remove, obscure, or alter any proprietary rights notices (including copyrights and trademark notices) that may be contained in, or displayed in connection with, the Ambient Services and Products. Any future release, Update, or other addition to functionality of the Ambient Services shall be subject to these Terms.

The Ambient Services and Products may include independent, discrete portions of software code that are subject to the GNU General Public License (“GPL”) or other open-source licenses (“Open Source Software”). View the list of libraries and licenses. Nothing in these Terms modifies the terms and conditions of any applicable end-user license for Open Source Software. You agree that all Open Source Software shall be and shall remain subject to the terms and conditions under which it is provided, and you shall be responsible for compliance with such terms.

Privacy and other laws applicable in your jurisdiction may impose certain responsibilities on you and your use of the Ambient Services and Products. You agree that it is your responsibility, and not the responsibility of Ambient, to ensure your compliance with all applicable laws regarding use of the Ambient Services and Products. If your use of the Ambient Services and Products is prohibited by applicable laws, then you are not authorized to use the Ambient Services and Products. Ambient expressly disclaims all liability for your use of the Ambient Services and Products in any way that does not comply with applicable laws.

Although the Ambient Sites are accessible worldwide, Ambient Services may not be available to all persons or in all countries. If you choose to access the Ambient Sites or use the Ambient Services from outside of the United States, you do so on your own initiative, and you are solely responsible for complying with applicable local laws of the country from which you access the Ambient Sites or use the Ambient Services. You understand and accept that the Ambient Sites are not designed for use in all countries and that some, or all, of the features of the Ambient Sites may not work or be appropriate for use in all countries. To the extent permissible by law, Ambient accepts no responsibility or liability for any damage or loss caused by your access or use of the Ambient Services and Products outside of the United States. You will be bound by these Terms wherever you access or use the Ambient Services and Products.

These Terms will remain in full force and effect as long as you continue to access or use the Ambient Services and Products, or until terminated in accordance with the provisions of these Terms. At any time, Ambient may (i) suspend or terminate your rights to access or use the Ambient Services, or (ii) terminate these Terms with respect to you if Ambient, in good faith, believes that you have used the Ambient Services and Products in violation of these Terms. If you transfer a Ambient Product to a new owner, your right to use the Ambient Services and Ambient Software with respect to that Ambient Product automatically terminates and the new owner will have no right to use the Ambient Services and Products under your Ambient Account (as described below) and will need to register for a separate Ambient Account with Ambient and accept these Terms. Upon termination of these Terms, your Ambient Account and your right to use the Ambient Services will automatically terminate. The first paragraph of Section 2 and Sections 5, 7 and 10 through 18 will survive any expiration or termination of these Terms.

You may be required to pay a fee in connection with your access to or use of certain Ambient Services and Products. You shall pay all applicable fees in connection therewith in accordance with the Terms of Sale.

The Ambient Services and Products are intended to be accessed and used on a non-time sensitive basis. While Ambient aims for the Ambient Services and Products to be reliable and available, they are not intended to be reliable or available 100% of the time. The Ambient Services and Products are subject to sporadic interruptions and failures for a variety of reasons beyond Ambient’s control, including Wi-Fi intermittency, service provider uptime, delayed mobile notifications, among other reasons. You acknowledge these limitations and agree that Ambient is not responsible for any damages allegedly caused by the failure or delay of the Ambient Services and Products.

You acknowledge and agree that the Ambient Services and Products, whether used alone or with Third-Party Products and Services, are not intended for emergency response purposes, and agree not to use the Ambient Services and Products for such purposes. FURTHER, YOU UNDERSTAND THAT AMBIENT DOES NOT MONITOR EMERGENCY NOTIFICATIONS AND UNDER NO CIRCUMSTANCES WILL AMBIENT DISPATCH EMERGENCY SERVICES. PLEASE DO NOT CONTACT AMBIENT CUSTOMER SERVICE OR ANY CUSTOMER CARE AND SUPPORT OFFERED BY AMBIENT REGARDING AN EMERGENCY SITUATION. IF YOU EXPERIENCE AN EMERGENCY, YOU SHOULD IMMEDIATELY CONTACT THE POLICE, FIRE DEPARTMENT, 911, OR APPROPRIATE EMERGENCY RESPONSE SERVICE.

The Ambient Services may be suspended temporarily, without notice, for security reasons, systems failure, maintenance and repair, or other circumstances. You agree that you will not be entitled to any refund or rebate in connection with any such suspensions. Ambient does not offer any specific uptime guarantee for the Ambient Services.

The Ambient Services will not be accessible without: (i) a Ambient Account; (ii) an enabled and supported wireless device, such as a phone or tablet (required for some features and functionalities of the Ambient Services); (iii) always-on broadband internet access with bandwidth sufficient to support the Ambient Products you use; and (iv) other system elements that may be specified by Ambient (together, with the requirements in (i) through (iii), the “System Requirements”). It is your responsibility to ensure that you have properly configured all System Requirements. You acknowledge that the Ambient Services may not work as described when all System Requirements have not been met. If you modify, substitute, move, or otherwise change any of the System Requirements in connection with your use of the Ambient Services and Products, it is your sole duty and responsibility to ensure such System Requirements are properly configured to work with the Ambient Services and Products. In addition, you acknowledge that Ambient may activate Bluetooth on your smartphone or tablet, with or without prior notification, in order to facilitate proper operation of the Ambient Services and Products, enable communication with Ambient Products connected to the same Ambient Account.

The Ambient Services provide you with information regarding the status thereof and any connection with other products and services (“Product Information”). We cannot guarantee that Product Information is correct or up-to-date. Product Information is provided “as is” and “as available.”

It is your responsibility to install and use the Ambient Services and Products pursuant to the applicable instructions provided by Ambient, including via an Ambient App or Ambient Site. IF A AMBIENT PRODUCT IS NOT PROPERLY INSTALLED, OR IF A AMBIENT PRODUCT IS PLACED OUT OF REACH OF ANY NECESSARY NETWORKING DEVICE (SUCH AS A REQUIRED ROUTER, HUB, OR MOBILE DEVICE) IT MAY NOT FUNCTION PROPERLY. It is your responsibility to test the Ambient Products once installed to be sure they (and any components and peripherals) are functioning and communicating as intended and designed, and then regularly test and maintain the Ambient Products after installation. Additionally, you agree that it is your responsibility to replace any batteries for the Ambient Products, when necessary. YOU UNDERSTAND AND AGREE THAT THE AMBIENT PRODUCTS MAY NOT FUNCTION OR PROPERLY FUNCTION IF BATTERIES NEED REPLACEMENT; PLEASE CHECK THEM REGULARLY.

You acknowledge that the availability of the Ambient Services and Products is dependent on (i) your mobile device, Bluetooth connection, and other related equipment (“Equipment”), (ii) your Internet service provider (“ISP”) and (iii) your mobile device operator (“Operator”). You acknowledge that you are responsible for all fees charged by your ISP and Operator in connection with your use of the Ambient Services and Products. You also acknowledge that you are responsible for compliance with all applicable agreements, terms of service, privacy terms, and other agreements and policies of your ISP and Operator.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE TO INDEMNIFY, DEFEND, RELEASE, AND HOLD AMBIENT AND ITS LICENSORS AND SUPPLIERS (COLLECTIVELY, THE “AMBIENT PARTIES”) HARMLESS FROM AND AGAINST (I) ALL CLAIMS, ACTIONS, LAWSUITS, AND ANY OTHER LEGAL ACTION BROUGHT BY ANY THIRD-PARTY AGAINST ANY OF THE AMBIENT PARTIES ARISING FROM OR RELATING TO (A) YOUR USE AND EACH AUTHORIZED USER’S USE OF THE AMBIENT SERVICES AND PRODUCTS; (B) YOUR OR YOUR AUTHORIZED USERS’ VIOLATION OF THESE TERMS; (C) ANY USER SUBMISSIONS OR FEEDBACK YOU PROVIDE; OR (D) YOUR OR YOUR AUTHORIZED USERS’ VIOLATION OF ANY LAW OR THE RIGHTS OF ANY THIRD-PARTY (COLLECTIVELY, “THIRD PARTY ACTIONS”); AND (II) ANY AND ALL RELATED LOSSES, DAMAGES, SETTLEMENTS, AND JUDGEMENTS (INCLUDING PAYMENT OF THE AMBIENT PARTIES’ ATTORNEYS’ FEES AND COSTS) INCURRED BY ANY OF THE AMBIENT PARTIES, ASSESSED OR FOUND AGAINST ANY OF THE AMBIENT PARTIES, OR MADE BY ANY OF THE AMBIENT PARTIES, RELATING TO OR ARISING FROM ANY SUCH THIRD-PARTY ACTION (“THIRD-PARTY RELATED LOSSES”). YOU UNDERSTAND AND AGREE THAT YOUR INDEMNIFICATION OBLIGATION TO THE AMBIENT PARTIES APPLIES EVEN IF SUCH THIRD-PARTY ACTION AND THIRD-PARTY RELATED LOSSES ARISE FROM THE NEGLIGENCE OF ANY KIND OR DEGREE, BREACH OF CONTRACT OR WARRANTY, STRICT LIABILITY, NON-COMPLIANCE WITH APPLICABLE LAW, OR OTHER FAULT OR WRONGDOING OF ANY OF THE AMBIENT PARTIES. HOWEVER, NOTHING CONTAINED HEREIN SHALL BE CONSTRUED TO REQUIRE ANY INDEMNIFICATION WHICH WOULD RENDER OR MAKE THIS CLAUSE, IN WHOLE OR IN PART, VOID AND/OR UNENFORCEABLE UNDER APPLICABLE LAW. FURTHER, YOUR INDEMNIFICATION OBLIGATION SHALL NOT APPLY TO ANY WILLFUL, WANTON, INTENTIONAL, OR RECKLESS MISCONDUCT OF THE AMBIENT PARTIES, OR GROSS NEGLIGENCE OF THE AMBIENT PARTIES IN THOSE STATES THAT DO NOT PERMIT INDEMNIFICATION FOR GROSS NEGLIGENCE. “THIRD PARTY” IS DEFINED HEREIN TO INCLUDE, AMONG OTHERS, AN AUTHORIZED USER, AN UNAUTHORIZED USER, A SPOUSE, PARTNER, FAMILY MEMBER, GUEST, NEIGHBOR, TENANT, EMPLOYEE, OR INSURANCE COMPANY. Ambient reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify Ambient, and you agree to cooperate with our defense of such claims. You agree not to settle any such claim without Ambient’s prior written consent. Ambient will use reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it.

THE WARRANTIES FOR THE AMBIENT PRODUCT AND AMBIENT SOFTWARE ARE SET FORTH IN THE TERMS OF SALE AND THE END USER LICENSE AGREEMENT, RESPECTIVELY.

THE AMBIENT SERVICES AND AMBIENT SITES ARE PROVIDED FOR YOUR CONVENIENCE, “AS IS” AND “AS AVAILABLE,” AND AMBIENT, AND OUR LICENSORS AND SUPPLIERS, EXPRESSLY DISCLAIM ANY WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, AND NON-INFRINGEMENT.

AMBIENT, AND OUR LICENSORS AND SUPPLIERS, MAKE NO WARRANTY THAT DEFECTS WILL BE CORRECTED OR THAT THE AMBIENT SERVICES OR AMBIENT SITES: (I) WILL MEET YOUR REQUIREMENTS; (II) WILL BE COMPATIBLE WITH YOUR NETWORK, COMPUTER, OR MOBILE DEVICE; (III) WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; OR (IV) WILL BE ACCURATE OR RELIABLE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM AMBIENT, OR THROUGH THE AMBIENT SERVICES OR AMBIENT SITES, SHALL CREATE ANY WARRANTY.

WHEN YOU INSTALL, SETUP, OR USE THE AMBIENT SERVICES AND PRODUCTS YOU ARE GIVEN THE OPPORTUNITY TO CHANGE DEFAULTS OR CHOOSE PARTICULAR SETTINGS. THE CHOICES YOU MAKE CAN CAUSE NON-RECOMMENDED OR UNINTENDED OPERATION OR NON-OPERATION OF YOUR AMBIENT SERVICES AND PRODUCTS AND ANY CONNECTED EQUIPMENT OR SYSTEMS. YOU ASSUME ALL LIABILITY FOR ANY DAMAGES AND LOSSES CAUSED BY, OR RELATED TO, THE CHOICES YOU MAKE FOR THE PARTICULAR SETTINGS FOR THE AMBIENT SERVICES AND PRODUCTS, AND SETTING OR CHANGING DEFAULTS.

YOU UNDERSTAND AND AGREE THAT SOME OF THE AMBIENT SERVICES AND PRODUCTS ARE NOTIFICATION, SIGNALING, AND DETECTION SERVICES AND PRODUCTS, AND SUCH AMBIENT SERVICES AND PRODUCTS DO NOT ELIMINATE OCCURRENCES OF EVENTS, SUCH AS FIRES, FLOODS, BURGLARIES, ROBBERIES, AND MEDICAL ISSUES. FURTHER, YOU UNDERSTAND AND AGREE THAT SUCH AMBIENT PRODUCTS AND SERVICES MAY NOT AVERT OR MINIMIZE SUCH OCCURRENCES OF EVENTS, OR THEIR CONSEQUENCES, AND, THEREFORE, AMBIENT MAKES NO EXPRESS OR IMPLIED WARRANTY OR REPRESENTATION (INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR PARTICULAR PURPOSE) THAT SUCH AMBIENT SERVICES AND PRODUCTS WILL SO AVERT OR MINIMIZE SUCH OCCURRENCES OF EVENTS, OR THEIR CONSEQUENCES.

You understand and agree that Ambient Products are not designed and manufactured to comply with any CP-01 ANSI Standard or other similar false alarm reduction standard or ordinance that may be required or recommended by your state or local government. It is your responsibility to verify applicable state or local laws, and you are responsible for payment of any required permit or false alarm fees.

You should protect against any risk of loss with the appropriate insurance coverage, and you are responsible for obtaining all insurance coverage you believe is necessary. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW AND THE APPLICABLE POLICY OR POLICIES OF INSURANCE YOU OBTAIN AND MAINTAIN, YOU RELEASE AMBIENT AND ITS LICENSORS AND SUPPLIERS FROM ALL LIABILITY FOR ANY LOSS, OCCURRENCE, EVENT, OR CONDITION COVERED BY YOUR INSURANCE.

Nothing in these Terms shall be interpreted or construed to limit or exclude liability that cannot be so limited or excluded under applicable law.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN ADDITION TO THE WARRANTY AND OTHER DISCLAIMERS IN THESE TERMS, IN NO EVENT WILL (A) AMBIENT BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, SPECIAL, OR INCIDENTAL DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY DAMAGES FOR LOST DATA OR LOST PROFITS ARISING FROM OR RELATING TO THE AMBIENT SERVICES AND PRODUCTS, EVEN IF AMBIENT KNEW, OR SHOULD HAVE KNOWN, OF THE POSSIBILITY OF SUCH DAMAGES, AND (B) AMBIENT’S TOTAL CUMULATIVE LIABILITY FOR ANY DIRECT DAMAGES, PROPERTY DAMAGE, PERSONAL INJURY, LOSS OF LIFE, OR ANY OTHER DAMAGES NOT EXCLUDED OR PRECLUDED PURSUANT TO (A) ABOVE, ARISING FROM, OR RELATED TO THE AMBIENT SERVICES AND PRODUCTS, WHETHER IN CONTRACT OR TORT OR OTHERWISE, SHALL BE LIMITED TO THE AMOUNT ACTUALLY PAID BY YOU TO AMBIENT OR AMBIENT’S AUTHORIZED RESELLER FOR THE AMBIENT SERVICES AND PRODUCTS AT ISSUE IN THE PRIOR 12 MONTHS (IF ANY). AMBIENT DISCLAIMS ALL LIABILITY OF ANY KIND WITH RESPECT TO AMBIENT’S THIRD-PARTY PROVIDERS, LICENSORS AND SUPPLIERS. UNDER NO CIRCUMSTANCES WILL AMBIENT BE LIABLE IN ANY WAY FOR ANY CONTENT, INCLUDING, BUT NOT LIMITED TO, ANY ERRORS OR OMISSIONS IN ANY CONTENT OR ANY LOSS OR DAMAGE OF ANY KIND INCURRED IN CONNECTION WITH USE OF, OR EXPOSURE TO, ANY CONTENT POSTED, EMAILED, ACCESSED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE AMBIENT SERVICES AND PRODUCTS.

YOU UNDERSTAND AND AGREE THAT THE LIMITATIONS OF LIABILITY IN THIS SECTION 14 SHALL APPLY EVEN IF AMBIENT IS FOUND LIABLE FOR ANY LOSS OR DAMAGE DUE TO BREACH OF CONTRACT, BREACH OF EXPRESS OR IMPLIED OR LIMITED WARRANTY, NEGLIGENCE OF ANY KIND OR DEGREE, STRICT PRODUCT LIABILITY, SUBROGATION, INDEMNIFICATION OR CONTRIBUTION, OR ANY OTHER THEORY OF LIABILITY. HOWEVER, THIS LIMITATION OF LIABILITY SHALL NOT APPLY TO ANY WILLFUL, WANTON, INTENTIONAL, OR RECKLESS MISCONDUCT OF AMBIENT OR GROSS NEGLIGENCE OF AMBIENT IN THOSE STATES THAT DO NOT PERMIT LIMITATION OF LIABILITY FOR GROSS NEGLIGENCE.

15. DISPUTE RESOLUTION AND ARBITRATION/CLASS ACTION WAIVER/JURY TRIAL WAIVER/WAIVER OF PUNITIVE DAMAGES

PLEASE READ THIS SECTION CAREFULLY. FOLLOW THE INSTRUCTIONS BELOW IF YOU WISH TO OPT-OUT OF THE REQUIREMENT OF ARBITRATION ON AN INDIVIDUAL BASIS.

(A) Arbitration. Ambient and you agree to arbitrate all disputes and claims that arise from or relate to these Terms or the Ambient Services and Products in any way, except for claims arising from bodily injury. THIS ARBITRATION IS MANDATORY AND NOT PERMISSIVE. This agreement to arbitrate is intended to be broadly interpreted, including, for example:

This arbitration agreement does not preclude either of us from bringing an individualized action in small claims court. It also does not preclude either of us from seeking an individualized preliminary injunction or temporary restraining order, pending arbitration, in any court that has jurisdiction. Nor does this arbitration agreement bar you from bringing issues to the attention of federal, state, or local agencies. Such agencies can, if the law allows, seek relief against us on your behalf. In addition, you or Ambient may seek injunctive or other equitable relief to protect your or its trade secrets and intellectual property rights, or to prevent loss or damage to its services in any court with competent jurisdiction.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE, LAW, YOU UNDERSTAND AND AGREE THAT WE ARE EACH (A) WAIVING THE RIGHT TO A TRIAL BY JURY; (B) WAIVING THE RIGHT TO PARTICIPATE IN A CLASS OR REPRESENTATIVE ACTION; AND (C) WAIVING THE RIGHT TO CLAIM OR RECOVER PUNITIVE DAMAGES AGAINST THE OTHER. These Terms evidence a transaction in interstate commerce, and thus the Federal Arbitration Act governs the interpretation and enforcement of this arbitration provision.

(B) Notice of Disputes. If either of us intends to seek arbitration of a dispute, that party must provide the other with notice in writing. The notice to Ambient should be sent to: Legal Department, Ambient Property Technologies, Inc., 650 Main St, Redwood City, CA 94063, USA. Ambient will send notice to you at the email and/or mailing addresses associated with your Ambient Account. Your notice to Ambient must (a) provide your name, mailing address, and email address; (b) describe the dispute; and (c) state the relief you are requesting. If we are unable to reach an agreement to resolve the dispute within 60 days after the notice is received, you or we may commence arbitration.

(C) Arbitration Procedures. The arbitration will be governed by the Consumer Arbitration Rules (“AAA Rules”) of the American Arbitration Association (“AAA”), as modified by these Terms, and will be administered by the AAA. The AAA Rules are available online at www.adr.org or by calling the AAA at 1-800-778-7879. If the AAA is unavailable, the parties shall agree to another arbitration provider, or the court shall appoint a substitute. Unless you and we agree otherwise, any arbitration hearings will take place in the county (or parish) where you are receiving Ambient Services. If the value of your claim is USD $10,000 or less, we agree that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, by telephone, or by an in-person hearing. If the value of your claim exceeds USD $10,000, the right to a hearing will be determined by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based. All issues are for the arbitrator to decide, except that issues relating to the scope and enforceability of this arbitration provision, or the arbitrability of disputes are for the court to decide. The arbitrator may consider, but is not bound by, rulings in other arbitrations between Ambient and Ambient users. The arbitrator can award the same individualized damages and relief that a court can award. Judgement on the award may be entered by any court having jurisdiction.

Costs of Arbitration. The AAA’s fee schedule is subject to change and may be found in the AAA Rules (available online at www.adr.org or by calling the AAA at 1-800-778-7879). Ambient will pay all AAA filing, administrative, and arbitrator fees for any arbitration that Ambient commences. If you provided Ambient with 60 days’ notice of your intent to arbitrate before commencing arbitration and the value of your claim is USD $75,000 or less, Ambient will pay your share of any such AAA fees. If the value of your claim exceeds USD $75,000, the allocation of AAA fees will be governed by the AAA Rules (unless the law of your state requires Ambient to pay all such fees). If, however, the arbitrator finds that either the substance of your claim or the relief sought is frivolous or brought for an improper purpose (as measured by the standards in Federal Rule of Civil Procedure 11(b)), then the payment of all AAA fees shall be governed by the AAA Rules. In such cases, the arbitrator may direct you to reimburse Ambient for amounts that Ambient paid on your behalf.

(D) No Class Arbitration. The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AND AMBIENT AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED GROUP LITIGATION OR PRIVATE ATTORNEY GENERAL PROCEEDING. Further, unless all affected parties agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or group proceeding. If a court decides that applicable law precludes enforcement of any of this subsection’s limitations as to a particular claim for relief, then that claim (and only that claim) must be severed from the arbitration and may be brought in court.

(E) 30-Day Opt-Out Period. If you do not wish to be bound by the arbitration and class-action waiver provisions in this Section 14, you must notify Ambient in writing within 30 days of the date that you first accept these Terms (unless a longer period is required by applicable law). Your written notification must be mailed to Ambient at Ambient’s address set forth in the Notices subsection above. Subject to the Future Changes subsection below, if you do not timely notify Ambient in accordance with this subsection, you agree to be bound by the arbitration and group litigation waiver provisions of these Terms, including such provisions in any Terms revised after the date of your first acceptance. Such notification must include: (a) your name, (b) your Ambient Account email address, (c) your mailing address and (d) a statement that you do not wish to resolve disputes with Ambient through arbitration. This notification affects these Terms only; if you previously entered into other arbitration agreements with Ambient or enter into other such agreements in the future, your notification that you are opting out of the arbitration provision in these Terms shall not affect the other arbitration agreements between you and Ambient.

(F) Future Changes. If Ambient makes any changes to the terms of this Section 15 (other than a change to the address at which Ambient will receive notices of dispute, opt-out notices, or rejections of future changes to the Dispute Resolution and Arbitration Section), you may reject any such change by sending us written notice within 30 days of the change to Ambient at its address set forth above in the Notices subsection. It is not necessary to send us a rejection of a future change to this Section 15 if you had properly opted out of the arbitration and group litigation waiver provisions in this Section within the first 30 days after you first accepted these Terms. If you have not properly opted out of the arbitration and group litigation waiver provisions in this Section 15, by rejecting a future change, you are agreeing that you will arbitrate any dispute between us in accordance with the language of this arbitration provision, as modified by any changes you did not reject.

(A) Governing Law. These Terms, and any claim, dispute, action, cause of action, issue, or request for relief arising out of or relating to these Terms or your use of the Ambient Services and Products shall be governed by the laws of the State of California without giving effect to any conflict of laws principles that may provide the application of the law of another jurisdiction. The courts in some states and countries may not apply California law to some types of dispute. If you reside in one of those states or countries, then where California law is excluded from applying, your state’s or country’s laws will apply. WITHOUT LIMITING THE PROVISIONS OF SECTION 15, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE TO SUBMIT TO THE PERSONAL JURISDICTION OF THE STATE AND FEDERAL COURTS IN OR FOR SANTA CLARA COUNTY, CALIFORNIA FOR THE PURPOSE OF LITIGATING ALL SUCH CLAIMS OR DISPUTES, UNLESS SUCH CLAIM OR DISPUTE IS REQUIRED TO BE ARBITRATED AS SET FORTH IN SECTION 15 ABOVE.

Notwithstanding the foregoing, Ambient may seek injunctive or other equitable relief to protect its confidential information and intellectual property rights or to prevent loss of data or damage to its servers in any court of competent jurisdiction.

(B) Timeframe for Bringing Claims. You agree that, unless prohibited by law, any claim or cause of action arising out of or related to these Terms or the purchase or use of the Ambient Services and Products, must be filed within one year after such claim or cause of action arose or be forever barred, regardless of any time limit set forth in any statute or law to the contrary.

(C) Fees and Payment. Certain Ambient Services may be provided for a fee. You shall pay all applicable fees in connection with the Ambient Services selected by you in accordance with the Terms of Sale.

(D) Release of Claims. THESE TERMS INCLUDE PROVISIONS REQUIRING YOU TO WAIVE CERTAIN RIGHTS AND RELEASE CLAIMS AGAINST AMBIENT AND CERTAIN THIRD PARTIES. WITH RESPECT TO THE WAIVERS AND RELEASES INCLUDED IN THESE TERMS, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE WHICH, IF KNOWN BY HIM OR HER, MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.” YOU HEREBY WAIVE ANY SIMILAR PROVISION IN ANY OTHER COMPETENT JURISDICTION.

(E) Personal Information. Ambient cares about the integrity and security of your personal information. We endeavor to implement appropriate security measures. However, Ambient cannot guarantee that unauthorized third parties will never be able to defeat our security measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk.

(F) User Feedback and Submissions. You may choose to, or Ambient may invite you to, submit comments, suggestions, or ideas about the Ambient Services and Products, including how to improve the Ambient Services and Products (“Ideas”). By submitting any Ideas, you agree that your submissions are voluntary, gratuitous, and without restriction, and will not place Ambient under any fiduciary or other obligation. Ambient may use, copy, modify, publish, or redistribute the Idea and its contents for any purpose and in any way without any compensation to you. You also agree that Ambient does not waive any rights to use similar or related ideas previously known to Ambient, developed by its employees or obtained from other sources. You hereby grant Ambient a non-exclusive, worldwide, royalty-free, perpetual, irrevocable, sub-licensable, and transferable right to access, display, create derivative works of, manufacture, use, sell, and otherwise commercialize the Idea.

(G) Entire Agreement/Severability. These Terms, including any other Ambient terms and conditions and policies referenced herein, constitute the entire agreement between you and Ambient regarding the use of Ambient Services and purchase and use of Ambient Products. Any failure by Ambient to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision. The section titles in these Terms are for convenience only and have no legal or contractual effect. If any provision of these Terms is, for any reason, held to be invalid or unenforceable, the other provisions of these Terms will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. Neither party is an agent or partner of the other party.

(H) Assignment. These Terms, and any associated rights or obligations, may not be assigned or otherwise transferred by you without Ambient’s prior written consent. These Terms may be assigned by Ambient without restriction. These Terms are binding upon any permitted assignee.

(I) Notifications. Ambient may provide notifications to you as required by law, or for marketing, or other purposes, via (at its option) email to the primary email associated with your Ambient Account, mobile notifications, hard copy, or posting of such notice on www.ambientproptech.com. Ambient is not responsible for any automatic filtering that you or your network provider may apply to email notification and recommends that you add noreply@ambientproptech.com to your email address book to help ensure that you receive email notifications from Ambient.

The address for Ambient Property Technologies, Inc. is 67 W 13490 S, Ste. 140, Draper, Utah 84020.

If you are a resident of California, in accordance with California Civil Code Section1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them, in writing, at 400 R Street, Sacramento, CA 95814, USA, or by telephone on (800) 952-5210.

All trademarks, logos and service marks (“Marks”) displayed on the Ambient Services and Products are the property of Ambient or of their respective holders. You are not permitted to use any of the Marks without the applicable prior written consent of Ambient or such respective holders. Ambient reserves the right to alter product and services offerings, specifications, and pricing at any time, without notice, and is not responsible for typographical or graphical errors that may appear in this or in related documents.

In addition to your agreement with the foregoing terms and conditions, and notwithstanding anything to the contrary herein, the following provisions apply with respect to your use of any version of the Ambient Apps compatible with the iOS operating system of Apple Inc. (“Apple”). Apple is not a party to this Agreement and does not own and is not responsible for the Ambient Apps. Apple is not providing any warranty for the Ambient Apps except, if applicable, to refund the purchase price for it. Apple is not responsible for maintenance or other support services for the Ambient Apps and shall not be responsible for any other claims, losses, liabilities, damages, costs, or expenses with respect to the Ambient Apps, including any third-party product liability claims, claims that the Ambient Apps fail to conform to any applicable legal or regulatory requirement, claims arising under consumer protection or similar legislation, and claims with respect to intellectual property infringement. Any inquiries or complaints relating to the use of the Ambient Apps, including those pertaining to intellectual property rights, must be directed to Ambient. The license you have been granted herein is limited to a non-transferable license to use the Ambient Apps on an Apple-branded product that runs Apple’s iOS operating system and is owned or controlled by you, or as otherwise permitted by the Usage Rules set forth in Apple’s App Store Terms of Service, except that the Ambient Apps may also be accessed and used by other accounts associated with you via Apple’s Family Sharing or volume purchasing programs. In addition, you must comply with the terms of any third-party agreement applicable to you when using the Ambient Apps, such as your wireless data service agreement. Apple and Apple’s subsidiaries are third-party beneficiaries of this Agreement and, upon your acceptance of the terms and conditions of this Agreement, will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third-party beneficiary thereof; notwithstanding the foregoing, Ambient’s right to enter into, rescind, or terminate any variation, waiver or settlement under this Agreement is not subject to the consent of any third party.

You are responsible for complying with U.S. export controls and for any violation of such controls, including any U.S. embargoes or other federal rules and regulations restricting exports. You represent, warrant, and covenant that you are not (a) located in, or a resident or a national of, any country subject to a U.S. government embargo or other restriction, or that has been designated by the U.S. government as a “terrorist supporting” country; or (b) on any of the U.S. government lists of restricted end users.