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Novon Tenchologies LLC Services Agreement

Last revised: February 19, 2024

Please read the following terms and conditions of this NOVON Services Agreement ("Agreement") carefully as they govern your rights and obligations when using the NOVON Services.

This Agreement is separate from any other agreement with a third party through which you are using the Services.

IMPORTANT - BY USING NOVON’S SERVICES YOU ARE ACCEPTING THIS AGREEMENT, AND ANY UPDATES AND CHANGES TO THIS AGREEMENT THAT NOVON MAY MAKE FROM TIME TO TIME IN ITS SOLE DISCRETION. THIS AGREEMENT CONTAINS IMPORTANT TERMS LIMITING YOUR LEGAL RIGHTS AND REMEDIES INCLUDING LIMITATIONS OF LIABILITY IN SECTION 4 AND A BINDING ARBITRATION CLAUSE IN SECTION 5.1. IF YOU DO NOT WISH TO BE BOUND BY THIS AGREEMENT, DO NOT USE THE SERVICES. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THIS AGREEMENT IS TO CEASE USING THE SERVICES.

MANDATORY TEST MODE DURING FIRST SET UP

In order for you to become familiar with the use and operation of the system, you shall have a three (3) day period following activation of your NOVON system (the "test mode") to practice using the system. You agree that during the test mode period we have no obligation to, and will not, notify any authorities, you, or any emergency contacts or take any other action with regard to any alarm signal we receive, even if due to an actual emergency event. If you contact us to attempt to skip the test mode period, you acknowledge that it takes time for the system to be placed on-line with the monitoring facility, and no response to alarm signals, including any actual emergency, may be made until your account is confirmed via email as “active for professional monitoring”.

1. DEFINITIONS

  1. "Access Provider" means a cellular telephone or data service provider, Wi-Fi or other wired or wireless local area network or broadband connection, or any other form of network using a communication carrier or other service provider.

  2. "NOVON" means NOVON LLC dba NOVON and its successors, affiliates, and assigns.

  3. "Agreement" means this NOVON Services Agreement, including any changes and amendments thereto which may occur from time to time.

  4. "Device(s)" means any hardware that may be used in connection with the Services.

  5. "Dispute" means any claim or controversy, including, but not limited to, initial claims, counterclaims, cross-claims and third-party claims, whether based in contract; tort; fraud; intentional acts; violation of any statute, code or regulation; or other legal theory. The term "Dispute" shall be given the broadest possible meaning and will apply to, without limitation, all claims and controversies arising from this Agreement; sales activities; goods and services; advertisements, promotions and other statements; billing and collection practices; privacy; and any other dispute arising from your interaction or relationship with NOVON.

  6. "Event" means when NOVON receives data from your Device or a third party that triggers the Services.

  7. "Personal Information" means the information you provide us while using the Services or may provide to NOVON from time to time including, but not limited to, your personal contact information (name, address, phone number, location, etc.), Device information, and any information you provide to us during the Services arising from an Event.

  8. "Services" means each of the NOVON monitoring services that are available through a third party.

  9. "Us", "we", or "our" means NOVON.

  10. "You" or "your" means any person or entity who accesses or uses the Services.

2. SERVICE ELIGIBILITY

  1. Compliance with Laws/Age . You may use the Services only if you can form a binding contract with NOVON, and only in compliance with this Agreement and all applicable local, state, national, and international laws, rules and regulations. Only individuals age 18 and older are permitted to subscribe for the Services and register for an Account.

3. IMPORTANT INFORMATION ABOUT YOUR USE OF THE SERVICES

  1. The Services The Services enable you to communicate with and have your Device(s) monitored by NOVON via a third party during an Event. The Services are only available to users that have been authorized by a third party to access the Services and only in the manner specified by NOVON in this Agreement.

  2. Non-commercial Services Only You acknowledge and agree that the Services are only for your personal use. The Services are not for business or commercial use and you hereby waive any claims against NOVON arising from your use of the Services for a business or other commercial purposes. You acknowledge and agree that NOVON is not a security consultant to you and is not addressing all of your potential security needs. Additional Device(s), equipment, and services in addition to those identified in this Agreement are available and may be purchased from NOVON or third parties at an additional cost to you.

  3. Agree to Receive Calls & Emails If you have provided or do provide NOVON with a phone number, including but not limited to a cell phone number, a number that you later convert to a cell phone number, or any other number that you subsequently provide for non-solicitation purposes, you agree that NOVON may contact you at this/these number(s). You also agree to receive calls and messages such as pre-recorded messages, calls, and text messages from automated dialling systems at the number(s) provided. You hereby confirm that you are the registered owner of all such numbers. If you have provided or do provide NOVON with an email address, you agree that NOVON may send you emails regarding your Services or new NOVON or third party products and services (from which you may unsubscribe or opt out of by contacting NOVON).

  4. System Reliability No alarm system and/or service can provide complete protection or guarantee prevention of loss or injury. Fires, floods, crimes, tortious activities, medical problems and other incidents are unpredictable and cannot always be detected or prevented. Human error is always possible, and the response time of police, fire, and medical emergency personnel is outside the control of NOVON. NOVON may not receive Event signals if communications or power is interrupted for any reason. PLEASE CAREFULLY REVIEW SECTION 6 BELOW (YOUR RESPONSIBILITY FOR DEVICE(S) AND . CONNECTIVITY).

4. LIMITATIONS ON NOVON'S LIABILITY

  1. No Warranties You agree that NOVON makes no guarantee or warranty of any kind, including any implied warranty of merchantability or fitness for a particular purpose, with respect to your device(s) or to the services NOVON performs. Your exclusive remedy under this agreement is set forth in Section 4.4 (exclusive remedy) below. Some states may not allow the parties to a contract to limit the length of an implied warranty. The laws of the state where you reside will determine whether these limitations and exclusions apply.

  2. SURANCE WAIVER OF SUBROGATION You agree that NOVON is not an insurer and that NOVON is not providing you with insurance of any type. any amounts you may pay NOVON are not insurance premiums and are not related to the value of your life, property, anyone else’s life or property in your custody or located in your premises or any risk of loss of the aforementioned. Instead, the amounts NOVON charges you are based solely upon the value services NOVON provides and upon the limited liability NOVON assumes under this agreement. If you want insurance to protect against any risk of loss of your life, property, anyone else’s life or property, you will purchase it. In the event of any loss, damage or injury, you will look exclusively to your insurer and not to NOVON to compensate you or anyone else for such event or loss. You release and waive for yourself and your insurer all subrogation and other rights to recover against NOVON arising as a result of the payment of any claim for loss, damage, or injury arising of this agreement.

  3. No guarantee; No liability Your device(s), equipment, NOVON’S services, and/or your use of NOVON’S services do not cause and cannot eliminate occurrences of the events they are intended to detect or avert, including, but not limited to, fires, floods, burglaries, torts, robberies, other criminal activity, and medical problems. NOVON makes no guarantee or warranty, including any implied warranty of merchantability or fitness for a particular purpose, that your device(s), NOVON’S services, and/or your use of NOVON’S services will detect or avert such incidents or their consequences. NOVON does not undertake any risk that you or your property, or the person or property of others, may be subject to injury or loss if such an event occurs. The allocation of such risk remains with you, not NOVON. You release, waive, discharge and promise not to sue or bring any claim of any type against NOVON or its third party providers for loss, damage, or injury relating in any way to the your device(s) or the services provided by NOVON.

  4. Exclusive Remedy It is impractical and extremely difficult to determine the actual damages, if any, that may result from a failure by NOVON to perform any of its obligations. Under no circumstances will you attempt to hold NOVON liable for any consequential or incidental damages, including without limitation, damages for personal injury or damages to property. If, notwithstanding the provisions of this Section 4 (limitations on NOVON’S liability), NOVON is found liable for loss, damage, or injury under any legal theory relating in any way to the services provided by NOVON and/or your device(s), NOVON’S liability to you shall be limited to a sum equal to 10% of the amount of your service charges over last the twelve months or $300, whichever is greater. This agreed-upon amount is not a penalty. Rather, it is your sole remedy. Upon your request, NOVON may agree to assume liability beyond what is provided for in this Section 4 by attaching an amendment to this agreement setting forth the extent of NOVON’S liability and the additional charges to you.

  5. Applies in all Cases The provisions of this Section 4 (limitations on NOVON’S liability) apply no matter how the loss, damage, injury, or other consequence occurs, even if due to the performance or nonperformance by NOVON of its obligations under this agreement or from negligence (active or otherwise), strict liability, violation of any applicable consumer protection law or any other theory of liability or alleged fault on the part of NOVON, its agents or its employees.

  6. Indemnity By You. If any other person, including your subrogating insurer, makes any claim or files any lawsuit against NOVON in any way related to (1) your device(s), equipment, or the services provided by NOVON to you, or (2) any inaccuracies in any personal information, including any contact information, provided by you to NOVON in order for NOVON or its representative to communicate with you for any reason (including but not limited to in regard to your NOVON service or any new NOVON or third party products or services), you agree to indemnify, defend, and hold NOVON harmless from any and all such claims and lawsuits, including the payment of all damages, expenses, costs, and attorneys’ fees. Your duty to defend is separate and distinct from your duty to indemnify and hold harmless and arises upon the assertion of a claim or demand against NOVON and regardless whether NOVON has been found liable or whether NOVON has incurred any expense.

  7. Time to Bring Claim or Suit. No suit or action shall be brought against NOVON after the shorter of (1) one year after the date of the loss, or (2) the shortest time allowed by applicable law.

  8. Benefit to Others. The provisions of this Section 4 (limitations on NOVON’S liability) shall apply to and benefit NOVON and its agents, employees, contractors, subsidiaries, dealers, affiliates, parents (both direct and indirect), affinity marketers, third party providers of your device(s), and all other partners used by NOVON in providing the services to you.

  9. Other Parties Limitation. If you access the services through a third party, you agree that such third party is entitled to the same rights as NOVON under this Section 4 (limitations on NOVON’S liability) and Section 5 (requirements for resolving disputes) below with respect to the services.

5. REQUIREMENTS FOR RESOLVING DISPUTES

  1. Binding Arbitration NOVON AND YOU AGREE THAT ANY AND ALL DISPUTES ARISING UNDER THIS AGREEMENT SHALL BE GOVERNED BY BINDING ARBITRATION AS SET FORTH IN THIS SECTION 5 (REQUIREMENTS FOR RESOLVING DISPUTES) (“Arbitration Agreement”). Arbitration is a dispute-resolution process that does not involve a judge or jury. Instead, Disputes are decided by a neutral third-party arbitrator in a process that is less formal than court.

  2. Small Claims Court Allowed. NOVON agrees not to elect arbitration if you file a Dispute in a small claims court in your state of residency so long as the Dispute is individual and non-representative in nature and remains exclusively as such in small claims court.

  3. Advanced Notice Requirement Before initiating an arbitration or a small claims matter, you and NOVON agree to first provide to the other a written “Notice of Dispute” that will contain: (a) a written description of the issue and the supporting documents and information, and (b) a specific request for money or other relief. A Notice of Dispute to NOVON should be sent to: Litigation Department, NOVON LLC, 4253 English Oaks Court, Batavia, Ohio 45103. NOVON will mail a Notice of Dispute to your current available address.

  4. Rules for Proceeding. You and NOVON agree to make attempts to resolve the Dispute prior to commencing an arbitration or small claims action. If an agreement cannot be reached within forty-five (45) days of receipt of the Notice of Dispute, NOVON or you may commence an arbitration proceeding or small claims action.

  5. Initiation of Arbitration Proceeding. If either you or NOVON elects to arbitrate a Dispute, the Dispute shall be resolved by arbitration pursuant to this Arbitration Agreement and the then-current code of proceedings of the national arbitration organization to which the Dispute is referred. NOVON or you may refer a Dispute to American Arbitration Association (“AAA”). To obtain a copy of the procedures, or to file a Dispute, you may contact the organization at the following address: AAA, 335 Madison Avenue, New York, NY 10017, www.adr.org.

  6. Law Governing Disputes Because your transaction(s) with NOVON involves interstate commerce, this Arbitration Agreement and any Dispute arbitrated hereunder shall be governed by the Federal Arbitration Act (“FAA”). The AAA code of procedures, as chosen, will govern the arbitration, but if there is a conflict between the applicable code of procedures and this Arbitration Agreement, this Arbitration Agreement shall control to the fullest extent permitted by the FAA. Unless otherwise agreed to by you and NOVON, the arbitration will be conducted by a single, neutral arbitrator at a location within the federal judicial district in which you reside. Upon your request, NOVON will reimburse you for all filing and administrative fees required for initiating the arbitration. Otherwise, each party is responsible for its own respective costs and fees, including, but not limited to, attorney and expert fees. The arbitrator shall apply applicable substantive law and, upon the request of either you or NOVON, issue a written explanation of the basis for the decision.

  7. Waiver of Litigation. IF EITHER YOU OR NOVON ELECTS TO ARBITRATE A DISPUTE, YOU AND NOVON WAIVE THE RIGHT TO A JURY TRIAL AND TO OTHERWISE LITIGATE THE DISPUTE IN COURT. BY AGREEING TO ARBITRATE, YOU AND NOVON MAY ALSO WAIVE OTHER RIGHTS THAT WOULD OTHERWISE BE AVAILABLE IN COURT. FURTHER, IF EITHER NOVON OR YOU ELECTS TO ARBITRATE A DISPUTE, YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A REPRESENTATIVE CAPACITY OR TO PARTICIPATE AS A MEMBER OF ANY CLASS ACTION RELATING TO THE DISPUTE. This means that all Disputes selected for arbitration will be arbitrated on an individual basis, between NOVON and you only, without exception. A Dispute cannot be joined or consolidated with any other claim or action.

  8. Arbitration is Final. Judgment on the arbitration award may be entered in any court having proper jurisdiction. EXCEPT AS FOLLOWS, THE ARBITRATOR’S DECISION WILL BE FINAL AND BINDING. NOVON or you may appeal the arbitrator’s initial award to a three-arbitrator panel administered by the same arbitration organization upon written notice within 30 days of the initial award. The arbitration organization will notify the other party of the appeal. The panel shall consider any aspect of the initial award objected to by the appealing party and issue a decision within 120 days of the date of the notice of appeal. The majority decision by the three-member panel shall be final and binding. Any dispute regarding the applicability, enforcement or interpretation of Section 4 (LIMITATIONS OF NOVON’S LIABILITY) or this Section 5 (REQUIREMENTS FOR RESOLVING DISPUTES) shall be resolved by a court having proper jurisdiction. This Arbitration Agreement will not prevent you from bringing a Dispute to the attention of any federal, state, or local government agency. This Arbitration Agreement shall survive termination of this Agreement.

6. YOUR RESPONSIBILITY FOR DEVICE(S) AND CONNECTIVITY

  1. Services Depend on Your Equipment and Device(s). NOVON is providing a monitoring service under this Agreement and will have no liability for the maintenance, operation, non-operation, connectivity, or failure of any of your equipment or Device(s). NOVON recommends that you maintain your equipment and Device(s) according to the manufacturer’s guidelines, and that you only use manufacturer approved technicians for any repairs to your equipment and Device(s).

  2. Requirements for Using the Services. In order for NOVON to provide the Services to you under this Agreement, you agree that:

    1. You will pay for and provide compatible network connectivity;

    2. Your equipment and Device(s) comply, and will continue to comply, with all applicable codes, regulations, and laws for the duration of this Agreement;

    3. You are solely responsible for the repair or replacement of any defective part of your equipment and Device(s), including any batteries, wiring, or communications;

    4. You will to follow all manufacturer instructions for using and maintaining all of your equipment and Device(s) including the connectivity of such equipment and Device(s); and

    5. You assume all responsibility and liability related to the installation, maintenance, and use of your equipment and Device(s) and you will indemnify and hold NOVON harmless from all liabilities, losses, damages, injuries, death, and damage to or non-operation of your equipment and Device(s), any of your property, or any other claim arising, in each case, from the use of your

  3. Network Connectivity. You acknowledge and agree that it is your sole obligation to provide network connectivity to maintain service with an Access Provider to transmit signals between your equipment and Device(s) and NOVON’S professional monitoring service provider and to ensure compatibility with any of your equipment and Device(s). Any Access Provider’s liability is limited to the same extent as NOVON’S liability in Section 4 (LIMITATIONS OF NOVON’S LIABILITY) of this Agreement. NOVON cannot alter the configuration of any non-NOVON device or network with which you are using the Services, and NOVON is not responsible for the setup, operation, maintenance, or compatibility of any such equipment or network, or any telecommunications or other connectivity charges (including SMS charges) incurred by you from any Access Provider as a result of using the Services. You acknowledge and agree that you shall be solely responsible for all disputes with any Access Provider. NOVON is not responsible for performance issues or failures resulting from your network equipment, and Device(s) including, without limitation, Internet latency, local area networks and non-conforming or non-compatible hardware, software, equipment, or Device(s). NOVON may transmit, record, store, provide, and receive unencrypted data, images, voice transmissions, e-mails, and text messages via the Internet and your Access Provider(s) in the course providing the Services to you. You will not be able to utilize the Services, automation functions, or receive e-mail or text alerts if your network connection is impaired, disrupted, or unavailable for any reason. NOVON does not warrant or guarantee the integrity, accuracy, confidentiality, or security of any such transmission or from any unauthorized or unexpected use, disclosure, corruption, interception, or other improper act.

  4. Event Communications. YOUR DEVICE WILL NOT BE ABLE TO COMMUNICATE WITH NOVON IF YOUR NETWORK IS NOT OPERATING, HAS BEEN DISCONNECTED, INTERRUPTED, OR INTERFERED WITH, OR IS OTHERWISE DAMAGED OR INCOMPATIBLE. If NOVON determines in its sole discretion that your communication mode is or later becomes non-compatible, or if you change to another communication mode that is not compatible, then NOVON requires that you use an alternate mode of communication acceptable to NOVON as the method to connect your Device(s) to NOVON’S professional monitoring service provider

7. NOVON’S EVENT MONITORING SERVICES

  1. Contacting You. NOVON may, at its sole discretion, attempt to contact you to confirm that the Event is not false. NOVON does not contact you, or if NOVON questions the response it receives upon such contact, then NOVON will attempt to notify the appropriate police or other authorities having jurisdiction. If NOVON provides supervisory Event monitoring services and NOVON’S Professional monitoring service provider receives an Event, then NOVON may attempt to notify you or your representative. NOVON may use an automated calling device to deliver such notification. If medical emergency notification services are provided, you agree that the very nature of such services, regardless of any delay, involves uncertainty, risk, and possible serious injury, disability or death, for which you will not attempt to hold NOVON responsible or liable; that your Device(s) for medical emergency notification services is not foolproof and may experience signal transmission failures or delays for any number of reasons; and that the actual time required for medical emergency providers to arrive at your location and/or to transport any person requiring medical attention is unpredictable with many contributing factors, including telephone network operation, distance, weather, road and traffic conditions, Device(s) function, and human factors both within and outside of NOVON’S control. Local laws, ordinances, or policies may restrict NOVON’S ability to provide the Event monitoring and notification services described in this Agreement and/or necessitate modified or additional services with additional charges to you.

  2. NOVON employs many industry-recognized measures to help reduce occurrences of false Events. These measures may include, but are not limited to, implementation or use of default settings on Device(s) and various procedures at NOVON’S Professional monitoring service provider to determine when and how to respond, if at all, to certain Event events. You consent to NOVON’S use of these measures and agree that your Device(s) have not been designed or programmed pursuant to any law, code, or rule that may be applicable to your Services. Upon receiving notification that an Event signal has been received by NOVON, the police or other authorities having jurisdiction may forcibly enter your premises. NOVON will never arrest or detain any person for any reason. You will comply with all federal, state, and local laws governing the placement, presence, operation, and use of cameras and shall fully and conspicuously notify persons in or around the premises, whether by use of legible signs or other approved communications, that their activities may be recorded. You agree that your Device(s), is not to be used to monitor activity that you alone are responsible for supervising the well-being of any person.

  3. DELAYS. NOVON HAS NO RESPONSIBILITY OR LIABILITY FOR INTERRUPTIONS OF SERVICE OR ANY RESULTING CONSEQUENCES, WHETHER DUE TO STRIKE, RIOT, FLOOD, FIRE, TERRORISM, ACT OF GOD, THIRD PARTY SOFTWARE, SERVICE, OR ACCESS PROVIDER ERRORS, OR ANY OTHER CAUSE WITHIN OR BEYOND NOVON’S CONTROL. IF THERE ARE SERVICE INTERRUPTIONS, NOVON HAS NO OBLIGATION TO SUPPLY YOU WITH SUBSTITUTE SERVICES.

8. PRIVACY AND SECURITY

  1. Personal Information Provided by You. You agree that any Personal Information about you and third parties that can identify you or any third party personal information that you provided to NOVON (including but not limited to any information provided about an Event via phone, e-mail, text messages, or other communication method) will be true and accurate, and that you will not intentionally provide any false or misleading information. You consent to NOVON’S use of your Personal Information and that of third parties provided by you for the purpose of providing the Services to you. You have obtained the consent of the third parties, whose personal information you provided to NOVON, to use such personal information with the Services. NOVON may collect (including your consent to record your telephone conversations with NOVON’S representatives), use, disclose, and transfer your Personal Information and that of third parties provided by you, to NOVON’S parents, affiliates, subsidiaries, and successor corporations, including any subcontractor or assignee of this Agreement or any applicable authority having jurisdiction that requests such information to administer alarm monitoring services or alarm system license, permit, or similar programs.

    1. You agree to receive text messaging from NOVON at the phone number provided during account set up. You understand that data rates may apply. You can reply STOP to opt out of text messages or change the Preferred Method of Contact in Emergency Contacts in mobile app.

  2. Use of Personal Information with the Services. You understand that: (a) NOVON may, directly or through third party service providers, transmit, record, store, provide, and receive unencrypted data, including without limitation your voice, geo-location, e-mails, and text messages via the Internet in the course of performing and providing the Services to you, and (b) the Services include the use of interactive applications that transmit such information over the Internet and other networks, including through, and to, third party systems. Some of these transmissions are automatic and are enabled by default. You hereby consent to these transmissions, which may include, among other things, communication of information about your Personal Information. NOVON, and its contractors, may access your Personal Information in order to provide you with the Services and features within the Services.

  3. Use of Audio/Video. If applicable to your services, you understand and acknowledge that microphones and cameras that record audio, still images, and/or live and archived video recordings may be used with your service and that you will: (i) comply with all federal, state, and local laws governing the placement, presence, operation, and use of such microphones and cameras and shall fully, (ii) conspicuously notify persons in or around such microphones and cameras that their activities may be recorded prior to making any recording of them, (iii) provide any other disclosure that may be required by applicable law, and (iv) obtain any consents required by applicable law including any state and/or federal wiretap laws. you shall indemnify, and at your own cost and expense, defend, and hold harmless NOVON from and against any and all damages, liabilities, and costs or expenses of any kind arising out of or by reason of any such audio/video recordings, the release, reproduction, circulation, publication, or employment of any such audio/video recordings, any violation of any law in connection therewith by anyone and any breach by you or any user of this agreement, including but not limited to causes of action for personal injury, violation of privacy, false arrest or imprisonment, and malicious prosecution.

  4. Security Risks. You are solely responsible for the security and security settings of any Device(s) used by you to access the Services and you understand and acknowledge that others may obtain and access your Device(s) while it is logged into the Services and obtain access to your transmissions, including your Personal Information. NOVON cannot and does not warrant, assure, or guarantee the integrity, accuracy, confidentiality, or security of any transmission of or from any unauthorized or unexpected use, disclosure, corruption, interception, or other improper act (collectively, “Security Risks”). You hereby assume, release and discharge NOVON of and from and shall upon demand indemnify, defend, and hold harmless NOVON from all Security Risks and any and all loss, damage, and liability caused by the Security Risks (including any person gaining access to your private and Personal Information through your Device(s)). If we store any transmissions, we do not warrant, assure, or guarantee the length of time we will store such transmissions, except that we will, retain any of your Personal Information for the period necessary to fulfill the purposes outlined in our Privacy Policy, as necessary to comply with our legal obligations, resolve disputes, and enforce our agreements.

  5. Privacy Policy. The information we obtain through your use of our Services, including your information that we may receive from a third party, is subject to our Privacy Policy, which is specifically incorporated by reference into this Agreement.NOVON maintains a privacy policy made available upon signing the Services agreement.

9. GENERAL TERMS

  1. International Use. The Services under this Agreement are not available outside the United Sates and you understand that NOVON has no obligations to response to Events triggered outside the United States. All remote access services are blocked to countries except United States, Canada, and Mexico. If remote access is needed outside of these 3 countries, contact info@novon.com for help. Although the Services may possibly be accessible worldwide, we make no representation that materials are appropriate or available for use in locations outside the United States. If you access the Services from other locations outside the United States you do so at your own initiative and at your own risk. If you choose to access the Services from outside the United States, you are responsible for compliance with local laws in your jurisdiction, including but not limited to, the taxation of products purchased over the Internet. Any offer for any product or Service is void where prohibited.

  2. Assignment. You may not assign this Agreement without prior written consent from NOVON. NOVON does have the right to assign this Agreement or to subcontract any of its obligations under this Agreement without your approval and without notice to you.

  3. Changes and Notice. NOVON reserves the right to change this Agreement from time to time with or without notice to you. You acknowledge and agree that it is your responsibility to periodically review this Agreement for modifications. Your continued use of the Services after such modifications will constitute acknowledgement and acceptance of the modified Agreement. Any modifications to this Agreement become effective upon posting a revised version to NOVON’S or the website that NOVON maintains for the purposes of providing the Services.

  4. Governing Law. Except where expressly provided in this Agreement or required by applicable law, this Agreement shall be construed, interpreted and governed by the laws of the State of Ohio without regard to the conflicts of law provisions thereof, and the exclusive forum for any disputes arising out of or relating to this Agreement shall be brought in an appropriate federal or state court sitting in the State of Ohio.

  5. Entire Agreement. This Agreement constitutes the entire agreement between you and NOVON relating to the subject matter hereof. You are not relying on NOVON’S advice or advertisements. NOVON is not bound by any representation, promise, condition, inducement or warranty, express or implied, that is not included in writing in this Agreement. The terms and conditions of this Agreement shall control and govern even if there are other documents with inconsistent or additional terms and conditions. If a court determines that any provision of this Agreement is invalid or unenforceable, that provision shall be deemed amended and enforced to the maximum extent permitted by law. Each andevery other provision of this Agreement shall continue to be valid and enforceable.

10. INITIAL TERM AND TERMINATION

  1. The term of this Agreement will continue until this Agreement is terminated pursuant to this section. NOVON or user may terminate this Agreement for any reason or no reason following notice sent to the other as set forth in this section and the confirmation of legitimacy of the User request by NOVON. User shall provide notice of termination to NOVON by (1) regular mail, postage prepaid, or overnight delivery, by a reputable, national overnight delivery service, to NOVON’S then current principal place of business, (2) calling NOVON Customer Support at 513-400-4363 and following the instructions provided. Such notice by User shall be effective upon NOVON’S receipt and confirmation thereof. In the case of a written request for cancellation, NOVON reserves the right to contact the user to perform the company’s standard account holder security questions to confirm the legitimacy and accuracy of the request. In the event that the automatic renewal provision is ineffective for any reason, the Agreement then automatically renews month-to-month.

  2. You understand that termination of these Services can potentially impact the ability of life saving services to be rendered and may require confirmation by Customer Service to confirm the legitimacy of any such request (e.g. the identity of the account holder, that the request for termination is authentic and not made under duress by any third parties, requested date for cancellation if it is in the future, etc). You understand that Customer Service engagement is the best way to ensure the cancellation of potentially life saving services is handled properly.

  3. NOVON shall provide notice of termination to User by e-mail sent to the email address on file with NOVON for your current account. NOVON’S termination shall be effective when NOVON sends the e-mail notice. If you do not provide NOVON an e-mail address, then NOVON may send you written notice of the termination by regular mail, postage pre-paid and any such notice shall be effective upon four (4) days following the day on which NOVON sent the notice. Upon termination of the Agreement, NOVON shall have no further obligation to User and User shall have no further obligation to NOVON otherthan (i) the obligation respecting the payment of any monies due to NOVON for services rendered and equipment purchased.

  4. Once a user’s Service is activated (after any applicable promotion “free” period and any applicable TEST MODE), NOVON will bill the user’s payment method of choice the monthly fee for said Service for the coming month. Service billing recurs thereafter on a monthly basis on that same day of the month as the original bill date, unless anduntil the Service is terminated; for any month where that recurring date does not occur, the user will be billed on the last day of the month (e.g., if your recurring subscription date is on the 31st of the month and a month has only 30 days, your payment for the next month will be billed on the 30th of the preceding month). Subscriptions terminated before the billing date will not create a charge for the coming month. Notwithstanding the foregoing, NOVON shall refund any unearned service charges with respect to any full calendar month following any termination. NOVON shall not refund any unearned service charges with respect to any partial calendar month following any termination. There are no termination fees

11. PAYMENT FOR SERVICES

  1. You authorize NOVON to charge your credit/debit card for the periodic monthly service charge when due. If charges are declined, NOVON shall resubmit the charges for approval and notify you of the declined charges by e-mail while continuing to provide Services for ten (10) days. If the charges are not approved and you do not make payment, NOVON may, in its sole discretion, discontinue services without notice at or after the end of the ten (10) day period. If user otherwise does not pay any charges when due, NOVON may, in its sole discretion, terminate this Agreement and/or discontinue Services without notice. For any past due bills that have not been paid,

  2. If you sign up for a monthly auto-renewing subscription from NOVON and your monthly billing date cycle falls on a weekend or holiday, we may charge you the next business day. In the event your payment is returned for insufficient or uncollected funds, you authorize NOVON to resubmit except as otherwise provided by applicable law. Payment processing fees associated with your form of payment, such as currency conversion fees, insufficient fund fees, reversal fees, or overdraft fees are your responsibility and will not be reimbursed by NOVON.

  3. When you enroll in a monthly subscription, NOVON may receive automatic updates from your issuing bank in order to keep your form of payment information current. Go to Payment Information under My Account or contact us at 513-400-4363 if you wish to manually update or remove a form of payment.

12. FALSE ALARM FINES

  1. Suspension of Service and Shut-Down. You agree to prevent false alarms and be solely liable for false alarms. You must pay (or reimburse NOVON) any fines, fees, costs, expenses and penalties relating to the System or Services assessed against you, NOVON or the monitoring facility by any person or entity, including any courtor governmental agency or any person or entity acting on the behalf of such court or agency. If (i) you default under this Agreement, (ii) this Agreement or the Services are terminated by either party for any reason, (iii) the System becomes a "runaway" system or excessively signals the monitoring facility without apparent reason, or (iv) in the opinion of monitoring facility personnel, the System otherwise becomes a “problem account,” we may suspend the Services and you authorize NOVON to disconnect the System from the monitoring facility. The exercise of any such rights shall not be deemed a waiver of NOVON’S right to damages.

13. RELEASE OF INSURED LOSSES; WAIVER OF SUBROGATION

  1. You release NOVON for all Losses covered by your insurance policies and for all insurance deductibles. You also waive and release any subrogation and other rights you or your insurance company may have against NOVON for money paid to you or on your behalf.

14. RIGHT TO SUBCONTRACT

  1. Monitoring of the System is provided by a third party independent contractor. Likewise, any Third Party Responder is also an independent contractor. NOVON may, in its sole discretion, subcontract for the provision of any of the Services under this Agreement. The provisions of this Agreement inure to the benefit of and are applicable to (i) any subcontractors engaged to provide any of the Services to you, including any monitoring facility and any Third Party Responder; and (ii) each of the NOVON Parties (and any providers of Third-Party Products and Services, if any and solely as applicable), and bind you to all such persons or entities listed in the foregoing subsection (i) or (ii) with the same force and effect as they bind you to NVON. Any subcontractor we engage is an independent contractor and not our partner or joint venturer. You authorize us to act as your agent for purposes of working with, or providing any directions to, any subcontractors with respect to the provision of the Services. You authorize us to share your personal information with our subcontractors or Third Parties for the purpose of providing Services under this Agreement.

  2. You authorize NOVON to act as your agent for purposes of working with, or providing any directions to the MONITORING FACILITY.