Agreement

These Terms of Service (“Terms”) apply to your access and use of the Ëlarm Service. The “Ëlarm Service” includes Ëlarm applications, software, websites, APIs, products, and services. In these Terms, “we” and related terms refer to elarm New Zealand Ltd.

Not medical advice

The Ëlarm Service is for general informational purposes only. The Ëlarm Service does not provide health or medical advice and does not replace the services of health professionals. Use of the Ëlarm Service is not intended to diagnose, treat, prevent, or cure any condition.

You should always consult with your physician or other qualified healthcare provider if you may have a medical condition. You should not disregard or delay in seeking medical advice because of information provided by the Ëlarm Service.

Use of the Ëlarm Service at your own risk

If you rely on Ëlarm Content or the Ëlarm Service, you do so solely at your own risk.

We are not responsible for the accuracy, reliability, availability, effectiveness, or correct use of information you receive through the Ëlarm Service. Our goal is to provide helpful and accurate information on the Ëlarm Service, but we make no endorsement, representation, or warranty of any kind about any Ëlarm Content, information, or services. The accuracy of the data collected and presented through the Ëlarm Service is not intended to match that of medical devices or scientific measurement devices or medical advice.

Persons under the age of 18, or any higher minimum age in the jurisdiction where that person resides, are not permitted to access or use the Ëlarm Service unless their parent has consented in accordance with applicable law.

Copyright and Limited License

Except for User Content, the Ëlarm Service and all content and information contained in the Ëlarm Service, including, without limitation, the Ëlarm logo, user interface, and all text, designs, photos, graphics, videos, articles, tips, comments, information, data, software, sound files, and the selection and arrangement the same (the “Ëlarm Content”) are our proprietary property.

You agree not to use the Ëlarm Service except in its intended manner in accordance with these Terms. The Ëlarm Service and Ëlarm Content is licensed and not sold to you.

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, and non- sublicensable license to access and use the Ëlarm Service solely for your personal, non-commercial use and enjoyment. We reserve the right to terminate this license at any time in our sole discretion.

License Limitations

You agree not to do, or authorize or permit others to do, any of the following: (i) rent, lease, lend, sell, redistribute or sublicense the Ëlarm Service or make any commercial use of the Ëlarm Service; (ii) copy, decompile, reverse engineer, disassemble, attempt to derive the source code of, modify or tamper with any portion of the Ëlarm Service (except to the extent any such restrictions are prohibited by applicable law); (iii) modify, alter or create any derivative works of the Ëlarm Service; (iv) modify or attempt to modify the Ëlarm Service or circumvent any technological measure implemented by us or third parties to protect the Ëlarm Service or any users; (v) access the Ëlarm Service or any Ëlarm Content through the use of any mechanism other than in the form provided by Ëlarm or for any purpose related to providing a competing product; (vi) remove, alter or obscure any copyright, trademark or other proprietary rights notice on or in the Ëlarm Service; (v) use any data mining, robots or similar data gathering or extraction methods; or (vi) use the Ëlarm Service other than for its intended purpose or in a manner that interferes with the use of the Ëlarm Service by other users.

Third Party Sites and Services

The Ëlarm Service contains links to third party content, data, information, events, applications or materials and may also link to third party web sites, applications, service providers, or other third party products and services. We do not endorse and make no representations or warranties of any kind regarding such third party materials or services. If you access or use any third party website, you should be aware that these Terms no longer govern

Ownership and Use of User Content

You retain all rights to any information or content that you upload or share to the Ëlarm Service (“User Content”).

You grant us an irrevocable, nonexclusive, worldwide, perpetual, royalty-free, sublicensable, and transferable license to use, copy, modify, display, reproduce, translate, create derivative works from, and distribute the User Content, in whole or in part, in any media. The rights you grant us in this clause 7 are for the purposes of offering and improving the Ëlarm Service.

You represent and warrant that (a) you own and control all of the rights to the User Content that you post or you otherwise have the right to post such User Content and grant the rights provided in these Terms; (b) the User Content is accurate and not misleading; and (c) your use and posting of the User Content does not violate these Terms; and (d) neither your use and posting of any User Content, nor the use by us in connection with the Ëlarm Service, will infringe upon or violate any rights of, or cause injury to, any person or entity.

Feedback

You agree that any feedback, suggestions, ideas, or other information or materials regarding the Ëlarm Service that you provide, whether by email or otherwise, is not confidential and becomes our sole property when you provide it to us. You waive and assign to us any rights you may have to such feedback.

Changes to Ëlarm and terms

We may change or discontinue, temporarily or permanently, any feature, component, or content of the Ëlarm Service at any time without notice. Ëlarm is not liable to you or to any third party for any modification, suspension, or discontinuance of any feature, component, or content of the Ëlarm Service. We reserve the right to determine the timing and content of software updates, which may be automatically downloaded and installed without prior notice to you.

We may modify these Terms. Any new version of these Terms will not apply retroactively but replaces and supersedes the previous version. Any such changes will be posted on the website and, where appropriate, notified to you by email. We advise you to check back frequently to see any updates or changes.

Your Account

When you create an account, you agree to: (a) provide accurate, current and complete information about you as may be prompted when you register (“Registration Data”); (b) maintain the security of your password and identification; and (c) maintain and promptly update the Registration Data to keep it accurate, current and complete. You are responsible for making sure that you keep your password secure and safe, and you accept all responsibility for any activity that occurs through your account, with or without your knowledge. You agree that you will not do anything that might jeopardize the security of your account, including sharing your password with or logging in through unauthorized third-party applications or clients. If you use any such application or client, you acknowledge and agree that we will bear no responsibility for any actions taken by those applications or clients, such as any breach of or unauthorized use of your account information or messages.

Payment and Billing

You authorize us to charge your chosen payment method for the Ëlarm Service. By providing a payment method that we accept, you represent and warrant that you are authorized to use the designated payment method and that you authorize us (or our third- party payment processor) to charge your payment method for the total amount of your purchase (including any applicable taxes and other charges). If the payment method cannot be verified, is invalid or is otherwise not acceptable, the Ëlarm Service may be suspended or cancelled. You must resolve any problem we encounter in relation to the payment method you select in order to proceed with your use of the Ëlarm Service.

If you accept a promotional offer or make changes to the Ëlarm Service, the amount billed may vary. It may also fluctuate due to changes in applicable taxes or currency exchange rates. You authorize us (or our third-party payment processor) to charge your payment method for the corresponding amount.

Necessary Equipment

Full use of the Ëlarm Service is dependent upon your use of a computer or device with adequate software etc and Internet access. The maintenance and security of this equipment may influence the performance of the Ëlarm Service and it is your responsibility to ensure the equipment’s functionality. You are responsible for all Internet access charges.

Suspension and Termination

We reserve the right to suspend or deactivate your account or your access to certain aspects or all of the Ëlarm Service, or to terminate these Terms, at our sole discretion, at any time and without notice or liability to you. Upon any such suspension, deactivation, or termination, we may delete or remove Your Content and other information related to your account. You may close your account at any time by email sent to support@elarm.health.

Upon any termination of these Terms or suspension, termination, or discontinuation of the Ëlarm Service or your account, the following provisions of these Terms will survive: clauses 2, 3, 4, 5, 14, 15 and 16 .

If You close your account before the end of your subscription term, we will not provide any refund for any remaining prepaid period for that term. On termination, you will immediately cease to use Ëlarm and the Website.

Warranty Exclusions

The ëlarm service and ëlarm content are provided “as is,” without warranty of any kind. Without limiting the foregoing, we explicitly disclaim all express or implied warranties arising out of or related to these terms or the Ëlarm Service, including any warranties of merchantability, fitness for a particular purpose, or non-infringement, and any warranties arising out of course of dealing or usage of trade.

We make no warranty that the Ëlarm Service or Ëlarm Content will meet your requirements or be available on an uninterrupted, secure, or error-free basis. We make no warranty regarding the quality, accuracy, timeliness, truthfulness, completeness, or reliability of the Ëlarm Service or any Ëlarm Content.

To avoid doubt, all implied conditions or warranties are excluded in so far as is permitted by law, including warranties of merchantability, fitness for purpose, title and non-infringement.

Indemnity

You will indemnify and hold harmless Ëlarm or its officers, directors, employees, affiliates, agents, licensors, and contractors from and against any claims, suits, actions, demands, disputes, allegations, or investigations brought by any third party, governmental authority, or industry body, and all liabilities, damages, losses, costs, and expenses, including without limitation reasonable attorneys’ fees, arising out of or in any way connected with (i) your access to or use of the Ëlarm Service, (ii) Your Content, (iii) your violation of any provision of these Terms, or (iv) your violation of any law or the rights of a third-party. We reserve the right to assume control of the defense of any third-party claim that is subject to indemnification by you, in which event you will cooperate with us in asserting any available defenses.

Limitation of Liability

Neither we, our suppliers, or licensors, nor any other party involved in creating, producing, or delivering the Ëlarm Service will be liable for any incidental, special, exemplary, or consequential damages, including lost profits, loss of data or goodwill, service interruption, computer damage, or system failure or the cost of substitute services arising out of or in connection with these terms or from the use of or inability to use the Ëlarm Service, whether based on warranty, contract, tort (including negligence), product liability, or any other legal theory, and whether or not we have been informed of the possibility of such damage, even if a limited remedy set forth herein is found to have failed of its essential purpose.

In no event will our total liability arising out of or in connection with these terms or from the use of or inability to use the Ëlarm Service exceed the amounts you have paid to us for use of the Ëlarm Service or, if you have not had any payment obligations to us, $100 (NZD).

The exclusions and limitations of damages set forth above are fundamental elements of the basis of the bargain between us and you.

Miscellaneous

Entire agreement: These Terms, together with the Privacy Notice, and the terms of any other notices or instructions we give to you under these Terms constitute the entire agreement between you and us and govern your use of the Ëlarm Service. These Terms supersede any prior agreements or earlier versions of these Terms between you and us for the use of the Ëlarm Service as of the effective date indicated at the beginning of these Terms.

Delays: Neither party will be liable for any delay or failure in performance of its obligations under these Terms if the delay or failure is due to any cause outside its reasonable control. This clause does not apply to any obligation to pay money.

Assignment: We may assign or transfer our rights and obligations under these Terms to another organization. We will advise You in writing if this occurs. You may not assign or transfer any rights to any other person without elarm’s prior written consent.

Waiver: The failure by any party to enforce any provisions of these Terms at any time shall not operate as a waiver of that provision in respect of the particular act or omission or any other act or omission.

Governing law: These terms are governed by the laws of New Zealand, and each party irrevocably submits to the non-exclusive jurisdiction of the New Zealand courts.

Notice: We will deliver all notices under these Terms by email sent to the email address used by you to register for the Ëlarm Service. You will deliver any notice by email sent to support@elarm.health.