End-User License Agreement
Please read the following End-User License Agreement carefully.
You must scroll down, read and accept the terms of this End-User License Agreement
in order to access the Total Connect and AlarmNet Direct software and web interfaces.
ALARMNET SOFTWARE: Total Connect and AlarmNet Direct software
and web interfaces
TERMS AND CONDITIONS OF USE AND END-USER LICENSE AGREEMENT FOR ALARMNET SOFTWARE
IMPORTANT-READ CAREFULLY: This ALARMNET Terms and Conditions of
Use and End-User License Agreement (this "Agreement") is a legal agreement between
you (either an individual or a single entity) and AlarmNet, Inc. (“ALARMNET”)for
the use of the ALARMNET communications network (“ALARMNET NETWORK”), including the
Total Connect and Alarmnet Direct software and web based interface and underlying
functionality and any and all hand held applications (“TOTAL CONNECT SERVICES”)
and the licensure of software products identified above, which includes computer
software and may include associated media, the right to modify the look of the software
with AlarmNet’s written consent, printed materials, and "online" or electronic documentation,
and any future versions, releases, updates, patches, error fixes and bug fixes of
the above identified ALARMNET software product that is provided by ALARMNET to you
By installing, copying, or otherwise using the ALARMNET SOFTWARE or the TOTAL
CONNECT SERVICES, you agree to be bound by the terms and conditions in this Agreement.
If you do not agree to the terms and conditions of this Agreement, do not install
or use the ALARMNET SOFTWARE or the TOTAL CONNECT SERVICES; you may, however, delete
it or return it to your place of purchase.
Unregistered use of the ALARMNET SOFTWARE or TOTAL CONNECT SERVICES is not authorized
or permitted by ALARMNET, and is in violation of U.S. and international copyright
laws. Unauthorized reproduction, distribution or use is subject to civil and criminal
penalties. The license granted herein shall only permit usage of the ALARMNET SOFTWARE
and TOTAL CONNECT SERVICES in the continental United States and Canada.
The ALARMNET SOFTWARE includes software owned by ALARMNET and software licensed
to ALARMNET, and is protected by United States’ and international copyright laws
and treaties, as well as other intellectual property laws and treaties. The ALARMNET
SOFTWARE is licensed to you, not sold.
Subject to the terms below, ALARMNET grants you, under this Agreement, a limited,
non-exclusive, non-transferable license (without the right to sublicense except
as set forth below) to the ALARMNET SOFTWARE, on your computer, handheld and/or
mobile device or workstations, for your internal personal or commercial purposes.
In the case that you are a Central Station or dealer, you shall have the right to
sublicense access to the TOTAL CONNECT SERVICES solely to end users, provided each
end user agrees to the terms of this Agreement and all applicable fees are paid
to ALARMNET. For the avoidance of doubt, the license granted herein to ALARMNET
dealers and central stations shall include the right to make modifications to the
look of the ALARMNET software as specifically permitted by, and in accordance with
the terms of, the ALARMNET software. Further, ALARMNET Central Station customers
and dealers shall have the right to direct end users to any ALARMNET SOFTWARE or
website that hosts the TOTAL CONNECT SERVICES.
You grant ALARMNET, under this Agreement, a limited, non-exclusive, non-transferable
license (without the right to sublicense) to use your logo, trademarks, service
marks, trade names and any other intellectual property you incorporate in any form
for use in connection with the TOTAL CONNECT SERVICES or other ALARMNET services.
You are specifically prohibited from making any additional copies of the ALARMNET
SOFTWARE, for charging for any copies, however made, and from distributing such
copies with other products of any kind, commercial or otherwise, without prior written
signed permission from ALARMNET.
All rights of any kind in ALARMNET SOFTWARE and all other rights of ALARMNET, which
are not expressly granted in this Agreement, are entirely and exclusively reserved
to and by ALARMNET. You may not rent, lease, copy, modify (except as specifically
set forth in the ALARMNET software) or translate ALARMNET SOFTWARE, or create derivative
works based on ALARMNET SOFTWARE. You may not alter or remove any of ALARMNET’s
or its licensor’s copyright or proprietary rights notices or legends appearing on
or in the ALARMNET SOFTWARE. You may not reverse engineer, decompile or disassemble
ALARMNET SOFTWARE. Except as set forth herein, you may not make access to ALARMNET
SOFTWARE available to any third party outside of your organization, nor are you
authorized to make the output generated by ALARMNET SOFTWARE available to others
in connection with a service bureau, application service provider, or similar business.
The ALARMNET SOFTWARE is licensed as a single product. Its component parts may not
be separated for use on more than one computer.
The ALARMNET SOFTWARE may contain or be derived from materials of third party licensors.
Such third party materials maybe subject to restrictions in addition to those listed
in this Agreement. You agree that any third party supplier shall have the right
to enforce this Agreement with respect to such third party’s software.
2. KEYS AND ACCESS
ALARMNET shall provide you with a temporary username and password. You shall modify
the initial temporary credentials and create your own username and password upon
your initial access to the SOFTWARE necessary to permit you to gain access to the
ALARMNET SOFTWARE contained on the media shipped or copy provided to you. You shall
not disclose the password to any other person or entity. You shall not circumvent,
or attempt to circumvent, any license management, security devices, access logs,
or other measures provided in connection with the ALARMNET SOFTWARE, or permit or
assist any other person or entity to do the same.
You are responsible for maintaining the confidentiality of the password and account
and are fully responsible for all activities that occur under your password, account
or any subaccount. You agree to (a) immediately notify your Central Station or Dealer
of any unauthorized use of your password or account or any other breach of security,
and (b) ensure that you exit from your account at the end of each session. You agree
that the terms of this Agreement shall be binding upon and govern the relationship
between ALARMNET and any third party to whom you grant access to your account or
permit to maintain a subaccount. You further agree to take any and all action necessary
to ensure compliance with, and enforce the terms of, this Agreement, and to indemnify
ALARMNET for any and all costs, damages, losses or expenses incurred in respect
of such third party user. ALARMNET cannot and will not be liable for any loss or
damage arising from your failure to comply with this Section.
3. YOUR REGISTRATION OBLIGATIONS
In consideration of your use of the ALARMNET SOFTWARE and/or TOTAL CONNECT SERVICES,
you represent that you are of legal age to form a binding contract and are not a
person barred from receiving services under the laws of the United States or other
applicable jurisdiction. You also agree to: (a) provide true, accurate, current
and complete information about yourself as prompted by the TOTAL CONNECT SERVICES’
registration form (the "Registration Data") and (b) maintain and promptly update
the Registration Data to keep it true, accurate, current and complete. If you provide
any information that is untrue, inaccurate, not current or incomplete, or ALARMNET
has reasonable grounds to suspect that such information is untrue, inaccurate, not
current or incomplete, ALARMNET has the right to suspend or terminate your account
and refuse any and all current or future use of the ALARMNET Software and/or TOTAL
CONNECT SERVICES (or any portion thereof).
Registration Data and certain other information about you are subject to our Privacy
You understand that through your use of the ALARMNET SOFTWARE and/or TOTAL CONNECT
of this information, including the transfer of this information to the United States
and/or other countries for storage, processing and use by ALARMNET and its affiliates.
5. MODIFICATIONS TO SERVICE
ALARMNET reserves the right at any time and from time to time to modify or discontinue,
temporarily or permanently, the ALARMNET NETWORK and/or the TOTAL CONNECT SERVICES
(or any part thereof) with or without notice. You agree that ALARMNET shall not
be liable to you or to any third party for any modification, suspension or discontinuance
of the ALARMNET NETWORK and/or the TOTAL CONNECT SERVICES.
The ALARMNET SOFTWARE and/or the TOTAL CONNECT SERVICES are provided to you for
use in connection with the ALARMNET NETWORK. Your right to use the ALARMNET SOFTWARE
and/or the TOTAL CONNECT SERVICES is subject to and contingent upon you or your
dealer or central station monitoring company’s payment of all fees due to ALARMNET
for any and all such services. ALARMNET reserves the right to refuse or terminate
access to the TOTAL CONNECT SERVICES or ALARMNET NETWORK and to terminate the license
granted herein immediately in the case of a breach of contract or event of default
under any contract between you and your central station monitoring company, your
central station monitoring company and ALARMNET or, in the case you are a Dealer
or Central Station, You and ALARMNET. For the avoidance of doubt, your payment to
your central station monitoring company for services does not guarantee your right
to the services set forth herein. You may incur additional fees from your central
station monitoring company or other third party providers in connection with your
use of the services, an independent handheld device, or the internet, for data transmission,
video clip or still image transmission, internet usage, SMS, short code or other
transmission fees, charges or taxes.
ALARMNET Central Station monitoring company or Dealer accounts may be terminated
for failure to pay any and all fees when due.
7. TERM AND CANCELLATION.
This Agreement shall continue in effect on a day-to-day basis starting on the day
the Honeywell International Inc. (“Honeywell”) equipment (the “Equipment”) is connected
to the ALARMNET NETWORK and shall be automatically renewed each day unless either
party shall notify the other that it no longer wishes to provide and/or use the
ALARMNET Network. While you may cancel this Agreement at any time, all of its terms
and conditions shall continue in effect for so long as your Equipment utilizes the
ALARMNET Network in any way. If ALARMNET ceases providing the ALARMNET NETWORK,
no party shall have any liability to you. You must look exclusively to your central
station monitoring company or your installation company for refunds of any amounts
pre-paid by you to your central station monitoring company for monitoring services.
ALARMNET is being paid for supplying the ALARMNET Network and/or TOTAL CONNECT SERVICES
by your central station monitoring company, not you, and may cancel your access
to the ALARMNET Network, right to use ALARMNET NETWORK and/or TOTAL CONNECT SERVICES
for non-payment by your central station monitoring company or your installation
company, at any time or at the request of your central station monitoring company
or installation company. You understand that the Equipment used to communicate with
the ALARMNET NETWORK and/or TOTAL CONNECT SERVICES is unique and may not be suitable
for use with any other system if you no longer use the ALARMNET NETWORK. The Parties
recognize that certain components of the ALARMNET NETWORK or TOTAL CONNECT SERVICES
may be provided by independent Network Service Providers (“NSP”), including Internet
Service Providers, telephone companies, wireless service providers or carriers,
and other communication providers whose services are beyond the control of ALARMNET.
THE PARTIES THEREFORE AGREE THAT ALARMNET SHALL NOT BE LIABLE FOR DAMAGES, WHETHER
DIRECT OR CONSEQUENTIAL, WHICH MIGHT ARISE FROM DISRUPTION OR CANCELLATION OF SUCH
The license granted in this Agreement becomes effective on the date you legally
acquire the ALARMNET SOFTWARE and will automatically terminate if you breach any
of its terms or conditions, without prejudice to any other rights or remedies available
to ALARMNET. If the ALARMNET SOFTWARE is provided to you on a subscription basis,
then your right to possess or use the ALARMNET SOFTWARE will terminate at the end
of the applicable subscription period. Immediately upon termination or expiration
of the license granted in this Agreement, you must destroy all copies of the ALARMNET
SOFTWARE and all of its component parts from your systems, and either return to
ALARMNET or destroy the original and any stand-alone copies of the ALARMNET SOFTWARE
and all of its component parts.
This Agreement shall terminate immediately with regard to any ALARMNET Central Station
or Dealer customers in the event that such customer’s Central Station Monitoring
Agreement with ALARMNET terminates.
8. PERIODIC TESTING BY YOU
Honeywell takes pride in manufacturing high quality alarm Equipment, and extends
its Limited Warranty, set forth on its website, to you. All alarm devices are subject
to compromise or failure to warn for a wide variety of reasons. You agree to arrange
with your central station monitoring company or dealer to test the alarm system
on a regular basis to assure that its many sophisticated and sensitive components
are in good working order, and to take appropriate action if any component fails
to function properly during a periodic test.
9. INDEMNIFICATION BY YOU AND DEFENSE WAIVER.
In the event any third party, other than your insurance carrier (as subrogee), makes
any claim or commences any action against ALARMNET, Honeywell, the network service
provider, your central station or your dealer (if you are an end user), or any of
their present or future officers, directors, employees, parents, subsidiaries, agents,
successors, assigns, contractors, licensees or affiliates related in any manner
to this Agreement, or the use, failure to use, or inability to use any wireless
network service provider number regardless of cause or origin, whether based upon
or due to alleged defects, acts or omissions, active or passive negligence, strict
or product liability, breach of warranty or contract, libel, slander, property damage,
personal injury or death, or otherwise, you agree to and shall indemnify, defend
and save them harmless, jointly and severally, from and against all liabilities,
losses, claims, damages and judgments, including but not limited to payment of all
costs, interest, expenses and attorney's fees. You hereby waive any and all rights
to interpose any claim, defense, counterclaim or third party claim against ALARMNET,
Honeywell, the network service provider, your central station or dealer (if you
are an end user), their present or future officers, directors, employees, parents,
subsidiaries, agents, successors, assigns, contractors, licensees or affiliates
in the event any action is commenced against you by any third party. You acknowledge
and agree that you have no property right in any account number or phone number
assigned to you and that any such number can be changed from time to time. You further
acknowledge and agree that Honeywell, ALARMNET and the network service providers
cannot guarantee the security of any wireless transmission, and will not be liable
for any lack of security relating to the use of any service. Finally, you agree
that you will not resell any of the wireless services provided to you pursuant to
the terms hereof, except in the case of Central Station or dealer, as specifically
provided in your Central Station Monitoring Agreement.
10. ACCESS TO EQUIPMENT.
Should your Equipment malfunction, it could interfere with the proper operation
of the Network and other radio transmissions. Federal Communications Commission
regulations may require that ALARMNET have immediate access to your Equipment in
the event of emergency. Accordingly, you agree to either provide your central station
monitoring company or dealer with access and hereby authorize central station monitoring
company or dealer to permit ALARMNET representatives access to your premises as
necessary; or, in the event of a malfunction that could affect other radio transmission,
give representatives of ALARMNET immediate access on a 24 hour basis to the Equipment.
ALARMNET agrees to give you the maximum notice feasible in those circumstances.
ALARMNET shall have the unfettered right, without liability, to remotely disconnect
your Equipment at any time in connection any Network interference, unauthorized
use of or fraud on the Network, Equipment or SIM or as directed by a third party
11. WARRANTY DISCLAIMERS AND LIABILITY LIMITATIONS
ALARMNET SOFTWARE, AND ANY AND ALL ACCOMPANYING SOFTWARE, FILES, DATA AND MATERIALS,
ARE DISTRIBUTED AND PROVIDED AS IS, AND THE TOTAL CONNECT SERVICES AND ALARMNET
NETWORK ARE PROVIDED AS IS, AND WITH NO WARRANTIES OR REPRESENTATIONS OF ANY KIND,
WHETHER EXPRESS OR IMPLIED. ALARMNET EXPRESSLY DISCLAIMS ANY EXPRESS OR IMPLIED
WARRANTIES, INCLUDING WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS
FOR A PARTICULAR PURPOSE. THE ENTIRE RISK ARISING OUT OF USE OR PERFORMANCE
OF ALARMNET SOFTWARE, TOTAL CONNECT SERVICES AND ALARMNET NETWORK REMAINS WITH YOU.
FOR COMMERCIAL CUSTOMERS, THERE ARE NO EXPRESS OR IMPLIED WARRANTIES THAT EXTEND
BEYOND THE FACE HEREOF. FOR RESIDENTIAL CUSTOMERS, THERE ARE NO EXPRESS WARRANTIES
WHICH EXTEND BEYOND THE FACE HEREOF, AND ALL IMPLIED WARRANTIES, OBLIGATIONS OR
LIABILITIES MADE BY ALARMNET IN CONNECTION WITH TOTAL CONNECT OR ALARMNET NETWORK,
INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE
OR OTHERWISE, ARE LIMITED IN DURATION TO THE EXTENT PERMITTED BY LAW TO A PERIOD
OF 1 YEAR FROM THE DATE OF ORIGINAL LICENSURE OR ACCESS.
Honeywell, ALARMNET and their respective service providers have no liability or
responsibility whatsoever for the choice of alarm devices installed at your premises,
or its installation and connection to, or the operation of your central station.
You acknowledge and agree that you have no contractual relationship with any of
the service providers and/or cellular and data carriers. Honeywell and the service
providers have no liability or responsibility whatsoever for the ALARMNET NETWORK
and/or the TOTAL CONNECT SERVICES. You acknowledge and agree that neither Honeywell,
ALARMNET, the service providers, your central station, nor installer is your insurer
and that they shall be exempt from liability for all loss or damage which the alarm
system or monitoring is designed to detect or avert. You acknowledge that you are
not a third party beneficiary of any agreement between ALARMNET and any service
provider, and that such third party will have no legal, equitable, or other liability
of any kind to you. The service providers’ and ALARMNET's sole responsibility is
to permit your connection to the ALARMNET NETWORK and the TOTAL CONNECT SERVICES.
The responsibilities of your central station, installer and Honeywell relating to
the alarm equipment are governed by your agreements with them. IF ALARMNET OR HONEYWELL
OR THE SERVICE PROVIDERS SHOULD NEVERTHELESS BE FOUND LIABLE, WHETHER DIRECTLY OR
INDIRECTLY, FOR ANY LOSS, DAMAGE OR INJURY ARISING UNDER THIS AGREEMENT OR OTHERWISE,
REGARDLESS OF CAUSE OR ORIGIN, ON ANY BASIS WHATSOEVER, (INCLUDING WITHOUT LIMITATION
BREACH OF CONTRACT, WARRANTY, NEGLIGENCE, STRICT LIABILITY IN TORT OR OTHERWISE),
EVEN IF AS A RESULT OF THEIR NEGLIGENCE OR GROSS NEGLIGENCE, THEIR TOTAL MAXIMUM
LIABILITY IS LIMITED TO AND SHALL NOT IN ANY CASE EXCEED $1,000.00 WHICH SHALL BE
THE COMPLETE AND EXCLUSIVE REMEDY AGAINST THEM. IN ADDITION, IN NO EVENT SHALL ALARMNET,
HONEYWELL, THE SERVICE PROVIDERS OR THEIR RESPECTIVE PRINCIPALS, SHAREHOLDERS, OFFICERS,
EMPLOYEES, AFFILIATES, CONTRACTORS, SUBSIDIARIES, OR PARENT ORGANIZATIONS, BE LIABLE
FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES WHATSOEVER RELATING
TO THE USE OF ALARMNET SOFTWARE, THE TOTAL CONNECT SERVICES, THE ALARMNET NETWORK
OR TO YOUR RELATIONSHIP WITH ALARMNET, EVEN IF ALARMNET HAS BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES.
12. NO GUARANTEE
EVEN IF THE ALARM EQUIPMENT IS TESTED REGULARLY AND THE COMPONENTS ARE OPERATING
IN ACCORDANCE WITH SPECIFICATIONS, THERE CAN BE NO GUARANTEE THAT IT WILL NOT BE
COMPROMISED OR CIRCUMVENTED BEFORE IT COMMUNICATES WITH THE CENTRAL STATION, OR
THAT IT WILL PROVIDE ADEQUATE WARNING IN ANY GIVEN SITUATION, OR THAT IT WILL PREVENT
ANY PERSONAL INJURY OR PROPERTY LOSS BY BURGLARY, ROBBERY, FIRE OR OTHERWISE. FURTHER,
THERE IS NO GUARANTEE THAT THE TOTAL CONNECT SERVICES, YOUR HANDHELD DEVICE OR THE
ALARMNET NETWORK WILL TRANSMIT OR RECEIVE ALL SIGNALS SENT BY OR TO YOU REGARDING
THE ACTIVATION OR DEACTIVATION OF YOUR ALARM SYSTEM. Even with the extra protection
of the ALARMNET NETWORK, due to the very nature of radio waves and other communications
technologies, there may be times when the ALARMNET NETWORK is unable to maintain
contact with subscriber Equipment, the TOTAL CONNECT SERVICES or re-transmit a message.
Further, the TOTAL CONNECT SERVICES and the ALARMNET SOFTWARE are intended to operate
over the internet. Neither ALARMNET nor Honeywell shall have any liability arising
out of or resulting from the failure to transmit or receive any message as a result
of their respective connections with or to the internet or as a result of your internet
or wireless connection. You acknowledge that you have purchased internet connectivity
services from a third party provider and that you hereby release ALARMNET and Honeywell
from all liability resulting therefrom. It is recommended that ALARMNET subscriber
communications Equipment be configured with secondary communications means, such
as a digital dialer. You understand that properly installed and maintained alarm
devices (including the subscriber Equipment), may only reduce the risk of a burglary,
robbery, fire or otherwise occurring without providing an alarm, but it is not insurance
or a guaranty that such will not occur or that there will be no personal injury
or property loss as a result. CONSEQUENTLY, HONEYWELL, ALARMNET, AND THE NETWORK
SERVICE PROVIDERS SHALL HAVE NO LIABILITY FOR ANY PERSONAL INJURY, PROPERTY DAMAGE
OR ANY OTHER LOSS BASED ON A CLAIM THAT THE EQUIPMENT FAILED TO GIVE WARNING. For
all these reasons, You are responsible for maintaining appropriate caution, and
insuring life and property with the types and amounts of insurance You deem appropriate.
ALARMNET does not guarantee that the ALARMNET SOFTWARE or the TOTAL CONNECT SERVICES
will be compatible with all computers or handheld devices. ALARMNET requires that
you fully test your device from your home prior to using any service in a live setting
to ensure full compatibility. You may incur additional data, airtime or other charges
and taxes from your service provider for use of your handheld device.
You hereby acknowledge that you are duly authorized to execute and deliver this
Agreement on your behalf and on behalf of those residing in, or visiting, Your premises,
if applicable. This Agreement has been duly executed and delivered by You and this
Agreement constitutes a legal, valid and binding obligation, enforceable against
You in accordance with its terms.
ALARMNET has the right to audit your compliance with the terms and conditions of
this Agreement, including without limitation, ensuring that you are not engaging
in unauthorized, unlicensed use of the ALARMNET SOFTWARE, and to immediately terminate
your license in this Agreement if an audit shows that you are in breach of any of
the terms and conditions of this Agreement, as well as to enforce all other rights
and remedies available under this Agreement or otherwise under law or at equity.
The failure of ALARMNET to enforce at any time any of the provisions of this Agreement
shall not be construed to be a continuing waiver of any provisions hereunder nor
shall any such failure prejudice the right of ALARMNET to take any action in the
future to enforce any provisions hereunder.
It is understood and agreed that, notwithstanding any other provisions of this Agreement,
breach of any provision of this Agreement by you may cause ALARMNET irreparable
damage for which recovery of money damages would be inadequate, and that ALARMNET
shall therefore be entitled to obtain timely injunctive relief to protect ALARMNET’s
rights under this Agreement in addition to any and all remedies available at law.
Nothing contained herein shall be construed as creating any agency, employment,
relationship, partnership, principal-agent or other form of joint enterprise between
The section headings appearing in this Agreement are inserted only as a matter of
convenience and in no way define, limit, construe, or describe the scope or extent
of such section or in any way affect this Agreement.
This Agreement, your Subscription Agreement and ALARMNET’s and/or Honeywell’s terms
and conditions of sale that accompanied your purchase of any equipment (and in the
case of a ALARMNET Central Station or dealer, your Central Station Monitoring Agreement)
forms the entire agreement between you and ALARMNET and Honeywell and supersede
in their entirety any and all oral or written agreements previously existing between
you and Honeywell and ALARMNET with respect to the subject matter hereof. This Agreement
may only be amended or supplemented by a writing that refers explicitly to this
Agreement and that is signed by duly authorized representatives of you and ALARMNET.
The preprinted terms and conditions of any purchase order issued by you in connection
with this Agreement shall not be binding to ALARMNET and shall not be deemed to
modify this Agreement.
Software and technical information delivered under this Agreement is subject to
U.S. export control laws and may be subject to export or import regulations in other
countries. You agree to strictly comply with all such laws and regulations, and
you shall be solely responsible for obtaining any import, export, re-export approvals
and licenses required for such software any technical information, and retaining
documentation to support compliance with those laws and regulations.
The Equipment is programmed with information unique to you and your address. Should
you move the Equipment to a new location, or sell the premises with the Equipment,
in order for the Equipment to continue operating properly and maintain contact with
the Network or TOTAL CONNECT SERVICES you must notify your central station monitoring
company or dealer, who will provide further instructions. You must notify your central
station if you are moving to terminate your Total Connect Services account.
ALARMNET and Honeywell are located in New York. This Agreement shall be deemed entered
into in the State of New York and shall be governed by and construed according to
the internal laws of the State of New York applicable to agreements executed and
to be performed entirely within New York, without regard to conflict of law principles.
Any action against any party to this Agreement shall be commenced only in the federal
or state courts within the State of New York, which courts shall have exclusive
jurisdiction over such actions and proceedings and the parties hereby irrevocably
consent to personal jurisdiction over them by such courts.
Neither this Agreement nor any of the rights, interests or obligations provided
by this Agreement may be transferred or assigned by you without the prior written
consent of ALARMNET. This Agreement shall be binding upon the parties and each of
their present and future officers, directors, employees, parents, subsidiaries,
agents, successors, assigns, contractors, licensees, affiliates, family members
and guests and authorized users.
The provisions of this Agreement shall apply to the fullest extent permitted by
law and be interpreted and applied to a lesser extent, where necessary to be valid.
The invalidity or unenforceability of any provision of this agreement shall not
affect any other provision and all such other provisions shall remain in full force
and effect without change or modification thereof. The waiver of a breach of any
provision of this Agreement shall not operate or be construed as a waiver of any
subsequent breach. All notices under this Agreement shall be given in writing by
mail at the addresses set forth herein or as may be supplied in the future.
Yes, I have read the terms and conditions specified above, and
I accept the terms of this End-User License Agreement.