Backyard Pod Privacy Policy

Effective date: January 13, 2023

1. INTRODUCTION

This privacy policy ("Privacy Policy") describes the types of information gathered by Backyard Pod, LLC ("Backyard Pod") in providing our call center, online interface, website (www.backyardpod.com) (collectively, the "Site"), providing you with services, equipment, mobile application, information, data, updates, and similar materials (collectively with the Site, the "Services"). We also explain where we get the information, how we use it, with whom it may be shared, and rights available to you regarding your personal information. We believe in protecting your information as well as your person and belongings. Please read this notice carefully to understand what we do. If you do not understand any aspects of our Privacy Policy, please feel free to contact us or as described at the end of this Policy.

By using the Service, you consent to allow us to process information in accordance with this Privacy Policy, and you further agree to be bound by the incorporated terms below, as applicable. Any terms not defined in this Privacy Policy, may be defined in the incorporated terms below.

This Privacy Policy is subject to the provisions of the General Data Protection Regulation ("GDPR") and other applicable privacy laws. Backyard Pod agrees that under the GDPR, Backyard Pod is a data "Controller" and you are a "Data Subject" with certain protected privacy rights concerning your "Personal Data." Backyard Pod will take commercially reasonable steps to maintain compliance with GDPR requirements.

Incorporated Terms

Our Terms of Service
Our Terms of Sale
Our Terms of Use
Our Copyright Policy
Our Complaint Policy (including Privacy and Trademark)

2. INFORMATION WE COLLECT AND WHY WE COLLECT IT

Backyard Pod collects certain information to enable you to take full advantage of our offerings when you register at our Site, order products or Services either through the Site or through our call center, communicate with customer service representatives, participate in our contests, surveys, promotions, or activities, or otherwise communicate with us. If you choose, you can visit the Site without providing us with any information about yourself.

We take your privacy seriously and seek to limit the collection and use of customer information required to deliver service to our customers, which includes advising our customers about our products, Services and other opportunities, and to administer our business.

We only collect basic Personal Data about you that does not include any special categories of personal data as defined in the GDPR.

Personal Information You Provide To Us When You Become a Customer

Types of personal information we collect when you become a customer and provide it to us include:

Name;
Address;
Billing address;
Shipping address;
Email address;
Telephone number; and
Geolocation and GPS coordinates.

Personal Information You Provide To Us When You Subscribe to Monitoring Service

Types of personal information we collect when you become a subscriber to monitoring services and you provide it to us include:

The number of adults and children living at the location where the alarm will be installed;
Whether the location is a home, apartment or business;
Name and telephone number for Responsible Parties or Third Party Responders that you would like to be contracted in the event of an alarm;
Information such as your “security answer” and login credentials used to verify your identity if you forget your login credentials for your Backyard Pod account; and
Information such as your alarm activity stored in your online account. This activity includes, but is not limited to, when the alarm is armed and disarmed, and when an alarm event is triggered.

Non-personally Identifiable Information We Collect Automatically

As is true with most websites, we collect certain non-personally identifiable information automatically as you use our Site, such as

IP address;
Browser type;
Computer or device type;
Unique device identifiers for mobile devices or tablets;
Operating system version;
The website from where you navigated to our Site;
Time and date of using, accessing, or otherwise interacting with our Site;
The pages on our Site that you view; and
The name of your Internet service provider (ISP).

Non-personally Identifiable Information Collected Through Cookies and Analytics Partners

We use analytics partners to collect certain non-personally identifiable information about how our Site is used. We and our analytics providers use cookies, web beacons, and other technologies to receive and store certain types of information whenever you interact with our Site through your computer or mobile device. A cookie is a small file containing a string of characters that is sent to your computer when you visit a website. When you visit the website again, the cookie allows that site to recognize your browser. Cookies may store unique identifiers, user preferences and other information. You may be able to opt-out of some or all of the cookies used with the individual provider, or reset your browser to refuse cookies or to indicate when a cookie is being sent, however, some Site features or services may not function properly without cookies. We use cookies to improve the quality of our Service, including for storing user preferences, tracking user trends and providing relevant advertising to you. (See, the section titled "Advertising" below.)

Backyard Pod Product or Account Interaction with Third Parties

If Backyard Pod offers any product or account connections or integrations with third-party products, applications, functionality, or services (collectively, "Third-Party Products and Services"), and you choose to enable or connect to such Third-Party Products and Services through the means authorized and directed by Backyard Pod and/or such third-party partners, you acknowledge and agree that we may share certain information about you with such third parties for account authentication and management, and to enable the activation, connection and integration with and to such Third-Party Products and Services on such third parties’ platforms. For example, when you elect to use Third-Party Products and Services, you agree that we may provide certain data about you to such partners in order to enable the activation, connection and integration with and to such Third-Party Products and Services you intend to use or otherwise choose to activate. In some cases, Backyard Pod or the third party partner will instead (or also) ask for permission to control the Backyard Pod products and services and/or Third-Party Products and Services that you have activated and connected to as contemplated hereunder. Your consent is required to allow any of these exchanges or requests for control and you will be able to revoke or disable it at any time, but you acknowledge that once we share your information with such third parties, that we may not be able to recover it from them, or control their use after you disable your Backyard Pod account, or your consent. You will be solely responsible for following up with said third parties to ensure they honor the revocation of your consent, or the disabling or closing of your account, either with us, with them, or both.

In addition, Backyard Pod may share information with such third-party partners with your permission. For example, when you enroll or activate Third-Party Products and Services, you may be asked for your permission to share certain data between Backyard Pod and our partner. Backyard Pod requires your consent before sharing information in these circumstances. We may also receive information from our partners and other sources and combine that with the information in your Backyard Pod account to determine eligibility and efficacy of our programs.

Additional information about the limited circumstances in which information from your Backyard Pod account may be shared with third parties is described below in the section titled "How we Use and Share Your Information."

Any Backyard Pod data that you choose to share with a third party, either directly or by or on behalf of Backyard Pod through the authorizations, integrations and connections permitted hereunder, is governed by that third party’s privacy policy while in that party’s possession.

Any data that Backyard Pod receives from third parties will be processed and stored by Backyard Pod and will be treated in accordance with this Privacy Policy. This information may be processed in the same ways as any other data that is a part of your Backyard Pod account.

No Information From Children or Teens Under Age 18

This Site is not directed to, and we do not knowingly collect any personal information from, children or teenagers under the age of 18. If you are under the age of 18, please do not attempt to register with us at this Site or provide any personal information about yourself to us. If you are under the age of 18, you may only use this Site under the supervision, and with the permission, of your parent(s) or guardian(s).

We comply with all applicable privacy laws including the Children’s Online Privacy Protection Act ("COPPA") and associated Federal Trade Commission ("FTC") rules for collecting personal information from minors. Please see the FTC’s website (www.ftc.gov) for more information. If you have concerns about this Site, wish to find out if your child has accessed our services, or wish to remove your child’s personal information from our servers, please contact us at info@backyardpod.com. Our Site will not knowingly accept personal information from anyone under 13 years old in violation of applicable laws, without consent of a parent or guardian. In the event that we discover that a child under the age of 13 has provided personal information to us, we will make efforts to delete the child’s information in accordance with the COPPA. If you believe that your child under 13 has gained access to our Site without your permission, please contact us at info@backyardpod.com.

Third-Party Sites and Social Media

Our Site may contain links to other websites operated by third parties and may include social media features such as Facebook, Twitter and Pinterest buttons or links. These third-party sites may collect information about you if you click on a link and the social media sites may automatically record information about your browsing behavior every time you visit a site that has a social media button. Your interactions with these features are governed by the privacy policy of the company providing the link, not this privacy policy. You should familiarize yourself with the privacy policy of any such company before utilizing their respective features.

This Privacy Policy applies only to information we collect at and through the Site. Our Site also contains links to third party sites that are not owned or controlled by Backyard Pod. Please be aware that we are not responsible for the privacy practices of such other sites. We encourage you to be aware when you leave our Site and to read the privacy statements of each and every website that collects personal information.

3. HOW WE USE AND SHARE YOUR INFORMATION

To Provide Products, Services, and Information

As described above, we collect information from you so that we can provide products and Services that you purchase from us, and to provide information that you request from us. This includes sending you alarm alerts and important service information about your alarm and our Services. We use your personal information to contact you about your orders, process credit card / debit card transactions, and ship our products to you. We may send you information about our products and Services, and new offerings. You may opt out of receiving future communications (with the exception of alarm alerts and service information) from us by logging into your account and editing your profile. You may also opt out of receiving commercial email from us by following the instructions in each email. If you contact Backyard Pod's customer service, you hereby consent to be contacted using the means by which such contact was initiated. You similarly consent to Backyard Pod contacting you through the contact information included in your Account, including any email address and telephone number that you provide. Furthermore, this may include one-way or two-way video-enabled customer service communication methods, whether made available through the Application or any other interface, now existing or later developed. Except as provided in a separate written agreement between you and Backyard Pod, Backyard Pod shall not charge you for such customer support services.

If you subscribe for monitoring services, or make other purchases through the Site, your credit card or debit card information (such as card type and expiration date) and other financial data that we need to process your payment may be collected and stored by the payment processors with which we work. We may also collect some limited information, such as your postal code, telephone number, and details of your transaction history, all of which are necessary to provide the monitoring services or products. The payment processors generally provide us with some limited information related to you, such as a unique token that enables you to make additional purchases using the information they’ve stored, including recurring payments if you become a subscriber, and your card’s type, expiration date, and certain digits of your card number.

We may also use third parties to assist with providing our products and services to you (including our alarm monitoring services and dispatching emergency responders), host our Site, send out email updates about the Site, provide marketing and advertising services for us, remove repetitive information from our user lists, process orders, fulfill and deliver products and Services that you purchase from us. These service providers will have access to your personal information in order to provide these products or services, but when this occurs we implement reasonable contractual and technical protections to limit their use of that information to help us provide the service. You hereby agree that you consent to our sharing of your personal information with our subcontractors for the purpose of providing Services under this Agreement.

We may share your personal information, including your precise location data, driving sensor data, unique identifiers or AD IDs and other data with our partners, for their marketing and business purposes, including without limitation, to inform and improve tailored advertising, attribution, analytics or research purposes, calculate discounts, rewards or pricing offers by third parties such as insurance companies. They may also perform various profiling activities in order to produce a score which may predict the level of driver riskiness, and to develop its risk predictive models for its own analytics, research or commercial purposes. These third party partners may use this information according to their own privacy policies.

We share your information with trusted partners to provide personalized content, calculate discounts, rewards or pricing offers by third parties such as, but not limited to, insurance companies.

We share personal information with third-party partners that provide certain features and services you may use in connection with our Service. For example, depending on the features of the Service you have enabled, we provide your personal information and location data to emergency responders in the event we detect a crash. We also share personal information with third party partners that provide services and features available through our Premium subscriptions, such as Emergency Dispatch services. The third parties that provide Premium service features may ask you for additional information in order to provide the full range of services to you. Any information provided to these third parties will be governed by that third party’s own privacy policy.

Advertising

We may use how you browse and shop in order to show you ads for Backyard Pod or our advertising partners that are more relevant to your interests. We may use cookies and other information to provide relevant interest-based advertising to you. Interest-based ads are ads presented to you based on your browsing behavior in order to provide you with ads more tailored to your interests. These interest-based ads may be presented to you while you are browsing our Site or third-party sites not owned by Backyard Pod.

We belong to ad networks that may use your browsing history across participating websites to show you interest-based advertisements on those websites. Our Site does not respond to "do not track" signals or similar mechanisms to indicate you do not wish to be tracked or receive interest-based ads. To learn more about interest-based advertisements and your opt-out rights and options, visit the Digital Advertising Alliance and the Network Advertising Initiative websites (www.aboutads.info and www.networkadvertising.org).

We may deliver, or cause to be delivered through our advertising partners, advertisements or marketing information which may be of interest to you via telephone, email and text message. Such advertisements and information may be delivered via automatic means or using prerecorded messages. BY AGREEING TO THIS PRIVACY POLICY, YOU EXPRESSLY AUTHORIZE US TO SEND ADVERTISEMENTS OR MARKETING INFORMATION IN ACCORDANCE WITH THIS PARAGRAPH. YOU ARE NOT REQUIRED TO AGREE TO THIS PARAGRAPH AS A CONDITION OF PURCHASING THE SYSTEM, OR ENROLLING IN OR ACCESSING THE SERVICES. If you wish to withdraw your consent, you may notify us at info@backyardpod.com, or, if applicable, by following the opt-out instructions in the relevant advertising or marketing communication. We will not send advertisements or marketing information to the email addresses or telephone numbers of Responsible Parties or Third Party Responders.

Your Consent

Except as otherwise provided in this Policy, we will share personal information with companies, organizations or individuals outside of Backyard Pod when we have your consent to do so. By agreeing to this Privacy Policy, you are providing us this consent.

Legal Proceedings

We will share personal information with third party companies, organizations or individuals outside of Backyard Pod, at your instruction, or if we have a good-faith belief that access, use, preservation or disclosure of the information is reasonably necessary to:

Meet any applicable law, regulation, subpoena, legal process or governmental request;
Enforce applicable Terms of Sale, Terms of Use, or Terms of Service, including investigation of potential violations;
Detect, prevent, or otherwise address fraud, security or technical issues; and
Protect against harm to the rights, property or safety of Backyard Pod, our users, customers or the public as required or permitted by law.

Transfer in the Event of Sale or Change of Control

If the ownership of all or substantially all of our business changes or we otherwise transfer assets relating to our business or the Site to a third party, such as by merger, acquisition, bankruptcy proceeding or otherwise, we may transfer or sell your personal information to the new owner. In such a case, unless permitted or otherwise directed by applicable law, your information would remain subject to the terms of the applicable privacy policy in effect at the time of such transfer.

4. ACCESS TO YOUR INFORMATION AND CHOICES

You can access and update certain information we have relating to your online account by logging into your app and visiting the “settings” section to update contact information for your alarm monitoring and dispatch. Notwithstanding anything contained herein to the contrary, we are not responsible for any change to or loss of any data. You will be solely responsible for information you deliver, delete or modify. If you have questions about personal information we have about you can contact us. You can opt-out of receiving marketing and promotional emails from Backyard Pod by using the opt-out or unsubscribe feature contained in the emails.

You can close your online account by either calling us at 800-371-0097, or visiting the "settings" section in your online account. If you close your account, we will no longer use your online account information or share it with third parties. We may, however, retain a copy of the information for a period of time reasonably necessary to comply with applicable law, for archival purposes, for legal or account purposes, and to avoid identity theft or fraud. In any such instance, the terms of this Privacy Policy will continue to apply to such information for as long as it is retained.

5. SECURITY OF YOUR INFORMATION

We use commercially reasonable physical, technical and administrative security measures and safeguards to protect the confidentiality and security of your personal information. However, you acknowledge and agree that no environment is 100% secure, and we cannot guarantee, ensure, or warrant the security of any information you transmit to us, and you hereby agree that you assume such risk. There is no guarantee that information may not be accessed, disclosed, altered, or destroyed by breach of any of our physical, technical, or managerial safeguards. It is your responsibility to protect the security of your login information. Please note that emails and other communications you send to us through our Site are not encrypted, and we strongly advise you not to communicate any confidential information through these means.

6. RETENTION OF DATA

We shall retain your personal information until the earlier of: (i) any storage period that applies to your account expires; (ii) you request us to do so, provided that it would not prohibit our providing you with Services, and that it would not be in violation of applicable law or regulation; (iii) the Services that we render to you, and/or any agreement between you and us, are terminated, or expires if applicable; or (iv) the personal information is no longer needed to provide Services, in accordance with most restrictive of our Privacy Policy, document retention policies, or applicable law or regulation. You acknowledge and agree that we are not providing you with back-up services for your information and or data, and that we may delete your information in accordance with the previous sentence. You further agree and acknowledge that backing-up your data is your responsibility alone.

7. DATA SUBJECT RIGHTS

If you are a data subject as defined under the GDPR, you have eight rights. These are:

The right to be informed. This is your right to be informed about what they are processing, why, and who else the data may be passed to.
The right of access. This is your right to see what data about you is held by us.
The right to rectification. This is the right to have your data corrected or amended if what is held is incorrect in some way.
The right to erasure. This is the right to have your personal data to be deleted in the event that such data is no longer required for the purposes it was collected for, your consent for the processing of the data is withdrawn, or the data is being unlawfully processed.
The right to restrict processing. This is the right to ask for a temporary halt to processing of your personal data, such as in the case where a dispute or legal case has to be concluded, or the data is being corrected.
The right to data portability. This is the right to ask for your personal data to be provided to you in a structured, commonly used, and machine-readable format.
The right to object. This is the right to object to further processing your personal data if such processing is inconsistent with the primary purposes for which it was collected.
Rights in relation to automated decision making and profiling. This is the right to not be subject to a decision based solely on automated processing. The Services do not engage in automated decision making and profiling.

You can find instructions for enforcing some of these rights elsewhere in this Privacy Policy. Otherwise, if you wish to find out more about these rights, please contact us at info@backyardpod.com.

8. CALIFORNIA PRIVACY RIGHTS

California law allows California residents to request information regarding our disclosures in the prior calendar year, if any, of their personal information to third parties. To make such a request, please contact us at info@backyardpod.com with "Request for Privacy Information" in the subject line. Please include enough detail for us to locate your file; at a minimum, your name, email, and username, if any. We will attempt to provide you with the requested information within thirty (30) days of receipt. We reserve our right not to respond to requests sent more than once in a calendar year, or requests submitted to an address other than the one posted in this notice. Please note that this law does not cover all information sharing. Our disclosure only includes information covered by the law.

9. CHANGES TO OUR PRIVACY POLICY

We may change our Privacy Policy from time to time, at our sole discretion. We will not reduce your rights under this Privacy Policy without providing you with prior written notice, and in no instance will any change result in our Privacy Policy being in violation of applicable law. We will post any privacy policy changes on this page and, if the changes are significant, we will provide a more prominent notice as we deem appropriate including, but not limited to, requiring you to review the new version of the Privacy Policy before being able to use the Services again. We will also keep prior versions of this Privacy Policy in an archive for your review.

10. QUESTIONS AND HOW TO CONTACT US

This Privacy Policy, and the practices described herein, are provided by Backyard Pod, Inc. located at PO Box 600 New York, NY 10276. All feedback, comments, requests and other communications relating to this Privacy Policy and associated practices should be directed to: info@backyardpod.com.

Backyard Pod Terms of Use

Effective date: January 30th, 2020

Acceptance of the Terms of Use

These terms of use ("Terms of Use") are entered into by and between you and Backyard Pod, LLC ("Backyard Pod", "Company", "we" or "us"). The following terms and conditions, together with any documents, agreements or policies they expressly incorporate by reference (collectively, these "Terms of Use"), govern your access to and use www.backyardpod.com or any other mobile or web interface now existing or later developed (e.g., mobile sites or mobile applications, collectively, "Online Applications"), including any content and functionality offered on or through www.backyardpod.com or any Online Applications (collectively, the "Website"). The term "you," as used in this these Terms of Use, means any person or entity who accesses or uses the Website.

Please read these Terms of Use carefully before you start to use the Website. By clicking on the "Agree" button below or by using the Website, you accept and agree to be bound and abide by these Terms of Use and our Privacy Policy, found at www.backyardpod.com/privacy-policy, incorporated herein by reference. If you do not want to agree to these Terms of Use or the Privacy Policy, you must not access or use the Website. We may revise or update these Terms of Use from time to time, in our sole discretion, by posting an amended version on the Website and making you aware of the revisions, which may be through posting to the Website or otherwise. Your use of the Service following an update to these Terms of Use (or other acceptance method) is considered acceptance of the updated Terms of Use.

The Website is offered and available to users who are 18 years of age or older. By using the Website, you represent and warrant that you meet the foregoing eligibility requirements. If you do not, you must not access or use the Website. Moreover, the products and services featured on the Website are available only in the United States. You agree not to use or attempt to use any Backyard Pod product or service from outside of the United States or for any illegal or unlawful purpose.

Incorporated Terms

The following additional terms are incorporated into this Agreement as if fully set forth herein:

Our Privacy Policy
Our Terms of Sale
Our Terms of Service
Our Copyright Policy
Our Complaint Policy (including Privacy and Trademark)

Accessing the Website

We reserve the right at any time, and from time to time, to modify, suspend, or terminate the Website, and any service or material we provide on the Website, or any part thereof, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Website is unavailable at any time or for any period.

Intellectual Property Rights

The Website and its entire contents, features and functionality (including but not limited to all information, software, text, displays, images, video and audio, and the design, selection and arrangement thereof), are owned by Backyard Pod, its licensors or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws.

These Terms of Use permit you to use the Website for your personal, non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store or transmit any of the material on our Website except for your personal use. If we provide social media features, such as Facebook, Twitter, Pinterest, or others that are later developed, with certain content, you may take such actions as are enabled by such features. You acknowledge and agree that the use of such social media features may be governed by the terms of use or privacy policy of the relevant social media platform, and that you may also be bound by those terms. Please review the relevant terms before utilizing such social media features.

You must not:

Modify copies of any materials from the Website.
Use any illustrations, photographs, video or audio sequences or any graphics separately from the accompanying text.
Delete or alter any copyright, trademark or other proprietary rights notices from copies of materials from this site.

No right, title or interest in or to the Website or any content on the Website is transferred to you under any circumstances, and all rights not expressly granted are reserved by the Company. Any use of the Website not expressly permitted by these Terms of Use is a breach of these Terms of Use and may violate copyright, trademark and other laws.

We may update the content on the Website from time to time, but its content is not necessarily complete or up-to-date. Any of the content on the Website may be out of date at any given time, and we are under no obligation to update such material.

Trademarks

Backyard Pod, and their respective logos and all related names, logos, product and service names, designs and slogans are trademarks of Backyard Pod or its affiliates or licensors. You must not use such marks without the prior written permission of Backyard Pod. All other names, logos, product and service names, designs and slogans on the Website are the trademarks of their respective owners.

Prohibited Uses

You may use the Website only for lawful purposes and in accordance with these Terms of Use. You agree not to use the Website:

In any way that violates any applicable federal, state, local or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).
For the purpose of exploiting, harming or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information or otherwise.
To send, knowingly receive, upload, download, use or re-use any material which does not comply with the these Terms of Use.
To transmit, or procure the sending of, any advertising or promotional material, including any "junk mail", "chain letter" or "spam" or any other similar solicitation.
To impersonate or attempt to impersonate Backyard Pod, a Backyard Pod employee, another user or any other person or entity (including, without limitation, by using e-mail addresses or screen names associated with any of the foregoing).
To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Website, or which, as determined by us, may harm Backyard Pod or users of the Website or expose them to liability.

Additionally, you agree not to:

Use the Website or any device, software or routine that in any manner that could disable, overburden, damage, or impair the proper working of the Website or interfere with any other party’s use of the Website, including their ability to engage in real time activities through the Website.
Use any robot, spider or other automatic device, process or means to access the Website for any purpose, including monitoring or copying any of the material on the Website.
Introduce any viruses, trojan horses, worms, logic bombs or other material which is malicious or technologically harmful.
Attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of the Website, the server on which the Website is stored, or any server, computer or database connected to the Website.
Attack the Website via a denial-of-service attack or a distributed denial-of-service attack.
Otherwise attempt to interfere with the proper working of the Website.
You will not (a) disclose or make available to third parties any portion of the technology associated with the services or the Website without our prior written consent, (b) copy, decompile, disassemble, reverse engineer, manipulate, modify, or make derivative works of any technology incorporated in the services or the Website.

User Contributions

The Website may contain message boards, chat Backyard Podms, surveys, personal web pages or profiles, forums, bulletin boards and other interactive features (collectively, "Interactive Services") that allow users to post, submit, publish, display or transmit to other users or other persons (hereinafter, "Post") content or materials (collectively, "User Contributions") on or through the Website. You are under no obligation to Post any User Contributions.

However, if you do choose to Post User Contributions, they must all comply with the Content Standards set out in these Terms of Use. Failure to comply with these Content Standard may result in suspension of your usage of, or access to, the Website, or associated services.

Any User Contribution you Post to the site will be considered non-confidential and non-proprietary. By providing any User Contribution on the Website, you grant us and our affiliates and service providers, and each of their and our respective licensees, successors and assigns the irrevocable, royalty-free right to use, reproduce, modify, perform, display, distribute, otherwise disclose to third parties, and create derivative works of any such material, and you acknowledge and agree that such grant of rights is necessary in order for us to properly operate and administer the Website. You are fully and solely responsible for any User Contributions that you Post, submit, share, or contribute.

You represent and warrant that:

You own or control all rights in and to the User Contributions and have the right to grant the license granted above.
All of your User Contributions do and will, for the entire term of your use of the Website or our services, comply with these Terms of Use.
The User Contributions do not contain proprietary or confidential information, we are not under any duty of confidentiality with respect to the Posted material, and that the act of Posting such material does not violate the rights of any third party.
You are not entitled to compensation or attribution of any kind from us in exchange for the User Contributions.
The User Contributions are accurate and true.

Monitoring and Enforcement; Termination

We have the right to:

Remove or refuse to Post any User Contributions for any or no reason in our sole discretion.
Take any action with respect to any User Contribution that we deem necessary or appropriate in our sole discretion, including if we believe that such User Contribution violates the Terms of Use, including the Content Standards, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Website or the public or could create liability for the Company.
Deny all, or some portion, of the Website to any user, in our sole discretion, at any time.
Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Website.

We do not undertake to review all material or User Contributions before they have Posted on the Website, and cannot ensure prompt removal of objectionable material after it has been Posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.

Content Standards

These content standards apply to any and all User Contributions and use of Interactive Services. User Contributions must in their entirety comply with all applicable federal, state, local and international laws and regulations. Without limiting the foregoing, User Contributions must not:

Contain any material which is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory or otherwise objectionable.
Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation or age.
Infringe any patent, trademark, trade secret, copyright or other intellectual property or other rights of any other person.
Violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms of Use and our Privacy Policy.
Be likely to deceive any person.
Promote any illegal activity, or advocate, promote or assist any unlawful act.
Cause annoyance, inconvenience or needless anxiety or be likely to upset, embarrass, alarm, harass, injure, harm, or annoy any other person.
Impersonate any person, or misrepresent your identity or affiliation with any person or organization.
Involve commercial activities or sales, such as contests, sweepstakes and other sales promotions, barter or advertising.
Give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.

No Reliance on Information Posted

The information presented on or through the Website is made available solely for general information purposes. We do not warrant the accuracy, completeness or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Website, or by anyone who may be informed of any of its contents.

The Website may include content provided by third parties, including materials provided by other users, bloggers and third-party licensors, syndicators, aggregators and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by the Company, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of the Company. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.

Information About You and Your Visits to the Website

All information we collect on the Website is subject to our Privacy Policy. By using the Website, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.

Linking to the Website and Social Media Features

You may link to our homepage, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part without our express written consent.

The Website may provide certain social media features that enable you to:

Link from your own or certain third-party websites to certain content on the Website.
Send e-mails or other communications with certain content, or links to certain content, on the Website.
Cause limited portions of content on the Website to be displayed or appear to be displayed on your own or certain third-party websites.

You may use these features solely as they are provided by us solely with respect to the content they are displayed with and otherwise in accordance with any additional terms and conditions we provide with respect to such features. Subject to the foregoing, you must not:

Establish a link from any website that is not owned by you.
Cause the Website or portions of it to be displayed, or appear to be displayed by, for example, framing, deep linking or in-line linking, on any other site.
Link to any part of the Website other than the homepage.
Otherwise take any action with respect to the materials on the Website that is inconsistent with any other provision of these Terms of Use.

You agree to cooperate with us in stopping any unauthorized framing or linking. We reserve the right to withdraw linking permission without notice.

Links from the Website

If the Website contains links to other sites and resources provided by third parties, these links are provided for your convenience and informational purposes only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked to the Website, you do so entirely at your own risk and subject to the terms and conditions of use for such websites. We do not endorse any third party, third-party content, or third-party website, that may appear on, or is accessible through, the Website, or in related services, or that may be derived from the content that may appear on the Website, even if such content was summarized, collected, reformatted, or otherwise edited by us.

Geographic Restrictions

The owner of the Online Applications and Website is based in New York in the United States. We provide the Online Applications for use only by persons located in the United States. We make no claims that the Online Applications are accessible or appropriate outside of the United States. Access to the Website may not be legal by certain persons or in certain countries. If you access the Website from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.

Disclaimer of Warranties and Limitation on Liability

YOUR USE OF THE WEBSITE, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE IS AT YOUR OWN RISK. EXCEPT AS PROHIBITED BY LAW, YOU AGREE AND ACKNOWLEDGE THAT THE ONLINE APPLICATIONS, WEBSITE, CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE ONLINE APPLICATIONS, WEBSITE OR THE SERVICES ARE PROVIDED FOR YOUR CONVENIENCE, "AS IS" AND "AS AVAILABLE", WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED, OR STATUTORY. WE, ALONG WITH OUR AFFILIATES, PARENTS, SUBSIDIARIES, DIRECTORS, OFFICERS, SHAREHOLDERS, MEMBERS, MANAGERS, EMPLOYEES, SUBCONTRACTORS, AGENTS, REPRESENTATIVES, BUSINESS PARTNERS, SUPPLIERS, AND LICENSORS (COLLECTIVELY, THE "RELATED PARTIES"), SPECIFICALLY DISCLAIM ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE, ACCURACY, SUITABILITY, MERCHANTABILITY, PERFORMANCE, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR ANY OTHER WARRANTIES OF ANY KIND IN AND/OR TO THE ONLINE APPLICATIONS, WEBSITE, CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE ONLINE APPLICATIONS, WEBSITE OR THE SERVICES. NO ADVICE OR INFORMATION (ORAL OR WRITTEN) OBTAINED BY YOU FROM US OR ANY RELATED PARTY SHALL CREATE ANY WARRANTY OF ANY KIND.

WE DO NOT WARRANT THAT YOU WILL BE ABLE TO ACCESS OR USE THE ONLINE APPLICATIONS, WEBSITE, CONTENT OR SERVICES AT THE TIMES OR LOCATIONS OF YOUR CHOOSING; THAT THE ONLINE APPLICATIONS, WEBSITE, CONTENT OR SERVICES WILL OPERATE IN AN UNINTERRUPTED OR ERROR-FREE MANNER; THAT DEFECTS WILL BE CORRECTED; THAT DATA TRANSMISSION OR STORAGE IS SECURE OR THAT THE ONLINE APPLICATIONS, WEBSITE, CONTENT OR SERVICES, ARE FREE OF INACCURACIES, MISREPRESENTATIONS, VIRUSES OR OTHER HARMFUL CODE OR COMPONENTS. FURTHER, Backyard Pod DOES NOT REPRESENT THAT THE ONLINE APPLICATIONS, WEBSITE, CONTENT OR SERVICES WILL PREVENT ANY PERSONAL INJURY OR PROPERTY LOSS; OR THAT THE ONLINE APPLICATIONS, WEBSITE, CONTENT OR SERVICES WILL IN ALL CASES PROVIDE ADEQUATE WARNING OR PROTECTION. Backyard Pod DOES NOT REPRESENT, AND YOU ACKNOWLEDGE, THAT THE ONLINE APPLICATIONS, WEBSITE, CONTENT OR SERVICES MAY BE COMPROMISED, INTERRUPTED, CIRCUMVENTED, UNAVAILABLE (FOR A LIMITED OR EXTENDED TIME PERIOD), OR OTHERWISE COMPROMISED INCLUDING, BUT NOT LIMITED TO, AS A RESULT OF SOFTWARE OR EQUIPMENT DESIGNED BY A THIRD PARTY.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL WE, OR ANY RELATED PARTIES, BE LIABLE TO YOU BASED ON OR RELATED TO THE ONLINE APPLICATIONS, WEBSITE, USER CONTRIBUTIONS, CONTENT OR SERVICES, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE, PERSONAL INJURY, AND DEATH), PROPERTY DAMAGE, STRICT LIABILITY OR OTHERWISE, AND SHALL NOT BE RESPONSIBLE FOR ANY LOSSES, DAMAGES, OR EXPENSES (INCLUDING ATTORNEY’S FEES), INCLUDING WITHOUT LIMITATION DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR SPECIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE ONLINE APPLICATIONS, WEBSITE, USER CONTRIBUTIONS, CONTENT OR SERVICES, EVEN IF WE AND/OR RELATED PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Backyard Pod DISCLAIMS ALL LIABILITY OF ANY KIND OF Backyard Pod'S LICENSORS AND SUPPLIERS.

Notwithstanding the foregoing, in the event that a court shall find that the above disclaimers are not enforceable, then you agree that neither we, nor any Related Parties or providers of third-party products and services, shall be liable for (1) any damages in excess $1,000.00 or (2) any indirect, incidental, punitive, special, or consequential damages or loss of use, lost revenue, lost profits or data to you or any third party from your use of the Online Applications, Website, content or services. This limitation shall apply regardless of the basis of your claim or whether or not the limited remedies provided herein fail of their essential purpose. You agree that any payments made by Backyard Pod to you under this paragraph are your sole and exclusive remedy in the event of liability on the part of Backyard Pod.

Indemnification

You agree to defend, indemnify and hold harmless Backyard Pod and Related Parties, and their successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms of Use or your use of the Online Applications, including, but not limited to, your User Contributions, any use of the Online Applications’ content, services and products other than as expressly authorized in these Terms of Use or your use of any information obtained from the Online Applications. THE FOREGOING INDEMNIFICATION OBLIGATIONS MAY NOT BE ENFORCEABLE IN SOME STATES, SO SUCH OBLIGATIONS MAY NOT APPLY TO YOU.

Miscellaneous

Severability. If any provision of these Terms of Use is found for any reason to be unlawful, void or unenforceable, then that provision will be given its maximum enforceable effect, or shall be deemed severable from these Terms of Use and will not affect the validity and enforceability of any remaining provision. When used in these Terms of Use, the word "including" shall mean "including, but not limited to."

Interpretation and Headings. When used in these Terms of Use, the word "including" shall mean "including, but not limited to." The section titles used herein are for convenience of the parties only and shall not be considered in construing the provisions of these Terms of Use. When used in these Terms of Use, (i) the word "including" shall mean "including, but not limited to;" and (ii) the term "sole discretion" shall mean "sole and absolute discretion without any liability."

Relationship of the Parties. The parties agree that no joint venture, partnership, employment, or agency relationship exists between them as a result of these Terms of Use or your use of the products or services. With respect to one another, the parties shall be deemed independent contractors.

Assignment. We may assign our rights under these Terms of Use, in whole or in part, to any person or entity at any time with or without your consent. You may not assign the Terms of Use without our prior written consent, and any unauthorized assignment by you shall be null and void.

No Waiver. Our failure to enforce any provision of these Terms of Use shall in no way be construed to be a present or future waiver of such provision, nor in any way affect the right of any party to enforce each and every such provision thereafter. The express waiver by us of any provision, condition or requirement of these Terms of Use shall not constitute a waiver of any future obligation to comply with such provision, condition or requirement.

Disputes and Arbitration. You agree that any claim or dispute arising out of or relating in any way to your use of the Online Applications or services provided by Backyard Pod, will be resolved solely and exclusively by binding arbitration, rather than in court, except that you may assert claims in small claims court if your claims qualify. The Federal Arbitration Act and federal arbitration law apply to these Terms of Use. The laws of the State of New York shall govern these Terms of Use, and shall be used in any arbitration proceeding. The parties further agree that under no circumstances shall the interpretation of the Terms of Use be construed against the drafter.

BOTH PARTIES HEREBY IRREVOCABLY WAIVE THEIR RIGHT TO A JURY TRIAL. This means there will be no judge or jury in arbitration, and court review of an arbitration award will be limited. However, an arbitrator can award on an individual basis the same damages and relief as a court (including injunctive and declaratory relief or statutory damages), and must follow the terms of these Terms of Use as a court would.

Arbitration under these Terms of Use will be conducted by the American Arbitration Association (AAA) under its rules then in effect. Payment of all filing, administration and arbitrator fees will be governed by the AAA’s rules. The parties hereby agree that the arbitration, and any settlement or resolution thereof shall be considered confidential information. You agree not to disclose or otherwise make this information available to third parties without the prior written consent of Backyard Pod.

Notwithstanding the foregoing, you agree that Backyard Pod may bring suit in court to enjoin infringement or other misuse of intellectual property or other proprietary rights.

To the extent arbitration does not apply, you agree that any dispute arising out of or relating to the Online Applications or services, or to Backyard Pod, may only be brought by you in a state or federal court located in New York, New York. YOU HEREBY WAIVE ANY OBJECTION TO THIS VENUE AS INCONVENIENT OR INAPPROPRIATE, AND IRREVOCABLY AGREE TO EXCLUSIVE JURISDICTION AND VENUE IN NEW YORK, NEW YORK.

The parties agree that the interpretation of the Terms of Use shall not be construed against the drafter for any reason.

Force Majeure. Backyard Pod will not be liable for any failure to discharge its obligations under these Terms of Use due to strikes, accidents, fires, or shutdowns of its manufacturing plant or plants supplying it or other contingencies beyond the control of Backyard Pod, including those arising out of or in connection with, due to, or caused in whole or in part by emergency conditions.

Time Limitation of Actions. All claims, actions or proceedings against Backyard Pod must be commenced in court within one (1) year after the cause of action has accrued, without judicial extension of time, or such claim, action or proceeding is barred. The time period in this paragraph must be complied with strictly.

Notice. Unless otherwise expressly provided herein, (i) all notices required to be given to Backyard Pod shall be deemed to have been duly given if in writing and mailed by regular mail, postage prepaid, or overnight delivery, by a reputable, national overnight delivery service to Backyard Pod's then current principal place of business and (ii) all notices required to be given to Subscriber shall be deemed to have been duly given if in writing and sent to the e-mail address Subscriber provided to Backyard Pod.

Equitable Remedies. You hereby agree that we would be irreparably damaged if the terms of these Terms of Use were not specifically enforced, and therefore you agree that we shall be entitled, without bond, other security, or pBackyard Podf of damages, to appropriate equitable remedies with respect to breaches of these Terms of Use, in addition to such other remedies as we may otherwise have available to us under applicable laws.

Entire Agreement. These Terms of Use, including the documents expressly incorporated by reference, constitutes the entire agreement between you and us with respect to your use of the products and services, and supersedes all prior or contemporaneous communications, whether electronic, oral or written.

Order of Precedence. For the avoidance of doubt, these Terms of Use govern your use of the Online Applications and the Website. In the event of a direct conflict between the terms of these Terms of Use and the Terms of Service or the Terms of Sale, the following shall control in the following order of precedence: (i) the Terms of Service; (ii) either (a) these Terms of Use, for any provisions related to use of Online Applications and the Website; or (b) the Terms of Sale, for any provisions related to purchases of the System or other Backyard Pod products (as applicable); and (iii) these Terms of Use, for any provision not controlled by the Terms of Service or Terms of Sale (as applicable) pursuant to the above. Any capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Terms of Service or Terms of Sale (as applicable).

Your Comments and Concerns

The Online Applications are operated by Backyard Pod, Inc. located at PO Box 600 New York, NY 10276. All feedback, comments, requests for technical support and other communications relating to the Online Applications should be directed to: info@backyardpod.com.

Copyright Policy

If you believe in good faith that any material posted on or through our Online Applications infringes the copyright in your work, please contact our copyright agent, designated under the Digital Millennium Copyright Act ("DMCA") (17 U.S.C. §512(c)(3)), with correspondence containing the following:

A physical or electronic signature of the owner, or a person authorized to act on behalf of the owner, of the copyright that is allegedly infringed;
Identification of the copyrighted work claimed to have been infringed;
Identification, with information reasonably sufficient to allow its location of the material that is claimed to be infringing;
Information reasonably sufficient to permit us to contact you;
A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

You acknowledge that if you fail to comply with all of the requirements of this policy, your DMCA notice may not be valid. For any questions regarding this procedure, or to submit a complaint, please contact our designated DMCA Copyright Agent:

Attn: CEO/Copyright Agent

Backyard Pod LLC

PO Box 600

New York, NY 10276

Email: info@backyardpod.com

Complaint Policy (Including Trademark and Privacy)

If you believe in good faith that any material posted on the Online Applications infringes any of your rights other than in copyright, or is otherwise unlawful, you must send a notice to info@backyardpod.com, containing the following information:

Your name, physical address, e-mail address and phone number;
A description of the material posted on the Online Applications that you believe violates your rights or is otherwise unlawful, and which parts of said materials you believe should be remedied or removed;
Identification of the location of the material on the Online Applications;
If you believe that the material violates your rights, a statement as to the basis of the rights that you claim are violated;
If you believe that the material is unlawful or violates the rights of others, a statement as to the basis of this belief;
A statement under penalty of perjury that you have a good faith belief that use of the material in the manner complained of is not authorized and that the information you are providing is accurate to the best of your knowledge and in good faith; and
Your physical or electronic signature.

If we receive a message that complies with all of these requirements, we will evaluate the submission, and if appropriate, in our sole discretion, we will take action. We may disclose your submission to the poster of the claimed violative material, or any other party.

Backyard Pod Terms of Sale

Effective date: January 30th, 2020

Please review these terms of sale ("Terms of Sale") carefully as these terms govern your purchase of the products, devices, hardware, and/or equipment in your order ("the System") from Backyard Pod, LLC ("Backyard Pod", "we" or "us") and set out your rights and obligations with respect to your purchases, including important limitations and exclusions, such as those contained in our product warranties. These are the Terms of Sale under which we are willing to provide you with the System. Please be certain that you understand them. If you do not agree to these Terms of Sale, you should not purchase and may not use the System.

Incorporated Terms

The following additional terms are incorporated into these Terms of Sale as if fully set forth herein:

Our Privacy Policy
Our Terms of Service
Our Terms of Use
Our Copyright Policy
Our Complaint Policy (including Privacy and Trademark)

Eligibility

In order to purchase a System from us, you must be at least eighteen (18) years old, a resident of the United States, and making the purchase for your own personal use. No sales to distributors, resellers, or dealers are permitted through our website. You agree not to use, or attempt to use, our System or any Backyard Pod product or service except as authorized, and in no event from outside of the United States.

Services Requiring a Subscription or Activation

Backyard Pod may offer services that can be used with your System, depending on your purchase ("Services"). Default member services are Services which are included automatically with your purchase of a particular System ("Default Membership Services"). Unless a Service is a Default Membership Service, it will only be provided to you upon your activation or subscription to such Services, and may require you to pay additional fees ("Membership Services"). Membership Services may include but are not limited to: emergency dispatch services, motion-detected alerts, location-based arm/disarm functionality, and cloud-based video recording and storage. Activation of Membership Services can be done through the Backyard Pod mobile app, or by calling Backyard Pod Customer Support. Delineation of the services that are and are not provided in connection with your purchase of the System can be found on the Backyard Pod website. Any Services including, but not limited to, emergency dispatch services are provided in accordance with Backyard Pod’s Terms of Service which can be found online at www.backyardpod.com/pages/terms-of-service. You hereby agree and acknowledge that the functionality of the System and Services are contingent upon sufficient connectivity (to power and for communication purposes, e.g. internet and/or phone lines) and power.

By clicking the "Agree" button below or using the System, you agree that you have read these Terms of Sale and are legally bound by these Terms of Sale, including the disclaimers, limitations of liability and indemnity obligations below. We may revise or update these Terms of Sale from time to time in our sole discretion by posting an amended version on our website and making you aware of the revisions, which may be through posting to our website or otherwise. Purchasing an additional System, exercising your rights with respect to a purchased System, or performing an obligation herein following an update to these Terms of Sale (or other acceptance method) is considered acceptance of the updated Terms of Sale.

License to Embedded Software

You are hereby granted a limited, non-exclusive, revocable, non-transferable, non-sublicensable license to use the software embedded within any Backyard Pod System in connection with the product in which it is embedded only, and may not modify, distribute, copy or reverse engineer such software. All rights with respect to such software not licensed to you hereunder are fully reserved by Backyard Pod and/or its licensors.

Installation Notice

If you purchase a System that includes smoke detectors or carbon monoxide detectors, or if you later add such devices to your System, there may be specific requirements or standards for the installation and location of such detectors. It is strongly recommended that you contact your local government agency having jurisdiction over, or consult a qualified professional to assist in, the installation, maintenance, and location of such detectors. You have sole responsibility for complying with any and all codes, laws and standards that may apply to the installation, placement, and maintenance of the System.

You understand that Backyard Pod does not provide any installation, maintenance or repair services for the System.

Payment

At checkout, the you are charged for your order will reflect the price of the products in your order plus any applicable sales tax and shipping charges, less any discounts offered. Backyard Pod reserves the right to change prices for products offered at any time, and does not provide price protection or refunds in the event of a price drop or promotional offering. You are responsible for all applicable sales, use, excise, and other taxes as applicable to the delivery address and in effect at the time of purchase. Backyard Pod has the right to collect any tax it believes it is obligated to collect and shall charge any such taxes to your payment method.

In the event a product is listed at an incorrect price, we shall have the right to refuse or cancel any orders placed for product listed at the incorrect price, even if the orders have been confirmed and/or your payment method has been charged. If you have already been charged for the purchase and your order is canceled, we shall timely issue a credit to your account associated with your form of payment in the amount of the incorrect price.

Backyard Pod currently accepts payment by credit cards, debit cards, and gift cards authorized by Backyard Pod ("Gift Cards"). For credit card purchases, we reserve the right to obtain a pre-approval from the credit card company for an amount up to the amount of the order, and billing may occur either immediately, or when the order is shipped. We currently accept American Express, Visa, and MasterCard, and unfortunately cannot accept these cards if issued outside the United States. If a debit card or check card is being used, daily spending limits may prevent the processing of your order.

Gift Cards are for website purchases only. Sales tax will not be charged when the Gift Card is purchased. Gift Cards may not be used to purchase other Gift Cards. If a Gift Card is used for a transaction, the amount is deducted from your Gift Card at the time of purchase. If your Gift Card has insufficient funds for the amount of the order, a credit card or debit card will be required to pay the balance before the transaction is completed.

Shipping

Delivery will be by common carrier EXW a destination designated by you when placing your order (Incoterms 2010). You assume sole risk of loss or destruction to the System during shipment. You agree that title for any System purchased shall pass to you when such System is made available to the common carrier at Backyard Pod’s facility for delivery. You agree that Backyard Pod has no responsibility to carry or arrange for cargo or other insurance coverage on the System or covering risks related to shipping and delivery of the System. You are responsible for providing a secure and safe location, and sufficient and clear instructions, for delivery of the System. You are responsible for inspecting the System for any damage or other issues upon delivery, and you shall have five (5) days from the date of delivery for such an inspection. The System will be deemed automatically and irrevocably accepted after the inspection period.

Disclaimer and Limitation of Liability

EXCEPT AS PROHIBITED BY LAW, YOU AGREE AND ACKNOWLEDGE THAT THE SERVICES ARE PROVIDED FOR YOUR CONVENIENCE, "AS IS" AND "AS AVAILABLE", WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED, OR STATUTORY. WE, ALONG WITH OUR AFFILIATES, PARENTS, SUBSIDIARIES, DIRECTORS, OFFICERS, SHAREHOLDERS, MEMBERS, MANAGERS, EMPLOYEES, SUBCONTRACTORS, AGENTS, REPRESENTATIVES, BUSINESS PARTNERS, SUPPLIERS, AND LICENSORS (COLLECTIVELY, THE "RELATED PARTIES"), SPECIFICALLY DISCLAIM ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE, ACCURACY, SUITABILITY, MERCHANTABILITY, PERFORMANCE, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR ANY OTHER WARRANTIES OF ANY KIND IN AND/OR TO THE SYSTEM. NO ADVICE OR INFORMATION (ORAL OR WRITTEN) OBTAINED BY YOU FROM US OR ANY RELATED PARTY SHALL CREATE ANY WARRANTY OF ANY KIND.

YOU HEREBY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE SYSTEM IS AT YOUR SOLE RISK. WE DO NOT WARRANT THAT YOU WILL BE ABLE TO ACCESS OR USE THE SYSTEM AT THE TIMES OR LOCATIONS OF YOUR CHOOSING; THAT THE SYSTEM WILL OPERATE IN AN UNINTERRUPTED OR ERROR-FREE MANNER; THAT DEFECTS WILL BE CORRECTED; THAT DATA TRANSMISSION OR STORAGE IS SECURE OR THAT THE SYSTEM, IS FREE OF INACCURACIES, MISREPRESENTATIONS, VIRUSES OR OTHER HARMFUL CODE OR COMPONENTS. FURTHER, Backyard Pod DOES NOT REPRESENT THAT THE SYSTEM WILL PREVENT ANY PERSONAL INJURY OR PROPERTY LOSS; OR THAT THE SYSTEM WILL IN ALL CASES PROVIDE ADEQUATE WARNING OR PROTECTION. Backyard Pod DOES NOT REPRESENT, AND YOU ACKNOWLEDGE, THAT THE SYSTEM MAY BE COMPROMISED, INTERRUPTED, CIRCUMVENTED, UNAVAILABLE (FOR A LIMITED OR EXTENDED TIME PERIOD), OR OTHERWISE COMPROMISED INCLUDING, BUT NOT LIMITED TO, AS A RESULT OF EQUIPMENT DESIGNED BY A THIRD PARTY.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, AND EXCEPT FOR BREACHES OF CONFIDENTIALITY OBLIGATIONS, GROSS NEGLIGENCE, OR INTENTIONAL MISCONDUCT, IN NO EVENT SHALL WE, OR ANY RELATED PARTIES BE LIABLE TO YOU BASED ON OR RELATED TO THE SYSTEM, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE, PERSONAL INJURY, AND DEATH), PROPERTY DAMAGE, STRICT LIABILITY OR OTHERWISE, AND SHALL NOT BE RESPONSIBLE FOR ANY LOSSES, DAMAGES, OR EXPENSES (INCLUDING ATTORNEY’S FEES), INCLUDING WITHOUT LIMITATION DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR SPECIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH ACCESS TO OR USE OF THE SYSTEM, OR ARISING FROM SYSTEM COMPONENTS MANUFACTURED AND/OR SUPPLIED BY THIRD PARTIES, EVEN IF WE AND/OR RELATED PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Notwithstanding the foregoing, in the event that a court shall find that the above disclaimers are not enforceable, then you agree that neither we nor any Related Parties shall be liable for (1) any damages in excess of the purchase price of the specific components of the System from which the damages arose from or relate to or (2) any indirect, incidental, punitive, special, or consequential damages or loss of use, lost revenue, lost profits or data to you or any third party from your use of the System. This limitation shall apply regardless of the basis of your claim or whether or not the limited remedies provided herein fail of their essential purpose. You agree that any payments made by Backyard Pod to you under this paragraph are your sole and exclusive remedy in the event of liability on the part of Backyard Pod.

Insurance

THE PRICE OF THE SYSTEM IS UNRELATED TO THE VALUE OF PROPERTY LOCATED ON OR NEAR THE PREMISES AT WHICH THE SYSTEM IS LOCATED. NO PORTION OF THE PURCHASE PRICE IS FOR INSURANCE OR SHALL BE DEEMED OR CONSIDERED INSURANCE PREMIUMS. YOU ACKNOWLEDGE AND AGREE THAT Backyard Pod IS NOT AN INSURER AND SHALL NOT PROVIDE INSURANCE COVERAGE AGAINST ANY LOSSES, AS DEFINED BELOW. AT A MINIMUM, YOU SHALL HAVE ANY INSURANCE POLICIES (AND IN SUCH AMOUNTS) AS MAY BE REQUIRED BY LAW. TO THE EXTENT YOU WISH TO HAVE ANY OTHER INSURANCE COVERAGE FOR LOSSES, AS DEFINED ABOVE, IT IS YOUR RESPONSIBILITY TO PROCURE AND MAINTAIN SEPARATE INSURANCE POLICIES FROM AN INSURANCE COMPANY OR COMPANIES, SOLELY AT YOUR COST AND EXPENSE, FOR COVERAGE AGAINST ALL LOSS, DAMAGE, OR EXPENSE, INCLUDING ALL PROPERTY DAMAGE, PERSONAL INJURY (INCLUDING DEATH), ECONOMIC LOSSES OR ANY OTHER FORM OF LOSS, DAMAGE OR EXPENSE (COLLECTIVELY, "LOSSES"), AND INCLUDING BUT NOT LIMITED TO THOSE ARISING OUT OF OR IN CONNECTION WITH, DUE TO, OR CAUSED IN WHOLE OR IN PART BY (I) THESE TERMS OF SALE, INCLUDING ANY BREACH OF ANY REPRESENTATION, WARRANTY, COVENANT OR OBLIGATION ARISING HEREUNDER (II) THE SYSTEM, (III) THE ACTIVE OR PASSIVE SOLE, JOINT OR SEVERAL NEGLIGENCE OF ANY KIND OR DEGREE, (IV) THE IMPROPER OPERATION OR NON-OPERATION OF THE SYSTEM, (V) BREACH OF CONTRACT, EXPRESS OR IMPLIED, WHICH OCCURS BEFORE OR AFTER THE SIGNING OF THESE TERMS OF SALE (VI) BREACH OF WARRANTY, EXPRESS OR IMPLIED, (VII) PRODUCT OR STRICT LIABILITY (VIII) LOSS OR DAMAGE TO OR MALFUNCTION OF FACILITIES NECESSARY TO OPERATE THE SYSTEM, TRANSMIT ANY SIGNAL TO OR RECEIVE SIGNALS AT ANY MONITORING FACILITY, (X) A CLAIM FOR SUBROGATION, INDEMNIFICATION OR CONTRIBUTION, OR (XI) A VIOLATION OF ANY APPLICABLE CONSUMER PROTECTION LAW OR ANY OTHER THEORY OF LIABILITY OR ALLEGED FAULT ON THE PART OF ANY Backyard Pod PARTY, AS DEFINED ABOVE (COLLECTIVELY, THE "COVERED CLAIMS"). YOUR RECOVERY FOR ANY LOSS, AS DEFINED ABOVE, SHALL BE LIMITED TO THE INSURANCE YOU PURCHASE SEPARATELY FROM AN INSURANCE COMPANY, IF ANY.

Release of Insured Losses; Waiver of Subrogation. You release all Related Parties 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 any Related Party for money paid to you or on your behalf.

Indemnification

You agree to indemnify, defend, and hold harmless Backyard Pod and Related Parties and their successors and assigns from and against all losses, damages, liabilities, settlements, judgments, demands, fines, penalties, awards, costs, and expenses (including reasonable attorneys’ fees and court costs) for any third-party claims, actions, suits, or proceedings arising out of or in connection with: a breach of these Terms of Sale; or applicable PO; grossly negligent acts, or willful misconduct relating to these Terms of Sale by you, or a party acting at your direction or under your control (each an "Indemnifiable Claim"). The duty to defend arises upon the assertion of an Indemnifiable Claim or demand the subject of which is a Indemnifiable Claim, against Backyard Pod and does so regardless of whether Backyard Pod has been found liable or whether Backyard Pod has incurred any expense.

Privacy

Please refer to Backyard Pod's privacy policy at www.backyardpod.com/privacy-policy for important information about our collection, use and sharing of your personal information.

Miscellaneous

Severability. If any provision of these Terms of Sale is found for any reason to be unlawful, void or unenforceable, then that provision will be given its maximum enforceable effect, or shall be deemed severable from these Terms of Sale and will not affect the validity and enforceability of any remaining provision. When used in these Terms of Sale, the word "including" shall mean "including, but not limited to."

Interpretation and Headings. When used in these Terms of Sale, the word "including" shall mean "including, but not limited to." The section titles used herein are for convenience of the parties only and shall not be considered in construing the provisions of these Terms of Sale. When used in these Terms of Sale, (i) the word "including" shall mean "including, but not limited to;" and (ii) the term "sole discretion" shall mean "sole and absolute discretion without any liability."

Relationship of the Parties. The parties agree that no joint venture, partnership, employment, or agency relationship exists between them as a result of these Terms of Sale or your use of the System. With respect to one another, the parties shall be deemed independent contractors.

Assignment. We may assign our rights under these Terms of Sale, in whole or in part, to any person or entity at any time with or without your consent. You may not assign the Terms of Sale without our prior written consent, and any unauthorized assignment by you shall be null and void.

No Waiver. Our failure to enforce any provision of these Terms of Sale shall in no way be construed to be a present or future waiver of such provision, nor in any way affect the right of any party to enforce each and every such provision thereafter. The express waiver by us of any provision, condition or requirement of these Terms of Sale shall not constitute a waiver of any future obligation to comply with such provision, condition or requirement.

Disputes and Arbitration. You agree that any claim or dispute arising out of or relating in any way to your use of the System, or any Service provided by Backyard Pod, will be resolved solely and exclusively by binding arbitration, rather than in court, except that you may assert claims in small claims court if your claims qualify. The Federal Arbitration Act and federal arbitration law apply to these Terms of Sale. The laws of the State of New York shall govern these Terms of Sale, and shall be used in any arbitration proceeding. The parties further agree that under no circumstances shall the interpretation of the Terms of Sale be construed against the drafter.

Arbitration under these Terms of Sale will be conducted by the American Arbitration Association (AAA) under its rules then in effect. Payment of all filing, administration and arbitrator fees will be governed by the AAA’s rules. The parties hereby agree that the arbitration, and any settlement or resolution thereof shall be considered confidential information. You agree not to disclose or otherwise make this information available to third parties without the prior written consent of Backyard Pod.

Notwithstanding the foregoing, you agree that Backyard Pod may bring suit in court to enjoin infringement or other misuse of intellectual property or other proprietary rights.

To the extent arbitration does not apply, you agree that any dispute arising out of or relating to the Services, or to Backyard Pod, may only be brought by you in a state or federal court located in New York, New York. YOU HEREBY WAIVE ANY OBJECTION TO THIS VENUE AS INCONVENIENT OR INAPPROPRIATE, AND IRREVOCABLY AGREE TO EXCLUSIVE JURISDICTION AND VENUE IN NEW YORK, NEW YORK.

The parties agree that the interpretation of the Terms of Sale shall not be construed against the drafter for any reason.

Force Majeure. Backyard Pod will not be liable for any failure to discharge its obligations under these Terms of Sale due to strikes, accidents, fires, or shutdowns of its manufacturing plant or plants supplying it or other contingencies beyond the control of Backyard Pod, including those arising out of or in connection with, due to, or caused in whole or in part by emergency conditions.

Equitable Remedies. You hereby agree that we would be irreparably damaged if the terms of these Terms of Sale were not specifically enforced, and therefore you agree that we shall be entitled, without bond, other security, or pBackyard Podf of damages, to appropriate equitable remedies with respect to breaches of these Terms of Sale, in addition to such other remedies as we may otherwise have available to us under applicable laws.

Entire Agreement. These Terms of Sale, including the documents expressly incorporated by reference, constitutes the entire agreement between you and us with respect to the System, and supersedes all prior or contemporaneous communications, whether electronic, oral or written.

Order of Precedence. For the avoidance of doubt, these Terms of Sale govern your purchase of the System or other Backyard Pod products. In the event of a direct conflict between the terms of these Terms of Sales and the Terms of Service or the Terms of Use, the following shall control in the following order of precedence: (i) the Terms of Service; (ii) either (a) the Terms of Use, for any provisions related to use of Online Applications and the Website; or (b) these Terms of Sale, for any provisions related to purchases of the System or other Backyard Pod products (as applicable); and (iii) these Terms of Sale, for any provision not controlled by the Terms of Service or Terms of Use (as applicable) pursuant to the above. Any capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Terms of Service or Terms of Use (as applicable).

Your Comments and Concerns

The System is offered and operated by Backyard Pod, Inc. located at PO Box 600 New York, NY 10276. All feedback, comments, requests for technical support and other communications relating to the System or the sale of products or services should be directed to: info@backyardpod.com.

Backyard Pod Terms of Service

Effective date: January 30th, 2020

These terms of service (the "Agreement") are entered into by and between you or the "Subscriber") and Backyard Pod, LLC ("Backyard Pod", "we", or "us"). These are the terms under which we are willing to provide you with the Service (as defined below). Please be certain that you review them carefully and understand them. If you do not agree to these terms and conditions, you may not use or access Backyard Pod’s Service.

Incorporated Terms

The following additional terms are incorporated into this Agreement as if fully set forth herein:

Our Privacy Policy
Our Terms of Sale
Our Terms of Use
Our Copyright Policy
Our Complaint Policy (including Privacy and Trademark)

Eligibility

In order to receive Backyard Pod’s Service, you must be at least eighteen (18) years old, a resident of the United States, and requesting access to, or use of, the Backyard Pod Service for your own personal use. By using the Service, you represent and warrant that you meet the foregoing requirements. You agree not to use, or attempt to use, our Service or any Backyard Pod product or System except as authorized, and in no event from outside of the United States.

Some parts of the Service may not be available to the general public, and we may impose additional eligibility rules from time to time on those portions of the Service. We reserve the right to amend or eliminate these eligibility requirements at any time.

By requesting use, registering to use, and/or using the Service, you represent and warrant that you have the right, authority, and capacity to enter into this Agreement, and that you commit to abide by all the terms and conditions herein.

By clicking the "Agree" button below or using any of the Services, you agree that you have read this Agreement and are legally bound by this Agreement, including the disclaimers, limitations of liability and indemnity obligations below. We may revise or update this Agreement from time to time in our sole discretion by posting an amended version on our website and making you aware of the revisions, which may be through posting to our website or otherwise. Prior to making any material changes to the terms of this Agreement, we will provide you reasonable written notice in advance of such change(s). Your use of the Service following an update to this Agreement (or other acceptance method) is considered acceptance of the updated terms and conditions herein.

Definitions

In this Agreement, "System" means the products, devices, hardware, and/or equipment that you have purchased from Backyard Pod; "Services" mean the services you are eligible to receive as a result of the System you purchased ("Default Membership Services"), or that you have elected to receive from Backyard Pod subject to additional fees and conditions ("Membership Services") including, but not limited to, any Emergency Dispatch Services (as described below), Video-Related Services (as described below), the access to and use of the software or subscription services that may be downloaded to your smartphone, computer, or tablet to access Services remotely ("Application" or "App"), and the customer support Services provided by Backyard Pod in support of any of the foregoing; "Premises" means the premises at which the System is located. The term "you," as used in this Agreement, means any person or entity who accesses or uses the Services and any person or entity who creates an account and accepts this Agreement and accesses or uses the Services, including any person granted access to the Services by you. "Content" means graphics, text, information, links, profiles, audio, photos, images, software, music, sounds, video, comments, messages or tags, a person’s likeness, biometric information, or similar materials.

Services

To use the Services, you must register for an account with Backyard Pod ("Account") and provide certain information about yourself as prompted by the registration form.

Emergency Dispatch Services

You may have the option to select "Emergency Dispatch Services" as part of the Services that we provide to you. If your selected Services include Emergency Dispatch Services (for example, if you select a service referred to as "Professional Monitoring"), Emergency Dispatch Services shall be provided in accordance with this Agreement and consist solely of monitoring facility personnel contacting the governmental authorities ("Authorities"), other persons identified by you ("Responsible Parties"), or any company that provides on-site response services ("Third Party Responders"), upon the receipt of signals from your System reporting specific conditions ("Listed Codes") at the Premises. We shall provide Emergency Dispatch Services only for Listed Codes. Our obligation to provide Emergency Dispatch Services shall be fully satisfied by monitoring facility personnel contacting, or making reasonable efforts to contact, the Authorities, Responsible Parties, or Third Party Responders, or by leaving a voicemail or similar type message with the Authorities, Responsible Parties, or Third Party Responders. Emergency Dispatch Services are intended to reduce the risk of a burglary, robbery or other events occurring at the Premises, but are not a guarantee such events will not occur, or that personal injury or property loss will be prevented or reduced as a result. Such service may be useful, for example, in situations where you would want a faster response time than the Authorities can provide, or if the Premises are located in a jurisdiction in which the applicable Authorities will not respond to alarm signals without prior verification of an actual alarm event. Regardless of the situation, you acknowledge and agree that, upon receipt of signals from your System, the monitoring facility will not contact or attempt to contact, nor have any obligation to contact, any Third Party Responder unless you have previously requested that we provide such service and we have agreed in writing to do so.

Consent to Communicate. The Emergency Dispatch Services may require that we communicate with the Responsible Parties or Third Party Responders (as applicable). Our communication may take different forms, including a live operator telephone call, a pre-recorded telephone message using an auto-dialer, an SMS or other form of text message, or some other form of electronic communications. We will communicate with a Responsible Party or Third Party Responder (as applicable) at the telephone number you provide us, including any mobile phone number or residential landline number. You will (i) inform the Responsible Parties or Third Party Responder (as applicable) that we will communicate with them at such numbers; and (ii) obtain permission from the Responsible Parties or Third Party Responder (as applicable) that we may communicate with them at these telephone numbers. You will indemnify, defend and hold us harmless (without any condition that we first pay) for any Losses (as defined below), including our reasonable attorneys' fees, arising out of or in connection with, due to or caused in whole or in part by, any claims asserted against us in connection with or as a result of our communications with any of the Responsible Parties or Third Party Responder (as applicable).

IF YOUR SERVICES INCLUDE EMERGENCY DISPATCH SERVICES AS DESCRIBED BELOW, 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 SYSTEM (THE "TRIAL PERIOD") TO PRACTICE USING THE SYSTEM. YOU AGREE THAT DURING THE TRIAL PERIOD WE HAVE NO OBLIGATION TO, AND WILL NOT, NOTIFY ANY AUTHORITIES, RESPONSIBLE PARTIES OR ANY THIRD PARTY RESPONDER OR TAKE ANY OTHER ACTION, EXCEPT TO NOTIFY YOU VIA THE APP, 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 TRIAL 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 DISPLAYS AS "ACTIVE" AND NOT "TRIAL MODE" IN YOUR APP.

Contact of Emergency-Related Services. You agree that if, as a result of the receipt of a notification from us or your System, you contact any emergency-related service, (e.g. by dialing 911, or by any other means, including through the use of the Service or the App), you are doing so on your own volition and agree to release all Related Parties (as defined below) on your behalf and on behalf of all others who make claims under this Agreement from all costs, fines, losses, or damages arising in whole or in part from your contacting the emergency-related service.

Alarm Verification Prior to Dispatch. Upon receipt of a Listed Code and before calling any Authorities, Responsible Parties, or any Third Party Responders, the monitoring facility’s personnel may, in their sole discretion, take any one, or more, of the following steps in an attempt to verify the need to report the Listed Code to the Authorities, Responsible Parties, or Third Party Responders, (collectively, the "Alarm Verification Steps"): (i) call or attempt to call the Premises; (ii) if we have access to Real-Time Services or Recorded Services, receive, retrieve, and/or review video from the System or our servers; (iii) intercept or retrieve and listen to oral communications or other audio from the System; or (iv) undertake such other reasonable steps to verify the need to report the Listed Code. Following any one or more of the Alarm Verification Steps, monitoring facility personnel may, in their sole discretion, determine to report (or not report) a Listed Code to the Authorities, Responsible Parties, or Third Party Responders. In addition, if monitoring facility personnel are unable to verify the need to report a Listed Code, monitoring facility personnel shall have no obligation to report such Listed Code to the Authorities, Responsible Parties, or Third Party Responders. Furthermore, monitoring facility personnel shall have no obligation to review or monitor any audio or video from the System for any time that is not immediately before or after receipt of a Listed Code.

Alarm Cancellation. Upon receipt of any current cancellation code entered in accordance with the user manual for the System or oral advice (confirmed by security answer) to disregard the receipt of a Listed Code, monitoring facility personnel may, in their sole discretion, determine not to report a Listed Code to the Authorities, Responsible Parties, or Third Party Responders.

Video-Related Services

"Video-Related Services" consists solely of the following: (i) verification of alarm events by monitoring facility personnel in connection with the Emergency Dispatch Services to be provided above, if any ("Verification Services") using audio and video received from the System, (ii) real-time access to video and audio from the System through the Application ("Real-Time Services") and (iii) storage and retrieval through the Application of recorded video and audio stored on our servers, which storage shall be limited, and subject to our Privacy Policy, to change, and either (a) in accordance with the terms of the plan you selected, or (b) if you did not select a plan that provides for terms regarding storage, at our discretion ("Recorded Services"). Verification Services are intended to assist you and any permitted monitoring facility personnel to verify an alarm event at the Premises, not to reduce or eliminate any risk of loss. The Verification Services are provided and shall be used by you solely for the verification of alarm events at the Premises and no other purpose. Monitoring facility personnel will not have access to the Real-Time Services or Recorded Services unless (1) you have granted monitoring facility personnel such access through the Application and (2) such video and audio is received at the monitoring facility in connection with the Emergency Dispatch Services. You consent to our posting alarm events and other status reports in connection with the Service on the Application. None of the Video-Related Services are intended to replace alarm monitoring services or to detect or prevent unauthorized intrusion onto the Premises or any other emergency condition, including fire, smoke, carbon monoxide, medical emergencies or water damage. You shall ensure appropriate internet, telephonic, or other, connectivity to permit the transmission of video, audio, and Listed Codes from your System to us and any permitted monitoring facility. You shall instruct all persons who may use any Video-Related Services or the System of any limitations with respect to the Video-Related Services or the System. You shall comply with the provisions of the section of this Agreement titled "Consent to Recording" herein with respect to the use of the Video-Related Services and the System.

Lawful Recording of Video and Audio; Required Connectivity. Depending on where the Premises are located, it may be unlawful to record video or audio, and any such recording may also violate an individual's rights, including their privacy rights. You agree and acknowledge that you shall not use any of the Video-Related Services, or permit the use of any of the Video-Related Services, for any unlawful purpose or in any manner that violates or infringes upon a third party’s rights. You also shall take all steps necessary to alert individuals at the Premises of the possibility of recording video or audio. You shall instruct all persons who may use any Video-Related Services or the System of any limitations, including those imposed by applicable law, with respect to the Video-Related Services or the System. You shall comply with the provisions of the section of this Agreement titled "Consent to Recording" herein with respect to the use of the Video-Related Services and the System.

Consent to Recording. Applicable laws may prohibit the interception and recording of telephone calls, other oral communications by electronic means, and other audio and/or video, including the Services that we offer through the System at the Premises. You hereby consent, and represent that you may provide consent on behalf of any other person contacting Backyard Pod or the monitoring facility, or whose communication is received from the System, whether by Backyard Pod or the monitoring facility (collectively, "Users"), to the interception, recording, disclosure and use of the contents of any telephone call, other oral communications or video in connection with the Services. In addition, you shall notify all Users with respect to any such interception, recording, disclosure or use. YOU SHALL NOT INTERCEPT OR RECORD ANY ORAL COMMUNICATION OF ANY PERSON WITHOUT HAVING SUCH PERSON'S PERMISSION TO DO SO. Please refer to the Backyard Pod Privacy Policy at http://www.backyardpod.com/privacy-policy for important information regarding our recording of audio or video.

Third-Party Products, Applications and Services. From time to time, Backyard Pod may provide the opportunity for you to interface the Backyard Pod System, Services, Application, Account, website or other Backyard Pod product, service, functionality or service element to one or more third-party products, services or applications (collectively, "Third-Party Products and Services"). You can decide what Third-Party Products and Services with which you would want to interface. Your explicit written consent and authorization is required for such an interface, which may be revoked or disabled by you at any time. Once your consent is given for a particular Third-Party Product and Service, you agree that Backyard Pod may exchange information and control data regarding you and your products, including your personal information, in order to enable the interface to the Third-Party Products and Services you have authorized. Once this information is shared with the particular Third-Party Product and Service, its use will be governed by the third party's privacy policy and not by Backyard Pod's Privacy Policy, and it may not be possible to retrieve the information from the third party once shared. You acknowledge and agree that Backyard Pod makes no representation or warranty about the quality or safety of any Third-Party Products or Services or the interface with Product and Services and that the use or performance of the Third-Party Products or Services shall be subject to the third party's terms of service or like terms. Accordingly, Backyard Pod is not responsible for your use of any Third-Party Product or Service or any personal injury, death, property damage (including, without limitation, to your home), or other harm or losses arising from or relating to your use of any Third-Party Products or Services. You also acknowledge and agree that Backyard Pod will not be responsible for recovering information shared with Third-Party Products and Services at your direction, or liable in any way for the third party’s acts or omissions with respect to your information. You should contact the third party with any questions about their Third-Party Products and Services.

Updates to Services. Backyard Pod may from time to time develop patches, updates, upgrades or other modifications ("Updates") to ensure proper function, or to improve the performance, of the Services or the Application. It is critical to ensure continued functionality of the Services, System, and/or Application that you install these Updates immediately. Failing to install updates may lead to unreported alarms, false alarms, and other undesired outcomes. YOU ACKNOWLEDGE AND AGREE THAT Backyard Pod IS NOT RESPONSIBLE OR LIABLE FOR ANY DAMAGES, COSTS, OR EXPENSES YOU MAY INCUR AS A RESULT OF YOUR FAILURE TO INSTALL UPDATES. YOU FURTHER ACKNOWLEDGE AND AGREE THAT WE ARE NOT RESPONSIBLE FOR ENSURING THAT THE SERVICES ARE BACKWARDS COMPATIBLE, OR FOR PROVIDING SUPPORT FOR ERRORS OR ISSUES THAT ARISE BECAUSE OF YOUR FAILURE TO INSTALL UPDATES.

Suspension of Service. Backyard Pod may, without liability, suspend or interrupt the Services in whole or in part, if: (i) you or the Users are using the Services in violation of this Agreement or in violation of the law; (ii) your or the Users’ system or account has been compromised or unlawfully accessed; (iii) suspension of the Services is necessary to protect the infrastructure of Backyard Pod or its affiliates; (iv) suspension is required under the law; or (v) you fail to timely pay the fees applicable under this Agreement. Any suspensions or interruptions of Services under this section by Backyard Pod shall not constitute a default by Backyard Pod or a breach of its obligations under this Agreement, and you hereby waive any claim against us, and release us from all liability for any and all Losses, damages, costs (including reasonable attorneys’ fees), judgments, claims and other expenses ("Claims") arising out of or relating to the period of time that Services were suspended or interrupted, whether or not such Claim was in any way caused by said suspension or interruption, including, but not limited to, property damage, personal injury, and death.

App Stores. You acknowledge and agree that the availability of the Application is dependent on the third party websites from which you download the Application, e.g. the App Store from Apple or the Android app market from Google (each, an "App Store"). You acknowledge that this Agreement is between you and Backyard Pod, and not with an App Store. Each App Store may have its own terms and conditions to which you must agree before downloading mobile applications from it. You agree to comply with, and your license to use the Application is conditioned upon your compliance with, such App Store terms and conditions. To the extent such other terms and conditions from such App Store are less restrictive than, or otherwise conflict with, the terms and conditions of this Agreement, the more restrictive or conflicting terms and conditions in this Agreement apply. Backyard Pod will not charge you any additional fees for you to receive and download the Application; however, your wireless service provider may charge a fee for air-time or data usage associated therewith. Check with your wireless carrier if you have questions about your wireless plan. Upon termination of this Agreement or termination or suspension of the license by us, we may immediately, and without notice, disable your access to the Application and cancel all passwords or other access codes.

Lifetime Premium Service

Backyard Pod offers lifetime Premium Service, including Backyard Pod Complete with Professional Monitoring & $1,000 Theft & Damage Reimbursement/year. Lifetime premium services will remain active for the life of the person who purchased the subscription. Terms of lifetime subscriptions are subject to additional conditions as outlined in this section.

Lifetime subscribers are guaranteed at least 30 years of access to Backyard Pod. However, in the event Backyard Pod discontinues the service for any reason or ceases to do business, Backyard Pod may terminate lifetime subscriptions by returning your purchase price less an amount representing the number of service years elapsed since purchase. Backyard Pod may introduce additional services from time to time, which may be excluded from an existing lifetime subscription without additional cost.

If your Backyard Pod lifetime subscription account has no activity for a period of 5 years we will consider that account dormant and will remove online access to the data. You can cancel your lifetime subscription, however cancellation of a Backyard Pod lifetime subscription will not result in a refund.

Hardware

Communications Equipment and Services. The System is designed to transmit signals to a monitoring facility through certain communications equipment and services including, but not limited to broadband, cellular, and/or wireless services (collectively, the "Communications Equipment and Services"). If DSL, VOIP or other form of broadband telephone equipment and services are used, such equipment and services should be installed on a telephone line and number that is not used by the System to transmit data to the monitoring facility. Regardless of the form of Communications Equipment and Services used, you understand that the Communications Equipment and Services may be interrupted, circumvented, unavailable (for a limited or extended time period), or otherwise compromised, including as a result of equipment designed or used by a third party. The monitoring facility is unable to detect if the Communications Equipment and Services are inoperative or interrupted for any reason and will receive no notice of such interruption unless provided by you.

You agree to test the System's data transmission with the monitoring facility at least monthly and immediately after the installation, modification or repair of any Communications Equipment or Service. You must confirm that the Communications Equipment and Services are compatible with the System, including when you make any changes to the Communications Equipment and Services. Your access to, and availability of the Services and Application is dependent on (i) your computer, mobile device, the Premises’ wiring, Wi-Fi and other network connectivity, Bluetooth connection, and other related equipment, (ii) your Internet service provider, and (iii) your mobile device carrier. You shall immediately repair (or caused to be repaired) any (a) problems with the Communications Equipment and Services; or (b) problems with the System. Consult the user manual for your System for further important safety information for your System and the transmission of signals from your System.

YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOU HAVE NO CONTRACTUAL RELATIONSHIP WHATSOEVER WITH THE UNDERLYING PROVIDERS OF COMMUNICATION SERVICES, INCLUDING BUT NOT LIMITED TO WIRELESS OR INTERNET PROVIDERS, (THE "UNDERLYING CARRIER") OR ITS AFFILIATES OR CONTRACTORS BECAUSE OF THIS AGREEMENT AND THAT YOU ARE NOT A THIRD PARTY BENEFICIARY OF ANY AGREEMENT BETWEEN Backyard Pod AND THE UNDERLYING CARRIER. IN ADDITION, YOU ACKNOWLEDGE AND AGREE THAT THE UNDERLYING CARRIER AND ITS AFFILIATES AND CONTRACTORS SHALL HAVE NO LEGAL, EQUITABLE, OR OTHER LIABILITY OF ANY KIND TO YOU PURSUANT TO ANY SUCH AGREEMENT BETWEEN Backyard Pod AND THE UNDERLYING CARRIER AND YOU HEREBY WAIVE ANY AND ALL CLAIMS OR DEMANDS THEREFOR.

Additional Equipment or Services. You have selected the System based on your personal considerations (i.e., cost, the condition of the Premises, insurance requirements, etc.). Additional equipment or services, at additional cost, may provide increased detection. You agree that any additional equipment or services provided by Backyard Pod shall also be subject to this Agreement. Provided that we have previously agreed in writing to do so, we will honor any such request for additional equipment or services. You also agree to pay Backyard Pod for such additional equipment or services, and that you will further obtain such licenses or permits from, and pay taxes required by, applicable government entities in connection with the installation, use or monitoring of the System. You are solely responsible for complying with such obligations and providing Backyard Pod with any then current license or permit number. You understand that Backyard Pod does not provide any installation or repair services for the System. You shall provide and maintain adequate power and connectivity (to power, each other, and to communication networks, e.g. the internet and telephone lines), for all equipment relating to the System.

Terms of Use

Your use of the Services and/or System is conditioned on your compliance with the Backyard Pod Terms of Use, which can be found at http://www.backyardpod.com/pages/terms-of-use is incorporated by reference into this Agreement. You agree that you will not violate any applicable law or regulation in connection with your use of the Service.

You are entirely responsible for maintaining the confidentiality of your Account login information and for all activities that occur under your Account. You agree to use "strong" passwords (passwords that use a combination of upper and lower case letters, numbers and symbols) with your Account, and to maintain your password securely to prevent others from gaining access without your permission. You agree to immediately notify Backyard Pod of any unauthorized use, or suspected unauthorized use, of your Account or any other breach of security. Backyard Pod is not liable for any loss or damage arising from your failure to properly safeguard against unauthorized access to your Account, whether it be password-related or related to other login methods (such as biometric login methods). You represent and warrant that the information that you have provided on the Service is complete, accurate, and true, and you further represent that you will update it as necessary. You are responsible for all of the conduct engaged in through your account.

False Alarms; Suspension of Service and Shut-Down. You further agree to prevent false alarms and be solely liable for false alarms. You shall be responsible for paying (or reimbursing Backyard Pod or any Related Parties) any fines, fees, costs, expenses and penalties relating to the System or Services assessed against you, Backyard Pod or the monitoring facility by any person or entity, including any court or 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 Backyard Pod to disconnect the System from the monitoring facility, if it was connected as part of your Services. The exercise of any such rights shall not be deemed a waiver of Company's right to damages.

Licenses and Intellectual Property

Content Submitted or Made Available to Us. You are under no obligation to submit any Content to us except as necessary to provide the Services that you request, and unless otherwise noted, we will not claim ownership of any Content. However, in order for us to provide the Service, we need your permission to process, display, reproduce, create derivative works, and otherwise use the Content that you make available to us, or that is generated by the Service or the System. Therefore, if you choose to submit any Content through or on the Service, or otherwise make available any Content through the use of the Service or System, you hereby grant us a perpetual, irrevocable, transferrable, sub-licensable through multiple tiers of sublicensees, non-exclusive, worldwide, royalty-free license to reproduce, use, modify, display, perform, distribute, translate, and create derivative works from any such Content, including without limitation distributing part or all of the Content in any media format through any media channels. You acknowledge and agree that we may acquire Content from you/your Account and from the System as a result of the Services. You further acknowledge that we own all rights, title, and interest in and to any derivative works that we create, any feedback or suggestions that you provide, and other materials we create in providing Services to you that may not be, by their nature, derivative.

You hereby agree, warrant and represent that: (a) you own, or otherwise have, sufficient rights in such Content in order to grant this license to Backyard Pod; (b) the Content does not contain proprietary or confidential information, and the provision of the Content is not a violation of any third-party’s rights; (c) all such Content is accurate and true, (d) we are not under any confidentiality obligation relating to the Content; (e) we shall be entitled to use or disclose the Content in any way; (f) you have obtained consent and/or permission of all individuals who are photographed, recorded, or monitored by the Services and System while present on the Premises to transmit any such images or recordings to Backyard Pod and that we may use such images, recordings, and monitored events pursuant to the rights licensed to us; and (f) no one is entitled to compensation or attribution from us in exchange for the Content.

Content Shared Through the Service. You understand that by sharing information on the Service, by participating in, or using, the Service and/or System, and by requesting information to be sent through the Service, you may be revealing information about yourself or your business that may include financial, credit, or similar information. You understand and acknowledge that you are fully aware and responsible for the impact of sharing such materials and using the Service and/or System, and you agree that we shall not be held responsible, and we shall be released and held harmless by you from any liability or damages arising out of such conduct.

Our Intellectual Property. Our graphics, logos, names, designs, page headers, button icons, scripts, and service names are our trademarks, trade names and/or trade dress. The "look" and "feel" of the Service (including color combinations, button shapes, layout, design and all other graphical elements) are protected by U.S. copyright and trademark law. All product names, names of Services, trademarks and service marks ("Marks") are our property or the property of their respective owners, as indicated. You may not use the Marks or copyrights for any purpose other than as explicitly permitted by this Agreement.

You acknowledge that the software used to provide the Service, and all enhancements, Updates, upgrades, corrections, and modifications to the software, all copyrights, patents, trade secrets, or trademarks or other intellectual property rights protecting or pertaining to any aspect of the software (or any enhancements, corrections or modifications) and any and all documentation therefor, are and shall remain our sole and exclusive property and/or that of our licensors, as the case may be. This Agreement does not convey title or ownership to you, but instead gives you only the limited rights set forth herein.

End User License and Intellectual Property. Subject to your compliance with the terms and conditions of this Agreement, and all documents and policies referenced herein, Backyard Pod grants you a term-limited, revocable, non-exclusive, non-sublicensable, non-transferable license to (i) access, receive, and use the Services and Application, and Updates thereto, in connection with, and solely for the purpose of, controlling and monitoring the Services you are authorized to receive and/or control or monitor, and (ii) install and use the Application solely on your own handheld mobile device (e.g., smartphone or tablet personal computer) and solely for the purposes set forth in this Agreement. No rights not explicitly listed herein are granted.

Payment for Services

If your Services require a subscription, you agree to the provisions in this section. Subscriber shall pay Backyard Pod the periodic service charge in advance. You authorize Backyard Pod to charge your credit/debit card that we have on file for the periodic (e.g., monthly, quarterly or annually) service charge when due during the then current term of the subscription. By renewing the subscription, you also reaffirm your consent to our periodically charging your credit or debit card, and, represent that this is still a valid payment method. If charges are declined, Backyard Pod 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, Backyard Pod may, in its sole discretion, discontinue Services without notice at or after the end of the ten (10) day period. If Subscriber otherwise does not pay any charges when due, Backyard Pod may, in its sole discretion, terminate this Agreement and/or discontinue Services without notice. Our fees and service charges may increase from time to time. If that happens, for continuous Services we will provide you at least thirty (30) days prior written notice before any such increase takes effect, and for subscription or periodic based Services you will receive prior written notice at least thirty (30) days prior to the next renewal date, when such increase will take effect.

Backyard Pod may invoice you for any non-subscription Services. Invoices are due immediately upon transmission to you and must be paid within thirty (30) days of the invoice date. You agree to pay a finance charge of the lesser of (i) 1.5% per month or (ii) the maximum rate permitted under applicable law, for all charges not paid within thirty (30) days of the invoice date. In addition, you shall pay an administrative fee (late charge) of 5% of any invoice not paid (as agreed upon damages and not a penalty) within thirty (30) days of the invoice date, provided the imposition of such fee (together with the finance charge listed above) is permitted and not deemed to exceed the maximum charge permitted under applicable law.

Backyard Pod may increase periodic recurring charges at any time under this Agreement by sending the notice to you by email to the email address on file with Backyard Pod for your current Account.

Term and Termination; Renewal

The term of this Agreement will continue until this Agreement is terminated pursuant to this section. Either party may terminate this Agreement for breach upon thirty (30) days’ prior written notice to the other party, provided, however, that the non-terminating party shall have the opportunity to cure any breach and/or non-compliance during the same period of time. Each party may also terminate this Agreement for any reason or no reason upon at least ninety (90) days’ prior written notice sent to the other party. All notices of termination shall be provided as set forth in the notice section of this Agreement. If you do not provide Backyard Pod an e-mail address, then Backyard Pod 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 Backyard Pod sent the notice. Upon termination of the Agreement, Backyard Pod shall have no further liability or obligation to Subscriber and Subscriber shall have no further obligation to Backyard Pod other than (i) the obligation to pay any monies due to Backyard Pod for Services rendered, or that would be due for the remainder of the subscription Term if you terminate without cause; and (ii) the obligations set forth in this Agreement. Notwithstanding the foregoing, Backyard Pod shall refund any unearned service charges with respect to any full calendar month following any termination. Backyard Pod shall not refund any unearned service charges with respect to any partial calendar month following any termination. There are no termination fees.

If your Services require a periodic subscription, and the initial subscription period ("Initial Term") comes to an end, the subscription period shall renew automatically for successive intervals of the same length of time as the Initial Term (each a "Renewal Term" and together with the Initial Term, the "Term") unless you provide us with notice of your intention not to renew at least thirty (30) days prior to the end of the then current Term and we will send you a notice reminding you of your ability to opt-out of renewal prior to that time. If, for any reason, the subscription for the Services cannot be renewed for the same length of time of Initial Term, then the subscription will renew on a month-to-month basis unless terminated pursuant to this section.

Upon termination of this Agreement, or termination or suspension of the Services by us, we may immediately, and without notice or liability to you, disable your access to the Application or certain areas of your Account, cancel all passwords or other access codes, and disable or block the System or Services from communicating with the monitoring facility.

Disclaimer and Limitation of Liability

WE DO NOT WARRANT THAT YOU WILL BE ABLE TO ACCESS OR USE THE SERVICES AT THE TIMES OR LOCATIONS OF YOUR CHOOSING; THAT THE SERVICES WILL OPERATE IN AN UNINTERRUPTED OR ERROR-FREE MANNER; THAT DEFECTS WILL BE CORRECTED; THAT DATA TRANSMISSION OR STORAGE IS SECURE OR THAT THE SERVICES, ARE FREE OF INACCURACIES, MISREPRESENTATIONS, VIRUSES OR OTHER HARMFUL CODE OR COMPONENTS. FURTHER, Backyard Pod DOES NOT REPRESENT THAT THE SERVICES WILL PREVENT ANY PERSONAL INJURY OR PROPERTY LOSS; OR THAT THE SERVICES WILL IN ALL CASES PROVIDE ADEQUATE WARNING OR PROTECTION. Backyard Pod DOES NOT REPRESENT, AND YOU ACKNOWLEDGE, THAT THE SERVICES MAY BE COMPROMISED, INTERRUPTED, CIRCUMVENTED, UNAVAILABLE (FOR A LIMITED OR EXTENDED TIME PERIOD), OR OTHERWISE COMPROMISED INCLUDING, BUT NOT LIMITED TO, AS A RESULT OF EQUIPMENT DESIGNED BY A THIRD PARTY.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL WE, OR ANY RELATED PARTIES, TOGETHER WITH ANY PROVIDERS OF THIRD-PARTY PRODUCTS AND SERVICES, BE LIABLE TO YOU BASED ON OR RELATED TO THE SERVICES, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE, PERSONAL INJURY, AND DEATH), PROPERTY DAMAGE, STRICT LIABILITY OR OTHERWISE, AND SHALL NOT BE RESPONSIBLE FOR ANY LOSSES, DAMAGES, OR EXPENSES (INCLUDING ATTORNEY’S FEES), INCLUDING WITHOUT LIMITATION DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR SPECIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH ACCESS TO OR USE OF THE SERVICES, EVEN IF WE, THE RELATED PARTIES, AND/OR ANY PROVIDERS OF THIRD-PARTY PRODUCTS AND SERVICES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Backyard Pod DISCLAIMS ALL LIABILITY OF ANY KIND OF Backyard Pod'S LICENSORS AND SUPPLIERS.

Notwithstanding the foregoing, in the event that a court shall find that the above disclaimers are not enforceable, then you agree that neither we, nor any Related Parties or providers of third-party products and services, shall be liable for (1) any damages in excess $1,000.00 or (2) any indirect, incidental, punitive, special, or consequential damages or loss of use, lost revenue, lost profits or data to you or any third party from your use of the Services. This limitation shall apply regardless of the basis of your claim or whether or not the limited remedies provided herein fail of their essential purpose. You agree that any payments made by Backyard Pod to you under this paragraph are your sole and exclusive remedy in the event of liability on the part of Backyard Pod.

Insurance

Backyard Pod'S SERVICE CHARGES ARE BASED SOLELY ON THE VALUE OF SERVICES PROVIDED AND ARE NOT INSURANCE PREMIUMS AND ARE NOT RELATED TO THE VALUE OF PROPERTY LOCATED ON OR NEAR THE PREMISES. YOU ACKNOWLEDGE AND AGREE THAT Backyard Pod IS NOT AN INSURER AND SHALL NOT PROVIDE INSURANCE COVERAGE AGAINST ANY LOSSES, AS DEFINED BELOW. AT A MINIMUM, YOU SHALL HAVE ANY INSURANCE POLICIES (AND IN SUCH AMOUNTS) AS MAY BE REQUIRED BY LAW. TO THE EXTENT YOU WISH TO HAVE ANY OTHER INSURANCE COVERAGE FOR LOSSES, AS DEFINED BELOW, IT IS YOUR RESPONSIBILITY TO PROCURE AND MAINTAIN SEPARATE INSURANCE POLICIES FROM AN INSURANCE COMPANY OR COMPANIES, SOLELY AT YOUR COST AND EXPENSE, COVERING ALL LOSS, DAMAGE, OR EXPENSE , INCLUDING ALL PROPERTY DAMAGE, PERSONAL INJURY (INCLUDING DEATH), ECONOMIC LOSSES OR ANY OTHER FORM OF LOSS, DAMAGE OR EXPENSE (COLLECTIVELY, "LOSSES"), AND INCLUDING BUT NOT LIMITED TO THOSE ARISING OUT OF OR IN CONNECTION WITH, DUE TO, OR CAUSED IN WHOLE OR IN PART BY (I) THIS AGREEMENT, INCLUDING ANY BREACH OF ANY REPRESENTATION, WARRANTY, COVENANT OR OBLIGATION ARISING HEREUNDER (II) THE SYSTEM, (III) THE SERVICES (INCLUDING THIRD-PARTY PRODUCTS AND SERVICES), (IV) THE ACTIVE OR PASSIVE SOLE, JOINT OR SEVERAL NEGLIGENCE OF ANY KIND OR DEGREE OF YOU OR ANY Backyard Pod PARTY, (V) THE IMPROPER OPERATION OR NON-OPERATION OF THE SYSTEM, (VI) BREACH OF CONTRACT, EXPRESS OR IMPLIED, WHICH OCCURS BEFORE OR AFTER THE SIGNING OF THIS AGREEMENT (VII) BREACH OF WARRANTY, EXPRESS OR IMPLIED, (VIII) PRODUCT OR STRICT LIABILITY (IX) THE LOSS OR DAMAGE TO OR MALFUNCTION OF FACILITIES NECESSARY TO OPERATE THE SYSTEM, TRANSMIT ANY SIGNAL TO OR RECEIVE SIGNALS AT ANY MONITORING FACILITY, (X) A CLAIM FOR SUBROGATION, INDEMNIFICATION OR CONTRIBUTION, (XI) A VIOLATION OF ANY APPLICABLE CONSUMER PROTECTION LAW OR ANY OTHER THEORY OF LIABILITY OR ALLEGED FAULT ON THE PART OF ANY Backyard Pod PARTY, (XII) A VIOLATION OF ANY LAW PROHIBITING THE INTERCEPTION OF ORAL COMMUNICATIONS BY ELECTRONIC MEANS, (XIII) THE ACTIONS OF ANY THIRD PARTY IN RESPONDING TO A SIGNAL FROM THE SYSTEM, OR (XIV) ANY UNAUTHORIZED ACCESS, USE OR DISCLOSURE OF YOUR PERSONAL INFORMATION (COLLECTIVELY, THE "COVERED CLAIMS"). YOUR RECOVERY FOR ANY LOSSES, AS DEFINED ABOVE, SHALL BE LIMITED TO THE INSURANCE YOU PURCHASE SEPARATELY FROM AN INSURANCE COMPANY, IF ANY.

Indemnification

You agree to indemnify, defend, and hold harmless Backyard Pod and Related Parties, and their successors and assigns from and against all Losses, Claims, damages, liabilities, settlements, judgments, demands, fines, penalties, awards, costs, and expenses (including reasonable attorneys’ fees and court costs) for any third-party claims, actions, suits, or proceedings arising out of or in connection with: a breach of these Terms of Sale; or applicable PO; grossly negligent acts, or willful misconduct relating to these Terms of Sale by you, or a party acting at your direction or under your control (each a "Indemnifiable Claim"). The duty to defend arises upon the assertion of an Indemnifiable Claim, or demand the subject of which is an Indemnifiable Claim, against Backyard Pod and does so regardless of whether Backyard Pod has been found liable or whether Backyard Pod has incurred any expense.

Data Privacy

The personal data that you provide to us as part of your Account may be subject to the Backyard Pod Privacy Policy, which can be found at http://www.backyardpod.com/privacy-policy and is hereby incorporated by reference into this Agreement.

Miscellaneous

Severability. If any provision of this Agreement is found for any reason to be unlawful, void or unenforceable, then that provision will be given its maximum enforceable effect, or shall be deemed severable from this Agreement and will not affect the validity and enforceability of any remaining provision.

Interpretation and Headings. When used in this Agreement, the word "including" shall mean "including, but not limited to." The section titles used herein are for convenience of the parties only and shall not be considered in construing the provisions of this Agreement. When used in this Agreement, (i) the word "including" shall mean "including, but not limited to;" and (ii) the term "sole discretion" shall mean "sole and absolute discretion without any liability."

Relationship of the Parties. 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. Except for the foregoing limited exceptions, the parties agree that no joint venture, partnership, employment, or agency relationship exists between them as a result of this Agreement or your use of the System. With respect to one another, the parties shall be deemed independent contractors.

Subcontractors. Backyard Pod may, in its sole discretion, subcontract for the provision of any of the Services under this Agreement. We shall engage such subcontractors on your behalf on substantially the same terms as those found in this Agreement, including any monitoring facility, any Third Party Responder, each of the Backyard Pod Parties, and any providers of Third-Party Products and Services. Any subcontractor we engage is an independent contractor and not our partner or joint venturer.

Assignment. We may assign our rights under this Agreement, in whole or in part, to any person or entity at any time with or without your consent. You may not assign this Agreement without our prior written consent, and any unauthorized assignment by you shall be null and void.

No Waiver. Our failure to enforce any provision of this Agreement shall in no way be construed to be a present or future waiver of such provision, nor in any way affect the right of any party to enforce each and every such provision thereafter. The express waiver by us of any provision, condition or requirement of this Agreement shall not constitute a waiver of any future obligation to comply with such provision, condition or requirement.

Dispute and Arbitration. You agree that any claim or dispute arising out of or relating in any way to your use of the System, or any Service provided by Backyard Pod, will be resolved solely and exclusively by binding arbitration, rather than in court, except that you may assert claims in small claims court if your claims qualify. The Federal Arbitration Act and federal arbitration law apply to this Agreement. The laws of the State of New York shall govern this Agreement, and shall be used in any arbitration proceeding. The parties further agree that under no circumstances shall the interpretation of this Agreement be construed against the drafter.

To begin an arbitration proceeding, within one (1) year of the occurrence of the cause of the dispute, you must send a letter requesting arbitration and describing your claim to the following address: Backyard Pod, Inc., ATTN: Legal, PO Box 600 New York, NY 10276. Thereafter, to the fullest extent permitted by applicable law, the parties agree that any claim or dispute arising from that cause and/or occurrence shall be waived and/or barred. Arbitration under this Agreement will be conducted by the American Arbitration Association (AAA) under its rules then in effect. Payment of all filing, administration and arbitrator fees will be governed by the AAA’s rules. The parties hereby agree that the arbitration, and any settlement or resolution thereof shall be considered confidential information. You agree not to disclose or otherwise make this information available to third parties without the prior written consent of Backyard Pod.

You and Backyard Pod agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action. If for any reason a claim proceeds in court rather than in arbitration, both you and Backyard Pod agree that parties have each waived any right to a jury trial. Notwithstanding the foregoing, you agree that Backyard Pod may bring suit in court to enjoin infringement or other misuse of intellectual property or other proprietary rights.

The parties agree that the interpretation of this Agreement shall not be construed against the drafter for any reason.

Force Majeure. Backyard Pod will not be liable for any failure to discharge its obligations under this Agreement or the Terms of Sale due to strikes, accidents, fires, or shutdowns of its manufacturing plant or plants supplying it or other contingencies beyond the control of Backyard Pod, including those arising out of or in connection with, due to, or caused in whole or in part by emergency conditions.

Successors and Assigns. This Agreement is binding upon, and inures to the benefit of, the parties and their respective heirs, executors, administrators, successors in interest, and permitted assigns.

Equitable Remedies. You hereby agree that we would be irreparably damaged if the terms of this Agreement were not specifically enforced, and therefore you agree that we shall be entitled, without bond, other security, or pBackyard Podf of damages, to appropriate equitable remedies with respect to breaches of this Agreement, in addition to such other remedies as we may otherwise have available to us under applicable laws.

Breach and Cure. If Backyard Pod breaches this Agreement, you shall provide Backyard Pod written notice specifically identifying the nature of the breach and the provisions of this Agreement affected as a result of such breach. Backyard Pod may cure the breach within thirty (30) business days following Backyard Pod's receipt of the written notice. If Backyard Pod cures any such breach, this Agreement shall continue unabated and Backyard Pod shall not be liable to you for any Losses arising out of or in connection with, due to or caused in whole or in part by any such breach. If you default under this Agreement you shall pay Backyard Pod for all Losses in enforcing its rights under this Agreement.

Entire Agreement. This Agreement, including the documents expressly incorporated by reference, constitutes the entire agreement between you and us with respect to the System, and supersedes all prior or contemporaneous communications, whether electronic, oral or written.

Order of Precedence. For the avoidance of doubt, this Agreement shall govern all Services provided by us, whether through our website, App, or elsewhere. In the event of a direct conflict between the terms of this Agreement and the Terms of Sale or the Terms of Use, the terms of this Agreement shall control.

Your Comments and Concerns

The Services and App are provided by Backyard Pod, Inc. located at PO Box 600 New York, NY 10276. All feedback, comments, requests for technical support and other communications relating to the Services, including the App, should be directed to: info@backyardpod.com.