Read this agreement, scroll down, and click “Agree” at the bottom of the page if you agree with the terms and conditions.
Universal Terms of Service for Bluegrass Public Safety Services
This Universal Terms of Service for Bluegrass Public Safety and Services Agreement (‘Agreement’) is by and between Bluegrass Public Safety a Kentucky corporation and you, your heirs, agents, successors and assigns (‘You’), and is made effective as of the date of electronic execution. This Agreement sets forth the terms and conditions of Your use of Bluegrass Public Safety services (‘Services’) and explains Bluegrass Public Safety’s obligations to You and Your obligations to Bluegrass Public Safety in relation to the Services You purchase and the locations you require them (‘Premises’).
This Agreement as well as any additional Bluegrass Public Safety policies, together with all modifications thereto, constitute the complete and exclusive agreement between You and Bluegrass Public Safety concerning Your use of Bluegrass Public Safety’s Services, and supersede and govern all prior proposals, agreements, or other communications unless specified. By purchasing Bluegrass Public Safety’s Services, You acknowledge that You have read, understood, and agree to be bound by all terms and conditions of this Agreement and any other policies or agreements made part of this Agreement by reference, as well as any new, different or additional terms, conditions or policies which Bluegrass Public Safety may establish from time to time, and any agreements that Bluegrass Public Safety is currently bound by or will be bound by in the future.
In addition to transactions entered into by You on Your behalf, You also agree to be bound by the terms of this Agreement for transactions entered into on Your behalf by anyone acting as Your Agent, and transactions entered into by anyone who uses the account You’ve established with Bluegrass Public Safety, whether or not the transactions were in Your behalf.
GENERAL TERMS APPLICABLE TO ALL SOFTWARE AND SERVICES
1. TERM OF AGREEMENT; MODIFICATIONS.
1.1 Terms: You agree that Bluegrass Public Safety may modify this Agreement and the Services from time to time. You agree to be bound by any changes Bluegrass Public Safety may reasonably make to this Agreement when such changes are made. If You have purchased Services from Bluegrass Public Safety, the term of this Agreement shall continue in full force and effect as long as You take advantage of and use the Services. In the event You terminate Your usage, Bluegrass Public Safety will not refund any amounts You have paid. You agree that Bluegrass Public Safety shall not be bound by any representations made by third parties who You may use to purchase Services from Bluegrass Public Safety, and that any statement of a general nature, which may be posted on Bluegrass Public Safety’s web site or contained in Bluegrass Public Safety’s promotional materials, will not bind Bluegrass Public Safety. Bluegrass Public Safety may, at times, offer certain promotions with different charges and features.
1.2 Terminations: You agree that You will be responsible for notifying Bluegrass Public Safety should You desire to terminate Your use of Bluegrass Public Safety’s Services. Notification of Your intent to terminate must be provided to Bluegrass Public Safety no earlier than ten (10) days prior to Your service start date but no later than three (3) days prior to Your service start date.
2. ACCURATE INFORMATION.
2.1 Updating Information: You agree to maintain accurate information by providing updates to Bluegrass Public Safety, as needed, while You are using Bluegrass Public Safety’s Services. You agree You will notify Bluegrass Public Safety within five (5) business days when any change of the information You provided as part of the application and/or registration process changes. Failure by You, for whatever reason, to respond within five (5) business days to any inquiries made by Bluegrass Public Safety to determine the validity of information provided by You will constitute a material breach of this Agreement.
2.3 Premises Information: You warrant that the Premises are safe and free from harmful materials, infections or building diseases, or any environmental matters or issues, and any other materials, that could be harmful to one or more of our employees and/or contractors. It is your responsibility to notify us of any hazards on or around the Premises and to advise us of any special safety procedures we need to follow when providing the Services.
4. NO UNLAWFUL CONDUCT OR IMPROPER USE.
4.1 Service Conditions: As a condition of Your use of Bluegrass Public Safety’s Services or Equipment, You agree not to use them for any purpose that is unlawful or prohibited by these terms and conditions, and You agree to comply with any applicable local, state, federal and international laws, government rules or requirements. You agree You will not be entitled to a refund of any fees paid to Bluegrass Public Safety if, for any reason, Bluegrass Public Safety takes corrective action with respect to Your improper or illegal use of its Services or Equipment.
4.2 Service Reviews: If You have purchased Services, Bluegrass Public Safety has no obligation to monitor Your use of the Services. Bluegrass Public Safety reserves the right to review Your use of the Services and to cancel the Services in its sole discretion. Bluegrass Public Safety reserves the right to terminate Your access to the Services at any time, without notice, for any reason whatsoever. Bluegrass Public Safety reserves the right to terminate Services if Your usage of the Services results in, or is the subject of, legal action or threatened legal action, against Bluegrass Public Safety or any of its affiliates or partners, without consideration for whether such legal action or threatened legal action is eventually determined to be with or without merit.
4.3 Prohibited Activities: Bluegrass Public Safety may also cancel Your use of the Services if You are using the Services, as determined by Bluegrass Public Safety in its sole discretion, in association with morally objectionable activities. Morally objectionable activities will include, but not be limited to:
– activities designed to defame, embarrass, harm, abuse, threaten, slander or harass third parties;
– activities prohibited by the laws of the United States and/or foreign territories in which You conduct business;
– activities designed to encourage unlawful behavior by others, such as hate crimes, terrorism and child pornography;
– activities that are tortuous, vulgar, obscene, invasive of the privacy of a third party, racially, ethnically, or otherwise objectionable;
– activities designed to harm or use unethically minors in any way; and
Bluegrass Public Safety may cancel Your Services if, determined by Bluegrass Public Safety in its sole discretion, the Services are being utilized by persons or entities engaging in unlawful or morally objectionable conduct. Bluegrass Public Safety may report to public and private entities unlawful and morally objectionable conduct observed or reported to it by other persons.
In the event Bluegrass Public Safety cancels Your Services because they are being used in association with spam or morally objectionable activities, no refund will be issued. You agree You will not be entitled to a refund of any fees paid to Bluegrass Public Safety if, for any reason, Bluegrass Public Safety takes corrective action with respect to Your improper or illegal use of its Services.
5. FEES AND PAYMENT.
5.1 Payment: As consideration for the Services purchased by You and provided to You by Bluegrass Public Safety, You agree to pay Bluegrass Public Safety at the time You order. All fees are due immediately and are non-refundable unless otherwise expressly noted, even if Your Services are suspended, terminated, or transferred prior to the end of the Services term. Bluegrass Public Safety expressly reserves the right to modify pricing through email notification and/or notice on its web site. Payment may be made by You by Express Checkout where available, or by providing either a valid credit card, an online check, a personal check, gift card, except as prohibited in any product specific agreement.
5.2 Fees and Collections: If for any reason Bluegrass Public Safety is unable to charge Your Payment Method for the full amount owed Bluegrass Public Safety for the Services provided, or if Bluegrass Public Safety is charged a penalty for any fee it previously charged to Your Payment Method, You agree that Bluegrass Public Safety may pursue all available remedies in order to obtain payment. If You pay by credit card and if for any reason Bluegrass Public Safety is unable to charge Your credit card with the full amount of the Services provided, or if Bluegrass Public Safety is charged back for any fee it previously charged to the credit card You provided, You agree that Bluegrass Public Safety may pursue all available remedies in order to obtain payment. You agree that among the remedies Bluegrass Public Safety may pursue in order to effect payment, shall include but will not be limited to, immediate cancellation without notice to You of any Services registered. Bluegrass Public Safety reserves the right to charge a reasonable administrative fee for administrative tasks outside the scope of its regular Services, including additional costs that it may incur in providing the Services and pass along to You. These include, but are not limited to, customer service issues that cannot be handled over email but require personal service, fees incurred by third parties You have elected to use as payment methods, including PayPal and Certegy, Inc., and disputes that require legal services. For Bluegrass Public Safety orders where payment has not been received or Bluegrass Public Safety has received a chargeback for any portion of the transaction, You understand that in addition to any administrative fees Bluegrass Public Safety may charge for the handling of the chargeback, the seller may also pursue all available lawful remedies to collect payment plus applicable fees, or obtain the lost
5.3 Additional charges: If the Services provided by Bluegrass Public Safety are required to be extended at your request or in response to an incident, or if you otherwise request us to carry out additional services, such additional time incurred and/or additional services provided shall be subject to the terms of this Agreement and the charges payable by you for such additional time and/or services shall be as provided for in your Services order, or if not specified, based on ourstandard rates at the time, plus in all cases the amount of any goods and services tax or other applicable tax.
6. REPRESENTATIONS AND WARRANTIES.
You, or the individuals who electronically execute this Agreement on behalf of You hereby represent and warrant that they have the right, power, legal capacity and appropriate authority to enter into this Agreement, and that they own and have not transferred to any other person or entity any of the rights, claims or interests that are the subject of this Agreement. You represent and warrant that You are eighteen (18) years of age or older, or that You have an agent authorized by law to represent You who is eighteen (18) years of age or older who is entering into this Agreement on Your behalf. You warrant that each action You make is being done so in good faith and that You have no knowledge of it infringing upon or conflicting with the legal rights of a third party or a third party’s trademark or trade name. You also warrant that You are the owner or agent of any property used in connection with Services provided by Bluegrass Public Safety and that Bluegrass Public Safety is a named agent of said property while Services are provided.
7.1 Access to Premises: Execution of this Agreement by you grants us full authority to access the Premises for the purposes of carrying out the Services and generally protecting your business, property and persons.
7.2 Authority to take reasonable steps: If we become aware of a security issue that may impact on you or the Premises,and we are unable to contact you to obtain instructions, we are authorized to take reasonable steps to protect the integrity, safety and security of the Premises, property and personnel, at your expense.
7.3 Notification: You shall notify us immediately if any changes are made to the access ways, and/or locks, at the Premises.
7.4 Contact person: Without limiting the other persons that bind you, the contact person requesting services on your behalf has the full authority to bind you in all matters connected with this Agreement.
8. LIMITATION ON OUR LIABILITY.
8.1 Liability: To the fullest extent permitted by law, and not withstanding any other provision of this Agreement, the total liability, in the aggregate, of Bluegrass Public Safety and the Bluegrass Public Safety’s officers, directors, partners, employees and sub-contractors, and any of them, to You and anyone claiming by or through You, for any and all claims, losses, costs or damages, including attorneys’ fees and costs and expert-witness fees and costs of any nature whatsoever or claims expenses resulting from or in any way related to the Services or the Agreement from any cause or causes shall not exceed the total compensation received by Bluegrass Public Safety under this Agreement, or the total amount of $200, whichever is greater. It is intended that this limitation apply to any and all liability or cause of action however alleged or arising, unless otherwise prohibited by law.
8.2 Insurance: Our liability under this Agreement is limited. Accordingly, you are required to arrange appropriate insurance for any loss, damage or injury that may arise to you, your Premises and your other property as a result of our performance or non-performance under this Agreement. You agree and acknowledge that Bluegrass Public Safety does not carry a policy for and shall not insure the Premises or Property against any vandalism or damage caused by any other party than by Bluegrass Public Safety and its agents. You agree and acknowledge that You have been advised to independently seek out such a policy.
8.3 No guaranteed response times: Where we provide you with alarm response services under this Agreement we do not guarantee that we will respond to an alarm and attend the relevant Premises within any particular time frame. Our only obligation in responding to an alarm is to secure the relevant Premises upon arrival.
8.4 Exceptions: Some states may not allow such a broad exclusion or limitation on liability for damages as contained herein. In such states, Bluegrass Public Safety’s liability is limited to the full extent permitted by law. You agree that in no event shall Bluegrass Public Safety’s maximum aggregate liability exceed the total amount paid by You for the particular Service in dispute purchased from Bluegrass Public Safety.
9. DISCLAIMER OF WARRANTIES.
Bluegrass Public Safety EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANT ABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. SUCH SERVICES ARE PROVIDED ON AN ‘AS IS’ AND ‘AS AVAILABLE’ BASIS. Bluegrass Public Safety MAKES NO WARRANTY THAT ITS SERVICES WILL MEET YOUR REQUIREMENTS, OR THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE, OR THAT DEFECTS WILL BE CORRECTED. Bluegrass Public Safety DOES NOT WARRANT, NOR MAKE ANY REPRESENTATIONS REGARDING THE USE, OR RESULTS OF, ANY OF THE SERVICES IT PROVIDES, IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE.
Some jurisdictions do not allow the disclaimer of implied warranties, in which event the foregoing disclaimer may or may not apply to you.
You agree to defend, indemnify and hold harmless Bluegrass Public Safety and its contractors, agents, employees, officers, directors, shareholders, and affiliates from any loss, liability, damages or expense, including reasonable attorneys’ fees, resulting from any third party claim, action, proceeding or demand related to Your (including Your agents affiliates, or anyone using Your account, software or services with Bluegrass Public Safety whether or not on Your behalf, and whether or not with Your permission) use of the Services You purchased from Bluegrass Public Safety or Your breach of this Agreement or incorporated agreements and policies. In addition, You agree to indemnify and hold Bluegrass Public Safety harmless from any loss, liability, damages or expense, including reasonable attorneys’ fees, arising out of any breach of any representation or warranty provided herein, any negligence or willful misconduct by You, or any allegation that Your account infringes a third person’s copyright, trademark or proprietary or intellectual property right, or misappropriates a third person’s trade secrets. This indemnification is in addition to any indemnification required of You elsewhere. Should Bluegrass Public Safety be notified of a pending law suit, or receive notice of the filing of a law suit, Bluegrass Public Safety may seek a written confirmation from You concerning Your obligation to indemnify Bluegrass Public Safety. Your failure to provide such a confirmation may be considered a breach of this Agreement. You agree that Bluegrass Public Safety shall have the right to participate in the defense of any such claim through counsel of its own choosing. You agree to notify Bluegrass Public Safety of any such claim promptly in writing and to allow Bluegrass Public Safety to control the proceedings. You agree to cooperate fully with Bluegrass Public Safety during such proceedings.
You agree that all notices (except for notices concerning breach of this Agreement) from Bluegrass Public Safety to You may be posted on Bluegrass Public Safety’s web site. Notices concerning breach will be sent either to the email or postal address You have on file with Bluegrass Public Safety. Notice shall be deemed effective on the date personally delivered or, if mailed, three (3) days after deposit in the mail or, if emailed, the next day.
Notices from You to Bluegrass Public Safety shall be made either by email, sent to the address provided on the Bluegrass Public Safety web site, or first class mail to Bluegrass Public Safety’s address at:
Bluegrass Public Safety
Attn: Legal Counsel
P.O. Box 910161
Lexington, KY 40591
The headings in the Agreement are descriptive only and in the event of a conflict between a heading and the underlying terms of this Agreement, the terms of this Agreement shall control.
13. ENTIRE AGREEMENT.
You agree this Agreement including the policies and agreements it refers to (i.e. Dispute Resolution Policy, etc.) constitute the complete and only Agreement between You and Bluegrass Public Safety regarding the Services contemplated herein.
You agree that the terms of this Agreement are severable. If any part of this Agreement is determined to be unenforceable or invalid, that part of the Agreement will be interpreted in accordance with applicable law as closely as possible, in line with the original intention of both parties to the Agreement. The remaining terms and conditions of the Agreement will remain in full force and effect.
The failure of Bluegrass Public Safety to enforce any of the provisions within this Agreement or its incorporated agreements and policies against You or others shall not be construed to be a waiver of the right of Bluegrass Public Safety thereafter to enforce such provisions.
16. FORCE MAJEURE.
Bluegrass Public Safety will make every effort to keep its web site and Services operational. However, certain technical difficulties and other factors outside of its control may, from time to time, result in temporary service interruptions. You agree not to hold Bluegrass Public Safety liable for any of the consequences of such interruptions.
17. NO THIRD PARTY BENEFICIARIES.
Nothing in this Agreement, express or implied, is intended to confer upon any third party any rights, remedies, obligations, or liabilities under or by reason of this Agreement, except as expressly provided in this Agreement.
18. GOVERNING LAW.
You agree that the law governing this Agreement shall be that of the Commonwealth of Kentucky.
In the event that suit is brought by either party to this Agreement, the parties agree that venue must be exclusively vested in the state courts of the County of Fayette, or if federal jurisdiction is appropriate, exclusively in the United States District Court, Eastern District of Kentucky, Lexington, Kentucky.
A. Regardless of Services provided, You agree that Bluegrass Public Safety Supervisors and Managers may be required to be armed or store firearms on your property during the provision of Services.
B. You shall not make Bluegrass Public Safety staff directly answerable to You in any way whatsoever. You acknowledge that Bluegrass Public Safety personnel cannot be directly answerable to the Your or any member of the Your personnel, and shall act accordingly.
C. Bluegrass Public Safety staff are authorized to provide Services based on Bluegrass Public Safety written policies and Your written instructions.
D. All assignments accepted by Bluegrass Public Safety must be covered by written instructions. Bluegrass Public Safety staff will not be authorized to take instructions directly from You or Your personnel.
E. When Bluegrass Public Safety personnel are required to use Your property, including but not limited to keys, keycards, traffic cones, and non-tangible property such as gate codes, You will make arrangements to hand these over to Bluegrass Public Safety. A refund will not be provided if Services are unable to be rendered because Your property required to provide Service is not turned over to Bluegrass Public Safety.