End User License & Subscriber Terms

01Acceptance

By carrying, powering on, or otherwise using an Anchor device (“Device”) or the ERS monitoring service associated with it (“Service”), you accept this End User License (“License”). If you do not accept it, do not carry or activate the Device. If you are carrying a Device provided through a Subscriber, the Subscriber has confirmed to ERS that you have been provided with this License.

02What the Device Does

1. The Device is an emergency location signal of last resort. It is designed to remain powered off in daily life. There is no separate SOS button, no application, and no daily battery routine.
2. Powering the Device on is an emergency signal. On power-on the Device transmits its position to ERS at approximately 30-second intervals, ERS opens an incident, and ERS security operations staff act on the escalation and verification protocol recorded in the Anchor Client Onboarding Playbook for your engagement.
3. Every activation outside a drill scheduled in advance with ERS is treated as a live emergency. There is no test mode.
4. If the Device stops transmitting during an active incident, ERS treats that as information, not resolution, and continues to escalate. Incidents are closed only by a human at ERS through the agreed verification protocol.

03License Grant

ERS grants you a personal, non-exclusive, non-transferable, revocable license to use the Device firmware, the ERS platform, and the Service solely for emergency location and response for the duration of the Subscriber’s agreement with ERS. The Device hardware may be owned by the Subscriber; the firmware, software, and platform are licensed, not sold, and remain the property of ERS.

04Restrictions

You will not, and will not permit anyone else to:

1. power the Device on other than in an emergency or during a drill scheduled with ERS;
2. open, disassemble, modify, reverse engineer, or attempt to extract firmware or credentials from the Device;
3. transfer, lend, or give the Device to anyone not designated in the Playbook for your engagement;
4. remove or alter any identifier on the Device;
5. use the Device or Service for any unlawful purpose or in any jurisdiction where its possession or operation is prohibited.

05Location Data and Privacy

1. The Device transmits location only when powered on. It does not transmit, record, or listen while powered off.
2. When powered on, the Device transmits GPS position and, where GPS is unavailable, cellular network location at lower accuracy. ERS receives this data, displays it to security operations staff, and may share it with the emergency contacts, responders, and law enforcement recorded in the Playbook or where ERS reasonably believes disclosure is necessary to prevent imminent harm to life.
3. The Device and the ERS platform identify your engagement by codename only. Information that identifies you is held in the Playbook under restricted handling and is not stored in the Device or in any ERS web application or database.
4. ERS retains incident and location records as set out in Part II, Section H.

06Service Limitations

1. The Service requires cellular connectivity. Where there is no cellular coverage the Device cannot transmit and cannot be located. GPS may be unavailable indoors, underground, or in dense urban environments; cellular network location is materially less precise.
2. ERS does not control cellular carriers, satellite positioning, or third-party responders and does not guarantee coverage, transmission, positional accuracy, response time, or outcome.
3. ERS is not an emergency service and does not replace calling emergency services where you are able to do so.
4. Some jurisdictions restrict possession or operation of transmitting devices. Coverage and lawful carry outside the United States are confirmed per itinerary when travel is notified to ERS in advance as set out in the Playbook.

07Drills and Misuse

Scheduled drills are part of the Service and run the full escalation chain. Repeated activations outside an emergency or scheduled drill may result in fees to the Subscriber or suspension of the Service.

08Disclaimer and Limitation

09Term and Changes

This License continues while the Subscriber’s agreement with ERS is in force and the Device remains provisioned. ERS may revise this License by publishing an updated version at executiveriskservices.com/anchor-eula; the version in effect on the date of any activation governs that activation.

10Relationship to Subscriber Terms

Your right to carry and activate a Device derives from a Subscriber’s agreement with ERS under Part II. If you are not the Subscriber, you have no rights under Part II and no obligation to pay fees. In the event of conflict between Part I and Part II on device use, activation, location data, or service limitations, Part I controls. On all commercial matters, Part II controls.

AApplication and Agreement

1. These Subscriber Terms (“Terms”) govern the Anchor device and 24x7 monitoring service (“Service”) provided by ERS to the Subscriber.
2. These Terms, the End User License in Part I, the signed ERS Anchor Service Proposal (“Proposal”), and the completed Anchor Client Onboarding Playbook (“Playbook”) together form the entire agreement (“Agreement”). In the event of conflict: the Playbook controls on operational matters (escalation, verification, contacts); Part I controls on device use; these Terms control on commercial matters; the Proposal controls on fees and term.
3. The Agreement becomes effective on the date the Subscriber signs the Proposal (“Effective Date”).
4. ERS may rely on instructions from the Subscriber’s designated point of contact, and on the verification and stand-down authorities recorded in the Playbook, unless changed in writing.
5. By signing the Proposal, the Subscriber accepts these Terms and the Part I End User License on its own behalf and confirms it will ensure each principal who carries a device has been provided with and accepts Part I.

BService

1. ERS will provide the Service with reasonable care and skill, in accordance with the Playbook. Every activation outside a scheduled drill is treated as a live emergency.
2. ERS may engage subcontractors, including monitoring and response partners, and remains responsible for their conduct. Subcontractors are bound by confidentiality and data protection obligations no less protective than these Terms.
3. The Service depends on cellular connectivity and satellite positioning that ERS does not control. ERS does not guarantee coverage, transmission, positional accuracy, response time, or outcome, and provides no legal or commercial advice.
4. ERS will not dispatch or direct law enforcement or emergency services except as recorded in the Playbook, and is not responsible for the actions, response times, or decisions of any third-party responder.

CSubscriber Responsibilities

1. The Subscriber will complete the Playbook in a single session with an ERS advisor, participate in the acceptance drill, keep contacts and phrases current, and notify ERS of international travel as set out in the Playbook.
2. The Subscriber will ensure devices are powered off in daily life, are never activated outside an emergency or scheduled drill, and are not opened, modified, or transferred to anyone not designated in the Playbook.
3. ERS is entitled to rely on the accuracy of information the Subscriber provides. The Subscriber is responsible for the acts of its principals and representatives.
4. Repeated non-emergency activations outside scheduled drills may result in a response fee of $350 USD per activation, invoiced with the next monthly invoice, or, on written notice, suspension of the Service. ERS will not charge a response fee for a first non-emergency activation or for any activation made in good faith belief of an emergency.

DTerm and Renewal

1. The initial term is twelve (12) months from the Effective Date unless the Proposal states otherwise.
2. The Agreement renews automatically for successive twelve (12) month terms at the then-current fees unless either party gives written notice of non-renewal at least sixty (60) days before the end of the current term.

EFees and Payment

1. Fees are as stated in the Proposal. Monitoring fees are invoiced monthly in advance; the device charge is invoiced with the first monthly invoice. Invoices are due within thirty (30) days.
2. Late payments may incur interest at the lower of eight percent (8%) per annum or the maximum rate allowed by Tennessee law.
3. ERS may suspend the Service for non-payment on ten (10) days’ written notice. Suspension does not relieve the Subscriber of fees accrued during the term.
4. Fees are payable in United States dollars and are exclusive of applicable taxes, which the Subscriber will pay.
5. Additional devices may be added during the term at the per-device pricing in the Proposal, co-terminous with the current term.

FDevices

1. Title to each device passes to the Subscriber on payment of the device charge. Firmware, software, and the ERS platform remain ERS property and are licensed, not sold, under Part I.
2. Devices carry a twelve (12) month warranty against defects in materials and workmanship from the date of delivery. ERS will repair or replace a defective device at no charge. The warranty excludes damage from misuse, tampering, liquid, or loss.
3. Lost, stolen, or damaged devices will be replaced at the then-current device charge. The Subscriber must notify ERS immediately of any lost or stolen device so it can be deprovisioned.
4. On termination, the Subscriber may retain devices, which will be deprovisioned and will no longer transmit to ERS.

GIntellectual Property

1. Subscriber materials remain the Subscriber’s property. The Anchor platform, firmware, Playbook template, methodologies, and all ERS materials remain ERS property.
2. ERS grants the Subscriber a non-transferable, non-exclusive license to use ERS materials solely to receive the Service during the term.

HData Protection and Privacy

1. Each party will comply with applicable United States federal and state data protection laws.
2. Location data is transmitted only when a device is powered on. ERS processes location and incident data solely to provide the Service and retains it as stated in the Proposal or, if not stated, for the term of the Agreement plus twenty-four (24) months for incident records.
3. Client-attributable information appears only in the Playbook, which ERS holds under restricted handling. Devices and the ERS platform are identified by engagement codename only.
4. ERS may disclose location or incident data to emergency services or law enforcement where the Playbook authorizes it or where ERS reasonably believes disclosure is necessary to prevent imminent harm to life.

IConfidentiality and Publicity

1. Each party will protect the other’s confidential information with at least reasonable care and no less than it applies to its own. The Playbook, escalation tree, verification phrases, and all incident details are confidential.
2. Disclosure is permitted to employees, agents, and contractors on a need-to-know basis, or where required by law with notice to the other party where lawful.
3. Neither party may reference the other in marketing materials without prior written consent.

JLimitation of Liability

1. Neither party excludes liability for fraud, gross negligence, or willful misconduct.
2. ERS’s aggregate liability under the Agreement is limited to the fees paid by the Subscriber in the twelve (12) months preceding the claim. Neither party is liable for indirect, consequential, special, or punitive damages.
3. The Subscriber acknowledges that the Service is a last line of defense that depends on third-party networks and responders, and that ERS cannot guarantee that an activation will result in a successful response.

KTermination

1. Either party may terminate for material breach uncured thirty (30) days after written notice, or immediately on the other party’s insolvency or where continued performance would be unlawful.
2. The Subscriber may terminate for convenience on thirty (30) days’ written notice. Monitoring fees for the remainder of the current term remain payable unless ERS agrees otherwise in writing.
3. ERS may terminate for convenience on ninety (90) days’ written notice and will refund any prepaid monitoring fees for the period after termination.
4. On termination the Subscriber will pay all amounts accrued, devices are deprovisioned, and the Playbook is retained by ERS under restricted handling or destroyed at the Subscriber’s written request, subject to ERS’s record-keeping obligations.
5. Sections F.1, G, H, I, J, and M survive termination.

LGeneral

1. Neither party is liable for delays caused by events beyond its reasonable control, except that this does not excuse payment obligations.
2. Amendments must be in writing and signed. ERS may update Part I by publishing a revised version at executiveriskservices.com/anchor-eula with thirty (30) days’ notice to the Subscriber; material changes to Part II require the Subscriber’s written acceptance.
3. Neither party may assign the Agreement without consent, except to an affiliate or successor on written notice.
4. Notices must be in writing and sent by email to the addresses in the Proposal signature block.
5. Neither party may hire or solicit the other’s personnel for twelve (12) months after the Agreement ends without consent.
6. Invalid provisions are severed without affecting the remainder. No waiver is implied by delay. No third party has rights under the Agreement. Nothing creates a partnership or agency.

MDisputes and Governing Law

1. Disputes will first be addressed through good-faith negotiation between senior representatives.
2. If unresolved within sixty (60) days, disputes will be settled by binding arbitration administered by the American Arbitration Association under its Commercial Rules, conducted in English in Nashville, Tennessee.
3. Either party may seek injunctive or other equitable relief, or bring an action for unpaid fees, in the state or federal courts located in Tennessee.
4. The Agreement is governed by the laws of the State of Tennessee, without regard to its conflict of laws principles.

—Contact

Questions about this document: legal@executiveriskservices.com

Executive Risk Services, LLC  ·  445 Hwy 46 S, Suite 122, Dickson, TN 37055