ARBITRATION AGREEMENT

NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THE TERMS AND CONDITIONS TO WHICH THIS ARBITRATION AGREEMENT IS ATTACHED (THE “TERMS”), THE PARTIES AGREE TO RESOLVE ALL DISPUTES BY BINDING INDIVIDUAL ARBITRATION in accordance with this arbitration agreement (this “Arbitration Agreement”) as follows:

(a) ANY DISPUTE THAT ARISES OUT OF OR RELATES TO THE TERMS OR FROM ANY OTHER AGREEMENT WITH HOMESERVE USA CORP. OR ANY OF ITS SUBSIDIARIES (“HOMESERVE”), OR SERVICES OR BENEFITS YOU RECEIVE OR CLAIM TO BE OWED FROM HOMESERVE, WILL BE RESOLVED BY ARBITRATION ON AN INDIVIDUAL BASIS. For purposes of this Arbitration Agreement, “you” and “your” mean the party to the Terms with HomeServe and includes all members of your home, and each of those individuals is an intended beneficiary of both this Arbitration Agreement and the Terms and “parties” means you and HomeServe and “party” means each, individually. This Arbitration Agreement applies to claims no matter when they arose, including claims that arose before you accepted the Terms. This Arbitration Agreement also applies to claims involving past, present, or future officers, directors, managers, employees, agents, affiliates, insurers, technicians, successors or assigns of HomeServe. In addition, this Arbitration Agreement covers any claims against HomeServe that you may assign or subrogate to an insurer. The American Arbitration Association (“AAA”) will administer the arbitration under its Consumer Arbitration Rules, and, if applicable, its Mass Arbitration Supplementary Rules, as modified by this Arbitration Agreement. The Federal Arbitration Act applies. Unless you and HomeServe agree otherwise, any arbitration hearings will take place in the county where you reside.

(b) A party may commence an arbitration proceeding only if the parties do not reach an agreement to resolve the claim during the Informal Resolution Period.

(i) You may commence the arbitration process by first sending HomeServe, and HomeServe may commence the arbitration process by first sending you a written notice of claims (“Notice”) and then engaging in good faith negotiations of the claims in an effort to resolve them without the need for arbitration proceedings. A party’s Notice must include their: (1) name; (2) mailing address; (3) email address; (4) telephone number; (5) description of claim(s) (including, where applicable, specific dates); (6) specific relief sought; (7) physical or electronic signature; and if the party hired an attorney, (8) signed statement authorizing the other parties to disclose the party’s account records to the attorney for the other parties if necessary. Your Notice should be sent to HomeServe by certified mail at 7134 Lee Highway, Chattanooga, TN 37421. HomeServe’s Notice should be sent to the address HomeServe has on file for you.

(ii) A party can request a telephone or video call with the other parties for an informal attempt to resolve the claim within 60 days after a party’s Notice is sent (“Informal Settlement Conference”). If timely requested, the parties will work together to select a time and place or method for the Informal Settlement Conference. The parties’ business representatives (if any) must participate in a good faith effort to settle the claims of the party who sent the Notice. The parties’ attorneys may also participate, if applicable.

(iii) A party’s right to file for arbitration with the AAA will be paused until 30 days after the Informal Settlement Conference (“Informal Resolution Period”). If the parties are not able to resolve the claim to the satisfaction of the party who sent the Notice within the Informal Resolution Period, that party may commence arbitration proceedings with the AAA. Any applicable statute of limitations or contractual limitations period(s) related to the claims in your Notice will be paused during the Informal Resolution Period.

(iv) A party must provide a Notice, participate in the Informal Settlement Conference AND WAIT UNTIL THE INFORMAL RESOLUTION PERIOD HAS ELAPSED BEFORE commencing an arbitration proceeding. If any aspect of these requirements has not been met, the parties agree that a court can prevent any party from filing or prosecuting an arbitration, and, unless prohibited by law, the arbitration administrator shall not accept or administer an arbitration nor assess fees in connection with such arbitration.

(c) THIS ARBITRATION AGREEMENT DOES NOT PERMIT CLASS ACTIONS AND CLASS ARBITRATIONS. By accepting the Terms, all parties are waiving their respective rights to participate in a class or representative action. THE PARTIES AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, REPRESENTATIVE, OR PRIVATE ATTORNEY GENERAL PROCEEDING. You may bring a claim only on your own behalf and must not seek, nor may an arbitrator award, relief that would affect other parties. If a court decides that applicable law prevents enforcement of any of this Section (c) as to any of your claims or requested relief, then those specific claims or requests must be removed from arbitration and you may bring them in court.

(d) We will reimburse you at the conclusion of the arbitration proceedings for any fees that the AAA charges you for arbitration of the claim, so long as you has complied with the entirety of the terms of this Arbitration Agreement and such claim was not determined to be frivolous or brought for an improper purpose by an arbitrator or judge.

(e) If 25 or more claimants submit notices or seek to file arbitrations raising claims similar to yours and are represented by the same or coordinated counsel (regardless of whether the cases are submitted at the same time), all of the cases must be resolved in arbitration in stages using staged test trial, or “bellwether,” proceedings if they are not resolved during their Informal Resolution Periods. You agree to this process even though it may delay the arbitration of those claims.

(i) In the first stage, each side shall select 20 cases (40 cases total) to be filed in arbitration and resolved individually by different arbitrators, with each case assigned to an arbitrator from the state in which the claimants resides In the meantime, no other cases may be filed in arbitration, and the AAA shall not accept, assess or demand fees for, or administer arbitrations that are commenced in violation of this Section (e). The arbitrators are encouraged to resolve the cases within 120 days of appointment or as swiftly as possible.

(ii) If the remaining cases are unable to be resolved after the conclusion of the first stage bellwether proceeding, each side shall select up to another 20 cases (40 cases total) to be filed in arbitration and resolved individually in accordance with this Arbitration Agreement. During this second stage, no other cases may be filed in arbitration.

(iii) If any claims remain after the second stage, this process will be repeated until all claims are resolved through settlement or arbitration, with two alterations:

(A) First, a total of 60 cases may be filed each round (unless a higher number of cases is mutually agreed upon in writing).

(B) Second, arbitrators who were assigned cases in previous rounds may be appointed to new cases.

(iv) If this Section (e) applies to your Notice, then your claims and requested relief shall be paused from the beginning date of the Informal Resolution Period until your Notice is selected for a bellwether proceeding, withdrawn, or otherwise resolved.

(v) A court will have authority to enforce this Section (e), including to enjoin the filing, assessing or demanding fees for, administration of, or prosecution of arbitrations.

(vi) This Section (e) and each of its requirements are intended to be severable from the rest of this Arbitration Agreement. If this Section (e) or any portion of it is determined to be unenforceable, then the remainder of the Arbitration Agreement shall continue in full force and effect.

(f) BY AGREEING TO ARBITRATION, THE PARTIES ARE WAIVING THEIR RIGHT TO PROCEED IN COURT AND TO A JURY TRIAL.

(g) Notwithstanding this Arbitration Agreement, any party bringing a claim may choose to bring an individual action in small claims court instead of arbitration, so long as the claim is pursued on an individual rather than a class-wide basis.

(h) CALIFORNIA RESIDENTS ONLY. Notwithstanding anything to the contrary set forth in the Arbitration Agreement, if you are a resident of California, then solely as to you the last sentence of Section (c) is deemed deleted and replaced with the following (and all references to “Arbitration Agreement” in these Referral Tems for residents of California shall be deemed to include the modifications set forth in this Section (h)): “If a court decides that applicable law precludes enforcement of any of this Section (c)’s limitations as to a particular request for a remedy or claim for relief, then that request or claim (and only that request or claim) must be severed from the arbitration and may be brought in court.”