Lincoln is dropped off by his mother at Sunset Canyon Retirement Home, so that he can spend the day with his grandfather. As he is entering the building, he notices the nurse evicting one of the residents from the retirement home for disobeying their curfew. He walks up to the front desk and rings the bell. Pop-Pop sneaks up and surprises Lincoln. He explains that it took him months to get into Sunset Canyon, implying that three people were kicked out, before there was room for him to move in. Pop-Pop also explains that the place has a pool, shuffle board, and many of his old friends are also residents. The only downside is that a strict and controlling nurse named Sue runs the place, and has a very strict rule system for the residents. Lincoln tells Pop-Pop he has a fun filled day planned for them, but Sue objects to this and Pop-Pop agrees to go with Sue's rules, and they hang out there instead.
They decide to go for a swim in the pool, but before they can dive in Sue stops them, and instructs Pop-Pop to use the helper chair to get into the pool. She also makes Lincoln put on a life vest and nose plugs. While he and Pop-Pop are about to have fun in the pool, Sue makes everyone get out to reapply sun block (despite the fact the swimming pool is indoors) and everyone has to get out. Later, Lincoln and Pop-Pop are playing Twister but then Sue instructs them to stop, and then later Pop-Pop is required to take a nap due to Sue's rules. Lincoln convinces Pop-Pop that she is just trying to make him think he's old and helpless so Pop-Pop decides to go out and have a good time. Sue attempts to stop them and informs them of the curfew, but they still decide to go out.
While they are out, they stop at a diner, and at first Pop-Pop doesn't wish to eat anything too heavy, but Lincoln informs him that he can handle it, (due to a flashback of Pop-Pop cleaning out an entire Chinese buffet) and he agrees to eat what Lincoln is having. They later spend their day having fun with dancing, laser tag, a carnival, drinking Flippees to see who can get a brain freeze first, and rock climbing. When Lincoln is getting them some hot dogs, a biker is talking with Pop-Pop and convinces him to come to a bull riding contest at a local bar. Lincoln warns him of the 6 o'clock curfew, but Pop-Pop has had so much fun that he is starting to ignore Sue's warning. Pop-Pop takes off and Lincoln goes after him, missing him every time he arrives where Pop-Pop was last located. He eventually catches up to him after he did some skydiving, and Lincoln finally convinces him to head back to the retirement home. When they arrive however, it is almost 6 and Sue locks the front door prematurely. They now have to find another way into Pop-Pop's room and his friends decide to help out. They make it into Scoots' room while Seymour distracts Sue, but when they finally arrive in Pop-Pop's room, Sue is already there waiting to kick him out.
Lincoln feels bad for Pop-Pop, but he tells Lincoln that he had such a fun day and that living in a place that has so many rules isn't worth it. Eventually, his friends all join in and inform Sue that with not many people at the home, there's no point and she angrily allows Pop-Pop to stay. Rita eventually comes to pick up Lincoln, and Pop-Pop tells him he can't wait to have another fun day with him. The two of them hug and Pop-Pop is informed that his friends are going to have a a late night swim in the pool. Pop-Pop says goodbye to Lincoln, and removes his clothes as he goes to have a swim with his friends, while Lincoln just looks on awkwardly.