TERMS OF SERVICE
Last Updated: April 5, 2021
The following terms and conditions (the “Agreement”) govern all use of the InsurGrid Platform (the “Service”). The Service is owned and operated by InsurGrid, Inc. (“InsurGrid”, “us”, “we”, or “our”). The Service is offered subject to your acceptance without modification of all the terms and conditions contained herein. BY USING OR ACCESSING ANY PART OF THE SERVICE, YOU AGREE TO ALL OF THE TERMS AND CONDITIONS CONTAINED HEREIN; IF YOU NOT AGREE, DO NOT USE THE SERVICE.
InsurGrid reserves the right, at its sole discretion, to modify or replace any of the terms or conditions of this Agreement at any time. If we have your email address, we will notify you via email. In addition, we will update the “Last Updated” date above. You can review this Agreement at https://www.insurgrid.com/terms-of-service.
1. ARBITRATION AND CLASS ACTION WAIVER
WE HAVE CERTAIN REQUIREMENTS THAT YOU AGREE TO ARBITRATE DISPUTES YOU MAY HAVE WITH US – AND WAIVE RIGHTS TO BRING CLASS ACTION LAWSUITS. PLEASE SEE SECTION 14 (“DISPUTE RESOLUTION”) BELOW FOR MORE INFORMATION. BY ENTERING THIS AGREEMENT, YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT AND HAVE TAKEN TIME TO CONSIDER THE CONSEQUENCES OF ENTERING THIS AGREEMENT.
2. Scope and Access
InsurGrid’s mission is to make buying and selling insurance simple and transparent for everyone. The Service technology provides an easy way for you to provide information regarding your current insurance policies (“User Information”) to insurance agents and other third parties who may be able to provide you with insurance related products and services (“Providers”).
InsurGrid may change, suspend or discontinue any aspect of the Service at any time. InsurGrid may also impose limits on certain features and services or restrict your access to parts or all of the Service without notice or liability..
The Service is available only to individuals who are at least 18 years old. You represent and warranty that if you are an individual, you are at least 18 years old. You also certify that you takes full responsibility for the selection and use of the the Service. This Agreement is void where prohibited by law, and the right to access the Service is revoked in such jurisdictions.
Your shall be responsible for obtaining and maintaining any equipment or ancillary services needed to connect to, access the Service, including, without limitation, modems, hardware, software, and long distance or local telephone service. You shall be responsible for ensuring that such equipment or ancillary services are compatible with the Service.
3. Authorization for User Information
4. Use of the Service
You represent and warrant (i) your use of the Service will comply with all laws and regulations (including with respect to privacy), (ii) no content (such as surveys, text, data, information, trademarks/logos, etc.) you submits to the Service (“User Content”) will infringe or otherwise violate any third party intellectual property rights or any laws or regulations (including, without limitation, as related to obscenity, defamation and privacy), (iii) if you use the Service on behalf of any third party, you have all necessary authorizations, and (iv) your use of the Service will not conflict with any obligations you have to any third party. InsurGrid is hereby granted a non-exclusive, worldwide, perpetual, royalty-free, transferable right to use, reproduce and display such User Content as reasonably necessary to provide your with the Service. InsurGrid reserves the right to remove any User Content from the Service at any time, for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to such User Content), or for no reason at all.
5. Other Restrictions
You shall not submit any information to the Service that is false, misleading or inaccurate.
You shall not use any “deep-link”, “page-scrape”, “robot”, “spider” or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the Service, or in any way reproduce or circumvent the navigational structure or presentation of the Service, to obtain or attempt to obtain any materials, documents or information through any means not purposely made available through the Service. InsurGrid reserves the right to bar any such activity.
You shall not attempt to gain unauthorized access to any portion or feature of the Service, or any other systems or networks connected to the Service or to any InsurGrid server, or to any of the services offered on or through the Service, by hacking, password “mining”, or any other illegitimate means.
You shall not probe, scan or test the vulnerability of the Service or any network connected to the Service, nor breach the security or authentication measures on the Service or any network connected to the Service. You shall not reverse look-up, trace or seek to trace any information on any other user of or visitor to the Service, or any other customer of InsurGrid, including any InsurGrid account not owned by you, to its source, or exploit the Service or any service or information made available or offered by or through the Service, in any way where the purpose is to reveal any information, including but not limited to personal identification or information, other than your own information, as provided for by the Service.
You shall not take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Service or InsurGrid’s systems or networks, or any systems or networks connected to the Service or to InsurGrid.
You shall not use any device, software or routine to interfere or attempt to interfere with the proper working of the Service or any transaction being conducted on the Service, or with any other person’s use of the Service.
You shall not forge headers or otherwise manipulate identifiers in order to disguise the origin of any message or transmittal you send to InsurGrid on or through the Service. You shall not, in connection with the Service, pretend (e.g. through impersonation) that you are any other person.
You shall not use the Service for any purpose that is unlawful or prohibited by this Agreement, or which infringes the rights of InsurGrid or others.
6. Third Party Services
The Service may permit you to link to other websites or applications (collectively, “Third Party Services”), and other websites or applications may contain links to the Service. Third Party Services are not under InsurGrid’s control, and you acknowledge that InsurGrid is not responsible or liable for the content, functions, accuracy, legality, appropriateness or any other aspect of such Third Party Services. The inclusion of any such link does not imply endorsement by InsurGrid. You further acknowledge and agrees that InsurGrid shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any content, goods, information, or services available on or through any such Third Party Services.
You shall defend, indemnify, and hold harmless InsurGrid and each of its employees, contractors, directors, suppliers and representatives from all liabilities, damages, losses, settlements, claims, actions, demands, costs and expenses, including attorneys' fees, that arise from or in connection with your (i) use or misuse of the Service; (ii) procurement or use of any products or services provided by any Provider or Third party Services, (iii) access to any part of the Service, (iv) User Information, or (v) violation of this Agreement.
8. Warranty Disclaimer
THE SERVICE IS PROVIDED ON AN "AS IS" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. INSURGRID MAKES NO WARRANTY THAT (I) THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR (II) THE RESULTS OF USING THE SERVICE WILL MEET YOUR REQUIREMENTS. SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES. IN SUCH JURISDICTIONS, THE FOREGOING DISCLAIMERS MAY NOT APPLY TO YOU INSOFAR AS THEY RELATE TO IMPLIED WARRANTIES.
WITHOUT LIMITING THE FOREGOING, YOU ACKNOWLEDGE AND AGREE THAT INSURGRID IS NOT LIABLE FOR ANY ACTS, OMISSIONS, PRODUCTS, OR SERVICE PROVIDED BY ANY PROVIDER.
9. Limitation of Liability
IN NO EVENT SHALL INSURGRID, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR PROVIDERS BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL THEORY WITH RESPECT TO THE SERVICE: (I) FOR ANY LOST PROFITS OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, EVEN IF FORESEEABLE, (II) FOR ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION), (III) FOR ANY ERRORS OR OMISSIONS IN THE SERVICE, OR (IV) FOR ANY DIRECT DAMAGES IN EXCESS OF (IN THE AGGREGATE) $10.00 (U.S.).
WITHOUT LIMITING THE FOREGOING, YOU ACKNOWLEDGE AND AGREE THAT INSURGRID IS NOT LIABLE FOR ANY ERRORS, OMISSIONS, OR INACCURACIES IN YOUR USER INFORMATION THAT ARE CAUSED BY THE SERVICE INCORRECTLY OR INACCURATELY PULLING OR TRANSMITTING SUCH USER INFORMATION FROM YOUR INSURANCE ACCOUNT.
WITHOUT LIMITING THE FOREGOING, YOU ACKNOWLEDGE AND AGREE THAT INSURGRID IS NOT LIABLE FOR ANY ACTS, OMISSIONS, PRODUCTS, OR SERVICE PROVIDED BY ANY PROVIDER.
IN ADDITION, YOU ACKNOWLEDGE AND AGREE THAT INSURGRID SHALL NOT BE LIABLE FOR ANY MATTERS BEYOND INSURGRID’S REASONABLE CONTROL, INCLUDING, WITHOUT LIMITATION, MECHANICAL, ELECTRONIC OR COMMUNICATIONS FAILURE OR DEGRADATION.
THE FOREGOING LIMITATIONS SHALL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
10. Disputes with Insurance Product Providers
If there is a dispute between you and any Provider – including, without limitation, with respect to use of your User Information - you agree that InsurGrid is under no obligation to become involved. In the event that you have such a dispute, you release InsurGrid, its officers, employees, agents, and successors from claims, demands, and damages of every kind or nature, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes and/or our Service. If you are a California resident, you shall and hereby do waive California Civil Code Section 1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which, if known by him or her must have materially affected his or her settlement with the debtor."
11. Term and Termination
12. Export and Trade Controls
You agree not to import, export, re-export, or transfer, directly or indirectly, any part of the Service or any information provided on or through the Service except in full compliance with all United States, foreign and other applicable laws and regulations.
13. Electronic Communications
When you use the Service or send e-mails to InsurGrid, you are communicating with InsurGrid electronically. You hereby consents to receive communications from us electronically. You agree that all agreements, notices, disclosures and other communications that InsurGrid provides to you electronically satisfy any legal requirement that such communications be in writing.
All legal notices to InsurGrid must be addressed in writing, and sent by registered or certified mail, to: InsurGrid, Inc., 548 Market Street, PMB 22672 San Francisco CA, 94104, Attn: Legal. If you have general questions regarding this Agreement or the Service, you may also email us at email@example.com.
InsurGrid may provide notices to you via email and to any other address you provide.
15. Dispute Resolution
Let's Try To Work It Out. Ideally, if you have any concerns or complaint against InsurGrid, we would like to resolve the issue without resorting to formal court or arbitration proceedings. Therefore, before filing a claim against InsurGrid, you agree to try to resolve the dispute informally by contacting us as set forth in Section 14 above. InsurGrid will attempt to resolve the dispute informally (and will contact you via email). If a dispute is not resolved within thirty (30) days of submission, you may bring a formal proceeding.
Arbitration. Any disputes that are not settled informally as contemplated above shall be settled by binding arbitration in accordance with the rules and procedures (“Rules”) of the American Arbitration Association (“AAA”). The Rules will be AAA’s Consumer Arbitration Rules if available. Arbitration shall be conducted by one (1) arbitrator selected in accordance with the Rules. In the event any telephonic or other streamlined procedures are available – they will be used. The written decision of the arbitrator shall be final and binding on the parties and enforceable in any court. The arbitration proceeding shall take place in San Francisco, California using the English language. Notwithstanding the foregoing, either party may bring claims for equitable or injunctive relief before a court (see the “Going to Court” section below) at any time.
Opt-out of Agreement to Arbitrate. You can decline this agreement to arbitrate by notify InsurGrid in writing within thirty (30) days of the date that you first become bound by this Agreement. Your opt-out request must be sent to:
InsurGrid, Inc. (ATTN: Arbitration Opt- out)
548 Market Street, PMB 22672
San Francisco CA, 94104
You must include your name and residence address, the email address you provided as part of the Service onboarding process, and a clear statement that you want to opt-out of this arbitration agreement.
Process. A form for initiating arbitration proceedings is available on the AAA's site at www.adr.org. In addition to filing this form with the Rules, the party initiating the arbitration must mail a copy of the completed form to the opposing party. You may send a copy to InsurGrid at: InsurGrid, Inc., 548 Market Street, PMB 22672 San Francisco CA, 94104 (Attn: Arbitration). In the event we initiate arbitration against you, we will send a copy of the completed form to the email address or physical address we have on file.
Evidence. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of documents we and you submit to the arbitrator, unless you request a hearing or the arbitrator determines that a hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by the Rules. Subject to the Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.
Fees. Your responsibility to pay any AAA filing, administrative and arbitrator fees will be solely as set forth in the AAA Rules. However, if your claim for damages does not exceed $75,000, InsurGrid will pay all such fees, unless the Arbitrator finds that either the substance of your claim or the relief sought in your complaint for arbitration was frivolous or was brought for an improper purpose (such as claims brought in bad faith). If you prevail in arbitration, you will be entitled to an award of attorneys' fees and expenses (to the extent required by law). InsurGrid will not seek, and hereby waives all rights we may have, to attorneys' fees and expenses if we prevail in arbitration.
No Class Actions. You may only resolve disputes with InsurGrid on an individual basis, and may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations are not allowed.
Modifications. Notwithstanding any provision in this Agreement to the contrary, you and we agree that if we make any amendment to the foregoing arbitration terms or conditions (other than an amendment to any notice address or site link) in the future, such amendment shall not apply to any claim that was filed in a legal proceeding against InsurGrid prior to the effective date of the amendment. In addition, you shall have the reject any such amendment by notifying InsurGrid in writing within thirty (30) days of the date that you are first notified of the amendment (according to the procedures set forth above in this Section 15). In the event you so reject an amendment, the amendment will not apply to you – but this Section 15 will otherwise remain in fully force and effect (according the pre-amendment version you had already agreed to).
Going to Court. Subject to the arbitration provision above, you agree that the exclusive jurisdiction and venue for all disputes arising in connection with this Agreement shall be in the state and Federal courts located in San Francisco, California. You hereby submit to such jurisdiction and venue.
THE TERMS AND CONDITIONS IN THIS SECTION 15 WILL NOT APPLY TO THE EXTENT PROHIBITED OR OTHERWISE.
The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder. If any provision of this Agreement is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable. This Agreement is not assignable, transferable or sublicensable by you except with InsurGrid’s prior written consent. InsurGrid may transfer, assign or delegate this Agreement and its rights and obligations without consent. This Agreement shall be governed by and construed in accordance with the laws of the state of California, as if made within California between two residents thereof. Both parties agree that this Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of this Agreement, and that all modifications must be in a writing signed by both parties, except as otherwise provided herein. No agency, partnership, joint venture, or employment is created as a result of this Agreement and you do not have any authority of any kind to bind InsurGrid in any respect whatsoever.