BackNine's Terms of Use This document governs our relationship with users and others who interact with BackNine. By using or accessing BackNine, you agree to these Terms of Use.
Commissions
BackNine agrees that commission payment, if any, made by BackNine to you shall be vested in you to the same extent that commissions on the same transaction are vested in BackNine by applicable insurance company, with the exception of Group Insurance which may be subject to a Broker of Record direction. In the event that any commission, premium or fee paid or credited to you must be referenced of returned by BackNine to the insurer, BackNine is authorized, but not obligated, to make payment on your behalf and will be reimbursed for this payment in full by you within thirty (30) days of the date of such payment. If such payment is not made by you, then BackNine is authorized to debit any commissions which may be due to you until such obligation has been fulfilled. You will also reimburse BackNine for any and all costs and expenses (including reasonable attorney’s fees) incurred by BackNine in collection of any such sums from you. Both you and BackNine agree to hold each other harmless and indemnify each other against any and all liability, loss, damages, judgments, cost or expenses of any nature, type or kind (including reasonable attorney’s fees) incurred or imposed upon as a result of any allegedly wrongful or tortuous act or omission on a respective party. In the event of litigation to determine the respective right, duties and/or obligation of the parties under this agreement, the prevailing party shall be entitled to reasonable attorney’s fee.
Customer Ownership
During the course of our relationship, you may submit your customers' information to BackNine for quotes, applications, marketing, and other services. BackNine will not use your customers' information in an attempt to earn commission from the sale of insurance products unless you will also receive commission from the sale of insurance products, or unless expressly agreed to by you.
Communication
You consent to the transmission of information, whether personal, commercial or of an advertising nature, by way of email.
Non Disclosure Agreement
The term “Confidential Information” shall mean confidential and proprietary information, including financial information, documentation, business and marketing plans, and other technical, strategic planning and/or business information, in written, verbal and/or electronic form (the “Confidential Information”). Notwithstanding the foregoing, to be deemed “Confidential Information” for purposes of this Agreement, any information disclosed in written and/or electronic form shall be marked “confidential” by the disclosing party, at the time of disclosure, and any information disclosed orally shall be identified as confidential at the time of disclosure. Notwithstanding anything to the contrary contained herein, the term “Confidential Information” does not include information that: (i) is or becomes publicly available other than by disclosure by the receiving party in violation of this Agreement; (ii) is known to the receiving party prior to disclosure by the disclosing party hereunder; or (iii) is independently developed by the receiving party outside of this Agreement.
The Confidential Information provided by each party shall be deemed to be confidential and proprietary information of the disclosing party. The receiving party agrees that, except as otherwise permitted by this Agreement, the Confidential Information will only be divulged to and used by its employees with a need to know for the purpose of evaluating or implementing a possible business transaction with the disclosing party (the "Permitted Persons"). The receiving party shall use the same degree of care in its handling of the Confidential Information as it uses with regard to its own proprietary information, with not less than a reasonable degree of care, in order to prevent the unauthorized or inadvertent disclosure, use or publication of the Confidential Information. The receiving party agrees to be responsible for any breach of this Agreement by the Permitted Persons and will not permit any of the Permitted Persons to divulge, use or publish any Confidential Information except in accordance with the terms of this Agreement. The receiving party may disclose the Confidential Information to the extent required by law, regulation or order of a court or regulatory authority; provided that the receiving party: (i) provides the disclosing party with prompt written notice of the requirement, (ii) affords the disclosing party a reasonable opportunity to protect the Confidential Information, and, (iii) if the disclosing party cannot protect the Confidential Information, discloses the Confidential Information only to the extent legally required and treats the Confidential Information in accordance with this Agreement for all other purposes.
Privacy
Your privacy is very important to us. We designed our Privacy Policy to make important disclosures about how you can use BackNine and how we collect and can use your content and information. We encourage you to read the Privacy Policy, and to use it to help you make informed decisions.
Sharing Your Content and Information
When you delete content, it is deleted in a manner similar to emptying the recycle bin on a computer. However, you understand that removed content may persist in backup copies for a reasonable period of time (but will not be available to others). When you use an application, the application may ask for your permission to access your content and information as well as content and information that others have shared with you. We require applications to respect your privacy, and your agreement with that application will control how the application can use, store, and transfer that content and information. We always appreciate your feedback or other suggestions about BackNine, but you understand that we may use your feedback or suggestions without any obligation to compensate you for them (just as you have no obligation to offer them).
Safety
We do our best to keep BackNine safe, but we cannot guarantee it. We need your help to keep BackNine safe, which includes the following commitments by you: You will not post unauthorized commercial communications (such as spam) on BackNine. You will not collect users' content or information, or otherwise access BackNine, using automated means (such as harvesting bots, robots, spiders, or scrapers) without our prior permission. You will not engage in unlawful multi-level marketing, such as a pyramid scheme, on BackNine. You will not upload viruses or other malicious code. You will not solicit login information or access an account belonging to someone else. You will not bully, intimidate, or harass any user. You will not post content that: is hate speech, threatening, or pornographic; incites violence; or contains nudity or graphic or gratuitous violence. You will not develop or operate a third-party application containing alcohol-related, dating or other mature content (including advertisements) without appropriate age-based restrictions. You will not use BackNine to do anything unlawful, misleading, malicious, or discriminatory. You will not do anything that could disable, overburden, or impair the proper working or appearance of BackNine, such as a denial of service attack or interference with page rendering or other BackNine functionality. You will not facilitate or encourage any violations of this Statement or our policies. The contents of email messages and any attachments are intended solely for the addressee(s) and may contain confidential and/or privileged information and may be legally protected from disclosure. If you are not the intended recipient of the message or their agent, or if the message has been addressed to you in error, please immediately alert the sender by reply email and then delete the message and any attachments. If you are not the intended recipient, you are hereby notified that any use, dissemination, copying, or storage of the message or its attachments is strictly prohibited.
Registration and Account Security
BackNine users provide their real names and information, and we need your help to keep it that way. Here are some commitments you make to us relating to registering and maintaining the security of your account: You will not provide any false personal information on BackNine, or create an account for anyone other than yourself without permission. You will not create more than one personal account. If we disable your account, you will not create another one without our permission. You will not use BackNine if you are under 18. You will keep your contact information accurate and up-to-date. You will not share your password (or in the case of developers, your secret key), let anyone else access your account, or do anything else that might jeopardize the security of your account. You will not transfer your account to anyone without first getting our written permission. If you select a username or similar identifier for your account, we reserve the right to remove or reclaim it if we believe it is appropriate (such as when a trademark owner complains about a username that does not closely relate to a user's actual name).
Protecting Other People's Rights
We respect other people's rights, and expect you to do the same. You will not post content or take any action on BackNine that infringes or violates someone else's rights or otherwise violates the law. We can remove any content or information you post on BackNine if we believe that it violates this Statement or our policies. If we remove your content for infringing someone else's copyright, and you believe we removed it by mistake, we will provide you with an opportunity to appeal. If you repeatedly infringe other people's intellectual property rights, we will disable your account when appropriate. You will not use our copyrights or Trademarks or any confusingly similar marks, except with our prior written permission. If you collect information from users, you will: obtain their consent, make it clear you (and not BackNine) are the one collecting their information, and post a privacy policy explaining what information you collect and how you will use it. You will not post anyone's identification documents or sensitive financial information on BackNine.
Mobile and Other Devices
We currently provide our mobile services for free, but please be aware that your carrier's normal rates and fees, such as text messaging and data charges, will still apply. In the event you change or deactivate your mobile telephone number, you will update your account information on BackNine within 48 hours to ensure that your messages are not sent to the person who acquires your old number. You provide consent and all rights necessary to enable users to sync (including through an application) their devices with any information that is visible to them on BackNine.
Special Provisions Applicable to Advertisers
We may deliver advertising and other commercial or sponsored content that is valuable to our users and advertisers. In order to help us do that, you agree to the following: You give us permission to use your name, profile picture, content, and information in connection with commercial, sponsored, or related content served or enhanced by us. This means, for example, that you permit a business or other entity to pay us to display your name and/or profile picture with your content or information, without any compensation to you. We do not give your content or information to advertisers without your consent. You understand that we may not always identify paid services and communications as such.
Amendments
We’ll notify you before we make changes to these terms and give you the opportunity to review and comment on the revised terms before continuing to use our Services. Your continued use of the BackNine, following notice of the changes to our terms constitutes your acceptance of our amended terms, policies or guidelines.
Termination
If you violate the letter or spirit of this Statement, or otherwise create risk or possible legal exposure for us, we can stop providing all or part of BackNine to you. We will notify you by email or at the next time you attempt to access your account. You may also delete your account or disable your application at any time.
Disputes
You will resolve any claim, cause of action or dispute (claim) you have with us arising out of or relating to this Statement or BackNine exclusively in the U.S. District Court for the Southern District of California or a state court located in Ventura County, and you agree to submit to the personal jurisdiction of such courts for the purpose of litigating all such claims. The laws of the State of California will govern this Statement, as well as any claim that might arise between you and us, without regard to conflict of law provisions. If anyone brings a claim against us related to your actions, content or information on BackNine, you will indemnify and hold us harmless from and against all damages, losses, and expenses of any kind (including reasonable legal fees and costs) related to such claim. Although we provide rules for user conduct, we do not control or direct users' actions on BackNine and are not responsible for the content or information users transmit or share on BackNine. We are not responsible for any offensive, inappropriate, obscene, unlawful or otherwise objectionable content or information you may encounter on BackNine. We are not responsible for the conduct, whether online or offline, of any user of BackNine. WE TRY TO KEEP BACKNINE UP, BUG-FREE, AND SAFE, BUT YOU USE IT AT YOUR OWN RISK. WE ARE PROVIDING BACKNINE AS IS WITHOUT ANY EXPRESS OR IMPLIED WARRANTIES INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT GUARANTEE THAT BACKNINE WILL ALWAYS BE SAFE, SECURE OR ERROR-FREE OR THAT BACKNINE WILL ALWAYS FUNCTION WITHOUT DISRUPTIONS, DELAYS OR IMPERFECTIONS. BACKNINE IS NOT RESPONSIBLE FOR THE ACTIONS, CONTENT, INFORMATION, OR DATA OF THIRD PARTIES, AND YOU RELEASE US, OUR DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS FROM ANY CLAIMS AND DAMAGES, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH ANY CLAIM YOU HAVE AGAINST ANY SUCH THIRD PARTIES. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE §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. WE WILL NOT BE LIABLE TO YOU FOR ANY LOST PROFITS OR OTHER CONSEQUENTIAL, SPECIAL, INDIRECT, OR INCIDENTAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS STATEMENT OR BACKNINE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR AGGREGATE LIABILITY ARISING OUT OF THIS STATEMENT OR BACKNINE WILL NOT EXCEED THE GREATER OF ONE HUNDRED DOLLARS ($100) OR THE AMOUNT YOU HAVE PAID US IN THE PAST TWELVE MONTHS. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH CASES, BACKNINE'S LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.
Automatic Clearing House ("ACH") Payments Definitions: Electronic Fund Transfer: Any transfer of funds, other than a transaction originated by check, draft or similar paper instrument, that is initiated through an electronic device or computer to instruct us to debit or credit an account. Electronic Fund Transfers include such electronic transactions as direct deposits or withdrawals of funds, transfers initiated via telephone, website or mobile application.
Preauthorized Electronic Fund Transfer: An Electronic Fund Transfer that you have authorized in advance to recur at substantially regular intervals; for example, direct deposits into or withdrawal of funds out of your account.
Your Liability:
Authorized Transfers: You are liable for all Electronic Fund Transfers that you authorize, whether directly or indirectly.
Unauthorized Transfers: Tell us at once if you believe your account or PIN or Access Information (as defined below) is lost or stolen or has been or may be subject to unauthorized Electronic Fund Transfers. Contact us immediately to keep your possible losses to a minimum. You could lose all the money in your account(s). If you tell us within two (2) business days after learning of the loss or theft of your account access device, or after learning of any other unauthorized transfers from your account involving your account access device, you can lose no more than $50 if Electronic Fund Transfers are made without your permission. For these transactions, if you do not tell us within two (2) business days after learning of the loss, theft or unauthorized use, and we can establish that we could have prevented the unauthorized transfer(s) if you had told us in time, you could lose as much as $500. Also, if your periodic account statement shows unauthorized transfers and you do not tell us within sixty (60) days after the statement was delivered to you, you may not get back any money you lose after the sixty (60) day period if we can prove that we could have prevented the unauthorized transfer(s) if you had told us in time. If an extenuating circumstance (such as extended travel or hospitalization) prevents you from promptly notifying us of a suspected lost or stolen access device or of any other suspected unauthorized transfer(s), the time periods specified in this paragraph may be extended for a reasonable period. 2. Error Resolution Disclosures. (i) Errors or Questions about Transactions. Please contact us by emailing us at support@back9ins.com (1) if you believe a transaction receipt or a statement is wrong, or (2) if you need more information about a transaction on the receipt or statement. For consumer accounts, we must hear from you no later than sixty (60) days after we sent you the first statement on which the error or problem appeared. Your inquiry must include: (x) your name, email associated with your account, and your account number (if available); (y) a description of the error or the transaction you are unsure about, and a clear explanation of why you believe there is an error or why you need more information; and (z) the dollar amount of the suspected error. If you tell us orally, we may require that you send us your inquiry via email within ten (10) business days. (ii) The following must be included in connection with consumer ACH transactions: (a) BackNine will investigate promptly and, except as otherwise provided in this paragraph, shall determine whether an error occurred within ten (10) business days of receiving a notice of error. BackNine shall report the results to the consumer in writing within three (3) business days after completing its investigation. BackNine shall correct the error within one (1) business day after determining that an error occurred. (b) If BackNine is unable to complete its investigation within ten (10) business days, BackNine may take up to forty-five (45) days from receipt of a notice of error to investigate and determine whether an error occurred, provided BackNine does the following: (1) provisionally credits the consumer's account in the amount of the alleged error (including interest where applicable) within ten (10) business days of receiving the error notice. BackNine need not provisionally credit the consumer's account if: ● BackNine does not receive written confirmation within ten (10) business days of an oral notice of error; or ● The alleged error involves an account that is subject to Regulation T (Securities Credit by Brokers and Dealers, 12 CFR part 220). (2) informs the consumer, within two (2) business days after the provisional crediting, of the amount and date of the provisional crediting and gives the consumer full use of the funds during the investigation; (3) corrects the error, if any, within one (1) business day after determining that an error occurred; and (4) reports the results to the consumer within three (3) business days after completing its investigation (including, if applicable, notice that a provisional credit has been made final). (c) The time periods described above may be extended as follows: (1) The time limit for resolution is extended to twenty (20) business days in place of ten (10) business days if the notice of error involves an electronic fund transfer to or from the account within thirty (30) days after the first deposit to the account was made; or (2) The time limit for resolution is extended to ninety (90) days in place of forty-five (45) days for completing an investigation, if a notice of error involves an electronic fund transfer that occurred within thirty (30) days after the first deposit to the account was made.
Special Provisions Applicable to Users Outside the United States
We strive to create a global community with consistent standards for everyone, but we also strive to respect local laws. The following provisions apply to users and non-users who interact with BackNine outside the United States: You consent to having your personal data transferred to and processed in the United States. If you are located in a country embargoed by the United States, or are on the U.S. Treasury Department's list of Specially Designated Nationals you will not engage in commercial activities on BackNine (such as advertising or payments) or operate a Platform application or website. You will not use BackNine if you are prohibited from receiving products, services, or software originating from the United States.
Definitions
By "BackNine" we mean the features and services we make available, including through (a) our website at www.back9ins.com and any other BackNine branded or co-branded websites (including sub-domains, international versions, widgets, and mobile versions); (b) our Platform; (c) social plugins; and (d) other media, brands, products, services, software, devices, or networks now existing or later developed. BackNine reserves the right to designate, in its sole discretion, that certain of our brands, products, or services are governed by separate terms and not this SRR. By "Platform" we mean a set of APIs and services (such as content) that enable others, including application developers and website operators, to retrieve data from BackNine or provide data to us. By "information" we mean facts and other information about you, including actions taken by users and non-users who interact with BackNine. By "content" we mean anything you or other users provide or share using BackNine. By "data" or "user data" or "user's data" we mean any data, including a user's content or information that you or third parties can retrieve from BackNine. By "use" we mean use, run, copy, publicly perform or display, distribute, modify, translate, and create derivative works of. By "application" we mean any application or website that uses or accesses Platform, as well as anything else that receives or has received data from us. If you no longer access Platform but have not deleted all data from us, the term application will apply until you delete the data. By “Trademarks” we mean the list of trademarks provided here.
Other
References to “us,” “we,” and “our” mean BackNine Insurance and Financial Services, Inc. This Statement makes up the entire agreement between the parties regarding BackNine, and supersedes any prior agreements. If any portion of this Statement is found to be unenforceable, the remaining portion will remain in full force and effect. If we fail to enforce any of this Statement, it will not be considered a waiver. Any amendment to or waiver of this Statement must be made in writing and signed by us. You will not transfer any of your rights or obligations under this Statement to anyone else without our consent. All of our rights and obligations under this Statement are freely assignable by us in connection with a merger, acquisition, or sale of assets, or by operation of law or otherwise. Nothing in this Statement shall prevent us from complying with the law. This Statement does not confer any third party beneficiary rights. We reserve all rights not expressly granted to you. You will comply with all applicable laws when using or accessing BackNine.