Terms and Conditions of Use for Insurance
1. Welcome!
Welcome to Modus Group, LLC (“Modus” or “we” or “us” or “our”). We provide hardware, software and services, including telematics services, to you (“your” or “Customer”) through mobile applications, web applications and via other channels, subject to this Terms and Conditions of Use agreement (“Agreement”). This website (“site”) is maintained as a service to our customers. By using and accessing this site and Modus software, hardware and/or service(s), you agree to comply with and be bound by the following terms and conditions of use. Specifically, you agree this is a contract between you and Modus, even though it is not printed on paper and signed by you and Modus. Therefore, please review these terms and conditions carefully, and from time to time, as this Agreement may be modified at any time by Modus. If we change or modify this Agreement, we will post the changes or modifications and the date they were changed on this page. Any such changes will become effective immediately. If you do not agree to the terms and conditions of this Agreement, you should not use this site, hardware, software and/or services, as your continued use of the hardware, software and services indicates your continued and unconditional acceptance of this Agreement and its terms and conditions.
2. Description of Service and Term.
The services includes (a) the site, (b) Modus’ telematics (including hardware) and related services, and (c) all mobile applications and other software, data, reports, text, images, and other content made available through any of the foregoing. The hardware means device(s) provided by Modus, including devices that may be connected to your motor vehicle in connection with the services. Any updates, upgrades, and new features added to or augmenting the software, hardware or service are also subject to this Agreement. You agree we may provide you updates and/or upgrades without your further consent or notice to you. You agree to access the service provided by Modus only through the interface provided to you by Modus and not by any other means. The software, hardware and service may work in conjunction with a mobile device. By using the services in connection with your mobile device, you agree that we may communicate with you regarding Modus and other entities by various electronic means to your mobile device for the purpose of providing the services and obtaining information about your usage of the services. Therefore, if you change your account contact information, including deactivating or changing your mobile telephone number, you agree to promptly and accurately forward your updated contact information to Modus. Finally, please note that using your mobile device to access or use software, hardware or services may also trigger your wireless service carrier’s standard charges, data rates and other fees for which Modus is not responsible.
Whereas certain services and/or terms may be subject to a processing fee, this processing fee will pertain only to the act of Modus entering the Customer information, provided by Customer during sign-up, into the system as well as includes the packaging of any hardware, if applicable, and shipping out said hardware to the address provided by Customer during the sign-up process. This fee does not ensure delivery of any hardware devices, and is non-returnable and non-refundable.
The term of this Agreement is for two years, commencing on the date you submit an order for Modus software, hardware and/or service (“Effective Date”) and shall continue for a period of two (2) years with an automatic renewal thereafter for one (1) year terms unless terminated by either you or Modus as provided herein. No service or term (“period”) of this agreement will be less than a full (whole) monthly period on a calendar year basis (twelve whole periods per year), except for the first month period during sign-up which will be prorated to the portion of that month’s period remaining.
3. Privacy.
Your visit to our site is also governed by our Privacy Policy. Please review our Privacy Policy at: http://www.moduscorp.wpengine.com/privacy-policy
4. Ownership. All content included on this site, software, hardware or service(s) is and shall remain the property of Modus, its affiliates or its content suppliers and is protected under applicable copyright, patent, trademark, and other proprietary rights. Any copying, redistribution, use or publication by you of any such content or any part of the site is prohibited, except as expressly permitted by Modus. Modus, it affiliates or its content suppliers will not grant you any rights or interest in the content of this site or the software, hardware or service or content contained therein without a separate written contract amending the terms of this Agreement.
5. Intended Audience.
All content included on this site, software, hardware or service(s) is and shall remain the property of Modus, its affiliates or its content suppliers and is protected under applicable copyright, patent, trademark, and other proprietary rights. Any copying, redistribution, use or publication by you of any such content or any part of the site is prohibited, except as expressly permitted by Modus. Modus, it affiliates or its content suppliers will not grant you any rights or interest in the content of this site or the software, hardware or service or content contained therein without a separate written contract amending the terms of this Agreement.
6. Use of software, hardware and services.
Modus grants you a limited, revocable, nonexclusive license to use the site, software, hardware, and/or services solely for your own personal use and not for republication, distribution, assignment (in whole or in part), sublicense, sale, preparation or creation of derivative works, or other use or misuse in violation of this Agreement. You agree not to copy, modify, reverse assemble, reverse engineer, hack, break into, tamper, attempt to discovery source code, sell, resell, assign, sublicense, share, or otherwise attempt to transfer any right or interest in this site, software, hardware or services without the express written permission from Modus in a separate agreement. You further agree not to misuse the site, software, hardware and/or services in violation of any law or this Agreement. The use of this site, software, hardware and services is at the discretion of Modus and Modus may terminate your use of these at any time.
You agree to only use this site, software, hardware and service(s) as permitted by and agreed to by Modus. You shall not use our software, hardware or services in or with motor vehicles with a modified engine, modified electronic control systems, or cars of any make, model or year that we do not support. Such use shall be deemed nonconforming and inappropriate use (“misuse”) of the software, hardware or services and therefore in violation of this Agreement. Modus will not be liable for your nonconforming and inappropriate use of the software, hardware or services.
All rights, title and interest in and to this site or the software, hardware or service(s) and their components will remain with and belong exclusively to Modus. You shall not: (a) sublicense, resell, rent, lease, transfer, assign, share or otherwise commercially exploit or make any of the foregoing available to any third party; (b) use this site or the software, hardware, or service in any manner that interferes or otherwise affects the performance of the foregoing, (c) modify, adapt, break into, tamper, or hack this site or the software, hardware or service, or (d) attempt to gain access to or otherwise use or misuse the site, software, hardware or service in any unlawful, nonconforming, inappropriate or otherwise manner in violation of this Agreement.
7. Modus Software Applications Compatible with Apple Products.
Modus offers software applications that are intended to be operated with many platforms, including in connection with products by or made available by Apple Inc. (“Apple”). Modus, not Apple, is responsible for the software applications provided by Modus for use with Apple products (“Apple-Compatible Software”).
Modus and you acknowledge that this Agreement is made between you and Modus only; this Agreement is not between Modus and Apple or you and Apple. Therefore, Apple has no obligation whatsoever to provide any maintenance or support services with respect to the Apple-Compatible Software. You may not use or misuse the Apple-Compatible Software applications in violation or in a manner inconsistent and/or in violation of the Modus instructions or the Apple App Store Terms of Service.
Further, Apple is not responsible for any product warranties, whether express or implied. Modus Apple-Compatible Software is Modus’ sole responsibility, to the extent it cannot be disclaimed under applicable law, including without limitation, Modus’ responsibility and possibility for third party claims and intellectual property infringement claims of Apple-Compatible software. In the event of a third party claim, Modus, not Apple, will be responsible for the defense of any such claim.
8. Warranty.
You represent and warrant to Modus that you have authority to enter into this Agreement and to perform all of your obligations of this Agreement; (ii) are not bound by any contractual or legal restrictions from fulfilling your obligations hereunder, including but not limited to an alleged or actual intellectual property infringement (and will not assume or otherwise undertake any such contractual or legal restrictions); and (iii) will comply with all applicable laws and regulations in the course of performing under this Agreement. You further represent you intend to be legally bound by this Agreement by using Modus software, hardware and/or services, except to the extent that enforceability may be limited by bankruptcy, insolvency, moratorium or other similar laws affecting the enforcement of creditors’ rights generally and by general principles of equity.
9. Payment.
You will be required to select a method of payment and provide Modus information regarding your credit card or other payment method (each a “payment instrument”) for all Modus software, hardware or service fees provided to you unless payment terms are otherwise provided in another agreement with a third party. You represent and warrant to Modus that your information regarding your payment and mobile device information (including without limitation your mobile device number) is accurate, true and currant that you are authorized to use the payment instrument you have chosen to use. If any of this information changes, you agree to provide Modus your updated information promptly and without delay. You also agree to pay Modus the amount that is specified in your payment plan. If your payment plan involves subscription and reoccurring payments, you authorize Modus to bill your payment instrument in advance and on a periodic basis, as well as any charges that may accumulate. You agree that there will be no refunds for partially used periods (as described in the Description of Service and Term above). If you are subject to any processing fees, you agree that these processing fees are only for service provided by Modus to enter your information provided during sign-up into its system and packaging/shipping out any hardware, if applicable, to the address provided by the customer. This service does not include or extend to cover hardware in transit during shipping nor guarantee delivery of said hardware devices. Customer agrees this fee is non-returnable and non-refundable, and is earned when the customer information is entered into Modus’ system and any hardware devices, if applicable, are shipped out from Modus to customer. Modus’ prices for software, hardware and/or services may change, upon which time Modus will provide you advance notice of such change on this page or by another method of notification. As agreed elsewhere in the Agreement, your continued access and use of the software, hardware and/or service after a price change serves as your unconditional agreement to pay the new and changed amount.
As a Modus user, you must return any devices held in your possession in order to effectively terminate the service and not be charged for additional use of the service. You agree that you will return these devices at your own expense to Modus at the mailing address provided in the Contact Information paragraph below within a 30 (thirty) day period from the date of termination. You will be charged a replacement fee for any lost, stolen, broken, damaged or otherwise non-functioning devices, or for any device not returned to Modus within 30 (thirty) days of termination. Replacement Fees are $20 USD for the Modus iBeacon devices, $100 USD for Modus OBDII devices , and $200 USD for Modus installed telematics hardware (“Replacement Fee”). If a device is lost, stolen, broken, damaged or otherwise non-functioning during your use of the Modus Service, you may request replacement device(s) for the associated Replacement Fee. Any replacement devices must also be returned to effectively terminate the Fleet Service.
10. Indemnification.
You agree to indemnify, defend and hold Modus, its affiliates, its officers, directors, employees and agents, from any claims, demands, causes of action, liabilities, losses, damages and expenses, including reasonable attorney’s fees and related legal costs, arising out of or relating to a third party action or claim, regardless of the reason or cause, that is related in any manner to: (a) a breach by you of any of your representations, warranties, covenants, obligations or agreements in this Agreement; or (b) the willful misconduct or grossly or actively negligent actions of you in connection with the performance of your obligations pursuant to this Agreement, including with respect to any and all physical property damage, physical personal injury, or wrongful death claims or otherwise violation of the terms and conditions of this Agreement. In the event of such an indemnification event, you agree to cooperate with any reasonable requests assisting Modus’ defense of such matter.
11. Disclaimer.
THE INFORMATION ON THIS SITE AND ALL HARDWARE, SOFTWARE AND SERVICES ARE PROVIDED ON AN “AS IS,” “AS AVAILABLE” BASIS. Downloading or using the Software, HARDWARE OR SERVICE(S) is at your sole risk. SOME MANUFACTURERS OF HARDWARE PROVIDE A LIMITED WARRANTY TO WHICH YOU MAY BE ENTITLED. NEVERTHELESS, YOU AGREE THAT USE OF THIS SITE AND ALL HARDWARE, SOFTWARE AND SERVICES ARE AT YOUR SOLE RISK. MODUS DISCLAIMS ALL WARRANTIES OF ANY KIND, INCLUDING BUT NOT LIMITED TO ANY EXPRESS WARRANTIES, STATUTORY WARRANTIES, AND ANY IMPLIED WARRANTIES OF: MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUALITY, ACCURACY, TIMELINES, COMPLETENESS, CORRECTNESS, RELIABILITY OR NON-INFRINGEMENT. TO THE EXTENT YOUR JURISDICTION DOES NOT ALLOW LIMITATIONS ON WARRANTIES, THIS LIMITATION MAY NOT APPLY TO YOU. YOUR SOLE AND EXCLUSIVE REMEDY RELATING TO YOUR USE OF THE SITE SHALL BE TO DISCONTINUE USING THE SITE.
12. Limitation of Liability.
UNDER NO CIRCUMSTANCES WILL MODUS BE LIABLE OR RESPONSIBLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL (INCLUDING WITHOUT LIMITATION DAMAGES FROM LOSS OF BUSINESS, LOST PROFITS, LITIGATION), SPECIAL, EXEMPLARY, PUNITIVE, OR OTHER DAMAGES, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN ANY WAY RELATING TO THE SOFTWARE, HARDWARE AND/OR SERVICES, INCLUDING USE OF AND/OR CONTENT OF THIS SITE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN THE EVENT AN ARBITRAR OR COURT FINDS MODUS LIABLE, DESPITE THE DISCLAIMERS, OR YOU RESIDE IN A JURISDICTION WHERE SUCH A LIMITATION OF LIABILITY IS NOT PERMITTED, THE MAXIMUM AGGREGATE LIABILITY OF MODUS TO YOU SHALL BE NO MORE THAN $50,000 AS SUBJECT TO THE TERMS HEREIN. THE EXISTENCE OF MULTIPLE CLAIMS OR SUITS UNDER OR RELATED TO THIS AGREEMENT WILL NOT ENLARGE OR EXTEND THE LIMITATION OF MONEY DAMAGES. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SITE, SOFTWARE, HARDWARE OR SERVICE AND/OR CONTENT IS TO CEASE ALL OF YOUR USE OF SAME.
The parties acknowledge that the price which Modus has agreed to deliver the software, hardware and to perform its services and obligations under this Agreement is calculated based upon the foregoing limitations of liability, and that the parties have expressly relied on, and would not have entered into this Agreement but for such limitation of liability. Some states do not allow the exclusion or limitation of certain warranties and/or liabilities and/or certain damages which means that these may not apply to you and, in which case, Modus’ liability will be limited to the greatest extent permitted by law. On the other hand, the failure of Modus to exercise or enforce any right or provision of this Agreement shall not be a waiver of that right.
13. Use of Information.
Modus reserves the right, and you authorize us, to use and assign information regarding site, software, hardware and service(s) used by you, and all information provided by you, in any manner consistent with our Privacy Policy.
Modus uses security measures to protect your personal information. However, Modus cannot promise that its security measures will never subjected to eavesdroppers, hackers, attacks, viruses, or interceptors, and any lack of privacy or security. You agree that use of this site and the software, hardware and/or services are at your own risk, including information and data you upload or provide when using this site and/or the software, hardware or services. Furthermore, you agree that you are responsible for keeping your account information confidential, and will keep your login, password and account information confidential for your own protection. You also agree that Modus may access your account and information contained in your account in order to respond to requests for technical support or other purposes. By entering your information in conjunction with the Modus service, you hereby grant Modus a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, fully paid, sublicensable and transferable license to use, modify, reproduce, distribute, display, publish and perform your information and generated data in connection with the service (subject to our privacy policy which can be found at https://mod.us/privacy-policy/).
14. Trademarks.
Modus, Modus Group, Modus Solutions, ModusGo, Powered by Modus, various logos, and others are company names, trademarks or registered trademarks of Modus. Other product, service and company names mentioned on this site may be trademarks or other property interests of their respective owners. You are not granted the right or license to use any Modus trademarks or service marks or those of any third party in connection with the software, hardware or service.
15. Copyrights and Copyright Agent.
You agree not to reproduce, copy, create derivative works, sell or resell, or otherwise transfer the software, hardware or services, in whole or in part, for any commercial purposes, including use or misuse of same. If you believe your work has been copied in a way that constitutes copyright infringement or other intellectual property infringement, please provide a notice containing all of the following information to our Copyright Agent:
(a) An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
(b) A description of the copyrighted work that you claim has been infringed;
(c) A description of where the material that you claim is infringing is located on the Site;
(d) Your address, telephone number, and e-mail address;
(e) A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
(f) A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.
Our Copyright Agent for Notice of claims of copyright infringement on the site can be reached as follows:
By Mail:
Modus Support, ATTN. Copyright Agent,
Modus Solutions, LLC
2134 Main Street, Suite 120
Huntington Beach, CA 92648
By e-mail:
16. Applicable Law.
You agree that the laws of the state of California, without regard to conflicts of laws provisions will govern these Terms and Condition of Use and any dispute that may arise between you and Modus or its affiliates.
Notice for California Customers and End-Users. Under California Civil Code Section 1789.3, users of the software, hardware or other electronic commercial service from California are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210. Additionally, you may contact us at the email or address provided on this page.
17. Compliance with Laws.
You agree to comply with all applicable laws regarding your use of the site, software, hardware, and service. You further agree that any and all information provided by you is truthful and accurate to the best of your knowledge. You shall also comply with any codes of conduct, policies or other notices Modus provides to you or publishes (including posting on this site) in connection with this site and the software, hardware and services.
You represent and warrant that you are not located in a country that is subject to a U.S. Government embargo or that has been designated by the U.S. Government as a “terrorist supporting” country. You represent that you are not listed on any U.S. Government list of prohibited or restricted parties. You further represent that you have not and will not offer, payment, promise to pay, or authorization of the payment of money or anything of value to any person, while knowing that all or a portion of such money or thing of value will be offered, given or promised, directly or indirectly, to a foreign official to influence the foreign official in his or her official capacity, induce the foreign official to act or omit to act in violation of his or her lawful duty, or to secure any improper advantage in business by making payments to foreign government officials.
18. Customer Concerns and Arbitration.
If you have a question or concern, simply contacting Modus and explaining your concern can and does result in a quick and easy resolution for most customer concerns. You agree that you must first contact Modus with any concern, dispute, claim, question or disagreement in order to proceed to arbitration. If for some reason your concern cannot be resolved, you and Modus agree to submit any dispute, claim, question, or disagreement to binding arbitration to be conducted in San Francisco, California before one (1) arbitrator of the American Arbitration Association (AAA) in accordance with its Commercial Arbitration Rules in effect on the date of this Agreement. If you do use arbitration for a concern or other disagreement, you agree to send Modus “notice” of your intent to use arbitration at the address above by US Certified Mail, return receipt request, and clearly label the envelope and notice “NOTICE” in all capital letters. If the parties are unable to agree upon an arbitrator, then the arbitrator shall be chosen impartially by the AAA in accordance with the rules thereof. PLEASE NOTE THAT MODUS AND YOU ACKNOWLEDGE AND AGREE THAT BY THIS PROVISION EACH IS WAIVING AND RELINQUISHING ITS RESPECTIVE RIGHT TO A JURY TRIAL IN ANY AND ALL DISPUTES BETWEEN THE PARTIES RELATING TO THIS AGREEMENT. However, please also be aware that you may be entitled to bring issues to the attention of federal, state or local agencies. Arbitration is frequently much faster, less formal and less expensive than a lawsuit. Class arbitrations and class actions are not allowed, and therefore each arbitration will be handled on an individual basis.
19. Severability.
If any provision of this Agreement shall be adjudged by any court of competent jurisdiction to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect.
20. Termination.
Modus may terminate this Agreement at any time, with or without notice, for any reason. Notwithstanding other commitments you may have with third parties, you may terminate your account with Modus at any time, however, you will remain responsible for paying Modus what you have promised to pay, including without limitation the software, hardware and/or service. Termination of this Agreement or use of the site, software, hardware or service will not relieve you from your financial obligation for services rendered by Modus. Modus may modify, discontinue, suspend or terminate your account or any software, hardware or service at any time and for any reason, including if Modus believes, whether in its sole discretion in in conjunction with its affiliates, you have violated this Agreement. Modus shall not be liable to you or any third party for any modification, discontinuance, suspension or termination or your account.
21. Force Majeure.
No party to this Agreement shall be liable to the other party for any failure or delay in fulfilling an obligation hereunder, if said failure or delay is attributable to circumstances beyond its control, including, but not limited to, any fire, power failure, labor dispute or government measure (“Force Majeure”). The parties agree that the deadline for fulfilling the obligation in question shall be extended for a period of time equal to that of the continuance of the Force Majeure. Modus and you, as the case may be, shall each use all commercially reasonable efforts to minimize the effect of the Force Majeure on its performance under this Agreement. Notwithstanding the continuance of an event of Force Majeure, neither party delay performance of its obligations under any circumstances by more than twenty (20) business days, otherwise the other party may terminate this Agreement.
22. Contact Information.
If you have any questions, complaints or claims, please contact us by email or post at:
or
Modus Solutions, LLC
2134 Main Street, Suite 120
Huntington Beach, CA 92648
