Terms of Service

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Last updated: July 15, 2016

Thank you for choosing to use the AgeroRider™ website (this “Application”) to allow us to assist you with the claims submission process relating to benefits offered through a warranty, a vehicle service contract, a maintenance contract or a motor club plan (“Service Agreement”). The services and resources offered through this Application (the “Services”) are made available for your access and use, subject to these Terms of Service, by Cross Country Motor Club, Inc. and Cross Country Motor Club of California, Inc. and their affiliated companies (collectively, “Agero”) pursuant to an agreement between Agero and one of its automotive clients, who may be your or your customer’s vehicle manufacturer or other company that offers you or your customer roadside assistance services and benefits through a Service Agreement (our “client”). The terms "we," "our," and "us" in in these Terms of Service refer to Agero. Please refer to your Service Agreement and related materials separately entered into with our client for the terms and conditions and specific details of coverage.

These Terms of Service are provided by Agero and apply to all Application users, whether the user is a dealer and/or repair shop submitting claims to Agero on behalf of their customers, or the user is an individual customer of one of our clients submitting claims directly to Agero. Claims submitted through this Application may be shared with our clients. By accessing and browsing this Application you acknowledge that you have read, understood, and agree to be bound by, without limitation or qualification, these Terms of Service and the Privacy Policy (collectively, “Terms of Service”) and shall comply with all applicable laws and regulations. If you do not agree to these Terms of Service, please do not access, browse and use this Application.

The information provided on this Application is for informational purposes only, and does not create a business relationship between you and Agero.

Intellectual Property Rights

Unless otherwise stated, This Application, the Services and the content provided in this Application and its selection and arrangement, including, but not limited to, text, images, buttons, html code, audio and video, are the property of Agero, protected by copyrights, trademarks, patents, trade secrets and all other intellectual property and proprietary rights (collectively, “Intellectual Property Rights”), and any unauthorized use thereof may violate such laws and these Terms of Service. All trademarks, logos and service marks used or referred to in this website (collectively, “Trademarks”) are the property of their respective owners.

This Application and its content may not be copied, reproduced, republished, uploaded, posted, transmitted, or distributed in any way, without the prior written consent of Agero, except that you may download, display, and print one copy of the materials on any single computer solely for your personal, non-commercial use. This permission is conditioned on your not modifying the content displayed on this Application, your keeping intact all copyright, Trademark, and other proprietary notices, and your acceptance of any terms, conditions, and notices accompanying the content or otherwise set forth in this Application. Notwithstanding the foregoing, any software, application and other materials that are made available for downloading, access, or other use from this Application with their own license terms, conditions, and notices will be governed by such terms, conditions, and notices.

Except for the limited permission in the preceding paragraph, Agero does not grant you any express or implied rights or licenses to use the Application or in the Intellectual Property Rights. You may not mirror any of the content from this Application on another website or in any other media.

Your use of the Trademarks displayed on this Application, or any other content on this Application, except as provided in these Terms of Service, is strictly prohibited. You are also advised that Agero will aggressively enforce its Intellectual Property Rights to the fullest extent of the law, including the seeking of criminal prosecution.

Use of this Application and Services

You agree to use the Application and Services only to access, download, utilize, post, send or receive materials related to the submission of a claim to Agero in an appropriate manner as related to the particular services being accessed or used by you. As some examples of improper activities when accessing or using the Application or Services, you agree that you shall not:

• Collect, harvest, mine or engage in any other activity to obtain e-mail addresses, phone numbers, personal information or any other information about others.
• Use or attempt to gain access to or use another's account, password, service or computer systems or networks connected to any Agero server or to the Application without authorization from Agero, whether through hacking, password mining or any other means.
• Remove or falsely add to any uploaded materials any copyright, trademark or other legal or proprietary rights notices, author attributions or other information such as origin or source of the material.
• Disrupt or interfere with the security of, or otherwise cause harm to, the Application, or any Services, systems resources, accounts, passwords, servers or networks connected to or accessible through the Application or any affiliated or linked sites.
• Transmit unsolicited or bulk communications to any Agero account holder or to any Agero.com or affiliated e-mail address.
• Post or otherwise submit any software, programs or files that are harmful or disruptive of another’s equipment, software or other property, including any corrupted files, time bombs, Trojan horses, viruses and worms.
• Create a false identity for the purpose of misleading others.
• Disrupt, interfere or inhibit any other user from using and enjoying the Application or other affiliated or linked sites, applications or Services.
• Breach any guidelines or other codes of conduct applicable to a particular Service.
• Post or otherwise submit any information that is known to be false, invalid, inaccurate or in any way misleading.
• Access or use the Application in any manner that could damage, disable, overburden or impair any Agero server or the network(s) connected to any Agero server.
• Violate any applicable laws or regulations related to the access to or use of the Application, or engage in any activity prohibited by these Terms of Service.
• Use any Agero domain name as a pseudonymous return e-mail address.

Subject to the foregoing, Agero believes that users should decide what information to transmit and what content to provide, and Agero does not generally make editorial determinations about your transmissions or any content you provide. However, Agero reserves the right to take any actions that it deems necessary or appropriate to minimize its liability arising from your transmissions or any content you provide, or to preserve its relationships with its service providers (including its Internet access providers) and our clients. Agero will fully cooperate with any law enforcement authorities or court order requesting or directing Agero to disclose the identity of anyone posting any such information or content.

In establishing an account in connection with a particular Service, you must complete the designated registration process for such Service. All required registration information that you provide must be current, complete and accurate and kept up to date on a prompt, timely basis. If required, you must also choose a user name and password for such account. It is your sole responsibility to keep your account number, user name, password and other sensitive information confidential. If you become aware of any unauthorized use of your account or any other breach of security, you shall notify Agero immediately. If any Services provide password-restricted access to your sensitive information (including customer lists and contractual terms), then by accessing or using this Application and setting up a password-restricted account for such Services, you consent to Agero's display of such information via such Services and accept all risks of unauthorized access to such information.

Comments and Feedback

For all (a) comments, (b) feedback, (c) bug reports, (d) piracy reports or (e) product suggestions, you grant Agero and the users of this Application an unrestricted, irrevocable, non-exclusive, worldwide, royalty-free and fully paid up license under all Intellectual Property Rights to use, reproduce, publicly display, publicly perform, copy, edit, modify, translate, reformat, transmit and distribute such materials, without having your name attached to such images, in any manner or form and for any purpose, with full rights to sublicense such rights through multiple tiers of distribution, and you also acknowledge and agree that Agero is free to use any ideas, concepts, know-how or techniques that you provide for any purpose without any compensation to you.

Use of Software

Materials encompassing any software code, including programs, tools, utilities, files and otherwise, and accompanying documentation that are made accessible via the Application (collectively, "Software") are the copyrighted and patented work of Agero or its suppliers. Use of such Software is governed by the terms of the license agreement that accompanies or is included with the Software, or by the license agreement expressly stated on the Application page(s) accompanying the Software. You agree that you will not decompile, reverse engineer or otherwise attempt to discover the source code of the Software. Any copying or redistribution of the Software is prohibited, including any copying or reproduction of the Software to any other server or location for further reproduction, redistribution or use on a service bureau basis. Any unauthorized use, copying or distribution of the Software is expressly prohibited by law.

Third Party Services

Use of this Application requires involvement of hardware, software, services, and applications that were not developed by Agero and that are not under the control of Agero, such as your Device (i.e. computer, tablet, mobile phone, or other electronic or mobile device), the network provided by your internet service provider or the mobile network provided by your wireless service provider, your Device’s operating system, browser, email and SMS programs, dialer and other applications. Agero cannot assure you that such third party hardware, software, services and applications will function correctly with this Application and expressly denies any liability related to the involvement and interaction with such third party hardware, software, services and applications. You must comply with all third party terms of agreement when using this Application.

Fees, Costs and Other Expenses

Use of this Application requires the use of a data network operated by your wireless service provider and/or internet service provider to send both data and recorded audio from your Device to Agero, and to send information back to you. You are responsible for your own connectivity to this Application (including, without limitation, via mobile connection, internet access and other communications and connectivity), at your own cost and expense. Depending on your method of access and/or data plan, you may incur charges from your wireless and/or internet service provider(s) for use of their network and/or for specific services such as making phone calls, sending or receiving text messages and/or emails or other services.

You are solely responsible for any and all costs, including phone charges and telecommunications equipment costs, that you incur as a result of your access to or use of this Application and Services.

Confidentiality of Customer Information

For users of this Application who are dealers and/or repair shops submitting claims to Agero on behalf of our client’s customers (“Customers”).

Our clients and their Customers require that you protect their information and their Customer’s information. All data and information submitted by or on behalf of Agero or a Customer to you, or otherwise in your possession or accessible by you pursuant to your provision of services, including all personal information of a Customer such as the Customer’s name, phone number, address, and VIN (“Agero Data”), are and shall remain the property of Agero and/or our clients, as the case may be. You are required to keep the Agero Data confidential and not use any such data for any purpose other than in connection with submitting a claim on such Customer’s behalf through this Application.

Disclaimer of Warranties; Limitation on Liability

USE OF THIS APPLICATION IS AT YOUR SOLE RISK AND THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THIS APPLICATION AND ALL MATERIALS, INFORMATION, PRODUCTS, SOFTWARE, PROGRAMS, AND SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. AGERO HEREBY DISCLAIMS TO THE FULLEST EXTENT PERMITTED BY LAW ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THIS APPLICATION AND ALL MATERIALS, INFORMATION, PRODUCTS, SOFTWARE, PROGRAMS, AND SERVICES ON THIS APPLICATION, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, QUIET ENJOYMENT, AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY AGERO OR AN AGERO AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY. WITHOUT LIMITATION, AGERO MAKES NO WARRANTY OR GUARANTEE THAT THIS APPLICATION WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE.

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL AGERO, ITS OFFICERS, DIRECTORS, EMPLOYEES, PARTNERS OR SUPPLIERS BE LIABLE TO ANY PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY TYPE WHATSOEVER RELATED TO OR ARISING FROM THIS APPLICATION OR ANY USE OF THIS APPLICATION, OR OF ANY APPLICATION OR RESOURCE LINKED TO, REFERENCED, OR ACCESSED THROUGH THIS APPLICATION, OR FOR THE USE OR DOWNLOADING OF, OR ACCESS TO, ANY MATERIALS, INFORMATION, PRODUCTS, OR SERVICES, INCLUDING, WITHOUT LIMITATION, ANY LOST PROFITS, BUSINESS INTERRUPTION, LOST SAVINGS OR LOSS OF PROGRAMS OR OTHER DATA, EVEN IF AGERO IS EXPRESSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS EXCLUSION AND WAIVER OF LIABILITY APPLIES TO ALL CAUSES OF ACTION, WHETHER BASED ON CONTRACT, WARRANTY, TORT, OR ANY OTHER LEGAL THEORIES.

Some jurisdictions disallow the exclusion or limitation of liability for damages, so these limitations and exclusions may not apply to you. In no event shall Agero’s total liability to you for all damages (other than as may be required by applicable law in cases involving personal injury) exceed the amount of FIVE dollars ($5.00). The foregoing limitations will apply even if the above stated remedy fails of its essential purpose.

Changes to these Terms of Service

Please note that we will periodically make changes to these Terms of Service and we reserve the right to change these Terms of Service at any time. We will alert you that changes have been made by indicating at the top of these Terms of Service the date it was last updated. It is your responsibility to review these Terms of Service frequently and remain informed about any changes to it, so we encourage you to visit this page often. These Terms of Service take precedence over any previous terms of service that we have issued related to this Application and your continued use of this Application constitutes your acceptance of any amendments to and the most recent version of these Terms of Service.

Agero may also make improvements or changes in the products, services, or programs described in this Application at any time without notice.

Term and Termination

You may terminate your access to this Application at any time. Your failure to comply with the terms, conditions, and notices on this Application will result in automatic termination of any rights granted to you, without prior notice, and you must immediately destroy all copies of downloaded materials in your possession or control.

The terms regarding limits on liability, and voluntary submissions shall survive the termination of these Terms of Service, and shall remain in effect indefinitely.

Miscellaneous

These Terms of Service and any action related to them shall be governed, controlled, interpreted and defined by and under the laws of the Commonwealth of Massachusetts.

Any dispute, claim or controversy arising out of or relating to these Terms of Service, or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, or relating to this Application, shall be settled solely and exclusively by arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes, and judgment on the award rendered by the arbitrator shall be final and binding and may be entered in any court having jurisdiction thereof. The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim. YOU AGREE THAT, BY USING THIS APPLICATION, YOU AND AGERO ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION, CLASS ARBITRATION, OR CONSOLIDATION WITH OTHER ARBITRATIONS OR REPRESENTATIVE OR CLASS PROCEEDINGS. If this specific provision is found to be unenforceable, then the entirety of this arbitration provision shall be null and void.

These Terms of Service evidence a transaction in interstate commerce, and thus the Federal Arbitration Act governs the interpretation and enforcement of this provision.

The arbitration will be conducted in Boston, Massachusetts, by a single arbitrator who is knowledgeable in commercial disputes and who is selected by mutual agreement of the parties or, failing such agreement, will be selected according to the arbitration association rules. Each party shall bear its own costs and expenses, and only the prevailing party shall be entitled to an award of reasonable attorney’s fees. Any provision of applicable law notwithstanding, the arbitrator will not have authority to award damages, remedies or awards that conflict with these Terms of Service. By agreeing to arbitration, you irrevocably and unconditionally consent to the exclusive jurisdiction and venue of the federal or state courts located in Boston, Massachusetts for the purpose of any pre-arbitral injunction, pre-arbitral attachment or other order in aid of arbitration proceedings, and to the nonexclusive jurisdiction of such courts for the enforcement of any judgment on any award.

A party who intends to seek arbitration must first send to the other, by certified mail, a written Notice of Dispute ("Notice"). The Notice to Agero must be addressed to: General Counsel, Agero, One Cabot Road, Medford, MA 02155. The Notice must (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought. If Agero and you do not reach an agreement to resolve the claim within 30 days after the Notice is received, you or Agero may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by Agero or you shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or Agero is entitled.

No amendment to or modification of these Terms of Service will be binding unless in writing and signed by Agero.

Additional or different terms, conditions, and notices may apply to specific materials, information, products, software, and services offered through this Application. In the event of any conflict, such additional or different terms, conditions, and notices will prevail over these Terms of Service. Please see the applicable agreement or notice.

Should you have any questions, comments, complaints or claims relating to the Application, please contact us at AgeroRider, P.O. Box 9139. Medford, MA 02155.

Designated Agent

For purpose of the Digital Millennium Copyright Act, you may contact Agero’s agent for receipt of notice of claims at: General Counsel, Agero, One Cabot Road, Medford, MA 02155.

Cross Country Motor Club, Inc. and Cross Country Motor Club of California, Inc. are subsidiaries of Agero, Inc.

AgeroRider is a trademark of Agero, Inc.