Leeway Terms Of Service

These Terms of Service (the "Terms") constitute a legal agreement between you and Leeway, Inc., a Delaware corporation, and its subsidiaries and affiliates (collectively, "Leeway"), inclusive of Leeway Insurance Services LLC, a subsidiary of Leeway, Inc.. These Terms govern your use of Leeway’s websites, products, services, and applications (the "Services"). Your use of the Services in any way means that you agree to all of these Terms, and these Terms will remain in effect while you use the Services. These Terms include the terms on this page as well as the Leeway Privacy Policy, and any other relevant policies, including the Electronic Record and Signature Agreement and the Leeway Mastercard Debit Card Cardholder Agreement, which are incorporated by reference. The Terms may change from time to time, and the most current version supersedes any previous version. Leeway may require you to affirmatively accept updated Terms before continuing to use the Services. If you do not agree to the Terms, do not register for or otherwise use the Services. You may discontinue use of the Services at any time; your continued use of the Services following any changes to these Terms means you agree to such changes.

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If you or the organization you represent has entered into a separate written agreement with Leeway governing the Services, these Terms will continue to apply. In the event of a conflict, these Terms will control unless the separate agreement expressly states that its conflicting terms supersede these Terms.

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Your use of the Services may be subject to additional policies, rules, or conditions ("Additional Terms"), and you acknowledge that by using such Services you agree to also comply with such Additional Terms.

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Note that these Terms provide for dispute resolution by arbitration and include a waiver of class actions. Except as otherwise specified below in the Arbitration section, you agree that any dispute between you and Leeway will be resolved through binding, individual arbitration, and you waive your right to participate in a class action lawsuit or class-wide arbitration.

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If you have an questions regarding the Terms or the Services, you may contact Leeway at legal@leewayhq.com.

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LEGAL CAPACITY

The Services may only be used by those at least 18 years of age (or any older age of majority required by any state) and who have the legal capacity required to form a binding contract. By using the Services, you represent that you are at least 18 years of age and have the legal capacity required to enter into a contract with Leeway. Only the legal guardian of a minor may enter information about that minor into the Services. By using the Services on behalf of a minor, you consent to the Terms on behalf of such minor.

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SERVICES

Leeway grants you access to use the Services for your authorized use, including authorized business use, only in accordance with these Terms. You are not authorized to reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit the Services (or any part thereof). Leeway reserves the rights to, at any time, (a) suspend your access to use the Services and (b) modify the Services. Leeway may suspend or terminate your access to the Services if you violate these Terms or if Leeway reasonably believes your use creates a security, legal, or other material risk to Leeway, its customers, or the Services. Leeway does not engage in the practice of medicine, including offering medical advice, making diagnoses, prescribing medicine or course of treatment, or the like. You acknowledge that although some aspects of the Services may be provided by medical professionals, such does not constitute a medical professional-patient relationship between you and Leeway. Reliance on any information provided through the Services is at your own risk, and Leeway will not be responsible for any decisions you make based on the Services.

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RESTRICTIONS ON USE

You may not, directly or indirectly: (a) reverse engineer, decompile, disassemble, or attempt to discover the source code, algorithms, structure, or underlying technology of the Services; (b) copy, modify, reproduce, or create derivative works from any material feature, functionality, workflow, interface, or design of the Services; (c) use or evaluate the Services to develop, improve, or support a competing product or service; (d) use the Services for competitive analysis or benchmarking without Leeway’s written consent; (e) scrape, crawl, data mine, or use automated means to access or extract information from the Services without authorization; (f) circumvent or interfere with security or access controls; (g) access any account, data, or portion of the Services you are not authorized to access; (h) share account credentials or permit unauthorized access; or (i) assist or permit another person to do any of the foregoing. These restrictions apply to the maximum extent permitted by applicable law.

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PAYMENTS

Leeway reserves the right to charge for the Services and will notify you of any associated fees before you use any such Services. You will be responsible for paying, withholding, filing, and, reporting all taxes, duties and other governmental assessments associated with your activity in connection with the Services.

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PRIVACY POLICY

You represent and warrant that all information you provide through your use of the Services is correct, current, and complete, and is governed by our Privacy Policy, and you consent to all actions Leeway takes with respect to your information consistent with such Privacy Policy.

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CONFIDENTIALITY

As used in these Terms, “Confidential Information” means information in any form disclosed by or on behalf of Leeway to you that is marked or otherwise identified as confidential or should reasonably be understood as confidential due to its nature or the circumstances of its disclosure. Confidential Information includes non-public information about the Services. Confidential Information does not include information which (i) is or becomes known to the general public other than as a result of disclosure by you, (ii) was or is made available to you on a non-confidential basis from a source other than Leeway, or (iii) is independently developed without use of or reference to Confidential Information. By using the Services, you agree to protect Confidential Information from unauthorized disclosure or access using at least the same protections used for your own similar information, but no less than a reasonable standard of care, and to only use Confidential Information for the Services and not for any competitive purpose or for the benefit of a competitor of Leeway. When disclosure is required by law, you shall provide notice of the intended disclosure to Leeway and shall take all reasonable steps to limit the extent of the disclosure to the minimum required to comply with your legal obligations. All Confidential Information remains the property of Leeway. Upon Leeway's request, you will return or destroy all copies of Confidential Information.

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INTELLECTUAL PROPERTY RIGHTS

The Services (including but not limited to all information, software, text, displays, images, video and audio, and the design, selection and arrangement thereof), are owned by Leeway, its licensors or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws. Except for the right to use the Services expressly granted under these Terms or another applicable written agreement with Leeway, no right or license to Leeway's intellectual property is granted to you. Except as may be expressly provided otherwise under these Terms, the provision of Services will not affect the ownership of any data used with or generated pursuant to any use of the Services.

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Leeway may retain and use data provided to, collected by, or generated through the Services as necessary to provide the Services, comply with applicable law, satisfy legal or regulatory obligations, resolve disputes, enforce its agreements, and maintain appropriate business and compliance records. Nothing in these Terms requires Leeway to delete data that Leeway is required or permitted to retain under applicable law or another applicable agreement.

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To the fullest extent permitted by applicable law, Leeway retains all right, title, and interest in aggregated, de-identified, analytical, usage, and other data generated by or derived from use of the Services.

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EQUITABLE RELIEF

You acknowledge that a breach of the provisions concerning confidentiality, intellectual property, or unauthorized use of the Services may cause irreparable harm to Leeway for which monetary damages may be inadequate. Leeway may therefore seek injunctive or other equitable relief, in addition to any other available remedies.

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Warranty Disclaimer. The Services are provided "as-is", without warranties of any kind, express or implied, including implied warranties of merchantability, fitness for a particular purpose, non-infringement, or that the Services will be uninterrupted or error-free. The foregoing disclaimer does not affect any warranties that cannot be excluded or limited under applicable law.

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Limitation of Liability. To the fullest extent permitted by applicable law, under no circumstances will Leeway, its affiliates, or their respective licensors, service providers, employees, agents, officers, or directors be liable for damages of any kind under any legal theory (even if foreseeable) arising out of or in connection with your use of the Services, including any direct, indirect, special, incidental, consequential, or punitive damages, including without limitation lost profits, business interruption, loss of data, loss of goodwill, work stoppage, accuracy of results. The foregoing limitation does not affect any liability that cannot be excluded or limited under applicable law.

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INDEMNIFICATION

You agree to indemnify and hold Leeway, its affiliates, and their respective employees, agents, officers, and directors harmless from and against any and all claims, liabilities, damages (actual and consequential), losses and expenses (including attorneys’ fees)arising from or in any way related to any claims relating to (a) your use of the Services(including any actions taken by a third party using your account), and (b) your violation of theseTerms. In the event of such a claim, Leeway will attempt to provide notice to the contact information in your account, provided that failure to deliver such notice will not eliminate or reduce your indemnification obligations.

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ASSIGNMENT

You may not assign, delegate or transfer these Terms nor any of your rights or obligations under these Terms, nor your Services account, in any way (by operation of law or otherwise) without Leeway’s prior written consent. Leeway may assign or transfer these Terms without your consent, including in connection with a merger, acquisition, reorganization, sale of assets, or change of control.

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GOVERNING LAW

These Terms are governed by and will be construed under the Federal Arbitration Act, applicable federal law, and the laws of the State of Utah, without regard to its conflicts of laws provisions.

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ARBITRATION AGREEMENT

Please read this section carefully as these Terms require you to arbitrate certain disputes and claims with Leeway.

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a) Arbitration Rules. In the event of any dispute under these Terms, the parties shall first attempt to settle such dispute through good-faith negotiations. If such negotiations do not resolve the dispute, it will be finally settled by binding arbitration in Salt Lake City, Utah. The arbitration will proceed in the English language, in accordance with the JAMS Streamlined Arbitration Rules and Procedures (the "Rules") then in effect, by one commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes. The arbitrator will be selected from the appropriate list of JAMS arbitrators in accordance with such Rules. Judgment upon the award rendered by such arbitrator may be entered in any court of competent jurisdiction.

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b) Costs. The Rules will govern payment of all arbitration fees.

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c) Exception to Arbitration. Notwithstanding the foregoing obligation to arbitrate disputes, each party may assert claims in small claims court (if such claims qualify) or pursue injunctive or other equitable relief at any time, from any court of competent jurisdiction, to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights, breach of confidentiality, unauthorized use of the Services, or violation of the Restrictions on Use.

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d) Waiver of Jury Trial. You and Leeway waive any constitutional and statutory rights to go to court and have a trial in front of a judge or jury (except as otherwise provided in this arbitration agreement). You and Leeway are instead choosing to have claims and disputes resolved by arbitration.

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e) Waiver of Class Actions. All claims and disputes within the scope of this arbitration agreement must be arbitrated (or litigated, if permitted) on an individual basis and not on a class basis. Claims of more than one customer or user may not be arbitrated (or litigated, as the case may be) jointly or consolidated with those of any other customer or user. If however, this waiver of class or consolidated actions is deemed invalid or unenforceable, neither you nor Leeway is entitled to arbitration; instead all claims and disputes will be resolved in a court as set forth in subsection (f) below.

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f) Exclusive Venue. Under any circumstances where this arbitration agreement permits either you or Leeway to litigate any dispute arising out of or relating to the subject matter of these Terms in court, then the foregoing arbitration agreement will not apply to either party, and both you and Leeway agree that any judicial proceeding (other than small claims actions) will be brought in the state or federal courts located in Salt Lake City, Utah.

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g) Severability. If the prohibition against class actions is found to be unenforceable, then all provisions of this arbitration agreement about arbitration will be null and void. This arbitration agreement will survive the termination of your relationship with Leeway.

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THIRD-PARTY BENEFICIARIES

Except as expressly set forth in any App Store terms and conditions and the arbitration agreement, you and Leeway agree there are no third-party beneficiaries intended under these Terms.

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MISCELLANEOUS

No waiver by Leeway of any term or condition set forth in these Terms will be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of Leeway to assert a right or provision under these Terms will not constitute a waiver of such right or provision. If any provision of these Terms is held to be invalid, illegal or unenforceable, such provision will be enforced to the maximum extent permitted by law and modified or limited as necessary to make it enforceable. The remaining provisions will continue in full force and effect.

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