Terms Of Use

TERMS OF USE AGREEMENT
1. Overview.  This Terms of Use Agreement (the “Agreement”) sets forth the terms and conditions that apply to your access and use of the Internet web site located at www.guarantyins.com, (including any sub-domains or affiliated sites, the “Site”), as owned and operated by Guaranty Insurance Services, Inc., a Texas corporation (collectively with Guaranty California Insurance Services, Inc., a California corporation, “Guaranty”, “we”, “us” or “our”).  Guaranty California Insurance Services Inc.  License #OD44424.

2. Acceptance of Terms.  By accessing the Site and using the information, tools, features and functionality located on the Site (the “Services”), you agree to be bound by this Agreement, whether i) you are a “visitor” to the Site or ii) you are a customer of Guaranty.  IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT, DO NOT ACESS THIS SITE. 
   
3. Changes to Terms and Conditions.  We reserve the right, in our sole discretion, with or without notice, to change, modify, add or remove any portion of this Agreement, in whole or in part, at any time.  Notification of any changes to this Agreement, will be posted on the Site.  Your continued use of the Site, after such changes, constitutes your binding acceptance of the modified terms and conditions.  If at any time the terms and conditions contained in this Agreement are not agreeable to you, you should immediately cease use of and access to the Site.
 
4. Privacy.  For information about Guaranty’s data protection practices, please read the Guaranty Privacy Policy, which is hereby incorporated into this Agreement.  The Privacy Policy may be updated from time to time at our discretion.  Changes will be effective upon posting to the Site. 

5. Third Party Sites.  The Site may contain links to other websites on the Internet.  Those other websites are not under the control of Guaranty, and Guaranty does not endorse, warrant or guarantee the products or services offered through such third party websites, nor is it responsible for the accuracy of information on those sites, their copyright compliance, their conditions or terms of use, their privacy policies, or any other aspects of those sites.  You agree that use of any third party websites is at your sole risk.

6. System Integrity.  You shall not use any device, software or routine to interfere or attempt to interfere with the proper working of the Site.  User shall not take any action that intentionally imposes or should reasonably be expected to impose an unreasonable or disproportionately large load on the Site infrastructure.

7. Good Faith Use; Product Availability.  You shall use the Site in good faith and in its intended manner and will not utilize information obtained on the Site to directly or indirectly circumvent or participate in the circumvention of any payment obligations in any manner or use information obtained on the Site to obtain an unfair competitive advantage.  All insurance products referred to on the Site are subject to availability and qualifications.  Other terms, conditions, and exclusions may apply.  Not all products and services are available in all geographic locations.  Your eligibility for particular products and services is subject to final determination and acceptance by Guaranty.
  
8. Rules of Conduct; Prohibited Behavior.

8.1. You shall not post on the Site any content that:
(a) is false, misleading or inaccurate or involves the sale of any counterfeit or stolen items;
(b) is unlawful, libelous, defamatory, obscene, pornographic, vulgar, profane, indecent, abusive, harassing or threatening;
(c) contains viruses, robots, Trojan horses, time bombs, or other contaminating or destructive features;
(d) violates the rights of others, such as content that infringes any copyright, trademark, patent, trade secret, other intellectual property rights or violates any right of privacy or publicity;
(e) constitutes unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation; or
(f) otherwise violates any applicable law, including, specifically, all laws, statutes, ordinances or regulations (including without limitation those governing export control, antitrust, consumer protection, unfair competition, antidiscrimination, false advertising, or any Federal or applicable state insurance regulation).

8.2. You shall not:
(a) harvest or otherwise access, collect or store any information (including personally identifiable  
information) about other users of the Site, including e-mail addresses, without the express consent of such users;
(b) use, download or otherwise copy, or provide to any person or entity any Site user’s directory or other user or usage information or any portion thereof;
(c) create a false identity (for the purpose of misleading others or not) of the sender or the origin of a message, forge headers or otherwise manipulate identifiers in order to disguise the origin of any material transmitted through the Site;
(d) impersonate any person or entity, including, but not limited to, a Guaranty employee, or falsely state or otherwise misrepresent your affiliation with a person or entity;
(e) attempt to gain unauthorized access to the Site, other computer systems or networks connected to the Site, through password mining or any other means;
(f) interfere with or disrupt networks or servers connected to the Site or violate the regulations, policies or procedures of such networks; 
(g) use the Site to harm minors in any way;
(h) interfere with any other party’s use and enjoyment of the Site;  
(i) include descriptions of, or hyperlinks to, goods or services that Guaranty has not authorized or that you do not have a legal right to describe or link to;  
(j) if you are under the age of 18, use the Site to purchase Services without the involvement of a parent or guardian; or
(k) copy, reproduce, alter, modify, create derivative works, or publicly display any content (except for content you provide to us) from the Site without the expressed written permission of Guaranty.

9. Use of the Site.

9.1. You acknowledge that the Site and any necessary software used in connection with the Site or the Services (“Software”) contains information, photographs, audio and video clips, graphics, links and other material that are protected by copyright, trademark or other proprietary and intellectual property rights of Guaranty or its licensors.  All content on the Site is copyrighted as a collective work of Guaranty pursuant to applicable copyright law.  You agree to comply with any additional copyright notices, information, or restrictions contained in any content available on or accessed through the Site. 

9.2. You may not modify, publish, transmit, transfer, sell, reproduce, create derivative works from, distribute, perform, display, or in any way exploit any of the content on the Site or the Software, in whole or in part, except as expressly permitted in this Agreement.  The Site, the Services and the Software may not be decompiled, disassembled, modified, translated, adapted or reverse engineered.  You agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any portion of the Site, the Software or the Services.

9.3. You are solely responsible for providing, at your own expense, all equipment, facilities and services necessary to access and use the Site, including, without limitation, computer hardware and software, modems, telephone service and Internet access.

9.4. You hereby agree that if you use the Site, you will be deemed conclusively to have accepted the terms of this Agreement.  You acknowledge that your use of the Site requires you to agree to the terms of the Agreement and a breach of any part of the Agreement is a breach of the entire Agreement.
   
9.5. Guaranty reserves the right to refuse placement on the Site of materials that it deems offensive or inappropriate.  Guaranty further reserves the right (but does not accept any obligation) to remove, disable or filter any such objectionable content or activity if the screens, images or other content presented to users is deemed by Guaranty in its sole discretion to be objectionable for any reason.

10. Proprietary Rights.  You acknowledge and agree that all ownership and intellectual property rights in and to the Site, Services and Software is protected by copyrights, trademarks, service marks, patents, trade secrets, or other proprietary rights and laws.  Notwithstanding the foregoing sentence, and unless Guaranty grants you broader rights under such separate written agreement, you are granted a limited license to print or download sufficient copies of the Site’s content for internal business use to further the purposes of this Agreement, provided you keep intact all copyright and other proprietary notices; subject, however, to any express terms and conditions displayed with such content.  Systematic retrieval of data or other content from the Site to create or compile, directly or indirectly, a collection, compilation, database or directory without written permission from Guaranty is prohibited.  In addition, use of the Site for any purpose not expressly permitted in the Agreement is prohibited.  Except as expressly provided above, all rights are reserved.  If you are ever deemed to be the owner of any intellectual property rights in Guaranty’s Site, Services or Software, then you hereby irrevocably assign to Guaranty all such right, title and interest in such materials and agree to execute all documents necessary to implement and confirm the intent of this provision.
 
11. Termination.  Except as otherwise provided, Guaranty reserves the right, in its sole discretion, to restrict, suspend or terminate your access to all or any part of the Site, at any time for any reason without prior notice or liability.  Guaranty may change, suspend or discontinue all or any aspect of the Site at any time, including the availability of any feature, database or content, without prior notice or liability.

12. Disclaimer of Warranties.  THE SITE AND ALL CONTENT AND MATERIALS THEREON ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT ANY WARRANTIES OR INDEMNITIES OF ANY KIND.  GUARANTY EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES (i) CONCERNING THE AVAILABILITY, ACCURACY, APPROPRIATENESS, RELIABILITY OR TIMELINESS OF THE SITE AND ALL CONTENT THEREON; (ii) OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT; (iii) THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; (iv) THAT UNAUTHORIZED ACCESS TO OR MISAPPROPRIATION OF THE SITE’S CONTENT WILL NOT OCCUR; OR (v) THAT THE SITE’S CONTENT IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.  YOUR USE OF THE SITE IS SOLELY AT YOUR RISK.  BECAUSE SOME JURISDICTIONS DO NOT PERMIT THE EXCLUSION OF CERTAIN WARRANTIES, THESE EXCLUSIONS MAY NOT APPLY.
GUARANTY DOES NOT CONTROL THE FLOW OF DATA THROUGH THE INTERNET OR ANY OTHER ELECTRONIC CONNECTION. SUCH FLOW DEPENDS IN LARGE PART ON THE PERFORMANCE OF THE INTERNET OR SUCH OTHER ELECTRONIC CONNECTION PROVIDED OR CONTROLLED BY THIRD PARTIES.  AT TIMES, THERE CAN BE SITUATIONS IN WHICH YOUR CONNECTION TO THE INTERNET OR PORTIONS THEREOF, MAY BE DISRUPTED. GUARANTY WILL USE REASONABLE EFFORTS TO REMEDY AND AVOID SUCH EVENTS AND PROVIDE YOUR WITH NOTICE OF PROBLEMS, BUT IT CANNOT GUARANTEE THAT PROBLEMS WILL NOT OCCUR.  ACCORDINGLY, GUARANTY DISCLAIMS ANY AND ALL LIABILITY RESULTING FROM OR RELATED TO THESE EVENTS OR ANY EVENTS OUTSIDE ITS CONTROL.

13. Limitation of Liability.
EXCEPT AS PROVIDED ELSEWHERE IN THIS ENTIRE AGREEMENT, IN NO EVENT SHALL GUARANTY BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM INTERRUPTION OF USE, LOSS OF DATA, THE UNAUTHORIZED ACCESS TO OR THE MISAPPROPRIATION OF ANY CONTENT MADE AVAILABLE ON OR THROUGH THE SITE, OR LOST PROFITS ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR USE OF THE SITE. THIS LIMITATION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF GUARANTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, LIABILITY IN SUCH JURISDICTIONS WILL BE LIMITED TO THE EXTENT PERMITTED BY LAW.

14. Release.  You hereby release Guaranty and its present and former officers, directors, agents, managers, members, investors, partners, employees, shareholders, fiduciaries, parents, affiliates, subsidiaries, divisions, legal representatives, predecessors, estates, trusts, executors, successors and assigns and all persons (natural, corporate or otherwise) in privity with Guaranty or any of them (all of which collectively are jointly and severally referred to herein as the “Guaranty Group”) from all claims, demands and damages (actual and consequential) of every kind and nature, disclosed or undisclosed, known and unknown, suspected and unsuspected, in any way arising out of or in connection with your use of the Site.  User waives the provisions of any law limiting or prohibiting a general release including California Civil Code § 1542 which states “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 settlement with the debtor.” 

15. Indemnification.  You agree to indemnify, defend and hold harmless the Guaranty Group from and against any and all claims, losses, liabilities, and damages of any kind, including reasonable attorneys’ fees, resulting from (i) your breach of this Agreement; or (ii) your use or misuse of the Site.  Guaranty reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with Guaranty in asserting any available defenses.

16. Electronic Record and Signature. You agree that any document or record which is transmitted or received by electronic transmission by either party shall be treated in all manner and respects as an original written, signed document where sufficient indicia of acceptance exists.  You agree to accept reasonable electronic indicia, including but not limited to clicking on Site buttons designated by language such as “I Accept,” “I Agree” or other similar such language, as effective indicia of acceptance.  Such indicia of acceptance shall be considered for these purposes as an original signature and any such electronic record it is attributed to shall be considered to have the same binding legal effect as an original written, signed document.  Guaranty may send electronic mail to you.  You agree that it is your sole responsibility to scan any documents attached to our electronic mail for computer viruses, and to hold Guaranty harmless for any computer viruses you may receive from electronic mail sent from Guaranty.

17. General.
 
17.1. Notices may be sent via first class mail to Guaranty Insurance Services, Inc., Attn: Terms of Use Notice Coordinator, 2301 West Plano Parkway, Suite 108, Plano, Texas 75075-8428. 

17.2. The Agreement shall be governed by and construed in accordance with the laws of the United States and the State of Texas without regard to the principles of conflicts of laws thereof.  The exclusive forum for any litigation relating to the Agreement will be in the appropriate state or federal court within Texas.  No choice of law rules of any jurisdiction will apply.
 
17.3. No failure or delay in exercising any right hereunder will operate as a waiver thereof, nor will any partial exercise of any right or power hereunder preclude further exercise.
 
17.4. If any provision of the 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 the Agreement shall remain in full force and effect and enforceable.
 
17.5. This Site is controlled and operated by Guaranty from its offices within the state of Texas.  Guaranty makes no representation that materials on this Site are appropriate or available for use in other locations.  If you choose to access the Site from other locations, you do so at your own risk and you are responsible for compliance with the laws of whatever jurisdiction you are in at that time.