- Binding Agreement
- This is a binding legal agreement (the “Agreement”) between you or the entity you represent (“You” and “Your”) on the one hand and Les Promotions Mondiales Inc. dba Rank Media Agency (the “Company”) on the other hand. The Agreement contains the terms and conditions that govern Your access to and use of the Company Website and the Company’s Services (as defined below). This Agreement takes effect when You click on GET MY FREE QUOTE (“Effective Date”). You represent that You are lawfully able to enter into this binding contract, and that if You are a natural person, You are 18 years or older.
- Please Read This Notice Regarding Dispute Resolution: This Agreement is subject to a dispute provision set forth in Section 3, which requires You to resolve any Claims with the Company through binding arbitration. Under the Agreement, You are only permitted: (a) to pursue claims against the Company on an individual basis, not as part of any class or representative action or proceeding, and (b) to seek relief (including monetary, injunctive, and declaratory relief) on an individual basis. You must stop using the Company Website (as defined below) and the Services immediately if You do not agree to the dispute resolution provision.
- “Company Party(ies)” means Company’s owners, partners, representatives, agents, members, managers, officers, employees, affiliated companies, successors, and assigns.
- “Company Website” means the website located at Medicarehaven.com and any associated applications and APIs.
- “Notice” means, when provided by You to the Company, an email communication sent by You to from [email protected] “Notice” means, when provided by the Company to You, an email communication sent by the Company to the email address provided on Your Request Form, if You have submitted a Request Form; otherwise, “Notice” means publication on the Company Website in a readily accessible location. Notice is deemed made the day the email is sent or the date the Notice is published on the Company Website.
- “Parties” means You and the Company.
- “Party” means You or the Company.
- “Insurance Product(s)” means insurance-related products and services, including, but not limited to, the insurance-related products and services identified on the Company Website.
- “Provider(s)” means third-party brokers and sellers of Insurance Products, including insurance agencies and insurance agents. The Company is not a Provider.
- “Request Form” means Your request, submitted through the Company Website, to receive information about Insurance Products.
- “Service(s)” means the services available to You through the Company Website. “Service(s)” includes, but is not limited to: a) connecting You to Providers, and b) providing Your contact information to Providers, either directly or indirectly, so that the Providers may initiate communications with You regarding Insurance Products.
- THIS SECTION SIGNIFICANTLY AFFECTS HOW ANY DISPUTES THAT ARISE BETWEEN YOU AND THE COMPANY MUST BE RESOLVED. PLEASE READ THIS SECTION CAREFULLY.
- Definition of Claims: “Claim(s)” means any dispute between the Parties and/or their parents, subsidiaries, affiliates companies, employees, agents, officers directors, shareholders, and licensors arising out of, related to, or in connection with this Agreement, the Company Website, the Services, or any communication from the Company or a Provider.
- Arbitration: You and the Company agree that all Claims must be resolved exclusively through final and binding arbitration, rather than in court, except that You may assert Claims in small claims court as provided below. There is no judge or jury in arbitration. The arbitration shall be commenced and conducted through JAMS (www.jamsadr.com) under the Streamlined Rules, as modified by this agreement to arbitrate. All remedies available to the Parties under applicable federal, state, or local laws shall remain available in arbitration. The Parties shall each participate in the selection of a neutral arbitrator pursuant to the Streamlined Rules. Unless You and the Company agree otherwise in writing, the final arbitration hearing shall take place in person at the JAMS facility located in or nearest to Your city of residence, but either Party may choose to have the arbitration conducted by telephone or video conference. If JAMS is unavailable to arbitrate a dispute or claim, You and the Company agree to arbitrate using an alternative arbitral forum. The arbitrator’s award will consist of a written statement stating the disposition of each Claim. The award will also provide a concise written statement of the essential findings and conclusions on which the award is based. The arbitrator must follow applicable law, and any award may be challenged if the arbitrator fails to do so. The arbitrator will resolve any and all Claims and issues, including any disputes arising out of or relating to the interpretation, applicability, enforceability or formation of this Agreement, including any claim that all or any part of this agreement to arbitrate is void or voidable. The arbitrator’s award will be final and binding, and a judgment on the arbitrator’s award may be entered by a court. You acknowledge that without the provisions above and below, You would have the right to sue in court with a jury trial.
- Class Action Waiver: YOU AND THE COMPANY MAY ONLY BRING CLAIMS AGAINST THE OTHER ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION. BOTH YOU AND THE COMPANY AGREE THAT THIS WAIVER IS A MATERIAL PROVISION, AND IF THIS WAIVER IS LIMITED, VOIDED, OR FOUND TO BE UNENFORCEABLE, THEN THE PARTIES’ CONTRACT TO ARBITRATE SHALL BE NULL AND VOID SUBJECT TO THE RIGHT TO APPEAL THE LIMITATION OR INVALIDATION OF THE WAIVER. UNLESS YOU AND THE COMPANY AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIMS.
- Payment of Arbitration Fees: If You initiate arbitration against the Company, You will be required to pay an initial fee of $250 to JAMS (unless You qualify for a waiver), and all other arbitration costs (including any remaining JAMS Case Management Fee and all professional fees for the arbitrator’s services) shall be paid as determined by the arbitrator. If the Company initiates arbitration against You, the Company shall pay all costs associated with the arbitration. Regardless of the outcome of the arbitration, You and the Company will each pay Your own attorney’s fees and costs unless an award of attorney’s fees is available under applicable statute.
- Limited Exceptions: Notwithstanding the mandatory arbitration provision above, You may assert a Claim on an individual basis in small claims court if the Claim qualifies for small claims jurisdiction, which, in California, is a claim of $10,000 or less, excluding costs, interest, and attorney’s fees to the extent available. Either Party may litigate to compel arbitration in a Court of Competent Jurisdiction, which means a state or federal court in the State of New York, USA, to stay proceedings pending arbitration, or to modify, confirm, vacate, or enter judgment on the award entered by the arbitrator.
- Governing Law: The Parties agree that this Agreement and any and all Claims shall be exclusively governed by and construed in accordance with the Federal Arbitration Act, federal arbitration law, and the laws of the State of New York, USA, exclusive of conflict or choice of law rules. The Federal Arbitration Act governs the interpretation and enforcement of this agreement to arbitrate. If You choose to pursue Claims in a small claims action, You agree that the small claim action must be filed and pursued only in the Small Claims Court for New York County, New York.
- Application to Providers: You agree that this Arbitration Agreement shall also apply to any Claim between You and any Provider, and that the Providers are express third-party beneficiaries of this Arbitration Agreement.
- The Company agrees to provide the Services to You subject to the terms and conditions set forth in this Agreement.
- The Company does not sell any Insurance Products. Instead, the Company provides the Services to connect You with Providers and to help Providers offer for sale and sell Insurance Products to You.
- The Company is not a licensed insurer, insurance agency, or insurance agent. The Company does not provide insurance quotes. The information provided on the Company Website is not intended to serve as professional advice from a licensed insurance agent. The Company does not provide any evaluation of Insurance Products. The Company recommends that You consult with a licensed insurance agent before purchasing any insurance policy.
- If You make a call to a phone number displayed on the Company Website in connection with an Insurance Product, Your call will not be directed to or answered by the Company. Rather, Your call will be directed to and may be answered by a Provider.
- Insurance Products offered by a Provider may only be made to residents of U.S. states where that Provider is authorized to sell such Insurance Products. A Provider’s participation in the Services does not constitute an offer by the Provider to sell any Insurance Products outside of the geographic areas where it is licensed to sell Insurance Products. A Provider may decline to offer to sell You any Insurance Product for any reason permitted by law and may discontinue, suspend, or terminate its offer to sell any Insurance Product at any time, with or without prior notice.
- You understand that the Company will not be a party to any transaction You enter into with any Provider. The Provider is solely responsible for its services to You, and You agree that the Company will not be liable for any damages or costs of any type arising out of or in any way connected with Your interactions or transactions with any Provider.
- You understand that any Request Form You submit is not an application for any Insurance Product. Rather, any Request Form You submit is a request to be matched with Providers that may be able to present offers to sell You Insurance Products.
- The identification of any Insurance Product on the Company Website does not constitute an endorsement or recommendation of such Insurance Product by the Company. All such information is provided without any warranty of any kind. The Company does not guarantee that You qualify for any Insurance Product, and the Company does not guarantee that You qualify for any price listed on the Company Website.
Consent to Disclosures and Consent to be Contacted
- By submitting a Request Form, You are providing Your express written consent to be contacted by the Company and by Providers for marketing purposes, and You agree that the Company and the Providers may contact You, including by email, text message, and phone call.
- By submitting a Request Form, You are providing Your express written consent for the Company and the Providers to place calls and text messages to You, including for marketing purposes, using an automatic telephone dialing system or an artificial or prerecorded voice to the phone numbers You entered in the Request Form. You understand that You are providing this consent even if Your telephone number is currently listed on any governmental or entity-specific Do-Not-Call list. You understand that You are not required to consent to receive these communications as a condition of using the Company Website or the Services.Your consents described herein shall remain valid and in effect until You revoke them by opting out.
Opting-Out of Communications
- You may opt out of receiving calls, texts, and emails from the Company at any time by emailing the Company at [email protected], by submitting an online request to the Company at https://medicarehaven.com/do-not-sell/, or by calling the Company at 1-800-915-7990.
- You agree to notify any Provider directly if You wish to opt out of receiving calls, texts, or emails from that Provider. You recognize that the Company cannot control, and is not responsible for, a Provider’s failure to follow Your request to opt out of future communications from that Provider.
Term and Termination
- Term: The term of this Agreement will begin on the Effective Date and will continue until the Agreement is terminated under this Section.
- Termination for Convenience: Either Party may immediately terminate the Agreement for any reason by providing Notice.
- Effect of Termination: Upon termination of the Agreement, all of Your rights under the Agreement will immediately end, except the following Sections of the Agreement, which will survive and continue to apply.
- 1–4, 6–11, and 14–16.
Your Representations and Warranties
- No Misrepresentations: You represent that all information You provide in a Request Form is true, accurate, current, and complete.
- Only Lawful Use: You may only access and use the Company Website and the Services in accordance with this Agreement. You will not use the Company Website or the Services in any manner or for any purpose other than as expressly permitted by this Agreement. You will not use the Company Website or the Services to commit or promote any type of illegal activity. In using the Company Website or the Services, You agree to comply with all applicable laws, rules, and regulations.
- No Reverse Engineering, Modifications, Crawling, or Overloading: You will not attempt to modify, distribute, alter, tamper with, repair, or otherwise create derivative works of any content that forms part or all of the Company Website or the Services. You will not attempt to reverse engineer, disassemble, or decompile the Company Website or the Services or apply any other process or procedure to derive the source code of any software employed by the Company Website or the Services. You will not use the Company Website or the Services in a manner that could disable, overburden, damage, or impair the Company Website or the Services. You will not use any robot, spider, or automatic device to access the Company Website or the Services for any reason. You will not introduce any virus or other malware to the Company Website or its servers. You will not attempt to gain access to any aspect of Company Website or the Services that You are not authorized to access.
- No Sublicensing: You will not attempt to resell or sublicense the Services.
- No Marketing: You will not use the Services to market any goods or services to any consumer or to engage in any commercial activity.
- Acceptable Use of the Services: You will not use the Company Website or the Services to engage in any conduct that restricts or inhibits the use of the Company Website or the Services by any other person, or which, as determined by the Company, may harm the Company or other users of the Company Website or the Services or expose them to liability.
- Rights in the Services and the Company Website: The Company or its licensors owns all right, title, and interest in and to the Company Website and the Services, and all related technology and intellectual property rights, including all copyrights and trademarks. Subject to the terms of this Agreement, the Company grants You a limited, revocable, non-exclusive, non-sublicensable, non-transferable license to access and use the Company Website and the Services solely in accordance with the Agreement and for non-commercial purposes only. Except as expressly provided in this Agreement, You do not obtain any rights under the Agreement from the Company, its affiliates, or licensors to the Company Website and the Services, including any related intellectual property rights.
- Where the Company Website contains links to other sites or content provided by third parties, those links and content are provided for Your convenience only. The Company has no control over the content that third parties choose to publish and accepts no responsibility for such content or for any loss or damage that may arise from Your use of such content. Your reliance on any third-party content is entirely at Your own risk.
Changes to the Services
- Changes to the Services: The Company may change the Services from time to time without any Notice to You. The Company will provide You with prior Notice if it discontinues material functionality of any of the Services.
Changes to the Agreement
- Changes to the Agreement: The Company may modify this Agreement at any time by providing 30 days’ advance Notice. By continuing to use the Website or Services after the effective date of any change to this Agreement, You agree to be bound by the modified terms.
Disclaimers of Warranties and Limitations of Liability
- DISCLAIMERS OF WARRANTIES: TO THE FULLEST EXTENT PERMITTED BY LAW, THE COMPANY AND THE COMPANY PARTIES, AND ALL OF THEIR RESPECTIVE EMPLOYEES, OFFICERS, DIRECTORS, SHAREHOLDER, AFFILIATES, AGENTS DISCLAIM ALL WARRANTIES, EXPRESS AND IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY OR SATISFACTORY WORKMANLIKE EFFORT, INFORMATIONAL CONTENT, TITLE, OR NON-INFRINGEMENT OF THE RIGHTS OF THIRD PARTIES. ALL SERVICES AND ALL CONTENT ON THE COMPANY WEBSITE ARE PROVIDED TO YOU ON AN “AS IS,” “AS AVAILABLE” BASIS. THE COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, AS TO THE SERVICES OR THE OPERATION OF THE COMPANY WEBSITE OR THE INFORMATION, CONTENT, OR MATERIALS PROVIDED THROUGH THE SERVICES OR THE COMPANY WEBSITE. THE COMPANY DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS THAT THE SERVICES OR THE COMPANY WEBSITE WILL OPERATE ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVICES OR THE COMPANY WEBSITE WILL BE FREE OF VIRUSES AND/OR OTHER HARMFUL COMPONENTS. THE COMPANY DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING SUITABILITY, AVAILABILITY, ACCURACY, RELIABILITY, COMPLETENESS, OR TIMELINESS OF ANY ASPECT OF THE SERVICES OR ANY MATERIAL ON THE COMPANY WEBSITE OR MADE AVAILABLE THROUGH THE SERVICES. THE COMPANY IS NOT RESPONSIBLE FOR ANY FAILURES CAUSED BY SERVER ERRORS, MISDIRECTED OR REDIRECTED TRANSMISSIONS, FAILED INTERNET CONNECTIONS, OR ANY COMPUTER VIRUS OR OTHER TECHNICAL DEFECT, WHETHER HUMAN OR TECHNICAL IN NATURE. THE COMPANY DISCLAIMS ALL LIABILITY ARISING FROM OR RELATED TO YOUR FAILURE TO KEEP YOUR ACCOUNT CREDENTIALS SECURE.
- EXCEPTION TO DISCLAIMERS OF WARRANTIES: SOME JURISDICTIONS DO NOT ALLOW CERTAIN DISCLAIMERS OF WARRANTY, SO THE ABOVE DISCLAIMERS MAY NOT APPLY TO YOU.
- LIMITATION OF LIABILITY: IN NO EVENT WILL THE COMPANY’S LIABILITY IN CONNECTION WITH THE SERVICES OR THE COMPANY WEBSITE, WHETHER CAUSED BY FAILURE TO DELIVER, NON-PERFORMANCE, DEFECTS, BREACH OF WARRANTY OR OTHERWISE, EXCEED THE AGGREGATE SERVICE FEES PAID BY YOU TO THE COMPANY DURING THE 12-MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH LIABILITY. EXCEPT AS EXPRESSLY PROVIDED BELOW, NEITHER PARTY SHALL BE LIABLE IN ANY WAY TO THE OTHER PARTY OR ANY OTHER PERSON FOR ANY LOST PROFITS OR REVENUES, LOSS OF USE, LOSS OF DATA OR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS, LICENSES OR SERVICES OR SIMILAR ECONOMIC LOSS, OR FOR ANY PUNITIVE, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR SIMILAR DAMAGES OF ANY NATURE, WHETHER FORESEEABLE OR NOT, UNDER ANY WARRANTY OR OTHER RIGHT HEREUNDER, ARISING OUT OF OR IN CONNECTION WITH THE PERFORMANCE OR NON-PERFORMANCE OF THE SERVICES OR THE COMPANY WEBSITE, REGARDLESS OF WHETHER IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH CLAIM OR DAMAGES. THE LIMITATIONS IN THIS SECTION APPLY TO ALL CAUSES OF ACTION IN THE AGGREGATE, WHETHER BASED IN CONTRACT, TORT, OR ANY OTHER LEGAL THEORY (INCLUDING STRICT LIABILITY), OTHER THAN CLAIMS BASED ON FRAUD OR WILLFUL MISCONDUCT. THE LIMITATIONS CONTAINED IN THIS SECTION SHALL NOT APPLY TO YOUR INDEMNIFICATION OBLIGATIONS SET FORTH IN THIS AGREEMENT. THIS LIMITATION OF LIABILITY REFLECTS AN INFORMED, VOLUNTARY ALLOCATION BETWEEN THE PARTIES OF THE RISKS (KNOWN AND UNKNOWN) THAT MAY EXIST IN CONNECTION WITH THIS AGREEMENT. THE TERMS OF THIS SECTION SHALL SURVIVE ANY TERMINATION OF THIS AGREEMENT.
- EXCEPTION TO LIMITATION OF LIABILITY: SOME JURISDICTIONS MAY NOT ALLOW LIMITATION OF CERTAIN DAMAGES, SO SOME OF THE ABOVE WAIVERS AND LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU
- Indemnification: You will defend, indemnify, and hold harmless the Company and its affiliates and licensors, and each of their respective employees, officers, directors, and representatives from and against any claims, damages, losses, liabilities, costs, attorney’s fees, and expenses arising out of or relating to any third-party claim concerning: (a) Your use of the Company Website or the Services; and (b) Your breach of this Agreement. (“Indemnified Claim”). In the event that the Company seeks indemnity under this Section, the Company will give You prompt written Notice of the Indemnified Claim and reasonably cooperate with You (at Your expense) in the defense and settlement of the Indemnified Claim. In no event will You agree to any settlement of any Indemnified Claim that involves any commitment, other than the payment of money, without the written consent of the Company.
- Language: All communications and Notices made or given pursuant to this Agreement must be in the English language.
- Independent Contractors: It is expressly agreed that the Parties shall be independent contractors, and that the relationship between the Parties shall not constitute a partnership, joint venture, or agency. Neither Party shall have the authority to make any statements, representations, or commitments of any kind, or to take any action that will be binding on the other Party, without the prior written consent of the other Party.
- No Third-Party Beneficiaries: Except as expressly set forth in this Agreement, no third-party beneficiary rights are created in any individual or entity that is not a party to the Agreement.
- No Waivers: The failure by the Company to enforce any provision of this Agreement will not constitute a present or future waiver of such provision nor limit the Company’s right to enforce such a provision at a later time. All waivers by us must be in writing to be effective.
- Assignments and Successors: You may not assign or transfer this Agreement or any of its rights or obligations without the prior written consent of the Company. Any attempted assignment in violation of this Section shall be null and void and of no force or effect whatsoever. The Company may assign its rights and obligations under this Agreement and may engage subcontractors or agents in performing its duties and exercising its rights under this Agreement, without Your consent. The Agreement will be binding on and will inure to the benefit of the Parties’ successors and permitted assigns.
- Entire Agreement: This Agreement is the entire agreement between You and the Company regarding the subject matter of this Agreement. This Agreement supersedes all prior or contemporaneous representations, understandings, agreements, or communications between You and the Company, whether written or verbal, regarding the subject matter of this Agreement. The Company will not be bound by, and specifically objects to, any term, condition, or other provision that is different from or in addition to the provisions of this Agreement (whether or not it would materially alter this Agreement).
- Severability: Except as expressly provided otherwise, if any portion of this Agreement is held to be invalid or unenforceable, the remaining portions of this Agreement will remain in full force and effect. Any invalid or unenforceable portions will be interpreted to the effect and intent of the original portion. If such construction is not possible, the invalid or unenforceable portion will be severed from this Agreement but the rest of the Agreement will remain in full force and effect.
- Headings: The headings herein are for convenience only and are not part of the Agreement.
- Counterparts: This Agreement may be signed electronically and in counterparts. If You sign the Agreement electronically, the Company’s records of Your execution shall be presumed accurate unless proved otherwise.
- Force Majeure: The Company will not be liable for any delay or failure to perform any obligation under this Agreement where the delay or failure results from any cause beyond the Company’s reasonable control, including acts of God, labor disputes or other industrial disturbances, electrical or power outages, utilities or other telecommunications failures, earthquakes, storms or other elements of nature, blockages, embargoes, riots, acts or orders of government, acts of terrorism, or war.