These End User Terms (“Terms”) are the legal agreement between Axle Labs, Inc. (“Axle,” “we,” “us,” or “our”) and the individual user (“End User,” “you,” and “your”) of the end user facing tools and functionalities of Axle’s universal API for Insurance (“Platform”).
Axle makes it easier for you to securely share your insurance data with companies you trust. These companies in the consumer services space (think rental car companies, lenders) and gig-economy “employers” (think rideshare and food delivery services) that have previously relied on legacy systems, paper, and hours spent on the phone with insurance carriers to verify insurance for customers and contractors, now have a faster way to verify your information.
These Terms set forth the terms and conditions that apply to your use of the Platform. YOU MAY NOT ACCESS OR USE THE PLATFORM UNLESS YOU AGREE TO COMPLY WITH ALL OF THESE TERMS. BY ACCESSING OR USING THE PLATFORM THROUGH ITS USER-FACING INTERFACES, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE LEGALLY BOUND BY THESE TERMS. Please review our Privacy Policy for a description of how we collect, use, share, and otherwise process personal information.
ARBITRATION NOTICE. Except for certain kinds of disputes described in Section 12, you agree that disputes arising under these Terms will be resolved by binding and individual arbitration, and BY ACCEPTING THESE TERMS, YOU AND AXLE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN ANY CLASS ACTION OR REPRESENTATIVE PROCEEDING. YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend your rights under this contract (except for matters that may be taken to small claims court). Your rights will be determined by a NEUTRAL ARBITRATOR and NOT A JUDGE OR JURY. Please see Section 12.
You should also pay particular attention to Section 5.2 (Axle’s Relationships with Clients) and Section 11 (No Warranties by Axle; Limitation of Liability) as they exclude or limit our legal liability in connection with your use of the Platform.
1. Platform
1.1. The Platform is a universal API for insurance that you can use for the following “Services”, including to:
a. connect to third-party insurance-related platforms with which you have a separate relationship (e.g., your account with your insurance carrier) (each a “Carrier”) using your login information for that Carrier (e.g., your username, password, and multi-factor authentication token) (“Login Information”);
b. retrieve your “Insurance Data” which means data related to your insurance coverage, including certain identifiers (e.g., name, postal address, email address, telephone number) and account and policy information (e.g., carrier name, policy number and type, policy status, insureds, coverage information) accessible under your login information from that Carrier, or provided by you, and process and deliver that Insurance Data through the Platform to third parties (or those third parties’ customers) with which you have a separate relationship, such as a lender, rental car company, or dealership (each a “Client”) and who have enabled your access to Axle Ignition (defined below)
c. perform, or authorize a Client to perform, certain other operations with respect to your Insurance Data and the applicable Carrier that you select, instruct, initiate, or otherwise authorize via Axle Ignition (e.g., updated to your policy);
1.2. You have accessed the Platform:
a. through the Platform’s end user facing interface known as “Axle Ignition” (“Axle Ignition):
(i) in connection with your separate relationship with a Client, either through:
(1) a mobile or web-based application (e.g., a mobile car rental application) provided by or on behalf of a Client (each a “Client Application”); or
(2) an individualized URL (i.e., unique to you) or Client URL (i.e., unique to the applicable Client) delivered to you in connection with your separate relationship with a Client (e.g., via email or SMS) enabling you to access Axle Ignition via a web browser (each a “Landing Page Link”).
For clarity, the Platform is designed to enable you to perform only tasks you would be able to complete manually under your Login Information, using automation (i.e., automatically using software). The Platform does not give you any ability to access, retrieve, or deliver any information that you would not be able to manually access with the Carrier under your Login Information, or otherwise take any action with respect to Insurance Data or a Carrier that you would not be able to take manually under your Login Information.
b. and subject to and conditioned upon your compliance with all terms and conditions set forth in this Terms, Axle hereby grants you a non-exclusive, non-sublicensable, non-transferable right to use and access the Platform solely for the purposes set forth in these Terms.
1.3. Before accessing the Platform, you generally will have either:
a. instructed the Client Application to direct you to Axle Ignition (e.g., by clicking “continue” or “share insurance information” in the Client Application); or
b. initiated a process with a Client (like booking a car rental) that results in the delivery of an Access URL to you via text or email.
1.4. You may use the Platform for personal use only. You agree that you will (a) comply with all applicable laws in your use of the Platform; (b) not impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity (including through the use of any Login Information that are not yours); (c) not interfere with, or attempt to interrupt the proper operation of, the Platform, including (through the use of any virus, device, information collection or transmission mechanism, software or routine that is designed or presents a substantial likelihood of (i) damaging the Platform or any information available in connection with the Platform or (ii) gaining access to information that you do not have the right to access; (d) not access or attempt to access any data, files, or passwords related to Platform through hacking, password or data mining, or any other means; (e) not decompile, reverse engineer, or disassemble any software or other products or processes accessible through Platform; and (f) not access or use the Platform to collect any market research for a competing business, or use the Platform to send any commercial electronic messages or spam. For clarity, Section 1.4(c) is not intended to limit your use of the Platform using helpers, representatives, or others that you have expressly authorized to exercise your rights or perform your obligations on your behalf so long as their use on your behalf otherwise complies with these Terms.
1.5 Member Account, Password and Security.
When you register on the Platform, you will provide certain personal information about yourself in your account (“Account”). You are responsible for maintaining the confidentiality of your password and the associated Account, if applicable, and are fully responsible for any and all activities that occur under your password or account. You agree to (a) immediately notify Axle of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session when accessing the Service. Axle will not be liable for any loss or damage arising from your failure to comply with this Section.
2. Creating Connections
2.1. Axle Ignition prompts you to select a Carrier and enter your Login Information to that Carrier. After you have selected a Carrier and entered your Login Information to that Carrier, Axle Ignition requests your express consent (e.g., by you selecting “Continue” or “Confirm”) for and you hereby expressly authorize and instruct the Platform on your behalf to:
a. use your Login Information to log in, connect to, and electronically retrieve your Insurance Data from the Carrier;
b. deliver Insurance Data to:
(i) the Client whose process resulted in your receipt of access to Axle Ignition and to third parties to which you have consented, whether via the Client Application or a separate consent; or
c. perform, or authorize the applicable Client to perform, operations with respect to your Insurance Data and the Carrier as you may select, instruct, initiate, or otherwise authorize via Axle Ignition, including making policy updates; and
d. otherwise use and share Insurance Data as described in these Terms and our Privacy Policy.
Each relationship you establish between a Carrier and a Client via the Platform as described in this Section 2.1 is a “Connection.”
2.2. The Platform: (a), to the extent technically feasible, retrieves, and delivers updated Insurance Data from Carrier on a periodic basis for the duration of the applicable Connection until (i) you withdraw your consent by removing the Connection or (ii) until the Connection is otherwise removed, each as described in Section 3 (Removing Connections); and (b) may standardize, categorize, and otherwise process your Insurance Data, including before delivering it to the applicable Client. Clients do not receive access to Login Information.
3. Removing Connections
3.1. You can remove Connections between a Carrier and a Client by emailing us at hello@axle.insure and we will remove the Connection for you, though we may need additional information or other assistance from you to adequately identify you and the Connection(s) that you would like removed.
3.2. We remove Connections if a Client requests that we do so (e.g., the Client notifies us that your relationship with that Client with respect to a Connection has ended).
4. Grant of Authority
4.1. The Platform is designed to be a solution through which you are able to exercise your rights in connection with your Insurance Data, as well as your general rights as a consumer recognized under various national, federal, and state laws. For you to protect and exercise those rights, it may be necessary or useful for Axle to act as your authorized agent to access and retrieve your Insurance Data available under your Login Information from the applicable Carrier(s) and deliver it on your behalf and take such other actions on your behalf as contemplated in these Terms.
4.2. ACCORDINGLY, YOU AUTHORIZE AND INSTRUCT AXLE AND THE PLATFORM TO ACCESS YOUR ACCOUNTS WITH CARRIERS ON YOUR BEHALF AS NECESSARY OR USEFUL TO OBTAIN YOUR INSURANCE DATA FROM THOSE CARRIERS IN A READILY USEABLE FORMAT ON AN AUTOMATED BASIS AS CONTEMPLATED IN THESE TERMS, INCLUDING INTERACTING WITH THE FEATURES, FUNCTIONALITIES, AND STRUCTURES OF THE CARRIERS TO FACILITATE THE EFFICIENT AND ORDERLY ACCESS TO AND RETRIEVAL OF YOU INSURANCE DATA UNDER YOUR LOGIN INFORMATION BY AUTOMATED MEANS THROUGH THE PLATFORM, AND PERFORM SUCH OTHER OPERATIONS WITH RESPECT TO INSURANCE DATA AND CARRIERS AS YOU MAY HAVE INSTRUCTED, INITIATED, OR OTHERWISE AUTHORIZED VIA AXLE IGNITION BY AUTOMATED MEANS. TO THE EXTENT PERMITTED BY APPLICABLE LAW (INCLUDING ANY FORMALITY REQUIREMENTS APPLICABLE TO THE GRANTING OF POWERS OF ATTORNEY), YOU HEREBY GRANT AXLE A LIMITED POWER OF ATTORNEY TO ACT AS YOUR TRUE AND LAWFUL AGENT AND ATTORNEY IN-FACT TO DO THE FOREGOING ON YOUR BEHALF, WITH THE FULL POWER AND AUTHORITY AS YOUR AGENT TO DO ANYTHING NECESSARY OR USEFUL IN CONNECTION WITH THE PRECEDING ACTIVITIES THAT YOU COULD LAWFULLY DO DIRECTLY. IN ADDITION, YOU HEREBY AUTHORIZE AND INSTRUCT CARRIERS TO TRANSMIT YOUR INSURANCE DATA TO THE PLATFORM (AND PERMIT THE PLATFORM TO RETRIEVE THE INSURANCE DATA FROM THE CARRIER) WITHOUT HINDRANCE BY AUTOMATED MEANS.
4.3. You agree that Clients and Carriers may, to the extent permitted by applicable law, rely on the grant of agency and limited power of attorney under this Section 4 and are authorized and instructed to provide Axle with access to the Carrier to facilitate the efficient and orderly delivery of your Insurance Data to the applicable Client or other recipients as authorized by these Terms and our Privacy Policy, and to provide information Axle may need or request in connection with the Platform. This grant of agency and limited power of attorney will remain in effect as long as reasonably necessary for Axle to provide the Platform, unless earlier revoked by you in writing by notice to us at hello@axle.insure, though we may need additional information or other assistance from you to adequately identify you to enable us to comply with your revocation.
5. Relationships with Clients and Carriers
5.1. Your Relationships with Clients.
a. Your relationship with a Client, including with respect to the products or services provided by the Client and any related agreements between you and the Client, is separate from your relationship with Axle under these Terms and our Privacy Policy. Each Client’s use of Insurance Data that you deliver to it using the Platform is subject to your separate relationship and agreement with that Client (e.g., terms of use governing your right to access the Client Application), that Client’s own Privacy Policy, and/or the applicable laws otherwise governing your relationship with that Client. We encourage you to carefully review your agreement with that Client, that Client’s Privacy Policy, and/or that Client’s other disclosures with respect to its collection and use of your Insurance Data as may be required by those applicable laws, before using the Platform to make any Connection between a Carrier and that Client.
b. We do not charge you for your use of the Platform. Clients, however, may charge you for products and services provided to you, including those that make use of Insurance Data delivered to them via the Platform under these Terms. In addition, Clients may pay us fees and other amounts in connection with the services we provide you under these Terms or separately provide them.
5.2. Axle’s Relationships with Clients.
a. Axle’s agreements with Clients for their access and use of the Client-facing features and functionalities of the Platform (including those used to take delivery of Insurance Data via the Platform) require that the Client provide you with its Privacy Policies and use Insurance Data delivered via the Platform in connection with that Client’s provision to you of products or services, for the purposes for which you disclosed it to the Client, in accordance with applicable laws otherwise governing your relationship with that Client. EXCEPT FOR THE CONTRACTUAL REQUIREMENTS DESCRIBED IN THIS SECTION, AXLE DOES NOT CONTROL, SUPERVISE, OR MANAGE CLIENTS' PROCESSING OF INSURANCE DATA. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, (A) AXLE HAS NO RESPONSIBILITY OR LIABILITY ARISING FROM OR RELATED TO SUCH PROCESSING OR OTHER ACTS OR OMISSIONS BY CLIENTS, AND (B) YOU ACKNOWLEDGE AND AGREE THAT YOU ARE NOT A THIRD-PARTY BENEFICIARY OF ANY AGREEMENT BETWEEN AXLE AND ANY CLIENT.
b. AXLE'S INTEGRATIONS BETWEEN THE PLATFORM, CLIENTS, AND CARRIERS, ARE PROVIDED SOLELY AS A CONVENIENCE TO YOU AND NOT AS AN ENDORSEMENT BY US OF THOSE CLIENTS OR CARRIERS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE ARE NOT RESPONSIBLE FOR THE CONTENT OF ANY CLIENT APPLICATIONS, CARRIERS, OR OTHER THIRD-PARTY SITES, OR FOR ANY ACTS OR OMISSIONS OF ANY CLIENT, CARRIER, OR OTHER THIRD-PARTY, AND WE DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES REGARDING THE CONTENT OR ACCURACY OF MATERIALS: (A) AVAILABLE VIA CLIENT APPLICATIONS, CARRIERS, OTHER THIRD-PARTY SITES, OR OTHERWISE FOR THE PRODUCTS OR SERVICES PROVIDED BY ANY CLIENT, CARRIER, OR ANY OTHER THIRD PARTY OR (B) THAT ARE RECEIVED BY OR DELIVERED THROUGH VIA OUR PLATFORM.
5.3. No Relationships between Axle and Carriers. Although the Platform is designed to interoperate with Carriers, Axle has no relationship with Carriers or otherwise with the third party whose relationship with you results in your Insurance Data.
6. Responsibility for the Accuracy of Insurance Data
6.1. Because Axle has no relationship with Carriers, Axle has no right or ability to require any third party (including your insurance carrier) to verify whether the Insurance Data available in a Carrier is accurate, complete, or up to date. For example, we do not have the ability to check (or make your insurance carrier check) whether the policy issued to you, and that you retrieve from the Carrier using the Platform, accurately reflects your policy information. Further, we do not have a right or the authority to request or require any third party (i.e., Client or Carrier) to update, correct, or change your Insurance Data.
6.2. Accordingly, we rely on you and Clients to ensure that your Insurance Data, as available, in the applicable Carrier is accurate, complete, and up to date. If you are concerned that Insurance Data delivered using the Platform is not accurate, complete, or up to date, we encourage you to verify that data both by (a) accessing it directly with the underlying Carrier, and/or (b) requesting a copy of that data from the Client you delivered it to and, if you identify an issue, work with the Carrier or Client, as applicable, to correct the underlying record or otherwise address your concern.
6.3. Accurately retrieving and delivering your Insurance Data from Carriers is the cornerstone of the services we provide to you and Clients. Although the Platform may standardize your Insurance Data before delivering it as described in these Terms, the Platform is not designed to alter the substance of the Insurance Data. If you believe there is a discrepancy in the Insurance Data as it is accessible to you directly from the Carrier as compared with what is delivered to a Client, please contact us immediately at hello@axle.insure, and we will work to investigate, identify, and, if applicable, promptly correct the issue.
7. Your Warranties
7.1. By using the Platform or providing us with your Login Information for a Carrier, you warrant that such information is accurate, complete, and owned by you, and that by using the Platform and entering into and complying with these Terms you are not violating any agreements you may have with any third party.
8. Intellectual Property
8.1. Insurance Data. You own all right, title, and interest in and to the Insurance Data. You understand that Axle accesses and uses Insurance Data to provide you with the Platform as set forth in these Terms and our Privacy Policy, including delivering that Insurance Data to Clients as you instruct via Axle Ignition. You hereby grant us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns a non-exclusive, sublicensable, worldwide right to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties the Insurance Data to provide you with the Services (as described in Section 1.1).
8.2. Platform; Axle Trademarks. The Platform is protected by copyright, trademark, and other laws of the United States and foreign countries. Axle and our licensors exclusively own all right, title, and interest in and to the Platform, including all associated intellectual property rights. The trademarks, service marks, and logos of Axle (the “Axle Trademarks”) used and displayed on the Platform are registered and unregistered trademarks or service marks of Axle. All goodwill generated from the use of Axle Trademarks inures to our benefit. Elements of the Platform are protected by trade dress, trademark, unfair competition, and other laws, and may not be copied or imitated in whole or in part, by any means, including, the use of framing or mirrors (except to the extent such actions cannot be limited in the jurisdiction in which you live). We reserve all rights in the Platform not expressly granted to you in these Terms.
8.4. Feedback. We respect and appreciate thoughts and comments from our users If you choose to provide input and suggestions regarding existing functionalities, problems with or proposed modifications or improvements to the Platform (“Feedback”), then you hereby grant Axle an unrestricted, worldwide, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right and license to exploit the Feedback in any manner and for any purpose, including to improve the Platform and create other products and services. We will have no obligation to provide you with attribution for any Feedback you provide to us.
9. Use Restrictions.
You shall not, directly or indirectly:
(a) use the Platform except as set forth in Section 1;
(b) copy the Platform, in whole or in part;
(c) modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of the Platform or any part thereof;
(d) combine the Platform or any part thereof with, or incorporate the Platform or any part thereof in, any other programs;
(e) reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of the Platform or any part thereof;
(f) remove, delete, alter, or obscure any trademarks or any copyright, trademark, patent, or other intellectual property or proprietary rights notices included on or in the Platform, including any copy thereof;
(g) rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise provide any access to or use of the Platform or any features or functionality of the Platform, for any reason, to any other person or entity, including any of your subcontractors, independent contractors, affiliates, or service providers, whether or not over a network and whether or not on a hosted basis, including in connection with the internet, web hosting, wide area network (WAN), virtual private network (VPN), virtualization, time-sharing, service bureau, software as a service, cloud, or other technology or service;
(h) use the Platform in, or in association with, the design, construction, maintenance, or operation of any hazardous environments or systems, including:
(i) power generation systems;
(ii) aircraft navigation or communication systems, air traffic control systems, or any other transport management systems;
(iii) safety-critical applications, including medical or life-support systems, vehicle operation applications, or any police, fire, or other safety response systems; and
(iv) military or aerospace applications, weapons systems, or environments.
(i) use the Platform in violation of any law, regulation, or rule; or
(j) use the Platform for purposes of competitive analysis of the Platform, the development of a competing software product or service, or any other purpose that is to the Axle's commercial disadvantage.
10. Indemnification
10.1. To the fullest extent permitted by applicable law, you are responsible for your use of the Platform, and you will defend, indemnify, and hold harmless Axle, its affiliates and their respective shareholders, directors, managers, members, officers, employees, consultants, and agents (together, the “Axle Entities”) from and against every claim brought by a third party, and any related liability, damage, loss, and expense, including attorneys’ fees and costs, arising out of or connected with: (a) your unauthorized use of, or misuse of, the Platform; (b) your violation of any portion of these Terms, any representation, warranty, or agreement referenced in these Terms, or any applicable law; (c) your violation of any third-party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right; or (d) any dispute or issue between you and any third party. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of those claims.
11. No Warranties by Axle; Limitation of Liability
11.1. YOU ACKNOWLEDGE THAT THE PLATFORM MAY CONTAIN BUGS, ERRORS, AND OTHER PROBLEMS THAT COULD CAUSE SYSTEM FAILURES. CONSEQUENTLY, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW: (1) THE PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT ANY WARRANTIES OF ANY KIND, INCLUDING THAT THE PLATFORM WILL OPERATE ERROR-FREE OR THAT THE PLATFORM IS FREE OF COMPUTER VIRUSES OR SIMILAR CONTAMINATION OR DESTRUCTIVE FEATURES; AND (2) WE HEREBY DISCLAIM ALL WARRANTIES, INCLUDING WARRANTIES OF TITLE, MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTIES’ RIGHTS, AND FITNESS FOR PARTICULAR PURPOSE AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WE MAKE NO REPRESENTATIONS OR WARRANTIES TO YOU, TO CLIENTS, TO CARRIERS, OR TO ANY THIRD PARTY THAT INSURANCE DATA IS ACCURATE, COMPLETE, UP-TO-DATE, OR OTHERWISE RELIABLE. WE DO NOT, AND TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW WE HAVE NO RESPONSIBILITY OR OBLIGATION TO, VERIFY OR REVIEW INSURANCE DATA. USE OF INSURANCE DATA BY YOU OR BY ANY CLIENT, CARRIER, OR ANY OTHER THIRD PARTY IS SOLELY AT YOUR OWN, OR SUCH PARTY’S OWN, RISK.
11.2. TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE AXLE ENTITIES BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR ANY OTHER INTANGIBLE LOSS) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SERVICE OR ANY MATERIALS OR CONTENT ON THE SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY AXLE ENTITY HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGE.
11.3. EXCEPT AS PROVIDED IN SECTIONS 12.5 (Commencing Arbitration) AND 11.7 (ARBITRATION RELIEF) AND TO THE FULLEST EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF THE AXLE ENTITIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE ANY PORTION OF THE SERVICE OR OTHERWISE UNDER THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO THE GREATER OF: (a) THE AMOUNT YOU HAVE PAID TO AXLE FOR ACCESS TO AND USE OF THE SERVICE IN THE 12 MONTHS PRIOR TO THE EVENT OR CIRCUMSTANCE GIVING RISE TO THE CLAIM AND (b) US$100.
11.4. THE DISCLAIMERS, EXCLUSIONS, AND LIMITATIONS IN THIS SECTION APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. Axle does not disclaim any warranty or other right that Axle is prohibited from disclaiming under applicable law. TO THE EXTENT ANY OF THE LIMITATIONS, EXCLUSIONS, AND DISCLAIMERS CONFLICT WITH APPLICABLE LAW, THE SCOPE AND DURATION OF THE WARRANTIES APPLICABLE TO THE PLATFORM WILL BE THE MINIMUM PERMITTED UNDER THAT LAW. SOME JURISDICTIONS, INCLUDING THE STATE OF NEW JERSEY DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR LIMITATION OF CERTAIN LIABILITIES. THEREFORE, SOME OF THE ABOVE DISCLAIMERS AND LIMITATIONS IN THIS SECTION MAY NOT APPLY TO YOU. NOTHING IN THIS AGREEMENT SHALL AFFECT ANY NON-WAIVABLE STATUTORY RIGHTS THAT APPLY TO YOU, INCLUDING UNDER APPLICABLE CONSUMER LAWS.
12. Dispute Resolution and Arbitration
(a)YOU AND AXLE ARE AGREEING TO GIVE UP ANY RIGHTS TO LITIGATE CLAIMS IN A COURT OR BEFORE A JURY. OTHER RIGHTS THAT YOU WOULD HAVE IF YOU WENT TO COURT MAY ALSO BE UNAVAILABLE OR MAY BE LIMITED IN ARBITRATION.
ANY CLAIM, DISPUTE, OR CONTROVERSY (WHETHER IN CONTRACT, TORT, OR OTHERWISE, WHETHER PRE-EXISTING, PRESENT, OR FUTURE, AND INCLUDING STATUTORY, CONSUMER PROTECTION, COMMON LAW, INTENTIONAL TORT, INJUNCTIVE AND EQUITABLE CLAIMS) BETWEEN YOU AND US ARISING FROM OR RELATING IN ANY WAY TO YOUR PURCHASE OF PRODUCTS OR SERVICES THROUGH THE SITE, WILL BE RESOLVED EXCLUSIVELY AND FINALLY BY BINDING ARBITRATION.
(b)The arbitration will be administered by the American Arbitration Association ("AAA") in accordance with the Consumer Arbitration Rules (the "AAA Rules") then in effect, except as modified by this section. (The AAA Rules are available at www.adr.org/arb_med or by calling the AAA at 1-800-778-7879.) The Federal Arbitration Act will govern the interpretation and enforcement of this section.
The arbitrator will have exclusive authority to resolve any dispute relating to arbitrability and/or enforceability of this arbitration provision, including any unconscionability challenge or any other challenge that the arbitration provision or the agreement is void, voidable, or otherwise invalid. The arbitrator will be empowered to grant whatever relief would be available in court under law or in equity. Any award of the arbitrator(s) will be final and binding on each of the parties and may be entered as a judgment in any court of competent jurisdiction.
If you prevail on any claim that affords the prevailing party attorneys' fees, the arbitrator may award reasonable fees to you under the standards for fee shifting provided by law.
(c)You may elect to pursue your claim in small-claims court rather than arbitration if you provide us with written notice of your intention to do so within 60 days of your purchase. The arbitration or small-claims court proceeding will be limited solely to your individual dispute or controversy.
(d) You agree to an arbitration on an individual basis. In any dispute, NEITHER YOU NOR AXLE WILL BE ENTITLED TO JOIN OR CONSOLIDATE CLAIMS BY OR AGAINST OTHER CUSTOMERS IN COURT OR ARBITRATION OR OTHERWISE PARTICIPATE IN ANY CLAIM AS A CLASS REPRESENTATIVE, CLASS MEMBER OR IN A PRIVATE ATTORNEY GENERAL CAPACITY. The arbitral tribunal may not consolidate more than one person's claims and may not otherwise preside over any form of a representative or class proceeding. The arbitral tribunal has no power to consider the enforceability of this class arbitration waiver and any challenge to the class arbitration waiver may only be raised in a court of competent jurisdiction.
If any provision of this arbitration agreement is found unenforceable, the unenforceable provision will be severed, and the remaining arbitration terms will be enforced.
13. Miscellaneous
13.1. General Terms. These Terms, including the Privacy Policy and any other agreements expressly incorporated by reference into these Terms, are the entire and exclusive understanding and agreement between you and Axle regarding your use of the Platform. You may not assign or transfer these Terms or your rights under these Terms, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign these Terms and all rights granted under these Terms at any time without notice or consent. The failure to require performance of any provision will not affect our right to require performance at any other time after that, nor will a waiver by us of any breach or default of these Terms, or any provision of these Terms, be a waiver of any subsequent breach or default or a waiver of the provision itself. Use of Section headers in these Terms is for convenience only and will not have any impact on the interpretation of any provision. Throughout these Terms the use of the word “including” means “including but not limited to.” If any part of these Terms is held to be invalid or unenforceable, then the unenforceable part will be given effect to the greatest extent possible, and the remaining parts will remain in full force and effect.
13.2. Governing Law. These Terms are governed by the laws of the State of Georgia without regard to conflict of law principles. You and Axle submit to the personal and exclusive jurisdiction of the state courts and federal courts located within Atlanta, GA for resolution of any lawsuit or court proceeding permitted under these Terms.
13.3. Privacy Policy. Please read Axle’s Privacy Policy carefully for information relating to our collection, use, storage, and disclosure of your personal information. The Privacy Policy is incorporated by this reference into, and made a part of, these Terms.
13.4. Communication
a. Consent to Electronic Communications. By using the Platform, you consent to receiving certain electronic communications from us. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that those communications be in writing.
b. Text Messaging & Phone Calls. Without limiting Section 13.4.a., you agree that Axle and those acting on our behalf may call and send you text (SMS) messages at the phone number you provide us. These calls and messages may include operational calls or messages about your use of the Platform. Standard data and message rates may apply whenever you send or receive such calls or messages, as specified by your carrier. IF YOU WISH TO OPT OUT OF CALLS FROM AXLE, YOU CAN EMAIL hello@axle.insure, AND IF YOU WISH TO OPT OF TEXTS FROM AXLE, YOU CAN TEXT THE WORD “STOP” TO THE NUMBER FROM WHICH YOU ARE RECEIVING THE MESSAGES. You may continue to receive calls and text messages for a short period while we process your request, including a message confirming the receipt of your opt-out request.
c. Email. Without limiting Section 13.4.a., we may send you operational emails concerning your use of the Platform. You may opt out of emails by following the unsubscribe instructions in the email itself.
13.5. Additional Terms. Your use of the Platform is subject to all additional terms, policies, rules, or guidelines applicable to the Platform or certain features of the Platform that we may post on or link to from the Platform (the “Additional Terms”). All Additional Terms are incorporated by this reference into, and made a part of, these Terms.
13.6. Modification of Terms. We may, from time to time, change these Terms. Please check these Terms periodically for changes. Revisions will be effective immediately except that, for existing users, material revisions will be effective 30 days after posting or notice to you of the revisions unless otherwise stated. We may require that you accept modified Terms in order to continue to use the Platform. If you do not agree to the modified Terms, then you should discontinue your use of the Platform. Except as expressly permitted in this Section 13.6 (Modification of Terms), these Terms may be amended only by a written agreement signed by authorized representatives of the parties to these Terms.
13.7. Modification of the Platform. Axle reserves the right to modify or discontinue all or any portion of the Platform at any time (including by limiting or discontinuing certain features of the Platform), temporarily or permanently, without notice to you. Axle will have no liability for any change to the Platform or any suspension or termination of your access to or use of the Platform.
13.8. No Support. Except as otherwise expressly set forth in these Terms, we are under no obligation to provide support for the Platform. In instances where we may offer support, the support will be subject to published policies.
13.9. Contact Information and Notice. The Platform is offered by Axle Labs, Inc., a Delaware corporation with an address at 151 Ted Turner Dr NW, Suite 205, Atlanta, GA 30303. You may contact us and provide us notice by sending correspondence to that address or by emailing us at hello@axle.insure. You can access a copy of these Terms by clicking here: https://axle.insure/legal/end-user-terms.
