TERMS OF SERVICE FOR COI-VERIFY.COM

IMPORTANT - PLEASE READ THE FOLLOWING TERMS AND

CONDITIONS OF USE VERY CAREFULLY:

These Terms and Conditions of Service (the "Terms of Service”) apply to the COI-VERIFY™

web site located at www.coi-verify.com, and all associated sites linked to www.coi-

verify.com by COI-VERIFY, LLC, its insurance carrier and insurance agency partners and

affiliates, including COI-VERIFY™ sites around the world (collectively, the "Site"). The Site is

the property of COI-VERIFY, LLC and its licensors. These Terms of Service apply to all

users of the site who are and/ or contributors of content.

BY USING THE SITE, YOU AGREE TO THESE TERMS OF SERVICE; IF YOU DO NOT

AGREE, DO NOT USE THE SITE.

COI-VERIFY™ is an online insurance verification and risk transfer process. The COI-

VERIFY™ Service and network (collectively, ”COI™”, “COI-VERIFY™”, the “COI™

Service”, the “COI-VERIFY™ Service”, the “Service” or “COI-VERIFY™ Software”) is

operated by COI-VERIFY, LLC (collectively, “us”, “we”, “our”, “Company”, “COI™”, or

“COI-VERIFY™”). By accessing www.COI-VERIFY.com (collectively, the “Site” or the

“Website”), You (collectively, the “user”, “you” or “the company that you are authorized

to represent”) signify that you have read, understand and agree to be bound by these

Terms of Service ("Terms of Service" or "Agreement"), whether or not you are a

registered member of COI-VERIFY™. Your use of the Site constitutes your acceptance

of the Terms of Service. It is your obligation to ensure that You have read, understand

and agree to the most recent terms available on the Website.

Please read these Terms of Service (collectively the “Agreement” or “Terms of Service”)

before using the Services offered by COI-VERIFY, LLC. This Agreement sets forth the

legally binding terms and conditions for your use of the Service, and any other features,

Content, or applications offered in connection with the Service. For purposes of the

Terms of Service, the term “Content” includes, without limitation, any advertisements,

advice, suggestions, recommended actions, blogs or forum comments, processes,

forms, information, contract templates, policy templates, data, text, photographs,

software, scripts, graphics, and interactive features generated, provided, or otherwise

made accessible by Company or its partners on or through the Service. Any new

features or tools which are added to the current website shall also be subject to

these Terms of Service.

We reserve the right, at our sole discretion, to modify or replace any of the Terms of

Service, or change, suspend, or discontinue the Service (including without limitation, the

availability of any feature, database, or Content) at any time by posting a notice on the

Site or by sending You an email. We may also impose limits on certain features and

Services or restrict your access to parts or all of the Service without notice or liability. It

is your responsibility to check the Terms of Service periodically for changes. Your

continued use of the Service following the posting of any changes to the Terms of

Service constitutes acceptance of those changes. If You do not agree to abide by these

or any future Terms of Service, then do not continue to use or access the Service or the

Site.

This COI-VERIFY, LLC Terms of Service for COI-VERIFY.com

(the "Agreement") is a legal agreement between You and COI-VERIFY, LLC. This

Agreement governs your use of COI-VERIFY.com (the "Service"), the COI-VERIFY.com

Web site (the "Site"), COI-VERIFY™ Software’s data (the "Data"), and all data supplied

by You or other users (“User Data”).

You acknowledge and accept the terms and conditions of this

Agreement by using the Service.

IF YOU DO NOT AGREE WITH THESE TERMS, YOU SHOULD

IMMEDIATELY STOP USING THE SERVICE.

License. During the term of this Agreement, COI-VERIFY™ grants You the right to

access and use the Service via the Website with the particular user roles available to

You according to your subscription type. This right is a non-exclusive, non-transferable

license to use the Service at such time as it is generally available. This right is limited by

and subject to this Agreement. This Agreement does not grant You access to COI-

VERIFY™ Software, Data, User Data or any other COI-VERIFY™ property other than

for the purposes of using the Service.

Eligible Providers. You understand and agree that the actual performance of the

Service may be made by COI-VERIFY™ Software, one or more affiliates of COI-

VERIFY™ Software, or subcontractors of any of the foregoing entities (collectively, the

“Eligible Providers”). For purposes of this Agreement, performance of the Service by

any Eligible Provider shall be deemed performance by COI-VERIFY™ Software. COI-

VERIFY™ Software shall remain fully responsible for the performance or non-

performance of the Service by any Eligible Provider to the same extent as if COI-

VERIFY™ Software performed or failed to perform such services. To the extent You

may have a claim arising out of or related in any way to this Agreement or the

performance or nonperformance of the Service, You agree that COI-VERIFY, LLC and

not any Eligible Provider is responsible for any such claim.

Usage Limitations, Obligations and Availability. You agree that You will not provide

access to the Service to any party other than yourself and other joint owners of your

Service account, and You will take reasonable precautions to safeguard your password

(the "Access ID") and keep it confidential. You agree to use the Service and the Data

only for lawful purposes. You agree not to resell, duplicate, reproduce or exploit any part

of the Service without prior written permission from COI-VERIFY, LLC. You may not use

the service to store, host, or send unsolicited e-mail (“SPAM”) or SMS messages. You

may not use the Service to transmit any viruses, worms, or malicious content. You are

responsible to provide at your expense all necessary telephone lines, Internet

connection and equipment needed to access the Service. You must maintain the

confidentiality of your assigned User Name and Access ID for the Service and You are

responsible for all charges incurred under your User Name and Access ID, unless

otherwise provided under these terms. The availability of the Service, the Site and the

Data may be subject to interruption and delay without notice.

Right to Control and Remove Content. You shall not post any data, content or

information nor take any action that is illegal, objectionable or in any way detrimental to

COI-VERIFY™ Software, the Site, Service users, the Service, Data, User Data, Eligible

Providers or the intent or spirit of this Service. COI-VERIFY™ Software has the

absolute unconditional right, without limiting other remedies, to remove or limit any

content, data, or any type of communication or information that COI-VERIFY™

Software, in its sole discretion, deems objectionable or unsuitable in any way; to limit,

suspend or terminate your account, prohibit access to the Site and to take technical and

legal steps to prohibit your use of or access to the Site, Services, Data, User Data,

Eligible Providers or any related service or data.

Changes to the Service and this Agreement. COI-VERIFY™ reserves the right to

change the Service and this Agreement, including fees, in COI-VERIFY’s sole discretion

and from time to time, without notice to You except as required by applicable law. If You

do not agree to any amendments, You may stop using the Service and terminate this

Agreement as described below. Your use of the Service after You are notified of any

change will constitute your agreement to the change.

Privacy. COI-VERIFY™ Software does not sell individual customer names or business

information to third parties. COI-VERIFY’s Privacy Policy is posted on the Site. By using

the Service, You authorize COI-VERIFY™ to use the information to provide the Service

subject to COI-VERIFY’s Privacy Policy.

Subscription. COI-VERIFY™ reserves the right to charge fees for certain features of

the Service. If you subscribe to such features, all applicable fees shall be paid prior to

accessing the features. COI-VERIFY™ reserves the right to change its fees and to

institute new fees at any time. Use of the Service by You following such changes

constitutes your acceptance of any new fees or changes.

By subscribing to COI-VERIFY™, You are automatically enrolled in COI-VERIFY's

communication outreach services. These services include email communications,

newsletter distribution and other services COI-VERIFY™ employs to disseminate

information to members. You may unsubscribe at any time by clicking on the

'unsubscribe' link available in all distributed communication.

Fees. You may access the current COI-VERIFY™ fee schedule on the COI-

VERIFY.com website.

Third Party Services. Optional products and services may be available to You through

the Service and may require a credit card, approval by a third party, internet access,

and/or additional fees, and may also require You to accept a separate license

agreement or abide by terms and conditions for use. In order to access certain of these

products and services, COI-VERIFY™ Software allows You to link with other Web sites

that are owned by third-party vendors (the "Vendors"). Under no circumstances shall

COI-VERIFY™ Software, or its subsidiaries or affiliates, be responsible or liable in any

way for products or services offered by the Vendors. Matters relating to credit

transactions, such as charge-backs of credit card charges, are the responsibility of the

institution that handles your account.

Disclaimer Regarding Links To External Sites. The Service includes links to other

Web sites on the Internet that are owned and operated by third parties not under the

control of COI-VERIFY, LLC. COI-VERIFY™ Software provides the links for

your convenience only and does not provide a warranty of any type regarding the

actions of such third parties or the security of information sent to such third parties while

You are using their Web sites. Under no circumstances shall COI-VERIFY, LLC, or its

subsidiaries or affiliates, be responsible or liable in any way for the availability of

services or products offered, or the content located on or through, any such third party’s

Web site.

Consent to Electronic Communications. The Service is an electronic, Internet based-

service. Therefore, You understand and agree that the Service can be used for

transmission of your content and that during processing, your content, including

invoices, payment reminders and personal messages, may be transferred unencrypted

over the Internet. You also understand and agree that this Agreement will be entered

into electronically, and that the following categories of information ("Communications")

may be provided by electronic means:

1.This Agreement and any amendments, modifications or supplements to it;

2.Any customer service communications, including without limitation communications

with respect to claims of error or unauthorized use of the Service; and

3.Any other communication related to the Service.

Term and Termination. You may terminate this Agreement at any time, provided,

however, COI-VERIFY™ may require You to contact Client Services via telephone to

arrange for account closing and to confirm your identity. COI-VERIFY™ may terminate

this Agreement at any time upon notice to You, which may be delivered via e-mail to

your latest e- mail address in COI-VERIFY’s records. In addition, if either party

breaches a material provision of this Agreement, then the other party will have the right

to terminate this Agreement immediately by giving notice to the party in breach. The

termination of this Agreement shall not affect any fees or charges due to COI-VERIFY™

prior to termination, nor shall termination affect your liability or obligations under this

Agreement.

DISCLAIMER OF LEGAL SERVICES AND CONSEQUENCES

COI-VERIFY is only a repository of information that facilitates the exchange of that

information. The information and documents provided in the Service, Site, Data and

Content include insurance policy questionnaire templates, contract documents and

other information that may be used for contracts, may conflict with existing laws in some

jurisdictions and may have other legal consequences. Additionally, You may perform

acts or omit to perform acts based on the Service, Site, Data, or Content that may have

legal consequences. For all acts or omissions, contracts you enter into and any other

decisions you make relating in any way to the Service, Site, Data, or Content You

should have your attorney review and approve your actions. The applicability,

accuracy, completeness, or adequacy of the Service, Site, Data and Content are not

warranted or guaranteed. COI-VERIFY, LLC is not a law firm and does not provide

legal services.   The Service, Site, Data and Content are provided with the

understanding that the information is not intended to and does not constitute legal

advice and does not form an attorney-client relationship. The documents have been

licensed to you for your personal use only. You may use, edit, and reproduce the

templates but may not reproduce them for resale. Laws vary from jurisdiction to

jurisdiction. Use of part or all of a contract or a recommended action may be prohibited

or may not provide the intended result. You should consult with your attorney before

taking any action or entering into any contract. The Service, Site, Data and Content are

provided without any guarantee or warranty regarding the suitability or enforceability of

all or part of the documents or any actions You may take. User acknowledges that the

forms are generic; are not prepared for any particular state or jurisdiction; and are

provided for User’s convenience only. The use of the documents and information

contained in the Service, Site, Data and Content may have important legal

consequences and User agrees to consult its attorney to ensure compliance with

applicable laws. It is User’s responsibility to determine specific contractual requirements

and legal consequences for its jurisdiction. User acknowledges that COI-VERIFY, LLC

is not providing legal advice and User has no attorney-client relationship with

COI-VERIFY, LLC.

THE USER AGREES THAT COI-VERIFY.COM SHALL NOT BE LIABLE

IN ANY WAY FOR ANY CLAIM OF ANY TYPE ARISING OUT OF OR

RELATED IN ANY WAY TO THE USER’S USE OF DOCUMENTS OR

FORMS PROVIDED OR TO THE USER’S ACTS OR OMISSIONS BASED

IN ANY WAY ON INFORMATION PROVIDED IN THE SERVICE, SITE,

DATA OR CONTENT.

IF YOU DO NOT AGREE TO THESE TERMS OF USE, DO NOT USE

ANY COI-VERIFY, LLC DOCUMENTS.

DISCLAIMER OF WARRANTY. YOU EXPRESSLY AGREE THAT USE OF THE

SERVICE, SITE, DATA AND CONTENT IS AT YOUR OWN RISK. THE SERVICE,

SITE, DATA AND CONTENT IS PROVIDED "AS IS" WITH NO WARRANTIES

WHATSOEVER, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF

AVAILABILITY, RELIABILITY, NON-INFRINGEMENT, MERCHANTABILITY OR

FITNESS FOR A PARTICULAR PURPOSE.

DISCLAIMER REGARDING USER DATA. YOU MAY PROVIDE DATA THROUGH

THE USE OF THIS SERVICE THAT YOU MAY CONSIDER CONFIDENTIAL. YOU

AGREE THAT COI-VERIFY™ SOFTWARE MAY DISCLOSE “USER DATA” TO

OTHER PARTIES USING THE SERVICE. OTHER SERVICE USERS, INCLUDING

BUT NOT LIMITED TO INSURANCE CARRIERS AND INSURANCE AGENTS, MAY

INADVERTENTLY PROVIDE INCOMPLETE OR INCORRECT DATA REGARDING

YOU , OTHER USERS, OR THIRD-PARTIES. YOU AGREE THAT COI-VERIFY™

SOFTWARE SHALL NOT BE LIABLE IN ANY WAY FOR THE DISCLOSURE OF

“USER DATA” TO ANY OTHER PARTIES NOR FOR THE DISPLAY, DISTRIBUTION,

OR TRANSFER OF INCOMPLETE OR INCORRECT DATA. COI-VERIFY™

SOFTWARE SHALL NOT BE LIABLE FOR OTHER USER’S CONTENT, ACCURACY

OR INACCURACY OF SUCH CONTENT, ACTIONS OR INACTIONS. YOU AGREE

TO WAIVE ANY AND ALL CLAIMS FOR DAMAGES OF ANY KIND AGAINST COI-

VERIFY™ SOFTWARE EXCEPT AS ALLOWED UNDER THE LIMITATION OF

LIABILITY PROVISIONS.

LIMITATION OF LIABITITY. IN NO EVENT WILL COI-VERIFY, LLC BE

RESPONSIBLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL,

CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING LOST

PROFITS (EVEN IF ADVISED OF THE POSSIBILITY THEREOF)

ARISING OUT OF OR RELATING IN ANY WAY TO THE SERVICE, SITE,

DATA OR CONTENT. YOUR SOLE REMEDY FOR ANY LIABILITY IS A

REFUND OF TOTAL FEE’S PAID TO COI-VERIFY™ IN THE 30 DAYS

PRIOR TO THE ACTION GIVING RISE TO THE LIABILITY.

DISPUTES WITH OTHER USERS OR THIRD PARTIES. If you have a dispute with

one or more users or third-parties arising out of or relating in any way to the site,

service, data, or user data, COI-VERIFY, LLC, its officers, directors, agents, employees,

successors and assigns shall not be liable for any claims, damages, lawsuits, demands

of any kind, known and unknown, arising out of or connected in any way with such

disputes.

INDEMNITY. You will indemnify, defend, and hold harmless COI-VERIFY, LLC, its

officers, directors, agents, employees, successors and assigns, from any and all claims,

damages, lawsuits, or demands of any kind, including reasonable attorney’s fees,

(collectively referred to as Claims) made by any other users or third-party arising out of

or related in any way to your use of this Site, Service, Data, User Data, Content or your

violation of any law or rights of the claimant. This indemnity obligation is valid for all

Claims in which You are wholly or partially, in any amount or percentage, liable. This

indemnity obligation does not apply if COI-VERIFY™ is solely liable for the Claims;

however, if You are liable in any amount or percentage for the Claims, then You must

indemnify and defend COI-VERIFY, LLC for its acts or omissions.

VENUE AND IMPROPERLY FILED CLAIMS. All claims must be brought in the State

Circuit Court in Richland County, South Carolina. All claims filed or brought in any other

jurisdiction shall be considered improperly filed. Should you file a claim in any

jurisdiction other than South Carolina Circuit Court in Richland County, South Carolina,

you will be liable to COI-VERIFY, LLC for attorney’s fees and costs up to $10,000 if

COI-VERIFY™ notifies you in writing of the improperly filed claim and you fail to

promptly withdraw the improperly filed claim.

OTHER PROVISIONS. COI-VERIFY, LLC may assign this Agreement to any future,

directly or indirectly, affiliated company. COI-VERIFY™ may also assign or delegate

certain of its rights and responsibilities under this Agreement to independent contractors

or other third parties. If any provision of this Agreement is unenforceable, the validity

and enforceability of the other provisions shall not be affected. Failure of any party to

enforce any provision of this Agreement shall not be construed as a waiver of such

provision or of the right to enforce such provision. This Agreement shall be governed by

and construed under the laws of the State of South Carolina. You hereby consent to the

jurisdiction of the courts of South Carolina with respect to any claim relating to this

Agreement. The Disclaimer of Warranty, Indemnity and the Other Provisions sections of

this Agreement shall survive the termination of this Agreement. The parties agree that

any communication relating to the Agreement sent via e-mail constitutes a "writing" for

all purposes, including the giving of notice, hereunder. The captions of Sections herein

are for convenience only and shall not control or affect the meaning or construction of

any of the provisions of this Agreement.

ENTIRE AGREEMENT. You agree that this Agreement is the complete and exclusive

statement of the agreement between You and COI-VERIFY™ related to the Service,

which supersedes any proposal or prior agreement, oral or written, and any other

communications between You and COI-VERIFY™ relating to the subject matter of this

Agreement. If there is a conflict between any communication and the terms of this

Agreement, the terms of this Agreement shall control.

FEEDBACK. COI-VERIFY™ Software may provide You with a mechanism to provide

feedback, suggestions and ideas about the Service or other COI-VERIFY™ online

products and services (“Feedback”). You agree that COI-VERIFY™ may, in its sole

discretion, use the Feedback in any way, including but not limited to future modifications

of the Service, multimedia works and/or advertising and promotional materials relating

thereto. You hereby grant COI-VERIFY™ a perpetual, worldwide, fully transferable,

non-revocable, royalty free license to use, reproduce, modify, create derivative works

from, perform, distribute and display for any purpose any information You provide to

COI-VERIFY™ Software as Feedback.