END USER LICENSE AGREEMENT
Please read this End User License Agreement (the “Agreement”) carefully.
BY DOWNLOADING, INSTALLING OR USING THE APP (AS DEFINED BELOW), YOU CONSENT TO BE BOUND BY THIS AGREEMENT.
This Agreement is between you and The Dominion of Canada General Insurance Company (“Company” or “we” or “us”) concerning your use of (including any access to) the IntelliDrive mobile software application made available by us for use on or through mobile devices (together with any materials and services available therein, and successor application(s) thereto, the “App”).
This Agreement hereby incorporates by this reference any additional terms and conditions posted by Company on or through the App, or otherwise made available to you by Company.
BY DOWNLOADING, INSTALLING OR USING THE APP, YOU AFFIRM THAT YOU ARE OF LEGAL AGE TO ENTER INTO THIS AGREEMENT OR, IF YOU ARE NOT, THAT YOU HAVE OBTAINED PARENTAL OR GUARDIAN CONSENT TO ENTER INTO THIS AGREEMENT.
WHILE THE APP IS INTENDED TO COLLECT PERSONAL INFORMATION ABOUT YOU, AND ABOUT THOSE DRIVERS WHOSE MOBILE NUMBERS YOU HAVE PROVIDED ON YOUR INSURANCE POLICY WITH THE COMPANY, SUCH AS YOUR DRIVING BEHAVIOR INCLUDING SPEED, BRAKING, ACCELERATION, TIME OF DAY, AND PHONE USE (THE, “DRIVING DATA”), THE APP IS DESIGNED TO COLLECT DRIVING DATAWHILE YOUR MOBILE DEVICE IS ON WITHOUT ANY INTERACTION FROM YOU OR ANY OTHER PERSON. YOU SHOULD NOT VIEW, INTERACT OR OTHERWISE ENGAGE WITH THE APP WHILE DRIVING; YOU MAY ONLY VIEW, INTERACT OR OTHERWISE ENGAGE WITH THE APP AFTER YOU HAVE STOPPED YOUR VEHICLE IN AN APPROPRIATE LOCATION PERMITTED BY LAW. ALWAYS DRIVE SAFELY, RESPONSIBLY AND IN ACCORDANCE WITH APPLICABLE TRAFFIC LAWS. THE APP IS NOT DESIGNED TO IMPROVE, AND WE MAKE NO REPRESENTATION OR WARRANTY THAT THE APP WILL IMPROVE, YOUR DRIVING OR YOUR SAFETY, OR THE SAFETY OF ANY OTHER PERSON, IN ANY REGARD. YOU ALONE ARE RESPONSIBLE FOR YOUR ACTS AND OMISSIONS WHILE USING THE APP AND WHILE DRIVING.
0. Privacy Consent. You, for yourself and for those drivers whose mobile numbers you have provided on your insurance policy with the Company, consent to: (a) the collection Driving Data and the collection of personal information through the signup process and your use of the App as described in this Agreement (collectively, the “Personal Information”) by the Company and its affiliates and the employees and contractors of these entities (the “Users”), (b) the use of the Personal Information by the Users to, (i) rate Company automobile insurance in accordance with an approved risk classification system, (ii) review the rating criteria Company uses Company automobile insurance, and (iii) detect and prevent fraud and manage claims.
1. Changes. We may change this Agreement from time to time by notifying you of such change by any reasonable means, including by posting a revised Agreement on or through the App, by posting a notice of the revised Agreement on or through the App, or by sending to you a notice of the revised Agreement by e-mail or through the App. Any such change will not apply to any dispute between you and us arising prior to the date on which we posted the revised Agreement incorporating such change, or otherwise notified you of such change. Using the App, or downloading or installing any upgraded version of the App, following any change to this Agreement will constitute your acceptance of such change. The “Last Updated” legend above indicates when this Agreement was last changed. We may, at any time and without liability, modify or discontinue all or part of the App; charge, modify or waive any fees associated with the App; or offer opportunities to some or all App users.
3. Jurisdictional Issues. The App is controlled or operated (or both) from the United States. Any use of the App is at your own risk, and you must comply with all applicable laws, rules and regulations in connection with your use of the App. We may limit the App’s availability at any time, in whole or in part, to any person, geographic area or jurisdiction that we choose.
4. Rules of Conduct. In connection with the App, you must not:
- Post, transmit or otherwise make available through or in connection with the App any materials that are or may be: (a) threatening, harassing, degrading, hateful or intimidating, or otherwise fail to respect the rights and dignity of others; (b) defamatory, libelous, fraudulent or otherwise tortious; (c) obscene, indecent, pornographic or otherwise objectionable; or (d) protected by copyright, trademark, trade secret, right of publicity or privacy or any other proprietary right, without the express prior written consent of the applicable owner.
- Post, transmit or otherwise make available through or in connection with the App any virus, worm, Trojan horse, Easter egg, time bomb, spyware or other computer code, file or program that is or is potentially harmful or invasive or intended to damage or hijack the operation of, or to monitor the use of, any hardware, software or equipment (each, a “Virus”).
- Use the App for any commercial purpose, or for any purpose that is fraudulent or otherwise tortious or unlawful.
- Harvest or collect information about users of the App.
- Interfere with or disrupt the operation of the App or the servers or networks used to support the App; or violate any requirement, procedure or policy of such servers or networks or their providers.
- Restrict or inhibit any other person from using the App.
- Reproduce, modify, adapt, translate, create derivative works of, sell, rent, lease, loan, timeshare, distribute or otherwise exploit any portion of (or any use of) the App except as expressly authorized herein, without Company’s express prior written consent.
- Reverse engineer, decompile or disassemble any portion of the App, except where such restriction is expressly prohibited by applicable law.
- Remove any copyright, trademark or other proprietary rights notice from the App.
- Incorporate any portion of the App into any product or service, without Company’s express prior written consent.
- Systematically download and store App content.
- Use any robot, spider, site search/retrieval application or other manual or automatic device to retrieve, index, “scrape,” “data mine” or otherwise gather App content, or reproduce or circumvent the navigational structure or presentation of the App, without Company’s express prior written consent.
You are responsible for obtaining, maintaining and paying for all hardware and all telecommunications and other services needed for you to use the App. You may only use the App for its intended purposes and not in any manner to develop, create or improve any products or services that are substantially similar to or otherwise compete with the App (or any component thereof).
5. Registration; User Names and Passwords. You may need to register to use all or part of the App. We may reject, or require that you change, any user name, password or other information that you provide to us in registering. Your user name and password are for your personal use only and should be kept confidential; you, and not Company, are responsible for any use or misuse of your user name or password, and you must promptly notify us of any actual or suspected confidentiality breach or unauthorized use of your user name or password, or your App account. Without limiting the foregoing, you may not permit any other person to access or use your App account.
6. Profiles and Forums. App users may submit certain information and materials (each, a “Submission”) through or in connection with the App, including on profile pages or on the App’s interactive services, such as message boards and other forums, and chatting, commenting and other messaging functionality. Company has no control over and is not responsible for any Submissions or the use or misuse (including any distribution) by any third party of Submissions. IF YOU CHOOSE TO MAKE ANY OF YOUR PERSONALLY IDENTIFIABLE OR OTHER INFORMATION PUBLICLY AVAILABLE THROUGH THE APP, YOU DO SO AT YOUR OWN RISK.
7. License. For purposes of clarity, you retain ownership of your Submissions. For each Submission, you hereby: (a) grant to us a worldwide, royalty-free, fully paid-up, non-exclusive, perpetual, irrevocable, transferable and fully sublicensable (through multiple tiers) license, without additional consideration to you or any third party, to store, reproduce, distribute, perform and display (publicly or otherwise), create derivative works of, adapt, modify and otherwise use, analyze and exploit such Submission, in any format or media now known or hereafter developed, and for any purpose (including promotional purposes). Driving Data and other information collected by the App is not a Submission, and is owned by Traveler’s, and not by you. In addition, if you provide to us any ideas, proposals, suggestions or other materials (“Feedback”), whether related to the App or otherwise, such Feedback will be deemed a Submission, and you hereby acknowledge and agree that such Feedback is not confidential, and that your provision of such Feedback is gratuitous, unsolicited and without restriction, and does not place Company under any fiduciary or other obligation.
You represent and warrant that you have all rights necessary to grant the licenses granted in this section, and that your Submissions, and your provision thereof through and in connection with the App, are complete, accurate and up-to-date, and are not fraudulent, tortious or otherwise in violation of any applicable law or any right of any third party. You further irrevocably waive any “moral rights” or other rights with respect to attribution of authorship or integrity of materials regarding each Submission that you may have under any applicable law under any legal theory.
8. Monitoring; Analysis. We may (but have no obligation to) monitor, store, review and/or analyze your access to and use of the App, including Submissions and Driving Data and other information collected by the App, and monitor, evaluate, alter and/or remove Submissions.
9. Your Limited Rights. The App is licensed (not sold) to you. Subject to your compliance with this Agreement, and solely for so long as you are permitted by Company to use the App, we hereby permit you, on a limited, non-exclusive, revocable, non-transferable, non-sublicensable basis, to install and use the App on a mobile device that you own or control, solely for your personal, non-commercial use. If you fail to comply with any of the terms or conditions of this Agreement, you must immediately cease using
the App and remove (that is, uninstall and delete) the App from your mobile device. You acknowledge and agree that Company may from time to time issue upgraded versions of the App, and may automatically deliver to your mobile device corresponding updates to, or updated versions of, the App. You consent to such automatic upgrades and updates, and agree that the terms and conditions of this Agreement (as may be modified by Company from time-to-time, as further described above) will apply to all such upgrades and updates. In addition, you must comply with the terms of any third-party agreement applicable to you when using the App, such as any terms and conditions separate from this Agreement with respect to any third-party software code that may be incorporated in the App.
10. Company’s Proprietary Rights. We and/or our licensors own the App, which is protected by proprietary rights and laws. Our trade names, trademarks and service marks include TRAVELERS, INTELLIDRIVE, and any associated logos, including the Travelers Umbrella logo. All trade names, trademarks, service marks and logos on the App not owned by us are the property of their respective owners. You may not use our trade names, trademarks, service marks or logos in connection with any product or service that is not ours, or in any manner that is likely to cause confusion. Nothing contained on the App should be construed as granting any right to use any trade names, trademarks, service marks or logos without the express prior written consent of the owner.
11. Resources. The App may make available information, data, services, functionality or other resources (collectively, “Resources”), as well as references and links to such Resources. Resources may be made available by Company or by third parties, and may be made available for any purpose, including for general information purposes. We make no representations as to the accuracy, validity, timeliness, completeness, reliability, integrity, quality, legality, usefulness or safety of any or all of the Resources or the App, or any intellectual property rights therein. Resources, and the availability of any resources, are subject to change at any time without notice. Except to the extent prohibited under applicable law, we disclaim all liability and responsibility arising from any reliance placed on any Resources by you or any other user of the App, or by anyone who may be informed of the content of any Resources. Certain descriptions of Resources are approximate and are for convenience only. It is your responsibility to ascertain and obey all applicable laws (including minimum age requirements) regarding your receipt, possession and use of any Resource.
12. Third Party Resources; Links. Certain App functionality may make available access to Resources made available by third parties, including Submissions (“Third Party Resources”), or allow for the routing or transmission of such Third Party Resources, including via links. By using such functionality, you are directing us to access, route and transmit to you the applicable Third Party Resources. We neither control nor endorse, nor are we responsible for, any Third Party Resources, including the accuracy, validity, timeliness, completeness, reliability, integrity, quality, legality, usefulness or safety of Third Party Resources, or any intellectual property rights therein. Certain Third Party Resources may, among other things, be inaccurate, misleading or deceptive. Nothing in this Agreement shall be deemed to be a representation or warranty by Company with respect to any Third Party Resources. We have no obligation to monitor Third Party Resources, and we may block or disable access to any Third Party Resources (in whole or part) through the App at any time. In addition, the availability of any Third Party Resources through the App does not imply our endorsement of, or our affiliation with, any provider of such Third Party Resources, nor does such availability create any legal relationship between you and any such provider.
YOUR USE OF THIRD PARTY RESOURCES IS AT YOUR OWN RISK AND IS SUBJECT TO ANY ADDITIONAL TERMS, CONDITIONS AND POLICIES APPLICABLE TO SUCH THIRD PARTY RESOURCES (SUCH AS TERMS OF SERVICE OR PRIVACY POLICIES OF THE PROVIDERS OF SUCH THIRD PARTY RESOURCES).
13. DISCLAIMER OF WARRANTIES. THE APP AND ANY RESOURCES AND THIRD PARTY RESOURCES ARE MADE AVAILABLE TO YOU ON AN “AS IS,” “WHERE IS” AND “WHERE AVAILABLE” BASIS, WITHOUT ANY REPRESENTATIONS, CONDITIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY. COMPANY DISCLAIMS ALL WARRANTIES WITH RESPECT TO THE APP AND ANY RESOURCES AND THIRD PARTY RESOURCES TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, INCLUDING THE REPRESENTATIONS, CONDITIONS OR WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT AND TITLE. ALL DISCLAIMERS OF ANY KIND (INCLUDING IN THIS SECTION AND ELSEWHERE IN THIS AGREEMENT) ARE MADE ON BEHALF OF BOTH COMPANY AND ITS AFFILIATES AND THEIR RESPECTIVE SHAREHOLDERS, DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS, REPRESENTATIVES, LICENSORS, SUPPLIERS AND SERVICE PROVIDERS (COLLECTIVELY, THE “AFFILIATED ENTITIES”), AND THEIR RESPECTIVE SUCCESSORS AND ASSIGNS.
While we seek to maintain the timeliness, integrity and security of the App, we do not guarantee that the App (including any Driving Data or other information collected by the App, or any maps made available through or in connection with the App) is or will remain updated, complete, correct or secure, or that access to the App will be uninterrupted. The App may include inaccuracies, errors and materials that violate or conflict with this Agreement. Additionally, third parties may make unauthorized alterations to the App. If you become aware of any such alteration, contact us at 1-800-268-4543 with a description of such alteration and its location on the App.
14. LIMITATION OF LIABILITY. COMPANY WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE APP, UNDER ANY CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHER THEORY, INCLUDING DAMAGES FOR ECONOMIC LOSS, LOSS OF PROFITS, USE OR DATA, LOSS OF OTHER INTANGIBLES, LOSS OF SECURITY OF SUBMISSIONS OR DRIVING DATA (INCLUDING UNAUTHORIZED INTERCEPTION BY THIRD PARTIES OF ANY SUBMISSIONS OR DRIVING DATA), EVEN IF ADVISED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES. WITHOUT LIMITING THE FOREGOING, COMPANY WILL NOT BE LIABLE FOR DAMAGES OF ANY KIND RESULTING FROM YOUR USE OF OR INABILITY TO USE THE APP OR FROM ANY RESOURCES OR THIRD PARTY RESOURCES, INCLUDING FROM ANY VIRUS THAT MAY BE TRANSMITTED IN CONNECTION THEREWITH. YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH THE APP OR ANY RESOURCES OR THIRD PARTY RESOURCES IS TO STOP USING THE APP. THE MAXIMUM AGGREGATE LIABILITY OF COMPANY FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE APP, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, WILL BE FIVE DOLLARS ($5). ALL LIMITATIONS OF LIABILITY OF ANY KIND (INCLUDING IN THIS SECTION AND ELSEWHERE IN THIS AGREEMENT) ARE MADE ON BEHALF OF BOTH COMPANY AND THE AFFILIATED ENTITIES, AND THEIR RESPECTIVE SUCCESSORS AND ASSIGNS.
Applicable law may not allow for limitations on certain implied warranties, or exclusions or limitations of certain damages; solely to the extent that such law applies to you, some or all of the above disclaimers, exclusions or limitations may not apply to you, and you may have certain additional rights.
15. Indemnity. Except to the extent prohibited under applicable law, you agree to defend, indemnify and hold harmless Company and the Affiliated Entities, and their respective successors and assigns, from and against all claims, liabilities, damages, judgments, awards, losses, costs, expenses and fees (including attorneys’ fees) arising out of or relating to (a) your use of, or activities in connection with, the App (including all Submissions); or (b) any violation or alleged violation of this Agreement by you.
16. Term; Termination. This Agreement is effective until terminated. The App is designed to collect Driver Data for a period of ninety (90) consecutive days, although Company may, if permitted by law, without any liability to you or to any third party, extend or shorten such period in its sole discretion, including without notice. Your right to use the App will automatically terminate at the end of such period. If you remove the App (that is, uninstall and delete the App) from your mobile device or otherwise cease use of the App prior to the end of such period, including if you are required to remove the App or otherwise cease use of the App pursuant to the terms of this Agreement, then this Agreement will terminate without notice to you. Notwithstanding, and without limiting, the foregoing, Company may terminate or suspend your use of the App at any time and without prior notice, for any or no reason, including if Company believes that you have violated or acted inconsistently with the letter or spirit of this Agreement. Upon any termination or suspension, your right to use the App will immediately cease, and Company may, without liability to you or any third party, immediately deactivate or delete your user name, password and account, and all associated Driving Data and other materials, without any obligation to provide any further access to such Driving Data or other materials. Sections 2–8 and 10–23 shall survive any expiration or termination of this Agreement.
17. Governing Law; Arbitration. The terms of this Agreement are governed by the laws of the province of Ontario, without regard to its principles of conflicts of law, and regardless of your location. EXCEPT FOR DISPUTES THAT QUALIFY FOR AND ARE FILED IN SMALL CLAIMS COURT, ALL DISPUTES ARISING EXCLUSIVELY OUT OF THIS AGREEMENT, WHETHER BASED IN CONTRACT, TORT, STATUTE, FRAUD, MISREPRESENTATION OR ANY OTHER LEGAL THEORY, WILL BE RESOLVED THROUGH FINAL AND BINDING ARBITRATION BEFORE A NEUTRAL ARBITRATOR INSTEAD OF IN A COURT BY A JUDGE OR JURY, AND YOU AGREE THAT TRAVELERS AND YOU ARE EACH WAIVING THE RIGHT TO TRIAL BY A JURY. YOU AGREE THAT ANY ARBITRATION UNDER THESE TERMS OF SERVICE WILL TAKE PLACE ON AN INDIVIDUAL BASIS; CLASS ARBITRATIONS AND CLASS ACTIONS ARE NOT PERMITTED AND YOU ARE AGREEING TO GIVE UP THE ABILITY TO PARTICIPATE IN A CLASS ACTION.
The arbitration will be administered by JAMS pursuant to its Comprehensive Arbitration Rules and Procedures, as amended by this Agreement. The arbitrator will conduct hearings, if any, by teleconference or videoconference, rather than by personal appearances, unless the arbitrator determines upon request by you or by Company that an in-person hearing is appropriate. Any in-person appearances will be held at a location which is reasonably convenient to both parties with due consideration of their ability to travel and other pertinent circumstances. If the parties are unable to agree on a location, such determination will be made by JAMS or by the arbitrator. The arbitrator’s decision will follow the terms of this Agreement and will be final and binding. The arbitrator will have authority to award temporary, interim or permanent injunctive relief or relief providing for specific performance of this Agreement, but only to the extent necessary to provide relief warranted by the individual claim before the arbitrator. The award rendered by the arbitrator may be confirmed and enforced in any court having jurisdiction. The courts of the state of Connecticut will have exclusive jurisdiction to settle any claim, dispute or matter of difference that may arise out of or in connection with the arbitration. Notwithstanding any of the foregoing, nothing in this Agreement will preclude you from bringing issues to the attention of federal, state or local agencies and, if the law allows, they can seek relief against Company for you.
18. Filtering. We hereby notify you that parental control protections (such as computer hardware, software or filtering services) are commercially available that may assist you in limiting access to material that is harmful to minors. Information identifying current providers of such protections is available from https://en.wikipedia.org/wiki/Comparison_of_content-control_software_and_providers. Please note that Company does not endorse any of the products or services listed on such site.
19. Information or Complaints. If you have a question or complaint regarding the App, please send an e-mail to email@example.com. You may also contact us by writing to;
165 University Avenue,
6th Floor Toronto, ON
or by calling us at 1-844-958-0541. Please note that e-mail communications will not necessarily be secure; accordingly, you should not include credit card information or other sensitive information in your e-mail correspondence with us.
20. Export Controls. You are responsible for complying with applicable export controls in connection with use of the App and for any violation of such controls, including any embargoes or other rules and regulations restricting exports. You represent, warrant and covenant that you are not (a) located in, or a resident or a national of, any country subject to a any government embargo or other restriction, or that has been designated by the a government as a “terrorist supporting” country; or (b) on any of the government lists of restricted end users.
21. Miscellaneous. This Agreement does not, and shall not be construed to, create any partnership, joint venture, employer-employee, agency or franchisor-franchisee relationship between you and Company. If any provision of this Agreement is found to be unlawful, void or for any reason unenforceable, that provision will be deemed severable from this Agreement and will not affect the validity and enforceability of any remaining provision. You may not assign, transfer or sublicense any or all of your rights or obligations under this Agreement without our express prior written consent. We may assign, transfer or sublicense any or all of our rights or obligations under this Agreement without restriction. No waiver by either party of any breach or default under this Agreement will be deemed to be a waiver of any preceding or subsequent breach or default. Any heading, caption or section title contained herein is for convenience only, and in no way defines or explains any section or provision. All terms defined in the singular shall have the same meanings when used in the plural, where appropriate and unless otherwise specified. Any use of the term “including” or variations thereof in this Agreement shall be construed as if followed by the phrase “without limitation.” This Agreement, including any terms and conditions incorporated herein, is the entire agreement between you and Company relating to the subject matter hereof, and supersedes any and all prior or contemporaneous written or oral agreements or understandings between you and Company relating to such subject matter. Notices to you (including notices of changes to this Agreement) may be made via posting to the App or by e-mail (including in each case via links), or by regular mail. Without limitation, a printed version of this Agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. Company will not be responsible for any failure to fulfill any obligation due to any cause beyond its control.
22. Apple-Specific Terms. In addition to your agreement with the foregoing terms and conditions, and notwithstanding anything to the contrary herein, the following provisions apply with respect to your use of any version of the App compatible with the iOS operating system of Apple Inc. (“Apple”). Apple is not a party to this Agreement and does not own and is not responsible for the App. Apple is not providing any warranty for the App except, if applicable, to refund the purchase price for it. Apple is not responsible for maintenance or other support services for the App and shall not be responsible for any other claims, losses, liabilities, damages, costs or expenses with respect to the App, including any third-party product liability claims, claims that the App fails to conform to any applicable legal or regulatory requirement, claims arising under consumer protection or similar legislation, and claims with respect to intellectual property infringement. Any inquiries or complaints relating to the use of the App, including those pertaining to intellectual property rights, must be directed to Company in accordance with the “Information or Complaints” section above. The license you have been granted herein is limited to a non transferable license to use the App on an Apple-branded product that runs Apple’s iOS operating system and is owned or controlled by you, or as otherwise permitted by the Usage Rules set forth in Apple’s App Store Terms of Service. In addition, you must comply with the terms of any third-party agreement applicable to you when using the App, such as your wireless data service agreement. Apple and Apple’s subsidiaries are third-party beneficiaries of this Agreement and, upon your acceptance of the terms and conditions of this Agreement, will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third-party beneficiary thereof; notwithstanding the foregoing, Company’s right to enter into, rescind or terminate any variation, waiver or settlement under this Agreement is not subject to the consent of any third party.