Terms & Conditions of Use
User’s Acknowledgment and Acceptance of Terms; Modifications
Description of Services; Subscription and Payment
- General. We make various services available on this Service including, but not limited to an opportunity to apply for and purchase a cyber security insurance policy issued by a Third-Party insurance provider (“Third-Party Insurance Policy”) in a bundle with a subscription to a Third-Party cyber security software program or suite of software programs (“Third-Party Software”, and as packaged together with Third-Party Insurance Policy, a “Zynera Bundle”), and other like services available on the Zynera.com website (the “Zynera Site”).
- Subscriptions. To apply for a subscription to a Zynera Bundle, you must register and complete the application process. If your application is approved, you will be required to pay the quoted Zynera Bundle purchase price. Upon receipt of your payment, you will be provided with a download link and an activation key to enable you to install and activate Third-Party Software, whereupon you must promptly set up your Third-Party Software account, and install and activate Third-Party Software on all your devices covered by the Third-Party Insurance Policy, as indicated by you as part of the application process (“Covered Devices”). If you do not activate your Third-Party cybersecurity subscription within 10 days of purchase, your cyber insurance purchase will be voided, refunded, and no coverage will have been provided at any time. Note that this voiding of your cyber insurance policy does not modify or cancel your Cyqūrly subscription. Your Zynera Bundle subscription term (the “Subscription Term”) is for the period of time specified at the time of purchase and commences upon the activation of Third-Party Software on the first Covered Device.
IMPORTANT: THE THIRD-PARTY INSURANCE POLICY IS BEING SOLD TO YOU SUBJECT TO THE REQUIREMENT THAT APPROPRIATE LOSS CONRTOL MEASUES ARE IMPLEMENTED ON THE COVERED DEVICES. FOR THE PURPOSE OF THE THIRD-PARTY INSURANCE POLICY PURCHASED BY YOU AS PART OF THE ZYNERA BUNDLE, YOU ARE REQUIRED TO ACTIVATE THE THIRD-PARTY SOFTWARE ON ALL COVERED DEVICES. AS SUCH, FOR THE ABUNDANCE OF CLARITY, THE ZYNERA BUNDLE PURCHASE PRICE IS DUE AND PAYABLE IN FULL AT THE TIME OF PURCHASE; HOWEVER THE SUBSCRIPTION TERM DOES NOT COMMENCE AND THE THIRD-PARTY INSURANCE POLICY SHALL NOT BE IN FORCE UNTIL THIRD-PARTY SOFTWARE IS ACTIVATED ON THE FIRST COVERED DEVICE.
Promptly following the activation of Third-Party Software on the first Covered Device, you will receive by email the policy documents and the declaration page for the Third-Party Insurance Policy, and the Third-Party Insurance Policy will be in force.
- Subscription Renewals. Subscription Term automatically renews on expiration of the then-current term, unless you cancel your subscription prior to such expiration. Prior to the expiration of the then-current term, We will provide you with the pricing information for your selected Zynera Bundle for the ensuing renewal term. If you wish that your Zynera Bundle subscription does not renew for the ensuing renewal term, you must cancel your subscription by calling our customer service line, as indicated on the “Contact Us” page of the Zynera Site.
- Payment. The Zynera Bundle purchase price quoted to you as part of the application process is due in full and charged to your payment instrument at the time of purchase. Your Cyqūrly subscription must be canceled within 60-day of purchase to be eligible for a refund. If you choose to cancel your Cyqūrly subscription, your cyber insurance policy will be automatically canceled. You can cancel your cyber insurance policy at any time for a prorated refund.
Disclaimers and Restrictions
- Third-Party Insurance Policy. Third-Party Insurance Policy purchased by you as part of the Zynera Bundle constitutes a separate contract between you and the Third-Party issues of the Third-Party Insurance Policy. Zynera assumes no liability under the Third-Party Insurance Policy that you purchase as part of the Zynera Bundle, and all claims you may make under the Third-Party Insurance Policy must be filed directly with the Third-Party Insurance Policy provider in accordance with the Third-Party Insurance Policy documentation.
- Electronic Delivery of Documents. Zynera and its partners, including the Third-Party Insurance Policy provider and Third-Party Software provider, may provide you with the option to receive documents and communications in a non-electronic form. However, we and our partners may have the ability to deliver certain insurance documents and communications to you through electronic means. By using the Service, you hereby give us your consent to deliver all documents and communications, including without limitation relating to your insurance purchased through Zynera to you electronically in lieu of any other method of delivery. This consent for electronic delivery is effective until you withdraw it. It also means that we may choose not to provide hard copies of any document or communication that we deliver to you electronically. Accordingly, you should print or otherwise retain a hard copy of any document or communication for your records if you wish to do so. The delivery of documents and communications to you electronically pursuant to this consent in lieu of sending paper copies shall not affect the validity, legal effect or enforceability of such documents and communications. We reserve the right to modify the terms of this consent by providing you with at least fifteen (15) business days advance notice of the modified terms. If we modify these terms, the modified terms will be binding on you unless and until you withdraw your consent to electronic delivery. You may withdraw your consent to electronic delivery by providing notice to us, but your withdrawal will not affect or change in any way the legal effectiveness, validity or enforceability of any documents that were delivered to you electronically before your withdrawal became effective. If you provide us notice of withdraw of your consent for electronic delivery, your withdrawal will not become effective until ten (10) business days after our receipt of your notice of withdraw. You may request that we send you a paper copy of any document that was originally provided to you electronically, and we will send that document to you at no charge to you.
Conduct on Service
- You agree to use the Service only for its intended purpose. You must use the Service in compliance with all privacy, data protection, intellectual property, and other applicable laws and regulations. You shall not do or attempt to do any of the following:
- Rent, lease, loan, sell, resell, sublicense, distribute or otherwise transfer your access to the Service, or any of the permissions granted herein;
- Use the Service on behalf of any Third-Party (except your Subscribing Organization, if applicable), or in connection with any type of “service bureau” activity;
- Impersonate another person or entity;
- Share passwords with any Third-Party or encourage any other user to do so;
- Use any bot, spider, or other automated program or process to access the Service, except for the sole purpose of crawling the Service in connection with legitimate indexing services of commercially available general-purpose search engines; or
- Use the Service for any illegal, unethical, fraudulent, misleading, or objectionable purpose or in breach of any law, regulation, or agreement.
- In addition, you may not use the Service to access information of any other user of the Service or attempt to gain unauthorized access to another network or server, or to access or use any feature of the Service or any content thereon beyond the scope of the access for which you have registered and paid all applicable fees. Not all areas of the Service may be available to you or other authorized users of the Service. You shall not interfere with anyone else’s use and enjoyment of the Service or other similar services. Users who violate systems or network security may incur criminal or civil liability.
Third-Party Services and Information
- Third-Party Software. Third-Party Insurance Policy and the Third-Party providers thereof are not under our control, and you acknowledge that We are not responsible for the accuracy, copyright compliance, legality, or any other aspect of the content of such products and services, nor are we responsible for errors or omissions in any references to other parties or their products and services. The availability of Third-Party Software and Third-Party Insurance Policy as part of the Zynera Bundle is provided merely as a convenience and does not imply endorsement or any warranty of any kind by us, either express or implied.
Intellectual Property Information
- The Service and the content thereof is Copyright (c) 2017 Zynera, Inc. All Rights Reserved.
- Neither we or our Affiliates warrant or represent that your use of materials displayed on, or obtained through, the Service will not infringe the rights of third parties. See Section 8 (“Digital Millennium Copyright Act”) below for a description of the procedures to be followed in the event that any party believes that content posted on the Service infringes a copyright of a Third-Party.
Digital Millennium Copyright Act
- It is our policy to respond to notices of alleged infringement that comply with the Digital Millennium Copyright Act. If you are a copyright owner or an agent thereof, and you believe that any content hosted on the Service infringes your copyrights, then you may submit a notification pursuant to the Digital Millennium Copyright Act (“DMCA”) by providing our Designated Copyright Agent with the following information in writing:
- A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
- Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works on the Service are covered by a single notification, a representative list of such works on the Service;
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
- Information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted;
- A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law (for example, “I am under the good faith belief that the use of the copyrighted content that is identified herein is not authorized by the copyright owner, its agent, or the law.”); and
- A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed (for example, “I swear, under penalty of perjury, that the information in this notification is accurate and that I am the copyright owner, or authorized to act on behalf of the copyright owner, of the copyright(s) that is allegedly infringed by the aforementioned content.”).
- Our Designated Copyright Agent to receive notifications of claimed infringement can be reached as follows:
Designated Agent for Claimed Infringement:
Contact: Bill Rucker
Address: 3355 West Alabama, Suite 825, Houston, TX 77098
Email: [email protected]
Phone: (713) 528-2800
- For clarity, only DMCA notices should go to our Designated Copyright Agent. Any other feedback, comments, requests for technical support or other communications should be directed to our general info or customer service contacts. Please note that if you fail to comply with all of the requirements of this section, your DMCA notice may not be valid and any removal requests may not be acted upon. Please also note that under Section 512(f) of the DMCA, any person who knowingly materially misrepresents that material or activity is infringing may be subject to liability.
Disclaimer of Warranties
- ALL MATERIALS AND SERVICES ON THIS SERVICE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR THE WARRANTY OF NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, WE MAKE NO WARRANTY THAT (A) THE SERVICES AND MATERIALS WILL MEET YOUR REQUIREMENTS, (B) THE SERVICES AND MATERIALS WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES OR MATERIALS WILL BE EFFECTIVE, ACCURATE OR RELIABLE, OR (D) THE QUALITY OF ANY PRODUCTS, SERVICES, OR INFORMATION PURCHASED OR OBTAINED BY YOU FROM THE SERVICE FROM US OR OUR AFFILIATES WILL MEET YOUR EXPECTATIONS OR BE FREE FROM MISTAKES, ERRORS OR DEFECTS.
- THIS SERVICE AND MATERIALS AVAILABLE THROUGH THE SERVICE, COULD INCLUDE BUGS AND OTHER TECHNICAL OR OTHER MISTAKES, INACCURACIES OR TYPOGRAPHICAL ERRORS. WE MAY MAKE CHANGES TO THE MATERIALS AND SERVICES AT THIS SERVICE, INCLUDING THE PRICES AND DESCRIPTIONS OF ANY PRODUCTS LISTED HEREIN, AT ANY TIME WITHOUT NOTICE. THE MATERIALS OR SERVICES AT THIS SERVICE MAY BE OUT OF DATE, AND WE MAKE NO COMMITMENT TO UPDATE SUCH MATERIALS OR SERVICES.
- THE USE OF THE SERVICES OR THE DOWNLOADING OR OTHER ACQUISITION OF ANY PRODUCTS AND SERVICES THROUGH THIS SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND WITH YOUR AGREEMENT THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM SUCH ACTIVITIES.
- Through your use of the Service, you may have the opportunities to engage in commercial transactions with other vendors. You acknowledge that all transactions relating to any products or services offered by any party, including, but not limited to the purchase terms, payment terms, warranties, guarantees, maintenance and delivery terms relating to such transactions, are agreed to solely between the seller or purchaser of such merchandize and services and you. WE MAKE NO WARRANTY REGARDING ANY TRANSACTIONS EXECUTED THROUGH, OR IN CONNECTION WITH THIS SERVICE, AND YOU UNDERSTAND AND AGREE THAT SUCH TRANSACTIONS ARE CONDUCTED ENTIRELY AT YOUR OWN RISK. ANY WARRANTY THAT IS PROVIDED IN CONNECTION WITH ANY PRODUCTS, SERVICES, MATERIALS, OR INFORMATION AVAILABLE ON OR THROUGH THIS SERVICE FROM A THIRD-PARTY IS PROVIDED SOLELY BY SUCH THIRD-PARTY, AND NOT BY US OR ANY OTHER OF OUR AFFILIATES.
- Content available through the Service often represents the opinions and judgments of an information provider, Service user, or other person or entity not connected with us. We do not endorse, nor are we responsible for the accuracy or reliability of, any opinion, advice, or statement made by anyone other than an authorized Zynera spokesperson speaking in his/her official capacity.
- You understand and agree that temporary interruptions of the services available through the Service may occur as normal events. You further understand and agree that we have no control over Third-Party networks you may access in the course of the use of the Service, and therefore, delays and disruption of other network transmissions are completely beyond our control.
- SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
Limitation of Liability
- IN NO EVENT SHALL WE OR OUR AFFILIATES BE LIABLE TO YOU OR ANY THIRD-PARTY FOR ANY SPECIAL, PUNITIVE, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOSS OF USE, DATA OR PROFITS, WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND ON ANY THEORY OF LIABILITY, ARISING OUT OF OR IN CONNECTION WITH THE USE OF THIS SERVICE OR OF ANY WEB SERVICE REFERENCED OR LINKED TO FROM THIS SERVICE.
- FURTHER, WE SHALL NOT BE LIABLE IN ANY WAY FOR THIRD-PARTY PRODUCTS AND SERVICES OFFERED THROUGH THIS SERVICE.
- SOME JURISDICTIONS PROHIBIT THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
- ANY DISPUTE YOU HAVE WITH ANY THIRD-PARTY, INCLUDING WITHOUT LIMITATION ANY PROVIDER OF THIRD-PARTY SOFTWARE OR THIRD-PARTY INSURANCE POLICY, IS DIRECTLY BETWEEN YOU AND SUCH THIRD-PARTY, AND YOU IRREVOCABLY RELEASE US (AND OUR OFFICERS, DIRECTORS, AGENTS, SUBSIDIARIES, JOINT VENTURES AND EMPLOYEES) FROM CLAIMS, DEMANDS AND DAMAGES (ACTUAL AND CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE §1542, WHICH SAYS:
- “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.”
- Upon a request by us, you agree to defend, indemnify, and hold us and our Affiliates harmless from all liabilities, claims, and expenses, including attorney’s fees, that arise from your use or misuse of the Service. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with us in asserting any available defenses.
Participation in Promotions
- From time to time, the Service may include advertisements offered by third parties. You may enter into correspondence with or participate in promotions of the advertisers showing their products on the Service. Any such correspondence or promotions, including the delivery of and the payment for goods and services, and any other terms, conditions, warranties or representations associated with such correspondence or promotions, are solely between you and the advertiser. We assume no liability, obligation or responsibility for any part of any such correspondence or promotion.
Termination of Use
- Upon termination or suspension, regardless of the reasons therefore, your right to use the services available on the Service immediately cease, and you acknowledge and agree that we may immediately bar any further access by you to the Service. We shall not be liable to you or any Third-Party for any claims or damages arising out of any termination or suspension or any other actions taken by us regarding such termination or suspension.
Dispute Resolution and Arbitration.
- Exceptions. Notwithstanding subsection (A), we both agree that nothing herein shall be deemed to waive, preclude, or otherwise limit either of our right to (i) bring an individual action in small claims court, (ii) pursue enforcement actions through applicable federal, state, or local agencies where such actions are available, (iii) seek injunctive relief in a court of law, or (iv) to file suit in a court of law to address intellectual property infringement claims.
- Notice; Process. A party who intends to seek arbitration must first send a written notice of the dispute to the other, by certified mail or Federal Express (signature required), or in the event that we do not have a physical address on file for you, by electronic mail (“Notice”). Zynera’s address for Notice is: Cyber Risk Assessment & Insurance Services, LLC, 3355 West Alabama, Suite 825, Houston, TX 77098. The Notice must (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought (“Demand”). We agree to use good faith efforts to resolve the claim directly, but If we do not reach an agreement to do so within 30 days after the Notice is received, you or Zynera may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or Zynera shall not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any; provided that if our dispute is finally resolved through arbitration in your favor, Zynera shall pay you the greater of (i) the amount awarded by the arbitrator, if any, and (ii) the greatest amount offered by Zynera in settlement of the dispute prior to the arbitrator’s award.
- Fees. Any arbitration hearings will take place at a location to be agreed upon in Harris County, Texas, provided that if the claim is for $10,000 or less, you may choose whether the arbitration will be conducted solely based on documents submitted to the arbitrator, through a non-appearance based telephonic hearing, or by an in-person hearing as established by the AAA Rules. If the arbitrator finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the AAA Rules. In such case, you agree to reimburse Zynera for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator’s ruling on the merits.
- No Class Actions. YOU AND WE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Zynera agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.
- Modifications. If Zynera makes any future change to this arbitration provision (other than a change to the Zynera’s address for Notice), you may reject any such change by sending us written notice within 30 days of the change to Zynera’s address for Notice, in which case your access to the Service shall be immediately terminated and this arbitration provision, as in effect immediately prior to the amendments you reject shall survive.
- This Service (excluding any linked Services) is controlled by us from our offices within the State of Texas, United States of America. It can be accessed from all 50 states, as well as from other countries around the world. As each of these places has laws that may differ from those of Texas, by accessing the Service both of us agree that the statutes and laws of the State of Texas, without regard to the conflicts of laws principles thereof and the United Nations Convention on the International Sales of Goods, will apply to all matters relating to the use of the Service and the purchase of products and services available through the Service. To the extent that any action hereunder is permitted to be brought in a court of law, each of us agrees and hereby submits to the exclusive personal jurisdiction and venue any court of competent jurisdiction within the State of Texas with respect to such matters.
- All notices to a party shall be in writing and shall be made either via email or conventional mail. Notices to us must be sent to the attention of Customer Service at [email protected], if by email, or at Cyber Risk Assessment & Insurance Services, LLC, 3355 West Alabama, Suite 825, Houston, TX 77098 if by conventional mail. Notices to you may be sent to the address supplied by you as part of your Registration Data. In addition, we may broadcast notices or messages through the Service to inform you of changes to the Service or other matters of importance, and such broadcasts shall constitute notice to you at the time of sending.
- You agree not to sell, resell, reproduce, duplicate, copy or use for any commercial purposes any portion of the Service, or use of or access to the Service.
- In addition to any excuse provided by applicable law, we shall be excused from liability for non-delivery or delay in delivery of products and services available through our Service arising from any event beyond our reasonable control, whether or not foreseeable by either party, including but not limited to, labor disturbance, war, fire, accident, adverse weather, inability to secure transportation, governmental act or regulation, and other causes or events beyond our reasonable control, whether or not similar to those which are enumerated above.