Agent Platform Terms of Service
These W3LL Broker-Agent Platform Terms of Service (“TOS”) apply to each individual broker or agent (“User”) who accesses the Welltheos LLC D/B/A W3LL (“W3LL”) Broker – Agent Platform (the “Platform”), whether through the User’s own account on the Platform, or through the account of an agency with which the User is affiliated Please read these TOS carefully. By accessing or using the Platform, you accept and agree to be bound and abide by these TOS as well as any policies, addenda or other documents incorporated herein by reference. If you do not want to agree to these TOS, you must not access or use the Platform.
- LICENSE TO USE THE PLATFORM
W3LL grants to User a limited, non-exclusive, non-assignable, non-transferable license to access and use the Platform only for the permitted purposes according to the terms expressly set forth herein. Any other commercial use or exploitation of the Platform or any content, code, information, data or other materials transmitted through the Platform is strictly prohibited. In no event may User use any trademark, trade name, service mark, icon, logo or other indicator of W3LL without prior written permission of W3LL for each instance of use. All rights not expressly granted to User hereunder are reserved to W3LL or its affiliates. A User may be licensed to utilize the Platform by signing up for a broker account and adhering to these TOS during all use. Licenses commence when we make the Platform available to User and continue for the term specified until canceled. Unless otherwise set forth in an order form entered into between User and W3LL (each, an “Order Form”), each license is for a single User for a specified term and is personal to that User. W3LL may provide specific services in association with these TOS as described more completely in an Order Form.
- PAYMENT OBLIGATIONS
For Users that purchase a license, fees are specified in the Order Form(s). W3LL will invoice User monthly for all fees. User will pay all invoiced amounts within thirty (30) days of the date of such invoice. All monies, payments, or other fees under these TOS are expressed and to be paid in US Dollars, and all payments will be made via a bank check, User’s business check, or ACH to a U.S. bank account designated by W3LL. Fees are stated exclusive of any taxes, levies, duties, or similar governmental assessments of any nature, including, for example, value-added, sales, use or withholding taxes, assessable by any jurisdiction (collectively, “Taxes”). User will be responsible for paying all Taxes associated with its purchases, except for those taxes based on our net income. Should any payment hereunder be subject to withholding tax by any government, User will reimburse W3LL for such withholding tax.
- CREATION AND USE OF ACCOUNT
In order to access or use the Platform, you will be required to establish an account and obtain a login name and password (“Account Credentials”). By entering transactions via your W3LL Account Credentials, you authorize W3LL to process any account transactions initiated through your account and you accept responsibility for all activities that occur under your account. You are solely responsible for maintaining the confidentiality of your Account Credentials. You must immediately notify W3LL of any unauthorized use of your Account Credentials, and you are responsible for any unauthorized activities resulting from the compromise of your Account Credentials. In no event will W3LL be liable for the unauthorized use or misuse of your account or Account Credentials.
You are prohibited from violating or attempting to violate the security of the Platform, including, without limitation, (a) accessing data not intended for such user or logging onto a server or an account which the user is not authorized to access; or (b) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; or (c) accessing or using the Platform or any portion thereof without authorization, in violation of these TOS or in violation of applicable law.
You agree not to share or disclose your Account Credentials to any third party. You agree that you are fully responsible for all activity occurring under your user ID. To the extent that you grant another party access to your account by sharing your Account Credentials, you are responsible for any activities undertaken by such third party through the use of your account. User is responsible for any access to or use of the Platform by User or any person or entity using User’s Account Credentials, whether or not such access or use has been authorized by User, and whether or not such person or entity is an employee or broker of User.
You may not use any scraper, crawler, spider, robot or other automated means of any kind to access or copy data on the Platform or bypass our robot exclusion headers or other measures we may use to prevent or restrict access to the Platform. iFraming is strictly prohibited. You may deep link to a feature or content on the Site only with the prior written permission of both W3LL and the Centers for Medicare & Medicaid Services (“CMS“).
Violations of system or network security may result in civil or criminal liability. W3LL will fully investigate all occurrences that may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting users who are involved in such violations. You agree not to use any device, software or action to interfere or attempt to interfere with the proper working of this Site or any activity being conducted on this Site.
W3LL has the right, in its sole discretion, to deactivate a User’s account or reset a User’s Account Credentials if it reasonably determines that suspicious activity or misuse of the account has occurred.
- ACCEPTABLE USE OF THE PLATFORM
User may use the Platform only for lawful purposes and in accordance with these TOS. You agree to be bound by the applicable provisions of the W3LL Acceptable Use Policy, incorporated herein and made part of these TOS by reference. You agree to conduct your business activities in a manner which complies with all applicable federal and state laws, conforms to the highest standards of business ethics, and maintains the good business reputation of W3LL and its other customers. Including, and without limitation, you agree not to do any of the following:
- Violate any state or federal law relating to the marketing or sale of insurance policies;
- Engage in false advertising or in any fraudulent or deceptive business practice;
- Violate the Telephone Consumer Protection Act (TCPA) by sending an auto-dialed, voice-recorded message, or SMS text to individuals who have not provided prior express written consent or are on the National Do Not Call Registry.
- Post, distribute, or otherwise make available or transmit any data, text, medium or computer file, telephonic conversations, chat or email exchanges that W3LL, in its sole discretion, deems to be: (a) defamatory, abusive, harassing, insulting or threatening; (b) bigoted, hateful, or offensive; (c) vulgar, obscene, or sexually explicit; or (d) encouraging of or advocating illegal activity or discussing illegal activities with the intent to commit them;
- Post, distribute, or otherwise make available or transmit any data, text, medium or computer file that (a) infringes any right of a third party under any domestic or international law, including but not limited to copyright, patent, trademark, trade secret or other proprietary right; or (b) violates any right of privacy or publicity of a third party in the absence of such third party’s express permission to disseminate his or her personal information, voice or likeness;
- Post, distribute or otherwise make available or transmit any software or files that contain a virus or other harmful component;
- Impersonate any person or entity or misrepresent your identity or affiliation with another person or entity;
- Delete any legal notices or disclaimers, including but not limited to copyright and trademark symbols, or modify any marks which you do not own or have express permission to modify.
- Use the Platform in any manner that could disable, overburden, damage, or impair the Platform or interfere with any other party’s use of the Platform.
- Use any robot, spider or other automatic device, process or means to access the Platform for any purpose, including monitoring or copying any of the material on the Platform.
- Use any manual process to monitor or copy any of the material on the Platform or for any other unauthorized purpose without our prior written consent.
- Attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of the Platform, the server on which the Platform is stored, or any server, computer or database connected to the Platform.
- Otherwise attempt to interfere with the proper working of the Platform.
- Behave in an inflammatory, hostile, belligerent, rude or disrespectful manner towards W3LL’s employees or any other individual through or in connection with the Platform.
W3LL has the right, in its sole discretion, to deactivate your account if it believes that you have done any of the above.
- PERSONALLY IDENTIFIABLE INFORMATION
User will ensure that any personally identifiable information (PII) collected or transmitted through the Platform by User was obtained with proper consent and authority. User will implement appropriate safeguards to protect all PII in User’s possession and control or that resides in User’s account on the Platform and will comply with all applicable federal and state law governing the use and disclosure of PII. User will be responsible for any unauthorized use or disclosure of PII in User’s possession and control or that resides in User’s account on the Platform, except to the extent that such unauthorized use or disclosure of PII was directly caused by W3LL (and provided that User has otherwise obtained proper consent and authority to collect or transmit such PII through the Platform), and will notify affected individuals of such unauthorized use or disclosure in accordance with applicable law at User’s sole cost and expense. User will be solely responsible for unauthorized use or disclosure of PII resulting from a compromise of User’s Account Credentials. User will indemnify, defend, and hold W3LL and its employees, agents, officers, and directors harmless from and against any claims, damages, fines, penalties, costs, expenses (including reasonable attorneys’ fees) or other liabilities arising out of or related to an unauthorized use or disclosure of PII resulting from (i) User’s Account Credentials, (ii) User’s failure to implement reasonable safeguards to protect the confidentiality of PII in User’s possession, and (iii) any other cause not directly attributable to W3LL.
- USER COMPLIANCE WITH APPLICABLE LAW
User agrees to remain in compliance with all applicable federal and state laws including, but not limited to the following:
- Federal and state laws governing the sale and marketing of insurance policies, including those governing licensure of insurance agents;
- Federal and state laws governing PII, including the Health Insurance Portability and Accountability Act of 1996 (HIPAA) and the Gramm-Leach-Bliley Act (GLBA), if applicable;
- The Telephone Consumer Protection Act (TCPA);
- The Patient Protection and Affordable Care Act (PPACA).
- USAGE MONITORING AND AUDITING
So that information provided through W3LL’s website and HealthCare.gov remains accurate and available to you and all other visitors, we monitor network traffic to identify unauthorized attempts to upload or change information or otherwise cause damage to the websites. Use of HealthCare.gov constitutes consent to such monitoring and auditing. Unauthorized attempts to upload information and/or change information on these websites are strictly prohibited and are subject to prosecution under the Computer Fraud and Abuse Act of 1986 and Title 18 U.S.C. Sec.1001 and 1030.
- ACCURATE INFORMATION
You agree to provide certain true, current, complete and accurate information about you as required by law, and to maintain and update such information as needed to keep it current, complete and accurate. You agree that, to the best of your knowledge, all information you submit through the Platform and to Healthcare.gov is accurate and complete.
You are solely responsible for any credit card or bank account information you provide to W3LL and must promptly inform W3LL of any changes thereto (e.g., change of expiration date or account number). We are neither responsible for any consequences resulting from your failure to provide notice nor for your providing outdated, incomplete, or inaccurate information.
- INTELLECTUAL PROPERTY
The Platform and its entire contents, features and functionality, including but not limited to all information, software, text, displays, images, video and audio, and the design, selection and arrangement thereof (collectively, “Content”), are owned by W3LL, its affiliates, Healthcare.gov, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws.
These TOS permit you a limited license to access and use the Platform for the permitted purposes set forth herein. You may not reproduce, republish, reverse-engineer, copy, upload, download, display, modify, interfere with, circumvent, license, transmit, or distribute any feature of the Platform, including materials retrieved from the Platform, any security or access control mechanism, or the underlying code in any form or by any means or for any commercial or other purpose not expressly authorized under these TOS. Nothing herein is meant to transfer any right or license to the underlying code of the Platform in any manner.
If you print, copy, modify, download or otherwise use or provide any other person with access to any part of the Platform in violation of these TOS, your right to use the Platform will cease and you must, at our option, return or destroy any copies of the materials you have made. No right, title or interest in or to the Platform or any content on the Platform is transferred to you, and all rights not expressly granted to you herein are reserved by W3LL. Any use of the Platform not expressly permitted by these TOS is a violation of these TOS of Use and may violate copyright, trademark, and other laws.
If you choose to provide input and suggestions regarding problems with or proposed modifications or improvements to the Platform (“Feedback”), then you hereby grant W3LL an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right to exploit the Feedback in any manner and for any purpose, including to improve the Platform and create other products and services.
W3LL’s name, logo, and all related names, logos, product and service names, designs and slogans are trademarks of W3LL or its affiliates. You must not use such marks without the prior written permission of W3LL. All other names, logos, product and service names, designs and slogans on the Platform are the trademarks of their respective owners.
- USER REPRESENTATIONS AND WARRANTIES
User represents, warrants and covenants that:
- User will use the Platform only for lawful purposes and in strict conformance with these TOS.
- All information submitted through the Platform by User is accurate and complete.
- User is duly licensed in each jurisdiction in which User engages or transacts the business of insurance and will maintain such licensure in good standing.
- User has obtained the appropriate consents necessary to collect and maintain all PII that User transmits through the Platform.
- User has appropriate safeguards in place to protect the confidentiality of all PII in User’s possession or control.
- User will remain in compliance with all applicable federal and state laws.
- ACCURACY OF CONTENT AND QUOTES
Although W3LL attempts to ensure the integrity and accuracy of the Platform, it makes no representations, warranties or guarantees whatsoever as to the correctness or accuracy of the Platform and Content thereon. It is possible that the Platform could include typographical errors, inaccuracies or other errors, and that unauthorized additions, deletions and alterations could be made to the Platform by third parties. In the event that an inaccuracy arises, please inform W3LL so that it can be corrected. W3LL reserves the right to unilaterally correct any inaccuracies on the Platform without notice. Information contained on the Platform may be changed or updated without notice. Additionally, W3LL will have no responsibility or liability for information or Content posted to the Platform from any non- W3LL affiliated third party.
W3LL ‘s quotes are based on the information consumers provide on our detailed questionnaires. However, these quotes could change based on additional or contradictory information that emerges during the final insurance underwriting process. Additionally, in the event a quote shows an incorrect price due to typographical error or error in pricing information received from our carriers, the correct quotation based on the carrier- filed rates will control.
Product information and descriptions contained on the Platform are not intended to be complete descriptions of all applicable terms, exclusions, and conditions, but are provided solely for informational purposes. Please refer to the actual policy for complete details of coverage under a specific policy.
- NO MEDICAL ADVICE
The content of the Platform, including without limitation, text, copy, audio, video, photographs, illustrations, graphics and other visuals, is for informational purposes only and does not constitute professional medical advice, diagnosis, treatment or recommendations of any kind. You should always seek the advice of your qualified heath care professionals with any questions or concerns you may have regarding your individual needs and any medical conditions. W3LL does not recommend or endorse any specific tests, physicians, products, procedures, opinions or other information that may be included on the Platform. Reliance on any information appearing on the Platform, whether provided by W3LL, its content providers, insurance companies, its clients, visitors to the Platform or others, is solely at your own risk.
- PLATFORM AVAILABILITY
You acknowledge that the Internet is neither owned nor controlled by any one entity. As a result, W3LL cannot guarantee that any given User will be able to access W3LL ‘s server at any given time. W3LL represents that it will make commercially reasonable efforts to ensure that its server is available as widely as possible and with as little service interruption as possible. W3LL is not liable for any damages arising out of the unavailability of the Platform.
- PLATFORM SECURITY
W3LL has security measures in place that seek to mitigate risk and use commercially reasonable procedures and technologies to help protect the confidentiality of any PII collected through the Platform, in accordance with CMS requirements. However, no website can be absolutely protected against intentional or malicious intrusion attempts despite our precautions. Furthermore, W3LL does not control the devices, computers, or network through which you access the Platform or over which you may choose to send PII or payment information to the Platform, and therefore cannot prevent potential interceptions or compromises to your information while in transit to the Platform. W3LL makes no guarantee to User as to the security, integrity, or confidentiality of any information transmitted to or from the Platform. W3LL is committed to safeguarding your information to the best of its ability but cannot guarantee the security of electronic communications or transmissions made over the Internet.
W3LL makes no representations whatsoever about any other website that you may access through the Platform. When you access a non- W3LL website, please understand that it is independent from W3LL, and that W3LL has no control over the content on that website. In addition, a link to a non- W3LL website does not mean that W3LL endorses or accepts any responsibility for the content, or the use, of the linked website. It is up to you to take precautions to ensure that whatever you select for your use or download is free of such items as viruses, worms, Trojan horses, and other items of a destructive nature. If you decide to access any of the third- party websites linked to the Platform, you do this entirely at your own risk.
- DISCLAIMER OF WARRANTIES
THE PLATFORM, INCLUDING WITHOUT LIMITATION, ALL CONTENT, FUNCTION, MATERIALS AND SERVICES PROVIDED THROUGH THE PLATFORM ARE PROVIDED “AS IS” AND “AS AVAILABLE.” W3LL MAKES NO EXPRESS OR IMPLIED WARRANTIES OR GUARANTEES ABOUT THE PLATFORM. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, W3LL HEREBY DISCLAIMS ALL SUCH WARRANTIES WITH RESPECT TO THE PLATFORM, INCLUDING THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ANY WARRANTY FOR INFORMATION, DATA, DATA PROCESSING SERVICES OR UNINTERRUPTED ACCESS, AND ANY WARRANTIES CONCERNING THE AVAILABILITY, ACCURACY, COMPLETENESS, USEFULNESS, OR CONTENT OF INFORMATION. W3LL DOES NOT WARRANT OR REPRESENT THAT ANY MATERIAL ON THE PLATFORM IS ACCURATE, COMPLETE, CURRENT, RELIABLE, OR ERROR-FREE OR THAT DEFECTS WILL BE CORRECTED. W3LL MAKES NO WARRANTY THAT THE PLATFORM WILL MEET USERS’ EXPECTATIONS OR REQUIREMENTS. NO INFORMATION OR MATERIALS, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU THROUGH THE PLATFORM WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. IF YOU ARE DISSATISFIED WITH THE PLATFORM, YOUR SOLE REMEDY IS TO DISCONTINUE USING THE PLATFORM. YOU AGREE THAT YOUR USE OF THE PLATFORM IS SOLELY AT YOUR OWN RISK.
WARRANTIES RELATING TO PRODUCTS OR SERVICES OFFERED, SOLD AND FACILITATED BY AND THROUGH W3LL ARE SUBJECT TO SEPARATE WARRANTY TERMS AND CONDITIONS, IF ANY, PROVIDED WITH OR IN CONNECTION WITH THE APPLICABLE PRODUCTS OR SERVICES.
- LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL W3LL OR ITS AFFILIATES OR REPRESENTATIVES BE LIABLE FOR DAMAGES OF ANY KIND UNDER ANY LEGAL THEORY (WHETHER IN CONTRACT, TORT OR OTHERWISE), ARISING OUT OF OR IN CONNECTION WITH (A) YOUR USE OF THE PLATFORM; (B) YOUR INABILITY TO USE OR ACCESS THE PLATFORM; (C) UNAUTHORIZED USE OF YOUR ACCOUNT CREDENTIALS; (D) ANY INFORMATION, CONTENT OR FUNCTIONALITY OFFERED THROUGH THE PLATFORM; (E) ANY TRANSACTION CONDUCTED THROUGH OR FACILITATED BY THE PLATFORM; (F) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS, DEFICIENCIES OR OTHER INACCURACIES IN THE PLATFORM; (G) ANY UNAUTHORIZED ACCESS TO, USE, DISCLOSURE OR ALTERATION OF, YOUR TRANSMISSIONS OF DATA INCLUDING, WITHOUT LIMITATION, PERSONALLY IDENTIFIABLE INFORMATION; (H) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE PLATFORM; OR (I) ANY EVENT BEYOND W3LL’S REASONABLE CONTROL. TO THE EXTENT ANY OF THE FOREGOING LIMITATIONS OF LIABILITY ARE NOT ENFORCEABLE, W3LL’S MAXIMUM AGGREGATE LIABILITY IN RELATION TO ANY EVENT OR SERIES OF RELATED EVENTS WILL BE LIMITED TO ONE HUNDRED DOLLARS ($100). IN NO EVENT WILL W3LL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES EVEN IF W3LL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE EXTENT THAT A STATE DOES NOT PERMIT THE EXCLUSION OR LIMITATION OF LIABILITY AS SET FORTH HEREIN, W3LL’S LIABILITY IS LIMITED TO THE EXTENT PERMITTED BY LAW IN SUCH STATES.
- INDEMNIFICATION BY USER
You agree to release, indemnify, defend and hold W3LL and its agents, employees, officers, directors, shareholders, contractors, affiliates and assigns harmless from all claims, damages, fines, penalties, costs, expenses (including reasonable attorneys’ fees), or any other liabilities relating to or arising out of (a) the breach of your representations, warranties and obligations under these TOS; (b) use of the Platform other than as permitted by these TOS by you or anyone using your Account Credentials, whether authorized by you or not; (c) infringement of any intellectual property or other proprietary right of any third party by you; (d) violation of W3LL ‘s policies or other operating rules or policies communicated to you by W3LL; (e) any information or data you supplied to W3LL; or (f) unauthorized access, use or disclosure of PII in your possession or control except to the extent directly caused by W3LL. The obligations set forth in this Section will survive any termination of User’s account or these TOS.
W3LL may, in its sole discretion, suspend or terminate your account at any time, for any reason or no reason, with or without notice. You may terminate your account at any time by contacting us at info@W3LL.com.
W3LL reserves the right to modify or discontinue the Platform at any time (including by limiting or discontinuing certain features of the Platform), temporarily or permanently, upon reasonable notice to you. W3LL will have no liability for any change to the Platform or any suspension or termination of your access to or use of the Platform.
- EFFECT OF ACCOUNT TERMINATION
In the event you wish to terminate your account, it is your sole responsibility to export your own client data prior to termination. If your account is terminated by W3LL due to behavior described in Section 3 above or a violation of W3LL’s policies, you will not have an opportunity to export client data from your account prior to it being deactivated.
- AUTHORITY TO MODIFY PLATFORM AND SERVICES
W3LL may upgrade, modify, change or enhance the Platform and convert User to a new version of the Platform or revise these TOS at any time in its sole discretion, with or without notice. Any such revision or change will be binding after posting of the revised TOS or change to the Platform on W3LL’s website, or upon notification to you by e-mail. By continuing to use the Platform after any revision to these TOS or change in the Platform, you agree to abide by and be bound by any such revisions or changes. If you do not agree to such revisions or changes, you may cancel your account by sending W3LL a notice, as set forth herein, stating that you would like to cancel your account. Certain provisions of these TOS may be superseded by expressly designated legal notices or terms located on particular pages within this Site.
- ELIGIBILITY TO USE THE PLATFORM
The Platform is intended only for users who are 18 years of age or older and reside in the United States or any of its territories or possessions. By agreeing to these TOS, you represent and warrant that: (a) you are at least 18 years old and reside in the United States or its territories; and (b) your use of the Platform complies with any and all applicable laws and regulations and you will use the Platform only as set forth in these TOS. If you do not meet these eligibility requirements, you must not access or use the Platform.
- W3LL’S USE OF DATA YOU PROVIDE THROUGH THE PLATFORM
W3LL may use information you provide through your account (such as your name, National Producer Number, carrier appointment settings, etc.) to display advertisements from select partners within your account on the Agent Platform for which W3LL may receive compensation. In the event your account is terminated due to any violation of use detailed in Section 3, W3LL reserves the right to share your name, National Producer Number, and the fact that your account was terminated with any insurance carriers with whom you have indicated that you are appointed and with any insurance regulators with jurisdiction over your license(s). W3LL may also use and disclose to third parties de-identified, aggregated data from the Platform for reports, metrics, media releases, and any other uses permissible by law.
- GENERAL TERMS
- Entire Agreement.These TOS, together with our additional policies, and any Order Form constitute the entire agreement between you and W3LL relating to your use of the Platform, and supersede any previous agreements, understandings, representations and warranties (both oral and written) with respect to your use of the Platform.
- Authority to be Bound.If you are an entity, organization, or company, the individual accepting these TOS on your behalf represents and warrants that he or she has authority to bind you to these TOS and you agree to be bound by these TOS.
- You may not assign or transfer these TOS or your rights under these TOS, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign these TOS at any time without notice or consent.
- No Waiver.The failure to require performance of any provision of these TOS 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 TOS, or any provision of these TOS, be a waiver of any subsequent breach or default or a waiver of the provision itself.
- Use of Headings.Use of section headers in these TOS is for convenience only and will not have any impact on the interpretation of any provision. Throughout these TOS the use of the word “including” means “including but not limited to.”
- If any part of these TOS is held to be invalid or unenforceable, the unenforceable part will be given effect to the greatest extent possible, and the remaining parts will remain in full force and effect.
- Except as expressly provided otherwise herein, all notices to W3LL will be in writing (either paper or electronic format) and delivered either via email to info@W3LL.com, or via postal mail to W3LL, ATTN: W3LL Broker Assist, 1500 Stony Brook Road, Stony Brook, New York 11974. All notices to you will be delivered to your mailing address or e-mail address as provided in your account information (as updated by you pursuant to these TOS). You authorize us to contact you as our customer via telephone, at the number provided by you in your account information, e-mail or postal mail regarding information that we deem is of potential interest to you. Notices and announcements may include commercial e-mails, and other notices describing changes, upgrades, new products and services or other relevant matters.
- Dispute Resolution and Arbitration.You agree that disputes arising under these TOS will be resolved by binding, individual arbitration, and by accepting these TOS, you and W3LL are each waiving the right to a trial by jury or to participate in any class action or representative proceeding. Your rights will be determined by a neutral arbitrator instead of a judge or jury. Any arbitration between you and W3LL will be settled under the Federal Arbitration Act and administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (collectively, “AAA Rules”). Notwithstanding the foregoing, nothing in these TOS will be deemed to waive, preclude, or otherwise limit the right of either party to: (a) pursue an enforcement action through the applicable federal, state, or local governmental agency if that right of action is available; (b) seek injunctive relief in a court of law in aid of arbitration; or (c) to file suit in a court of law to address an intellectual property infringement claim.
- Governing Law.These TOS are governed by the laws of the State of New York without regard to conflicts of law principles. You and W3LL agree to submit to the personal and exclusive jurisdiction of the state courts and federal courts located within the Eastern or Southern Districts of New York for resolution of any lawsuit or court proceeding permitted under these TOS.
- Exclusion of Third-Party Rights.Except as otherwise set forth in these TOS, these TOS are for the benefit of you and W3LL and are not intended to benefit any third party or be enforceable by any third party. The exercise of our and your rights in relation to these TOS is not subject to the consent of any third party.
- 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 communicate to you, including those set forth on an Order Form (the “Additional Terms”). All Additional Terms are incorporated by this reference into, and made a part of, these TOS.
- Consent to Electronic Communications.By providing us with your contact information, you agree to receive communications, including via e-mail, voice calls, and text messages from or on behalf of W3LL at the email address or telephone number you provided, even if that number is on a national or state “Do Not Call Registry.” These calls will be for purposes related to your use of the Platform or our other services, such as to provide you with help or information on using the Platform. Standard text messaging and telephone minute charges applied by your cell phone carrier may apply. W3LL may, without further notice or warning and in our discretion, monitor and/or record telephone conversations for our business purposes, such as quality assurance and training purposes and to protect our rights and the rights of others. IF YOU WISH TO OPT OUT OF MARKETING EMAILS, YOU CAN UNSUBSCRIBE BY FOLLOWING THE UNSUBSCRIBE OPTIONS IN THE EMAIL ITSELF. IF YOU WISH TO OPT OUT OF TEXTS, YOU MAY REPLY “STOP” FROM THE MOBILE DEVICE RECEIVING THE MESSAGES. You understand that you may continue to receive communications while we process your opt-out request, and you may also receive a communication confirming the receipt of your opt-out request.