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COBRA Management Services, LLC TERMS OF SERVICE (TOS) LICENSE AGREEMENT The following are the terms and conditions for use of the COBRA Management Services, LLC service ("Service"). Please read them carefully. BY CLICKING THE "CONTINUE" BUTTON AND COMPLETING THE REGISTRATION PROCESS, YOU ARE STATING THAT YOU ARE ELIGIBLE FOR AN ACCOUNT AND THAT YOU AGREE TO BE BOUND BY ALL OF THESE TERMS AND CONDITIONS OF THE SERVICE ("TOS"). The Service is offered to you conditioned on your acceptance without modification of the terms, conditions, and notices contained herein. MEMBER ACCOUNT, PASSWORD, AND SECURITY To register for the service, you must complete the registration process by providing us with current, complete and accurate information as prompted by the Registration Form. Furthermore, you are entirely responsible for any and all activities that occur under your account. You agree to notify COBRA Management Services, LLC immediately of any unauthorized use of your account or any other breach of security. NONEXCLUSIVE LICENSE COBRA Management Services, LLC hereby grants you a non-exclusive license to use this Service. You may not modify, translate, or create derivative works based on the Service and its content, or permit other individuals to so. FEES AND SERVICES Our Fees, Services Rendered, and Policies are available for viewing at www.cobranotices.com and are incorporated by reference. We may change the fees or our services from time to time. Unless otherwise stated, all fees are quoted in U.S. Dollars. You are responsible for paying all fees associated with using our service before services are rendered through the PayPal system or any other system that may be adopted by COBRA Management Services, LLC. Role of COBRA Management Services, LLC and the Service It is expressly understood that COBRA Management Services, LLC will not be the “Plan Administrator” or a “Named Fiduciary” with respect to the Members Plan as those terms are defined by ERISA or the Internal Revenue Code as a result of providing the Service. MEMBER PRIVACY COBRA Management Services, LLC. is firmly committed to the privacy of its customers and visitors to its web site. COBRA Management Services, LLC. will not monitor, edit, or disclose any information about you, your company or your use of the Service unless COBRA Management Services, LLC. has a good faith belief that such action is necessary to: (1) conform to legal requirements or comply with legal process; (2) protect and defend the rights or property of COBRA Management Services, LLC. or (3) enforce the TOS. COBRA Management Services, LLC. may provide usage information and aggregate form (e.g. Notice request and issuance trends) to third parties. SECURITY INFORMATION COBRA Management Services, LLC. has security measures in place to prevent the loss, misuse or adulteration of data, such as the use of a reliable Firewall. INDEMNIFICATION AND HOLD HARMLESS You agree to defend, at your expense, any legal action or fines brought or assessed against your company, any employees of the company, of any other persons arising out of use of the Service. You will indemnify COBRA Management Services, LLC. for any costs, damages and fees incurred by COBRA Management Services, LLC., which are attributable to such a claim, judgment or fine. You hold COBRA Management Services, LLC harmless against any loss, damage, or expense, including reasonable attorney’s fees. Member agrees to hold COBRA Management Services, LLC harmless against any loss, damage, or expense, including reasonable attorney’s fees that COBRA Management Services, LLC. may incur or be required to pay as a result of any claim, demand, cause of action, lawsuit or proceeding arising out of or in any way in connection with the services provided under this Service unless it is determined in a final judgment of a court of competent jurisdiction that such loss, damage or expense was the result of COBRA Management Services, LLC willful misconduct or neglect, fraud or bad faith. Member agrees to indemnify and hold harmless COBRA Management Services, LLC against any penalty which is or will be imposed upon it under ERISA and pertinent regulations hereunder or the imposition of an excise tax upon COBRA Management Services, LLC under section 498OB of the Internal Revenue Code or any other penalties which may be imposed by law or regulation in connection with COBRA. LIMITATION OF LIABILITY The information and services included in or available through the Service may include inaccuracies or typographical errors. Changes are periodically added to the information herein. COBRA Management Services, LLC. and/or its respective suppliers may make improvements and/or changes in the Service at any time. COBRA Management Services, LLC. does not represent or warrant that the Service will be uninterrupted or error-free, that defects will be corrected, or that the Service or the server that makes it available, are free of viruses or other harmful components. COBRA Management Services, LLC. does not warrant or represent that the use or the results of the use of the Service or the materials made available as part of the Service will be correct, accurate, timely, or otherwise reliable. You specifically agree that COBRA Management Services, LLC. shall not be responsible for unauthorized access to or alteration of your data. Further, COBRA Management Services, LLC. reserves the right to make changes to any and all parts of COBRA Management Services, LLC. products or services at any time, without obligation to notify any person or entity of such changes. DISCLAIMER OF WARRANTIES THE SERVICE IS PROVIDED "AS IS" AND THERE ARE NO WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY COBRA Management Services, LLC., EITHER EXPRESS, IMPLIED, OR STATUTORY, WITH RESPECT TO THE SERVICE, INCLUDING WARRANTIES OF QUALITY, PERFORMANCE, NON INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. COBRA Management Services, LLC. DOES NOT WARRANT THAT THE SERVICE WILL MEET YOUR NEEDS OR BE FREE FROM ERRORS, OR THAT THE OPERATIONS OF THE SERVICE WILL BE UNINTERRUPTED. THE FOREGOING EXCLUSIONS AND DISCLAIMERS ARE AN ESSENTIAL PART OF THIS AGREEMENT AND FORMED THE BASIS FOR DETERMINING THE PRICE CHARGED FOR THE PRODUCTS. SOME STATES DO NOT ALLOW EXCLUSION OF AN IMPLIED WARRANTY, SO THIS DISCLAIMER MAY NOT APPLY TO YOU. EXCLUSIVE REMEDY COBRA Management Services, LLC. cumulative liability to you or any other party for any loss or damages resulting from any claims, demands, or actions arising out of or relating to this Agreement shall not exceed the individual Notice fee paid to COBRA Management Services, LLC. for use of the Service. In no event shall COBRA Management Services, LLC. be liable for any indirect, incidental, consequential, special, or exemplary damages or fines. EXCLUSION OF CONSEQUENTIAL AND OTHER DAMAGES COBRA Management Services, LLC. WILL NOT BE LIABLE TO USER OR ANY THIRD-PARTY CLAIMANT FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL, OR INCIDENTAL DAMAGES, WHETHER BASED ON A CLAIM OR ACTION OF CONTRACT, WARRANTY, NEGLIGENCE, STRICT LIABILITY, OR OTHER TORT, BREACH OF ANY STATUTORY DUTY, INDEMNITY OR CONTRIBUTION, OR OTHERWISE, EVEN IF COBRA Management Services, LLC. AS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE EXCLUSION CONTAINED IN THIS PARAGRAPH SHALL APPLY REGARDLESS OF THE FAILURE OF THE EXCLUSIVE REMEDY PROVIDED IN THE FOREGOING PARAGRAPH. SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE LIMITATIONS OR EXCLUSIONS IN THIS AND THE FOREGOING PARAGRAPH MAY NOT APPLY TO YOU. PROPRIETARY RIGHTS TO CONTENTS Title, ownership rights, and intellectual property rights in and to the Service shall remain with COBRA Management Services, LLC. The Service and the intellectual property operating it are protected by international copyright treaties. Title, ownership rights, and intellectual property rights in and to the content, and code accessed through the Service is the property of the COBRA Management Services, LLC. and may be protected by applicable copyright or other law. This License gives you no rights to such content or code. All contents of the Service are: Copyright © 2002 COBRA Management Services, LLC. and/or its suppliers. All rights reserved. TERMINATION We may terminate your account at any time and for any reason. This agreement will terminate automatically if you fail to comply with the limitations described above. MODIFICATIONS TO TERMS OF SERVICE AND OTHER POLICIES COBRA Management Services, LLC. reserves the right to change its terms of service policy at any time. You are responsible for regularly reviewing our terms of services and other policies from our web site. Continued use of the service after any such changes shall constitute your consent to such changes. MISCELLANEOUS This Agreement represents the complete agreement concerning this license between the parties and supersedes all prior agreements and representations between them. For More Information If you have any questions or comments about this agreement, our services, or your experience with COBRA Management Services, LLC. you can contact us at (206) 528-1771 or write to us at: COBRA Management Services, LLC. Headquarters PO Box 75239 Seattle, WA 98175 (206) 729-1571
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