Last Revised on May 4, 2023

Welcome to the Terms of Service (these “Terms”) for the 1Fort platform (“Platform”), available at www.1fort.com (the “Website”), operated on behalf of 1Fort Inc. (“1Fort”, “we” or “us”).  The Website, Platform and any content, tools, features and functionality offered on or through our Website are collectively referred to as the “Services.”These Terms govern your access to and use of the Services.  Please read these Terms carefully, as they include important information about your legal rights. By accessing and/or using the Services, you are agreeing to these Terms. If you do not understand or agree to these Terms, please do not use the Services.For purposes of these Terms, “you” and “your” means you as the user of the Services. If you use the Services on behalf of a company or other entity then “you” includes you and that entity, and you represent and warrant that (a) you are an authorized representative of the entity with the authority to bind the entity to these Terms, and (b) you agree to these Terms on the entity’s behalf.

1. Who May Use the Services

‍To use the Services, you must be an authorized representative of a company or entity invited and onboarded to the Services through an insurance broker with a Platform subscription that you have engaged as your insurance broker (“Your Broker”). By using the Services, you represent and warrant that you meet these requirements.

2. User Accounts

(2.1) Creating and Safeguarding your Account.
To use certain of the Services, you need to create an account on the Platform through the link or invitation provided by Your Broker (“Account”). You agree to provide us with accurate, complete and updated information for your Account. You can access, edit and update your Account via the following means: sign into your account and navigate to My Settings. You are solely responsible for any activity on your Account and for maintaining the confidentiality and security of your password. We are not liable for any acts or omissions by you in connection with your Account. You must immediately notify us at hello@1fort.com if you know or have any reason to suspect that your Account or password have been stolen, misappropriated or otherwise compromised, or in case of any actual or suspected unauthorized use of your Account. You agree not to create any Account if we have previously removed you, or we previously banned you from any of our Services, unless we provide written consent otherwise. As a company, organization or other entity allowing your personnel to access and use the Services, you are responsible for ensuring that only your employees that you expressly permit to use the Services access your Account, and that your terminated employees can no longer access your Account and cease using the Services following their termination.

3. Location of Our Privacy Policy

‍Our Privacy Policy describes how we handle the information you provide to us when you use the Services. For an explanation of our privacy practices, please visit our Privacy Policy located at https://www.1fort.com/privacy. 

4. Rights We Grant You

(4.1) Right to Use Services.

Subject to your compliance with these Terms, we hereby grant you a non-assignable, non-sublicensable, non-transferrable and non-exclusive right to access and use the Services solely for your internal business purposes. Your access and use of the Services may be interrupted from time to time for any of several reasons, including, without limitation, the malfunction of equipment, periodic updating, maintenance or repair of the Services or other actions that 1Fort, in its sole discretion, may elect to take.

(4.2) Restrictions On Your Use of the Services.

You may not do any of the following in connection with your use of the Services, unless applicable laws or regulations prohibit these restrictions or we expressly permit you to do so on the Platform or otherwise in writing:

(a) download, modify, copy, distribute, transmit, display, perform, reproduce, duplicate, publish, license, create derivative works from, or offer for sale any information contained on, or obtained from or through, the Services (except for temporary files that are automatically cached by your web browser for display purposes), or use automation software (bots), hacks, modifications (mods) or any other unauthorized third-party software designed to modify the Services;

(b) duplicate, decompile, reverse engineer, disassemble or decode the Services (including any underlying idea or algorithm), or attempt to do any of the same;

(c) use, reproduce or remove any copyright, trademark, service mark, trade name, slogan, logo, image, or other proprietary notation displayed on or through the Services;

(d) access or use the Services in any manner that could disable, overburden, damage, disrupt or impair the Services or interfere with any other party’s access to or use of the Services or use any device, software or routine that causes the same, or introduce any viruses, trojan horses, worms, logic bombs or other materials that are malicious or technologically harmful into our systems;

(e) attempt to gain unauthorized access to, interfere with, damage or disrupt the Services, accounts registered to other users, or the computer systems or networks connected to the Services, or circumvent, remove, alter, deactivate, degrade or thwart any technological measure or content protections of the Services;

(f) use any robot, spider, crawlers, scraper, or other automatic device, process, software or queries that intercepts, “mines,” scrapes, extracts, or otherwise accesses the Services to monitor, extract, copy or collect information or data from or through the Services, or engage in any manual process to do the same;

(g) use the Services for illegal, unethical or disruptive purposes, or otherwise use the Services in a manner that is in violation of any applicable law or regulation or violates any third party’s privacy, publicity, intellectual property or other rights;

(or access or use the Services in any way not expressly permitted by these Terms.

5. Ownership and YOUR licenses and representations

(5.1) Ownership of the Services.

The Services, including their “look and feel” (e.g., text, graphics, images, logos), proprietary content, information and other materials, are protected under copyright, trademark and other intellectual property laws. You agree that 1Fort and/or its licensors own all right, title and interest in and to the Services (including any and all intellectual property rights therein) and you agree not to take any action(s) inconsistent with such ownership interests.  We and our licensors reserve all rights in connection with the Services and its content (other than Your Content), including, without limitation, the exclusive right to create derivative works. 

(5.2) Ownership of Trademarks.

1Fort’s name, 1Fort’s logo and all related names, logos, product and service names, designs and slogans are trademarks of 1Fort or its affiliates or licensors.  Other names, logos, product and service names, designs and slogans that appear on the Services are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by us.  

(5.3) Ownership of Feedback.
We welcome feedback, comments and suggestions for improvements to the Services (“Feedback”). You acknowledge and expressly agree that any contribution of Feedback does not and will not give or grant you any right, title or interest in the Services or in any such Feedback. All Feedback becomes the sole and exclusive property of 1Fort, and 1Fort may use and disclose Feedback in any manner and for any purpose whatsoever without further notice or compensation to you and without retention by you of any proprietary or other right or claim. You hereby assign to 1Fort any and all right, title and interest (including, but not limited to, any patent, copyright, trade secret, trademark, show-how, know-how, moral rights and any and all other intellectual property right) that you may have in and to any and all Feedback. 

(5.4) License Grant to Your Computer Systems and Content.
You hereby grant to 1Fort a worldwide, non-exclusive, transferable (in connection with an assignment by 1Fort of these Terms), sublicensable, royalty-free license to (i) connect to, access and use your computer systems, and (ii) access, scan, host, view, cache, transmit, store, use, display, modify and create derivative works of the content, data and information contained or stored in your computer systems that are connected to the Services or that you otherwise upload or provide to the Services, or that you develop or create using the Services (“Your Content”), and make Your Content available to Your Broker, in each case of (i) and (ii), for the purpose of our operation of the Services and provision of the Services to you and Your Broker. We may also use Your Content that is anonymized such that it does not identify you or any individual for the purpose of optimizing and improving our products and services and otherwise for our business purposes. 

(5.5) Our Use and Disclosure of Your Content.
You agree that the above rights and licenses include a right for us to make Your Content available to, and pass these rights along to, others with whom we have contractual relationships related to the provision of the Services, solely for the purpose of providing such Services, and to otherwise permit access to or disclose Your Content to third parties if we determine such access is necessary to comply with our legal obligations. To the fullest extent permitted by applicable law, 1Fort reserves the right, and has absolute discretion, to remove, screen, edit, or delete any of Your Content from the Services at any time, for any reason, and without notice.

(5.6) Your Content Warranties.
By enabling your computer systems to connect to the Platform and/or submitting Your Content to the Services, you represent and warrant that you have, or have obtained, all rights, licenses, consents, permissions, power and/or authority necessary to grant the rights granted herein for Your Content. You further represent and warrant that Your Content does not contain material subject to copyright or other proprietary rights, unless you have the necessary permission or are otherwise legally entitled to post the material and to grant us the license described above.

6. Third Party Services and Materials 

‍Certain Services may display, include or make available content, data, information, applications or materials from third parties (“Third Party Materials”) or provide links to certain third party websites. By using the Services, you acknowledge and agree that 1Fort is not responsible for examining or evaluating the content, accuracy, completeness, availability, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect of such Third Party Materials or websites. We do not warrant or endorse and do not assume and will not have any liability or responsibility to you or any other person for any third-party services, Third Party Materials or third-party websites, or for any other materials, products, or services of third parties. Third Party Materials and links to other websites are provided solely as a convenience to you.  

7. Disclaimers

(7.1) General Disclaimers as to Services.

YOUR ACCESS TO AND USE OF THE SERVICES ARE AT YOUR OWN RISK. YOU UNDERSTAND AND AGREE THAT THE SERVICES ARE PROVIDED TO YOU ON AN “AS IS” AND “AS AVAILABLE” BASIS. WITHOUT LIMITING THE FOREGOING, TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, 1FORT, ITS PARENTS, AFFILIATES, RELATED COMPANIES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, PARTNERS AND LICENSORS (THE “THE 1FORT ENTITIES”) DISCLAIM ALL WARRANTIES AND CONDITIONS IN CONNECTION WITH THESE TERMS AND THE SERVICES, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, THE 1FORT ENTITIES MAKE NO WARRANTY OR REPRESENTATION AND DISCLAIM ALL RESPONSIBILITY AND LIABILITY FOR: (A) THE COMPLETENESS, ACCURACY, AVAILABILITY, TIMELINESS, SECURITY OR RELIABILITY OF THE SERVICES; (B) ANY HARM TO YOUR COMPUTER SYSTEMS, LOSS OF DATA, OR OTHER HARM THAT RESULTS FROM YOUR ACCESS TO OR USE OF THE SERVICES; (C) THE OPERATION OR COMPATIBILITY OF THE SERVICES WITH ANY OTHER APPLICATION OR ANY PARTICULAR SYSTEM OR DEVICE; (D) WHETHER THE SERVICES WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE OR ERROR-FREE BASIS; (E) THE DELETION OF, OR THE FAILURE TO STORE OR TRANSMIT, YOUR CONTENT AND OTHER DATA AND COMMUNICATIONS MAINTAINED BY THE SERVICES; OR (F) YOUR CONTENT OR COMPUTER SYSTEMS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM THE 1FORT ENTITIES OR THROUGH THE SERVICES, WILL CREATE ANY WARRANTY OR REPRESENTATION NOT EXPRESSLY MADE HEREIN.

(7.2) No Legal or Professional Advice.

WHILE THE SERVICES MAY BE USED TO FACILITATE THE IMPROVEMENT OF YOUR SYSTEM SECURITY BY PROVIDING OBSERVATIONS REGARDING POTENTIAL GAPS AND PROVIDING REMEDIAL RECOMMENDATIONS FOR YOUR CONSIDERATION, OUR OBSERVATIONS AND RECOMMENDATIONS ARE NECESSARILY BASED ON INCOMPLETE AND LIMITED INFORMATION AND WE DO NOT GUARANTEE THE ACCURACY OF ANY OBSERVATION OR OUTCOME OF ANY RECOMMENDATIONS OR SUGGESTIONS PROVIDED THROUGH THE SERVICES, AND SUCH OBSERVATIONS, RECOMMENDATIONS OR SUGGESTIONS SHOULD NOT BE RELIED UPON AS PROFESSIONAL ADVICE. THE 1FORT ENTITIES DO NOT PROVIDE CYBERSECURITY, PRIVACY OR DATA PROTECTION COMPLIANCE, LEGAL OR OTHER PROFESSIONAL CONSULTING OR ADVICE. YOU ASSUME ALL RISK AND LIABILITY RELATED TO OR ARISING FROM THE INTERPRETATION OR USE OF THE SERVICES, ANY DERIVATIVES THEREOF OR ANY TEMPLATES, RECOMMENDATIONS, OBSERVATIONS, SUGGESTIONS, DATA OR INFORMATION PROVIDED TO YOU BY US. THE 1FORT ENTITIES SHALL NOT HAVE ANY LIABILITY WITH RESPECT TO ANY DECISIONS YOU TAKE OR AVOID TAKING BASED ON THE SERVICES OR RESULTS THEREOF.

(7.3) No Insurance Guarantees.

YOU ACKNOWLEDGE AND AGREE THAT THE 1FORT ENTITIES ARE NOT ACTING AS AN INSURANCE BROKER OR AGENT IN CONNECTION WITH THE SERVICES. WE ARE NOT RESPONSIBLE FOR ANY INSURANCE APPLICATION DECISIONS OR OUTCOMES, AND YOU AGREE THAT ANY RELIANCE ON THE INFORMATION PROVIDED BY OUR SERVICES IS AT YOUR OWN RISK. WE MAKE NO RECOMMENDATIONS OR ASSURANCES REGARDING THE AVAILABILITY, COST OR TERMS OF INSURANCE POLICIES OR COVERAGES. ALL DECISIONS REGARDING THE AMOUNT, TYPE OR TERMS OF POLICIES AND COVERAGES ARE YOUR SOLE RESPONSIBILITY. WE WILL NOT HAVE ANY LIABILITY WITH RESPECT TO SUCH DECISIONS. 

(7.4) THE LAWS OF CERTAIN JURISDICTIONS, INCLUDING NEW JERSEY, DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES AS SET FORTH IN SECTION 8 BELOW. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS AND BELOW EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.

8. Limitations of Liability AND INDEMNIFICATION. 

(8.1) TO THE EXTENT NOT PROHIBITED BY LAW, YOU AGREE THAT IN NO EVENT WILL ANY OF THE 1FORT ENTITIES BE LIABLE FOR ANY CLAIM, DEMAND OR DAMAGES OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, THE SERVICES, YOUR CONTENT OR THE USE, DELIVERY OR PERFORMANCE OF THE SERVICES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS, LOSS OF USE, DATA OR PROFITS, BUSINESS INTERRUPTION OR ANY OTHER DAMAGES OR LOSSES), HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY OR TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EVEN IF THE 1FORT ENTITIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. IN THE EVENT THAT DAMAGES IN CONNECTION WITH THESE TERMS OR THE SERVICES ARE AWARDED BY A COURT OF COMPETENT JURISDICTION, THE 1FORT ENTITIES’ TOTAL AGGREGATE LIABILITY TO YOU FOR ANY DAMAGES FINALLY AWARDED SHALL NOT EXCEED ONE HUNDRED DOLLARS ($100.00). THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. 

(8.2) Indemnification.

By entering into these Terms and accessing or using the Services, you agree that you shall defend, indemnify and hold the 1Fort Entities harmless from and against any and all claims, costs, damages, losses, liabilities and expenses (including attorneys’ fees and costs) incurred by the 1Fort Entities arising out of or in connection with: (a) your violation or breach of any term of these Terms or any applicable law or regulation; (b) your violation of any rights of any third party; (c) your misuse of the Services; (d) Your Content, or (e) your negligence or wilful misconduct. If you are obligated to indemnify any 1Fort Entity hereunder, then you agree that 1Fort (or, at its discretion, the applicable 1Fort Entity) will have the right, in its sole discretion, to control any action or proceeding and to determine whether 1Fort wishes to settle, and if so, on what terms, and you agree to fully cooperate with 1Fort in the defense or settlement of such claim.

9. Additional Provisions

(9.1) SMS Messaging and Phone Calls.

Certain portions of the Services may allow us to contact you via telephone or text messages. You agree that 1Fort may contact you via telephone or text messages (including by an automatic telephone dialing system) at any of the phone numbers provided by you or on your behalf in connection with your use of the Services, including for marketing purposes. You also understand that you may opt out of receiving text messages from us at any time, either by texting the word “STOP” to 646-389-0780 using the mobile device that is receiving the messages, or by contacting hello@1fort.com. If you do not choose to opt out, we may contact you as outlined in our Privacy Policy.

(9.2) Updating These Terms. We may modify these Terms from time to time in which case we will update the “Last Revised” date at the top of these Terms.  If we make changes that are material, we will use reasonable efforts to attempt to notify you, such as by e-mail and/or by placing a prominent notice on the first page of the Website. However, it is your sole responsibility to review these Terms from time to time to view any such changes.  The updated Terms will be effective as of the time of posting, or such later date as may be specified in the updated Terms. Your continued access or use of the Services after the modifications have become effective will be deemed your acceptance of the modified Terms. No amendment shall apply to a dispute for which a claim has been initiated prior to the change in these Terms.

(9.3) Termination of License and Your Account.

If you breach any of the provisions of these Terms, all licenses granted by 1Fort will terminate automatically. Additionally, 1Fort may suspend, disable, or delete your Account and/or the Services (or any part of the foregoing) with or without notice, for any or no reason. If 1Fort deletes your Account for any suspected breach of these Terms by you, you are prohibited from re-registering for the Services under a different name. In the event of Account deletion for any reason, 1Fort may, but is not obligated to, delete any of Your Content. 1Fort shall not be responsible for the failure to delete or deletion of Your Content. All sections which by their nature should survive the termination of these Terms shall continue in full force and effect subsequent to and notwithstanding any termination of these Terms by 1Fort or you. Termination will not limit any of 1Fort’s other rights or remedies at law or in equity. 

(9.4) Injunctive Relief.

You agree that a breach of these Terms will cause irreparable injury to 1Fort for which monetary damages would not be an adequate remedy and 1Fort shall be entitled to equitable relief in addition to any remedies it may have hereunder or at law without a bond, other security or proof of damages.

(9.5) California Residents. If you are a California resident, in accordance with Cal. Civ. Code § 1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112 Sacramento, CA 95834, or by telephone at (800) 952-5210.

(9.6) Export Laws. You agree that you will not export or re-export, directly or indirectly, the Services and/or other information or materials provided by 1Fort hereunder, to any country for which the United States or any other relevant jurisdiction requires any export license or other governmental approval at the time of export without first obtaining such license or approval. In particular, but without limitation, the Services may not be exported or re-exported (a) into any U.S. embargoed countries or any country that has been designated by the U.S. Government as a “terrorist supporting” country, or (b) to anyone listed on any U.S. Government list of prohibited or restricted parties, including the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce Denied Person’s List or Entity List. By using the Services, you represent and warrant that you are not located in any such country or on any such list. You are responsible for and hereby agree to comply at your sole expense with all applicable United States export laws and regulations.

(9.7) Governing Law and Jurisdiction. These Terms will be construed in accordance with, and your access to the Services will be governed by, the laws of the State of New York, without regard to any conflicts of law principles or provisions that would require the laws of some other jurisdiction to govern. The parties will resolve any claim, cause of action or dispute relating to the Services or these Terms solely in the state and federal courts having jurisdiction over disputes arising in New York County, New York, and each party agrees to submit to the personal jurisdiction of such courts for the purpose of litigating all such claims. 

(9.8) Miscellaneous. These Terms constitutes the entire agreement between the parties with respect to the subject matter hereof and your use of the Services, and supersedes all other agreements and understandings, both written and oral, between the parties with respect to the subject matter hereof. If any provision of these Terms shall be unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions. These Terms and the licenses granted hereunder may be assigned by 1Fort but may not be assigned by you without the prior express written consent of 1Fort. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. The section headings used herein are for reference only and shall not be read to have any legal effect. The Services are operated by us in the United States. Those who choose to access the Services from locations outside the United States do so at their own initiative and are responsible for compliance with applicable local laws. 

(9.9) Communications. You consent to receive all communications including notices, agreements, disclosures, or other information from 1Fort electronically, including by email. 

How to Contact Us.  You may contact us regarding the Services or these Terms at: 335 Madison Ave 3rd FL, New York, NY 10017,  by phone at 646-389-0780 or by e-mail at hello@1fort.com.