PLEASE READ THESE TERMS OF SERVICE (“TERMS” OR “AGREEMENT”) CAREFULLY BEFORE USING THE SERVICES OFFERED BY SIGNAL ADVISORS INSURANCE, LLC DBA RETIRE RIGHT (“RETIRE RIGHT” OR “WE”). YOUR USE OF THE SERVICES IS EXPRESSLY CONDITIONED UPON YOUR ASSENT TO ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT TO THE EXCLUSION OF ALL OTHER TERMS. BY CHECKING THE BOX, CLICKING THE “SUBMIT” (OR SIMILAR) BUTTON, OR BY USING THE SERVICES IN ANY MANNER (AS APPLICABLE) (I) YOU OR THE ENTITY YOU REPRESENT (“CUSTOMER” OR “YOU”) AGREE THAT YOU HAVE READ AND AGREE TO BE BOUND BY AND A PARTY TO THE TERMS AND CONDITIONS OF THIS AGREEMENT, AND (II) YOU REPRESENT AND WARRANT THAT YOU ARE AUTHORIZED TO BIND CUSTOMER.
1. Access to the Service.
Subject to Customer’s compliance with the terms and conditions of this Agreement and any other agreement between Customer and Retire Right, Retire Right grants Customer a nonexclusive, limited, personal, nonsublicensable, nontransferable right and license to internally access and use the Retire Right’s technology platform for offerings such as, submitting life insurance and annuity applications, case communication, policy management and commission management, and any other offerings provided by Retire Right (collectively, the “Service,” or “Services”) for the business purposes of Customer. You will not use the Services, including the technology platform, to communicate with third parties, claim to be affiliated with Retire Right, or submit applications unless you have separately contracted with Retire Right explicitly permitting you to do so. Please note that you must be at least 18 years of age to use the Services on this website or the portal (“ Site”). If you breach any of the Terms, your authorization to use this Site or these Services automatically terminates.
2. Service Updates.
From time to time, Retire Right may provide upgrades, patches, enhancements, modifications, changes, or fixes for the Services to its customers generally without additional charge (“Updates”), and such Updates will become part of the Services and subject to this Agreement; provided that Retire Right shall have no obligation under this Agreement or otherwise to provide any such Updates. Customer understands that Retire Right may cease supporting old versions or releases of the Services at any time in its sole discretion; provided that Retire Right shall use commercially reasonable efforts to give Customer reasonable prior notice of any major changes.
We may revise these Terms of Service at any time and you agree to be bound by the revised Terms. Any modification will become effective when it is first posted to the Site. You are responsible to return to the Terms of Service from time to time to review the most current terms and conditions. We may notify you by posting a new version of this Term of Service, notifying visitors on the website that a new version has been posted, or any other method. These Terms replace and supersede any prior terms of service.
3. Ownership; Feedback.
As between the parties, Retire Right retains all right, title, and interest in and to the Services, and all software, products, works, and other intellectual property and moral rights related thereto or created, used, or provided by Retire Right for the purposes of this Agreement, including any copies and derivative works of the foregoing. Any software which is distributed or otherwise provided to Customer hereunder shall be deemed a part of the “Services” and subject to all of the terms and conditions of this Agreement. No rights or licenses are granted except as expressly and unambiguously set forth in this Agreement. Customer may (but is not obligated to) provide suggestions, comments or other feedback to Retire Right with respect to the Service (“Feedback”). Feedback, even if designated as confidential by Customer, shall not create any confidentiality obligation for Retire Right notwithstanding anything else. Retire Right acknowledges and agrees that all Feedback is provided “AS IS” and without warranty of any kind. Customer shall, and hereby does, grant to Retire Right a nonexclusive, worldwide, perpetual, irrevocable, transferable, sublicensable, royalty-free, fully paid up license to use and exploit the Feedback for any purpose. Nothing in this Agreement will impair Retire Right’s right to develop, acquire, license, market, promote or distribute products, software or technologies that perform the same or similar functions as, or otherwise compete with any products, software or technologies that Customer may develop, produce, market, or distribute.
4. Restrictions.
Except as expressly set forth in this Agreement, Customer shall not (and shall not permit any third party to), directly or indirectly: (i) reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, object code, or underlying structure, ideas, or algorithms of the Service (except to the extent applicable laws specifically prohibit such restriction); (ii) modify, translate, or create derivative works based on the Service; (iii) copy, rent, lease, distribute, pledge, assign, or otherwise transfer or encumber rights to the Service; (iv) use the Service for the benefit of a third party; (v) remove or otherwise alter any proprietary notices or labels from the Service or any portion thereof; (vi) use the Service to build an application or product that is competitive with any Retire Right product or service; (vii) interfere or attempt to interfere with the proper working of the Service or any activities conducted on the Service; (viii) use the Services to violate any applicable law, rule, treaty, code, or regulation; or (ix ) bypass any measures Retire Right may use to prevent or restrict access to the Service (or other accounts, computer systems or networks connected to the Service). Customer is responsible for all of Customer’s activity in connection with the Service, including but not limited to uploading Customer Data (as defined below) onto the Service. Customer (a) shall use the Service in compliance with all applicable local, state, national and foreign laws, treaties and regulations in connection with Customer’s use of the Service (including those related to data privacy, international communications, export laws and the transmission of technical or personal data laws), and (b) shall not use the Service in a manner that violates any third party intellectual property, contractual or other proprietary rights. Retire Right Services are not targeted towards, nor intended for use by, anyone under the age of 18. If you are under the age of 18, you are not permitted to use our Services. If you are a financial professional and any documents, information, or data is provided to you then it is for financial professional use only, unless it explicitly and unambiguously in writing states otherwise.
5. Customer Data.
For purposes of this Agreement, “Customer Data” shall mean any data, information or other material provided, uploaded, or submitted by Customer to the Service or Retire Right in the course of using the Service. Unless otherwise agreed, Customer shall retain all right, title and interest in and to the Customer Data, including all intellectual property rights therein. Customer, not Retire Right, shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership or right to use of all Customer Data. Retire Right shall use commercially reasonable efforts to maintain the security and integrity of the Service and the Customer Data. Retire Right is not responsible to Customer for unauthorized access to Customer Data or the unauthorized use of the Service unless such access is due to Retire Right’s gross negligence or willful misconduct. Customer is responsible for the use of the Service by any person to whom Customer has given access to the Service, even if Customer did not authorize such use. Customer agrees and acknowledges that Customer Data may be irretrievably deleted if Customer’s account is inactive for one hundred twenty (120) days or more. Notwithstanding anything to the contrary, Customer acknowledges and agrees that Retire Right may (i) internally use and modify (but not disclose) Customer Data for the purposes of (A) providing the Service to Customer and (B) generating Aggregated Anonymous Data (as defined below), and (ii) freely use and make available Aggregated Anonymous Data for Retire Right’s business purposes (including without limitation, for purposes of improving, testing, operating, promoting and marketing Retire Right’s products and services). “Aggregated Anonymous Data” means data submitted to, collected by, or generated by Retire Right in connection with Customer’s use of the Service, but only in aggregate, anonymized form which can in no way be linked specifically to Customer.
6. Third Party Services.
Customer acknowledges and agrees that the Service may operate on, with or using application programming interfaces (APIs) and/or other services operated or provided by third parties (“Third Party Services”), including without limitation through integrations or connectors to such Third Party Services that are provided by Retire Right, and accepting of these Terms, Customer is agreeing to be bound by the terms of the third parties providing the Third Party Services (“Third Party Terms”). These Third Party Terms can be found below and within the Retire Right’s technology platform. Retire Right is not responsible for the operation of any Third Party Services nor the availability or operation of the Service to the extent such availability and operation is dependent upon Third Party Services. Customer is solely responsible for procuring any and all rights necessary for it to access Third Party Services (including any Customer Data or other information relating thereto) and for complying with any applicable terms or conditions thereof. Retire Right does not make any representations or warranties with respect to Third Party Services or any third party providers. Any exchange of data or other interaction between Customer and a third party provider is solely between Customer and such third party provider and is governed by such third party’s terms and conditions. Please click below for select Third Party Terms. From time to time, other Third Party Terms may be added or removed from the Retire Right technology platform, which may modify the below without further notice.
Firelight
Google Maps API
SalesForce
Amazon
Dwolla
Plaid
7. Dwolla/Plaid.
Customer expressly authorizes Retire Right's service providers, Dwolla, Inc. and Plaid Inc., to originate credit transfers to Customer's financial institution account.
8. Term; Termination.
This Agreement shall continue in effect until terminated as set forth herein. Either party may terminate this Agreement for convenience by providing thirty (30) days’ prior written notice to the other party. In the event Retire Right determines Customer materially breaches this Agreement or any other agreements between the two parties, or if Retire Right determines it is in its best interest, Retire Right may terminate this Agreement immediately by providing written notice to Customer. Without limiting the foregoing, Retire Right may suspend or limit Customer’s access to or use of the Service if (i) Customer owes any funds to Retire Right, or (ii) Customer’s use of the Service results in (or is reasonably likely to result in) damage to or material degradation of the Service which interferes with Retire Right’s ability to provide access to the Service to other customers, or (iii) Retire Right determines that it is in best interest to suspend or limit such access. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, accrued payment obligations, ownership provisions, warranty disclaimers, indemnity and limitations of liability. For avoidance of doubt, Retire Right may unilaterally revise these Terms at any time in accordance with Section 2.
9. Indemnification.
Customer shall defend, indemnify, and hold harmless Retire Right, its affiliates and each of its and its affiliates’ employees, contractors, directors, shareholders, suppliers and representatives (collectively, the “Indemnitee”) from all liabilities, claims, and expenses paid or payable to an unaffiliated third party (including reasonable attorneys’ fees) (“Losses”), that arise from or relate to any claim that (i) the Customer Data or Customer’s use of the Service infringes, violates, or misappropriates any third party intellectual property or proprietary right or violates any applicable law or regulation, or (ii) the Customer breached these Terms.
10. Disclaimer.
EXCEPT AS EXPRESSLY SET FORTH HEREIN, THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” AND ARE WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE, USAGE OF TRADE, OR COURSE OF DEALING, ALL OF WHICH ARE EXPRESSLY DISCLAIMED.
11. Limitation of Liability.
IN NO EVENT RETIRE RIGHT, NOR ITS DIRECTORS, EMPLOYEES, AGENTS, PARTNERS, SUPPLIERS OR CONTENT PROVIDERS, BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO THE SUBJECT MATTER OF THIS AGREEMENT (I) FOR ANY LOST PROFITS, DATA LOSS, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, SUBSTITUTE GOODS OR SERVICES (HOWEVER ARISING) or (II) FOR ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION).
12. Contact.
Customer my contact Retire Right by email at info@retireright.com, by phone at 877-650-5388 or through the Retire Right’s technology platform.
13. Confidentiality.
You agree (i) to hold Retire Right's Confidential Information in confidence and to take reasonable precautions to protect such Confidential Information (including, without limitation, all precautions you employ with respect to your own confidential materials), (ii) not to divulge any such Confidential Information or any information derived therefrom to any third person, (iii) not to make any use whatsoever at any time of such Confidential Information except as explicitly permitted in writing by Retire Right, (iv) not to copy or reverse engineer any such Confidential Information and (v) not to export or reexport (within the meaning of U.S. or other export control laws or regulations) any such Confidential Information or product thereof. If the you are an organization, then you also agree that, even within Customer, Confidential Information will be disseminated only to those employees, officers and directors with a clear and well-defined “need to know” for purposes of the business relationship between the parties, and only if those persons are subject to an equivalent non-disclosure obligation. Without granting any right or license, Retire Right agrees that the foregoing shall not apply with respect to any information after five years following the disclosure thereof or any information that the Customer can document (i) is or becomes (through no improper action or inaction by the Customer or any affiliate, agent, consultant or employee of the Customer) generally available to the public without any requirement of confidentiality, or (ii) was in its possession or known by it without restriction prior to receipt from Retire Right, or (iii) was rightfully disclosed to it by a third party without restriction, or (iv) was independently developed without use of any Confidential Information of Retire Right. You may make disclosures required by law or court order provided that you use diligent reasonable efforts to limit disclosure and to obtain confidential treatment or a protective order and allows Retire Right to participate in the proceeding, and to the earliest extent permitted by law inform Retire Right of such anticipated disclosure.
14. Consent to Be Contacted.
By using or accessing the Site or the Services, you consent to being contacted by us for any business, marketing, commercial, and/or administrative purpose via telephone, mail, email, text, social media, or any other communication method. This consent shall continue until it notice that the consent is terminated, which you may do at any time by sending an email to info@retireright.com, providing details of your request.
15. Miscellaneous.
Entire Agreement.
This Agreement represents the entire agreement between Customer and Retire Right with respect to the subject matter hereof, and supersedes all prior or contemporaneous communications and proposals (whether oral, written or electronic) between Customer and Retire Right. Except as otherwise provided herein, no modification or amendment of any provision of this Agreement shall be effective unless agreed by both parties in writing, and no waiver of any provision of this Agreement shall be effective unless in writing and signed by the waiving party. In the event of any irreconcilable conflict between this Agreement and an agreement signed by Customer and Retire Right, the agreement signed by Customer and Retire Right shall control.
Law, Jurisdiction, and Venue.
The Agreement shall be governed by and construed in accordance with the laws of the State of Michigan, excluding its conflicts of law rules, and the parties consent to exclusive jurisdiction in the state and federal courts located in Michigan. Customer and Retire Right agree: (1) that this Agreement is entered into in Wayne County, Michigan and that the Services are being provided from Wayne County, Michigan; (2) by entering into this Agreement Retire Right and Customer are conducting business in Wayne County, Michigan; (3) that venue in Wayne County, Michigan is convenient and proper, each irrevocably waiving any argument that Wayne County, Michigan is an inconvinent forum.
Notice.
All notices under this Agreement shall be in writing and shall be deemed to have been duly given when received, if personally delivered or sent by certified or registered mail, return receipt requested; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; or the day after it is sent, if sent for next day delivery by recognized overnight delivery service. Notices to Retire Right must be sent to 1555 Broadway St., Detroit, MI 48226, attn: Legal Department. Either party may update its address set forth above by giving notice in accordance with this section.
Neither party shall be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond such party’s reasonable control, including, without limitation, the elements; fire; flood; severe weather; earthquake; vandalism; accidents; sabotage; power failure; denial of service attacks or similar attacks; Internet failure; acts of God and the public enemy; acts of war; acts of terrorism; riots; civil or public disturbances; strikes lock-outs or labor disruptions; any laws, orders, rules, regulations, acts or restraints of any government or governmental body or authority, civil or military, including the orders and judgments of courts.
Assignment.
Only Retire Right may assign its rights and/or obligations hereunder without the other party’s consent .
Severability.
If any provision in this Agreement is held to be invalid, illegal or unenforceable, then the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.
Survival.
All provisions that are intended by their nature to survive termination of this Agreement shall survive termination, including the sections titled: Ownership; Restrictions; Indemnification; Limitation of Liability; Confidentiality; Entire Agreement; Laws and Venue; Assignment; Severability; and Survival.
Relationship of the Parties.
No agency, partnership, joint venture, or employment relationship is created as a result of this Agreement and neither party has any authority of any kind to bind the other in any respect. In any action or proceeding to enforce rights under this Agreement, the prevailing party shall be entitled to recover costs and attorneys’ fees. If any provision of this Agreement is held to be unenforceable for any reason, such provision shall be reformed only to the extent necessary to make it enforceable.
Waiver.
The failure of either party to act with respect to a breach of this Agreement by the other party shall not constitute a waiver and shall not limit such party’s rights with respect to such breach or any subsequent breaches.
Privacy and Release of Information.
Under normal circumstances, Retire Right will never release your provided information to any third party unless (1) you have consented to such disclosure, (2) we have a contractual business relationship with the third party providing for such disclosure, or (3) the disclosure is necessary for, proper to, or in connection with our ordinary course of business. However, in cases of Terms violations or illegal activities, we reserve the right to forward any and all known information about you and your accounts to your ISP (including libraries, schools, and places of employment), email service provider, your ISP account owner (if someone else is actually paying for it), and any parties whose copyright has clearly been infringed by your actions on the boards, or requests from law enforcement authorities.
Site Security and Conduct.
We have incorporated reasonable commercially available measures to protect the Site from unauthorized access. Any unauthorized commercial use of the Service is expressly prohibited. You agree to comply with all applicable local, state, national, and international laws and regulations and are solely responsible for all acts or omissions that occur under your user ID or password, or in connection with your use of the Services. You must protect the confidentiality of your password, and you should change your password periodically. You are also responsible for the acts or omissions of any individual to whom you grant access—either intentionally or unintentionally—by sharing your user ID or password. Further, by way of example and not as a limitation, you agree not to:
use the Service in connection with chain letters, junk e-mail, spamming or any duplicative or unsolicited messages (commercial or otherwise);
harvest or otherwise collect information about others, including e-mail addresses, without their consent;
create a false identity or forged e-mail address or header, or otherwise attempt to mislead others as to the identity of the sender or the origin of the message;
transmit through the Service any Materials that are unlawful, harassing, libelous, abusive, threatening, harmful, vulgar, obscene, or otherwise objectionable material of any kind or nature;
transmit any material that contains viruses, Trojan horses, worms, trap doors, back doors, Easter eggs, time bombs, cancelbots, netbots, or any other harmful or deleterious programs or scripts;
violate any U.S. law regarding the transmission of technical data or software exported from the United States through the Service;
interfere with or disrupt networks connected to the Service or violate the regulations, policies or procedures of such networks;
attempt to gain unauthorized access to the Service, other accounts, computer systems or networks connected to the Service, through password mining or any other means; or
interfere with another User’s use and enjoyment of the Service.
System and Network Security.
Violations of system or network security are prohibited, and may result in criminal and civil liability. We will investigate incidents involving such violations and may involve and will cooperate with law enforcement if a criminal violation is suspected. You must take reasonable security precautions in light of your use of the Service. You are solely responsible for any breaches of security affecting the servers under your control.
Notification of Claims of Infringement.
If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please notify our agent for notice of claims of copyright or other intellectual property infringement at:
Designated Agent: General Counsel
Address of Agent: Retire Right, 1555 Broadway St., Detroit, MI 48226
Telephone: 1-866-774-4625
Fax: (313) 879-2705
Email: Infringement@signaladvisors.com
Please provide the following information:
Identify the material on the Site that you claim is infringing in sufficient detail so that we can find it;
Include the specific statement that you have a good faith belief that the disputed use you have identified is not authorized by the copyright owner, its agent, or the law;
Include the specific statement in which you declare, under penalty of perjury, that (a) the information you have provided is accurate, and (b) that you are the owner of the copyright interest involved or that you are authorized to act on behalf of that owner;
Your address, telephone number, and email address; and
Your physical or electronic signature.
We will remove the infringing content according to the procedures outlined in the Digital Millennium Copyright Act of 1998.
Please note that, pursuant to 17 U.S.C. 512(f), any misrepresentation of fact or falsities in a written notification will automatically subject the complaining party to liability for damages, costs and attorneys’ fees incurred by us in connection with the written notification and your allegation of copyright infringement.