TERMS OF MEMBERSHIP AND MEMBERSHIP AGREEMENT
PLEASE READ VERY CAREFULLY THESE TERMS AND CONDITIONS AND THE FAQ BEFORE REGISTERING FOR THIS MEMBERSHIP PROGRAM. PARTICIPATION IN THIS MEMBERSHIP PROGRAM INDICATES THAT YOU ACCEPT THESE TERMS OF MEMBERSHIP AND MEMBERSHIP AGREEMENT. IF YOU DO NOT ACCEPT THESE TERMS OF MEMBERSHIP AND MEMBERSHIP AGREEMENT, PLEASE DO NOT REGISTER FOR OR PARTICIPATE IN THIS MEMBERSHIP PROGRAM.
The following is the Membership Agreement between the Provider of this Membership Program (“We” and “Us” and “Our”) and the enrolled member of this Membership Program (“You”). UPON ENROLLMENT, YOU AGREE TO THESE TERMS AND CONDITIONS. WE URGE YOU TO READ THIS MEMBERSHIP AGREEMENT CAREFULLY AND, IF YOU HAVE ANY QUESTIONS, CALL OUR MEMBER SERVICE REPRESENTATIVES AT THE NUMBER ON YOUR ENROLLMENT EMAIL, MEMBERSHIP MATERIALS, OR ON THE PROGRAM WEBSITE.
- Membership Benefits and Opportunities. As a Member, You are entitled access to certain products, services, discounts, and/or other benefits offered by Us and by participating vendors (“Benefits”), which may include dispatch service, discounts, auto-mobile services and insurance coverage as explained in the Membership Materials or on the Program website. Some Benefits may not be available in your area. See your Membership Materials or Program website for details and limitations. In addition to the Membership Program, We may offer optional items for purchase that enhance your existing Membership. These items may include, but are not limited to, expedited service and other benefits, service and/or component packages that provide additional support and value to Our members. These offerings are subject to the same Terms and Conditions as the Membership Program, and as such, you agree, unless otherwise specified at the time of purchase in writing, that once any of the materials for these optional programs, products and/or services, in part or as a whole, have been provided in an electronic form or any other manner and proprietary information has been divulged for Your use, they are not refundable.
- Membership Term. Your Membership is effective for: a) under the annual membership plan, a period of twelve months following the membership enrollment date, b) under the monthly payment plan, a period of one (1) month following the membership enrollment date and will continue on a month-to-month basis until You cancel your Membership as described below, or c) under the installment payment plan, the period agreed upon by You. You are limited to one Membership per twelve-month period per Immediate Family Member as defined below.
Please Note: You will not be able to utilize your Road Assure Membership until you have received your Welcome Kit and Membership Card.
- Renewal of Membership. Unless You notify Us that You wish to terminate this Agreement and cancel your Membership by following the instructions in the Paragraph titled “TERMINATION OF MEMBERSHIP”, your Membership will be renewed automatically and You will be charged the then-current Membership Fee, which will appear on your billing statement, monthly mortgage statement, or monthly telephone bill, depending upon how You enrolled. This is known as a Continuity Plan. We reserve the right to increase or decrease the Membership Fee for each renewal Membership Term (or each twelve-month period for memberships under the monthly billing plan), effective upon renewal of your Membership.
- Notice of Price Change. You have the right to receive written notice of all changes to your membership fee that vary from the amount you previously authorized. Should you wish to receive such written notification in advance of any change to your membership fee, please contact us at 1-866-575-5928 or write to: Renewal Price Change Notification, P.O. Box 1559, Ponte Vedra Beach, FL 32004. Please include your name, address, telephone number and member ID.
- Payment of Membership Fee. The payment of your Membership Fee (which includes any trial period fee, enrollment or processing fee and shipping and handling charges, as applicable) is made automatically by a direct charge(s) to the billing source authorized by You, in accordance with the payment terms to which You agreed. If applicable, in the event that your billing source cannot process the Membership Fee due to insufficient available credit or funds, We may, at our discretion, divide the total Membership Fee into incremental charges in order to process the total Membership Fee.
- Use of Membership. Your Membership is non-transferable. You agree that only You may use the Membership and the benefits provided within the Membership. Benefits are not for resale. You will promptly notify Us if You become aware of any unauthorized use of your Membership account or Membership number, or if your Membership information is lost or stolen. If You were offered the opportunity to claim a gift in connection with your enrollment in the Program, You are limited to one gift per Program and, depending upon the offer You agreed to, You may be required to be an active member of the Program at the time your gift claim is processed.
- No Guarantee. We make no guarantee regarding the level of service You may receive from any online or off-line benefits included in our service or on our website that may be included within this Program, the amount or accuracy of any content that may be included within this Program, or the speed and sufficiency at which benefits may be distributed to You under this Agreement. In addition, for the avoidance of doubt, We do not guarantee the Program will be operable at all times or during any down time (i) caused by outages to any public telephony switches, Internet backbones, networks or servers, (ii) caused by any failures of Your equipment, systems or local access services, (iii) for previously scheduled maintenance or (iv) relating to events beyond Our control (or Our wholly owned subsidiaries) control such as strikes, riots, insurrection, fires, floods, explosions, war, governmental action, labor conditions, earthquakes, natural disasters, or interruptions in Internet services to an area where Our (or Our wholly owned subsidiaries) or Your servers are located or co-located.
- Payment. You may receive a payment related to certain service reimbursements associated with this Membership Program, and/or other events performed in connection with your participation in this Membership Program, in each case as determined by Us through the reimbursement information available on Our Program website. Unless otherwise agreed to by the parties in writing (including by electronic mail), payments to You shall be sent by Us approximately ninety (90) days after the end of each calendar month in which reimbursement services were performed.In the event that this Agreement is terminated, You agree to forfeit and waive all rights to any pending or future payment(s), and reimbursements related to your activity or transactions as a member of this Program unless otherwise prohibited by law. In the event that You fail to comply with any of these Terms and Conditions or the Guidelines or you owe any amounts due to Us, Our partners and/or suppliers, We reserve the right to retain any and all payments and reimbursement amounts paid by You for any balances due to Us, Our suppliers and/or clients. In addition, if You are past due on any payment to Us in connection with any of Our programs (including without limitation any unrelated program), We reserve the right to withhold payment until all outstanding payments have been made, or to offset amounts owed to You in connection with the Program by amounts owed by You to Us.Notwithstanding the foregoing, We shall not be liable for any payment based on any amounts which result from fraudulent service requests as reasonably determined by Us, including without limitation through any fraudulent activity (i) originating from Your phone number or IP addresses or computers under Your control, (ii) solicited by payment of money, false representation, or request for dispatch service, or (iii) solicited by payment of money, false representation, or any illegal or otherwise invalid request for assistance. To ensure proper payment, You are solely responsible for providing and maintaining accurate address and other contact information as well as payment information associated with Your account. For U.S. taxpayers, this information includes without limitation a valid U.S. tax identification number. For non-U.S. taxpayers, this information includes without limitation either a signed certification that the taxpayer does not have U.S. Activities, or a fully-completed Form W-8 or other form, which may require a valid U.S. tax identification number, as required by the U.S. tax authorities.
Any bank fees related to returned or cancelled checks due to a contact or payment information error or omission may be deducted from any newly issued payment(s). You agree to pay all applicable taxes or charges imposed by any government entity in connection with Your participation in the Program. We may change the pricing and/or payment structure at any time. If You dispute any payment made under the Program, You must notify Us in writing within thirty (30) days of any such payment; failure to so notify Us shall result in the waiver by You of any claim relating to any such disputed payment. Payment shall be calculated solely based on records We maintain. No other measurements or statistics of any kind shall be accepted by Us or have any effect under this Agreement.
- Disclaimer of Liability. You agree that We and our subsidiaries and affiliates are not responsible or liable for any Benefits provided by participating vendors and, if You have any claims relating to such Benefits, You will make your claim against the vendors providing the Benefit. WE MAKE NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO ANY OF THE BENEFITS OR RELATED INFORMATION PROVIDED TO YOU. UNDER NO CIRCUMSTANCES SHALL OUR LIABILITY EXCEED YOUR CURRENT MEMBERSHIP FEE, AND UNDER NO CIRCUMSTANCES SHALL WE BE LIABLE FOR YOUR INCIDENTAL OR CONSEQUENTIAL DAMAGES. We reserve the right to eliminate, add, change and substitute Benefits and participating vendors without notice to You. We assume no responsibility for the payment of or contribution to any use or sales tax on the Benefits which may be imposed by taxing authorities, and such taxes, to the extent imposed, shall remain your sole responsibility or that of the provider of the Benefits, as the case may be.
- Confidentiality. You agree not to disclose Our Confidential Information without Our prior written consent. “Confidential Information” includes without limitation: (a) all software, technology, programming, specifications, materials, benefits, guidelines and documentation relating to the Membership Program; (b) reports or other statistics relating to performance in the Program provided to You by Us; and (c) any other information designated in writing by Us as “Confidential” or an equivalent designation. Confidential Information does not include information that has become publicly known through no breach by You or Us, or information that has been (i) independently developed without access to Our Confidential Information, as evidenced in writing; (ii) rightfully received by You from a third party; or (iii) required to be disclosed by law or by a governmental authority.
- GOVERNING LAW. THIS AGREEMENT AND THE TERMS OF MEMBERSHIP, SHALL BE GOVERNED AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF FLORIDA WITHOUT GIVING EFFECT TO THE CHOICE OF LAW PROVISIONS THEREOF.
- ARBITRATION. PLEASE READ THIS PROVISION CAREFULLY. IT PROVIDES THAT ANY DISPUTE MAY BE RESOLVED BY BINDING ARBITRATION. ARBITRATION REPLACES THE RIGHT TO GO TO COURT, INCLUDING THE RIGHT TO BRING OR PARTICIPATE IN A CLASS ACTION OR SIMILAR PROCEEDING. IN ARBITRATION, A DISPUTE IS RESOLVED BY AN ARBITRATOR INSTEAD OF A JUDGE OR JURY. THE ARBITRATOR’S DECISION WILL GENERALLY BE FINAL AND BINDING. ARBITRATION PROCEDURES ARE SIMPLER AND MORE LIMITED THAN COURT PROCEDURES.Any claim, dispute or controversy between You and Us (or made by or against anyone connected with You or Us, or claiming through You or Us) arising from or relating to Your membership (“Claim”), including Claims regarding applicability or validity of this arbitration provision, shall be resolved by binding arbitration in accordance with the rules of the American Arbitration Association (“AAA”) (except for any AAA rules providing for class claims or class arbitration) then in effect, subject to this Membership Agreement.Any Claim regarding the validity or enforceability of this arbitration provision shall be governed by the laws of the State of Florida without giving effect to the choice of law provisions thereof. This arbitration provision is made pursuant to a transaction involving interstate commerce and, in all other respects, including the determination of any questions about whether Claims are within the scope of this arbitration provision and therefore subject to arbitration shall be governed by the Federal Arbitration Act, 9 U.S.C. § 1-16 (“FAA”), and shall be resolved by interpreting the arbitration provision in the broadest way the law will allow it to be construed.
All Claims are subject to arbitration, no matter what theory they are based on or what remedy they seek. This includes Claims based on contract, tort (including intentional tort), fraud, agency, negligence, statutory or regulatory provisions, or any other source of law. Claims made and remedies sought as part of a class action, private attorney general or other representative action are subject to arbitration on an individual (non-class, non-representative) basis. As an exception to arbitration, You and We retain the right to pursue in a small claims court located in the federal judicial district that includes Your billing address at the time of the Claim, any Claim that is within the court’s jurisdiction and proceeds on an individual basis.
The arbitration shall be conducted before a single arbitrator, applying to the Claims the substantive laws of the state of Florida without giving effect to the choice of law provisions thereof. The arbitrator’s authority is limited solely to the Claims between You and Us alone. The arbitration will not be consolidated with any other arbitration proceeding. You and We do not agree to any arbitration on a class action or representative basis, and the arbitrator shall not be authorized to treat any Claim on a class action or representative basis. If You prevail in the arbitration of any Claim against Us, We will reimburse You for any fees You paid to the AAA in connection with the arbitration. Any decision rendered will be final and binding on the parties, and judgement may be entered in a court of competent jurisdiction.
Arbitration rules and forms may be obtained from the AAA at www.adr.org. Claims shall be filed in any AAA office. However, any participatory hearing that You attend shall take place in St Johns County, Florida, unless You chose to have the hearing take place in the federal judicial district that includes Your billing address at the time the arbitration Claim is filed.
This arbitration provision applies to all Claims now in existence or that may arise in the future. The arbitration provision shall survive termination of Your membership as well as voluntary payment of the debt in full by You or any bankruptcy by You.
IF YOU DO NOT CHOOSE TO ACCEPT THIS BINDING ARBITRATION PROVISION, YOU MUST NOTIFY US IN WRITING BY REGISTERED MAIL AT ARBITRATION OPT-OUT, P.O. BOX 1559, PONTE VEDRA BEACH, FL, 32004 WITHIN TWENTY (20) DAYS AFTER ACCEPTANCE OF THIS “TERMS OF MEMBERSHIP AND MEMBERSHIP AGREEMENT.” IF YOU SO NOTIFY US BY THAT TIME THAT YOU DO NOT ACCEPT THE BINDING ARBITRATION PROVISION, YOU MAY CONTINUE TO BE A MEMBER FOR THE CURRENT MEMBERSHIP TERM. HOWEVER, IN THAT EVENT, WE SHALL HAVE THE RIGHT NOT TO RENEW YOUR MEMBERSHIP AT THE END OF THE MEMBERSHIP TERM.
- TERMINATION OF MEMBERSHIP. YOU MAY TERMINATE THIS AGREEMENT AND YOUR MEMBERSHIP AT ANY TIME BY CALLING US AT THE TOLL-FREE NUMBER LISTED ON YOUR MEMBERSHIP WELCOME MATERIALS, WELCOME EMAIL OR THE PROGRAM WEBSITE OR BY NOTIFYING US IN WRITING AT MEMBER SERVICES, P.O. BOX 1559 PONTE VEDRA BEACH, FL 32004. YOUR CANCELLATION WILL BE EFFECTIVE PROMPTLY UPON THE RECEIPT OF YOUR CANCELLATION REQUEST. PLEASE REFERENCE THE ROADSIDE ASSISTANCE MEMBERSHIP AGREEMENT FOR DETAILS. ANY OTHER FEES OR CHARGES INCURRED IN CONNECTION WITH THE PROGRAM (INCLUDING BANK OR OVERDRAFT CHARGES) ARE YOUR RESPONSIBILITY. WE WILL TERMINATE YOUR MEMBERSHIP IF IT IS NOT USED IN ACCORDANCE WITH THIS AGREEMENT OR HAS NOT BEEN PROPERLY ENROLLED THROUGH AN AUTHORIZED MARKETING OR ADVERTISING PARTNER. IN SUCH CASES, WE RESERVE THE RIGHT TO: (1) NOT REFUND MEMBERSHIP FEES PAID BY YOU; (2) NOT FULFIL ANY PENDING BENEFIT OR REDEMPTIONS; AND (3) WITHHOLD AND RETAIN ANY AND ALL PAYMENTS DUE TO YOU BASED ON YOUR ACTIVITY IN THE PROGRAM. WE RESERVE THE RIGHT TO TERMINATE YOUR MEMBERSHIP AT ANY TIME FOR ANY OTHER REASON PROVIDED THAT WE MAKE ANY REFUND DUE TO YOU BASED UPON THE TERMS OF YOUR ENROLLMENT. A MEMBER IS PROHIBITED FROM RE-ENROLLING IN THE PROGRAM FOR AT LEAST TWELVE (12) MONTHS FROM CANCELLATION.
- Availability Restrictions. This Program is only available to residents of the United States, Puerto Rico and Canada. Orders to U.S. military post offices cannot be fulfilled.
- Copyright & Trademark Notices. You acknowledge that Our membership materials and Web site(s) contain information, software, photos, video, text, graphics, music, sounds or other material (collectively, “Content”) that are protected by copyrights, patents, trademarks, trade secrets, or other proprietary rights, and that these rights are valid and protect in all forms, media and technologies existing now or hereafter developed. All Content is copyrighted under U.S. copyright laws. The Membership Program name and logo are Our service marks. All other service marks and trademarks appearing on Our Website(s) are the trademarks of their respective owners. You may not modify, publish, transmit, participate in the transfer or sale, create derivative works, or in any way exploit any Content in whole or in part.
- Entire Agreement. This Agreement contains all of the Terms of Membership, and no representations, inducements, promises or agreements concerning the Membership Program not included in this Agreement shall be effective or enforceable. If any of the terms of this Agreement shall become invalid or unenforceable, the remaining terms shall remain in full force and effect.