Terms and Conditions

RULES FOR EMPLOYEE USERS

Last updated May 17, 2022

Hello! You are reading this because your employer is shopping for a better health plan. This page explains the Terms of Use forRover (let’s keep it simple and call them our “Rules”). Rover uses secure andprivate automated technology to learn about the type of benefits that would be most useful to employees covered by your health plan.

We are going to ask for your data in this process, but rest assured that we are going to keep anything you give us private. Hey, what happens at Rover stays at Rover.

We encourage you to read through our Rules, but here is a quick snapshot:

●     Rover automatically and securely collects your health plan claims data. We will use the data from your health plan to generate reports, and these reports will help your employer’s Benefits Advisor find the best health plan.

●     Your employer will never see your individual health data (it’s anonymous, your employer is just interested in the data of all employees as a group).

●     You are authorizing and directing Rover to access your health plan account information on your behalf as your agent.

●     Rover is not governed by HIPAA, but we work with organizations that are and we comply with all legal standards that apply to the services we provide to those organizations.

●     The permissions you give us continue while your health plan sponsor uses Rover and you are insured through your health plan sponsor.

●     Some times we make changes to Rover or our Rules. When that happens, we will update this page and you will be bound by those changes going forward.

●     If you have any questions regarding the Rules, or would like to change or revoke these permissions, you can contact us at help@roveranalytics.com.

●     ClickAccept to agree to our Rules and start using Rover!

All of ourRules together make up your contract to use Rover. Please continue reading for details.

1.             Who can use Rover?

You must be 18 and live in the United States or one of its territories. You must provide Rover with accurate and complete information, keep your account credentials secure, accept responsibility for all activity that occurs under your login, and notify Rover immediately of any suspected misuse of your login. We are not liable for any loss or damage arising out of your failure to maintain your security onRover.

By using Rover in any way, you agree to be bound by these Rules. In exchange for your agreement to our Rules, we give you the rightto use Rover for the purpose of disclosing your health plan account data so we can generate reports. You may only access Rover for personal or internal business purposes.

2.             How do you access my health plan info?

a.    Our Retriever tool.

Rover has a data extraction tool called Retriever.When you use it, we will ask you to verify your health plan(s) and will directly connect to the health plan website using the credentials you provide.We will do this to access your health plan data for the purpose of running reports. Your data will be kept anonymous on those reports. We do not sponsor or endorse any third parties that you may encounter when using Retriever or ourServices in general, and are not responsible for any of their services.

b.    Rover acts as your “agent.”

When you give us your health plan or insurance login credentials you expressly authorize us to access and use the data maintained by that health plan or insurance on your behalf as your agent (we are like JamesBond, but cooler). You also authorize us to collect, use, and store your login credentials, account data, and any other data you submit to us. We will only use your information in connection with our Services as we have described them.

Warning, we are going to yell for a second here, because this part is important: YOU ACKNOWLEDGE AND GRANT ROVER A LIMITED POWER OF ATTORNEY AND APPOINT ROVER ASYOUR ATTORNEY--IN--FACT AND AGENT TO ACCESS YOUR HEALTH PLAN WEBSITE AND RETRIEVE AND USE YOUR ACCOUNT DATA WITH THE FULL POWER AND AUTHORITY TO DO AND PERFORM EACH ACTION NECESSARY IN CONNECTION WITH SUCH ACTIVITIES, AS YOU COULD DO IN PERSON.

c.    You are “directing” us to retrieve your account data.

We work with online service providers to access your account data, and when you give us your login credentials you are“directing” us to retrieve your account data. We just gather your data and donot review it (for example, for accuracy, legality, or non-infringement). Your account data is dated as of the time it is obtained from your health plan website and is only as current as that time shown. Rover is not responsible for the timeliness, accuracy, deletion, non-delivery, or failure to store any account data or other data. By theseRules you are granting us unlimited permission to parse, store, and manage anyand all of your account data that you provide.

3.             What about privacy?

Rover is not a covered entity or business associate subject to the Health Insurance Portability and Accountability Act of 1996(“HIPAA”). Rather, Rover is a third-party software-as-a-service that gathers account data readily available on health plan websites and generates reports.Rover provides an automated method to exercise your legal rights to access and share your account data. We do not meet the HIPAA definition of a covered entity and we do not act as a business associate. As such, Rover is not subject to HIPAA controls. Rover is not responsible for misuse or misinterpretation of account data by you or any other party. You agree that you will use Rover in accordance with all applicable laws and regulations.

4.             Who owns what?

a.    We own Rover and its “Contents.”

We own all rights, title, and interests in Rover. This includes all images, illustrations, designs, photographs, video clips, text, graphics, icons, designs, software code, written information and screens, and other materials, as well as names, logos, taglines, trade dress, and other trademarks, in Rover and all services and features on and in our software, website, and other services(all together called the “Contents”). The Contents are protected by U.S. and foreign copyright, trademark, trade dress, or other proprietary right laws and international conventions. You may view, copy, retransmit, and print the Contents as a personal or internal business resource.You may not use our trademarks, name, or meta tags without our prior written permission. These are your only rights to use the Contents. Only a duly authorized agent of Rover may grant additional permissions.

b.    You own “Your Content.”

Your Content is your account data and other information and materials that you provide to us, and it always belongs to you.You grant Rover a license to use Your Content, but we do not own it. We may useYour Content in an anonymized or aggregated format (like in the reports we use your data for), and if we do this then that processed and aggregated data becomes part of our Contents. If you provide us with comments, content, or other feedback (“Feedback”), you grant us all rights to the Feedback and you represent that the Feedback is not subject to any intellectual property claim by a third-party or any license terms. If this grant is not sufficient for us to fully use the Feedback, you grant us a license to use any of the Feedback.

You are responsible for the technology needed for you to access or use Rover. We cannot guarantee complete security for online transfers of information, and we will not be responsible for any account data or Your Content that gets lost or stolen while transmitting information on the internet. It is your responsibility to keep copies of any account data and YourContent.

c.    We do not monitor, but we may delete.

We have no obligation to monitor account data,Feedback, or Your Content. However, we reserve the right to review, modify, distribute, remove, or delete any user data, feedback, or ratings. We also reserve the right to disclose any information as we deem necessary to satisfy any applicable law, regulation, legal process, or governmental request, or to edit, refuse to post, or to remove any information or materials, in whole or in part.

d.    What about stuff neither of us own?

Rover may contain access to content, features, or services or links to websites owned or operated by third parties(“Third Party Content”). This access is provided solely for your convenience. We are not responsible for Third Party Content, nor do we make any representations about the content or accuracy of material on any Third Party Content. When you click on links that take you to external websites, you do so at your own risk, and you will be subject to third party privacy policies and practices, not ours.

5.             You might use Rover on a mobile app.

If you use Rover through a mobile app, you must have a compatible device and internet access to use the mobile app. Any software requirements can be found on the relevant app store page. We may request certain privacy permissions, such as access to your calendar, device camera or microphone, or other apps and associated features on your device. The terms of agreement with your respective mobile network provider, as well as any data and messaging charges, will continue to apply when using Rover.

6.             Is there anything you CAN’T do?

You agree not to:

●     Use our website in any way that could damage, disable, or impair any Rover accounts, computer systems, networks, or other users;

●     Attempt to gain unauthorized access to any parts of the website or any Rover accounts, computer systems or networks;

●     Interfere or attempt to interfere with the proper working of Rover or our other services;

●     Use any automated means to access Rover without our permission;

●     Use the website in a manner that: (a) is false or misleading; (b) is defamatory, derogatory, degrading or harassing; (c) invades another's privacy; (d) promotes racism, hatred or harm; (e) is obscene; (f) violates or infringes or promotes the violation or infringement of another's rights; (g) you do not have the right and authority to do so; (h) violates or promotes the violation of any applicable laws or regulations; (i) contains a solicitation or promotes or advertises goods or services; or (j) introduces any virus.

●     Tamper with Rover or conduct fraudulent activities on Rover. All illegal activities are prohibited and may subject you to legal action and/or termination of access to Rover.

●     Violate or try to violate our security features, interfere or to try to interfere with the proper working of, or any activity on, Rover.

We have the right to terminate your access to Rover if we believe it’s necessary. If you violate our system or network security, you may face civil or criminal liability. Please, just don’t break the Rules!

You agree to cooperate with us in any fraud investigation and to use any fraud prevention measures as we set forth. You also agree that we may report any activity that we suspect is unlawful toappropriate government authorities and to cooperate with any investigation conducted.

7.             Is Rover always available?

We use commercially reasonable efforts to maintain availability. Sometimes Rover will undergo scheduled maintenance or something outside our controls will cause an outage or other unavailability. We will make commercially reasonable efforts to notify you of planned downtime and unavailability. You may not be able to access all or some of our services from outside of the United States and access may not be legal by certain persons orin certain countries. You agree to comply with all applicable local, state, federal, and foreign laws in using our services. Rover makes no representation that our services comply with legal or regulatory requirements of jurisdictions outside the United States.

8.             How will we stay in touch?

Rover may use your contact information to communicate with you about your use of our services. If you provide your wireless phone number, you consent to Rover sending you informational text messages. You can unsubscribe from text messages by replying STOP or UNSUBSCRIBE. Messaging and data charges may apply to any text message you receive or send.

OUR LAWYERS MADE US INCLUDE THIS PART(they say it’s important, so give it a read):

9.             Rover is provided to you “as is.”

YOU USE ROVER AT YOUR OWN RISK. ROVER IS PROVIDED TO YOU ON AN “AS IS” AND “AS AVAILABLE”BASIS. WE DISCLAIM ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED. YOU WILL BE ARSOLE RESPONSIBILITY FOR ANY DAMAGE CAUSED TO ROVER OR ANYONE ELSE AS A RESULT OF YOUR USE OF ROVER IN VIOLATION OF LAW OR OF YOUR OBLIGATIONS AS STIPULATED IN THESE RULES.

10.          Our liability for damages is limited.

IN NO EVENT AND UNDER NO LEGAL THEORY,WHETHER IN TORT (INCLUDING NEGLIGENCE), CONTRACT, OR OTHERWISE, UNLESS REQUIRED BY APPLICABLE LAW (SUCH AS DELIBERATE AND GROSSLY NEGLIGENT ACTS) OR AGREED TOIN WRITING, SHALL ROVER BE LIABLE TO YOU FOR DAMAGES, INCLUDING ANY DIRECT,INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER ARISING AS A RESULT OF THESE RULES OR OUT OF THE USE OR INABILITY TO USE ROVER(INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE,COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES), EVEN IF ROVER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. INNO EVENT WILL WE BE LIABLE TO YOU FOR ANY AMOUNTS EXCEED THE AGGREGATE OF THE TOTAL OF THE AMOUNT YOU PAID FOR THE SPECIFIC SERVICE GIVING RISE TO SUCH LIABILITY OR, IF NO AMOUNT WAS PAID, ONE HUNDRED DOLLARS ($100).

11.          If someone sues us due to your actions, you will indemnify us.

You agree to defend, indemnify, and hold harmless Rover and its officers, directors, employees, licensors, representatives, and/or agents at all times from and against any direct or third-party claims, demands, actions, proceedings, damages, losses, liabilities, costs, and/or expenses (including, without limitation, reasonable attorney’s fees) in connection with or as a result of any claim that arises from (a) your breach of these Rules; (b) our provision of Rover to you; (c)Your Content or account data; (d) your breach or alleged breach of any representation or warranty made by you hereunder; or (e) your violation of any law or regulation or the right of a third party. Rover may select its own legal counsel to represent its interests when defending against direct or third-party claims or demands, and you must (i) reimburse Rover for its costs and attorney’s fees immediately upon request as they are incurred and (ii) remain responsible to Rover for any loss, liability, cost, expense, claim, damages, or demand identified in this section.

12.          What about disputes?

a.    You waive your right to a class action.

YOU HEREBY WAIVE ANY RIGHT TO COMMENCE OR PARTICIPATE IN ANY CLASS ACTION LAWSUIT AGAINST ROVER RELATED TOANY CLAIM, DISPUTE OR CONTROVERSY, AND, WHERE APPLICABLE, YOU HEREBY AGREE TOOPT OUT OF ANY CLASS PROCEEDING AGAINST ROVER OTHERWISE COMMENCED ON OR AFTER THE EFFECTIVE DATE OF THESE RULES.

b.    You agree to arbitrate disputes.

This section is important as it affects rights that you may otherwise have, so read it carefully. Resolution of most disputes will be through arbitration instead of court trials and class actions.YOU AGREE TO GIVE UP ANY RIGHTS TO LITIGATE CLAIMS IN A COURT OR BEFORE A JURYOR TO PARTICIPATE IN A CLASS ACTION OR REPRESENTATIVE ACTION WITH RESPECT TO ACLAIM. OTHER RIGHTS THAT YOU WOULD HAVE IF YOU WENT TO COURT, SUCH AS ACCESS TO DISCOVERY, ALSO MAY BE UNAVAILABLE OR LIMITED IN ARBITRATION. Any controversy or claim between you and Rover shall be resolved exclusively by a binding arbitration administered by the Judicial Arbitration and Mediation Service(“JAMS”), or its successor. Either party may commence the arbitration process called for in this Agreement by filing a written demand for arbitration withJAMS, with a copy to the other party. The arbitration will be conducted in accordance with the provisions of JAMS's Streamlined Arbitration Rules andProcedures in effect at the time of filing of the demand for arbitration and will be held exclusively in Pacific County, State of Washington, USA. The parties will cooperate with JAMS and with one another in selecting an arbitrator from JAMS' panel of neutrals, and in scheduling the arbitration proceedings. The parties covenant that they will participate in the arbitration in good faith, and that they will share equally in its costs. The provisions of this section may be enforced by any Court of competent jurisdiction, and the prevailing party shall be entitled to an award of all costs, fees, and expenses, including reasonable attorneys’ fees, to be paid by the party against whom enforcement is ordered. Any and all issues shall be governed by the internal laws of the State of Washington. Each party hereby consents to service of process by certified mail.

13.          What happens when these Rules terminate?

These Rules and the license granted to   terminate automatically if you terminate your agreement to the Rules, if you are no longer eligible for Rover, if you breach these Rules, or for any other reason at our sole discretion. If you break these Rules, we may immediately terminate your access to our services without prior notice to you.In addition, we may terminate your subscription for any or no reason by giving you 30 days’ notice. All Rules which by their nature should survive termination will survive termination, including without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

14.          Rover uses electronic records.

By using the Services or creating a Rover account, or typing your name into any of our electronic forms and indicating your acceptance or submission of information by clicking a box, you consent to:(a) Rover communicating with you electronically; (b) receiving all applications, notices, disclosures, and authorizations from us electronically; and (c) entering into agreements and transactions using electronic records and signatures. Note that federal law treats electronic signatures as having the same legal force and effect as if they were signed on paper by hand, and online contracts have the same legal force as signing an equivalent paper contract in ink. We will use electronic documents for all communications, notices, agreements, disclosures, authorizations, and other documents necessary to provide you with our services. If you require assistance with your records, please contact us at help@roveranalytics.com.

15.          Rules about these Rules.

These Rules and the agreements referenced in the Rules constitute the entire agreement between you and Rover regarding the subjects in these Rules and supersede all prior understandings and agreements. You and Rover are independent contractors under theseRules. The Federal Arbitration Act, Oregon state law, and applicable U.S. federal law, without regard to the choice or conflicts of law provisions, will govern these Rules. If any claim is not subject to arbitration, you consent to the personal and exclusive jurisdiction and venue in the state and federal courts located within Multnomah County,Oregon.

If any of these Rules are found to be inconsistent with applicable law, then such term shall be interpreted to reflect the intentions of the parties, and no other terms will be modified.Rover’s failure to enforce any of these Rules is not a waiver of such term. If any provision of these Rules is held invalid or unenforceable for any reason, the remainder of the provision shall be amended to achieve as closely as possible the economic effect of the original term and all other provisions shall continue in full force and effect.

Neither party will be liable to the other for any failure or delay in performance of an obligation, other than obligations to make payments, arising out of any event or circumstance beyond the reasonable control of that party, including without limitation acts of God, earthquakes, fires, floods, pandemics, power outages, interruptions in telecommunication services, strikes, and governmental actions.

These Rules, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be freely assigned by Rover without restriction. You acknowledge that Rover and these Rules are for your exclusive benefit. Nothing in these Rules shall be interpreted as creating third-party beneficiary rights.

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