Terms of Service

1. Agreement to these Terms

These Terms of Service (the “Terms”) are a binding agreement between WatchMyCover (“WatchMyCover,” “we,” “us,” or “our”) and the company or other legal entity that creates an account for, or otherwise accesses or uses, the Services (“Customer,” “you,” or “your”).

By creating an account, by clicking a button or checking a box that indicates acceptance, or by accessing or using the Services, you agree to be bound by these Terms. If you do not agree to these Terms, you may not access or use the Services.

If you accept these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms, in which case “Customer,” “you,” and “your” refer to that entity. If you do not have that authority, you may not accept these Terms or use the Services on that entity’s behalf.

The Services are offered to businesses for commercial use. They are not offered to consumers for personal, family, or household purposes. You must be at least 18 years of age to use the Services.

These Terms incorporate by reference our Privacy Policy and, to the extent we process personal information on your behalf, our Data Processing Addendum.

2. Definitions

• “Services” means the WatchMyCover website, web application, upload pages, shared reports, email features, documentation, and any related services we make available.
• “Customer Data” means all data, documents, and other content that Customer or its Authorized Users submit to the Services, or that a third party submits at Customer’s request (including a Subcontractor that sends a document through an upload link), including certificates of insurance, policy information, insurance requirements, and contact details for Subcontractors and their insurance agents and brokers.
• “Authorized User” means an individual whom Customer permits to access and use the Services under Customer’s account.
• “Subcontractor” means a subcontractor, supplier, vendor, or other third party whose insurance information Customer tracks through the Services.
• “Output” means the verdicts, findings, drafts, reminders, reports, and other results that the Services generate from Customer Data.
• “Subscription Term” means the period for which Customer has subscribed to the Services, including any free trial and each renewal period.

3. The Services

Subject to these Terms and to payment of all applicable fees, we grant Customer a limited, non-exclusive, non-transferable, non-sublicensable right to access and use the Services during the Subscription Term, solely for Customer’s internal business purposes and within the limits of the plan Customer has selected.

We may improve, modify, or discontinue features of the Services from time to time. We will not materially reduce the core functionality of the Services during a paid Subscription Term without giving Customer reasonable prior notice.

We provide support by email during normal business hours. Unless we agree otherwise in a writing signed by us, the Services are not subject to any service level, uptime, or response time commitment.

4. Accounts and security

Customer must provide accurate and complete registration information and keep it current. Customer is responsible for maintaining the confidentiality of its account credentials, for all activity that occurs under its account, and for its Authorized Users’ compliance with these Terms.

Customer must notify us promptly at info@watchmycover.com if it becomes aware of any unauthorized access to or use of its account. We may require additional verification, including two-factor authentication, as a condition of access to the Services or to particular features.

5. No insurance, legal, or professional advice

WatchMyCover is a provider of software. We are not an insurance company, insurance producer, broker, agent, adjuster, or consultant, and we are not a law firm. Nothing in the Services or in any Output is, or may be relied on as, insurance, legal, risk management, or other professional advice.

The Services compare values that a person has recorded from a certificate of insurance against requirements that Customer has entered. A certificate of insurance is issued as a matter of information only, confers no rights on the certificate holder, and does not amend, extend, or alter the coverage afforded by the policies it lists. The Services do not review the underlying policies or endorsements unless a person records them, and cannot determine whether any policy is in force, has been canceled or exhausted, or will respond to any particular claim.

The Services may use automated tools, including artificial intelligence models operated by third parties, to read a document into a draft for a person to review. Automated reading can produce errors and omissions. No value is recorded as the content of a certificate until an Authorized User has reviewed and saved it, and Customer is solely responsible for verifying every value against the source document.

A status of “compliant” means only that the values recorded for a Subcontractor meet the requirements Customer recorded. It is not a determination that any Subcontractor is adequately insured, that any requirement is sufficient for Customer’s purposes, or that any contract has been complied with.

Customer is solely responsible for (a) its insurance requirements and their adequacy; (b) every decision to engage, pay, retain, suspend, or admit to a job site any Subcontractor; (c) verifying coverage with the insurer or its authorized representative where verification matters; and (d) obtaining advice from qualified insurance and legal professionals.

6. Customer Data

As between the parties, Customer owns all right, title, and interest in and to Customer Data. Customer grants us a worldwide, non-exclusive, royalty-free license to host, copy, process, transmit, and display Customer Data as necessary to provide, maintain, secure, and support the Services, to comply with applicable law, and as Customer otherwise instructs or permits.

Customer represents and warrants that it has, and will maintain, all rights, consents, and permissions, and has given all notices, necessary to submit Customer Data to the Services and to authorize us to process it as described in these Terms, including personal information about the employees and representatives of Subcontractors and of their insurance agents and brokers. Customer is responsible for the accuracy, quality, and legality of Customer Data.

The Services are not designed to hold, and Customer must not submit to them, Social Security numbers, driver’s license or other government identification numbers, financial account or payment card numbers, protected health information subject to the Health Insurance Portability and Accountability Act, or information about children.

To the extent we process personal information on Customer’s behalf, the Data Processing Addendum applies and forms part of these Terms. Our own collection and use of personal information is described in the Privacy Policy.

We do not sell Customer Data. We do not use Customer Data to train generalized artificial intelligence or machine learning models, and we do not permit our service providers to do so.

Customer may export its compliance register in a standard format at any time during the Subscription Term, on any plan.

We may collect and use data about the operation and use of the Services, such as usage statistics and performance measurements, to operate, secure, and improve the Services, provided that this data does not identify Customer, any Subcontractor, or any individual when disclosed outside WatchMyCover.

7. Communications sent on Customer’s behalf

The Services send email in Customer’s name to Subcontractors and to their insurance agents and brokers, at the addresses Customer provides, including renewal reminders, requests for corrected or missing documents, and links through which a document can be returned. Customer is the sender of those messages. Customer is responsible for the accuracy of each address, for having an existing business relationship with and a lawful basis to contact each recipient, and for compliance with all laws that apply to those messages, including the CAN-SPAM Act and applicable state laws.

We may stop sending to any address that returns a message as undeliverable or reports a message as unwanted, and we may limit or suspend sending where we reasonably believe it is necessary to protect recipients, the deliverability of the Services, or our other customers.

An upload link or a shared report link gives access to whoever holds it until it expires or is withdrawn. Customer is responsible for the persons to whom it sends those links and may withdraw any link at any time.

8. Acceptable use

Customer will not, and will not permit any person to:

• use the Services in violation of any applicable law or regulation, or to infringe or violate the rights of any person;
• submit to the Services any content that Customer has no right to submit, or any malicious code;
• use the Services to send unsolicited commercial email or any message unrelated to a Subcontractor’s insurance obligations to Customer;
• access or attempt to access another customer’s data, or probe, scan, or test the vulnerability of the Services except as permitted under our security page;
• interfere with or disrupt the integrity or performance of the Services, or circumvent any usage limit or security measure;
• copy, modify, or create derivative works of the Services, or reverse engineer, decompile, or disassemble them, except to the extent applicable law expressly permits despite this restriction;
• sell, resell, license, sublicense, or otherwise make the Services available to any third party, or use them to operate a service bureau or a competing product; or
• access the Services by automated means other than interfaces we provide for that purpose.

We may investigate any suspected violation of this section and may suspend access to the Services to the extent reasonably necessary to prevent or stop one.

9. Free trial

We may offer a free trial of the Services for 14 days or another period stated when Customer signs up. No payment method is required to begin a trial. When the trial ends, unless Customer has subscribed to a paid plan, Customer’s ability to add or change information is suspended; Customer Data remains available to view and export until the account is closed.

During a trial the Services are provided as is, without any warranty, indemnity, or support commitment, and our total liability arising out of a trial will not exceed one hundred US dollars (US $100). We may modify or end a trial at any time.

10. Fees, renewal, and payment

Fees for the Services are those published on our pricing page or otherwise agreed with Customer in writing, and are stated and payable in US dollars. Fees are billed in advance, monthly or annually as Customer selects, by invoice or through our payment processor. Where Customer provides a payment method, Customer authorizes us and our payment processor to charge it for all fees as they fall due.

Where Customer subscribes through checkout in the application, the subscription is sold by Dodo Payments Inc., our reseller and merchant of record. Dodo Payments charges the payment method, adds any tax that applies to the purchase, and issues the invoice and receipt, and its own terms apply to the payment. These Terms continue to govern Customer’s use of the Services.

Automatic renewal. Your subscription renews automatically at the end of each billing period, for a further period of the same length and at the price then in effect, until you cancel. You may cancel at any time from Settings, Billing in the application or by email to info@watchmycover.com. Cancellation takes effect at the end of the billing period already paid for, and you will not be charged for any period after that.

We may change our fees. A change applies to Customer no earlier than the start of the next renewal period, and only after we have given Customer at least 30 days’ notice.

Fees do not include sales, use, value-added, or similar taxes. Customer is responsible for all such taxes on its purchases, other than taxes on our net income.

If a payment is not received when due, we may suspend Customer’s ability to add or change information in the Services after notice, until the amount due is paid.

Except as these Terms expressly provide or applicable law requires, all fees are non-refundable, and we do not refund or credit fees for partial billing periods.

11. Term, suspension, and termination

These Terms take effect when Customer first accepts them and continue until every Subscription Term has ended and Customer’s account is closed.

Customer may cancel its subscription at any time as described in Section 10. We may terminate these Terms for convenience on 30 days’ notice, in which case we will refund any prepaid fees covering the period after termination.

Either party may terminate these Terms on written notice if the other party materially breaches them and does not cure the breach within 30 days after notice, or within 10 days in the case of a failure to pay. We may suspend access to the Services immediately, with notice as soon as reasonably practicable, where we reasonably determine that suspension is necessary to prevent harm to the Services, to other customers, or to any third party, or to comply with law.

On termination, Customer’s right to use the Services ends. Customer should export its Customer Data before the account is closed. We will delete Customer Data within 30 days after the account is closed, except for copies we are required by law to retain and copies in backups, which are overwritten in the ordinary course.

Sections 5, 6, and 12 through 24, and any payment obligation accrued before termination, survive termination of these Terms.

12. Intellectual property

We and our licensors own all right, title, and interest in and to the Services, including all software, designs, documentation, and trademarks, and all related intellectual property rights. No rights are granted to Customer except as expressly stated in these Terms.

If Customer provides suggestions or other feedback about the Services, we may use that feedback without restriction and without obligation to Customer.

ACORD and the ACORD form names are marks of ACORD Corporation. WatchMyCover is not affiliated with, sponsored by, or endorsed by ACORD Corporation or by any insurer.

13. Confidentiality

Each party may receive non-public information from the other that is identified as confidential or that a reasonable person would understand to be confidential (“Confidential Information”). Customer Data is Customer’s Confidential Information. The receiving party will use the disclosing party’s Confidential Information only to exercise its rights and perform its obligations under these Terms, will protect it with at least reasonable care, and will not disclose it except to its employees, contractors, and service providers who need to know it and are bound by obligations of confidentiality at least as protective as these.

These obligations do not apply to information that is or becomes public through no fault of the receiving party, that the receiving party already knew or independently developed without use of the Confidential Information, or that it lawfully received from a third party without restriction. The receiving party may disclose Confidential Information where the law requires it, after giving the disclosing party notice where the law permits.

14. Third-party services

The Services depend on infrastructure and services operated by third parties, including hosting, storage, email delivery, payment processing, and automated document reading, and may contain links to websites we do not operate. We are not responsible for the acts or omissions of third parties we do not control, or for the content or practices of third-party websites. The third parties that process personal information for us are listed in the Privacy Policy.

15. Disclaimer of warranties

The Services and all Output are provided “as is” and “as available.” To the fullest extent permitted by applicable law, WatchMyCover and its licensors and service providers disclaim all warranties of any kind, whether express, implied, statutory, or otherwise, including any implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement, and any warranties arising from course of dealing or usage of trade.

Without limiting the foregoing, WatchMyCover does not warrant that the Services will be uninterrupted, timely, secure, or error-free; that any Output, including any automated reading of a document, will be accurate or complete; that any reminder will be delivered, received, or acted on; or that any Subcontractor is insured, adequately insured, or in compliance with any contract or law.

16. Limitation of liability

To the fullest extent permitted by applicable law, in no event will WatchMyCover or its affiliates, licensors, or service providers be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenue, business, goodwill, or data, or for any uninsured or underinsured loss, any denied or disputed insurance claim, the lapse, cancellation, or exhaustion of any policy, or any decision made about any Subcontractor, in each case arising out of or relating to these Terms or the Services, however caused and under any theory of liability, even if advised of the possibility of such damages.

To the fullest extent permitted by applicable law, the total liability of WatchMyCover and its affiliates, licensors, and service providers arising out of or relating to these Terms or the Services will not exceed the greater of (a) the fees Customer paid to WatchMyCover for the Services in the twelve months before the event giving rise to the liability and (b) one hundred US dollars (US $100).

The limitations in this Section 16 apply whether a claim is based on contract, tort (including negligence), strict liability, statute, or any other theory, and apply even if a limited remedy fails of its essential purpose. They reflect an allocation of risk that is an essential basis of the bargain between the parties: the fees for the Services are small in relation to the insurance exposures the Services help Customer track, and would be substantially higher without these limitations.

Nothing in these Terms limits or excludes liability that cannot be limited or excluded under applicable law, including liability for fraud or for willful misconduct.

17. Indemnification

Customer will defend WatchMyCover and its affiliates, officers, employees, and agents against any claim, demand, or proceeding brought by a third party, and will indemnify them against all resulting damages, costs, and reasonable attorneys’ fees finally awarded or agreed in settlement, to the extent the claim arises out of or relates to (a) Customer Data; (b) any message sent through the Services at Customer’s direction; (c) Customer’s use of the Services in breach of these Terms or in violation of law; or (d) any dispute between Customer and a Subcontractor, insurer, insurance agent, or other third party.

We will defend Customer against any claim brought by a third party alleging that the Services, as provided by us and used in accordance with these Terms, infringe a United States patent, copyright, or trademark or misappropriate a trade secret, and will indemnify Customer against damages, costs, and reasonable attorneys’ fees finally awarded or agreed in settlement. This obligation does not apply to a claim arising from Customer Data, from Customer’s modification of the Services, from use of the Services in combination with anything we did not provide, or from use of the Services during a free trial. If such a claim is made or appears likely, we may, at our option, obtain the right for Customer to continue using the Services, modify the Services so that they no longer infringe, or terminate the affected Services and refund any prepaid fees for the period after termination. This paragraph states our entire liability, and Customer’s exclusive remedy, for any claim of infringement.

The party seeking indemnification must give the other party prompt written notice of the claim, sole control of the defense and settlement, and reasonable cooperation at the indemnifying party’s expense. The indemnifying party may not settle a claim in a manner that admits fault on behalf of, or imposes any obligation on, the indemnified party without that party’s written consent.

18. Governing law and disputes

Before filing a claim, each party agrees to try to resolve the dispute informally by sending the other party written notice describing it, and to negotiate in good faith for at least 30 days after that notice. Notice to us must be sent to info@watchmycover.com.

These Terms, and any dispute arising out of or relating to them or to the Services, are governed by the laws of the State of Delaware and applicable federal law of the United States, without regard to conflict of laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

Each party irrevocably submits to the exclusive jurisdiction of the state and federal courts located in the State of Delaware for any action arising out of or relating to these Terms or the Services, and waives any objection to venue in those courts. Either party may nevertheless seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property or Confidential Information.

To the fullest extent permitted by applicable law, each party waives the right to a trial by jury in any action arising out of or relating to these Terms or the Services, and agrees that any such action will be brought only in its individual capacity and not as a plaintiff or class member in any purported class, collective, or representative proceeding.

To the extent permitted by applicable law, any claim arising out of or relating to these Terms or the Services must be commenced within one year after the claim accrues, and is otherwise permanently barred.

19. United States Government users

The Services and their documentation are “commercial products,” “commercial computer software,” and “commercial computer software documentation,” as those terms are used in the Federal Acquisition Regulation at 48 C.F.R. 2.101 and 12.212 and in the Defense Federal Acquisition Regulation Supplement at 48 C.F.R. 227.7202. If the Services are acquired by or on behalf of any agency of the United States Government, they are provided with only those rights set out in these Terms, as provided in those regulations, and the use, reproduction, and disclosure of the Services by the Government are governed solely by these Terms.

20. Export controls and sanctions

The Services are subject to the export control and economic sanctions laws of the United States, including the Export Administration Regulations and the regulations administered by the Office of Foreign Assets Control of the US Department of the Treasury. Customer represents that neither it nor any Authorized User is located in, organized under the laws of, or ordinarily resident in a country or territory subject to comprehensive United States sanctions, or is identified on any United States Government list of prohibited or restricted parties. Customer will not access, use, export, or re-export the Services in violation of those laws.

21. Copyright complaints

If you believe that material available through the Services infringes a copyright you own or control, send a written notice containing the information required by the Digital Millennium Copyright Act, 17 U.S.C. 512(c)(3), to info@watchmycover.com. We respond to notices that comply with that Act, and we terminate the accounts of repeat infringers in appropriate circumstances.

22. Electronic communications and notices

Customer consents to receive communications from us electronically, including by email and through the Services, and agrees that all agreements, notices, disclosures, and other communications we provide electronically satisfy any legal requirement that they be in writing, in accordance with the Electronic Signatures in Global and National Commerce Act and applicable state law.

We may give notice to Customer by email to the address associated with the owner of Customer’s account or by a notice displayed in the Services. Customer must give notice to us by email to info@watchmycover.com. Notice is effective when sent, unless the sender is notified that it was not delivered.

23. Changes to these Terms

We may update these Terms from time to time. If we make a material change, we will give Customer notice by email or through the Services at least 30 days before the change takes effect. Customer’s continued use of the Services after the effective date of a change constitutes acceptance of it. If Customer does not agree to a change, Customer may terminate these Terms before it takes effect, and we will refund any prepaid fees covering the period after termination.

24. General provisions

These Terms, together with the documents they incorporate and any written order between the parties, are the entire agreement between the parties about the Services and supersede all prior or contemporaneous agreements, proposals, and representations about them. Any terms on a purchase order or similar document issued by Customer have no effect. If a written order signed by both parties conflicts with these Terms, the order controls.

Neither party may assign these Terms without the other party’s prior written consent, except that either party may assign them without consent to an affiliate or to a successor in connection with a merger, acquisition, or sale of all or substantially all of its assets or business. Any other attempted assignment is void. These Terms bind and benefit the parties and their permitted successors and assigns.

Neither party is liable for any failure or delay in performance, other than an obligation to pay, caused by events beyond its reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, labor disputes, government action, and failures of the internet or of third-party services or utilities.

The parties are independent contractors. These Terms do not create a partnership, joint venture, agency, or employment relationship, and there are no third-party beneficiaries of these Terms, including any Subcontractor.

If any provision of these Terms is held unenforceable, it will be enforced to the maximum extent permissible and the remaining provisions will remain in effect. A failure to enforce any provision is not a waiver of it, and a waiver is effective only if in writing. Headings are for convenience only, and the word “including” means “including without limitation.”

25. Contact

Questions about these Terms may be sent to WatchMyCover at info@watchmycover.com.