PLEASE READ THESE TERMS AND CONDITIONS OF USE (“TERMS”) BEFORE USING COALITION’S WEBSITE COALITIONINC.COM (“SITE”), PLATFORM COALITION CONTROL (“PLATFORM”), APPLICATIONS, OR SERVICES (collectively, “SERVICES”).
References to "you" or "your" in these Terms means you, your duly authorised representatives, and any entity you may represent in connection with your use of the Services. By accessing the Services you are binding yourself personally and the entity you represent (and you represent you are authorised to bind such entity). If at any time you do not wish to accept the Terms, you should discontinue use of the Services.
From time to time, we may modify the Terms and notify you of such modifications, and the modifications will become effective 14 days after receipt of such notice (unless you terminate the Services before the end of the 14 days notice period).
1. User Conduct and Restrictions
You may not use the Services in a manner that is illegal or in any way that might harm, damage, or disparage us or any other party. You also agree not to misuse our Services, or to use our Services in a manner that is inconsistent with the Terms. Further, you agree that you will: (a) comply with all applicable laws, including, without limitation, privacy laws, intellectual property laws, export control laws, tax laws, regulatory requirements, and international sanctions; (b) provide accurate information to us in connection with the Services and update it as necessary; and (c) act honestly and in good faith when interacting with us. You also agree to immediately notify us if you become aware of any unauthorised use of the Services, or a security breach or other illegal activity in connection with the Services.
By using the Services, you agree NOT to engage in any of the following:
create an account for anyone other than a natural person or the company, organisation, legal entity, or brand that you represent;
defame, stalk, bully, abuse, threaten, harass, abuse, intimidate, or harm another person, or engage in any other predatory behaviour, including without limitation, sending unwelcome communications to others, or incite others to commit violent acts;
use or attempt to use another's account or create a false identity;
duplicate, licence, sublicence, publish, broadcast, transmit, distribute, perform, display, sell, rebrand, or otherwise transfer information (including personal information) found in the Services, except as permitted in these Terms, or as expressly authorised by us;
reverse engineer, decompile, disassemble, decipher, or otherwise attempt to derive the source code for any underlying intellectual property used to provide the Platform or more generally, the Services, or any part thereof;
utilise or copy information, content, or any data you view on or obtain from the Services to provide any service that is competitive, in our sole discretion, with the Services;
adapt, modify, or create derivative works based on the Services or technology underlying the Services, in whole or part;
use the communication systems provided by the Services for any commercial solicitation purposes, including to send unsolicited or unauthorised advertisements, spam, or chain letters;
remove any copyright, trademark, or other proprietary rights notices contained in or on the Services (whether ours or our licensors');
remove, cover, or otherwise obscure any form of advertisement included on the Services;
use or launch any manual or automated system or software, devices, scripts robots, other means, or processes to access, "scrape", "crawl", "cache", or "spider" any web page or other Service, or to access the Services in a manner that sends more request messages to our servers in a given period of time than a human can reasonably produce in the same period by using a conventional on-line web browser;
use bots or other automated methods to access the Services, add or download contacts, send or redirect messages, or perform other similar activities through the Services;
access, via automated or manual means or processes, the Services for purposes of monitoring its availability, performance, or functionality for any competitive purpose;
engage in "framing", "mirroring", or otherwise simulating the appearance or function of the website;
attempt to or actually access the Services by any means other than through the interfaces provided by us, which includes accessing or attempting to access the Services using any third-party service, including software-as-a-service platforms that aggregate access to multiple services;
engage in any action that directly or indirectly interferes with the proper working of or places an unreasonable load on the Services' infrastructure, including, but not limited to, sending unsolicited communications to other users or our personnel, attempting to gain unauthorised access to the Services, or transmitting or activating computer viruses, Trojan horses, worms, time bombs, or any other harmful or deleterious software programs through or on the Services; or
interfere, disrupt, or game the Services, including, but not limited to any servers or networks connected to the Services, or the underlying software.
2. Site Content
Unless otherwise stated, the content provided through the Services, including on the Site and the Platform, is for information purposes only. You should not rely on any such content as legal, tax, financial, investment or other professional advice. Coalition accepts no responsibility if the information on the Site is incomplete, inaccurate or out of date and reserves the right to withdraw, change, or restrict the content on its Site at its sole discretion and without notice.
4. Intellectual Property
All content made available through the Services (including text, reports, graphics, videos, logos, button icons, images, audio clips, digital downloads, data compilations, and software, as well as the design selection and compilation of that content into one, coherent website) is the property of Coalition or its licensors and protected by international copyright laws and treaties. Reproduction of the content of any of the Services without the written permission of Coalition is prohibited.
B. Trademarks and Service Marks
The Coalition name, logo, trademarks, service marks, trade names, trade dress, logos, designs, and sounds associated with our Site or Platform (collectively, “Marks”) are owned by Coalition or its licensors. You may not use the Marks except as expressly provided in these Terms. All goodwill generated from the use of Coalition’s Marks will exclusively benefit us or our licensors.
C. General Rules
When using our Services, you agree to abide by all applicable copyright, trademark, and other intellectual property laws. Users of the Services may be permitted to download certain material posted on our Site or Platform (e.g., reports) which may be subject to additional licence terms. When using downloadable materials, all copyright, trademark and other proprietary notices must be kept intact and remain in effect. Coalition does not warrant or represent that your use of materials from its Services will not infringe on the property rights of third parties.
If you are blocked by Coalition from accessing the Services (including our blocking of your IP address), you agree not to implement any measures to circumvent such blocking (e.g., by masking your IP address or using a proxy IP address).
5. Licence to Access the Services
Subject to these Terms and our policies (including policies made available to you within the Services), we grant you a limited, non-transferable, non-exclusive, and freely revocable licence to use the materials, information and software in our Services strictly limited to that necessary to access those Services.
Using our Services does not confer upon you any ownership interest in any aspect of the Services or the content you access (other than your User Content, as defined below), which shall remain with us and our respective licensors. Any unauthorised use is in violation of these Terms and automatically terminates the licence granted by Coalition for your use of the Services and may also violate applicable laws.
6. Accounts and Passwords
In order to access some or all of the Services, you will have to create an account. You hereby represent and warrant that the information you provide to Coalition upon registration (including information provided through any other third-party Linked Accounts (e.g., Google, [insert]), as defined in Section 10 below), and at all other times, will be true, accurate, current, and complete.
If you are issued an account, you are responsible for maintaining the confidentiality of your account user ID and password, and you agree to accept responsibility for all activities that occur under your account user ID or password. Unauthorised access or use of such portions of the Services that require an account user ID and password is prohibited. You agree that you will notify Coalition immediately if you believe that a third-party has obtained your user ID or password, or if you believe that any unauthorised access or use may occur or has occurred by contacting our Support team, available at email@example.com. Coalition reserves the right to, in our sole discretion, refuse service, suspend or terminate accounts, or otherwise restrict access to the Services.
When you access the Platform through a mobile network, your network or roaming provider's messaging, data, and other rates and fees may apply and you will be responsible for all such charges. Downloading, installing, or using the Platform may be prohibited or restricted by your network provider and the Platform may not work with your network provider or device.
8. Parties & Third-Party Beneficiaries
These Terms are between you and Coalition only. Coalition is solely responsible for the Platform, including all Services provided via the Platform (other than those provided under Clause 14 in relation to Insurance which are performed solely by Coalition Risk Solution Ltd) . If you download a mobile version of the Platform via the App Store or Google Play, Apple Inc. or Google, Inc., respectively, those providers shall be a third-party beneficiary to these Terms. You acknowledge and agree that your access to the Platform using these third-party applications also shall be subject to the usage terms set forth in the applicable third-party beneficiary’s terms of service. You will comply with all applicable restrictions, requirements, and rules that govern applications downloaded through the application store through which you obtained the Platform (for example, the App Store or Google Play). You acknowledge that Apple Inc. and Google, Inc. have no obligation whatsoever to furnish any maintenance and support services with respect to the Platform. You further acknowledge and agree that to the extent you have any claim arising from or related to your use of the Platform, in no event will Apple Inc. and Google, Inc. be responsible for any claims relating to the Platform, including but not limited to (a) intellectual property claims; (b) product liability claims; or (c) any claims arising under consumer protection or similar legislation.
9. Open Source Software
Certain software code that may be incorporated into or distributed with the Platform or otherwise with the Services may be licensed by third-parties under various “open-source” or “public-source” software licences (collectively, the “Open Source Software”). Notwithstanding anything to the contrary in these Terms, the Open Source Software is not licensed under these Terms and instead is separately licensed pursuant to the terms and conditions of their respective open-source software licences. You agree to comply with the terms and conditions of such open-source software licence agreements.
10. Linked Accounts and Third-Party Websites
A. Linked Accounts
Coalition may, now or in the future, allow you to link your account on the Platform to your account(s) on third-party services, such as social networking sites ("Linked Accounts"). If you link your account on the Platform to a Linked Account, you are authorising Coalition to store and use your access credentials to access your Linked Account on your behalf as your agent to integrate your experience with the Platform with content, information, and features available through such Linked Account. This may include importing the contacts, preferences, interests, or "likes" of the Linked Account, and/or pushing updates regarding your use of the Services out to your Linked Accounts.
B. Linking to the Platform or the Site
Upon linking to the Platform or Site pursuant to the Terms, you will be granted a non-exclusive, non-transferable, royalty-free licence to use Coalition’s name solely for providing an underlined, textual link from your website to Coalition’s Platform or Site. Without specific, written consent from Coalition, you are not permitted to link to an internal or subsidiary page of the Site or Platform that is located one or several pages down from the Home Page (“deep link”), or bring up present content of the Site within another website (“frame”). Linking, accessing, or using a third-party service through the Platform in this manner may be subject to additional terms established by the applicable third-party, and it is your sole responsibility to comply with such third-party terms.
C. Links from the Platform or the Site to Third-Party Websites
The Platform or Site may contain links to third-party websites, applications, advertisers, services, special offers, or other events or activities (“Third-Party Service”) that are not owned or controlled by us. These Third-Party Services are provided "AS IS" and are governed by their own terms of service and privacy policies as set forth by the third-parties that provide them. In most cases, Coalition is not affiliated with those Third-Party Services, does not endorse them, has no control over them, and assumes no responsibility and/or liability for the content, privacy policies, or practises of any Third-Party Service. In addition, we will not and cannot censor or edit the content of any Third-Party Service.
11. Web Scan
Users of our Site may utilise Coalition’s free automated service to scan and monitor devices and domains which they specify (“Web Scans”). These Web Scans are conducted to ascertain the compliance of network devices and applications with certain published security standards and to disclose potential security vulnerabilities that may be present. Security audits may be performed with the assistance of Coalition employees or its appointed contractors and may from time to time include additional probing and validation beyond the scope of Coalition’s automated scanning system. In certain cases, the exploitation of a vulnerability and/or minimal extraction of data from the target server may be conducted to support Coalition’s security audit findings, or to illustrate a vulnerability to you. Security audits typically include, but are not limited to, port scanning and port connections, evaluating services by checking versions and responses to certain requests, and crawling websites to perform testing of forms, application responses, or to confirm the existence of certain files.
The reports generated from the Web Scans are meant to be taken as preliminary and indicative only, and should not be used as a substitute for a comprehensive security audit. They are based on limited information gathered using the methodology described above, and we do not guarantee that these reports will be fully accurate, complete, or suitable for your purposes. Further limitations are set out in the paragraph titled “Disclaimer of Warranties and Limitation of Liability” below.
By utilising the service, you certify that you are authorised to act on behalf of the owner or licensee of, or are the authorised representative of an individual, business, or other legal entity having contractual usage rights granted by an ISP or Web Host owning or licensed to use, any and all Internet Protocol addresses (the “IPs”) and the associated computer hardware, network, storage, input/output or electronic control devices, or software installed on such devices (the “Devices”) to which you direct the Web Scans to be performed.
12. User Content
A. GeneralThe Platform may request that you submit content such as text, photos, audiovisual content, and other media content ("User Content"). By providing User Content to Coalition, you are granting Coalition a licence to use the User Content in order to make it available through the Platform.
B. Licence Grant By You To CoalitionBy uploading content to our Platform, you are granting Coalition a licence to display, perform, and distribute your User Content, and to modify (for technical purposes) and reproduce such User Content to enable Coalition to operate the Services. You agree that these rights and licences are royalty free, worldwide, and irrevocable, and include a right for Coalition to make such User Content available to, and pass these rights along to others with whom Coalition has contractual relationships related to the provision of the Coalition Services, solely for the purpose of providing such Services, and to otherwise permit access to or disclose your User Content to third-parties if Coalition determines such access is necessary to comply with its legal obligations. You affirm, represent, and warrant that you own or have the necessary licences, rights, consents, and permissions to publish User Content you submit and to further grant the rights and licences to Coalition as provided herein.
C. Materials You SubmitYou acknowledge that you are responsible for the veracity and legality of any User Content that you submit via the Site, Platform, or Services, generally. You agree that in addition to the restrictions contained in Section 1, you represent and warrant that (i) you own or otherwise control all of the rights to the User Content you upload; (ii) the User Content you supply does not contain confidential or proprietary information; (iii) the User Content you supply does not violate any provision herein and will not cause any injury to any person or entity; (iv) Coalition may have something similar to the User Content already under consideration or in development; and (v) you are not entitled to any accounting, compensation, or reimbursement of any kind from Coalition under any circumstances. Further, you agree to indemnify Coalition for all claims resulting from any content you supply to it, including User Content.
We reserve the right to access, read, preserve, and disclose any information as we reasonably believe is necessary to: (i) satisfy any applicable law, regulation, legal process, subpoena or governmental request; (ii) enforce these Terms, including investigation of potential violations of it; (iii) detect, prevent, or otherwise address fraud, security, or technical issues; (iv) cooperate with law enforcement authorities; (v) respond to user support requests; or (vi) protect our, our users' or the public's rights, property, or safety.
14. Indemnity & Release
Notwithstanding any other provisions herein, to the maximum extent permitted by applicable law, you agree to defend, indemnify, and hold harmless us, our affiliates, and our and their respective owners, officers, directors, employees, agents, representatives, successors, assigns, and/or licensors, from and against any and all claims, actions, demands, damages, obligations, losses, liabilities, costs, and expenses (including but not limited to legal and accounting fees) arising from: (i) your use of the Services, including without limitation, your User Content; (ii) your violation of these Terms; and (iii) your violation of any third-party right, including without limitation any copyright, property, publicity, or privacy right; including all actions taken under your account. This clause 15 will survive any termination of these Terms and your use of the Services. We will provide notice to you promptly of any such claim, suit, or proceeding and may choose in our sole discretion to assist you, at your expense, in defending any such claim, suit, or proceeding.
To the maximum extent permitted by applicable law, you agree to release and discharge Coalition and any other third-party that may from time to time engage with our Platform or Site (whether as a participant or in an administrative, operational, or other capacity), and our, and each of their respective owners, officers, directors, employees, agents, representatives, successors, assigns, and/or licensors, from any loss, liability, claim, demand, damage or expense asserted by any person or entity relating in any way to your use of the Platform or Services.
15. Disclaimer of Warranties and Limitation of Liability
Nothing in this agreement limits any liability which cannot legally be limited, including but not limited to liability for: (a) death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation; and (c) breach of the terms implied by section 12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession).
Subject to the foregoing and to the maximum extent permitted by applicable law, A. YOU EXPRESSLY UNDERSTAND AND AGREE THAT: (a) THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. COALITION EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. (b) COALITION DOES NOT WARRANT THAT (i) THE SERVICE WILL MEET ALL OF YOUR REQUIREMENTS; (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; OR (iii) ALL ERRORS IN THE SOFTWARE OR SERVICE WILL BE CORRECTED. (c) ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK, AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER OR OTHER DEVICE OR LOSS OF DATA RESULTING FROM THE DOWNLOAD OR USE OF ANY SUCH MATERIAL. (d) NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM COALITION OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS OF SERVICE.
B. COALITION WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR DAMAGES FOR LOSS OF PROFITS INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF COALITION HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE SERVICE; (II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION, OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (III) UNAUTHORISED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (IV) STATEMENTS OR CONDUCT OF ANY THIRD-PARTY ON THE SERVICE; OR (V) ANY OTHER MATTER RELATING TO THE SERVICE. IN NO EVENT WILL COALITION'S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES OR CAUSES OF ACTION EXCEED ONE HUNDRED (100) POUNDS. ANY SUCH CLAIM MUST BE MADE WITHIN TWELVE (12) MONTHS OF THE CAUSE OF ACTION ARISING.
16. Monitoring and Enforcement; Termination
Coalition may investigate any violations of these Terms and may involve, and cooperate with, law enforcement authorities in prosecuting users who are involved in any such violations. You acknowledge and agree that Coalition can take any technical, legal, and other actions that we deem, in our sole discretion, necessary and appropriate, without notice to you, in order to prevent or remediate any violations and to enforce these Terms.
If the investigation reveals any information, act, or omission, which in Coalition’s sole opinion, constitutes a violation of any local, state/provincial/territorial, federal, or foreign law or regulation, these Terms, or is otherwise deemed to harm the Services, Coalition may take the actions described in the paragraph below.
You agree that Coalition may, under certain circumstances and without prior notice:
Remove or refuse to post any User Content on the Site for any reason;
Take any action with respect to any content that we deem necessary or appropriate, including if we believe that such content violates the Terms, infringes any intellectual property right, threatens the security of the Services, or could create liability for Coalition;
As permitted by law, disclose your identity or other information to any third party who claims that material submitted by you violates their rights, including their intellectual privacy rights or right to privacy;
Immediately terminate your Coalition account, any associated email address, and access to the Site, Platform and associated Services without notice and for any reason, including: (a) breaches or violations of the Terms or other incorporated agreements or guidelines; (b) a request by you (self-initiated account deletions); (c) discontinuance or material modification to the Services (or any part thereof); (d) unexpected technical or security issues or problems; (e) extended periods of inactivity; (f) you have engaged or are reasonably suspected to be engaged in fraudulent or illegal activities; (g) you have provided false information as part of your account; (h) you have failed to keep your account complete, true, and accurate; (i) any use of the Services deemed at Coalition’s sole discretion to be prohibited; (j) use of fraudulent payment methods; or (k) nonpayment of any fees owed by you in connection with the Platform and associated Services; or
Cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone using our Services.
Upon termination by Coalition, you must promptly destroy all materials objected from the Site or Platform, excluding those documents or records that you are required by applicable law or regulation to maintain. These Terms shall survive any termination of your access to the Services, including the Site or Platform.
17. Modifications to Services
A. Modifications to the Platform or ServicesWe are constantly changing and improving our Platform and Services. We may add or remove functionalities or features, and we may suspend or stop all or part of the Platform or Services altogether. You can stop using our Services or cancel your account at any time. Coalition may also stop providing Services to you or add or create new limits to our Services at any time.
B. Software UpdatesBy downloading, installing, starting, or using the Platform, you agree to receive automatic software updates, including any files that are automatically delivered to you by Coalition (via online transmission, through a third-party distributor, or otherwise) to patch, update, or otherwise modify the Platform.
By agreeing to these Terms, you agree that Coalition shall be permitted to identify you as a customer, to use your website's name in connection with proposals to prospective customers, to hyperlink to your website's homepage, to display your logo on the Coalition Platform, and to otherwise refer to you in print or electronic form for marketing or reference purposes. You may contact us at firstname.lastname@example.org to request references, logos, or hyperlinks to your website be removed. We will comply with such requests at our reasonable discretion.
19. Relationship and Assignment
You acknowledge and agree that no agency, partnership, joint venture, employer-employee, or franchisor-franchisee relationship is intended or created by these Terms or by your use of the Platform and/or the Services.
Coalition reserves the right, in our sole and absolute discretion, to transfer, assign, sublicense, or pledge in any manner whatsoever, any of our rights and obligations under these Terms to a subsidiary, affiliate, successor, or to any third-party whatsoever, without notifying you or receiving your consent. You shall not, by operation of law or otherwise, transfer, assign, delegate, sublicense, nor pledge in any manner whatsoever, any of your rights or obligations under these Terms.
20. Entire Agreement, Waiver and Severability of Terms
21. Governing Law and Jurisdiction
These Terms and your use of the Platform and Services are governed in all respects by the laws of England and Wales, without giving effect to any principles of conflicts of laws. Any dispute concerning the Services or these Terms shall be subject to the exclusive venue of the courts of England and Wales.
22. Electronic Communication
By using the Services, you agree to have all records provided to you in electronic form and sent to your primary email address. This consent, unless withdrawn, applies to all transactions between you and Coalition.
The headings and captions used in these Terms are inserted for convenience only and will not affect the meaning or interpretation of these Terms.
24. How to Contact Us
The Services are controlled and operated by Coalition Risk Solutions Ltd. located at:
Coalition Risk Solutions Ltd.
34-36 Lime Street,
0204 536 4690
For questions or concerns related to these Terms, you can email us at email@example.com or send a letter to the above address, with Attention: Legal Department.