Terms of Service

Effective February 1, 2026

These Terms of Service ("Terms") form a binding agreement between Zion Underwriting Partners LLC ("Company", "we", "us", "our") and you ("Customer", "you") governing your access to and use of our insurance quoting, policy-management, member-portal, and related services (collectively, the "Service"). By creating an account, accessing, or using the Service you acknowledge you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you do not agree, do not use the Service.

1. Eligibility & account

You must be at least eighteen (18) years of age and legally authorized to bind the entity you represent. You are responsible for keeping your credentials confidential, for maintaining accurate account information, and for all activity conducted under your account. You must notify us immediately of any unauthorized use of your account or any other suspected breach of security. We may suspend or terminate accounts that violate these Terms, that are inactive for an extended period, or that we reasonably believe pose a fraud, credit, or regulatory risk.

2. The Service — not an insurance carrier

The Service is software that helps licensed insurance producers, wholesalers, program administrators, underwriters, and their policyholders prepare and manage commercial transportation insurance submissions and related administrative tasks. Zion Underwriting Partners LLC is a licensed surplus-lines broker and technology provider; it is NOT itself an admitted insurance carrier. Insurance coverage is bound, issued, endorsed, and adjusted by the specific carrier(s) identified on each quote, binder, or policy, subject to those carriers' terms, conditions, exclusions, and forms. Premium quotes generated by the Service are estimates based on the information provided and are neither binders of coverage nor guarantees that coverage will be issued.

3. Producer responsibilities

If you use the Service as a licensed producer, agency, or program administrator, you agree that: • You hold, and will continuously maintain, all state property-and-casualty licenses and appointments required for the lines, products, and territories you quote or bind through the Service. • You will verify applicant, driver, and vehicle information against original documents and will keep the records required by state insurance departments and surplus-lines tax authorities. • You will not misrepresent, omit, or falsify risk information to carriers, MGAs, wholesalers, reinsurers, surplus-lines tax authorities, or end-customers. • You will follow each carrier's underwriting rules, referral requirements, and prohibited-class list, and will collect and remit any premium, taxes, or fees you accept from an insured in accordance with applicable law. • You are solely responsible for the accuracy of any binder, certificate, endorsement request, or ID card you issue through the Service.

4. Fees, billing, taxes, and refunds

Subscription, transaction, broker, and program fees (where applicable) are disclosed in-app before each charge and are processed by Stripe. Down payments, invoice payments, and statement payments made through the Service may include a pass-through processing fee so the agency nets the intended amount; this pass-through amount is disclosed on the checkout page before you confirm. Past-due agency balances may result in suspension of submission and bind rights until the balance is resolved. Statement due-dates and late fees follow the schedule configured on your agency profile. All fees are exclusive of applicable surplus-lines taxes, stamping-office fees, program fees, and other governmental charges, which are itemized on each invoice. Refunds are issued at our reasonable discretion and are limited to confirmed billing errors, duplicate charges, or documented carrier-issued return premium. No refund is available for the unused portion of a paid subscription period. Return premium arising from mid-term cancellation is calculated per the issuing carrier's rules and net of any minimum-earned or fully-earned amounts stated on the policy.

5. Acceptable use

You will not, and will not permit anyone else to: • Use the Service to commit fraud, money laundering, insurance fraud, misrepresentation, or any unlawful act. • Impersonate another producer, agency, insured, or carrier, or misrepresent your affiliation with any party. • Upload malware, attempt to circumvent authentication or authorization controls, probe the Service for vulnerabilities without our prior written authorization, or interfere with the integrity or performance of the Service. • Scrape, mirror, systematically download, or reverse-engineer the Service, its data, its rating engine, or its rules-of-eligibility content, whether manually or through automated means. • Share, resell, or sublicense access to the Service, or share credentials with any third party. • Use the Service to send unsolicited commercial email, harass any person, or violate the Telephone Consumer Protection Act, CAN-SPAM, or any similar communications law.

6. Data & privacy

Our handling of personal information is described in the Privacy Policy, which is incorporated into these Terms by reference. You represent and warrant that (a) you have all necessary consents, authorizations, and legal bases to upload driver personally-identifiable information, motor-vehicle records, and other applicant or insured information into the Service, and (b) your submission of such information does not violate any applicable law, regulation, or third-party right. You will comply with the Fair Credit Reporting Act, the Driver's Privacy Protection Act, and all state insurance privacy statutes applicable to the information you upload.

7. Intellectual property

The Service — including its software, source code, algorithms, rules engines, workflow definitions, page layouts, product content, documentation, trademarks, logos, and non-customer data — is owned by Zion Underwriting Partners LLC and its licensors and is protected by U.S. and international intellectual-property laws. We grant you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to access and use the Service solely for its intended purpose and solely while these Terms remain in effect. You retain ownership of the business data, applicant information, and policy records that you submit to the Service ("Customer Data"). You grant us a worldwide, royalty-free license to host, process, transmit, back up, and display Customer Data solely to operate the Service and perform our obligations, and to create aggregated, de-identified analytics that cannot reasonably be re-associated with you or any identified individual.

8. Disclaimers

THE SERVICE, INCLUDING ALL SOFTWARE, RATE INDICATIONS, ELIGIBILITY RULES, MVR SCORING, TEMPLATES, AND CONTENT, IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, OR THAT ANY QUOTE OR RATE PRODUCED BY THE SERVICE WILL RESULT IN AN OFFER OR BINDING OF COVERAGE BY ANY CARRIER.

9. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL, DATA, OR BUSINESS OPPORTUNITY, ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE, REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE WILL NOT EXCEED THE GREATER OF (A) THE TOTAL FEES YOU PAID TO US FOR THE SERVICE IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM OR (B) ONE HUNDRED U.S. DOLLARS ($100.00). THESE LIMITATIONS APPLY EVEN IF A LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

10. Indemnification

You agree to defend, indemnify, and hold harmless Zion Underwriting Partners LLC and its officers, directors, employees, contractors, and affiliates from and against any claim, demand, loss, liability, damage, cost, or expense (including reasonable attorneys' fees) arising out of or relating to: (a) your misuse of the Service; (b) your breach of these Terms or the Privacy Policy; (c) any inaccurate, misleading, or unauthorized data you or your producers submit into the Service; (d) your violation of any law, regulation, or third-party right, including any state insurance licensing, privacy, or surplus-lines-tax law; and (e) any dispute between you and an insured, applicant, driver, carrier, or sub-producer arising from your use of the Service.

11. Termination

Either party may terminate access for convenience upon thirty (30) days' prior written notice. We may suspend or terminate your access immediately, with or without notice, for (a) violation of Section 5 (Acceptable Use); (b) non-payment of any past-due balance; (c) fraud, misrepresentation, or regulatory non-compliance; or (d) a legally required take-down. Upon termination your license to use the Service ends. Sections 4 (unpaid amounts), 6 (data & privacy), 7 (IP), 8 (disclaimers), 9 (limitation of liability), 10 (indemnification), 12 (governing law), 13 (arbitration), and 15 (miscellaneous) survive termination. Insurance and regulatory-records-retention obligations survive termination for the periods described in the Privacy Policy.

12. Governing law & venue

These Terms are governed by the laws of the State of Wyoming, excluding its conflict-of-laws rules. Subject to Section 13 (Arbitration), the exclusive venue for any dispute arising out of or relating to these Terms or the Service is the state and federal courts located in Cheyenne, Wyoming, and each party irrevocably consents to personal jurisdiction and waives any objection to that venue.

13. Arbitration & class-action waiver

Any dispute, claim, or controversy arising out of or relating to these Terms or the Service that is not resolved through good-faith negotiation within thirty (30) days will be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, before a single arbitrator, in Cheyenne, Wyoming (or by videoconference if both parties agree). Judgment on the award may be entered in any court of competent jurisdiction. EACH PARTY WAIVES ANY RIGHT TO A JURY TRIAL AND ANY RIGHT TO PARTICIPATE IN A CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION. Notwithstanding the foregoing, either party may seek injunctive or equitable relief in court to protect its intellectual-property rights or confidential information.

14. Changes to these Terms

We may revise these Terms from time to time to reflect changes to our practices, product features, or applicable law. Material changes will be announced in-app and by email to the address on your account at least fourteen (14) days before they take effect. The "Effective" date at the top of this page always reflects the current version. Continued use of the Service after the effective date constitutes acceptance of the revised Terms.

15. Miscellaneous & contact

These Terms, together with the Privacy Policy and any written order form or addendum executed by both parties, constitute the entire agreement between you and Zion Underwriting Partners LLC regarding the Service and supersede any prior or contemporaneous agreements on the same subject. If any provision of these Terms is held unenforceable, the remaining provisions remain in full force. Our failure to enforce any provision is not a waiver of our right to enforce it later. You may not assign these Terms without our prior written consent; we may assign these Terms to a successor in connection with a merger, acquisition, or sale of assets. Notices to us must be sent in writing to legal@zionuw.com; we may deliver notices to you by email to the address on your account or by in-app notification. For any question about these Terms, contact us at legal@zionuw.com.