Terms and Conditions

 

IMPORTANT NOTICE: PLEASE READ THESE TERMS OF SERVICE CAREFULLY, AS THEY CONTAIN AN AGREEMENT TO ARBITRATE AND OTHER IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS. THE AGREEMENT TO ARBITRATE REQUIRES (WITH LIMITED EXCEPTIONS) THAT YOU SUBMIT CLAIMS YOU HAVE AGAINST US TO BINDING AND FINAL ARBITRATION, AND FURTHER:

  • (A) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AGAINST RPM ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING,

  • (B) YOU WILL ONLY BE PERMITTED TO SEEK RELIEF (INCLUDING MONETARY, INJUNCTIVE AND DECLARATORY RELIEF) ON AN INDIVIDUAL BASIS, AND

  • (C) YOU MAY NOT BE ABLE TO HAVE ANY CLAIMS YOU HAVE AGAINST US RESOLVED BY A JURY OR IN A COURT OF LAW.

BY PLACING AN ORDER FOR PRODUCTS OR SERVICES FROM THIS WEBSITE OR DIRECTLY WITH RELIABLE PREMIUM MANAGEMENT LLC AND ANY OF ITS SUBSIDIARIES OR AFFILIATES (“RPM,” “WE,” “US” OR “OUR”), YOU ACCEPT AND ARE BOUND BY THESE TERMS AND CONDITIONS. YOU MAY NOT ORDER OR OBTAIN PRODUCTS OR SERVICES FROM RPM IF YOU (A) DO NOT AGREE TO THESE TERMS, (B) ARE NOT THE OLDER OF (i) AT LEAST 18 YEARS OF AGE OR (ii) LEGAL AGE TO FORM A BINDING CONTRACT WITH RPM, OR (C) ARE PROHIBITED FROM ACCESSING OR USING RPM’S WEBSITE (“SITE” OR “WEBSITE”) OR ANY OF THIS WEBSITE’S CONTENTS, GOODS OR SERVICES BY APPLICABLE LAW.

Introduction

These Terms of Service (“Terms of Service”) govern your (collectively, the terms “you,” “your” or “user” refers to you, the user of the Services (defined below)) use of RPM’s services (the “Services”) delivered through any channel, including phone, email, direct communications, and all related products, services, tools, web applications, and any other technology platforms or tools located at the Website, including without limitation, successor Website(s) or application(s) thereto. You agree that you are authorized to consent to these terms on behalf of such business, association, or other entity, and we can rely on your authority to enter into an agreement with us.

Scope of Services

RPM provides workers’ compensation premium billing and remittance services to policyholders (the ‘Services’). The Services are delivered through a combination of online tools, email communications, phone support, and direct interactions with your insurance carrier, agent, and payroll provider. Whether you engage with RPM via our website, by phone, by email, or through any other channel, your use of the Services is governed by these Terms.

ENGAGING WITH RPM IN ANY MANNER, INCLUDING SIGNING A SERVICE AUTHORIZATION FORM, COMMUNICATING WITH RPM PERSONNEL, USING RPM’S WEBSITE OR TOOLS, OR PROVIDING INFORMATION TO RPM, DOES NOT CREATE A PROFESSIONAL-CLIENT, TRUST, AGENCY, OR SIMILAR RELATIONSHIP BETWEEN YOU AND RPM. NOTHING CONTAINED IN THE SERVICES IS INTENDED TO CREATE A PROFESSIONAL-CLIENT, OR SIMILAR RELATIONSHIP TO REPLACE THE SERVICES OF A LICENSED, TRAINED PROFESSIONAL, OR TO BE A SUBSTITUTE FOR ADVICE OF A LICENSED, TRAINED PROFESSIONAL. RPM IS A PAYMENTS INTERMEDIARY ONLY; RPM IS NOT YOUR INSURANCE CARRIER, AGENT, BROKER, TRUSTEE, OR A FIDUCIARY. RPM IS NOT LICENSED TO OPINE ON YOUR COVERAGE AMOUNT OR CHARACTER AND IS NOT RESPONSIBLE OR LIABLE FOR DETERMINING COVERAGE STATUS OR SUITABILITY FOR POLICYHOLDERS.

FURTHER, RPM ONLY ESTIMATES PREMIUM PAYMENT AMOUNTS BASED ON INFORMATION AVAILABLE ON THE POLICY, ON THE PAYROLL, AND SHARED BY YOU, THE POLICYHOLDER; THE ULTIMATE CALCULATION OF PREMIUMS IS DEPENDENT UPON A DETERMINATION BY THE CARRIER (OR AUDITOR) OF PREMIUMS DUE BASED ON EMPLOYEE CLASS CODES, NET RATES, AND OTHER FACTORS OUTSIDE OF RPM’S SCOPE OF RESPONSIBILITY.

The services RPM provides are limited to the following:

  • Setup and integration. Once you, your agent, or an authorized representative grant RPM access to your payroll system and provide your policy information, RPM will connect with your payroll provider and current workers’ compensation carrier. RPM handles setup and will notify you when your involvement is required.

  • Premium calculation. Each pay period, RPM calculates premiums based on your payroll and policy information.

  • Premium remittance. RPM will remit all premiums collected on your behalf to your named insurance carrier in accordance with the carrier’s billing schedule. In the event of service termination, RPM will remit any outstanding collected premiums to the carrier in accordance with the carrier’s schedule. If that is not possible, RPM will return collected premiums to the policyholder.

  • Audit assistance. RPM may assist with your annual workers’ compensation audit, including report preparation, review of audit results for accuracy, and audit dispute support on your behalf. Audit determinations are made solely by the insurance carrier or auditor; RPM’s role is advisory.

  • Customer support. RPM provides customer support via phone, email, and our website for questions related to your account, payroll integration, premium calculations, and policy questions in the scope of our services.

  • Additional services. In certain cases RPM is able to accommodate customers who prefer to submit their payroll data directly to RPM, customers who choose premiums serviced on a monthly basis, customers who choose a payroll data reporting service without billing, and other accommodations. Such instances are subject to additional fees.

Requirements and Critical Service Matters

  • You must maintain sufficient funds in the relevant accounts in order that timely payments may be made as set forth in the Service Authorization Agreement;

  • You must grant RPM access to the Company’s payroll reports and workers’ compensation policy – in the absence of either, RPM will charge an account reconnection fee for attempting to re-establish access to the payroll system or re-obtain policy information;

  • In the event of cancellation of RPM services by you (which you may do at any time), RPM will suspend services after the payroll cycle immediately following delivery of notice of termination, and will remit all collected premiums to your insurance carrier on file with RPM;

  • RPM will take reasonable steps to keep your workers’ compensation policy in good standing with your insurance carrier, provided that a funded payment method and current payroll data remain accessible to RPM for this purpose; depending on your carrier’s policies, this may include assessing fixed minimum or fixed estimated premium payments to keep your policy active, even if the Company has no payroll for the applicable time period;

  • RPM is not responsible for policy lapses resulting from insufficient funds, inaccessible payroll data, or carrier actions outside RPM’s control;

  • While RPM can assist with audit preparation and review on the Company’s behalf, audit premium determinations are made solely by insurance carriers and auditors;

  • RPM is not responsible for any balance due as a result of a carrier audit; and

  • You must review accounts and notify us as promptly as practical of any discrepancies or issues with respect to coverage or payments.

Standards of Performance

WE ALSO WARRANT THAT DURING THE WARRANTY PERIOD THE SERVICES PURCHASED FROM THE SITE WILL BE PERFORMED IN A PROFESSIONAL MANNER AND IN ACCORDANCE WITH GENERALLY RECOGNIZED INDUSTRY STANDARDS FOR SIMILAR SERVICES.

This limited warranty starts on the date of your engagement and continues during the term of the Services, the “Warranty Period”. We may change the availability of this limited warranty at our discretion, but any changes will not be retroactive. This limited warranty extends only to the original purchaser of products and services from the Site. It does not extend to any subsequent or other owner or transferee of the product or any transferee or other beneficiary of the service.

WE LIMIT THE DURATION AND REMEDIES OF ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, TO THE DURATION OF THE WARRANTY PERIOD.

RPM will send invoices to you every pay period; however, we do not guarantee the accuracy or timeliness of all invoices. You will select the frequency of payrolls. You may provide your payroll directly to RPM, but if you do so, RPM cannot provide Audit Review services.

Pricing and Fees

Base Pricing

RPM’s current pricing, including the one-time setup fee and per payroll-cycle administrative fee, is set forth in your Service Authorization Form.

Additional Fees

Additional fees may apply in certain circumstances, including but not limited to account reconnection fees (where RPM access to payroll or policy information has been interrupted), returned payment fees, and credit card convenience fees. These additional fees are described in your Service Authorization Form and applicable account documentation.

Optional Service Accommodations

RPM’s standard Services rely on direct access to your payroll system and billing on your payroll frequency, which RPM has determined to be the optimal pay-as-you-go configuration. In certain cases, RPM may accommodate customers who prefer to (i) submit payroll data directly to RPM rather than grant payroll system access, and/or (ii) be billed on a monthly basis rather than per payroll cycle. Both accommodations incur additional fees beyond the standard pricing, are not RPM’s recommended service configuration, and will result in RPM being unable to provide audit assistance services described in the Scope of Services section.

Changes to Pricing

RPM reserves the right to modify its pricing at any time, in its sole discretion, without prior written notice. Updated pricing will be reflected on the next invoice issued per pay period. Continued use of the Services constitutes acceptance of the revised pricing.

Limitation of Liabilities

The accuracy and quality of RPM’s services are dependent upon the accuracy, timeliness, and completeness of information provided by you. RPM is not responsible for damages resulting from your failure to provide accurate, timely, and complete information to RPM.

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL RPM AND ITS AFFILIATES, OFFICERS, DIRECTORS, AGENTS, CONTRACTORS, REPRESENTATIVES, INTERNS, SUPPLIERS, SERVICE PROVIDERS, OR LICENSORS BE RESPONSIBLE FOR ANY LOSS INCLUDING, WITHOUT LIMITATION, LOST PROFITS, REVENUES, OR FINANCIAL LOSSES, OR ANY INDIRECT, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES ARISING FROM THESE TERMS OF SERVICE OR THE SERVICES, OR FOR ANY DAMAGES RELATED TO THE LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS, LOSS OF USE, LOSS OF GOODWILL OR LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE AND EVEN IF RPM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, IN NO EVENT SHALL THE MAXIMUM TOTAL LIABILITY OF RPM AND ITS AFFILIATES, FOR ANY CLAIMS ARISING OUT OF OR IN ANY WAY RELATED TO THESE TERMS OF SERVICE OR THE ACCESS TO AND USE OF THE SERVICES, EXCEED THE LESSER OF (i) $1,000 OR (ii) TO THE TOTAL AMOUNT YOU PAID TO RPM IN FEES OVER THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE CLAIM.

Some jurisdictions do not allow the exclusion of certain warranties and limitations of liability provided in this Section. If you are in such a jurisdiction, some of the above limitations and disclaimers may not apply to you. To the extent we may not, as a matter of applicable law, disclaim any implied warranty or limit our liabilities, the scope and duration of such warranty and the extent of our liability will be the minimum permitted by applicable law.

Privacy Policy

We respect your privacy and are committed to protecting it. Our Privacy Policy governs the processing of all personal data collected from you in connection with your purchase of products or services in connection with the Services. Please refer to our Privacy Policy for information about how we collect, use, store and disclose your information.

Disclaimers and Limitations of Liability

TO THE EXTENT PERMITTED BY APPLICABLE LAW, RPM AND ITS OFFICERS, EMPLOYEES, DIRECTORS, SHAREHOLDERS, PARENTS, SUBSIDIARIES, AFFILIATES, AGENTS, AND LICENSORS DISCLAIM ALL WARRANTIES, CONDITIONS, AND REPRESENTATIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, THOSE RELATED TO MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND THOSE ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. OUR SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.”

TO THE EXTENT PERMITTED BY APPLICABLE LAW, RPM AND ITS AFFILIATES MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT THE ACCURACY OR COMPLETENESS OF CONTENT AVAILABLE ON OR THROUGH THE SERVICES, OR THE CONTENT OF ANY THIRD-PARTY WEBSITES OR SERVICES LINKED TO OR INTEGRATED WITH OUR SERVICES. WE DO NOT REPRESENT OR WARRANT THAT:

  • (i) YOUR USE OF OUR SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE,

  • (ii) ANY ERRORS IN THE SERVICE WILL BE CORRECTED,

  • (iii) THE QUALITY OF THE SERVICES, INFORMATION OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU WILL MEET YOUR EXPECTATIONS,

  • (iv) THE SERVICES WILL BE FREE OF ANY WORMS OR VIRUSES OR ANY CODE OF A MALICIOUS AND/ OR DESTRUCTIVE NATURE, OR

  • (v) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE.

RPM AND ITS AFFILIATES WILL HAVE NO LIABILITY FOR ANY:

  • (i) ERRORS, MISTAKES OR INACCURACIES OF CONTENT;

  • (ii) PERSONAL INJURY OR PROPERTY DAMAGE RESULTING FROM YOUR ACCESS TO OR USE OF THE SERVICES OR CONSUMPTION OF ANY CONTENT;

  • (iii) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS OR OF ANY PERSONAL INFORMATION OR USER DATA;

  • (iv) ANY INTERRUPTION OF TRANSMISSION TO OR FROM THE SERVICES;

  • (v) ANY BUGS, VIRUSES, TROJAN HORSES OR THE LIKE WHICH MAY BE TRANSMITTED ON OR THROUGH THE SERVICES;

  • (vi) ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED OR SHARED THROUGH THE SERVICES; OR

  • (vii) LOSS OR DAMAGED CAUSED BY ANOTHER USER’S VIOLATION OF THESE TERMS OF SERVICE.

THE INFORMATION CONTAINED ON THIS SITE IS NOT AN OFFER TO SELL OR A SOLICITATION TO BUY ANY INSURANCE PRODUCT OR SERVICE. NO INSURANCE PRODUCT OR SERVICE IS OFFERED OR WILL BE SOLD BY RPM.

RPM SHALL NOT BE LIABLE FOR ANY UNAUTHORIZED ACCESS TO, OR USE OF, PERSONAL CONSUMER INFORMATION, EXCEPT TO THE EXTENT THAT SUCH UNAUTHORIZED ACCESS OR USE IS THE RESULT OF RPM’S NEGLIGENCE. RPM AGREES TO IMPLEMENT REASONABLE SECURITY MEASURES TO PROTECT PERSONAL CONSUMER INFORMATION. HOWEVER, RPM DOES NOT WARRANT THAT SUCH MEASURES WILL PREVENT ALL UNAUTHORIZED ACCESS OR USE. RPM SHALL NOT BE RESPONSIBLE FOR ANY DAMAGES, LOSSES, OR LIABILITIES ARISING FROM ANY UNAUTHORIZED ACCESS TO, OR USE OF, PERSONAL CONSUMER INFORMATION, UNLESS SUCH DAMAGES, LOSSES, OR LIABILITIES ARE DIRECTLY CAUSED BY RPM’S NEGLIGENT ACTS OR OMISSIONS. THIS LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW. IN THE EVENT OF A SECURITY INCIDENT AFFECTING YOUR PERSONAL OR FINANCIAL INFORMATION, RPM WILL PROVIDE NOTICE TO AFFECTED CUSTOMERS IN ACCORDANCE WITH APPLICABLE LAW.

Dispute Resolution

Mandatory Arbitration of Disputes

We each agree that any dispute, claim, or controversy arising out of or relating to these Terms of Service (including the arbitrability of such claim) or the breach, termination, enforcement, interpretation or validity thereof or the use of the Services (collectively, “Disputes”) will be resolved solely by binding, individual arbitration and not in a class, representative or consolidated action or proceeding. You and RPM agree that the U.S. Federal Arbitration Act governs the interpretation and enforcement of these Terms of Service, and that you and RPM are each waiving the right to a trial by jury or to participate in a class action. This arbitration provision shall survive termination of these Terms of Service.

Conducting Arbitration and Arbitration Rules

The arbitration will be conducted by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (the “AAA Rules”) then in effect, except as modified by these Terms of Service. The AAA Rules are available at www.adr.org or by calling 1-800-778-7879. A party who wishes to start arbitration must submit a written Demand for Arbitration to AAA and give notice to the other party as specified in the AAA Rules. The AAA provides a form Demand for Arbitration at www.adr.org.

Arbitration Costs

Payment of all filing, administration and arbitrator fees will be governed by the AAA Rules, and each party shall bear its own costs and expenses of arbitration, including legal fees.

Injunctive and Declaratory Relief

The arbitrator shall determine all issues of liability on the merits of any claim asserted by either party and may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim. To the extent that you or we prevail on a claim and seek public injunctive relief (that is, injunctive relief that has the primary purpose and effect of prohibiting unlawful acts that threaten future injury to the public), the entitlement to and extent of such relief must be litigated in a civil court of competent jurisdiction and not in arbitration. The parties agree that litigation of any issues of public injunctive relief shall be stayed pending the outcome of the merits of any individual claims in arbitration.

Class Action Waiver

YOU AND RPM AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, if the parties’ Dispute is resolved through arbitration, the arbitrator may not consolidate another person’s claims with your claims, and may not otherwise preside over any form of a representative or class proceeding. If this specific provision is found to be unenforceable, then the entirety of this Dispute Resolution section shall be null and void.

Miscellaneous

These Terms May Change

We reserve the right, at our sole discretion, to update, change, modify, or replace any part of these Terms of Service by posting updates and changes to the Site. We may elect to notify you of such changes by mail, email, posting of modified Terms of Service, or some other similar manner. However, it is your responsibility to check the Site regularly for changes to these Terms of Service. Your continued use of or access to the Site or the Services following the posting of any changes to these Terms of Service constitutes acceptance of those changes.

Severability

In the event that any provision of these Terms of Service is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms of Service, such determination shall not affect the validity and enforceability of any other remaining provisions.

Termination

These Terms of Service are effective unless and until terminated by either you or us. You may terminate these Terms of Service at any time by notifying us that you no longer wish to use the Services, or when you cease using our Services. In that event, RPM will suspend services after the payroll cycle immediately following delivery of notice of termination.

We are free to terminate (or suspend access to) your use of the Services (or any part thereof) or your Account, if (i) you fail, or we suspect that you have failed, to comply with any term or provision of these Terms of Service, or (ii) for any other reason in our sole discretion. We also may terminate these Terms of Service at any time without notice.

Even after your right to use the Services is terminated, the obligations and liabilities of the parties incurred prior to the termination date shall survive the termination and the Terms of Service will remain enforceable against you. Provisions that, by their nature, should survive termination of these Terms of Service shall survive termination. By way of example, but without limitation, all of the following will survive termination: any obligation you have to pay us or indemnify us, any limitations on our liability, and any terms regarding ownership or intellectual property rights.

No Assignment of the Terms of Service

You may not assign these Terms of Service to any other party. We may assign these Terms of Service or delegate any or all of our rights and responsibilities under these Terms of Service to any third parties, without notice to you.

Governing Law and Jurisdiction

These Terms of Service and all disputes arising out of or relating to the Terms of Service shall be governed by, construed, and enforced in accordance with the laws of the State of Minnesota in the United States, without regard to its conflict of laws principles. These disputes will be resolved exclusively in the federal and state courts in the State of Minnesota, and you and we consent to personal jurisdiction in those courts.

Waiver

No delay or omission by us in exercising any rights or remedies thereunder shall impair such right or remedy or be construed as a waiver of any such right or remedy. Any single or partial exercise of a right or remedy by us shall not preclude further exercise or any right or remedy by us. No waiver by us shall be valid unless in writing signed by us.

Headings

The headings used in the Terms of Service are included for convenience only and will not limit or otherwise affect these Terms of Service.

Entire Agreement

These Terms of Service and any policies posted by us on this website or in respect to the Services constitutes the complete and exclusive agreement and understanding between you and us related to the Services, and supersedes any prior or contemporaneous agreements, communications and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms of Service). Any ambiguities in the interpretation of these Terms of Service shall not be construed against the drafting party.

Force Majeure

Neither party hereto shall be liable or responsible to the other party, nor be deemed to have defaulted under or breached this Agreement, for any failure or delay in fulfilling or performing any term of this Agreement (except for any of your obligations to make payments to us hereunder), when and to the extent such failure or delay is caused by or results from acts beyond the impacted party’s (“Impacted Party”) reasonable control, including, without limitation, the following force majeure events (“Force Majeure Event(s)”):

  • (a) acts of God;

  • (b) flood, fire, earthquake, catastrophes such as epidemics, or explosion;

  • (c) war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest;

  • (d) government order, law, or actions;

  • (e) embargoes or blockades in effect on or after the date of this Agreement;

  • (f) national or regional emergency;

  • (g) strikes, labor stoppages or slowdowns, or other industrial disturbances; and

  • (h) telecommunication breakdowns, power outages or shortages, lack of warehouse or storage space, inadequate transportation services, or inability or delay in obtaining supplies of adequate or suitable materials.

The Impacted Party shall give notice within three (3) days of the Force Majeure Event to the other party, stating the period of time the occurrence is expected to continue. The Impacted Party shall use diligent efforts to end the failure or delay and ensure the effects of such Force Majeure Event are minimized. The Impacted Party shall resume the performance of its obligations as soon as reasonably practicable after the removal of the cause. In the event that the Impacted Party’s failure or delay remains uncured for a period of sixty (60) consecutive days following written notice given by it under this Section, the other party may thereafter terminate this Agreement upon five (5) days’ written notice.

Contact Information

Questions about the Terms of Service should be sent to us at: info@reliablepremium.com.

No Third-Party Beneficiaries

These Terms do not and are not intended to confer any rights or remedies upon any person or entity other than you and RPM.