ONLINE ATTACHMENT TO AGENCY AGREEMENT

Revised 3/25/05

This Addendum dated the day of is made part of the Agency – Company Agreement between Tokio Marine America, Inc. on behalf of Tokio Marine & Nichido Fire Insurance Co., Ltd. (US Branch) (“Tokio Marine”) and (hereinafter “You”) (the “Agreement”).

This Agreement as well as any future amendments shall cover the terms and conditions for your use of eTokio, Tokio Marine’s online insurance quoting and binding system.

1. License Grant

Effective as of the date set forth above, Tokio Marine grants to You a non-exclusive, non-transferable license to access eTokio and use certain Proprietary Materials (as define below) that have been made available to You through eTokio at such times as eTokio is available for use. This license includes:

a. The right to electronically display Proprietary Materials retrieved from eTokio by
no more than one person per password; and

b. The right to download a single electronic copy or print a single hard copy of
Proprietary Materials for backup purposes only; and

c. The right to use the Proprietary Materials accessed through eTokio for business
purposes only.

For purposes of this Agreement, all information and data electronically accessible via eTokio shall be collectively referred to as “Proprietary Materials”. Proprietary Materials are the property of Tokio Marine or its suppliers or licensors, as applicable, and are protected by copyright and other intellectual property laws. Except for the license granted herein, all rights, title and interest in the Proprietary Materials shall be the exclusive property of Tokio Marine or its suppliers or licensors.

The Proprietary Materials also include any information about Tokio Marine’s business, its products, its clients and its insureds. Under no circumstances may You, or any person or entity acting by, through or on your behalf, use, copy, redistribute, transfer, sell, lease, share, store, publish or transmit Proprietary Materials in whole or in part, in any form, except as provided under this Agreement. In no event, may You remove, modify, omit or obscure any copyright or other notice displayed in connection with the Proprietary Materials. You acknowledge and agree to comply with all restrictions and requirements in this Agreement and any future amendments. This license shall terminate upon termination of this Agreement.

2. eTokio Disclaimer

eTokio is comprised of a number of databases which contain Proprietary Materials. Tokio Marine reserves the right to add or withdraw such Proprietary Materials and modify or otherwise change eTokio (including features) without notice. If any future change is unacceptable to You, this Agreement may be immediately terminated upon written notice to Tokio Marine. Your continued use of eTokio following notice of a change shall be deemed to be your acceptance of all terms and conditions.

3. Password and User ID

Tokio Marine shall provide eTokio password and user ID materials to You. You agree to assume all responsibility for each password issued under this Agreement and for maintaining the security of the password issued to You. Additional passwords may be provided upon written request, subject to Tokio Marine’s policies and payment of additional fees.

eTokio will prompt all users to change and verify their password every sixty (60) days. It is your responsibility to notify Tokio Marine immediately, in writing, in the event of any lost or stolen password or termination of any employee so that Tokio Marine may terminate future access.

4. Access and Use of eTokio

You are responsible for providing all computer and telecommunication equipment or other devices including web browser software and internet service provider access that may be necessary to access eTokio. All associated fees, charges, costs or expenses incurred by You in connecting to eTokio are solely your responsibility.

eTokio is available only certain hours which are stated in the eTokio brochure and on the website. Use of eTokio including the use of private and public telephone lines that link eTokio through the world wide web may be subject to interruption, delay and disruption that are beyond the control of Tokio Marine. Any unauthorized access to eTokio or to restricted portions of the website or to servers or computer facilities used to deliver eTokio is a breach of this Agreement and may result in termination of your access to eTokio. In addition, Tokio Marine shall not be responsible for any non-Tokio Marine products or services advertised, sold and/or made available via eTokio or through your internet service provider.

5. Disclaimer of Warranty

Tokio Marine shall use all reasonable efforts to provide current and accurate information on the eTokio website. HOWEVER, THE PROPRIETARY MATERIALS AND SERVICES FURNISHED HEREUNDER ARE FURNISHED ON AN “AS IS” “AS AVAILABLE” BASIS. TOKIO MARINE CANNOT AND DOES NOT WARRANT THE ACCURACY, COMPLETENESS, CURRENTNESS, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OF THE PROPRIETARY MATERIALS AND SERVICES FURNISHED HEREUNDER OR YOUR ABILITY OR INABILITY TO USE OR ACCESS SUCH PROPRIETARY MATERIALS. ACCORDINGLY, SUCH WARRANTIES ARE NOT TO BE IMPLIED WITH RESPECT TO THE PROPRIETARY MATERIALS FURNISHED HEREUNDER. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY TOKIO MARINE OR ITS AGENTS OR EMPLOYEES SHALL CREATE A WARRANTY AND YOU MAY NOT RELY ON ANY SUCH INFORMATION OR ADVICE. THE PROPRIETARY MATERIALS FURNISHED TO YOU THROUGH ETOKIO ARE, IN MOST CASES, CREATED FROM DATA AND INFORMATION PROVIDED BY THIRD PARTIES AND HAVE BEEN MADE AVAILABLE TO TOKIO MARINE FOR SUCH USE.

6. Term/Termination

This Agreement shall remain in effect until terminated by Tokio Marine or You. This Agreement may be terminated at any time for any reason. In the event that this Agreement terminates, your access to eTokio shall also terminate.

7. Privacy

You acknowledge that in the course of performing services for Tokio Marine. You will receive personal information of Tokio Marine’s applicants, policyholders and/or claimants (“Confidential Information”). Confidential Information includes customer names, addresses, phone numbers and any other information that is personally identifiable. You agree to use or permit the use of Confidential Information solely for the purposes of servicing, administering or soliciting Tokio Marine insurance products or services. You agree not to use or permit the use of Confidential Information for any other purpose and You agree not to disclose Confidential Information to any third party, except as required by law. You agree not to use or permit the use of Confidential Information to market a third party’s products or services. You agree to abide by all Tokio Marine policies and procedures that may be established to protect the confidentiality of the Proprietary Materials and Confidential Information.

8. Indemnification

You agree to indemnify and hold harmless Tokio Marine and its officers, directors, shareholder, affiliates and successors against any and all suits, demands, fines or claims including attorney’s fees and expenses asserted against, imposed on or incurred by Tokio Marine arising out of your breach of this Agreement or your failure to comply with any state or federal law or regulation. This provision shall survive the termination of this Agreement.


9. Compliance

You agree to comply with all federal and state laws and regulations including but not limited to, privacy laws when accessing and using the Proprietary Materials and any Confidential Information contained on eTokio.

This page was last updated 09/2/16. Copyright ©. Tokio Marine Management, Inc. All Rights Reserved.

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