These are the terms and conditions of a legal agreement between the person who installs or uses RGA‘s "Global Underwriting Manual" software called GUM and all updates of that software (together called the “Software”) by CD-ROM or retrieval/download from the Internet, and RGA regarding Your use of the Software.
Please read these terms and conditions carefully.
Special notes for Internet use:
You may only have access to the GUM database via Internet after registration as a user and receipt of a confirmation-e-mail from RGA.
RGA does not offer any warranty as to the availability of the Software via the Internet at any time, and RGA gives notice that the website, on which the Software is usually available, may come off-line from time to time, or that access to it may be delayed or limited.
RGA gives notice that cookies are transmitted while You are retrieving or downloading the Software over the Internet if You do not take precautions. By retrieving or downloading the Software, You consent to the transmission of cookies.
You will be taken to have accepted and agreed to these terms and conditions by clicking on the “I ACCEPT” button and by proceeding with the installation or download of the Software (as the case may be) from CD-ROM or retrieving it from the Internet. If You do not accept these terms and conditions, please click on the “I DO NOT ACCEPT” button and return any media supplied to You containing the Software to the place at which that media was supplied to You or to RGA (at the address stated below).
RGA grants to You a personal, non-exclusive, non-transferable license to use the Software for Your internal business purposes. This license will expire on the termination of Your business relationship with RGA, and is subject to the restrictions set out in clause 2.
2. Restrictions on Use
2.1 You must not:
a) alter, modify or in any way interfere with the source code (e.g. by decompilation or re-engineering);
b) alter or remove any mark of copyright, patent, trade mark or any other property mark or distinguishing feature which is embodied in the Software or on media used to supply the Software to You;
c) use the Software for the purpose of IT- or computer bureau services or of processing data supplied by a third party;
d) allow any third party to use the Software;
e) transfer or assign the Software or any of Your rights under this agreement to a third party without the prior written consent of RGA, in particular by way of renting or leasing;
f) copy or retransmit any logo, graphic, sound or image from any RGA website, or
g) re-use the Software or any portion thereof for monetary or other reward.
2.2 You may make copies of the Software only in case these are necessary for the agreed upon use of the Software or for backup purposes, but You must not otherwise copy or reproduce the Software.
2.3 You are responsible for any use made of Software in the Internet under Your password and username, whether or not You are using the Software at the time it is being used under the password/username. You are also required to keep Your username and password safe and secure and not to disclose it to any other person. If You have reason to believe that there has been unauthorized use or access to the Software in the Internet under Your password or username, You must inform RGA (address as set out in clause 7.3 below) immediately.
3. Rights in the Software
You acknowledge that all rights (including copyright and patent rights) in the Software are and will remain owned by RGA and the other suppliers of content to the Software.
4.1 RGA makes no representations regarding the suitability of the Software for any purpose. The Software is provided "as is" without warranty of any kind. RGA and its suppliers hereby disclaim all warranties with regard to the Software, including all implied warranties and conditions of merchantability, fitness for a particular purpose, title and non-infringement. In no event will RGA or its suppliers be liable for any actual, direct, special, indirect or consequential damages or any damages whatsoever whether in an action on contract, negligence or other tort action, arising out of or in connection with the use or performance of the Software, the provision of or failure to provide services, the accuracy of any output of the Software or information available from any RGA site.
4.2 If any person brings any action or claim against You alleging that Your use of the Software infringes a third party’s rights (including copyright or patent rights), then You must:
(a) immediately inform RGA in writing;
(b) refrain from making any admission of liability to that person in relation to that action or claim; and
(c) provide total control of the defense and settlement of that action or claim to RGA, to grant to RGA all necessary powers of attorney and provide RGA with such information as RGA may reasonably require for that purpose (in which case RGA will pay You Your reasonable costs of doing so).
4.3 RGA does not warrant that the Software will be free of “viruses“, “Trojan horses”, “worms” or any other computer software intended to disrupt the operation of, disable, damage or facilitate unauthorized access to Your computer systems. You are solely responsible for all proper means of protection of Your computer systems.
4.4 While using the Software, You must make Your own underwriting decisions, exercising Your own skill and judgment, using the Software as a guide only. Accordingly, You must independently verify any information or recommendations produced by the Software in relation to a particular transaction. It is explicitly not agreed as a feature of the Software to cover every inquiry or examination that might be necessary or useful for the particular risk assessment. RGA excludes all liability in relation to Your reliance on such information or recommendations. An application for facultative support should be made to RGA in circumstances where the generic rules are not appropriate for a particular risk.
5.1 You must hold all information in written form disclosed to You by RGA in connection with Your use of the Software which is designated in writing to be confidential or which a reasonable person would regard as confidential (“Confidential Information“) in strict confidence. You must not use or disclose to any person any Confidential Information, except as expressly permitted by this Agreement or otherwise with the prior written consent of RGA.
5.2 Clause 5.1 does not apply to:
(a) any information which was already in Your lawful possession at the time it was first disclosed to You;
(b) any information after it becomes generally available to the public other than because of a breach of this Agreement;
(c) any information developed independently by You; and
(d) the disclosure of any information to the extent required in order to comply with any applicable law or legally binding order of any court or judicial body.
6. Expiry of the License
6.1 This license agreement ends without the necessity of a cancellation at the same time as Your business relationship with RGA ends.
6.2 RGA may cancel this license agreement at any time with two weeks prior notice. The right of RGA to an extraordinary cancellation of this agreement at any time remains unaffected.
6.3 In the event of an expiry of the license agreement between You and RGA, Your access password to the GUM database will be de-activated. Moreover, You must immediately:
(a) destroy or return to RGA all media upon which the Software was supplied to You;
(b) delete entirely and permanently all copies of the Software from every computer disc or electronic storage facility of any type owned or used by You; and
(c) despite anything else in this Agreement, cease to make use of the Software and the Confidential Information.
7.1 The Software could include technical inaccuracies or typographical errors. Changes are periodically added to the information therein. RGA and its suppliers may make improvements or changes in the Software at any time.
7.2 Some links on RGA's site will take You outside of RGA's site. The linked sites are not under the control of RGA. RGA is not responsible for the contents of any linked site or any link contained in a linked site, or any changes or updates to such sites. RGA is providing these links to You only as a convenience, and the inclusion of any link does not imply endorsement by RGA of the site.
7.3 This Agreement is governed by the laws of the State of Missouri. Each party submits to the exclusive jurisdiction of courts exercising jurisdiction there in connection with matters concerning this Agreement. Exclusive venue is St. Louis County, Missouri.
7.4 This Agreement constitutes the entire agreement between the parties in relation to the Software and all prior agreements (whether oral or written) in relation to the Software are superseded by the terms and conditions of this Agreement.
7.5 If You have any questions concerning this Agreement, or if You wish to contact RGA for any reason, please contact us at:
RGA Reinsurance Company
16600 Swingley Ridge Road
Chesterfield, Missouri 63017-1706 U.S.A.
Copyright © 2016 Reinsurance Group of America, Incorporated. All rights reserved. Retransmission, reproduction or distribution without the express written permission of Reinsurance Group of America, Incorporated or a subsidiary is prohibited.