1. SCOPE AND ACCEPTANCE
These Terms of Service (“Terms”) govern access to and participation in the SureBright protection plan and warranty program, including the offering, marketing, sale, administration, servicing, and support of Protection Plans through SureBright’s platform, APIs, integrations, tools, services, and related infrastructure (collectively, the “Program”).
These Terms apply to all Sellers, resellers, distributors, marketplaces, retailers, partners, and other entities participating in the Program (“Seller”).
By accessing, integrating with, using, marketing, offering, selling, administering, or participating in the Program, or by entering into any Seller agreement, onboarding document, order form, reseller agreement, or other commercial arrangement with SureBright (collectively, the “Seller Agreement”), Seller agrees to be bound by these Terms.
These Terms are incorporated into and form part of the applicable Seller Agreement between Seller and SureBright.
SureBright may modify these Terms from time to time by updating the version posted on its website. Seller’s continued access to, integration with, or participation in the Program following any such update constitutes acceptance of the revised Terms.
To the extent of any conflict among the applicable Seller Agreement, these Terms, the Privacy Policy, the applicable Warranty Plan T&Cs, and any other Program Policies: (a) the Seller Agreement shall control solely with respect to expressly negotiated commercial terms; (b) the applicable Warranty Plan T&Cs shall control with respect to Customer-facing warranty coverage and benefits; (c) the Privacy Policy shall control with respect to personal data and privacy matters; and (d) these Terms and related Program Policies shall otherwise govern operational, technical, compliance, servicing, and other Program-related matters.
For purposes of these Terms, references to “Seller” shall be deemed to include any “Partner” (as defined in the applicable Seller Agreement), regardless of Partner Type (including without limitation Merchants, Platform Partners, Channel Partners, Custom Installers, referral partners, marketplace participants, installer networks, and any other channel role identified in the applicable Seller Agreement). Provisions in these Terms describing seller-of-record or direct-Customer-facing obligations (including but not limited to Section 7.4 (Cancellations and Refunds), Section 7.5 (Post-Purchase Communications), and the portions of Section 6.4 relating to direct Customer transactions or collection of Warranty Revenue Proceeds) apply to a Partner only to the extent Partner performs the relevant functions under the applicable Seller Agreement or partici pates in such activities in connection with the Program.
2. DEFINITIONS
“Activation” means SureBright’s written confirmation that implementation, compliance, onboarding, and Program approval requirements for the applicable Sales Channel have been completed to SureBright’s satisfaction.
“Covered Products” means the products or product categories approved by SureBright for participation in the Program. SureBright may approve, reject, modify, suspend, or remove Covered Products from the Program at any time in its discretion, including based on underwriting, claims performance, fraud risk, compliance, operational considerations, or Program requirements.
“Customer” means an end purchaser of a Covered Product who purchases or enrolls in a Protection Plan through an approved Sales Channel.
“Sales Channel” means any e-commerce platform, website, marketplace, point-of-sale system, post-purchase communication channel, product registration flow, email campaign, SMS campaign, or other distribution or marketing channel approved by SureBright for the offering, marketing, enrollment, or sale of Protection Plans.
Capitalized terms used but not defined in these Terms shall have the meanings set forth in the applicable Seller Agreement.
3. PROGRAM ADMINISTRATION AND APPROVAL
SureBright shall operate the Program using its platform, integrations, operational procedures, underwriting structures, compliance standards, servicing models, claims administration processes, fraud prevention controls, and Program requirements as determined by SureBright from time to time.
Seller may offer Protection Plans only for Covered Products and through Sales Channels approved by SureBright. SureBright may approve, reject, suspend, restrict, or revoke any Covered Product or Sales Channel at any time based on underwriting, claims performance, fraud risk, compliance concerns, operational considerations, customer experience concerns, or Program requirements.
Any expansion, modification, or implementation of additional Covered Products, Sales Channels, integrations, post-purchase programs, marketing campaigns, or distribution methods may require additional onboarding, underwriting review, pricing adjustments, operational approvals, or technical implementation requirements as determined by SureBright.
4. UNDERWRITING AND PROGRAM ADMINISTRATION
SureBright may utilize one or more Underwriting Partners, administrators, obligors, insurers, reimbursement insurers, claims handlers, or service providers in connection with the Program.
SureBright may modify, replace, restructure, transition, suspend, or discontinue Program underwriting, servicing, claims administration, operational structures, reimbursement structures, provider relationships, or Program components from time to time in its discretion.
Seller shall cooperate with SureBright and any applicable Underwriting Partner in connection with onboarding, compliance, servicing, claims handling, operational requirements, regulatory requirements, implementation changes, reporting obligations, and Program administration requirements.
5. SALES, MARKETING, AND DISTRIBUTION REQUIREMENTS
Seller shall comply with all Program requirements, operational procedures, marketing requirements, disclosure requirements, checkout requirements, branding requirements, customer communication requirements, implementation requirements, sales practices, technical requirements, security requirements, fraud prevention requirements, and compliance requirements communicated by SureBright from time to time.
SureBright may update Protection Plan pricing, disclosures, customer messaging, eligibility requirements, enrolment procedures, cancellation procedures, claims procedures, operational requirements, and Program requirements from time to time, and Seller shall promptly implement such updates.
Seller shall not market, advertise, promote, present, facilitate, refer, onboard, support, or otherwise make available Protection Plans in any misleading, deceptive, unauthorized, non-compliant, or unapproved manner.
6. PROGRAM IMPLEMENTATION AND OPERATIONS
6.1 Implementation and Activation
Seller shall cooperate with SureBright in connection with implementation, onboarding, testing, deployment, integration, operational readiness, and Program activation requirements.
The Program shall not go live until SureBright provides written confirmation of Activation. Seller shall not market, offer, sell, facilitate, refer, onboard, support, or otherwise make available Protection Plans prior to Activation or represent that the Program is available before Activation.
6.2 Protection Plan Configuration
SureBright may configure Protection Plans, coverage structures, eligibility requirements, pricing, underwriting rules, customer messaging, enrolment requirements, operational procedures, claims procedures, fraud prevention controls, and other Program settings from time to time in its discretion. Coverage scope, eligibility criteria, pricing, exclusions, limitations, and related terms shall be governed by the applicable Warranty Plan T&Cs and applicable commercial terms.
6.3 SureBright Operational Responsibilities
SureBright shall:
(a) Design, administer, and operate the Program;
(b) Provide APIs, documentation, integrations, platform access, onboarding support, partner enablement materials, referral support materials, and technical materials;
(c) Coordinate customer support and claims intake processes;
(d) Administer or coordinate claims handling processes;
(e) Provide periodic reporting or portal access; and
(f) Implement operational, compliance, servicing, underwriting, platform, infrastructure, or Program changes from time to time.
SureBright may suspend new enrolments, sales, integrations, SureBright’s coordination with Underwriting Partners regarding claims handling, or Program functionality where reasonably necessary for operational, legal, compliance, fraud prevention, servicing, underwriting, security, technical, or business reasons.
6.4 Seller Operational Responsibilities
Seller shall:
(a) Provide accurate, complete, and timely transaction, product, customer, platform, onboarding, referral, and operational data;
(b) Maintain systems capable of transmitting enrolment, cancellation, refund, claims validation, and related Program data;
(c) Designate operational and technical contacts reasonably available to support Program administration;
(d) Cooperate with SureBright regarding claims validation, fraud prevention, operational support, customer issues, compliance matters, and troubleshooting; and
(e) Maintain compatibility of Seller's systems, platforms, payment environments, and third-party integrations with Program requirements.
(f) Comply with the applicable terms and conditions of any e-commerce platform, marketplace, payment processor, content delivery network, or other technology partner used in connection with Seller's Sales Channels or integrations with the Program.
(g) Comply with all data protection, privacy, and consumer protection laws applicable to its activities under the Program, including (where applicable) the California Consumer Privacy Act / California Privacy Rights Act (CCPA/CPRA), the European Union General Data Protection Regulation (GDPR), the United Kingdom Data Protection Act, the Personal Information Protection and Electronic Documents Act (PIPEDA), and any other applicable federal, state, provincial, or international data protection or privacy laws. Seller shall remain responsible for the acts and omissions of its personnel, contractors, vendors, dealers, distributors, marketplace partners, platform users, referral sources, installers, onboarding participants, and other third parties acting on Seller’s behalf in connection with the Program. Seller shall maintain technical and operational points of contact reasonably available to support integration, troubleshooting, and platform updates. Seller's failure to remediate material technical incompatibility within a reasonable period after written notice from SureBright may be deemed a Material Breach under the applicable Seller Agreement.
6.5 Platform Updates and Operational Changes
SureBright may implement updates, upgrades, patches, modifications, operational changes, compliance changes, servicing changes, infrastructure changes, integration changes, or platform improvements from time to time.
Seller shall reasonably cooperate with implementation of such changes.
6.6 Integration Responsibility
Seller remains solely responsible for Seller systems, integrations, third-party vendors, marketplaces, payment processors, and platform environments. SureBright shall not be responsible for errors, interruptions, delays, downtime, transactional failures, compatibility issues, data discrepancies, security incidents, revenue impacts, conversion impacts, customer experience impacts, or other operational failures caused by Seller systems or third-party environments.
7. SALES, MARKETING, AND CUSTOMER COMMUNICATIONS
7.1. Approved Sales Practices Seller shall:
(a) Offer, market, sell, facilitate, refer, onboard, support, or otherwise make available Protection Plans only for Covered Products and through approved Sales Channels;
(b) Use pricing, coverage descriptions, and disclosures approved by SureBright;
(c) Not modify Protection Plan terms, exclusions, or eligibility criteria without prior written consent;
(d) Not make representations regarding Protection Plans that are inconsistent with official plan documentation;
(e) Not modify the placement, presentation, user interface, enrolment workflow, branding, or display of Protection Plans without SureBright’s prior written approval;
(f) Offer and display Protection Plans within the Sales Channels in accordance with SureBright’s placement and display requirements, including placement and prominence materially consistent with Seller’s other optional add-on products or services offered at checkout or point of sale.
7.2. Plan Documentation and Applicable Terms
The official Protection Plan terms and conditions provided to Customers at the time of sale (the “Customer Terms”) shall govern coverage and administration of Protection Plans. Protection Plans and related customer interactions are subject to the applicable Customer Terms, Privacy Policy, these Terms and the applicable Seller Agreement.
7.3. Launch and Changes
Seller shall not:
(a) Introduce new Covered Products into the Program;
(b) Modify enrolment workflows in a manner affecting pricing or eligibility; or
(c) Expand into new Sales Channels
without prior written approval from SureBright
7.4. Cancellations and Refunds
(a) Protection Plan cancellations shall be handled in accordance with applicable plan terms and Applicable Law.
(b) Where Seller collects Warranty Revenue Proceeds and a refund to a Customer is required, Seller shall process such refund promptly at its own cost and in compliance with Applicable Law.
(c) The Parties shall cooperate in good faith to ensure compliance with statutory cancellation and refund requirements, provided Seller shall be primarily responsible for customer-facing refund execution.
7.5. Post-Purchase Communications and Template Controls
Seller may include SureBright-approved Protection Plan offers in post-purchase communications to Customers (including email, SMS, and similar messaging) and may facilitate onboarding, referral, or program participation communications solely in connection with Covered Products and solely through Sales Channels approved by SureBright and reflected in the applicable Seller Agreement.
Seller shall:
(a) use only templates, pricing, branding, and disclosures approved by SureBright;
(b) not modify the content, placement, or presentation of such communications without SureBright’s prior written approval;
(c) obtain and maintain all legally required consents and provide legally required opt-out mechanisms in accordance with Applicable Law;
(d) maintain records evidencing such consents and provide them to SureBright upon reasonable request; and
(e) promptly disable or modify any communications identified by SureBright as non-compliant. Seller is the party responsible for obtaining and maintaining all required customer consents and opt-outs for any Program Communications delivered through Seller-controlled channels, including post-purchase campaigns.
Seller shall be solely responsible for, and shall indemnify, defend, and hold harmless SureBright from and against any claims, regulatory inquiries, penalties, or costs arising out of or relating to Seller’s post-purchase communications.
SureBright may communicate directly with Customers, Merchants, installers, platform users, referral participants, and other Program participants regarding onboarding, servicing, claims administration, operational support, compliance, fraud prevention, renewals, cancellations, refunds, or Program operations.
7.6 Cooperation
The Parties shall cooperate in addressing reasonable inquiries relating to the sale or administration of Protection Plans.
Seller shall notify SureBright of material written complaints or regulatory inquiries relating specifically to Protection Plans sold through its Sales Channels promptly and in any event within (5) business days.
SECTION 8 - PLATFORM ACCESS, SECURITY, AND USE RESTRICTIONS
8.1 Limited License
Subject to these Terms and the applicable Seller Agreement, SureBright grants Seller a limited, non-exclusive, non-transferable, non-sublicensable, revocable license during the applicable Term to access and use the Program solely for purposes of offering, marketing, administering, supporting, facilitating, onboarding, referring, or otherwise making available approved Protection Plans through approved Sales Channels.
8.2 Program Restrictions
Seller shall not, and shall not permit any third party to:
(a) reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, underlying structure, algorithms, or non-public elements of the Program;
(b) modify, adapt, translate, copy, or create derivative works of the Program;
(c) access or use the Program outside the scope expressly permitted under these Terms or the applicable Seller Agreement;
(d) remove, obscure, alter, or circumvent any proprietary notices, security protections, access controls, or usage restrictions implemented by SureBright;
(e) access or use the Program to develop, benchmark, support, market, train, improve, or operate any competing warranty, protection plan, insurance, claims administration, or similar product or service;
(f) use the Program for unlawful, fraudulent, deceptive, misleading, unauthorized, or non-compliant purposes; or
(g) interfere with, disrupt, degrade, overload, scrape, harvest, extract, data mine, crawl, scan, test, or otherwise compromise the integrity, operation, security, or performance of the Program.
8.3 Account Security and Access
Seller shall maintain the confidentiality and security of all credentials, API keys, access tokens, accounts, and authentication information used in connection with the Program. Seller shall be responsible for all activities occurring through its accounts, credentials, integrations, and systems, including activities of employees, contractors, vendors, and third parties acting on its behalf. Seller shall promptly notify SureBright of any actual or suspected unauthorized access, credential compromise, security incident, or misuse relating to the Program.
8.4 Monitoring and Compliance Verification
SureBright may monitor, review, audit, and analyse, including through automated means, the Seller’s implementation, integrations, workflows, communications, sales practices, and use of the Program for operational, compliance, fraud prevention, security, servicing, underwriting, regulatory, and customer experience purposes. Seller shall reasonably cooperate with compliance reviews, operational reviews, investigations, remediation efforts, and requests relating to Program compliance or Customer protection.
8.5 Suspension and Enforcement
SureBright may suspend, restrict, disable, or terminate access to the Program immediately upon notice if SureBright reasonably believes Seller has:
(a) violated these Terms or the applicable Seller Agreement;
(b) compromised the security, integrity, operation, or compliance of the Program;
(c) engaged in fraudulent, deceptive, unlawful, or prohibited conduct; or
(d) exposed SureBright, Customers, underwriting partners, or the Program to legal, operational, regulatory, fraud, security, reputational, compliance, or financial risk. SureBright reserves all rights and remedies available under the applicable Seller Agreement, these Terms, Applicable Law, and equity relating to unauthorized access, misuse, infringement, or prohibited use of the Program. This Section 8.5 supplements, and does not limit or supersede, SureBright's suspension, termination, restriction, and enforcement rights set forth in the applicable Seller Agreement, including without limitation rights relating to non-remittance, regulatory non-compliance, operational risk, and protection of Customers, Program partners, or the Program. SureBright shall have no liability arising out of any suspension, restriction, disablement, or termination exercised in good faith pursuant to these Terms.
8.6 Disclaimer of Warranties.
EXCEPT AS EXPRESSLY SET FORTH IN THE APPLICABLE SELLER AGREEMENT, THE PROGRAM, PLATFORM, APIS, INTEGRATIONS, DOCUMENTATION, AND ALL RELATED MATERIALS ARE PROVIDED "AS IS" AND "AS AVAILABLE." SUREBRIGHT EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY, COMPLETENESS, OR UNINTERRUPTED OR ERROR-FREE OPERATION. SUREBRIGHT MAKES NO WARRANTY WITH RESPECT TO SELLER'S SYSTEMS, BUSINESS OPERATIONS, SALES VOLUMES, CONVERSION RATES, ATTACHMENT RATES, REVENUE OUTCOMES, OR ANY THIRD-PARTY INTEGRATIONS, MARKETPLACES, PAYMENT PROCESSORS, OR PLATFORM ENVIRONMENTS USED BY SELLER. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO PORTIONS OF THIS DISCLAIMER MAY NOT APPLY TO SELLER; IN SUCH JURISDICTIONS, SUREBRIGHT'S WARRANTIES SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
8.7 Reservation of Rights
Except for the limited rights expressly granted under these Terms, SureBright retains all right, title, and interest in and to the Program and all related technology, integrations, documentation, workflows, operational materials, and intellectual property rights.
8.8 Survival
Without limiting the survival provisions of the applicable Seller Agreement, Seller shall promptly settle all outstanding invoices and payment obligations within thirty (30) days following the effective date of any termination or expiration of Seller's participation in the Program. The provisions relating to confidentiality, intellectual property, payment obligations, indemnification, suspension rights, data rights, compliance obligations, audit rights, use restrictions, and any provisions which by their nature should survive termination shall survive termination or expiration of participation in the Program.
