Shipping Protection Program Terms
These Shipping Protection Program Terms (“Shipping Protection Program Terms”) are attached to and made part of the Terms of Service between you (“Customer” or “you”) and RevolutionParts, Inc. (“RevolutionParts”) (the “Agreement”). In the event of any conflict between the terms in these Shipping Protection Program Terms and the Agreement, these Shipping Protection Program Terms will control.
Extend, Inc. (“Extend”), through its licensed insurance producer entity, Extend Insurance Agency, Inc. (“EIA”), and RevolutionParts have established a shipping protection program (the “Shipping Protection Program”) to enable Customer and/or retail purchasers that purchase auto parts and other products from Customer (‘Retail Purchasers”) to insure their shipments of goods under one or more insurance policies (“Policies”) brokered through RevolutionParts’ request by EIA and issued to Extend. Extend or RevolutionParts will make the shipping protection offerings, sales, optimization and administration services and associated application programming interface (API) available to Customer (together with the Documentation, as hereinafter defined, the “Shipping Protection Services”).
BY USING THE SHIPPING PROTECTION SERVICES, YOU AGREE TO ABIDE BY AND BE BOUND BY THESE SHIPPING PROTECTION PROGRAM TERMS. You agree that your assent, given electronically, will have the same legal effect as if it had been personally signed by you. To the extent permitted by law, these Shipping Protection Program Terms are intended to supersede any provisions of applicable law, which might otherwise limit its enforceability or effect, because it was entered into electronically. By accepting these Shipping Protection Program Terms, you also represent that you are authorized to accept these Shipping Protection Program Terms on behalf of your company, if applicable.
1. SHIPPING PROTECTION
1.1 Shipping Protection Program Documents; Compliance with Terms.
1.1.1 Shipping Protection Program Documents. The Shipping Protection Program will be governed by the terms of the Agreement, these Shipping Protection Program Terms and the Policies (the “Shipping Protection Program Documents”); provided that Extend may issue certain other documents, agreements, disclosures or other materials from time to time which shall be included in the Shipping Protection Program Documents. Customer hereby accepts and agrees to comply with the Shipping Protection Program Documents, all as modified from time to time. Customer will notify RevolutionParts promptly if Customer is unable to comply with (or if Customer believes any aspect of the Shipping Protection Program is inconsistent with) any Shipping Protection Program Document.
1.1.2 Modification of Shipping Protection Program Documents. Extend may modify any Shipping Protection Program Document at any time in Extend’s discretion.
1.2 SDK License and Restrictions.
1.2.1 Subject to the restrictions contained in Sections 1.2.2, 1.2.4 and 1.4.5 hereof, Extend hereby grants to Customer a nonexclusive, nontransferable, royalty-free license to use the items in the software development kit, including the software code that Extend has included for Customer to incorporate into Customer’s E-Commerce Property (the “Sample Code”), made available to Customer as part of the Shipping Protection Services (the software development kit, including the Sample Code, the “SDK”) only for the purpose of internal development of application programs designed to function with the Shipping Protection Services and for Customer to use the resulting applications on Customer’s website hosted by RevolutionParts or its marketplace (“Customer’s E-Commerce Property”) in order to offer shipping protection plans to Retail Purchasers through Customer’s E-Commerce Property for such period that Extend allows Customer to access to the Shipping Protection Program. Under these Shipping Protection Program Terms, Customer may use, modify or merge all or portions of the Sample Code with Customer’s E-Commerce Property. Any modified or merged portion of the Sample Code shall remain subject to this Agreement in all respects.
1.2.2 Customer may only use the SDK as expressly provided in Section 1.2.1 hereof. For the avoidance of doubt, Customer may not include any portion of the SDK in Customer’s products.
1.2.3 Customer may make a limited number of copies of the SDK to be used by its employees or contractors who are authorized by Customer to use the Shipping Protection Services on Customer’s behalf (“Users”) as expressly provided herein, and not for general business purposes, and such employees or consultants shall be subject to the obligations and restrictions in these Shipping Protection Program Terms.
1.2.4 Customer will not (a) make the Shipping Protection Services or SDK available to, or use the Shipping Protection Shipping Protection Services or SDK for the benefit of, anyone other than Customer or its Users, (b) sell, resell, license, sublicense, distribute, rent or lease the Shipping Protection Services or SDK, or include the Shipping Protection Services or SDK in a service bureau offering, (c) use the Shipping Protection Services or SDK to store or transmit infringing, libelous, or otherwise unlawful or tortious material, or to store or transmit material in violation of third-party privacy rights, (d) use the Shipping Protection Services or SDK to store or transmit malicious code, (e) interfere with or disrupt the integrity or performance of the Shipping Protection Services or SDK or any third-party data contained therein, (f) attempt to gain unauthorized access to the Shipping Protection Services or SDK or any related systems or networks, (g) permit direct or indirect access to or use of the Shipping Protection Services or SDK in a way that circumvents a contractual usage limit, (h) copy the Shipping Protection Services or SDK or any part, feature, function, or user interface thereof, (i) frame or mirror any part of the Shipping Protection Services or SDK, other than framing on Customer’s own intranets or otherwise for Customer’s own internal business purposes or as permitted in any manuals, documentation and other supporting materials related to the Shipping Protection Services that Extend or RevolutionParts provides to Customer or that Customer can access in connection with the Shipping Protection Program Terms (the “Documentation”), (j) access the Shipping Protection Services or SDK in order to build a competitive product or service or (k) reverse engineer, disassemble, or decompile the Services or SDK.
1.2.5 Extend and its licensors, as applicable, own all rights, title, and interest in and to the Shipping Protection Services, the SDK and the Extend name and logo. Customer’s rights to the Shipping Protection Services, the SDK and the Extend name and logo are limited to the rights expressly granted to Customer in this Section 1.2, 1.4.3 and 1.4.4 hereof. Extend reserves all rights not expressly granted in the Shipping Protection Program Terms. Customer owns all rights, title, and interest in and to all data or information provided by Customer that is reasonably required for the provision of the Shipping Protection Services, excluding Retail Purchaser Data (“Customer Data”) and its software platform and related services offered to Retail Purchasers. For purposes of these Shipping Protection Program Terms, “Retail Purchaser Data” means any and all data relating to a Retail Purchaser, including Personal Information (as defined below). For the avoidance of doubt, Customer Data does not include Retail Purchaser Data.
1.3 Extend Shipping Protection Program Operation.
1.3.1 Policies. Customer acknowledges that Extend has arranged for one or more Policies to be issued from time to time by insurers Extend selects in its sole discretion (“Insurers”). Customer acknowledges that the initial Policy or Policies for the Shipping Protection Program are acceptable to Customer. The terms of each Policy will govern all matters related to such Policy, including how it may be terminated or modified and who may have any rights or interests thereunder, and Customer acknowledges that no Retail Purchaser or Customer will be a named or additional insured or an intended third-party beneficiary under any Policy. Extend, as authorized by and on behalf of the Insurers, reserves the right, in its sole discretion, to modify any terms of any Policy (including coverage limitations, exclusions and coverages) or to terminate any Policy, and Customer hereby waives any rights it may have under applicable law to receive notice of or to consent to any such modifications or termination. Except as provided in the preceding sentence, in no event shall these Shipping Protection Program Terms be deemed to modify any Policy, and to the extent any Shipping Protection Program Document otherwise conflicts with any Policy, the terms of the Policy shall govern and control.
1.3.2 Claim Adjustments and Payments. Extend will establish procedures with Customer regarding the filing of claims under the Shipping Protection Program by the Retail Purchasers, for loss, theft or damage of insured goods (“Shipping Protection Claims”) and regarding payments or reimbursements by the applicable Insurer (or by Extend or by EIA on behalf of such Insurer) in respect of valid Shipping Protection Claims. Extend, EIA and the applicable Insurer shall have sole responsibility for evaluating and adjusting any Shipping Protection Claims. Customer agrees that Extend may arrange for the Retail Purchasers to receive reimbursement in the form of a virtual commercial debit card or other virtual card solution, or may purchase replacements that a Retail Purchaser is entitled to via an Extend payment method. If Customer receives a completed Shipping Protection Claim form from a Retail Purchaser, Customer will deliver it to Extend promptly and in any event within three (3) business days. Extend (or any Extend affiliate) will remit payment that relates to a Shipping Protection Claim filed by a Retail Purchaser to such Retail Purchaser promptly and in any event within five (5) business days. Retail Purchasers may file Shipping Protection Claims with Extend and receive Shipping Protection Claim payments or reimbursements from Extend (or its affiliates, as applicable) as loss payees under the Policies, and in such event, Customer shall be deemed to have authorized Retail Purchasers and Extend (or its affiliates, as applicable) to do so.
1.3.3 Pricing to Retail Purchasers. On behalf of the Insurers, EIA will provide the participation fees to be charged under the Shipping Protection Program (“Shipping Protection Program Participation Fees”) to Retail Purchasers and prospective Retail Purchasers.
1.3.4 Excluded Retail Purchasers and Shipments. Extend reserves the right to exclude certain Retail Purchasers or types of shipments from the Shipping Protection Program at any time in Extend’s sole discretion (including based on Extend’s assessment of risk or claims history) and to condition any Retail Purchasers’ continued participation in the Shipping Protection Program on additional or different requirements (including special packaging requirements). Customer will take such actions as may be necessary to exclude such Retail Purchasers or shipments from the Shipping Protection Program and to take reasonable actions as requested by Extent to assist with implementing procedures or conducting inquiries to ensure that any applicable Retail Purchasers comply with such additional or different requirements. Notwithstanding anything herein to the contrary, Customer agrees to comply with all terms and conditions imposed by the transportation carrier(s), via tariff or otherwise, applicable to the shipment of hazardous materials, and will be liable for any violation thereof.
1.3.5 Communications with Retail Purchasers. Customer authorizes Extend and its affiliates to contact and interact with Retail Purchasers on Customer’s behalf in connection with administering and maximizing utilization of the Shipping Protection Program (including for billing and collection, Shipping Protection Claims processing, Shipping Protection Program promotion and other purposes). Notwithstanding anything to the contrary contained in these Shipping Protection Program Terms, Customer also acknowledges that Extend and its affiliates may contact and interact with Retail Purchasers, and otherwise process any information about or relating to Retail Purchasers, for the purposes described herein and in Extend’s privacy notice.
1.3.6 Relationship. Customer acknowledges that in providing services under the Shipping Protection Program:
(i) EIA acts as an insurance broker for purposes of facilitating the placement of the Policies. In connection with that relationship, Customer warrants that Customer has comprehensively reviewed and read the Insurance Disclosures and any Policies or other Shipping Protection Program Documents provided to Customer. Customer further warrants that the coverage described in the Policies, Insurance Disclosures and Shipping Protection Program Documents is suitable for Customer’s needs and the needs of Retail Purchasers and that Customer will immediately contact Extend in writing in the event of any provisions thereof that Customer or Retail Purchasers do not understand. Absent such inquiries, Customer agrees that Extend has no duty to interpret or explain insurance coverage application, restrictions and/or limitations to Customer or to any Retail Purchasers.
(ii) Extend acts as a consultant with respect to all other services Extend may provide. Extend’s consulting services may include, but are not necessarily limited to, training or other assistance that Extend provides in connection with implementation of any APIs or other technologies that Customer may use, as well as training or other assistance in connection with the set-up, administration or maintenance of the Shipping Protection Program over time (such as training or advice related to Customer’s offerings under the Shipping Protection Program, embedded services, shopping cart organization, and placement of Shipping Protection Program-related disclosures).
1.4 Customer Shipping Protection Program Administration.
1.4.1 Retail Purchasers Complaints or Compensation Inquiries. Customer will notify Extend in writing regarding any Retail Purchaser complaint that Customer receives regarding the Shipping Protection Program promptly (and in any event within two (2) business days) after receipt.
1.4.2 Monitoring and Reporting. Customer will provide Extend with all reasonable and mutually agreed-upon information and reporting about the Shipping Protection Program that Extend may reasonably request from time to time, including information regarding new and active Shipping Protection Program Participation and information enabling Extend to analyze and assist Customer in increasing Shipping Protection Program utilization.
1.4.3 Responsibilities for Users. Customer will (a) be responsible for its Users’ compliance with the Shipping Protection Program Terms and any and all activities that occur under Customer accounts, (b) maintain the confidentiality of User access credentials and use commercially reasonable efforts to prevent unauthorized access to or use of the Shipping Protection Services and notify Extend promptly of any such unauthorized access or use, (c) be responsible for the means by which Customer obtained such Retail Purchaser Data; (d) provide all notices and obtain all consents and rights necessary under any Data Protection Laws (as defined in Section 6 hereof) for Customer to lawfully disclose or otherwise make available Retail Purchaser Data to Extend, including any required notices to, or consents from, individuals under Data Protection Laws to enable Extend to Process Retail Purchaser Data pursuant to these Shipping Protection Program Terms; and (e) use the Shipping Protection Services only in accordance with the Documentation and all applicable laws and regulations, including, without limitation, applicable privacy laws, export control laws and regulations of the United States and all applicable jurisdictions, including economic and trade sanctions administered by the Office of Foreign Assets Control of the United States Department of Treasury. In addition, Customer shall be responsible for keeping the information in Users’ accounts with Extend up-to-date. Customer’s or its User’s failure to maintain accurate information, including having expired or inaccurate payment information, could result in Customer’s or its Users’ inability to use Extend’s Shipping Protection Services. Customer and its Users are responsible for maintaining the confidentiality of such Users’ account information, including usernames and passwords. Customer is responsible for all activities that occur under its Users’ accounts and agrees to notify Extend immediately of any unauthorized access or use of a User’s account. Customer is responsible for all activities that occur under its accounts, including maintaining the confidentiality of the Users’ account information, including usernames and passwords. Extend is not responsible or liable for any damage or loss related to any unauthorized access or use of a User’s account to the extent caused by the acts or omissions of Customer. For purposes of these Shipping Protection Program Terms, “Process” means any operation or set of operations performed upon data or information, whether or not by automatic means (including, without limitation, creating, collecting, aggregating, procuring, obtaining, accessing, recording, organizing, structuring, storing, adapting, altering, retrieving, consulting, using, disclosing, disseminating, making available, aligning, combining, restricting, erasing and/or destroying any such data or information).
1.4.4 Information. Customer shall provide Extend with all information required for Extend to provide the Shipping Protection Services, including, but not limited to, Retail Purchasers’ information.
1.4.5 Restrictions. Customer may only market and sell the Shipping Protection Services in all fifty states of the United States and the District of Columbia, but excluding Puerto Rico. Notwithstanding the previous sentence, upon notice from Extend or RevolutionParts that Customer may not continue marketing and/or selling the Shipping Protection Services in a jurisdiction (any such jurisdiction, an “Excluded Jurisdiction”), Customer shall promptly discontinue the marketing and sale of the Shipping Protection Services in the Excluded Jurisdiction following receipt of such notice, unless and until Extend notifies Customer that it may resume marketing or selling the Shipping Protection Services in the Excluded Jurisdiction (at which point such jurisdiction will cease to be an “Excluded Jurisdiction” hereunder).
1.5 Consideration. Customer acknowledges that the benefits received by Retail Purchasers under the Shipping Protection Program constitute valid and sufficient consideration for Customer’s agreements under the Shipping Protection Program Documents. Customer will not be entitled to receive any compensation for the services performed under or in connection with the Shipping Protection Program.
1.6 No Indirect Shipping Protection Program Participants. Nothing in these Shipping Protection Program Terms or any other Shipping Protection Program Document constitutes authorization for any Retail Purchasers or other end user to offer participation in the Shipping Protection Program to any other person or entity or to assume any of Customer’s duties or rights under the Shipping Protection Program Documents. Customer will notify Extend in writing promptly if Customer becomes aware that any Retail Purchaser or other end user has offered (or intends to offer) participation in the Shipping Protection Program to any other person or entity or has assumed (or intends to assume) any of Customer’s duties or rights under the Shipping Program Documents in order to offer participation in the Shipping Protection Program to any other person or entity. Customer acknowledges that Customer’s Retail Purchasers and other end users are not authorized to offer participation in the Shipping Protection Program to other persons or entities or otherwise administer the Shipping Protection Program unless the applicable Retail Purchasers or other end users have entered into agreements with Extend regarding the same.
1.7 Additional Shipping Protection Program Requirements. Customer agrees that Extend may modify or supplement this Section 1.7 from time to time in their sole discretion for matters that, in their determination, are necessary or advisable to cause the Shipping Protection Program to conform to regulatory requirements. Any such changes will become effective on the fifth (5th) business day after Extend or RevolutionParts delivers notice thereof to Customer.
1.7.1 Insurance Disclosure. In all communications (and platforms for communication) that Customer uses to support and implement the Shipping Protection Program, Customer will (and will cause each of Customer’s employees or agents to) provide the following disclosure in a conspicuous manner (the “Insurance Disclosures”):
Eligible shipments are insured under a cargo insurance policy (the “Extend Policy”) issued to Extend, Inc. (“Extend”) by Overtime Insurance Solutions Corporation and produced through Extend Insurance Agency, Inc. (“EIA”). While you are not an insured under the Extend Policy, any reimbursement will be directed to you as a loss payee. Coverage may not be available in all jurisdictions and coverage is governed by the terms, conditions, limitations and exclusions set forth in the Extend Policy. Extend and EIA may earn commission or other compensation in connection with making coverage available for eligible shipments under the Extend Policy.
1.7.2 No Mark-Up. Customer will not raise or lower the Shipping Protection Program Participation Fees or any other pricing related to the insurance coverage available under any Policy or add any mark-up to such Shipping Protection Program Participation Fees or pricing.
1.7.3 Embedded Shipping Protection Services and Rates. Although the Shipping Protection Program may be embedded with other services Customer provides into a combined service offering, if Customer provides a single rate for such embedded services, then Customer must disclose the amount charged for insurance under the Shipping Protection Program (as provided by EIA) to Retail Purchasers except when: (i) Customer offers an embedded offering consisting only of shipping and insurance (“Insured Shipping Solution”); and (ii) Customer does not offer Retail Purchasers a different shipping option other than the Insured Shipping Solution. Even where an embedded rate is permitted pursuant to this paragraph, such embedded rate must not be used by Customer as a means to mark up the cost of insurance (as provided to Customer by EIA).
1.7.4 Retail Purchaser Acceptance of Insurance Disclosures. Before any Retail Purchaser (or prospective Retail Purchaser) elects (or is given the opportunity to elect) to insure any shipment of goods under any Policy or otherwise participate in the Shipping Protection Program (“Shipping Protection Program Participation”), Customer will ensure that the then-current Insurance Disclosures (in accordance with Section 1.7.1) are made available to the Retail Purchaser and Customer will require the Retail Purchaser to be bound by them, in each case in a manner reasonably acceptable to Extend.
1.7.5 Communications Regarding Shipping Protection Program and Policy Details. Customer will not communicate with Retail Purchasers or other persons or entities regarding the Policies, including regarding insurance pricing, covered commodities, coverage scope, limitations or exclusions, requests for copies of Policies covering the Retail Purchaser’s shipments, claim documents and claim adjustments (collectively, “Policy Details”), except (i) by providing to Retail Purchaser’s (or instructing Retail Purchasers how to access) copies of information and materials in the form that Extend has approved in writing (and to the extent that Extend instructs Customer to provide any such information or materials to Retail Purchasers (including any information related to exclusions or special requirements under any Policy), Customer will do so promptly) and (ii) by instructing Retail Purchasers to direct any and all questions regarding Policy Details to EIA or Extend. Customer will not summarize or paraphrase any Policy Details in communications with Retail Purchasers or other persons or entities. Without limiting the foregoing, Customer will communicate all information regarding the Shipping Protection Program in an accurate and timely manner.
1.7.6 Review and Approval of Promotional Materials. EIA or Extend may prepare and provide promotional collateral for Customer to provide to Retail Purchasers. Any such promotional collateral must not be altered by Customer (including by removing Extend’s or EIA’s name or logo or adding Customer’s name or logo) unless approved by EIA or Extend, which approval shall not be unreasonably withheld. To the extent that Customer develops any promotional collateral or other materials or information related to the Shipping Protection Program, Customer will obtain Extend’s approval, which shall not be unreasonably withheld, of all such Shipping Protection Program materials (to the extent the materials or information relate to the Shipping Protection Program) prior to sharing them with any Retail Purchasers or otherwise using them in connection with administration of the Shipping Protection Program. Customer may not modify any Shipping Protection Program materials that Extend has approved without having obtained Extend’s approval of all such modifications in accordance with the procedures set forth in this paragraph.
2. MANUFACTURER’S WARRANTY.
2.1 Customer understands and agrees that the Shipping Protection Program does not replace or change the terms and conditions of any manufacturer warranty. Parts and services covered under the manufacturer’s warranty will be provided by Customer pursuant to the terms and conditions of such warranty.
3.1 Extend may reproduce and use Customer’s name and/or logo for the sole purpose of indicating the existence of a customer relationship with Customer. Extend may develop case studies about the Shipping Protection Program for use in its marketing materials, subject to Customer’s pre-approval of such use in writing in each instance.
4.1 Extend or RevolutionParts may take steps to disable Customer’s access to the Shipping Protection Program (a) in the event Extend or RevolutionParts becomes aware that Customer is not complying with the Shipping Protection Program Terms or (b) in the event Extend and RevolutionParts terminate their relationship, and, in each case, Customer shall take all actions requested by Extend or RevolutionParts necessary to assist Extend and RevolutionParts in disabling such access.
5.1 For the purposes of the Shipping Protection Program Terms, “Confidential Information” means any business or technical information that Extend or RevolutionParts discloses to Customer, in writing, orally or by any other means, that should reasonably have been understood by the receiving party to be confidential and proprietary information of Extend. Customer will not use or disclose Extend’s Confidential Information, except as permitted under these Shipping Protection Program Terms. Customer agrees to maintain in confidence and protect Extend’s Confidential Information using at least the same degree of care as such party uses for its own information of a similar nature, but in all events at least a commercially reasonable degree of care. Customer shall disclose Extend’s Confidential Information only to such party’s employees, independent contractors, consultants and legal and financial advisors (collectively, “Representatives”), in each case, (a) with a need to know such information, (b) who are parties to appropriate agreements sufficient to comply with this Section 5.1 and (c) who are informed of, and required to comply with, the obligations imposed by this Section 5.1. Customer will be responsible for all acts and omissions of its Representatives. This section shall not apply to information that becomes publicly available or is independently developed without use of the confidential information.
6. DATA PROTECTION.
For purposes of the Shipping Protection Program Terms, “Data Protection Laws” means all applicable federal, state, and local laws, rules, regulations, directives and governmental requirements currently in effect and as they become effective relating in any way to the privacy, confidentiality or security of any information that identifies, relates to, describes, is reasonably capable of being associated with, or could reasonably be linked, directly or indirectly, with a particular individual, consumer or household (“Personal Information”), including without limitation, the California Consumer Privacy Act of 2018, Cal. Civ. Code § 1798.100 et seq. (“CCPA“). Any capitalized term used in this Section 6 but not otherwise defined in the Shipping Protection Program Terms shall have the meaning ascribed to it under Data Protection Laws.
6.1 Customer Data.
6.1.1 Extend may Process Customer Data: (1) to share with other Service Providers as subcontractors, where such Service Providers meet the requirements for a Service Provider under Data Protection Laws; (2) for internal use by Extend to provide the Shipping Protection Services contemplated under the Shipping Protection Program Terms; (3) to detect data security incidents, or protect against fraudulent or illegal activity; (4) to comply with applicable laws; (5) to comply with a civil, criminal, or regulatory inquiry, investigation, subpoena, or summons by government authorities; (6) to cooperate with law enforcement agencies concerning conduct or activity that Extend reasonably and in good faith believes may violate federal, state, or local law; or (7) to exercise or defend legal claims.
6.1.2 Extend may, as part of providing the Shipping Protection Services, permanently de-identify and aggregate Customer Data. Such de-identified and aggregated data, which may not be re-identified in accordance with general industry standards, may be used by Extend for its internal business purposes, including building or improving the quality of its Services.
6.1.3 For the avoidance of doubt, the requirements and restrictions set forth in Section 6.1 do not apply to Retail Purchaser Data.
6.2 Retail Purchaser Data. Each of Customer and Extend shall have equal right to Process Retail Purchaser Data. The parties acknowledge and agree that Extend acts as a separate and independent Data Controller and Business in its own right with regard to their respective Processing of Retail Purchaser Data, including without limitation any Personal Information contained within Retail Purchaser Data. Extend shall independently determine in its own right the purposes and means of their respective Processing of Retail Purchaser Data.
6.2.1 Customer shall implement and maintain reasonable measures to protect against (i) reasonably anticipated threats or hazards to the security or integrity of Retail Purchaser Data; and (ii) unauthorized access to, or acquisition of, Retail Purchaser Data.
6.2.2 Customer shall cooperate in good faith to Extend, as necessary and appropriate, with fulfilling Extend’s obligation to respond to individuals’ requests to exercise their rights under Data Protection Laws with respect to Retail Purchaser Data. Customer shall not respond to any inquiry, complaint, request or claim from an individual concerning Extend’s data practices and will promptly forward any such request to Extend. This includes any request for access, deletion, correction, portability and consent withdrawal under Data Protection Laws.
7. THIRD PARTY BENEFICIARY.
7.1 Extend is a third-party beneficiary to these Shipping Protection Program Terms and Section 23 (Governing Law), 25 (Force Majeure), 27 (Severability), 28 (Waiver and Amendment), 29 (Assignment), 31 (Integrated Agreement) and 32 (Causes of Action) of the Agreement (mutatis mutandis) and is entitled to the rights and benefits of these Shipping Protection Program Terms and the Agreement. Extend shall have the right to enforce these Shipping Protection Program Terms and the Agreement directly to the extent it deems such enforcement necessary or advisable to protect its rights under these Shipping Protection Program Terms and the Agreement.
8.1 Customer agrees to defend, indemnify and hold RevolutionParts and Extend harmless from and against any and all losses, liabilities, damages, fines, penalties, costs and expenses (including reasonable legal fees) arising out of, related to, or connected with any third-party claim (“Claim”) that may arise out of or be related to or connected with (i) a violation by Customer of applicable laws, including without limitation applicable privacy laws, (ii) Customer’s breach of Section 5 (Confidentiality) of these Shipping Protection Program Terms or (iii) Customer’s products, including any manufacturer’s warranty with respect to such products.
9. LIMITATION OF LIABILITY
9.1 To the extent permitted by applicable law, in no event shall RevolutionParts or Extend have any liability to Customer or any Retail Purchaser under these Shipping Protection Program Terms or the Agreement, including for any indirect, special, incidental, punitive, or consequential damages (including for loss of profit, revenue, or data) arising out of or in connection with the Shipping Protection Services or these Shipping Protection Program Terms, however caused, and under whatever cause of action or theory of liability brought (including under any contract, negligence, or other tort theory of liability) even if advised of the possibility of such damages. Customer agrees that this Section 9.1 represents a reasonable allocation of risk.