Terms of Use

Please read the following Terms of Use (the “Terms of Use”) carefully. These Terms of Use govern your Use (as defined below) of our websites (the “Websites”) or any associated Content (as defined below), material, or functionality contained on the Websites (the “Services” and, together with the Websites, the “System”). The System is the property of the Blackshield Insurance Technologies LLC (as defined below) (“Blackshield”, “we”, “us”, or “our”) and its licensors. By accessing, browsing, downloading, using, or registering to receive any Content or Services, you acknowledge that you have read and understood these Terms of Use and that you accept and agree to be bound by them in full. If you do not agree to these Terms of Use, do not use the System, or any portion thereof. Any use of the System is at your sole risk.

Changes to the Terms of Use

We may update these Terms of Use from time to time and may amend them at any time to incorporate additional terms specific to additional features, applications, opportunities, or services that we may make available on or through the System. All such updates and amendments are effective immediately upon notice thereof, which we may give by any means, including, but not limited to, by posting a revised version of these Terms of Use on the System, or providing other notice on the System. You should view these Terms of Use often to stay informed of changes that may affect you, as your continued use of the System signifies your continuing consent to be bound by these Terms of Use. We expressly reserve the right to make any changes to these Terms of Use, or to the System and its Content, at any time, without prior notice to you.

Access and Use

In these Terms of Use, “you” and “your” refer to (a) you, the individual accessing the System, (b) any electronic agent accessing the System on behalf of an individual or business entity, and (c) the business entity on whose behalf an individual or electronic agent is accessing the System. You represent and agree that all information that you provide to Blackshield in connection with your access to and use of the System is and shall be true, accurate, and complete, to the best of your knowledge, ability, and belief. We reserve the right to terminate these Terms of Use, or to refuse, restrict, or discontinue service or access to the System (or any portions, components, or features of the System) to you or any other person or entity, for any reason or for no reason whatsoever, at any time, without notice or liability. Failure to comply with these Terms of Use may, among other things, result in the immediate termination of your access to and use of the System.

Blackshield grants you a personal, non-exclusive, non-transferable, limited license to use the System and to view or access the Services solely for your personal or internal use and subject to the condition that you do not (and do not allow any third party to) copy, modify, create a derivative work from, reverse engineer, reverse assemble, or otherwise attempt to discover any source code, sell, assign, sublicense, grant a security interest in, or otherwise transfer any right in or access to the System, the Services, or any other Content available via the System (including any Websites contained therein). You further agree not to modify the System, or any part thereof, in any form or manner, nor to use any modified versions of the System or the Services, for any reason whatsoever, without the express written consent of Blackshield. You may not attempt to gain any unauthorized access to the System or any of its associated Content, including computer systems, software, or networks. No commercial use or redistribution of any Content, materials, or information contained on or offered through the System or the Services is permitted, unless expressly specified in a prior agreement between you and Blackshield.

Privacy Policy

Blackshield’s privacy policy (the “Privacy Policy”) applies to your use of the System, and its terms are made a part of these Terms of Use by this reference. To view Blackshield's Privacy Policy, please see here. We encourage you to read and become familiar with our privacy practices, as described in the Privacy Policy.

No Unlawful or Prohibited Use

Any use or attempted use of the System (i) for any unlawful, unauthorized, fraudulent or malicious purpose; (ii) that could damage, disable, overburden, or impair any server, or the network(s) connected to any server; (iii) that could interfere with any other party's use and enjoyment of the System; (iv) to gain unauthorized access to any other accounts, computer systems or networks connected to any server or systems through hacking, password mining or any other means; (v) to access systems, data or information not intended by Blackshield to be made accessible to a user; (vi) to attempt to obtain any materials or information through any means not intentionally made available by us; or (vii) for any use other than the purpose for which it was intended, is prohibited.

In addition, in connection with your use of the System, you agree you will not:

  1. Upload or transmit any message, information, data, text, software or images, or other content that is unlawful, immoral, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, or otherwise objectionable, or that may invade another's right of privacy or publicity;
  2. Create a false identity for the purpose of misleading others or impersonate any person or entity, including, without limitation, any Blackshield representative, or falsely state or otherwise misrepresent your affiliation with a person or entity;
  3. Upload or transmit any material that you do not have a right to reproduce, display or transmit under any law or under contractual or fiduciary relationships (such as nondisclosure agreements);
  4. Upload files that contain viruses, Trojan horses, worms, time bombs, cancel-bots, corrupted files, or any other similar software or programs that may damage the operation of another's computer or property of another;
  5. Delete any author attributions, legal notices or proprietary designations or labels that you upload to any communication feature;
  6. Upload or transmit any unsolicited advertising, promotional materials, “junk mail”, “spam”, “chain letters”, “pyramid schemes” or any other form of solicitation, commercial or otherwise;
  7. Violate any applicable local, state, national or international law;
  8. Upload or transmit any material that infringes any patent, trademark, service mark, trade secret, copyright or other proprietary rights of any party;
  9. Probe, scan, test the vulnerability of or breach the authentication measures of, the System or any related networks or systems;
  10. Register, subscribe, attempt to register, attempt to subscribe, unsubscribe, or attempt to unsubscribe, any party for any products or services if you are not expressly authorized by such party to do so;
  11. Harvest or otherwise collect information about others, including e-mail addresses; or
  12. Use any robot, spider, scraper, or other automated or manual means to access the System, or copy any Content or information on the System;Share your personal login passwords with others or allow others to use your login password;
  13. Represent that any insurance coverage is in force or the accuracy of estimated premiums that have not been confirmed by the underwriter.

Blackshield reserves the right to take whatever lawful actions it may deem appropriate in response to actual or suspected violations of the foregoing, including, without limitation, the suspension or termination of a user's access and/or account. Blackshield may cooperate with legal authorities and/or third parties in the investigation of any suspected or alleged crime or civil wrong. Except as may be expressly limited by the Privacy Policy, Blackshield reserves the right at all times to disclose any information as Blackshield deems necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in Blackshield’s sole discretion. You also agree to reimburse Blackshield for any damage, loss, cost or expense Blackshield incurs (including fees or costs of attorneys, accountants, professional advisors, and other experts incurred in connection with the defense or settlement of the foregoing) because of your use of the System for any unlawful or prohibited purpose.

Accounts, Passwords, and Security

Certain features or services offered on or through the Websites may require you to open an account (including establishing a login ID and password). You are entirely responsible for maintaining the confidentiality of your account information, including your login ID and password, and for any and all activity that occurs under your account or login ID. You agree to notify Blackshield immediately upon learning of any unauthorized use of your account, login ID, or password or any other breach of security. However, you may be held liable for losses incurred by Blackshield or any other user of or visitor to the Websites due to another person using your account, login ID, or password.

Proprietary Content

Blackshield respects the intellectual property rights of others and expects you to do the same. We have expended substantial time, effort and funds to create the System and to collect and provide the features, materials, opportunities, and services that are available on or through the System. You understand and agree that Blackshield owns, or (where required, appropriate, or applicable) has been licensed by third parties to use, all right, title, and interest in and to the System and the features, materials, opportunities, and services made available on or through the System, and all information, text, data, computer code, music, artwork, databases, graphics, images, sound recordings, audio and visual clips, logos, software, and other materials contained therein, and the compilation, collection, design, selection, and arrangement thereof (collectively, the “Content”) as well as the design, structure, selection, coordination, expression, “look and feel,” and arrangement of such Content. You acknowledge that the Content constitutes valuable proprietary information that is protected by applicable intellectual property and other proprietary rights, laws, and treaties of the United States and other countries, and that you acquire no ownership interest by accessing and using the System and the Content. Such intellectual property and proprietary rights may include, but are not limited to, various patents, copyrights, trademarks and service marks, registered trademarks and service marks, trade dress protection, and trade secrets, and all such rights are and shall remain the property of Blackshield or its licensors and content-providers. For the avoidance of doubt, “Content” does not include any Third Party Materials (as defined below) or any features, opportunities, or services made available through the Linked Websites.

Except as expressly provided in these Terms of Use, no part of the System or the Services, and no Content, materials, or other information on the System or the Services, may be copied, reproduced, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, or distributed in any way to any other computer, server, website, or via any other medium for publication or distribution, or for any commercial enterprise without Blackshield’s express prior written consent.

The posting of information or other materials or Content on the System by Blackshield does not constitute a waiver of any proprietary right in such information, materials, or Content (such as, but not limited to, copyright, patent, trademark, or other intellectual property rights) and does not transfer any rights to a user of the System or to any other third party, except as expressly provided herein.

Representations to Us

By using the System, you represent and warrant to Blackshield that:

  1. You are authorized to purchase and bind the applicable insurance on behalf of the person or entity for whom you are submitting an application;
  2. You have provided notice to and obtained consents from any person or entity on whose behalf you submit an application that will allow us to obtain any motor vehicle records or background checks related to such person or such entity’s employees;
  3. You have obtained all applicable consents on behalf of any person or entity on whose behalf you submit an application that will allow us to obtain consumer reports covered under the Fair Credit Reporting Act (“FCRA”) in order to assess insurability, or for any permissible purpose under the FCRA with respect to such person or entity;
  4. You will protect and not disclose any confidential personal data without required authorization;
  5. You are appropriately licensed in the state(s) of domicile of any risk to be submitted to us for coverage. You agree to provide us, upon our reasonable request, with a copy of said licensure with respect to all insurance business that you submit through the System;
  6. You maintain insurance agents E&O Liability insurance coverage with minimum limits of at least $1,000,000 per claim.

If any of the above statements are not true, you should not and are not authorized to use the System.

Notice Regarding Use of the System for Insurance Enrollment

NO COVERAGE SHALL BE IN EFFECT UNTIL CONFIRMED IN WRITING BY THE INSURER. BLACKSHIELD HAS NO UNDERWRITING AUTHORITY. NO INSURANCE COVERAGE WILL TAKE EFFECT UNTIL AN APPLICATION IS APPROVED BY THE INSURANCE CARRIER AND THE INITIAL PREMIUM PAYMENT IS RECEIVED BY SUCH INSURANCE CARRIER. COVERAGE MAY EXPIRE IF NO PREMIUMS ARE PAID FOLLOWING THE INITIAL PREMIUM OR IF SUBSEQUENT PREMIUMS ARE INSUFFICIENT TO CONTINUE COVERAGE. COVERAGE IS NOT CONSIDERED BOUND UNTIL SUCH COVERAGE IS CONFIRMED IN WRITING BY THE INSURANCE CARRIER OR ITS DESIGNATED LICENSED INSURANCE AGENT. BLACKSHIELD IS NOT RESPONSIBLE FOR THE BINDING OF ANY INSURANCE COVERAGE OR THE PAYMENT OF ANY PREMIUMS ASSOCIATED THEREWITH.

NO INSURANCE COVERAGE SHALL TAKE EFFECT UNLESS AND UNTIL ALL REQUIRED ELECTRONIC AND FORM TRANSACTIONS HAVE BEEN COMPLETED PROPERLY AND TIMELY SUBMITTED. FAILURE TO PROVIDE ALL REQUIRED DOCUMENTATION IN CONNECTION WITH ANY APPLICATION WILL RESULT IN THE APPLICANT NOT BEING COVERED FOR SUCH TRANSACTION. INSURANCE COVERAGE MAY NOT BE BOUND BY PHONE, VOICE MAIL OR EMAILWITHOUT WRITTEN CONSENT AND CONFIRMATION FROM THE UNDERWRITER. BLACKSHIELD IS NOT THE UNDERWRITER.

BLACKSHIELD IS NOT RESPONSIBLE OR LIABLE FOR ANY INCORRECT OR INACCURATE APPLICATION INFORMATION, AND ASSUMES NO RESPONSIBILITY FOR (I) FAILURE OF ANY APPLICATION TO BE RECEIVED BY INSURANCE CARRIER DUE TO TECHNICAL PROBLEMS, TELEPHONE SERVICE PROBLEMS, HUMAN ERROR OR TRAFFIC CONGESTION ON THE INTERNET OR AT ANY WEBSITE, (II) COMMUNICATIONS LINE, HARDWARE AND/OR SOFTWARE FAILURES; (III) ANY ERROR, OMISSION, INTERRUPTION, DEFECT OR DELAY IN OPERATION OR TRANSMISSION AT ANY WEBSITE (IV) ANY CONTENT, SOFTWARE, HARDWARE, PROVIDED, MANUFACTURED, DEVELOPED OR CREATED BY A THIRD PARTY; OR (V) APPLICATIONS THAT ARE LATE, LOST, STOLEN, DAMAGED, ILLEGIBLE, AND/OR UNINTELLIGIBLE (OR ANY COMBINATION THEREOF).

Disclaimer of Warranties

Blackshield does not promise, covenant, represent, warrant, or guarantee that you or any other user of the System will obtain any particular or tangible result or goal through the use of the System, or obtain any other product or service in connection with use of the System. It is solely your responsibility to take appropriate precautions to ensure that any information, materials, software, or data that you submit to or through the System or Blackshield, or that you access, use, download, or otherwise obtain on or through the System or Blackshield, are: (a) up-to-date, accurate, complete, reliable, truthful, and suitable to and appropriate for the purpose for which they are intended; and (b) free of viruses and other disabling devices and destructive routines. The System could include technical inaccuracies or typographical errors. Blackshield shall have no liability in connection with any such inaccuracies or errors, nor shall Blackshield have any obligation to identify and/or correct any such inaccuracies or errors.

The information, software, CONTENT, SERVICES, or materials available from or provided on the System or via the Services, is provided “AS IS” and “AS AVAILABLE”, without warranties or guaranties of any kind, either expressed or implied, including, but not limited to, the implied warranties of merchantability, title, fitness for a particular purpose, and non-infringement.

Limitation of Liability

IN NO EVENT SHALL BLACKSHIELD OR ITS CONTRACTORS, SUPPLIERS, CONTENT-PROVIDERS, AND OTHER SIMILAR ENTITIES, OR THE OFFICERS, DIRECTORS, EMPLOYEES, REPRESENTATIVES, AND AGENTS OF EACH OF THE FOREGOING, BE LIABLE TO YOU OR ANY OTHER THIRD PARTY FOR ANY LOSS, COST, DAMAGE, OR OTHER INJURY, WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, ARISING OUT OF OR IN CONNECTION WITH: (A) THE USE OF, OR RELIANCE ON, THE SYSTEM, THE CONTENT, OR THE content, MATERIALS, AND SERVICES ACCESSIBLE ON OR THROUGH THE SYSTEM OR THROUGH BLACKSHIELD; (B) THE USE, COPYING, OR DISPLAY OF THE SYSTEM OR THE CONTENT OR THE TRANSMISSION OF INFORMATION TO OR FROM THE SYSTEM OVER THE INTERNET; (C) BLACKSHIELD’S PERFORMANCE OF, OR FAILURE TO PERFORM, ITS OBLIGATIONS IN CONNECTION WITH THESE TERMS OF USE; (D) ANY DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT BY YOU, OTHER USERS OF THE SYSTEM, OR OTHER THIRD PARTIES; (E) YOUR PURCHASE AND USE OF ANY GOODS OR SERVICES PROVIDED BY BLACKSHIELD OR ANY THIRD PARTY; OR (F) THE AVAILABILITY, RELIABILITY, ACCURACY, TIMELINESS, OR QUALITY OF ANY SERVICES OFFERED, MADE AVAILABLE, PROVIDED, OR ACCEPTED BY YOU OR ANY THIRD PARTY, IN CONNECTION WITH THE SYSTEM OR ITS USE. UNDER NO CIRCUMSTANCES SHALL BLACKSHIELD, OR ITS CONTRACTORS, SUPPLIERS, CONTENT-PROVIDERS, AND OTHER SIMILAR ENTITIES, OR THE OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS OF EACH OF THE FOREGOING, BE LIABLE TO YOU OR ANY OTHER THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, PUNITIVE, SPECIAL, OR SIMILAR DAMAGES OR COSTS (INCLUDING, BUT NOT LIMITED TO, LOST PROFITS OR DATA, LOSS OF GOODWILL, LOSS OF OR FAILURE TO OBTAIN INSURANCE COVERAGE, LOSS OF OR DAMAGE TO PROPERTY, LOSS OF USE, BUSINESS INTERRUPTION, AND CLAIMS OF THIRD PARTIES) ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF USE, THE SYSTEM, THE SERVICES, OR ANYTHING DESCRIBED IN THE FOREGOING CLAUSES (A) THROUGH (F) OF THIS PARAGRAPH, OR ANY OTHER CAUSE BEYOND THE CONTROL OF BLACKSHIELD, EVEN IF BLACKSHIELD WAS ADVISED, KNEW, OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES OR COSTS. IN A JURISDICTION THAT DOES NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CERTAIN DAMAGES, THE AGGREGATE LIABILITY OF BLACKSHIELD AND ITS CONTRACTORS, SUPPLIERS, CONTENT-PROVIDERS, AND OTHER SIMILAR ENTITIES, AND THE OFFICERS, DIRECTORS, EMPLOYEES, REPRESENTATIVES, AND AGENTS OF EACH OF THE FOREGOING, SHALL BE LIMITED IN ACCORDANCE WITH THESE TERMS OF USE TO THE FULLEST EXTENT PERMITTED BY LAW.

WITHOUT LIMITING ANY OF THE FOREGOING, IF BLACKSHIELD, ITS CONTRACTORS, SUPPLIERS, CONTENT-PROVIDERS, OR OTHER SIMILAR ENTITIES, OR ANY OF THE OFFICERS, DIRECTORS, EMPLOYEES, REPRESENTATIVES, OR AGENTS OF ANY OF THE FOREGOING, IS FOUND LIABLE TO YOU OR TO ANY THIRD PARTY AS A RESULT OF ANY CLAIMS OR OTHER MATTERS ARISING UNDER OR IN CONNECTION WITH THESE TERMS OF USE, THE SYSTEM, OR THE USE OF THE SYSTEM, BLACKSHIELD AND SUCH PARTIES’ CUMULATIVE, AGGREGATE, AND MAXIMUM LIABILITY FOR ALL SUCH CLAIMS AND OTHER MATTERS IN ANY CALENDAR YEAR SHALL NOT EXCEED USD $100.

DESCRIPTIONS OF OR REFERENCES TO PRODUCTS, SERVICES, OR PUBLICATIONS ON THE SYSTEM DO NOT IMPLY ENDORSEMENT OF THAT PRODUCT, SERVICE, OR PUBLICATION. BLACKSHIELD MAKES NO WARRANTY OF ANY KIND WITH RESPECT TO THE SUBJECT MATTER INCLUDED HEREIN OR THE PRODUCTS LISTED HEREIN. BLACKSHIELD SPECIFICALLY DISCLAIMS ALL WARRANTIES, EXPRESSED, IMPLIED, OR OTHERWISE.

Blackshield reserves the right to do any of the following at any time without notice: (i) modify, suspend, or terminate operation of or access to the System, or any portion of the System, for any reason; (ii) modify or change the System, or any portion of the System, and any applicable policies or terms; and (iii) interrupt the operation of the System, or any portion of the System, as necessary to perform routine or non-routine maintenance, perform error correction, or make other changes.

Indemnification

You agree to indemnify, defend and hold Blackshield harmless from and against all claims, demands, suits or other proceedings, and all resulting loss, damage, liability, cost, and expense (including attorneys' fees), brought by any third party in connection with or arising out of content, data, or information that you submit, post to, or transmit through the System or Blackshield, your access to and use of the Content, the System, and other materials, products, and services available on or through the System and Blackshield, your violation of these Terms of Use, or your violation of any rights of another. We reserve, and you grant to us, the right to assume exclusive defense and control of any matter subject to indemnification by you hereunder. All rights and duties of indemnification that are set forth herein shall survive termination of these Terms of Use.

Links to Other Websites

For your convenience, certain hyperlinks may be provided on the System that link to other websites which are not under the control of Blackshield (the “Linked Websites”). Blackshield does not endorse or sponsor any Linked Websites and is not responsible for the availability, accuracy, content, or any other aspect of the Linked Websites. Blackshield disclaims all liability for such websites, for all access to and use thereof, and for use of the links to such websites. We also disclaim all liability, and make no representations or warranties, with respect to any products or services made available, sold, or provided to you by any third party. Your use of other websites and any purchases of products or services from such other websites are subject to the terms and conditions of such other websites. You agree that you will bring no suit or claim against Blackshield arising from or based upon any such use of other websites (including the Linked Websites). Hyperlinks to such Linked Websites on the System do not imply that: (a) Blackshield is affiliated or associated with any Linked Website; (b) Blackshield is legally authorized to use any trademark, trade name, logo, or copyright symbol displayed in connection with or accessible through such links; or (c) any Linked Site is authorized to use any trademark, trade name, logo, or copyright symbol of Blackshield.

Disclaimer of Third Party Information

To the extent that any information, material, or functionality on the System is provided by third party content providers (“Third Party Materials”), Blackshield has no editorial control or responsibility over such Third Party Materials. Therefore, any opinions, statements, products, services or other Third Party Materials are those of the applicable third party suppliers. Blackshield does not represent or endorse the accuracy or reliability of any opinion, statement or other information provided by any third party (including any Submissions), or represent or warrant that your use of any Third Party Materials will not infringe rights of third parties not owned by or affiliated with Blackshield.

General

These Terms of Use and the Privacy Policy referenced herein (as each may be revised and amended from time to time according to their respective terms) collectively constitute the entire agreement with respect to your access to and use of the System and the Content. You agree that you shall not contest the admissibility or enforceability of Blackshield’s copy of these Terms of Use in connection with any action or proceeding arising out of or relating to these Terms of Use. Except as expressly provided for herein, these Terms of Use do not confer any rights, remedies, or benefits upon any person or entity other than you and Blackshield. Blackshield may assign its rights and duties under these Terms of Use at any time to any third party without notice. You may not assign these Terms of Use without the prior written consent of Blackshield. These Terms of Use shall be binding on and inure to the benefit of the parties hereto and their respective successors and assigns. You are responsible for complying with any and all laws of the jurisdiction from which you are accessing the System and any other jurisdiction whose laws apply to you or your actions. You agree that you will not access or use the System, the Content, or any other information or materials on the System in violation of the aforementioned laws or these Terms of Use.

To the extent any portion of these Terms of Use shall be determined to be unenforceable by a court of competent jurisdiction, such portion will be modified by the court solely to the extent necessary to cause such portion to be enforceable, and these Terms of Use as so modified will remain in full force and effect. Any waiver of any provisions contained in these Terms of Use by Blackshield shall not be deemed to be a waiver of any other right, term, or provision of these Terms of Use. Any rights not expressly granted herein are reserved.

You agree that any violation, or threatened violation, by you of these Terms of Use, or the referenced Privacy Policy, constitutes an unlawful and unfair business practice that will cause us irreparable and unquantifiable harm. You also agree that monetary damages would be inadequate for such harm and consent to our obtaining any injunctive or equitable relief that we deem necessary or appropriate. These remedies are in addition to any other remedies we may have at law or in equity.

Jurisdiction

The System is maintained, operated, and controlled by Blackshield in the State of Texas. These Terms of Use shall be governed by and construed under the laws of the State of Texas, without regard to conflicts of laws, principles or rules. Any legal action brought by you that arises out of or relates to these Terms of Use or your access to and use of the System or the Content must be commenced within one year after the cause of action arises. You hereby expressly consent and irrevocably submit to the exclusive jurisdiction of the state and federal courts sitting in Dallas County, Texas for resolution of any matters related to interpretation, construction, or enforcement of these Terms of Use or otherwise in connection with these Terms of Use, the Privacy Policy referenced herein, or otherwise related to or in connection with your access to and use of the System, the Content, and the materials, products, and services available on or through the System or through Blackshield. You further expressly waive any claim that venue is improper for any reason in these courts.

Contact Us

Blackshield welcomes any comments or questions you may have regarding these Terms of Use or the System. Please send any comments or questions to admin@blackshieldrisk.com.

These Terms of Use were last updated on March 27, 2019. Please check back periodically for updates and changes.

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