Terms of Use
Welcome to the website of Group Management Services, Inc. (“GMS,” “we,” “our,” or “us”). These Terms of Use (“Terms”) govern your access to and use of this website, including any content, functionality, and services offered through the website. These Terms do not govern your use and access to our products and services which are provided by GMS and governed by separate agreement(s), such as those that have been entered into between GMS and your employer. Such products include, but are not limited to, GMS Connect, Client Experience Portal, and the GMS Mobile Application.
By accessing or using this website, you agree to be bound by these Terms. If you do not agree to these Terms, you should not access or use the website.
1.Use of the Website
You may use this website solely for lawful purposes and in accordance with these Terms.
You agree not to:
- Use the website in any manner that violates applicable laws or regulations;
- Attempt to gain unauthorized access to any portion of the website or its systems;
- Interfere with or disrupt the operation or security of the website;
- Introduce viruses, malware, or other harmful code;
- Copy, reproduce, distribute, display, modify, transmit, or otherwise exploit website content except as expressly permitted by law or with our prior written consent.
We reserve the right to suspend, restrict, or terminate access to the website for any conduct that we believe violates these Terms or is otherwise harmful to GMS, its customers, or other users.
2. Intellectual Property
The website and all content made available through the website, including text, graphics, logos, images, software, designs, and other materials, are owned by GMS or its licensors and are protected by applicable intellectual property laws.
Except for personal, non-commercial use, no content from the website may be copied, reproduced, modified, distributed, displayed, published, transmitted, or otherwise used without GMS’s prior written permission.
3. Information Provided Through the Website
Information provided on this website is for general informational purposes only.
Although GMS strives to keep information accurate and current, we do not warrant that website content is complete, accurate, reliable, current, or suitable for any particular purpose.
Nothing on this website constitutes legal, tax, employment, benefits, insurance, financial, or other professional advice. Users should consult qualified professionals regarding their specific circumstances
4. AI Chatbot and Online Communications
The website may make available chat features, including AI-enabled or automated chat tools, to assist visitors with obtaining information, navigating the website, and receiving customer support.
By using these features, you acknowledge and agree that:
- Responses may be generated automatically and may not always be accurate, complete, current, or error-free;
- Chatbot responses are provided for general informational purposes only;
- Chatbot communications do not create any professional, advisory, fiduciary, contractual, or other special relationship between you and GMS;
- You should not rely on chatbot responses as legal, tax, employment, benefits, insurance, financial, or other professional advice;
- Important business decisions should not be based solely on chatbot responses;
- Chatbot communications do not constitute offers, acceptances, quotations, proposals, commitments, warranties, representations, or agreements by GMS;
- No contract, amendment, waiver, pricing commitment, service commitment, purchase agreement, or other legally binding obligation may be created through a chatbot interaction;
- Any information regarding pricing, products, services, discounts, promotions, availability, timelines, eligibility, or other business terms provided through the chatbot is subject to verification and approval by authorized GMS personnel and may be corrected, modified, or withdrawn at any time.
No Authority of Chatbot
The chatbot is an automated informational tool and is not authorized to negotiate, make offers, accept offers, modify contractual terms, grant discounts, provide pricing commitments, waive rights, resolve disputes, or otherwise bind GMS in any manner. Any agreement with GMS must be contained in a written agreement, order form, proposal, or other communication approved or issued by an authorized representative of GMS.
Please do not submit sensitive personal information, protected health information, financial account information, or other confidential information through the chatbot.
GMS may retain, review, monitor, and analyze chatbot communications for customer service, quality assurance, security, compliance, training, operational, and business purposes, consistent with its Privacy Policy.
5. User Submissions
Any comments, feedback, suggestions, inquiries, reviews, or other information submitted through the website may be used by GMS to respond to requests, improve its website and services, and for other lawful business purposes.
You represent and warrant that any information you submit is accurate and that you have the right to provide such information.
6. Third-Party Websites
The website may contain links to third-party websites or services for convenience.
GMS does not control and is not responsible for the content, privacy practices, availability, or operation of third-party websites. Accessing such websites is done entirely at your own risk.
7. Disclaimer of Warranties
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE WEBSITE AND ALL CONTENT, FEATURES, FUNCTIONALITY, AND SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS.
GMS DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, ACCURACY, AND RELIABILITY.
GMS DOES NOT WARRANT THAT THE WEBSITE WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
8. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, GMS AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, AGENTS, AND SERVICE PROVIDERS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATED TO THE WEBSITE OR YOUR USE OF OR INABILITY TO USE THE WEBSITE.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, GMS’S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THE WEBSITE SHALL NOT EXCEED ONE HUNDRED DOLLARS ($100).
9. Indemnification
You agree to defend, indemnify, and hold harmless GMS and its officers, directors, employees, affiliates, agents, and service providers from and against any claims, liabilities, damages, judgments, losses, costs, and expenses, including reasonable attorneys’ fees, arising from or related to your use of the website, violation of these Terms, or violation of any applicable law or the rights of any third party.
10. Privacy
Your use of the website is also subject to GMS’s Privacy Policy https://www.groupmgmt.com/privacy-policy/
11. Changes to These Terms
GMS may modify these Terms at any time by posting revised Terms on the website.
Changes become effective upon posting unless otherwise stated. Your continued use of the website following the posting of revised Terms constitutes your acceptance of the updated Terms.
12. DISPUTE RESOLUTION
A. Informal Resolution of Disputes.
The parties agree to make a good-faith effort to resolve any dispute, claim, or controversy arising out of or relating to these Terms, the Website, any content available through the Website, any chatbot interactions, or the use of any services offered through the Website (collectively, a “Dispute”) before initiating arbitration or litigation.
A party seeking to raise a Dispute must first provide written notice to the other party describing the nature of the Dispute and the relief sought. The parties shall have thirty (30) days from receipt of such notice to attempt to resolve the Dispute informally. No arbitration or court proceeding may be commenced during this thirty (30) day period.
Notices to GMS must be sent to:
Group Management Services, Inc.
Attn: Legal Department
PO Box 21933
Eagan, MN 55121
B. Agreement to Arbitrate.
Except as otherwise provided in these Terms, any Dispute shall be resolved exclusively through final and binding arbitration rather than in court.
This agreement to arbitrate includes, without limitation, any claim arising out of or relating to: (i) these Terms; (ii) use of or access to the Website; (iii) information, content, or materials available through the Website; (iv) communications with GMS through the Website; and (v) information provided through any AI-enabled, automated, or chatbot functionality made available by GMS.
For the avoidance of doubt, this arbitration provision applies to any claim alleging that information provided through the Website or a chatbot created contractual obligations, pricing commitments, discounts, service commitments, representations, warranties, or other binding agreements on behalf of GMS.
C. Arbitration Administration and Procedures.
Any arbitration shall be administered by the American Arbitration Association (AAA) in accordance with its applicable rules then in effect, except as modified by these Terms.
The arbitration shall be conducted before a single neutral arbitrator.
The arbitrator shall have exclusive authority to resolve any dispute regarding the interpretation, applicability, enforceability, or formation of this arbitration provision, including any claim that all or part of this arbitration provision is void or unenforceable.
The arbitration may be conducted remotely, through written submissions, or at a mutually agreed location.
The arbitrator may award any remedy available under applicable law on an individual basis but may not award relief on behalf of persons who are not parties to the arbitration.
The arbitrator’s decision shall be final and binding and may be entered as a judgment in any court having jurisdiction.
D. Class Action, Collective Action, and Representative Action Waiver.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, ALL DISPUTES MUST BE BROUGHT SOLELY IN AN INDIVIDUAL CAPACITY.
YOU AND GMS EACH WAIVE ANY RIGHT TO PARTICIPATE AS A PLAINTIFF, CLAIMANT, CLASS MEMBER, OR REPRESENTATIVE IN ANY CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, CONSOLIDATED ACTION, REPRESENTATIVE ACTION, OR OTHER PROCEEDING INVOLVING CLAIMS OF MULTIPLE PERSONS. NOTWITHSTANDING THE FOREGOING, THE PARTIES RETAIN THE RIGHT TO PARTICIPATE IN A CLASS-WIDE SETTLEMENT.
E. Mass Arbitration Procedures.
If twenty-five (25) or more arbitration demands are submitted against GMS that raise similar claims and are represented by the same law firm, group of law firms, or coordinated organizations, or are otherwise coordinated or pursued as part of a common effort (a “Mass Arbitration”), the following procedures shall apply.
The parties shall first participate in a good-faith mediation administered by a mutually agreed mediator.
If the Mass Arbitration is not resolved through mediation, twenty (20) claims shall proceed as bellwether arbitrations, with ten (10) claims selected by claimants and ten (10) claims selected by GMS.
All remaining arbitration demands shall be stayed pending completion of the bellwether proceedings and any subsequent mediation efforts.
After the bellwether arbitrations conclude, the parties shall participate in a second mediation in an effort to resolve the remaining claims.
The parties agree that these Mass Arbitration Procedures are an integral and material part of this arbitration agreement.
F. Arbitration Fees and Costs.
Payment of filing fees, administrative fees, and arbitrator compensation shall be governed by the applicable AAA rules.
G. Exceptions to Arbitration.
The following claims are not subject to mandatory arbitration: (i) individual claims properly brought in small claims court; (ii) claims involving intellectual property rights; and (iii) actions seeking injunctive relief relating to intellectual property rights, confidential information, or unauthorized access to systems or data.
H. Venue for Non-Arbitrable Claims.
Any Dispute that is not subject to arbitration, or for which arbitration is unavailable or unenforceable, shall be brought exclusively in the state or federal courts located in Summit County, Ohio.
I. Limitation Period.
To the fullest extent permitted by law, any Dispute arising out of or relating to these Terms or the Website must be commenced within one (1) year after the claim arose. The statute of limitations and any arbitration cost deadlines shall be tolled while the parties engage in the informal dispute resolution process required by Section 12(A) and as otherwise stated in this Section 12.
13. Governing Law
These Terms shall be governed by and construed in accordance with the laws of the State of Ohio, without regard to its conflict-of-laws principles.
14. Contact Information
Questions regarding these Terms may be directed to:
Group Management Services, Inc.
PO Box 21933
Eagan, MN 55121
330-697-0100