JULY ENTERPRISES, INC.
d/b/a V3 TECHNOLOGIES
STANDARD TERMS OF SERVICE
These terms of service constitute a legally binding agreement (the “Agreement”) between you and July Enterprises, Inc., d/b/a V3 Technologies (“V3,” “we,” “us” or “our”) governing your use of the V3 Enterprises, Inc. application, website, and technology platform (collectively, the “V3 Platform”) in the United States. If you are a Driver Company (as defined below) this Agreement
also governs rights and entitlements related to your relationship with V3. By entering into this Agreement and/or accessing or using the V3 Platform, you expressly acknowledge that you understand this Agreement and accept all of its terms. IF YOU DO NOT
AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT, YOU MAY NOT USE OR ACCESS THE V3 PLATFORM.
IMPORTANT! PLEASE READ THIS AGREEMENT CAREFULLY, AS IT CONTAINS IMPORTANT INFORMATION ABOUT YOUR RELATIONSHIP WITH V3, INCLUDING WAIVER OF TRIALS BY JURY. BY USING OR ACCESSING THE V3 PLATFORM OR PAYING FOR THE SERVICES, DEFINED BELOW, INCLUDING, BUT NOT LIMITED TO, UPDATES AND UPGRADES THEREOF, YOU WILL BE, AND
AGREE TO BE, BOUND BY THESE TERMS AND CONDITIONS.
WHEN YOU ACCEPT THE TERMS AND CONDITIONS OF THIS AGREEMENT BY DOING ANY OF THOSE THINGS (USING OR ACCESSING THE PLATFORM, OR PAYING FOR OR AGREEING TO THE SERVICES), YOU ARE TELLING V3, AND YOU ACKNOWLEDGE AND AGREE THAT YOU HAVE THE CAPACITY TO ENTER INTO AN AGREEMENT WITH V3. IF YOU ACCEPT FOR AN ORGANIZATION (FOR EXAMPLE YOUR EMPLOYER OR AN ORGANIZATION THAT YOU REPRESENT), YOU ARE TELLING V3 THAT YOU ARE AUTHORIZED TO BIND THAT ORGANIZATION TO AN AGREEMENT AND THESE TERMS AND CONDITIONS. FOR THE AVOIDANCE OF DOUBT, REFERENCES TO “YOU” OR “YOURS” AND OTHER VARIATIONS IN THESE TERMS AND CONDITIONS MAY MEAN AN INDIVIDUAL OR THAT ORGANIZATION. IF YOU DO NOT ACCEPT THE TERMS AND CONDITIONS OF THIS AGREEMENT OR DO NOT WISH TO ENTER INTO AN AGREEMENT WITH V3, YOU MUST NOT USE THE V3 PLATFORM.
The V3 Platform
The V3 Platform provides a marketplace where persons who seek transportation to certain destinations (“Riders”) can be matched with taxi, limousine or similar transportation carrier companies providing drivers to or through those destinations (“Driver Company” or “Driver Companies”). Driver Companies and Riders are collectively referred to in this Agreement as “Users,” and each User shall create a User account that enables access to the V3 Platform. For purposes of this Agreement, the driving services provided by Driver Companies to Riders that are matched through the V3 Platform shall be referred to collectively as the “Services”. Any decision by a User to offer or accept Services is a decision made in such User’s sole discretion. Each transportation Service provided by a Driver Company to a Rider shall constitute a separate agreement between such parties.
Modification to the Agreement
V3 may change the terms and conditions of this Agreement from time to time. Such changes shall
not be binding upon you unless we provide you with advance notice of such changes to this
Agreement, in which case they will become effective on the date specified in the notice. To the
extent permitted by law, continued use of the V3 Platform or Services after any such changes are
in effect shall constitute your consent to such changes.
Eligibility
The V3 Platform may only be used by individuals who can form legally binding contracts under
applicable law. The V3 Platform is not available to children (persons under the age of majority in
your state of residence) or Users who have had their User account temporarily or permanently
deactivated. By becoming a User, you represent and warrant that you are at least the age of majority
in your state of residence and that you have the right, authority and capacity to enter into and abide
by the terms and conditions of this Agreement. You may not allow other persons to use your User
account, and you agree that you are the sole authorized user of your account.
Charges
As a Rider, you agree to pay the amounts charged for your use of the V3 Platform and Services
(“Charges”). Charges include Fares and other applicable fees, tolls, surcharges, and taxes, plus any
tips that you elect to pay. Pricing may vary based on the type of service you request (e.g., type of
vehicle or vehicle specifications). You are responsible for reviewing and confirming the Charges
and shall be responsible for all Charges incurred under your User account regardless of your
awareness of such Charges or the amounts thereof. All Charges will be in U.S. dollars.
Fares. There are two types of fares (each, a “Fare”), variable and quoted.
• Variable Fares. Variable fares consist of a base charge and incremental charges based on
the duration and distance of your ride. For particularly short rides, minimum fares may
apply. Please note that we may use GPS data provided by Driver Company to calculate the
distance traveled on your ride. We cannot guarantee the availability or accuracy of GPS
data. If we lose signal we will calculate time and distance using available data from your
ride.
• Quoted Fares. In some cases V3 may quote you a Fare at the time of your request. The
quote is subject to change until the ride request is confirmed. If during your ride you change
your destination, make multiple stops, or attempt to abuse the V3 Platform, we may cancel
the fare quote and charge you a variable fare based on the time and distance of your ride.
V3 does not guarantee that the quoted fare price will be equal to a variable fare for the
same ride.
• Prime Time. Fares may be subject to a multiplier at times of high demand of the Services
(“Prime Time”) as determined by V3. For all rides with a variable fare, we will use
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reasonable efforts to inform you of any Prime Time multipliers in effect at the time of your
request. For quoted fares we may factor in the Prime Time multiplier into the quoted price
of the ride. Any Prime Time charges shall be considered part of the Fare.
Fees and Other Charges.
• Service Fee. You may be charged a “Service Fee” for each ride.
• Cancellation Fee. After requesting a ride you may cancel it through the app, but note that
in certain cases a cancellation fee may apply. You may also be charged if you fail to show
up after requesting a ride.
• Damage Fee. If a Driver Company reports that you have materially damaged the Driver
Company’s vehicle, to the fullest extent not prohibited by applicable law, you agree to pay
a “Damage Fee” of up to $250 depending on the extent of the damage (as determined by
V3 in its sole discretion), towards vehicle repair or cleaning. V3 reserves the right (but is
not obligated) to verify or otherwise require documentation of damages prior to processing
the Damage Fee.
• Tolls. In some instances tolls (or return tolls) may apply to your ride. We do not guarantee
that the amount charged by V3 will match the toll charged to the Driver Company, if any.
• Other Charges. Other fees and surcharges may apply to your ride, including: actual or
anticipated airport fees, provincial or local fees, event fees as determined by V3 or its
marketing partners, and processing fees for split payments. In addition, where required by
law V3 will collect applicable taxes.
• Tips. Following a ride, you may elect to tip your driver in cash. Any tips will be provided
entirely to the applicable driver.
General.
• Facilitation of Charges. All Charges are facilitated through a third-party payment
processing service. V3 may replace its third-party payment processing services without
notice to you. Charges shall only be made through the V3 Platform. With the exception of
tips, cash payments are strictly prohibited.
• No Refunds. All Charges are non-refundable. This no-refund policy shall apply at all times
regardless of your decision to terminate usage of the V3 Platform, any disruption to the V3
Platform or Services, or any other reason whatsoever.
• Coupons. You may receive Coupons that you can apply toward payment of certain
Charges upon completion of a Ride. You may present Coupons by selecting one for
application toward payment, and V3 will accept the Coupon on the Driver Compay’s
behalf. Coupons are only valid for use on the V3 Platform, and are not transferable or
redeemable for cash except as required by law. Coupons cannot be combined, and if the
cost of your ride exceeds the applicable Coupon value we will charge your payment method
on file for the outstanding cost of the Ride. For quoted or variable fares, V3 may deduct
the amount attributable to the Service Fee, Tolls, or Other Charges before application of
the Coupon. If you split payment for a ride with another User, your Coupon will only apply
to your portion of the Charges. Additional restrictions on Coupons may apply as
communicated to you in a relevant promotion or by clicking on the relevant Coupon within
the Promotions section of the V3 application.
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• Payment Methods. Upon addition of a new payment method or each ride request, V3 may
seek authorization of your selected payment method to verify the payment method, ensure
the ride cost will be covered, and protect against unauthorized behavior. The authorization
is not a charge, however, it may reduce your available credit by the authorization amount
until your bank’s next processing cycle. Should the amount of our authorization exceed the
total funds on deposit in your account, you may be subject to overdraft of NSF charges by
the bank issuing your debit or prepaid card. We cannot be held responsible for these charges
and are unable to assist you in recovering them from your issuing bank.
Payments
If you are a Driver Company, you will receive a weekly payment for your provision of Services.
All Fare payments are subject to V3 Fees, discussed below. You will also receive any tips provided
by Riders to you, and tips will not be subject to any V3 Fees. V3 will process all payments due to
you through its third party payments processor. You acknowledge and agree that such amounts
shall not include any interest and will be net of any amounts that we are required to withhold by
law.
• V3 Fees. In exchange for permitting you to offer your Services through the V3 Platform
and marketplace as a Driver Company, you agree to pay V3 (and permit V3 to retain) a fee
based on each transaction in which you provide Services (the “V3 Fees”). The amount of
the applicable V3 Fees will be communicated to you in an addendum to this Agreement or
otherwise electronically. The addendum is incorporated into this Agreement by reference
and shall be considered part of this Agreement for Driver Companies. V3 reserves the right
to change the V3 Fees at any time in V3’s discretion based upon local market factors, and
V3 will provide you with advance notice in the event of such change. Continued use of the
V3 Platform after any such change in the V3 Fees calculation shall constitute your consent
to such change.
• Pricing. You expressly authorize V3 to set the prices on your behalf for all Charges that
apply to the provision of Services. V3 reserves the right to change the Fare schedule at any
time in our discretion based upon local market factors, and we will provide you with
advance notice in the event of changes to the base fare, per mile, and/or per minute amounts
that would result in a change in the applicable Fares.
• Fare Adjustment. To the fullest extent permitted by applicable law, V3 reserves the right
to adjust or withhold all or a portion of Fares if it believes that (i) you have attempted to
defraud or abuse V3 or V3’s payment systems, (ii) in order to resolve a Rider complaint
(e.g., your driver took an inefficient route or failed to properly end a particular instance of
Services in the V3 application when the ride was over). V3’s decision to adjust or withhold
the Fare in any way shall be exercised in a reasonable manner.
• Sales and Use Taxes on your Payments to V3. All amounts payable to V3 hereunder
(e.g., V3 Fees) are exclusive of applicable sales and use taxes, and V3 shall be responsible
to charge applicable sales and use taxes in addition to such amounts.
• Sales and Use Taxes on Payments to You. For Rider Charges, V3 shall charge any
applicable sales and use taxes to the Riders on behalf of each Driver Company and shall
pay over the applicable taxes to such Driver Company, net of any V3 Fees and other similar
amounts and any taxes thereon.
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• V3 shall not be responsible, and each Driver Company shall indemnify and hold V3
harmless, for any sales and use taxes, interest, penalties and other amounts as a result of a
Driver Company’s failure to become registered or to maintain a valid registration for sales
and use tax purposes, or as a result of a Driver Company’s failure to remit applicable sales
and use taxes or otherwise comply with its obligations under applicable law. The Driver
Company is responsible to inform V3 promptly of any changes to its registration status,
and to report and remit sales and use taxes on all amounts collected and collectable by the
Driver Company as required by applicable law.
V3 Communications
By entering into this Agreement or using the Platform, you agree to receive communications from
us, including via e-mail, text message, calls, and push notifications. You agree that texts, calls or
prerecorded messages may be generated by automatic telephone dialing systems. Communications
from V3 and/or Driver Companies, may include: operational communications concerning your
User account or use of the V3 Platform or Services, updates concerning new and existing features
on the V3 Platform, communications concerning promotions run by us or our third- party partners,
and news concerning V3 and industry developments. Standard text messaging charges applied by
your cell phone carrier will apply to text messages we send.
IF YOU WISH TO OPT OUT OF PROMOTIONAL EMAILS, YOU CAN UNSUBSCRIBE
FROM OUR PROMOTIONAL EMAIL LIST BY FOLLOWING THE UNSUBSCRIBE
OPTIONS IN THE PROMOTIONAL EMAIL ITSELF. IF YOU WISH TO OPT OUT OF
PROMOTIONAL CALLS OR TEXTS, YOU MAY RESPOND WITH “STOP” TO ANY TEXT
MESSAGE YOU RECEIVE FROM V3, WHICH WILL THEN STOP MESSAGES OF THAT
TYPE. YOU ACKNOWLEDGE THAT YOU ARE NOT REQUIRED TO CONSENT TO
RECEIVE PROMOTIONAL TEXTS OR CALLS AS A CONDITION OF USING THE V3
PLATFORM OR THE SERVICES. IF YOU WISH TO OPT OUT OF ALL TEXTS OR CALLS
FROM V3 (INCLUDING OPERATIONAL OR TRANSACTIONAL TEXTS OR CALLS), YOU
CAN TEXT THE WORD “STOPALL” TO ANY OF THE MESSAGES YOU RECEIVE FROM
V3, HOWEVER YOU ACKNOWLEDGE THAT OPTING OUT OF RECEIVING ALL TEXTS
MAY IMPACT YOUR USE OF THE V3 PLATFORM OR THE SERVICES. TO OPT BACK
IN, TEXT THE WORD “STARTALL” TO ANY OF THE TEXTS YOU PREVIOUSLY
RECEIVED FROM V3.
Your Information
Your Information is any information you provide, publish or post to or through the V3 Platform
(including any profile information you provide) or send to other Users (including via in-application
feedback, any email feature, or through any V3-related Facebook, Twitter or other social media
posting) (your “Information”). You consent to us using your Information to create a User account
that will allow you to use the V3 Platform and participate in the Services. You are solely
responsible for your Information and your interactions with other members of the public, and we
act only as a passive conduit for your online posting of your Information. You agree to provide
and maintain accurate, current and complete Information and that we and other members of the
public may rely on your Information as accurate, current and complete. To enable V3 to use your
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Information, you grant to us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free,
transferable, sub-licensable (through multiple tiers) right and license to exercise the copyright,
publicity, and database rights you have in your Information, and to use, copy, perform, display and
distribute such Information to prepare derivative works, or incorporate into other works, such
Information, in any media now known or not currently known, subject to any rights that you may
have in respect of personal information under applicable privacy laws. V3 does not assert any
ownership over your Information; rather, as between you and V3, subject to the rights granted to
us in this Agreement, you retain full ownership of all of your Information and any intellectual
property rights or other proprietary rights associated with your Information.
You may be able to create or log-in to your V3 User account through online accounts you may
have with third party social networking sites (each such account, an “SNS Account”). By
connecting to V3 through an SNS Account, you understand that V3 may access, store, and make
available any SNS Account content according to the permission settings of your SNS Account
(e.g., friends, mutual friends, contacts or following/followed lists (the “SNS Content”)). You
understand that SNS Content may be available on and through the V3 Platform to other Users.
Unless otherwise specified in this Agreement, all SNS Content, if any, shall be considered to be
your Information.
Promotions and Referral Programs
V3, at its sole discretion, may make available promotions with different features to any Users or
prospective Users. These promotions, unless made to you, shall have no bearing whatsoever on
your Agreement or relationship with V3. V3 reserves the right to withhold or deduct credits or
benefits obtained through a promotion in the event that V3 determines or believes that the
redemption of the promotion or receipt of the credit or benefit was in error, fraudulent, illegal, or
in violation of the applicable promotion terms or this Agreement.
As part of your User account, V3 may provide you with or allow you to create a “V3 Code,” a
unique alphanumeric code for you to distribute to your friends and family members (each a
“Referred User”) to become new V3 Riders (“Referred Riders”) or Driver Companies (“Referred
Driver Companies”). V3 Codes may only be distributed for promotional purposes and must be
given away free of charge. You may not sell, trade, or barter your V3 Code. You are prohibited
from advertising V3 Codes, including: Google, Facebook, Twitter, Bing and Craigslist. V3
reserves the right to deactivate or invalidate any V3 Code at any time in V3’s discretion.
From time to time, V3 may offer you incentives to refer your friends and family members to
become new Users of the V3 Platform in your country (the “Referral Program”). These incentives
may come in the form of Credits, and V3 may set or change the incentive types, amounts, terms,
restrictions, and qualification requirements for any incentives in its sole discretion. Your
distribution of V3 Codes and participation in the Referral Program is subject to this Agreement
and the additional Referral Program rules.
Restricted Activities
With respect to your use of the V3 Platform and your participation in the Services, you agree that
you will not:
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a. impersonate any person or entity;
b. stalk, threaten, or otherwise harass any person, or carry any weapons;
c. violate any law, statute, rule, permit, ordinance or regulation;
d. interfere with or disrupt the Services or the V3 Platform or the servers or networks
connected to the V3 Platform;
e. post Information or interact on the V3 Platform or Services in a manner which is false,
inaccurate, misleading (directly or by omission or failure to update information),
defamatory, libelous, abusive, obscene, profane, offensive, sexually oriented, threatening,
harassing, or illegal;
f. use the V3 Platform in any way that infringes any third party’s rights, including but not
limited to: intellectual property rights, copyright, patent, trademark, trade secret or other
proprietary rights or rights of publicity or privacy;
g. post, email or otherwise transmit any malicious code, files or programs designed to
interrupt, damage, destroy or limit the functionality of any computer software or hardware
or telecommunications equipment or surreptitiously intercept or expropriate any system,
data or personal information;
h. forge headers or otherwise manipulate identifiers in order to disguise the origin of any
information transmitted through the V3 Platform;
i. “frame” or “mirror” any part of the V3 Platform, without our prior written authorization or
use meta tags or code or other devices containing any reference to us in order to direct any
person to any other web site for any purpose; or
j. modify, adapt, translate, reverse engineer, decipher, decompile or otherwise disassemble
any portion of the V3 Platform or any software used on or for the V3 Platform;
k. rent, lease, lend, sell, redistribute, license or sublicense the V3 Platform or access to any
portion of the V3 Platform;
l. use any robot, spider, site search/retrieval application, or other manual or automatic device
or process to retrieve, index, scrape, “data mine”, or in any way reproduce or circumvent
the navigational structure or presentation of the V3 Platform or its contents;
m. link directly or indirectly to any other web sites;
n. transfer or sell your User account, password and/or identification to any other party
o. discriminate against or harass anyone on the basis of race, national origin, religion, gender,
gender identity, physical or mental disability, medical condition, marital status, age or
sexual orientation, or
p. cause any third party to engage in the restricted activities above.
Driver Company Representations, Warranties and Agreements
By providing Services as a Driver Company on the V3 Platform, you represent, warrant, and agree
that:
a. You are duly organized, validly existing and in good standing under the laws of the State
of Alabama or your state of formation.
b. You have any and all licenses, permits or approvals required to perform the Services and
have provided V3 with a copy of your local business license.
c. You shall comply with all applicable statutes, ordinances, rules, regulations and codes.
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d. All of your drivers possess a valid driver’s license and are authorized and medically fit to
operate a motor vehicle and have all appropriate licenses, approvals and authority to
provide transportation to Riders in all jurisdictions in which you provide Services.
e. You own, or have the legal right to operate, the vehicles you use when providing Services,
and such vehicles are in good operating condition and meet the industry safety standards
and all applicable statutory and state department of motor vehicle requirements for a
vehicle of its kind.
f. Your drivers will not engage in reckless behavior while driving, drive unsafely, operate a
vehicle that is unsafe to drive, be involved in a motor vehicle accident or collision of any
kind, permit an unauthorized third party to accompany him or her in the vehicle while
providing Services, provide Services as a driver while under the influence of alcohol or
drugs, or take action that harms or threatens to harm the safety of the V3 community or
third parties.
g. You will only provide Services using the vehicles that have been reported to, and approved
by V3, and for which a photograph has been provided to V3, and you will not transport
more passengers than can securely be seated in such vehicles.
h. You will not make any misrepresentation regarding V3, the V3 Platform, the Services or
your status as a Driver Company.
i. You will not, while providing the Services, accept street hails, charge for rides (except as
expressly provided in this Agreement), demand that a rider pay in cash, or use a credit card
reader, such as a Square Reader, to accept payment or engage in any other activity in a
manner that is inconsistent with your obligations under this Agreement.
j. You will not attempt to defraud V3 or Riders on the V3 Platform or in connection with
your provision of Services. If we suspect that you have engaged in fraudulent activity we
may withhold applicable Fares or other payments for the ride(s) in question.
k. You will make reasonable accommodation for Riders and/or for service animals, as
required by law
l. You agree that we may obtain information about your drivers, including their criminal and
driving records, and you agree to provide any further necessary authorizations to facilitate
our access to such records during the term of the Agreement.
m. You and your drivers have all valid policies of liability insurance required by applicable
law, and in coverage amounts required by applicable law, that names or schedules you or
your driver, as applicable for the operation the vehicles you use to provide Services.
n. You will pay all applicable federal, state and local taxes based on your provision of
Services and any payments received by you.
Intellectual Property
All intellectual property rights in the V3 Platform shall be owned by V3 absolutely and in its
entirety. These rights include and are not limited to database rights, copyright, design rights
(whether registered or unregistered), trademarks (whether registered or unregistered) and other
similar rights wherever existing in the world together with the right to apply for protection of the
same. All other trademarks, logos, service marks, company or product names set forth in the V3
Platform are the property of their respective owners. You acknowledge and agree that any
questions, comments, suggestions, ideas, feedback or other information (“Submissions”) provided
by you to us are non-confidential and shall become the sole property of V3. V3 shall own exclusive
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rights, including all intellectual property rights, and shall be entitled to the unrestricted use and
dissemination of these Submissions for any purpose, commercial or otherwise, without
acknowledgment or compensation to you.
V3 and other V3 logos, designs, graphics, icons, scripts and service names are registered
trademarks, trademarks or trade dress of V3 in the United States and/or other countries
(collectively, the “V3 Marks”). If you provide Services as a Driver, V3 grants to you, during the
term of this Agreement, and subject to your compliance with the terms and conditions of this
Agreement, a limited, revocable, non-exclusive license to display and use the V3 Marks solely in
connection with providing the Services through the V3 Platform (“License”). The License is non-
transferable and non-assignable, and you shall not grant to any third party any right, permission,
license or sublicense with respect to any of the rights granted hereunder without V3’s prior written
permission, which it may withhold in its sole discretion. The V3 Marks may not be used in any
manner that is likely to cause confusion.
You acknowledge that V3 is the owner and licensor of the V3 Marks, including all goodwill
associated therewith, and that your use of the V3 Marks will confer no additional interest in or
ownership of the V3 Marks in you but rather inures to the benefit of V3.
You agree that you will not: (1) create any materials that incorporate the V3 Marks or any
derivatives of the V3 Marks other than as expressly approved by V3 in writing; (2) use the V3
Marks in any way that tends to impair their validity as proprietary trademarks, service marks, trade
names or trade dress, or use the V3 Marks other than in accordance with the terms, conditions and
restrictions herein; (3) take any other action that would jeopardize or impair V3’s rights as owner
of the V3 Marks or the legality and/or enforceability of the V3 Marks, including, without
limitation, challenging or opposing V3’s ownership in the V3 Marks; (4) apply for trademark
registration or renewal of trademark registration of any of the V3 Marks, any derivative of the V3
Marks, any combination of the V3 Marks and any other name, or any trademark, service mark,
trade name, symbol or word which is similar to the V3 Marks; (5) use the V3 Marks on or in
connection with any product, service or activity that is in violation of any law, statute, government
regulation or standard.
Violation of any provision of this License may result in immediate termination of the License, in
V3’s sole discretion. If you create any materials bearing the V3 Marks (in violation of this
Agreement or otherwise), you agree that upon their creation V3 exclusively owns all right, title
and interest in and to such materials, including without limitation any modifications to the V3
Marks or derivative works based on the V3 Marks. You further agree to assign any interest or right
you may have in such materials to V3, and to provide information and execute any documents as
reasonably requested by V3 to enable V3 to formalize such assignment.
Disclaimers
The following disclaimers are made on behalf of V3, its affiliates, subsidiaries, parents, successors
and assigns, and each of its respective officers, directors, employees, agents, and shareholders.
V3 does not provide transportation services, and V3 is not a transportation carrier. It is up to the
Driver Company to decide whether or not to offer a ride to a Rider contacted through the V3
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Platform, and it is up to the Rider to decide whether or not to accept a ride from any Driver
Company contacted through the V3 Platform. We cannot ensure that a Driver Company or Rider
will complete an arranged transportation service. We have no control over the quality or safety of
the transportation that occurs as a result of the Services.
The V3 Platform is provided on an “as is” basis and, to the fullest extent permitted by applicable
law, without any warranty or condition, express, implied or statutory. We do not guarantee and do
not promise any specific results from use of the V3 Platform and/or the Services, including the
ability to provide or receive Services at any given location or time. To the fullest extent permitted
by law, we specifically disclaim any implied warranties of title, merchantability, quality, fitness
for a particular purpose, durability and non-infringement.
We do not warrant that your use of the V3 Platform or Services will be accurate, complete, reliable,
current, secure, uninterrupted, always available, or error- free, or will meet your requirements, that
any defects in the V3 Platform will be corrected, or that the V3 Platform is free of viruses or other
harmful components. We disclaim liability for, and no warranty is made with respect to,
connectivity and availability of the V3 Platform or Services.
We cannot guarantee that each Rider is who he or she claims to be. Please note that there are also
risks of dealing with underage persons or people acting under false pretense, and we do not accept
responsibility or liability for any content, communication or other use or access of the V3 Platform
by persons under the age of 18 in violation of this Agreement. We encourage you to communicate
directly with each potential Driver Company or Rider prior to engaging in an arranged
transportation service.
V3 is not responsible for the conduct, whether online or offline, of any User of the V3 Platform or
Services. You are solely responsible for your interactions with other Users. We do not procure
insurance for, nor are we responsible for, personal belongings left in the car by drivers or Riders.
By using the V3 Platform and participating in the Services, you agree to accept such risks and
agree that V3 is not responsible for the acts or omissions of Users on the V3 Platform or
participating in the Services.
V3 expressly disclaims any liability arising from the unauthorized use of your User account.
Should you suspect that any unauthorized party may be using your User account or you suspect
any other breach of security, you agree to notify us immediately.
It is possible for others to obtain information about you that you provide, publish or post to or
through the V3 Platform (including any profile information you provide), send to other Users, or
share during the Services, and to use such information to harass or harm you. We are not
responsible for the use of any personal information that you disclose to other Users on the V3
Platform or through the Services. Please carefully select the type of information that you post on
the V3 Platform or through the Services or release to others. We disclaim all liability, regardless
of the form of action, for the acts or omissions of other Users (including unauthorized users, or
“hackers”).
Opinions, advice, statements, offers, or other information or content concerning V3 or made
available through the V3 Platform, but not directly by us, are those of their respective authors, and
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should not necessarily be relied upon. Such authors are solely responsible for such content. Under
no circumstances will we be responsible for any loss or damage resulting from your reliance on
information or other content posted by third parties, whether on the V3 Platform or otherwise. We
reserve the right, but we have no obligation, to monitor the materials posted on the V3 Platform
and remove any such material that in our sole opinion violates, or is alleged to violate, the law or
this agreement or which might be offensive, illegal, or that might violate the rights, harm, or
threaten the safety of Users or others.
Location data provided by the V3 Platform is for basic location purposes only and is not intended
to be relied upon in situations where precise location information is needed or where erroneous,
inaccurate or incomplete location data may lead to death, personal injury, property or
environmental damage. Neither V3, nor any of its content providers, guarantees the availability,
accuracy, completeness, reliability, or timeliness of location data tracked or displayed by the V3
Platform. Any of your Information, including geolocational data, you upload, provide, or post on
the V3 Platform may be accessible to V3 and certain Users of the V3 Platform.
V3 advises you to use the V3 Platform with a data plan with unlimited or very high data usage
limits, and V3 shall not responsible or liable for any fees, costs, or overage charges associated with
any data plan you use to access the V3 Platform.
Indemnity
You will defend, indemnify, and hold V3 including its affiliates, subsidiaries, parents, successors
and assigns, and each of its respective officers, directors, employees, agents, or shareholders
harmless from any claims, actions, suits, losses, costs, liabilities and expenses (including
reasonable attorneys’ fees) relating to or arising out of your use of the V3 Platform and
participation in the Services, including: (1) your breach of this Agreement or the documents it
incorporates by reference; (2) your violation of any law or the rights of a third party, including,
without limitation, Driver Companies, Riders, other motorists, and pedestrians, as a result of your
own interaction with such third party; (3) any allegation that any materials that you submit to us
or transmit through the V3 Platform or to us infringe or otherwise violate the copyright, trademark,
trade secret or other intellectual property or other rights of any third party; (4) your ownership, use
or operation of a motor vehicle or passenger vehicle, including your provision of Services as a
Driver Company; and/or (5) any other activities in connection with the Services. This indemnity
shall be applicable without regard to the negligence of any party, including any indemnified
person.
Limitation of Liability
IN NO EVENT WILL V3, INCLUDING ITS AFFILIATES, SUBSIDIARIES, PARENTS,
SUCCESSORS AND ASSIGNS, AND EACH OF ITS RESPECTIVE OFFICERS, DIRECTORS,
EMPLOYEES, AGENTS, OR SHAREHOLDERS (COLLECTIVELY “V3” FOR PURPOSES
OF THIS SECTION), BE LIABLE TO YOU FOR ANY INCIDENTAL, SPECIAL,
EXEMPLARY, PUNITIVE, CONSEQUENTIAL, OR INDIRECT DAMAGES (INCLUDING,
BUT NOT LIMITED TO, DAMAGES FOR PERSONAL INJURY OR DEATH, DAMAGES TO
PROPERTY, DELETION, CORRUPTION, LOSS OF DATA, LOSS OF PROGRAMS,
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FAILURE TO STORE ANY INFORMATION OR OTHER CONTENT MAINTAINED OR
TRANSMITTED BY THE V3 PLATFORM, SERVICE INTERRUPTIONS, OR FOR THE
COST OF PROCUREMENT OF SUBSTITUTE SERVICES) ARISING OUT OF OR IN
CONNECTION WITH THE V3 PLATFORM, THE SERVICES, OR THIS AGREEMENT,
HOWEVER ARISING INCLUDING NEGLIGENCE, EVEN IF WE OR OUR AGENTS OR
REPRESENTATIVES KNOW OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH
DAMAGES. THE V3 PLATFORM MAY BE USED BY YOU TO REQUEST AND SCHEDULE
TRANSPORTATION, GOODS, OR OTHER SERVICES WITH THIRD PARTY PROVIDERS,
BUT YOU AGREE THAT V3 HAS NO RESPONSIBILITY OR LIABILITY TO YOU
RELATED TO ANY TRANSPORTATION, GOODS OR OTHER SERVICES PROVIDED TO
YOU BY THIRD PARTY PROVIDERS OTHER THAN AS EXPRESSLY SET FORTH IN
THEIR TERMS.
Term and Termination
This Agreement is effective upon your creation of a User account. This Agreement may be
terminated: a) by User, without cause, upon seven (7) days’ prior written notice to V3; or b) by
either Party immediately, without notice, upon the other Party’s material breach of this Agreement.
In addition, V3 may terminate this Agreement or deactivate your User account immediately in the
event: (1) you no longer qualify to provide Services or to operate the approved vehicle under
applicable law, rule, permit, ordinance or regulation; (2) you fall below V3’s star rating or
cancellation threshold; (3) V3 has the good faith belief that such action is necessary to protect the
safety of the V3 community or third parties, provided that in the event of a deactivation pursuant
to (1)-(3) above, you will be given notice of the potential or actual deactivation and an opportunity
to attempt to cure the issue to V3’s reasonable satisfaction prior to V3 permanently terminating
the Agreement. For all other breaches of this Agreement, you will be provided notice and an
opportunity to cure the breach. If the breach is cured in a timely manner and to V3’s satisfaction,
this Agreement will not be permanently terminated.
Confidentiality
You agree not to use any technical, financial, strategic and other proprietary and confidential
information relating to V3’s business, operations and properties, including User information
(“Confidential Information”) disclosed to you by V3 for your own use or for any purpose other
than as contemplated herein. You shall not disclose or permit disclosure of any Confidential
Information to third parties. You agree to take all reasonable measures to protect the secrecy of
and avoid disclosure or use of Confidential Information of V3 in order to prevent it from falling
into the public domain. Notwithstanding the above, you shall not have liability to V3 with regard
to any Confidential Information which you can prove: was in the public domain at the time it was
disclosed by V3 or has entered the public domain through no fault of yours; was known to you,
without restriction, at the time of disclosure, as demonstrated by files in existence at the time of
disclosure; is disclosed with the prior written approval of V3; becomes known to you, without
restriction, from a source other than V3 without breach of this Agreement by you and otherwise
not in violation of V3’s rights; or is disclosed pursuant to the order or requirement of a court,
administrative agency, or other governmental body; provided, however, that You shall provide
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prompt notice of such court order or requirement to V3 to enable the V3 Entities to seek a
protective order or otherwise prevent or restrict such disclosure.
Relationship with V3
As a Driver Company on the V3 Platform, you acknowledge and agree that you and V3 are in a
direct business relationship, and the relationship between the parties under this Agreement,
including Driver Company’s employees, contractors and agents, is solely that of independent
contracting parties, and that Driver Company and its employees, contractors and agents shall at all
times act as an independent contractor only. You and V3 expressly agree that (1) this is not an
employment agreement, (2) nothing in this Agreement or your interactions with V3 creates an
employment or dependent contractor relationship between Driver Company and any of its
employees, agents or contractors and V3; and (3) no joint venture, franchisor-franchisee,
partnership, or agency relationship is intended or created by this Agreement. You have no authority
to bind V3, and you undertake not to at any time hold yourself out as an employee, partner, agent
or authorized representative of V3.
Driver Company agrees to pay (i) all taxes, licenses and fees levied or assessed on Driver Company
by any governmental agency, (ii) unemployment compensation insurance, (iii) old age benefits,
(iv) social security, and (v) any other taxes upon the wages of its employees, contractors and agents
(with (i) through (v) collectively referred to as the “Taxes”). Payments from V3 will not be
considered wages and therefore no deductions or withholdings (e.g., for taxes of any kind, social
security, Medicare, etc.) will be made. DRIVER COMPANY AGREES TO PAY SUCH TAXES
OR SIMILAR OBLIGATIONS AS MAY BE DUE BY IT ON PAYMENTS RECEIVED FROM
V3. DRIVER COMPANY HEREBY AGREES TO DEFEND AND INDEMNIFY V3, AND
ASSUMES ALL LIABILITY AND COSTS OF DEFENSE ON BEHALF OF V3 INCLUDING,
WITHOUT LIMITATION, ALL ATTORNEY’S FEES AND COSTS, IN CONNECTION WITH
ANY TAXES OR OTHER OBLIGATIONS WHICH MAY BE DUE BY IT UPON THE
PAYMENTS WHICH DRIVER COMPANY RECEIVES FROM V3.
You agree that your authority shall be limited to as set out herein and you shall not make, and have
no right or authority to make or enter into any contracts or agreements whatsoever for or on behalf
of V3. V3 does not, and shall not be deemed to, direct or control you or your employees,
contractors or agents generally or in your or their performance under this Agreement specifically,
including in connection with your provision of Services, your acts or omissions, as well as those
of your employees, contractors and agents, or your employees, contractors and agents’ operation
and maintenance of your or their vehicles. You retain the sole right to determine when, where, and
for how long you will utilize the V3 Platform. You retain the option to accept or to decline or
ignore a Rider’s request for Services via the V3 Platform, or to cancel an accepted request for
Services via the V3 Platform, subject to V3’s then-current cancellation policies. With the exception
of any signage required by law or permit/license rules or requirements, V3 shall have no right to
require you to: (a) display V3’s names, logos or colors on your vehicle(s); or (b) wear a uniform
or any other clothing displaying V3’s names, logos or colors. You acknowledge and agree that you
have complete discretion to provide Services or otherwise engage in other business or employment
activities.
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Entire Agreement
Once you reviewed the terms and conditions of this Agreement, they shall be considered
incorporated by reference into any agreement between you and V3, and together with any related
orders, exhibits, schedules, attachments, addendums and appendices, constitutes the sole and entire
agreement of you and V3 with respect to the subject matter contained herein, and supersedes all
prior and contemporaneous understandings, agreements, representations, and warranties, both
written and oral, regarding such subject matter. You acknowledge and agree that if there is any
conflict between the terms and conditions of this Agreement and the terms and conditions of any
agreement, the terms and conditions set forth herein shall supersede and control.
Severability
If any term or provision of this Agreement is found by a court of competent jurisdiction to be
invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability
shall not affect any other term or provision of the Agreement or invalidate or render unenforceable
such term or provision in any other jurisdiction.
Waiver
No waiver by V3 of any of the terms and conditions of this Agreement shall be effective unless
explicitly set forth in writing and signed by V3. Except as otherwise set forth herein, no failure to
exercise, or delay in exercising, any right, remedy, power, or privilege arising from the terms and
conditions of this Agreement shall operate or be construed as a waiver thereof, nor shall any single
or partial exercise of any right, remedy, power, or privilege by V3 hereunder preclude any other
or further exercise thereof or the exercise of any other right, remedy, power, or privilege.
Assignment
You shall not assign, transfer, delegate, or subcontract any of your rights or delegate any of your
obligations under this Agreement without the prior written consent of V3, which consent may be
granted or denied in V3’s sole discretion. Any purported assignment or delegation in violation of
this section shall be null and void. No assignment or delegation shall relieve you of any of your
obligations under this Agreement. V3 may assign any of its rights or delegate any of its obligations
to any affiliate or to any person acquiring all or substantially all of V3’s assets.
Successors and Assigns
This Agreement shall be binding on and inure to the benefit of the parties their respective permitted
successors and permitted assigns.
No Third Party Beneficiaries
Unless otherwise provided, this Agreement is intended to benefit solely the parties to hereto and
their respective permitted successors and assigns and nothing in this Agreement, express or
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implied, confers on any other person or entity any legal or equitable right, benefit, or remedy of
any nature whatsoever under or by reason of the Agreement.
Compliance with Laws
The Parties shall comply with all applicable national, state, and local laws and regulations
governing the provision of Services and general business operations. You shall comply with all
applicable national, state, and local laws and regulations governing the use of the V3 Platform,
intellectual property rights, and any other operations contemplated under your agreement(s) with
V3.
Choice of Law
THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE
WITH THE LAWS OF THE STATE OF ALABAMA WITHOUT GIVING EFFECT TO ANY
CHOICE OR CONFLICTS OF LAW PROVISION (WHETHER IN THE STATE OF
ALABAMA OR ANY OTHER JURISDICTION) THAT WOULD CAUSE THE APPLICATION
OF THE LAWS OF ANY JURISDICTION OTHER THAN THE STATE OF ALABAMA.
EACH PARTY HERETO AGREES THAT ANY AND ALL PROCEEDINGS ARISING AT
ANY TIME OUT OF OR RELATING TO THIS AGREEMENT OR THE BREACH OR
THREATENED BREACH OF THIS AGREEMENT SHALL BE COMMENCED AND
PROSECUTED IN A COURT OF APPROPRIATE JURISDICTION IN MOBILE COUNTY,
ALABAMA. THE PARTIES HERETO CONSENT TO THE LAYING OF VENUE IN SUCH A
COURT IN ALABAMA.
Waiver of Jury Trial
EACH OF THE PARTIES HERETO KNOWINGLY, VOLUNTARILY AND
INTENTIONALLY WAIVES ANY RIGHTS IT MAY HAVE TO A TRIAL BY JURY IN
RESPECT OF ANY LITIGATION ARISING OUT OF, UNDER OR IN CONNECTION WITH
THIS AGREEMENT, OR ANY COURSE OF CONDUCT, COURSE OF DEALING OR
STATEMENTS (WHETHER VERBAL OR WRITTEN) MADE BY THE PARTIES HEREIN.
Force Majeure
V3 shall not be liable or responsible to you, nor be deemed to have defaulted or breached this
Agreement with you, for any failure or delay in fulfilling or performing any term or condition of
this Agreement when and to the extent such failure or delay is caused by or results from acts or
circumstances beyond the reasonable control of V3 including, without limitation, acts of God,
flood, fire, earthquake, explosion, governmental actions, war, invasion or hostilities (whether war
is declared or not), terrorist threats or acts, riot, or other civil unrest, national emergency,
revolution, insurrection, public health crises, lock-outs, strikes or other labor disputes (whether or
not relating to either party’s workforce), or restraints or delays affecting carriers or inability or
delay in obtaining supplies of adequate or suitable materials, or telecommunication breakdown or
power outage.ph