Effective Date: January 2022
PLEASE READ THESE TERMS OF SERVICE CAREFULLY. THIS IS A LEGAL AGREEMENT BETWEEN TRIPIAMO AND YOU, WHICH GOVERNS YOUR USE OF THE SERVICES. YOUR USE OF THE SERVICES CONSTITUTES YOUR ACCEPTANCE OF AND AGREEMENT TO ALL OF THE TERMS AND CONDITIONS IN THESE TERMS OF SERVICE AND YOUR REPRESENTATION THAT YOU ARE AN INDIVIDUAL WHO CAN FORM LEGALLY BINDING CONTRACTS UNDER APPLICABLE LAW.
Your Use of the Platform
The Platform provides road, public transit, and general travel educational material that delivers information and advice to users (“Authorized User” or “you” or “your”) about safety and expense minimization for travelers. The Platform connects Authorized Users with educational service content that is selected from the Platform (collectively, the "Services"). Each Authorized User is solely responsible for selecting the Services to be provided. Any decision by a Authorized User to receive Services is a decision made in such person's sole discretion. We make no representations or warranties whatsoever with respect to the Services, whether for use in public, private, or offline interactions, or about the accreditation, registration or licensing you might seek based on the Services. You are responsible for your own road, public transit and general travel safety and associated expenses of any kind, including property repair and medical expenses. We are not responsible for your traffic violations or resulting fines. You understand that we do not routinely update the Services. We do not assume any responsibility for the accuracy or reliability of this information or any information provided on or through the Platform.
Your Authorized Users Use of the Platform
You may provide the Services to other Authorized User(s) to the extent provided in this Agreement. You will open a profile to manage the subscription and information necessary to help provide access to Authorized Users. If You purchase the Services on behalf of others (e.g., corporate or gifting accounts), then You will not have direct access to the Services. We will provide to you the necessary passwords and network links to your Authorized User(s) to access the Services. The total number of Authorized Users will not exceed the number set forth in your account.
You shall not at any time, directly or indirectly, permit any Authorized Users to: (i) copy, modify, or create derivative works of the Services, in whole or in part; (ii) rent, lease, lend, sell, license, sublicense, assign, distribute, publish, transfer, or otherwise make available the Services; (iii) reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to any software component of the Services, in whole or in part; (iv) remove any proprietary notices from the Services; or (v) use the Services in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any person, or that violates any applicable law.
You are responsible and liable for all uses of the Services resulting from access provided by you, directly or indirectly, whether such access or use is permitted by or in violation of this Agreement. Without limiting the generality of the foregoing, you are responsible for all acts and omissions of your Authorized Users, and any act or omission by an Authorized User that would constitute a breach of this Agreement, and will be deemed a breach of this Agreement by you.
You shall use reasonable efforts to make all Authorized Users aware of this Agreement’s provisions as applicable to such Authorized User’s use of the Services, and shall cause Authorized Users to comply with such provisions.
If we discover that you have underpaid us with respect the number of Authorized Users, then you shall promptly pay the amounts necessary to rectify such underpayment, together with interest.
Payment for Services
You must provide us with a valid credit card (issued by Visa, MasterCard, or any other issuer accepted by our payment provider) (“Payment Provider”) as a condition of using the Services.
By providing any payment information through us, you represent, warrant, and covenant that: (1) you are legally authorized to provide such information to us; (2) you are legally authorized to perform payments from the debit or credit card account(s); and (3) such action does not violate the terms and conditions applicable to your use of such payment method account(s) or applicable law.
When you authorize a payment method account via our Platform, you represent, warrant, and covenant that there are sufficient funds or credit available to complete a payment using payment method.
You authorize us to charge your payment method account for the full amount of your bill. You may only pay the full amount of the bill; no split checks or partial payments are permitted.
We will automatically bill your credit card the fees for the Services you have selected. All payments to made to us are non-refundable, except in the event we cancel the Services. Fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you are responsible for payment of all such taxes, levies or duties. Any amounts not paid when due will bear interest at the rate of one- and one-half percent (1.5%) per month, or the maximum legal rate if less. If any fee cannot be charged to your credit card for any reason, we may provide you, via email, notice of such non-payment and a link for you to update your payment information.
You agree to immediately notify us of any change in your credit card used for payment hereunder. We may change the pricing for the Services (from time to time in our sole discretion) by updating the price list included on the Platform and without any additional notice to you, provided that any changes will not affect any Services purchased prior to the notice.
We will use reasonable attempts to fix processing errors. Your failure to notify us of a processing error within thirty (30) days of when it first appears on your electronic transaction history may be deemed a waiver of any right to amounts owed to you.
By creating an account on the Platform (an "Account"), you (and your Authorized Users if applicable) are granted a limited, personal, non-transferable, non-sub licensable, non-exclusive, and revocable right to use the Services provided by us subject to the restrictions set forth in these Terms of Service.
In registering for an Account, you agree to provide true, accurate, current and complete information about yourself as prompted by the Services' registration process and as requested from time to time by us (such information, "Registration Data"). You further agree that, in providing such Registration Data, you will not knowingly omit or misrepresent any material facts or information and that you will promptly enter corrected or updated Registration Data via the Services, or otherwise advise us promptly in writing of any changes or updates to your Registration Data. You further consent and authorize us to verify your Registration Data as required for your use of and access to the Services. We reserve the right to suspend or terminate the Account of anyone who provides inaccurate, untrue, or incomplete information, or who fails to comply with the account registration requirements.
You agree to maintain your Account solely for your own use or by your Authorized Users. You agree that you will not allow another person to use your Account IDs to access or use the Services under any circumstances except to the extent provided in this Agreement. You are solely and entirely responsible for maintaining the confidentiality of your Account IDs and for any charges, damages, liabilities or losses incurred as a result of your failure to do so. We are not liable for any harm caused by or related to the theft of your Account IDs, your disclosure of your Account IDs, or your authorization to allow another person to access or use the Services using your Account IDs. Furthermore, you are solely and entirely responsible for any and all activities that occur under your Account, including any charges incurred relating to the Services. You agree to immediately notify us of any unauthorized use of your Account or any other breach of security known to you. You acknowledge that the complete privacy of your data and messages transmitted while using the Services cannot be guaranteed.
The Services may contain links to third party Platforms that are not owned or controlled by us. We have no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third-party platforms. In addition, we will not and cannot censor or edit the content of any third-party site. BY USING THE SERVICE, YOU EXPRESSLY RELIEVE US FROM ANY AND ALL LIABILITY ARISING FROM YOUR USE OF ANY THRID PARTY PLATFORM.
Termination of Account
We reserve the right, in our sole discretion, to terminate your Account if you violate these Terms of Service or for any reason or no reason at any time. We may also suspend your access to your Account (including the funds in your Account), the Platform and the Services if you (i) have violated the terms of this Agreement, any other agreement you have with us, or our policies or (ii) provide any false, incomplete, inaccurate, or misleading information or otherwise engage in dishonest, fraudulent or illegal conduct or (iii) use of abusive, insulative or unprofessional language is subject to immediate termination of the Service.
Effects of Termination
If your Account is terminated or suspended for any reason or no reason, you agree: (a) to continue to be bound by this Agreement, (b) to immediately stop using the Services, (c) that the license provided under this Agreement shall end immediately, (d) that we reserve the right (but have no obligation) to delete all of your information and account data stored on our servers, and (e) that we shall not be liable to you or any third party for termination or suspension of access to the Services or for deletion of your information or account data.
We will not be liable to you for compensation, reimbursement, or damages in connection with your use of the Services, or in connection with any termination or suspension of the Services. Any termination of this Agreement does not relieve you of any obligations to pay any refunds, charges, cancellations fees or other fees or costs accrued prior to the termination and any other amounts owed under this Agreement.
We are not liable for any losses relating to fraudulent charges, or other actions by any User that are deceptive, fraudulent or otherwise invalid ("Fraudulent Actions"). By using the Services, you hereby release us from any liability arising from Fraudulent Actions. You will also use best efforts to promptly notify us of any Fraudulent Actions, which may affect the Services. We reserve the right, in our sole discretion, to terminate the account of any User that engages in, or enables any other User to engage in, Fraudulent Actions.
By becoming a User, you expressly consent and agree to accept and receive communications from us, including via e-mail, text message, calls, and push notifications to the cellular telephone number or e-mail address, including advertisements. By consenting to being contacted, you understand and agree that you may receive communications generated by automatic telephone dialing systems and/or which will deliver prerecorded messages, including but not limited to: reminders in connection with operational communications concerning your Accounts or use of the Platform or Services, updates concerning new and existing features on the Platform, communications concerning promotions run by us or our third party partners, and news concerning us and industry developments. IF YOU WISH TO OPT-OUT OF PROMOTIONAL EMAILS, TEXT MESSAGES, OR OTHER COMMUNICATIONS, YOU MAY OPT-OUT BY EMAILING US AT [email protected]. Standard text messaging charges applied by your cell phone carrier will apply to text messages we send. You acknowledge that you are not required to consent to receive promotional messages as a condition of using the Platform or the Services. However, you acknowledge that opting out of receiving text messages or other communications may impact your use of the Platform or the Services.
Service Use and Limitations and Changes to the Services.
We may change, modify, suspend, or discontinue all or any part of the Services at any time, with or without reason. You acknowledge that the operation of the Services may from time to time encounter technical or other problems and may not necessarily continue uninterrupted or without technical or other errors and we shall not be responsible to you or others for any such interruptions, errors or problems or an outright discontinuance of the Services. We have no obligation to maintain or update the Services or to continue producing or releasing new versions of the Services.
We will make reasonable efforts to keep the Services operational 24 hours a day/ 7 days a week, except for: (i) planned downtime (of which we will endeavor to provide at least 8 hours prior notice); or (ii) any unavailability caused by circumstances beyond our control, including but not limited to, acts of God, acts of government, flood, fire, earthquakes, civil unrest, acts of terror, strikes or other labor problems, Internet failures, server or any platform system interruptions or delays.
We do our best to keep the Platform safe and spam free, but can't guarantee it. With respect to your use of the Platform and receipt of Services, you agree not to violate any law, statute, ordinance or regulation; rent, lease, lend, sell, redistribute, license or sublicense the Platform.
The Services contain content and technology of ours that is protected by copyright, trademark, patent, trade secret and other laws. We own all intellectual property rights to any protectable part of the Services, including but not limited to the design, artwork, logos, functionality, and documentation (collectively, the "Property"). You may not copy, modify, or reverse engineer any part of the Services or the Property.
We respect the intellectual property of others. We may, at our discretion, disable and/or terminate the Accounts of Users who we, in our determination, believe have repeatedly infringed others' rights. If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please contact us at [email protected].
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. WE AND OUR SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT.
WE MAKE NO WARRANTY THAT (I) THE SERVICES WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (II) THAT YOUR ACCESS TO OR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR FREE, (III) THAT ANY DEFECTS IN THE SERVICES WILL BE CORRECTED, OR (IV) THAT THE SERVICES OR ANY SERVER THROUGH WHICH YOU ACCESS THE SERVICES IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
WE MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT THE QUALITY, SUITABILITY, RELIABILITY, TIMING, DURABILITY, LEGALITY, OR ANY OTHER ASPECT OF THE SERVICES.
ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM, MOBILE DEVICE, TABLETS OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH OR FROM THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS OF SERVICE.
Limitation of Liability and Release
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL WE OR OUR AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS BE LIABLE FOR ANY DAMAGES WHATSOEVER, WHETHER DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR BOIDLY INJURY OR EMOTIONAL DISTRESS AND DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
You agree to defend, indemnify and hold harmless Tripiamo and its affiliates, officers, directors, employees, agents, partners and licensors from and against any and all claims, damages, obligations, losses, liabilities, costs, debt and expenses (including but not limited to attorney's fees) arising from or relating to: (i) your use of and access to the Services; (ii) your violation of any term of these Terms of Service; (iii) your violation of any rights of a third party, including without limitation any copyright, intellectual property, trade secret or privacy right; or (iv) any third-party claims or damages relating to death, personal injury or emotional distress arising from or related to use of the Services or the Services. This defense and indemnification obligations will survive the termination of this Agreement and your use of the Services.
We may assign these Terms of Service or any other agreement with you in whole or part at any time.
These Terms of Service and the relationship between you and Tripiamo shall be governed by the laws of the State of New York, without regard to its conflict of law provisions. You and Tripiamo agree to submit to the personal and exclusive jurisdiction of the courts located within Kings County, New York.
Any failure to enforce or exercise a right provided in these Terms of Service is not a waiver of that right. Should any provision of these Terms of Service be found invalid or unenforceable, the remaining terms shall still apply.
You and Tripiamo both agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Services or these Terms of Service must be led within ONE (1) YEAR after such claim or cause of action arose or be forever barred.
End of Terms of Service.