The terms and conditions stated herein constitute a legal agreement between the user (“Customer”) and AMAFHH Enterprises Inc., d/b/a Pronto Rides, whose principal office is located in Austin, Travis County, Texas (“Company”).
By using or receiving any services supplied to Customer by Company, and downloading, installing, or using any associated Application (“App”) supplied by Company, which purpose is to enable Customer to use Company’s services, Customer hereby expressly acknowledges and agrees to be bound by the terms and conditions set forth below, and any future amendments and additions to the terms, as published from time to time at www.prontorides.com or associated App store. Customer is responsible for regularly reviewing this agreement. Continued use of Company’s services or App after any such changes or amendments shall constitute Customer’s consent to such changes or amendments.
2. ABOUT OUR SERVICES
The capabilities of the App include, but are not limited to:
Enabling individuals seeking transportation services (including but not limited to: taxi operators, limousine operators, and/or chartered bus operators) to be matched with third-party transportation service providers;
GPS functionality that allows Customer to narrow the pool of transportation service providers based on location, needs, and preferences; and,
Providing a communications platform that allows Customer and transportation service providers to communicate without sharing contact information.
COMPANY DOES NOT PROVIDE TRANSPORTATION OR TRANSPORTATION SERVICES. IT IS UP TO THE THIRD-PARTY TRANSPORTATION SERVICE PROVIDER TO PROVIDE TRANSPORTATION SERVICES WHICH MAY BE SCHEDULED THROUGH USE OF THE APP. COMPANY OFFERS INFORMATION AND A METHOD TO OBTAIN SUCH THIRD-PARTY TRANSPORTATION SERVICE, BUT DOES NOT, AND DOES NOT INTEND TO, PROVIDE SAID TRANSPORTATION SERVICES OR ACT IN ANY WAY AS A TRANSPORTATION SERVICE PROVIDER, AND HAS NO RESPONSIBILITY OR LIABILITY FOR ANY TRANSPORTATION SERVICES PROVIDED TO CUSTOMER BY SUCH THIRD PARTY TRANSPORTATION SERVICE PROVIDERS.
3. REPRESENTATIONS AND WARRANTIES
By using the App, Customer expressly represents and warrants that Customer is legally entitled to enter this agreement. If Customer resides in a jurisdiction that restricts the use of these services because of age, or restricts the ability to enter into agreements such as this one due to age, Customer must abide by such age limits or must not use the App. Without limiting the foregoing, the App is not available to children, i.e., persons under the age of eighteen (18) years. By using the App, Customer represents and warrants that Customer is at least eighteen (18) years old. By using the App, Customer represents and warrants that Customer has the right, authority, and capacity to enter into this agreement and to abide by the terms and conditions. Customer participation in using the App is for Customer’s sole, personal use. Customer may not authorize others to use Customer’s user status, and Customer may not assign or otherwise transfer Customer’s user account to any other person or entity. When using the App, Customer agrees to comply with all applicable laws from Customer’s country, state, and city in which Customer is present while using the App.
Customer may only access the service using authorized means. It is Customer’s responsibility to check to ensure Customer has downloaded the correct App for Customer’s device. Company is not liable if Customer does not have a compatible handset or if Customer has downloaded the wrong version of the App for Customer’s handset. Company reserves the right to terminate the agreement should Customer be using the App with an incompatible or unauthorized device.
By using the App or services, Customer agrees that :
Customer will only use the service or App for lawful purposes;
Customer will not use the services for sending or storing any unlawful material or for fraudulent purposes;
Customer will not use the services or App to cause nuisance, annoyance, or inconvenience;
Customer will not impair the proper operation of the network;
Customer will not try to harm the service or App in any way whatsoever;
Customer will not copy, modify, or distribute the App or other content without written permission from Company;
Customer will not make derivative works based upon the App or related software;
Customer will not reverse engineer the App or software;
Customer will use the App for Customer’s own use and will not resell it to a third party;
Customer will keep secure and confidential Customer’s account password or any identification Company provides Customer which allows access to the services;
Customer will provide Company with any proof of identity Company may reasonably request;
Customer will only use an access point or data account that Customer is authorized to use;
Customer is aware that when requesting services by SMS, standard messaging charges apply;
Customer will not bypass any robot exclusion headers or other measures we take to restrict access to the App or use any software, technology, or device to scrape, spider, or crawl the App or harvest or manipulate data; and,
Company reserves the right to discontinue any aspect of the service or App at any time.
4. LICENSES GRANTED BY COMPANY TO COMPANY CONTENT AND USER CONTENT
Subject to Customer’s compliance with these terms and conditions, Company grants Customer a limited, non-exclusive, non-transferable license: to view, download, and print any Company content solely for Customer’s personal and non-commercial purposes; and, to view any user content to which Customer is permitted access solely for Customer’s personal and non-commercial purposes.
Customer has no right to sublicense the license rights granted in this section. Customer will not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the service or App, except as expressly permitted in this agreement. No licenses or rights are granted to Customer by implication or otherwise under any intellectual property rights owned or controlled by Company or its licensors, except for the licenses and rights expressly granted in this agreement.
5. APP LICENSE
Subject to Customer’s compliance with this agreement, Company grants Customer a limited non-exclusive, non-transferable license to download and install a copy of the App on a mobile device or computer that Customer owns or controls, and to run such copy of the App solely for Customer’s own personal use.
Company reserves all rights in and to the App not expressly granted to Customer under this agreement. Google and Apple are not parties to this agreement and shall have no obligations. However, Google, Apple and their subsidiaries are third-party beneficiaries of this agreement. Upon Customer’s acceptance of this agreement, Google and Apple shall have the right (and will be deemed to have accepted the right) to enforce this agreement against Customer as a third-party beneficiary thereof. This agreement incorporates by reference the Licensed App End User License Agreement published by Apple and Google, for purposes of which, Customer is “the end-user.”
In the event of a conflict in the terms of the Licensed App End User License Agreement and this agreement, the terms of this agreement shall control.
In addition, Customer shall not: (i) send spam or otherwise duplicative or unsolicited messages in violation of applicable laws; (ii) send or store infringing, obscene, threatening, libelous, or otherwise unlawful or tortious material, including material harmful to children or violative of third party privacy rights; (iii) send or store material containing software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or programs; (iv) interfere with or disrupt the integrity or performance of the App or services or the data contained therein; or (v) attempt to gain unauthorized access to the App or services or its related systems or networks.
Unless a device has been provided to Customer by Company with this App installed thereon, Customer must provide at Customer’s own expense the equipment, Internet connections, or devices and/or service plans to access and use this App. Company does not guarantee that this App can be accessed on all devices or wireless service plans. Company does not guarantee that this App is available in all geographic locations. Customer acknowledges that when Customer uses this App, Customer’s wireless carrier may charge Customer fees for data, messaging, and/or other wireless access. Customer must check with Customer’s carrier to see if there are any such fees that apply to Customer. CUSTOMER IS SOLELY RESPONSIBLE FOR ANY COSTS CUSTOMER INCURS TO ACCESS THIS APP FROM CUSTOMER’S DEVICE. Company will use reasonable efforts to make the App available at all times, provided, however, Customer acknowledges that the connection between the App and the server is provided via the Internet and mobile networks and thus the quality and availability of the connection may be affected by factors outside the reasonable control of Company.
6. COPYRIGHT POLICY
Company respects copyright law and expects Customer to do the same. It is Company’s policy to terminate in appropriate circumstances any users or account holders who repeatedly infringe or are believed to be repeatedly infringing the rights of copyright holders.
7. PAYMENT TERMS
Any fees that Company may charge Customer for the App are due immediately and are non-refundable. This policy shall apply at all times regardless of Customer’s decision to terminate Customer’s usage, Company’s decision to terminate Customer’s usage, disruption caused to Company’s App or services either planned, accidental, or intentional, or any reason whatsoever. Company reserves the right to determine final prevailing pricing.
Company, at its sole discretion, may make promotional offers with different features and different rates to any customers. These promotional offers, unless made to Customer, shall have no bearing whatsoever on Customer’s offer or contract. Company may change the fees for service or App, as deemed necessary for its business.
Customer shall pay for Company’s services through use of Company’s mobile App or website. While Company shall make every effort to use secure methods of data transmission, encryption of credit card numbers, and other security features, Customer recognizes and acknowledges the risk that third parties may be able to intercept transmission of data online, including but not limited to credit card numbers. Company shall not make any use of Customer’s financial data (including but not limited to credit card numbers) for any other purpose other than for the services expressly set forth in these terms and conditions, but Company cannot be held liable for any third party’s illegal or unauthorized interception or use of such data.
8. THIRD-PARTY SERVICE PROVIDER REPRESENTATIONS AND WARRANTIES
For clarity, Company requires all third-party transportation service providers to represent and warrant that they:
(1) are at least 21 years of age;
(2) possess a valid driver’s license and are authorized to operate a ground transportation service vehicle by the appropriate State or City governmental authorities;
(3) maintain a valid policy of liability insurance in compliance with all legal requirements;
(4) will obey all traffic laws and will be solely responsible for any violations of such laws;
(5) will not discriminate or harass any Customer on the basis of race, national origin, religion, gender, gender identity, physical or mental disability medical condition, marital status, or sexual orientation in violation of any State or Federal law;
(6) have not been convicted of any violation resulting in revocation or suspension of their driver’s license or authority to operate a ground transportation vehicle;
(7) are driving a ground transportation vehicle that has been inspected by a facility approved by the appropriate State or City governmental authorities;
(8) will charge Customer only according to the legal and authorized methods (including but not limited to, visible transportation meter);
(9) will transport only up to the maximum number of passengers corresponding to the available seat belts in the ground transportation vehicle; and,
(10) will charge Customers for additional costs only according to legal and authorized rules and regulations, such as if Customer soils the interior of the ground transportation vehicle with any bodily fluid or substance requiring clean-up.
9. THIRD PARTY INTERACTIONS
During use of the App and services, Customer may enter into correspondence with, purchase goods and/or services from, or participate in promotions of third party service providers, advertisers or sponsors showing their goods and/or services through the App. Any such activity, and any terms, conditions, warranties or representations associated with such activity, is solely between Customer and the applicable third-party. Company shall have no liability, obligation, or responsibility for any such correspondence, purchase, transaction or promotion between Customer and any such third-party. Company does not endorse any sites on the Internet that are linked through the services or App, and in no event shall Company be responsible for any content, products, services or other materials on or available from such sites or third party providers.
Company provides the App and services to Customer pursuant to the terms and conditions of this agreement. Customer recognizes, however, that certain third-party providers of goods and/or services may require Customer’s agreement to additional or different terms and conditions prior to Customer’s use of or access to such goods or services, and Company disclaims any and all responsibility or liability arising from such agreements between Customer and such third party providers.
By entering into this agreement and using the App or services, Customer agrees that Customer shall defend, indemnify and hold the Company, its licensors and each such party's parent organizations, subsidiaries, affiliates, officers, directors, users, employees, attorneys and agents harmless from and against any and all claims, costs, damages, losses, liabilities and expenses (including attorneys' fees and costs) arising out of or in connection with: (a) Customer’s violation or breach of any term of this agreement or any applicable law or regulation, whether or not referenced herein; (b) Customer’s violation of any rights of any third party, including providers of transportation services arranged via the service or App; or, (c) Customer’s use or misuse of the App or services.
11. DISCLAIMER OF WARRANTIES
COMPANY MAKES NO REPRESENTATION, WARRANTY, OR GUARANTY AS TO THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, AVAILABILITY, ACCURACY OR COMPLETENESS OF THE SERVICE OR APP. COMPANY DOES NOT REPRESENT OR WARRANT THAT (A) THE USE OF THE SERVICE OR APP WILL BE SECURE, TIMELY, UNINTERRUPTED OR ERROR-FREE OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, APP, SYSTEM OR DATA, (B) THE SERVICE OR APP WILL MEET CUSTOMERR REQUIREMENTS OR EXPECTATIONS, (C) ANY STORED DATA WILL BE ACCURATE OR RELIABLE, (D) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY CUSTOMER THROUGH THE SERVICE WILL MEET CUSTOMERR REQUIREMENTS OR EXPECTATIONS, (E) ERRORS OR DEFECTS IN THE SERVICE OR APP WILL BE CORRECTED, OR (F) THE SERVICE OR THE SERVER(S) THAT MAKE THE SERVICE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
THE SERVICE AND APP IS PROVIDED TO CUSTOMER STRICTLY ON AN "AS IS" BASIS. ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS, ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW BY THE COMPANY. COMPANY MAKES NO REPRESENTATION, WARRANTY, OR GUARANTY AS TO THE RELIABILITY, SAFETY, TIMELINESS, QUALITY, SUITABILITY OR AVAILABILITY OF ANY SERVICES, PRODUCTS OR GOODS OBTAINED BY THIRD PARTIES THROUGH THE USE OF THE SERVICE OR APP.
CUSTOMER ACKNOWLEDGES AND AGREES THAT THE ENTIRE RISK ARISING OUT OF CUSTOMERR USE OF THE APP AND SERVICE, AND ANY THIRD PARTY SERVICES OR PRODUCTS REMAINS SOLELY WITH CUSTOMER, TO THE MAXIMUM EXTENT PERMITTED BY LAW.
12. INTERNET DELAYS
COMPANY'S SERVICE AND APP MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS. THE COMPANY IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, OR OTHER DAMAGE RESULTING FROM SUCH PROBLEMS.
13. LIMITATION OF LIABILITY
IN NO EVENT SHALL COMPANY BE LIABLE TO ANYONE FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGES OF ANY TYPE OR KIND (INCLUDING PERSONAL INJURY, LOSS OF DATA, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE). COMPANY SHALL NOT BE LIABLE FOR ANY LOSS, DAMAGE OR INJURY WHICH MAY BE INCURRED BY CUSTOMER, INCLUDING BUT NOT LIMITED TO LOSS, DAMAGE OR INJURY ARISING OUT OF, OR IN ANY WAY CONNECTED WITH THE SERVICE OR APP, INCLUDING BUT NOT LIMITED TO THE USE OR INABILITY TO USE THE SERVICE OR APP, ANY RELIANCE PLACED BY CUSTOMER ON THE COMPLETENESS, ACCURACY OR EXISTENCE OF ANY ADVERTISING, OR AS A RESULT OF ANY RELATIONSHIP OR TRANSACTION BETWEEN CUSTOMER AND ANY THIRD PARTY SERVICE PROVIDER, ADVERTISER OR SPONSOR WHOSE ADVERTISING APPEARS ON THE WEBSITE OR IS REFERRED BY THE SERVICE OR APP, EVEN IF THE COMPANY AND/OR ITS LICENSORS HAVE BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
COMPANY MAY INTRODUCE CUSTOMER TO THIRD PARTY TRANSPORTATION SERVICE PROVIDERS. COMPANY WILL NOT ASSESS THE SUITABILITY, LEGALITY OR ABILITY OF ANY SUCH THIRD PARTY PROVIDERS AND CUSTOMER EXPRESSLY WAIVES AND RELEASES THE COMPANY FROM ANY AND ALL LIABILITY, CLAIMS OR DAMAGES ARISING FROM OR IN ANY WAY RELATED TO SUCH THIRD PARTY PROVIDERS. COMPANY WILL NOT BE A PARTY TO DISPUTES OR NEGOTIATIONS OF DISPUTES BETWEEN CUSTOMER AND ANY THIRD PARTY PROVIDERS. RESPONSIBILITY FOR THE DECISIONS CUSTOMER MAKES REGARDING SERVICES OFFERED VIA THE APP OR SERVICE (WITH ALL ITS IMPLICATIONS) RESTS SOLELY WITH CUSTOMER.
THE QUALITY OF THE LABOR AND EQUIPMENT PROVIDED BY THE TRANSPORTATION SERVICE PROVIDER THROUGH THE USE OF THE SERVICE OR APP IS ENTIRELY THE RESPONSIBILITY OF THE THIRD PARTY PROVIDER WHO ULTIMATELY PROVIDES SUCH TRANSPORTATION SERVICES TO CUSTOMER. CUSTOMER UNDERSTANDS, THEREFORE, THAT BY USING THE APP AND THE SERVICE, CUSTOMER’S PERSON OR PROPERTY MAY BE EXPOSED TO SITUATIONS THAT ARE POTENTIALLY DANGEROUS, OFFENSIVE, HARMFUL TO MINORS, UNSAFE OR OTHERWISE OBJECTIONABLE, AND THAT CUSTOMER USES THE APP AND THE SERVICE AT CUSTOMER’S OWN RISK. COMPANY IS NOT RESPONSIBLE FOR ANY DAMAGE OR LOSS INCURRED BY CUSTOMER DUE TO ANY THIRD PARTY SERVICE PROVIDER.
Company may give notice by means of a general notice on the App service, electronic mail to Customer’s email address on record in Company's account information, or by written communication sent by first class mail or pre-paid post to Customer’s address on record in Company's account information. Such notice shall be deemed to have been given upon the expiration of 48 hours after mailing or posting (if sent by first class mail or pre-paid post) or 12 hours after sending (if sent by email). Customer may give notice to Company (such notice shall be deemed given when received by the Company) at any time by any of the following: email sent to Company at the following email address: firstname.lastname@example.org, or letter delivered by first class postage prepaid mail to Company at the following address: _______________, addressed to the attention of: Manager.
This agreement may not be assigned by Customer without the prior written approval of Company but may be assigned without Customer’s consent by Company to (1) a parent or subsidiary, (2) an acquirer of assets, or (3) a successor by merger. Any purported assignment in violation of this section shall be void.
16. RELATIONSHIP BETWEEN SERVICE PROVIDERS AND COMPANY
Transportation service providers are independent contractors and not employees, owners, joint ventures, partners or agents of Company, and there is no employment agreement between the service providers and Company. In addition, service providers further understand and agree that they have no authority to bind Company and will not make any representations to any party that they have any authority to bind Company, as an employee, partner or otherwise.
17. TERM AND TERMINATION OF AGREEMENT
This agreement is effective upon the use of the App or the services. Customer or Company may terminate Customer’s participation in the service at any time, for any reason and Company may prohibit Customer’s use of the App or services at any time in its sole discretion. The terms of this agreement, and any subsequent modification of this agreement, shall remain in effect at all times after Customer or Company terminates Customer’s participation or access.
18. DISPUTE RESOLUTION
Customer and Company agree that any dispute, claim or controversy arising out of or relating to this agreement or the breach, termination, enforcement, interpretation or validity thereof or the use of the services or App, will be settled by binding arbitration, except that each party retains the right to bring an individual action in small claims court and the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights. Customer acknowledges and agrees that Customer and Company are each waiving the right to a trial by jury or to participate as a plaintiff or class user in any purported class action or representative proceeding. Further, unless both Customer and Company otherwise agree in writing, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this section will be deemed void. Except as provided in the preceding sentence, this section will survive any termination of this agreement.
Arbitration Rules and Governing Law. The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the “AAA Rules”) then in effect, except as modified by this “Dispute Resolution” section. (The AAA Rules are available atwww.adr.org/arb_med or by calling the AAA at 1-800-778-7879.) The Federal Arbitration Act will govern the interpretation and enforcement of this Section.
Arbitration Process. A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. The arbitrator will be either a retired judge or an attorney licensed to practice law in the applicable state and will be selected by the parties from the AAA’s roster of consumer dispute arbitrators. If the parties are unable to agree upon an arbitrator within seven (7) days of delivery of the Demand for Arbitration, then the AAA will appoint the arbitrator in accordance with the AAA Rules.
Arbitration Location and Procedure. Unless Customer and Company otherwise agree, the arbitration will be conducted in Travis County, Texas, the jurisdiction of Company’s principal place of business. If Customer’s claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of documents Customer and Company submit to the arbitrator, unless Customer requests a hearing or the arbitrator determines that a hearing is necessary. If Customer’s claim exceeds $10,000, Customer’s right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.
Arbitrator’s Decision. The arbitrator will render an award within the time frame specified in the AAA Rules. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator’s award damages must be consistent with the terms of the “Limitation of Liability” section above as to the types and the amounts of damages for which a party may be held liable. The arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant’s individual claim. The prevailing party in arbitration will be entitled to an award of attorneys’ fees and expenses, to the extent provided under applicable law.
Fees. Customer’s responsibility to pay any AAA filing, administrative and arbitrator fees will be solely as set forth in the AAA Rules. However, if Customer’s claim for damages does not exceed $75,000, Company will pay all such fees unless the arbitrator finds that either the substance of Customer’s claim or the relief sought in Customer’s Demand for Arbitration was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)).
Changes. Notwithstanding the provisions of the modification-related provisions above, if Company changes this “Dispute Resolution” section after the date Customer first accepted this agreement (or accepted any subsequent changes to this agreement), Customer may reject any such change by sending written notice (including by email to ___________) within 30 days of the date such change became effective, as indicated in the “Last Updated Date” above or in the date of Company’s email to Customer notifying Customer of such change. By rejecting any change, Customer are agreeing that Customer will arbitrate any Dispute between Customer and Company in accordance with the provisions of this “Dispute Resolution” section as of the date Customer first accepted this Agreement (or accepted any subsequent changes to this Agreement).
No joint venture, partnership, employment, or agency relationship exists between Customer, Company or any third party provider as a result of this agreement or use of the service or App. If any provision of the agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced to the fullest extent under law. The failure of Company to enforce any right or provision in this agreement shall not constitute a waiver of such right or provision unless acknowledged and agreed to by Company in writing. This agreement comprises the entire agreement between Customer and Company and supersedes all prior or contemporaneous negotiations, discussions or agreements, whether written or oral, between the parties regarding the subject matter contained herein.