TERMS OF SERVICE AGREEMENT
QWEEX TECHNOLOGIES, LLC. DBA QWEEX
Last updated: October 29, 2018
By agreeing to these Terms, Service Provider represents he/she is in the independent business of providing vehicle cleaning services, and understands and intends to create the relationship of principal and independent contractor and not that of employer and employee. Service Provider is not an employee, agent, joint venturer, franchisee, affiliate, or partner of Qweex for any purpose.
THIS FOLLOWING USER AGREEMENT DESCRIBES THE TERMS AND CONDITIONS ON WHICH QWEEX TECHNOLOGIES, LLC. OFFERS YOU ACCESS TO THE QWEEX PLATFORM.
These terms of service constitute a legally binding agreement (the “Agreement”) between you (“you,” or “your”) and Qweex Technologies, LLC. (“Qweex,” “we,” “us” or “our”), a Delaware corporation, governing your use of the Qweex application, website, and technology platform (collectively, the “Qweex Platform”).
The Qweex Platform provides a marketplace where persons who seek to have their vehicle cleaned (“Vehicle Owners”) can be matched with persons providing vehicle cleaning services (“Service Providers”). Service Providers and Vehicle Owners are collectively referred to herein as “Users” and each User shall create a User account that enables such User to access the Qweex Platform. For purposes of this Agreement, the services provided by Service Providers to Vehicle Owners that are matched through the Platform shall be referred to collectively as the “Services”.
QWEEX DOES NOT PROVIDE VEHICLE CLEANING SERVICES. IT IS UP TO THE SERVICE PROVIDER TO DECIDE WHETHER OR NOT TO OFFER SERVICES TO A VEHICLE OWNER CONTACTED THROUGH THE QWEEX PLATFORM, AND IT IS UP TO THE VEHICLE OWNER TO DECIDE WHETHER OR NOT TO ACCEPT A SERVICE FROM ANY SERVICE PROVIDER CONTACTED THROUGH THE QWEEX PLATFORM. ANY DECISION BY A USER TO OFFER OR ACCEPT SERVICES ONCE SUCH USER IS MATCHED THROUGH THE QWEEX PLATFORM IS A DECISION MADE IN SUCH USER’S SOLE DISCRETION. EACH SERVICE PROVIDED BY A SERVICE PROVIDER TO A VEHICLE OWNER SHALL CONSTITUTE A SEPARATE AGREEMENT BETWEEN SUCH PERSONS.
By creating your User account and using the Qweex 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 QWEEX PLATFORM OR THE SERVICES.
Modification to the Agreement
We reserve the right to modify the terms and conditions of this Agreement at any time, effective upon posting the amended terms on this site. If we make changes, we will notify you by, at a minimum, revising the “Last Updated” date at the top of this Agreement. You are responsible for regularly reviewing this Agreement. Continued use of the Qweex Platform or Services after any such changes shall constitute your consent to such changes. If you do not agree to any such changes you may not use or access the Qweex Platform or the Services.
The Qweex Platform is available only to, and may only be used by individuals who can form legally binding contracts under applicable law. Without limiting the foregoing, the Qweex Platform is not available to children (persons under the age of 18) 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 18 years old and that you have the right, authority and capacity to enter into and abide by the terms and conditions of this Agreement.
As a Vehicle Owner, you agree that any amounts charged following a wash (a “Charge”) are mandatory and due and payable immediately upon the order of the Service on the Qweex Platform completion. Total charges include Service Fees and taxes, plus any tips to the Service Provider that you elect to pay. Qweex has the authority and reserves the right to determine and modify pricing by posting applicable Charges to its website. Charges may vary based on the type of service you request as described on the Qweex website. You are responsible for reviewing the Qweex website and shall be responsible for all Charges incurred under your User account regardless of your awareness of such Charges or the amounts thereof. In all markets, Charges are subject to maximum limits as set forth on the Qweex website.
- Service Fees. Service Fees consist of a base price and incremental charges based on additional services requested.
- Cancellation Fee. In the event that you cancel a service request on the Qweex Platform more than 5 minutes after an On-Demand service request or within 24 hours of a scheduled Service, make repeated or frequent cancellations, or fail to show up within 5 minutes of the scheduled time timely , you agree to pay a “Cancellation Fee”. We may also assess a Cancellation Fee against you if we suspect that you have intentionally cancelled service to disrupt the Qweex Platform or the provision of Services.
- Facilitation of Payments. All Charges are facilitated through a third-party payment processing service (e.g., Stripe, Inc., or Braintree, a division of PayPal, Inc.). Qweex may replace its third-party payment processing services without notice to you. Charges shall only be made through the Qweex Platform. Cash payments are strictly prohibited.
- No Refunds. Charges are assessed immediately on placing the Service order on the Qweex Platform following to your authorized payment method. All Charges are non-refundable. This no-refund policy shall apply at all times regardless of your decision to terminate usage of the Qweex Platform, any disruption to the Qweex Platform or Services, or any other reason whatsoever.
- Promotions. Qweex, at its sole discretion, may make available promotions with different features to any of our Vehicle Owners or prospective Vehicle Owners. These promotions, unless made to you, shall have no bearing whatsoever on your Agreement or relationship with Qweex.
- Credit Card Authorization. Upon addition of a new payment method or each service request, Qweex may seek authorization of your selected payment method to verify your payment method, ensure the service 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 check card. We cannot be held responsible for these charges and are unable to assist you in recovering them from your issuing bank.
As a Service Provider, you will receive applicable Service Fees (net of Qweex’s Administrative Fee, as discussed below) and any tips provided by Vehicle Owners to you for the Services you provide. Qweex 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. You expressly authorize Qweex to set the prices on your behalf for all Charges that apply to the provision of Services. Qweex reserves the right to withhold all or a portion of Service Fees if it believes that you have attempted to defraud or abuse Qweex or Qweex’s payment systems.
In exchange for permitting you to offer your Services through the Qweex Platform and marketplace as a Service Provider, you agree to pay Qweex (and permit Qweex to retain) a fee based on each transaction in which you provide Services (the “Administrative Fee”). The amount of the applicable Administrative Fee will be communicated to you in an Administrative Fee schedule. Qweex reserves the right to change the Administrative Fee at any time in Qweex’s discretion based upon local market factors, and Qweex will provide you with notice in the event of such change. Continued use of the Qweex Platform after any such change in the Administrative Fee calculation shall constitute your consent to such change.
Qweex, at its sole discretion, may make available promotions with different features to any Service Providers or prospective Service Providers. These promotions, unless made to you, shall have no bearing whatsoever on your Agreement or relationship with Qweex.
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 you provided to us. By consenting to being contacted by Qweex, you understand and agree that you may receive communications generated by automatic telephone dialing systems and/or which will deliver prerecorded messages sent by or on behalf of Qweex, its affiliated companies and/or Service Providers, including but not limited to: operational communications
concerning your User account or use of the Qweex Platform or Services, updates concerning new and existing features on the Qweex Platform, communications concerning promotions run by us or our third party partners, and news concerning Qweex and industry developments. IF YOU WISH TO OPT-OUT OF PROMOTIONAL EMAILS, TEXT MESSAGES, OR OTHER COMMUNICATIONS, YOU MAY OPT-OUT BY FOLLOWING THE UNSUBSCRIBE OPTIONS PROVIDED TO YOU, INCLUDING THE “END” AND “STOPALL” OPTIONS DESCRIBED BELOW. 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 Qweex Platform or the Services. You may opt-out of receiving promotional or marketing texts or calls from Qweex at any time by texting the word END.
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.
You warrant and represent to us that you are the sole author of your Information. To enable the Qweex Platform to use your Information, you grant to us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, 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. Qweex does not assert any ownership over your Information; rather, as between us and you, 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 are the sole authorized user of your account. You are responsible for maintaining the confidentiality of any password provided by you or Qweex for accessing the Qweex Platform. You are solely and fully responsible for all activities that occur under your User account, and Qweex 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.
Social Networking Sites
As part of the functionality of the Qweex Platform, you may be able to create or login to your User account through online accounts you may have with third party social networking sites (each such account, an “SNS Account”) by either providing your SNS Account login information through the Qweex Platform or allowing Qweex to access your SNS Account. By granting Qweex access to any SNS Accounts, you understand that Qweex may access, make available and store any content that you have provided to and stored in your SNS Account including without limitation any friend, mutual friends, contacts or following/followed lists (the “SNS Content”) so that it is available on and through the Qweex Platform to other Users. Unless otherwise specified in this Agreement, all SNS Content, if any, shall be considered to be your Information. Depending on the privacy settings that you have set in such SNS Accounts, personally identifiable information that you post to your SNS Accounts may be available on and through the Qweex Platform.
With respect to your use of the Qweex Platform and your participation in the Services, you agree that you will not:
- impersonate any person or entity;
- stalk, threaten, or otherwise harass any person, or carry any weapons;
- violate any law, statute, ordinance or regulation;
- interfere with or disrupt the Services or the Qweex Platform or the servers or networks connected to the Qweex Platform;
- post Information or interact on the Qweex 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;
- use the Qweex 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;
- 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;
- forge headers or otherwise manipulate identifiers in order to disguise the origin of any information transmitted through the Qweex Platform;
- “frame” or “mirror” any part of the Qweex 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
- modify, adapt, translate, reverse engineer, decipher, decompile or otherwise disassemble any portion of the Qweex Platform or any software used on or for the Qweex Platform;
- rent, lease, lend, sell, redistribute, license or sublicense the Qweex Platform or access to any portion of the Qweex Platform;
- 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 Qweex Platform or its contents;
- link directly or indirectly to any other web sites;
- transfer or sell your User account, password and/or identification to any other party; or
- cause any third party to engage in the restricted activities above.
We reserve the right, but we have no obligation, to suspend or deactivate your User account if you do not comply with these prohibitions.
Supplemental Terms for Jobs Performed on Commercial Properties
Requirement for Vehicle Owners
- If you must fully and accurately complete the Commercial Property account creation form (the “Commercial Creation Form”), and immediately update the Commercial Creation Form if there are any changes to this information.
- Vehicle Owner will have and maintain all necessary permissions to enable Service Provider to complete the Job on a Commercial Property in which the Job is to be performed.
- We reserve the right to refuse to perform Jobs on a Commercial Property or to suspend or terminate any Account approved status at any time, for any reason or no reason.
Service Provider Representations, Warranties & Rules of Engagement
By providing Services as a Service Provider on the Qweex Platform, you represent, warrant, and agree that:
- You possess a valid driver’s license and are authorized and medically fit to operate a motor vehicle.
- You own, or have the legal right to operate, the vehicle you use when providing Services, and such vehicle is in good operating condition and meets the industry safety standards and all applicable statutory and state department of motor vehicle requirements for a vehicle of its kind.
- You will only provide Services using the vehicle that has been reported to and for which a photograph has been provided to Qweex.
- You have a valid policy of liability insurance (in coverage amounts consistent with all applicable legal requirements) that names or schedules you for the operation of the vehicle you use to provide Services.
- In the event of a motor vehicle accident you will be solely responsible for compliance with any applicable statutory or department of motor vehicles requirements, for reporting the accident to Qweex and your insurer in a timely manner, and for all necessary contacts with your insurance carrier.
- You will comply with all applicable laws, rules and regulations while providing Services, and you will be solely responsible for any violations of such provisions.
- You will pay all applicable federal, state and local taxes based on your provision of Services and any payments received by you.
- You will not make any misrepresentation regarding Qweex, the Qweex Platform, the Services or your status as a Service Provider or engage in any other activity in a manner that is inconsistent with your obligations under this Agreement.
- You will not attempt to defraud Qweex or Vehicle Owners in connection with your provision of Services. If we suspect that you have engaged in fraudulent activity, we may withhold applicable Service Fees or other payments for the service(s) in question.
- You will not discriminate 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.
- You agree that we may obtain information about you, including your 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.
- You will display the Qweex window magnet on your vehicle when in washer mode.
- You will never move a customer’s vehicle. Do not ask for keys and please ask customers to move their own vehicles if need be.
- You will use approved products to provide Service. You understand that Qweex is an environmentally conscious company and, as a result, you must adhere to our values in every step of your work.
- You will wear Qweex gear at all times. Qweex gears is elegant and professional and made of high quality material that will help you stay cool in all weather conditions. Wearing the Qweex gear will help you advertise your service while at work which can prompt customers to ask you about your personal code, which will earn you commission free washes!
- You will display the “wash in progress” signs and cones while providing Service. This is meant for your safety as it will bring visibility around your presence. It will also advertise your services while at work, which can prompt customers to ask you about your personal code, which will earn you commission free washes!
- You conduct yourself as a professional and be kind to customers. Remember, that without customers we would not be in business. Customer experience in extremely important and any violations of ethics or courtesy to the customer may result in the termination of our Agreement.
- You will always carry water with you and stay hydrated. Furthermore, you will use sunscreen when needed and use tents to cover against extreme heat. If you have any medical conditions that may negatively impact your health in hot weather, you will not perform Service in hot weather.
- You will wear name badges to be easily identified by customers.
- You will not provide Service when accompanied by non-qualified or non-approved individuals.
- You will follow the Qweex navigation routes to the customer location to insure you arrive in a timely manner. Getting to the customer’s location timely is a critical piece of delivering excellent service.
- You will only accept payments that are processed through Qweex payment gateways. It is strictly against policy to accept cash or other forms of payment from customers other than the built payment system in the mobile application. Any violation of this policy will result in immediate termination of the Agreement.
- You will report all material dings and damages on customer vehicles to the mobile app before starting the job.
- You will clean the service area upon completion of each job.
- You will not accept jobs from Qweex customers outside of Qweex platform. Any violations of this rule will result in immediate termination of your account and Qweex reserves the right to seek damages from you for the amount of the commission due to Qweex.
- You must keep a 90% acceptance rate to quality for that week’s reduced commission structure. Acceptance rate refers to the percentage of time that an order came to a washer and the washer accepted the order in time. Please remember that you have 30 seconds to accept the order, otherwise it will be rerouted to the next closes washer.
Proprietary Rights and Trademark License
All intellectual property rights in the Qweex Platform shall be owned by us absolutely and in their 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 Qweex 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 Qweex. Qweex shall own exclusive 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.
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 Qweex’s prior written permission, which it may withhold in its sole discretion. The Qweex Marks may not be used in any manner that is likely to cause confusion.
You acknowledge that Qweex is the owner and licensor of the Qweex Marks, and that your use of the Qweex Marks will confer no additional interest in or ownership of the Qweex Marks in you but rather inures to the benefit of Qweex. You agree to use the Qweex Marks strictly in accordance with Qweex’s Trademark Usage Guidelines, as may be provided to you and revised from time to time, and to immediately cease any use that Qweex determines to be nonconforming or otherwise unacceptable.
You agree that you will not:
- Create any materials that incorporate the Qweex Marks or any derivatives of the Qweex Marks other than as expressly approved by Qweex in writing;
- Use the Qweex Marks in any way that tends to impair their validity as proprietary trademarks, service marks, trade names or trade dress, or use the Qweex Marks other than in accordance with the terms, conditions and restrictions herein;
- Take any other action that would jeopardize or impair Qweex’s rights as owner of the Qweex Marks or the legality and/or enforceability of the Qweex Marks, including, without limitation, challenging or opposing Qweex’s ownership in the Qweex Marks;
- Apply for trademark registration or renewal of trademark registration of any of the Qweex Marks, any derivative of the Qweex Marks, any combination of the Qweex Marks and any other name, or any trademark, service mark, trade name, symbol or word which is similar to the Qweex Marks;
- Use the Qweex 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 Qweex’s sole discretion. If you create any materials bearing the Qweex Marks (in violation of this Agreement or otherwise), you agree that upon their creation Qweex exclusively owns all right, title and interest in and to such materials, including without limitation any modifications to the Qweex Marks or derivative works based on the Qweex Marks. You further agree to assign any interest or right you may have in such materials to Qweex, and to provide information and execute any documents as reasonably requested by Qweex to enable Qweex to formalize such assignment.
The following disclaimers are made on behalf of Qweex, our affiliates, and each of our respective officers, directors, employees, agents, shareholders and suppliers.
The Qweex Platform is provided on an “as is” basis and without any warranty or condition, express, implied or statutory. We do not guarantee and do not promise any specific results from use of the Qweex Platform and/or the Services, including the ability to provide or receive Services at any given location or time.
We specifically disclaim any implied warranties of title, merchantability, fitness for a particular purpose and non-infringement. Some states do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you. This warranty gives you specific legal rights and you may also have other legal rights that vary from state to state.
We do not warrant that your use of the Qweex 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 Qweex Platform will be corrected, or that the Qweex 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 Qweex Platform or Services.
We cannot guarantee that each Vehicle Owner is who he or she claims to be. Please use common sense when using the Qweex Platform and Services, including looking at the photos of the Service Provider or Vehicle Owner you have matched with to make sure it is the same individual you see in person. Please note that there are also risks of dealing with people acting under false pretense, and we do not accept responsibility or liability for any content, communication or other use or access of the Qweex Platform by persons under the age of 18 in violation of this Agreement. We encourage you to communicate directly with each potential Service Provider or Vehicle Owner prior to engaging in an arranged vehicle cleaning service.
Qweex is not responsible for the conduct, whether online or offline, of any User of the Qweex 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 Service Providers or Vehicle Owners. By using the Qweex Platform and participating in the Services, you agree to accept such risks and agree that Qweex is not responsible for the acts or omissions of Users on the Qweex Platform or participating in the Services.
It is possible for others to obtain information about you that you provide, publish or post to or through the Qweex 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 Qweex Platform or through the Services. Please carefully select the type of information that you post on the Qweex 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 made available through the Qweex Platform, but not directly by us, are those of their respective authors, and 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 on the Qweex Platform or otherwise disseminated by third parties. We reserve the right, but we have no obligation, to monitor the materials posted in the public areas of the Qweex 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.
The Qweex Platform contains (or you may be sent through the Qweex Platform) links to other web sites owned and operated by third parties (“Third Party Sites”), as well as articles, photographs, text, graphics, pictures, designs, music, sound, video, information, applications, software and other content or items belonging to or originating from third parties (“Third Party Content”). Such Third Party Sites and Third Party Content are not investigated, monitored or checked for accuracy, appropriateness, or completeness by us, and we are not responsible for any Third Party Sites or Third Party Content accessed through the Qweex Platform.
You will defend, indemnify, and hold us and our affiliates and each of our respective officers, directors, employees, agents, shareholders and suppliers 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 Qweex Platform and participation in the Services, including:
- Your breach of this Agreement or the documents it incorporates by reference;
- Your violation of any law or the rights of a third party, including, without limitation, Service Providers, Vehicle Owners, other motorists, and pedestrians, as a result of your own interaction with such third party;
- Any allegation that any materials that you submit to us or transmit through the Qweex Platform or to us infringe or otherwise violate the copyright, trademark, trade secret or other intellectual property or other rights of any third party;
- Your ownership, use or operation of a motor vehicle, including your provision of Services as a Service Provider; and/or
- 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 WE, OUR AFFILIATES, OR EACH OF OUR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SHAREHOLDERS OR SUPPLIERS, BE LIABLE TO YOU FOR ANY INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL, OR INDIRECT DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR DELETION, CORRUPTION, LOSS OF DATA, LOSS OF PROGRAMS, FAILURE TO STORE ANY INFORMATION OR OTHER CONTENT MAINTAINED OR TRANSMITTED BY THE QWEEX PLATFORM, SERVICE INTERRUPTIONS, OR FOR THE COST OF PROCUREMENT OF SUBSTITUTE SERVICES) ARISING OUT OF OR IN CONNECTION WITH THE QWEEX 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 WE WILL NOT BE LIABLE FOR ANY DAMAGES, DIRECT, INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL AND/OR CONSEQUENTIAL (INCLUDING, BUT NOT LIMITED TO PHYSICAL DAMAGES, BODILY INJURY, DEATH AND/OR EMOTIONAL DISTRESS AND DISCOMFORT) ARISING OUT OF YOUR COMMUNICATING
WITH OR MEETING OTHER USERS OF THE QWEEX PLATFORM OR SERVICES, EVEN IF WE OR OUR AGENTS OR REPRESENTATIVES KNOW OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. CERTAIN JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.
In the event that you have a dispute with one or more Users, you agree to release Qweex (including our affiliates and each of our respective officers, directors, employees, agents, shareholders, and suppliers) from claims, demands and damages of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected to such disputes with other Users or to your use of the Qweex Platform or participation in the Services. Furthermore, you expressly waive any rights you may have under California Civil Code Section 1542 (or analogous laws of other states), which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor.” We reserve the right, but have no obligation, to monitor disputes between you and other Users.
Term and Termination
This Agreement is effective upon your creation of a User account, as amended by any modifications made pursuant to Section 1. You may discontinue your use of the Qweex Platform or participation in the Services at any time, for any reason. We may suspend or deactivate your User account (either as a Vehicle Owner and/or Service Provider), or revoke your permission to access the Qweex Platform, at any time, for any reason, upon notice to you. We reserve the right to refuse access to the Qweex Platform to any User for any reason not prohibited by law. Either party may terminate the Agreement for any reason upon written notice to the other party.
Agreement to Arbitrate All Disputes and Legal Claims
You and We agree that any legal disputes or claims arising out of or related to the Agreement (including but not limited to the use of the Qweex Platform and/or the Services, or the interpretation, enforceability, revocability, or validity of the Agreement, or the arbitrability of any dispute), that cannot be resolved informally shall be submitted to binding arbitration in the state in which the Agreement was performed. Any judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Claims shall be brought within the time required by applicable law. You and we agree that any claim, action or proceeding arising out of or related to the Agreement must be brought in your individual capacity, and not as a plaintiff or class member in any purported class, collective, or representative proceeding. The arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative, collective, or class proceeding.
YOU ACKNOWLEDGE AND AGREE THAT YOU AND QWEEX ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING.
You agree not to use any technical, financial, strategic and other proprietary and confidential information relating to Qweex’s business, operations and properties, including User information (“Confidential Information”) disclosed to you by Qweex 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 Qweex in order to prevent it from falling into the public domain. Notwithstanding the above, you shall not have liability to Qweex with regard to any Confidential Information which you can prove: was in the public domain at the time it was disclosed by Qweex 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 Qweex; becomes known to you, without restriction, from a source other than Qweex without breach of this Agreement by you and otherwise not in violation of Qweex’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 prompt notice of such court order or requirement to Qweex to enable Qweex to seek a protective order or otherwise prevent or restrict such disclosure.
You and Qweex are independent contractors, and no agency, partnership, joint venture, employee-employer or franchisor-franchisee relationship is intended or created by this Agreement.
This Agreement shall be governed by the laws of the State of California without regard to choice of law principles. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. You agree that this Agreement and all incorporated agreements may be automatically assigned by Qweex, in our sole discretion in accordance with the “Notices” section of this Agreement. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. A party’s failure to act with respect to a breach by the other party does not constitute a waiver of the party’s right to act with respect to subsequent or similar breaches. This Agreement sets forth the entire understanding and agreement between you and Qweex with respect to the subject matter hereof.