Roadlee Terms of Service
Last Revised: February 26, 2021
By using or accessing the Service, regardless of how accessed, you signify your agreement to be legally bound by the Policies and you acknowledge that you have been provided with an express opportunity to accept or decline the Policies and to correct any errors. If you do not agree to the Policies, you should not access or otherwise use the Service. The Policies apply to all visitors, Registered Users, Third Party Service Providers and others who access or use the Service (referred to herein as “users” or “you”). Unless otherwise specified, all terms herein apply equally to visitors, Registered Users and Third Party Service Providers. If you are a Third Party Service Provider, as defined herein, please see additional terms in the Third Party Service Provider Addendum (the “Addendum”), which form part of these Terms for all Third Party Service Providers. If you, as a Third Party Service Provider do not (a) accept the terms and conditions of the Addendum or (b) do not enter into a separate independent contractor agreement with RSR Technologies (the “Independent Contractor Agreement”), you may not use the Service or provide services as a Third Party Service Provide in connection with the Services. Collectively, the Policies apply to and legally bind all users. The Policies, the Third Party Service Provider Addendum, and the Independent Contractor Agreement entered into by a Third Party Service Provider each apply to and legally bind all Third Party Service Providers to the terms therein. If the individual who accepts the Policies and/or enters into the Independent Contractor Agreement is accepting on behalf of a company or other legal entity, that individual represents that they have the authority to bind that entity and its affiliates to the Policies and the Independent Contractor Agreement, in which case the term “you”, “your”, and “yourself” also refers to that entity and its affiliates. If the individual who accepts the Policies and/or enters into the Independent Contractor Agreement does not have that authority to do so, or does not agree with the Policies, that individual and the company or other legal entity they represent must not accept the Policies and must not enter into the Independent Contractor Agreement, and may not access or use the Services.
You acknowledge that RSR Technologies does not provide mechanic or car repair services and that all such services are provided by Third Party Service Providers who are independent contractors and are not employed by RSR Technologies.
THE SERVICE IS NOT DESIGNED FOR OR INTENDED TO HANDLE EMERGENCY SITUATIONS. IF YOU ARE HAVING AN EMERGENCY, YOU SHOULD IMMEDIATELY CALL THE NUMBER FOR EMERGENCY SERVICES (e.g. 9-1-1) IN YOUR JURISDICTION.
TABLE OF CONTENTS
- THE ROADLEE APP. 3
- YOUR USE OF OUR SERVICE – REGISTERED USERS AND THIRD PARTY SERVICE PROVIDERS 4
- VOID WHERE PROHIBITED BY LAW… 6
- CREATION AND MAINTENANCE OF REGISTERED USER ACCOUNTS.. 6
- PAYMENT TERMS FOR REGISTERED USERS. 6
- PRIVACY.. 8
- USER GENERATED CONTENT – REGISTERED USERS AND THIRD PARTY SERVICE PROVIDERS 8
- INTELLECTUAL PROPERTY RIGHTS.. 9
- ACCESS TO AND USE OF THE INTERNET. 10
- LINKED WEBSITES.. 11
- DISCLAIMERS.. 11
- LIMITATION OF LIABILITY.. 13
- INDEMNIFICATION.. 14
- TERM, TERMINATION AND SUSPENSION.. 15
- COPYRIGHT DISPUTE POLICY (CANADA) 15
- GENERAL. 16
The App provides a community-based marketplace whereby Registered Users (as defined below) who seek roadside assistance for their vehicle are connected with a Third Party Service Provider for roadside Vehicle Services (as defined below).
As a Registered User, you authorize RSR Technologies to match you with a Third Party Service Provider based on factors such as your location and your rating. Any decision by a Registered User to request Vehicle Services from a Third Party Service Provider through the Service is a decision made in such Registered User’s sole discretion using his or her common sense and judgment. IF YOU ARE HAVING AN EMERGENCY OR NEED URGENT ASSISTANCE OF ANY KIND, YOU SHOULD IMMEDIATELY CALLTHE NUMBER FOR EMERGENCY SERVICES IN YOUR JURISDICTION (E.G. 9-1-1).
When a Registered User requests assistance from a Third Party Service Provider through the Service (“Vehicle Services” which include “Towing Services” as defined below), we may provide you with certain prompts or pose certain questions to better understand your issue and to connect you with a Third Party Service Provider. By posing these questions or putting forth these prompts, we are not formally diagnosing any particular issue with your vehicle, but rather are using your responses to these prompts (the “Responses”) to connect you with a Third Party Service Provider. You are solely responsible for describing the issue with your vehicle as accurately as possible. We connect you with a Third Party Service Provider and provide you with a fee estimate (as further described herein) based on your Responses. We have no responsibility or liability if you request Vehicle Services for an issue that is not an accurate reflection of the problems with your vehicle. Being connected with a Third Party Service Provider does not create a contract between you and that Third Party Service Provider.
Once a Registered User and a Third Party Service Provider are connected, you are able to communicate with each other through the Service via phone call or message (the “In App Communication”). Information you convey via the In App Communication will be visible to both parties and to us. You are solely responsible for the information you transmit through the In App Communication and we act only as a passive conduit for your sharing of information.
For Registered Users: if your vehicle requires Vehicle Services beyond that which the Third Party Service Provider is able to perform, or if your vehicle requires additional Vehicle Services beyond what you initially identified, you may use the Service to request a tow truck to have your vehicle transported to the nearest mechanic as recommended by the Service (“Towing Services”). The Service will suggest nearby mechanics; however, you may select your preferred mechanic by entering in the address of the mechanic. If you request additional services through the Service, including Towing Services, you will be matched with an additional appropriate Third Party Service Provider, as required to perform or provide the additional services that you require. Additional Fees (as defined below) will apply to any services you request beyond the initial Vehicle Services.
After the Vehicle Services are complete, both the Registered User and the Service Provider must click the “Service Completion” button to end the Vehicle Services. Once the Vehicle Services are complete, each of the Registered User and the Third Party Service Provider may leave a rating from 1 to 5 stars, as well as feedback and comments, relating to their interaction with the other person. Your rating should reflect your honest experience with the other party. We reserve the right to remove any ratings that we think may be dishonest, misleading, or false. Your rating is an average of all the ratings you have received from Third Party Service Providers. Ratings are anonymous so neither you nor the Third Party Service Provider will see an individual rating.
These Terms govern the access or use by you of the Service. Subject to your compliance with these Terms, RSR Technologies grants you a limited, non-transferable, non-sublicensable, non-exclusive, revocable right to access and use the Service solely for your personal, non-commercial use. For greater certainty, RSR Technologies does not grant you or any other party any right, title or interest in the Service. We reserve all rights not expressly granted to you under these Terms.
You hereby warrant and represent and agree that:
- For Registered Users: you are the legal age of majority in the jurisdiction where you reside or your parent or legal guardian has created a Minor Subaccount (as defined herein) for your use; or, for Third Party Service Providers, you are at least 21 years of age.
- any information that you provide to us, including any personal or financial information provided as part of the creation of an Account (as defined herein), shall be accurate, current, and complete;
- you shall not falsify your identity or impersonate any other person, or provide any personal or financial information of any other person, including as part of the creation of an Account;
- you shall not falsify or misrepresent your qualifications, credentials, education, experience or affiliation with any person or entity;
- you shall not use the Service for any unlawful, deceptive, misleading, fraudulent, or abusive purpose;
- you have the authority to enter into these Terms; and
- you will comply with all Applicable Law when using the Service and you will use the Service only for lawful purposes. As used in these Terms, “Applicable Law” means all domestic or foreign federal, provincial, state, municipal or local laws, common law, rules, statutes, regulations, by-laws, ordinances, policies, directives or orders of any government, court, administrative or regulatory agency, commission, body, board or other government authority.
In the event of your breach of any of any of the Terms set out herein, RSR Technologies may suspend or revoke your right to use the Service, at its sole and absolute discretion.
Except as expressly permitted under this Agreement, you may not:
- attempt to access another user’s account, including by attempting to use another user’s credentials to create an account unless you are expressly authorized to do so in accordance with these Terms;
- use the Service for a commercial purpose or for the benefit of any third-party in a manner that is not permitted by these Terms;
- rent, lease, lend, sell, redistribute or sublicense the Service, or make the Website or the Service available, including over a network where it could be used by multiple devices at the same time;
- copy, collect, store, scrape, frame, reorganize, manipulate, decompile, reverse engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of the Service, any updates, or any portion thereof, including mirroring or framing any portion of the Service;
- modify, adapt or hack the Service or modify any website so as to falsely imply that it is associated with RSR Technologies or the Service;
- use our Service to violate the legal rights (including the rights of publicity and privacy) of others or to violate the laws of any jurisdiction;
- upload or otherwise transmit files that contain a virus or corrupted data;
- engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of our Service, or which, as determined by RSR Technologies, may harm us or users of the Service or expose them or us to liability;
- use any robot, spider or other automatic device, process or means to access our Service or Vehicle Services;
- mirror or frame any part of the Services, or any content they contain, without our prior written consent or as expressly permitted in these Terms;
- take any action that imposes an unreasonable or disproportionately large load on our infrastructure;
- transmit or disseminate any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam or other form of solicitation or commercial electronic message through the Service;
- remove any copyright, trademark or other proprietary notices from any portion of the Service;
- violate any applicable law or regulation;
- cause nuisance, annoyance, inconvenience or property damage, whether to Third Party Service Providers or any other third party, while using the Service;
- engage in any conduct which we, in our sole discretion, deem to be detrimental to our interests, including acting or failing to act in a manner that is contrary to these Terms, or intentionally interfering with the Services or our computer systems; or
- encourage or enable any other individual to do any of the above.
Engaging in prohibited conduct constitutes a breach of these Terms and may subject you to civil liability or criminal prosecution under applicable laws. We reserve the right to investigate and/or terminate your account, without a refund of any purchases or settlement of any outstanding accounts, if you have violated these Terms, misused the Services, or any content they contain, or acted in a manner that we regard as inappropriate or unlawful.
You may not access or use the Service if you are located in a jurisdiction where it is forbidden by law to do so. By using this Service you are explicitly agreeing that you have verified that your use of this Service is permitted under Applicable Law.
In order to use the Service to request Vehicle Services, you must be a “Registered User”. This means you must register for and maintain an active personal user account (an “Account”). You must be at least 18 years of age or the age of legal majority in your jurisdiction to create an Account.
You must keep your Account information up to date and accurate at all times. You are responsible for all activity that occurs under your Account. You agree to maintain the secrecy and security of your Account username at all times. You may possess only one Account. Subject to Section 4.5, you may not allow others to use your Account.
By becoming a Registered User, you agree to receive communications from us, including emails and push notifications that relate to your Account and the Vehicle Services you requested through the Service.
- You may add a minor to your Account so long as: (i) you are the parent or legal guardian of that minor; (ii) the minor resides in the same household as you; (iii) the minor is 16 years of age or older; and (iv) the minor possesses a valid driver’s license which permits him or her to operate a vehicle without the supervision of an experienced driver (a “Minor”).
- You understand that any activity in a Minor Subaccount will be charged to your payment method, as described herein. You are responsible at all times for all activity that occurs through the Minor Subaccount and you are responsible for your Minor while he or she uses the Service. You hereby represent that you are fully authorized to agree to these Terms on behalf of yourself and all other parents or legal guardians of the minor rider.
Payment Information and Methods
You must input a valid payment method in order to use the Service. We reserve the right to refuse to provide Services to Registered Users whose payment method is invalid (e.g., expired, insufficient funds, etc.). We are not responsible for any fees charged to you by your financial institution for an invalid method of payment, including, but not limited to, overdraft fees, insufficient funds fees, interest charges, foreign exchange fees and cross border fees (collectively, the “Invalid Payment Fees”). In the event we are subject to any Invalid Payment Fees due to your payment method not processing, we may, in our sole and absolute discretion and in accordance with the law, charge you a fee.
Fees and Fee Estimates
You understand that Vehicle Services from a Third Party Service Provider through the Service will result in a fee charged to you upon completion of the Vehicle Services (“Fees”). All Fees are due immediately upon completion of the Vehicle Services. Payment shall be made only through the Service. Cash payments are strictly prohibited. Fees paid by you are final and non-refundable, unless otherwise determined by RSR Technologies, acting in its sole discretion. You will receive a receipt via email once payment has been processed.
We will endeavour to provide you with an estimate of Fees at the outset of your Vehicle Services request (the “Fee Estimate”). You understand that our Fee Estimate is based on: (i) your Responses and (ii) your location and, if applicable, your end point location where you would like your vehicle towed for additional services. If your Responses are not accurate or your vehicle requires Vehicle Services that are over and above the Vehicle Services captured under the initial Fee Estimate, then additional Fees may apply. We are not responsible or liable if you enter an incorrect end point location for the additional services or if you provide inaccurate Responses. In this case, your vehicle will be delivered to the end point location you entered and you will be required to request another service for the remainder of the distance.
You may cancel your request for Vehicle Services from a Third Party Service Provider at any time prior to such Third Party Service Provider’s arrival, in which case you will be charged a cancellation fee of $10.00 plus any previously accepted fee related to additional radius searches.
Confirmation of Completion of Vehicle Services
After the Third Party Service Provider has completed the Vehicle Services, both you and the Third Party Service Provider must confirm through the App that the service has been completed. We will facilitate your payment of the applicable Fees on behalf of the Third Party Service Provider as such Third Party Service Provider’s limited payment collection agent. Payment of the Fees in such manner shall be considered the same as payment made directly by you to the Third Party Service Provider.
Processing of Payments
After the Third Party Service Provider completes the Repair, you will have the opportunity to rate your experience and leave additional feedback about your Third Party Service Provider.
You may receive a promotional code that you can apply toward payment of certain Fees upon completion of a service. Promotional codes are only valid for use on the Service, and are not transferable or redeemable for cash except as required by law. Promotional codes cannot be combined. If the cost of your ride exceeds the applicable discounted value, we will charge your payment method on file for the outstanding cost of the service. Additional restrictions on promotional codes may apply and these will be communicated to you by clicking on the relevant coupon. We reserve the right to cancel promotional codes at any time. Some promotional codes may be subject to a limited number of redemptions and may be redeemed on an as-available, first-come-first-serve basis.
Following the completion of a service, you may elect to tip the Third Party Service Provider through the Service. Any tips will be provided entirely to the Third Party Service Provider.
- USER GENERATED CONTENT – REGISTERED USERS AND THIRD PARTY SERVICE PROVIDERS
- User Content. RSR Technologies may permit you to submit ratings, comments and feedback on a Third Party Service Provider through the Service (the “User Content”). If you submit any User Content then you hereby grant us the worldwide, non-exclusive, perpetual, irrevocable, transferable, sublicensable, royalty-free right and license to host, store, use, run, publish, transmit, display, reproduce, present, communicate to the public, broadcast, modify, adapt, translate, make available, create derivative works of, distribute, and otherwise exploit any User Content, in whole or in part, throughout the world, in any format or media now known or later devised, for or in connection with the Service and the business, commercial, and promotional purposes of RSR Technologies, its affiliates, successors, licensees, and assigns. We are and shall be under no obligation to maintain any User Content in confidence or treat it as confidential or proprietary, pay any compensation for any User Content, or respond to any User Content.
- Requirements re: User Content. You further agree that:
- any User Content you submit will be based on your truthful and honest experience with a Registered User or Third Party Service Provider;
- you do not require that you be identified in connection with any User Content, or any derivative works, adaptations, translations, or updates thereof;
- you do not oppose to the publication, use, modification, deletion and exploitation of the User Content by RSR Technologies;
- you waive all of your moral rights and any other rights of a similar nature as an author in any and all User Content;
- you release RSR Technologies from any claims that you could otherwise assert against us by virtue of any moral rights;
- you hereby waive in favour of RSR Technologies and its licensees, any and all moral rights and other similar rights that you or your successors or assigns may enjoy, now or in the future, throughout the world, in relation to your User Content, including any right to the integrity of the User Content, to be associated with it by name or pseudonym, and to control its use in association with any product, service, cause, or institution;
- you own or have obtained all necessary rights and/or licenses to any User Content that you submit;
- any User Content you submit is correct and true (where it states facts) or genuinely held and reflect your true experience (where it states opinions);
- you will only submit User Content relating to Third Party Service Providers who performed your Vehicle Services;
- the User Content is and will be completely original to you, its sole author (as that term is used in the Copyright Act (Canada)) and you will not copy any User Content from any other works or subject matter;
- you shall not submit any User Content that relates to any company or organization that you have a personal or professional relationship with, or submit any User Content that is of a marketing nature or has a marketing purpose; and
- any User Content you submit shall not:
- infringe any third party’s rights, including any intellectual property rights, rights of privacy and/or rights of publicity,
- be unlawful, deceptive, misleading, fraudulent, threatening, abusive, harassing, libelous, defamatory, derogatory, tortious, obscene, offensive, pornographic, profane, or have a sexist, political or racial character,
- reveal any personal information about another individual, including another person’s name, address, phone number, email address, credit card information or any other information that could be used to track, contact or impersonate that person,
- be technically harmful (including without limitation computer viruses, logic bombs, Trojan horses, worms, harmful components, corrupted data or other malicious software, harmful data or conduct).
- Accuracy of User Content. Although we are not obligated to monitor content or the accuracy of User Content, you acknowledge and agree that we, acting in our sole discretion, have the right to monitor or remove, without notice, any User Content, including deleting or removing any ratings that we think are false or not based on actual experience.
8.1 Ownership of our Proprietary IP. The Service, Website or App, including all underlying software, code, data, technology, know-how, intellectual property and intellectual property rights therein and thereto, are and will remain our sole and exclusive property (the “Proprietary IP”). No license or any other right is granted to any such Proprietary IP. All rights not expressly granted to you under these Terms are reserved to RSR Technologies and its licensors.
8.2 Ownership of Content. All works, materials, and content, including any text, images, illustrations, designs, logos, layouts, APIs, icons, photographs, information, data, software, code, programs and written and other materials that are part of the Website or accessible via the Service, other than User Content (collectively, the “Content”), is owned, controlled or licensed by RSR Technologies or its licensors and is protected by Canadian and international intellectual property laws. The Content is provided on an “as is” and “as available” basis for informational purposes only, and is subject to change without notice. All rights in and to the Content are reserved by its owner(s) except to the extent of the limited licence expressly granted to you in these Terms with respect to your use of the Service. Other than to the extent expressly authorized in these Terms, you may not directly or indirectly, host, store, use, run, reproduce, copy, distribute, display, present, publish, transmit, broadcast, communicate to the public by telecommunication, make available, sublicense, sell, reverse-engineer, decompile, disassemble, merge with other data, translate, modify, or otherwise exploit the Content, in whole or in part, or authorize else to do so, without the express prior written consent of its owner(s).
8.3 Ownership of Trademarks. The compilation (i.e. the selection, collection, arrangement, and assembly) of the Content is the exclusive property of RSR Technologies and is also protected by Canadian and international copyright laws. RSR Technologies and any logos and designs are trademarks, service marks or trade dress of RSR Technologies (“RSR Technologies Marks“), and may not be used in connection with any product or service that is not offered by us, or in any manner that is likely to cause confusion amongst consumers. Nothing in these Terms gives you any right or licence to use any RSR Technologies Marks without the prior express written consent of RSR Technologies. All other trademarks and service marks that appear on the Website or via the Service that are not the RSR Technologies Marks and that are not owned by RSR Technologies are the property of their respective owners (the “Third Party Marks”). All such Third Party Marks are used under license from their respective owners. All rights in and to the Third Party Marks are expressly reserved by their owner(s). Nothing in these Terms gives you any right or licence to use any Third Party Marks without the prior express written consent of their owner.
8.5 Ownership of Data. You acknowledge and agree that any and all data, performance metrics, analytics, reports, know-how, or other information related to the functionality or performance of the Service (collectively, “Data”), regardless of how, when, or by whom they are created, are, will be, and will remain the sole and exclusive property of RSR Technologies, its affiliates, its licensors, or their respective successors and assigns. You further acknowledge and agree that the Data is an original compilation protected by copyright law, RSR Technologies has dedicated substantial resources to collect, manage and compile the Data, and the Data constitutes trade secrets of RSR Technologies. All rights in and to the Data, and the intellectual property in and related to the Data, are expressly reserved by their owner(s), except to the extent of the limited licence expressly granted to you in these Terms.
8.6 No License Grant. Nothing in this Agreement grants you any right, title or interest in any intellectual property of RSR Technologies or its licensors, including without limitation the RSR Technologies Marks or the Third Party Marks, and any and all uses of such intellectual property shall be subject to approval by the applicable rights holder(s). Without limiting the generality of the foregoing, access to this Website or the Service does not confer and shall not be considered as conferring upon anyone any license under any of RSR Technologies or any third-party’s intellectual property rights. RSR Technologies reserves all rights not expressly granted herein.
8.7 No Copying. You may only copy, reproduce, store, or download content on the Service for personal non-commercial use, unless otherwise agreed with us in writing or allowed under applicable mandatory law.
You are solely responsible for obtaining and maintaining all internet or data network access, device hardware and other equipment needed to access and use the Service, and you shall be solely responsible for all charges and fee related thereto.
Due to technical difficulties with the internet, internet software or transmission problems could produce inaccurate or incomplete copies of information contained on this Service. Due to the ability to share certain content and materials, computer viruses or other destructive programs may also be inadvertently downloaded from the Service.
THE RSR PARTIES (as defined in Section 10) SHALL NOT BE RESPONSIBLE OR LIABLE FOR ANY SOFTWARE, VIRUSES OR OTHER DESTRUCTIVE, HARMFUL OR DISRUPTIVE FILES OR PROGRAMS THAT MAY INFECT OR OTHERWISE IMPACT YOUR USE OF YOUR DEVICE OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS TO, USE OF, OR BROWSING ON THE WEBSITE OR SERVICE. IN NO EVENT ARE THE RSR PARTIES LIABLE FOR ANY COSTS, DAMAGES OR EXPENSES INCURRED BY YOU AS A RESULT OF YOUR USE OF THE WEBSITE OR SERVICE.
We suggest that you install appropriate anti-virus or other protective software.
We recommend you use the Service on a device with a high data usage limits. We shall not be responsible or liable for any fees, costs, or overage charges associated with any data plan you use to access the Service.
You understand and agree that electronic communications, including over the internet and through email, are not secure means of communication and the privacy, integrity or authenticity of any communication over the Internet with you shall not expose RSR Technologies to any liability for damages you may suffer as a result of communicating with us by electronic communications.
Availability of the Service.
While we endeavour to keep downtime to a minimum, we cannot promise that the Service or availability of the Service will be uninterrupted, secure or error-free. We reserve the right to interrupt/suspend the operation or availability of the Service or any part thereof, with or without prior notice for any reason. You shall not be entitled to any refunds of Fees for interruption of the Service or the availability of the Service.
You acknowledge and agree that:
- RSR Technologies is not a roadside assistance provider and does not provide roadside assistance. RSR Technologies connects Registered Users with Third Party Service Providers and any liability or responsibility for the provision of Vehicle Services rests with the Third Party Service Provider. It is up to the Registered User to decide to seek roadside assistance through the Service, having regard to the issue with the vehicle, the time of day, the weather conditions and any other relevant factors. It is up to the Third Party Service Provider to decide whether or not to accept a request for assistance from a Registered User.
- We cannot ensure that a Registered User or Third Party Service Provider will complete an arranged roadside assistance service. We have no control over the quality or safety of the assistance that occurs as a result of the use of the Service. We do not guarantee, represent or warrant that the Service will be available at any given location or time or to any service standard.
- We cannot guarantee that each Registered User or Third Party Service Provider is who he or she claims to be. Please use common sense when using the Service, including looking at the make and model of the vehicle driven by the Third Party Service Provider and/or the Registered User. If available, you should also look at photos of the Registered User or Third Party Service Provider you have matched with to make sure it is the same individual you see in person.
- The RSR Parties are not responsible for the conduct, whether online or offline, of any Registered User or Third Party Service Provider. You are solely responsible for your interactions with other users.
- Location data provided by the Service 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. The RSR Parties do not guarantee the availability, accuracy, completeness, reliability, or timeliness of location data tracked or displayed by the Service.
Use the Services at Your Own Risk
YOUR USE OF THE SERVICE IS AT YOUR OWN RISK. THE SERVICE IS PROVIDED TO YOU ON AN “AS IS” AND “AS AVAILABLE” BASIS WITH ALL FAULTS. Because the Service is provided to you “AS IS,” you agree that the RSR Parties shall not be liable to you or to any third party for any delay in delivery of, or failure to deliver, any of your communications, or other information you submit using our Service. Because our Service is provided to you “AS AVAILABLE,” you agree that the RSR Parties shall not be liable to you or to any third party for any modification, suspension, or discontinuance of the Service or of your ability to access it.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE RSR PARTIES EXPRESSLY DISCLAIM ALL REPRESENTATIONS, CONDITIONS, GUARANTEES AND WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, TITLE, QUIET ENJOYMENT AND NON-INFRINGEMENT. IN ADDITION, RSR TECHNOLOGIES MAKES NO CONDITION, REPRESENTATION, WARRANTY, OR GUARANTEE REGARDING THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY OR AVAILABILITY OF THE SERVICE OR ANY SERVICE REQUESTED THROUGH THE USE OF THE SERVICE.
No Representations or Warranties
RSR TECHNOLOGIES MAKES NO REPRESENTATION OR WARRANTY AND DOES NOT GUARANTEE THE RELIABILITY, QUALITY, QUALIFICATIONS, SUITABILITY, CAPABILITY, SAFETY, ABILITY OR AVAILABILITY OF THIRD PARTY SERVICE PROVIDERS OR ANY SERVICES OR GOODS REQUESTED THROUGH THE USE OF THE SERVICES, OR THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. RSR TECHNOLOGIES DOES NOT GUARANTEE THE QUALITY, SUITABILITY, SAFETY OR ABILITY OF THIRD PARTY PROVIDERS. RSR TECHNOLOGIES DOES NOT GUARANTEE THAT THE SERVICE, OR ANY PORTION THEREOF, WILL FUNCTION ON ANY PARTICULAR HARDWARE OR DEVICES. IN ADDITION, THE SERVICES MAY BE SUBJECT TO MALFUNCTIONS AND DELAYS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS. YOU AGREE THAT THE ENTIRE RISK ARISING OUT OF YOUR USE OF THE SERVICE, AND ANY SERVICE REQUESTED IN CONNECTION THEREWITH, REMAINS SOLELY WITH YOU, TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT UNDER NO CIRCUMSTANCES WILL THE RSR PARTIES BE RESPONSIBLE OR LIABLE TO YOU OR ANY PERSON UNDER ANY THEORY OF LIABILITY (WHETHER CONTRACT, TORT (INCLUDING NEGLIGENCE AND/OR GROSS NEGLIGENCE), COMMON, CIVIL OR REGULATORY LAW (INCLUDING PRIVACY) OR OTHERWISE) FOR ANY LOSS OR DAMAGE OF ANY KIND WHATSOEVER, INCLUDING BUT NOT LIMITED TO DIRECT, INDIRECT, ECONOMIC, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, SUCH AS DAMAGES FOR LOST PROFITS OR LOSS OF GOODWILL, USE, OR DATA, DAMAGES FOR DELETION, CORRUPTION, LOSS OF PROGRAMS, FAILURE TO STORE ANY INFORMATION OR OTHER CONTENT MAINTAINED OR TRANSMITTED BY OR THROUGH THE SERVICE, ANY SERVICE INTERRUPTIONS, OR FOR THE COST OF PROCUREMENT OF SUBSTITUTE SERVICES (EVEN IF THE RSR PARTIES HAVE BEEN ADVISED OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES), THAT ARE DIRECTLY OR INDIRECTLY RELATED TO: (A) YOUR USE OF OR INABILITY TO USE THE SERVICE; (B) THE WEBSITE OR APP OR ANYTHING OBTAINED THROUGH THE WEBSITE; (C) ANY ACTION TAKEN IN CONNECTION WITH COPYRIGHT OR OTHER INTELLECTUAL PROPERTY OWNERS; (D) ANY ERRORS OR OMISSIONS IN THE OPERATION OF THE SERVICE; OR (E) ANY OTHER MATTER RELATING TO THE SERVICE.
THIRD PARTY SERVICE PROVIDERS ARE NOT AGENTS OR REPRESENTATIVES OF THE RSR PARTIES, BUT INDEPENDENT THIRD PARTIES. UNDER NO CIRCUMSTANCES WILL THE RSR PARTIES BE LIABLE FOR THE ACTION OR INACTION, INCLUDING PROVISION OF VEHICLE SERVICES, ON ANY LEGAL THEORY, INCLUDING THEORIES OF VICARIOUS LIABILITY, OF ANY THIRD PARTY SERVICE PROVIDER. TO THE MAXIMUM EXTENT PERMISSIBLE BY LAW, THE RSR PARTIES SHALL NOT BE RESPONSIBLE OR LIABLE TO YOU OR ANYONE ELSE UNDER ANY CIRCUMSTANCES FOR LOSS, DAMAGE OR INJURY, INCLUDING, WITHOUT LIMITATION, DEATH OR PERSONAL INJURY. Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages, so some of the above limitations may not apply to you.
YOU AGREE THAT THE RSR PARTIES HAVE NO RESPONSIBILITY OR LIABILITY TO YOU RELATED TO THE SERVICE AND ANY VEHICLE SERVICES CARRIED OUT BY A THIRD PARTY SERVICE PROVIDER OTHER THAN AS EXPRESSLY SET FORTH IN THESE TERMS.
WITHOUT IN ANY WAY LIMITING THE FOREGOING, THE LIABILITY OF THE RSR PARTIES TO YOU FOR ANY CAUSE WHATSOEVER, REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO: (A) FOR REGISTERED USERS, THE AMOUNT PAID, IF ANY, BY YOU TO RSR TECHNOLOGIES FOR THE VEHICLE SERVICES, SERVICE, INFORMATION OR PRODUCT ON WHICH SUCH CAUSE OF ACTION IS BASED; OR (B) FOR THIRD PARTY SERVICE PROVIDERS, TO THE AMOUNT PAYABLE TO YOU FOR SUCH VEHICLE SERVICES ON WHICH SUCH CAUSE OF ACTION IS BASED.
THIS SECTION SETS FORTH THE RSR PARTIES’ SOLE LIABILITY AND ENTIRE OBLIGATION AND THE USERS’ EXCLUSIVE REMEDY FOR ANY ACTION ARISING IN CANADA THAT IS BROUGHT AGAINST THE RSR PARTIES.
You (the “Indemnifying Party”) agree to defend, indemnify, and hold harmless the RSR Parties, and their respective directors, officers, employees, agents, representatives, shareholders, successors, and permitted assigns (collectively the “Indemnified Party”) from and against any loss, liability, obligation, damage, cost, expense, claim, or demand, including reasonable attorneys’ fees, arising to the RSR Parties as a result of any claim (including third party claims), demand or proceeding brought or threatened against the RSR Parties relating to or arising out of: (a) your use of, access to, or misuse of the Service; (b) your breach of these Terms, (c) any breach of your representations and warranties set forth above; (d) any User Content that you post on or through our Service; (e) your violation of any third-party right, including without limitation any intellectual property, real property rights, personal property rights, or privacy right or any rights of any person or Third Party Service Provider; (f) any negligence or wilful misconduct by you; (g) any failure by you to comply with applicable federal, provincial, or territorial laws, regulations or codes in the performance of your obligations under these Terms, and (h) any activity through your Account, including any Minor Subaccounts (collectively, the “Losses”).
- The representations, warranties, and covenants of the Indemnifying Party, and the Indemnified Party’s right to indemnification with respect thereto, shall not be affected or deemed waived by reason of any investigation made by or on behalf of the Indemnified Party or by reason of the fact that the Indemnified Party or any of its representatives knew or should have known that any such representation or warranty is, was or might be inaccurate.
- The Indemnified Party shall give the Indemnifying Party prompt written notice (a “Direct Claim Notice”) of the discovery of any facts or circumstances that the Indemnified Party has determined could give rise to an indemnification claim under this section, with the exception of third-party claims, which shall be governed by subsection 13.4. The Indemnified Party’s failure to provide a Direct Claim Notice to the Indemnifying Party under this section 13 does not relieve the Indemnifying Party of any liability that the Indemnifying Party may have to the Indemnifying Party.
- The Indemnified Party shall give the Indemnifying Party prompt written notice (a “Third-Party Claim Notice”) of the discovery of any state of facts or circumstances that the Indemnified Party has determined could give rise (or has given rise) to a third-party claim against the Indemnified Party, which would fall under the Indemnification provisions under this section 13. The Indemnified Party’s failure to provide a Third-Party Claim Notice to the Indemnifying Party under this subsection 13.4 does not relieve the Indemnifying Party of any liability that the Indemnifying Party may have to the Indemnifying Party.
- Notwithstanding anything to the contrary in this section 13, the Indemnified Party may control its own defence and select its own legal counsel to represent its interests, and the Indemnifying Party shall:
- reimburse the Indemnified Party for its costs and legal fees and expenses immediately upon request as they are incurred; and
- remain responsible to the Indemnified Party for any Losses indemnified under subsection 13.1.
- The Indemnifying Party shall give prompt written notice to the Indemnified Party of any proposed settlement of an indemnified claim. The Indemnifying Party may not, without the Indemnified Party’s prior written consent, settle or compromise any claim or consent to the entry of any judgment regarding which indemnification is being sought hereunder. The Indemnifying Party shall not unreasonably withhold, condition, or delay the settlement of an indemnified claim.
- This indemnification section 13 survives the expiration or termination of the Terms (as outlined in section 14) for a period of 10 years.
These Terms will become effective upon your acceptance of these Terms in accordance with these Terms, which may be amended and updated from time to time. These Terms will remain in full force and effect unless and until updated or terminated hereunder. You acknowledge and agree that access to the Services may not be available from time to time, may be amended, revised, replaced, suspended or terminated in whole or in part at any time and without notice to you, and that RSR Technologies shall not, in any event, be responsible to you in any way should you be unable to access the Service at any time or from time to time.
RSR Technologies may, at its sole discretion, at any time and from time to time, without notice to you, suspend or terminate your Account or your TPSP Account, as the case may be, or your right to use the Service. Upon termination of your Account or TPSP Account, you shall no longer have the right to use or access the Service. A suspension will be for such period of time as we may reasonably determine is necessary to permit the thorough investigation of the activity that resulted in the suspension.
YOU AGREE THAT THE RSR PARTIES HAVE NO LIABILITY WHATSOEVER FOR ANY LOSS, LIABILITY, INJURY, OR DAMAGE OF ANY KIND HOWSOEVER ARISING FROM ANY REFUSED, SUSPENDED, CANCELED OR TERMINATED STATUS AS A REGISTERED USER OR AS A THIRD PARTY SERVICE PROVIDER.
If you believe that material or content that resides or is accessible on or through the Services infringes a copyright, please send a notice of claimed infringement to RSR Technologies, either by email at firstname.lastname@example.org or by mail to the following address: 200 Bathurst Dr, Waterloo, ON N2V 2L7. The notice should contain the following information:
- contact information about the claimant, including name, mailing address, and other particulars required to communicate with the claimant;
- identification of the work or other subject matter to which the claimed infringement relates;
- a description of the claimant’s interest or rights in or to the work or other subject matter;
- identification of electronic location of the infringing material to which the claimed infringement relates, with sufficient detail so that RSR Technologies is capable of finding and verifying its existence;
- the date and time of the commission of the claimed infringement; and
- any other information that may be prescribed under applicable laws.
The notice may not contain any of the following:
- an offer to settle the claimed infringement;
- a request or demand, made in relation to the claimed infringement, for payment or for personal information;
- any reference, including by way of hyperlink, to such an offer, request, or demand; or
- any other information that may be prescribed under applicable laws or regulations.
If the notice is not compliant with these requirements, RSR Technologies will have no legal or other obligation to take any action in relation to the claimed infringement.
If a proper bona fide infringement notice is received in accordance with these Terms, it is RSR Technologies’ policy to remove or disable access to the infringing material; notify the user that posted, submitted or uploaded the subject content that RSR Technologies has removed or disabled access to the material; and where RSR Technologies deems appropriate, discipline repeat offenders, in accordance with applicable laws, by suspending or terminating the offender’s access to or use of the Services, and the User Content they contain, in whole or in part.
- Dispute Resolution. This provision survives termination of these Terms.
- Between users. To the maximum extent permitted by applicable law, any disputes between users (e.g., between a Registered User and a Third Party Service Provider) shall be resolved by RSR Technologies, acting in its sole and absolute discretion. By using the Service, you agree to be bound by and abide by any decisions taken by RSR Technologies in the course of resolving a dispute between users.
- Between us and you. To the maximum extent permitted by applicable law, all parties agree to first attempt to resolve any dispute arising from the Policies on an individual basis. If you have a question or concern about the Service, please contact us Our customer support team will try to answer your question or resolve your concern. In the event we are unable to resolve the dispute directly, the parties agree to resolve any and all disputes or claims under the Policies through binding arbitration or in small claims court (to the extent the claim qualifies) instead of in courts of general jurisdiction, and only on an individual basis. Each party will initially bear its own legal fees and expenses in connection with any dispute resolution.
- Arbitration. If the parties are not successful in resolving the dispute, then the parties agree that the dispute will be referred to arbitration before a single arbitrator and will be conducted under the rules and procedures in the Arbitration Act, 1991 (Ontario).
- Selection of Arbitrator. There will be one arbitrator chosen by and acceptable to the parties, who is qualified by education and training to decide upon the particular matter to be decided. If the parties hereto cannot agree on a suitable arbitrator within fifteen (15) days, then either party may apply to the court to appoint one pursuant to Section 10 of the Arbitration Act, 1991 (Ontario).
- Qualifications of Arbitrator. Any arbitrator under this Section will be impartial in fact and appearance, not an advocate of any party. The arbitrator will not have: (a) any direct or indirect financial or personal interest in the outcome of the mediation or arbitration; or (b) any past, present or anticipated financial, business, professional, family, social or other relationship which is likely to affect impartiality or which might reasonably create the appearance of partiality or bias. Any arbitrator under this Section will be required to disclose to each of the parties any such interest or relationship, and the parties may agree to waive the requirements of the preceding sentence as to any interest or relationship so disclosed.
- Location. Unless otherwise agreed by the parties, any arbitration under this Section will be held at Toronto, Ontario.
- Arbitration Decision. The arbitrator will render his or her decision in writing (with specific findings of fact and conclusions of law and a detailed opinion describing how the application of such law to such fact resulted in the arbitrator’s decision) not later than thirty (30) days after the final statements and proof have been submitted and any hearing on the matter is closed. In no event shall the arbitration last longer than four (4) months, unless this time period is extended on consent, and the parties agree to take such steps with respect to the filing of evidence and the scheduling of a hearing, to allow this deadline to be met. The decision of the arbitrator will be conclusive and binding upon the parties; provided, however, that the arbitrator’s decision will be subject to judicial review, and the reviewing court may vacate, modify or correct the arbitrator’s decision as appropriate, (a) where the arbitrator’s material findings of fact are not supported by the evidence, (b) where the arbitrator’s material conclusions of law are erroneous or (c) as otherwise provided by applicable law.
- Costs. In connection with any mediation or arbitration under this Section, the costs of any mediator or arbitrator, as the case may be, court reporter, hearing rooms and other common costs will be divided equally among the parties. Each party will bear the cost and expense of preparing and presenting its own case (including, but not limited to, its own attorney fees and costs of witnesses); provided, that, the arbitrator, but not a mediator, may require, as part of his or her decision, reimbursement of all or a portion of the prevailing party’s actual legal fees and expenses by the other party.
- Class Action Waiver. To the maximum extent permitted by applicable law, any claim you may have must be brought individually, in your individual capacity and not as a representative plaintiff or class member, and you will not join such claim with claims of any other person or entity, or bring, join or participate in a class action lawsuit, collective or representative proceeding of any kind (existing or future) against the RSR Parties.
- The headingsand subheadings herein are provided for convenience of reference only and are not to be used in construing these Terms or any provision thereof.
- No Assignment. These Terms are not assignable, transferable or sub-licensable by you except with our prior written consent. We may assign, transfer or convey these Terms to a third party without notice to you.
- No Waiver. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. We do not guarantee we will take action against all breaches of these Terms.
- You and RSR Technologies have each expressly requested and required that these Terms and all related notices and other documents be drawn up in the English language. Les parties conviennent et exigent expressément que ce Contrat et tous les documents qui s’y rapportent soient rédigés en anglais. Subject to applicable law, any non-English translation of these Terms provided by RSR Technologies is for convenience only, and if there is a conflict or inconsistency between the English version and a non-English version then the English version of these Terms will take priority and govern.
- Any provisions of this Agreement, the performance of which by either or both parties, or by their sense and context, are intended to survive, will survive the completion, expiration, termination or cancellation of this Agreement.
For assistance with the Service, please contact us by email at email@example.com.