Effective Date: May 1, 2017 Revision Date: May 1, 2017
THE FOLLOWING DESCRIBES THE TERMS ON WHICH Cars!Cars!, Inc. OFFERS YOU ACCESS TO OUR APP
We may update the Agreement at any time. When we do, we will revise the "Revision Date" at the top of this Agreement, and you may view the most recent version at http://pedaltheapp.com/terms. It is your responsibility to review the most recent version of the Agreement frequently and remain informed about any changes to it. By continuing to use the Platform, you consent to any updates to this Agreement. This version of the Agreement supersedes all earlier versions, and comprises the entire agreement between you and Pedal regarding the Platform. By accessing or using the Platform, you accept this Agreement and any modifications that we may make to this Agreement from time to time. If you do not agree to any provision of this Agreement, you should not use the Platform.
Our Platform provides our users with an ability to share information, including written information, links, videos, and still images, with other users.
You agree to comply with all applicable domestic and international laws, statutes, ordinances and regulations regarding your use of our Platform. You also agree to comply with all applicable laws, statutes, ordinances and regulations regarding the transmission of technical data exported from the United States or the country in which you reside.
2.1 Eligibility. Our Platform is available to all individuals who are at least 13 years of age. Our Platform is not available to any temporarily or indefinitely suspended Pedal users. By registering to use our Platform, you represent and warrant that you are at least 13 years of age, and that you have not been suspended from use of the Platform.
We have the right, in our sole discretion, to suspend or terminate your use of our Platform and refuse any and all current or future use of all or any portion of our Platform.
2.2 Password and Security. When you complete our registration process you will create a password that will enable you to access our Platform. You agree to maintain the confidentiality of your password, and are fully responsible for all liability and damages resulting from your failure to maintain that confidentiality and all activities that occur through the use of your password. You agree to immediately notify us of any unauthorized use of your password or any other breach of security. You agree that Pedal cannot and will not be liable for any loss or damage arising from your failure to comply with this Section 2.2.
3. Fees and Payments
3.2 Consent to Disclosure. You acknowledge and agree that Pedal may disclose Your Information and/or your Content (as defined in Section 4) if required to do so by law or in the good faith belief that such disclosure is reasonably necessary to: (a) comply with a current judicial proceeding, a court order or legal process served on us or our website, (b) enforce this Agreement, (c) respond to claims that Your Information or Content violates the rights of third parties; (d) protect the rights, property or personal safety of Pedal, its employees, users and the public; or (e) enable the transfer or sale to another entity of all or substantially all of our stock or assets in the line of business to which this Agreement relates, or upon any other corporate reorganization, subject to the promises made in this Agreement. We also may disclose any information about you to law enforcement or other government officials as we, in our sole discretion, believe necessary or appropriate, in connection with an investigation of fraud, intellectual property infringements, or other activity that is illegal or that we believe may expose us or you to legal liability.
4. Your Information and Content
4.1 Definitions. "Your Information" is defined as any information you provide, directly or indirectly, through the use of our Platform, or through email, such as, but not limited to, your name, username, email address, profile information, location, and telephone number. You are solely responsible for Your Information, and we act as a passive conduit for your online distribution and publication of your Public Information and Content (as defined below.)
"Content" is defined as any data, text, files, information, usernames, images, graphics, photos, profiles, audio and video clips, sounds, musical works, works of authorship, applications, links and other content or materials that you submit, post or display on or via the Platform.
Any of Your Information or Content that, through the use of our Platform or otherwise, you submit or make available for inclusion on publicly accessible areas of our Platform or website is referred to as "Public Information" (your name (if provided) and public posts on your profile are considered Public Information); any other portion of Your Information shall be referred to as "Private Information." Your telephone number will never be included in your Public Information, unless you include it in your Content. "Publicly accessible" areas of our website and Platform are those areas that are available either to all of our members (i.e., not restricted to your viewing only) or to the general public.
You should understand that your Public Information may be accessible by and made public through syndication programs (including data feed tools) and by search engines, metasearch tools, crawlers, metacrawlers and other similar programs.
4.2 Restrictions. In consideration of your use of our Platform, you agree that your Content:
(a) shall not contain violent, nude, partially nude, discriminatory, unlawful, infringing, hateful, obscene or pornographic photos or other content.
(b) shall not infringe any third party's copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy;
(c) shall not violate any law, statute, ordinance or regulation;
(d) shall not be defamatory, trade libelous, threatening, bullying, or harassing;
(e) shall not contain any viruses, Trojan horses, worms, time bombs, cancelbots, easter eggs or other computer programming routines that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information;
(f) shall not create liability for us or cause us to lose (in whole or in part) the services of our ISPs or other suppliers;
(g) shall not link directly or indirectly to any materials to which you do not have a right to link to or include.
In addition, you agree that you will provide us with your valid, current email address, both at the time of your registration with us and from time to time as your email address changes.
5. Use of Platform
5.1 Control. You, and not Pedal, are entirely responsible for all of your Public Information that you upload, post, email, transmit or otherwise make available via our Platform. You understand that by using our Platform, you may be exposed to information that is offensive, indecent or objectionable. We do not have any obligation to monitor, nor do we take responsibility for, Your Information, Public Information, Content, or information of or posted by other users. You agree that under no circumstances will Pedal, its directors, officers, shareholders, employees, consultants, agents, advisers, affiliates, subsidiaries or its third-party partners be liable in any way for any information, including, but not limited to, for any errors or omissions in Your Information or Content, or the Content of or posted by other users, or for any loss or damage of any kind incurred as a result of the use of Content or Information of or posted by other users posted, emailed, transmitted or otherwise made available in connection with our Platform, or for any failure to correct or remove information.
5.2 API License. Subject to the terms and conditions of this Agreement, Pedal grants you a limited, non-exclusive, non-transferable, non-sublicensable license to use any application programming interface ("API") that Pedal makes available via the Platform for the sole purpose of integrating or making available Public Information on another web site. Pedal reserves all rights not expressly granted under this Agreement.
5.3 Grounds for Removal, Sanction and/or Suspension. Notwithstanding any other provision of this Agreement, the following types of actions are cause for immediate removal, repeal and/or suspension or termination of your account:
(a) The use of our Platform to (including, without limitation, eligibility requirements):
(i) harm or intimidate another person in any way;
(ii) impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with any person, through the use of similar email addresses, nicknames, or creation of false account(s) or any other method or device;
(iii) disguise the origin of any Public Information that is transmitted to any third party;
(iv) stalk, bully, or otherwise harass another;
(v) resell Public Information or access to Public Information;
or (vi) collect or store personal data about other users;
(b) Posting any Content or other material:
(i) that is unlawful, harmful, threatening, abusive, harassing, tortious, bullying, defamatory, intimidating, obscene, profane, libelous, invasive of another's privacy (including the posting of private emails or contact information about another individual), or hateful, including any Content or other material that may be considered hate speech;
(ii) that is obscene or pornographic in nature;
(iii) that you do not have a right to make available under any law or under contractual or fiduciary relationships;
(iv) that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party or rights of publicity or privacy; or
(v) that is unsolicited or unauthorized advertising, promotional materials, or any other form of solicitation (including, but not limited to, "spam," "junk mail," and "chain letters.")
(c) Encouraging others to violate this Agreement;
(d) Refusing to follow Pedal staff instruction or direction;
(e) Violation (intentional or unintentional) of this Agreement, or of any applicable local, state, national or international law, statute, ordinance or regulation.
While we prohibit such conduct and content, you understand and agree that you nonetheless may be exposed to such conduct or content and that you use the Platform at your own risk.
5.4 Interference with Platform.
You agree that you will not:
(a) upload, post, email, or otherwise transmit any computer routines, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
(c) take any action that imposes an unreasonable or disproportionately large load on our infrastructure; or
(d) copy, reproduce, alter, modify, or publicly display any information displayed on our website or Platform (except for Your Information,) or create derivative works from our website or Platform (other than from Your Information,) to the extent that such action(s) would constitute copyright infringement or otherwise violate the intellectual property rights of Pedal or any other third party, except with the prior written consent of Pedal or the appropriate third party.
5.5 General Practices Regarding Use of the Platform. You acknowledge and agree that we may establish general practices and limits concerning the use of our Platform. You agree that we have no responsibility or liability for the storage or the deletion of, or the failure to store or delete, any of Your Information. You acknowledge that we reserve the right to log off users who are inactive for an extended period of time. In addition, you acknowledge that we reserve the right to change these general practices and limits at any time, in our sole discretion, with or without notice.
We may provide, or third parties may provide, links to other websites or resources. Because we have no control over such websites or resources, you acknowledge and agree that we are not responsible for the availability of such websites or resources, and do not endorse and are not responsible or liable for any content, advertising, products, or other materials on or available from such websites or resources. You also acknowledge and agree that Pedal shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such websites or resource.
7. Dealings with Marketing Partners and Third Parties
Your correspondence or business dealings with, or participation in promotions of, marketing partners or other third parties found on our website or through our Platform, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such marketing partner or other third party. You agree that Pedal shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such marketing partners or other third parties on our website or located through the use of our Platform.
You agree to indemnify and hold us and our officers, directors, shareholders, agents, employees, consultants, affiliates, subsidiaries and third-party partners harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your breach of your representations and warranties or this Agreement or the documents it incorporates by reference, your use of our Platform, Your Information, your Content, your violation of any law, statute, ordinance or regulation or the rights of a third party.
9. Warranties; Liability
9.1 Disclaimer of Warranties. Your use of our Platform is at your sole risk. Our Platform is provided to you "as is" and on an "as available" basis. We specifically disclaim all warranties and conditions of any kind, whether express, implied or statutory, including but not limited to the implied warranties of merchantability, fitness for a particular purpose and non-infringement. We disclaim any warranties regarding the security, reliability, timeliness, and performance of our Platform. We disclaim any warranties for any information or advice obtained through our Platform. We disclaim any warranties for services or goods received through or advertised on our Platform or received through any links provided by our Platform, as well as for any information or advice received through any links provided through our Platform.
In addition, no advice or information (oral or written) obtained by you from us shall create any warranty.
You understand and agree that you download or otherwise obtain material or data through the use of our Platform at your own discretion and risk and that you will be solely responsible for any damages to your computer system or loss of data that results from the download of such material or data.
9.2 Limitation of Liability. You agree that in no event shall Pedal be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses, arising out of or in connection with our Platform or this Agreement or the inability to use our Platform arising out of or in connection with Third Party Transactions.
9.3 Exclusions. Some jurisdictions do not allow the exclusion or limitation of certain warranties or of incidental or consequential damages. Accordingly, some of the limitations in this Section 12 may not apply to you.
10. Dispute Resolution
10.1 Process. The parties will attempt in good faith to resolve through negotiation any dispute, claim or controversy arising out of or relating to this Agreement including the documents it incorporates by reference, your use of our Platform, Your Information, or your violation of any law or the rights of a third party. In the event that the dispute, claim or controversy is not resolved by these negotiations, the matter will be submitted to a certified mediator with National Arbitration and Mediation ("NAM") for mediation pursuant to Section 13.3. Nonetheless, legal action taken by Pedal to collect any fees and/or recover damages for, or obtain an injunction relating to, our website operations, intellectual property or our Platform, shall not be submitted to mediation or arbitration except as otherwise agreed to in writing by Pedal. In addition, either you or Pedal may seek any interim or preliminary relief from a Court of competent jurisdiction in Los Angeles, California necessary to protect the rights or property of you or Pedal pending the completion of arbitration.
10.2 Mediation. Either party may commence mediation by providing to NAM and the other party a written request for mediation, setting forth the subject of the dispute and the relief requested. The parties will cooperate with NAM and with one another in selecting a mediator from NAM's panel of neutrals, and in scheduling the mediation proceedings. All offers, promises, conduct and statements, whether oral or written, made in the course of the mediation by any of the parties, their agents, employees, experts and attorneys, and by the mediator or any NAM employees, are confidential, privileged and inadmissible for any purpose, including impeachment, in any arbitration or other proceeding involving the parties, provided that evidence that is otherwise admissible or discoverable shall not be rendered inadmissible or non-discoverable as a result of its use in the mediation. The parties agree that any dispute or controversy, arising out of or in connection with this Agreement or any alleged breach thereof, shall be subject to mediation if all parties agree thereto. Any such Mediation shall be administrated by National Arbitration and Mediation ("NAM") and governed by their Comprehensive Dispute Resolution Rules and Procedures and the Fee Schedule in effect at the time such claim is filed with NAM. NAM can be contacted at 800-358-2550, attn: Commercial Claims Dept., to respond to any questions regarding the Mediation process, as well as to request a copy of NAM's current Comprehensive Dispute Resolution Rules and Procedures and Fee Schedule. The parties agree that they will participate in any such mediation in good faith, and will share equally in the costs NAM charges for the mediation.
10.3 Arbitration. The parties agree that any dispute or controversy, arising out of or in connection with this Agreement or any alleged breach thereof, that are not resolved by their mutual agreement by negotiation or mediation under Sections 13.2 and 13.3 shall be resolved by final and binding Arbitration administrated by NAM in accordance with NAM's Comprehensive Dispute Resolution Rules and Procedures and the Fee Schedule in effect at the time the claim is filed with NAM. Any award of the Arbitrator(s) is final and binding, and may be entered as a judgment in any court of competent jurisdiction. NAM can be contacted at 800-358-2550. attn: Commercial Claims Dept., to respond to any questions regarding the Arbitration process, as well as to request a copy of NAM's current Comprehensive Dispute Resolution Rules and Procedures and Fee Schedule.
10.4 Enforcement. The provisions of Sections 10.2 and 10.3 may be enforced by any Court of competent jurisdiction, and the party seeking enforcement shall be entitled to an award of all costs, fees and expenses, including attorneys fees, to be paid by the party against whom enforcement is ordered.
10.5 Notice; Waiver. By agreeing to this Agreement you have, except as otherwise specified in Section 10.1, agreed that all disputes, claims or controversies arising out of or relating to this Agreement decided by negotiation, neutral mediation and/or neutral arbitration as provided in this Section 10, and you are giving up any rights you might possess to have those matters litigated in a court or jury trial. Also, by agreeing to this Agreement you are giving up your judicial rights to discovery and appeal except to the extent that they are specifically provided for under this Agreement. If you refuse to submit to arbitration after agreeing to this provision, you may be compelled to arbitrate under federal or state law. Your agreement to this arbitration provision is voluntary.
10.6 Dispute Resolution By Pedal for the Benefit of Users. We may try to help Pedal users resolve disputes. We do so in our sole discretion, and we have no obligation to try to resolve disputes between users. To the extent we attempt to resolve disputes, we will do so in good faith based solely on the general rules and standards of the Platform, and we will not make judgments regarding legal issues or claims.
We reserve the right at any time or times to modify or discontinue, temporarily or permanently, all or any portion of our Platform with or without notice. You agree that we shall not be liable to you or to any third party for any modification, suspension or termination of our Platform.
12. Termination; Breach
You agree that we, in our sole discretion, may issue a warning, temporarily suspend, indefinitely suspend, remove content or information you have posted, or terminate your account, for any reason, including, without limitation, (a) for lack of use, (b) if we believe that you have violated or acted inconsistently with the letter or spirit of this Agreement or the documents or agreements it incorporates by reference, (c) if we are unable to verify or authenticate any information you provide to us, or (d) if we believe that your actions may cause legal liability for you, our users or us. You agree that any termination of your account or access to all or any portion of the Platform under any provision of this Agreement may be effected without prior notice, and acknowledge and agree that we may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or our Platform. You also agree that we shall not be liable to you or any third party for any termination of your use of or access to all or any portion of the Platform.
13. Trademarks; Copyrights; Proprietary Rights
13.1 Pedal's Trademarks. Pedal's trademarks and service marks, and all Pedal logos, products and service names, are trademarks of Cars!Cars! Inc., (the "Pedal Trademarks.") Except as otherwise permitted by law, you agree not to display or use in any manner the Pedal Trademarks without Pedal's prior written consent.
13.2 Copyrights and Trademarks of Others. Pedal respects the intellectual property of others, and we ask our users to do the same. We may, in appropriate circumstances and in our discretion, remove, or disable access to, material that infringes on the rights of others, and terminate access to our Platform to those who may be repeat infringers. If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide Pedal with the following information: 1.an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest; 2.a description of the copyrighted work or other intellectual property that you claim has been infringed; 3.a description of where the material that you claim is infringing is located on the site; 4.your address, telephone number, and email address; 5.a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; 6.a statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf.
Our Agent for Notice of claims of copyright or other intellectual property infringement can be reached as follows:
701 S. Howard Ave.,Ste. 106-325
Tampa, FL 33606
By email: email@example.com
13.3 Proprietary Rights. You acknowledge and agree that our Platform contains proprietary and confidential information that is protected by applicable intellectual property and other laws. You also acknowledge and agree that content contained in sponsor advertisements or information presented to you through our Platform or advertisers is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as consented to by Isms or advertisers in writing, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on our Platform, in whole or in part.
14. No Resale
You agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any portion of Pedal's Platform.
15. Additional Terms
15.1 Notices. Except as otherwise stated in this Agreement or as expressly required by local law, any notice to us shall be given by certified postal mail to Pedal, Attn: Legal Department, Cars!Cars! Inc., 701 S Howard Ave, Ste 106-325, Tampa, FL 33606, or by email to firstname.lastname@example.org, and any notice to you shall be given to the email address that you provided us during the registration process. Notice shall be considered given 24 hours after email is sent, unless the sending party is notified that the email address is invalid. Notice given by postal mail shall be considered given three (3) days after the date of mailing.
15.2 Entire Agreement. This Agreement constitutes the entire agreement between you and Pedal, superseding any prior agreements between you and Pedal. To the extent that you have previously registered with Pedal and provided Your Information and Content, this Agreement now governs how Pedal may use Your Information and Content, whether provided in the past or the future.
15.3 No Agency. No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship between you and Pedal is intended or created by this Agreement.
15.4 Governing Law. Except as expressly provided in this Section, (a) this Agreement and the relationship between you and Pedal shall be governed by the laws of the State of California without regard to its conflict of laws provisions, and (b) you and Pedal agree to submit to the personal and exclusive jurisdiction of the courts located within the State of California, City of Los Angeles.
15.5 Assignment. You agree that this Agreement, all rights herein, and all incorporated agreements may be automatically assigned by Pedal, in our sole discretion, to one or more third parties in the event of a merger, acquisition, corporate reorganization, sale of all or substantially all of Pedal's assets, or similar transaction.
15.6 No Guaranty. We do not guarantee continuous, uninterrupted or secure access to our Platform, and operation of our website may be interfered with by numerous factors outside of our control.
15.7 No Waiver. Pedal's failure to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision and does not waive our right to act with respect to subsequent or similar breaches.
15.8 Severance. If any provision of this Agreement is found to be invalid by a court of competent jurisdiction, you and Pedal nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and that the other provisions of this Agreement will remain in full force and effect.
15.9 Survival. 4.3 (License), 5.3 (Interference with Platform), 6.2 (Release), 11 (Indemnity), 12 (Warranties; Liabilities), 13 (Dispute Resolution) and 18.4 (Governing Law) shall survive any termination or expiration of this Agreement.
16.10 Limitation. You and Pedal each agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the use of our Platform or this Agreement must be filed within one (1) year after the claim or cause of action arose or be forever barred.
16.11 Titles. The section titles in this Agreement are for convenience only and have no legal or contractual effect.
17. Disclosures; Violations
The Platform offered under this Agreement is offered by Cars!Cars! Inc., 701 S Howard Ave Ste 106-325 Tampa, FL 33606. Please report any violations of this Agreement by sending a notice of the violation by postal mail or email, as follows:
Postal Address: 701 S Howard Ave Ste 106-325 Tampa, FL 33606
or email us at email@example.com