You are solely responsible for your use of and activity in relation to the Services and/or Application. Your permission to use the Services and/or Application is conditioned upon the following use and conduct restrictions. You agree that you will not under any circumstances:
If you are a driver and intend to offer rides, you represent, warrant and agree that:
You agree to protect the Services and/or Application, and their proprietary content, information and other materials, from any unauthorized access or use, and you agree that you will not use the Services and/or Application or such proprietary content, information or other materials except as expressly permitted herein or expressly authorized in writing by Wheeli. Except as specifically permitted herein or expressly authorized in writing by Wheeli, you agree that you will not directly or indirectly: (a) distribute, sell, transfer, rent, lease, sublicense or otherwise exploit the Services and/or Application in any unauthorized manner; or (b) copy, reproduce, adapt, create derivative works of, translate, localize, port or otherwise modify the Services and/or Application, any updates, or any part thereof in any form or manner or by any means. You understand and agree that you are not permitted to: (x) remove or alter any copyright or other proprietary rights’ notice or restrictive rights legend contained or included in the Services and/or Application; (y) use any means to discover the trade secrets in the Services and/or Application; or (z) otherwise circumvent any functionality that controls access to or otherwise protects the Services and/or Application. Any attempt to do any of the foregoing is a violation of the rights of Wheeli and its affiliates and licensors. If you breach these restrictions, you may be subject to legal action and damages.
All text, graphics, editorial content, data, formatting, graphs, designs, HTML, look and feel, photographs, music, sounds, images, software, videos, designs, typefaces and other content (collectively “Proprietary Material”) that you see or read through the Services and/or Application is owned by Wheeli or its affiliates or licensors, excluding user generated content and Your Content (as defined herein) that Wheeli has the right to use. Proprietary Material is protected in all forms, media and technologies now known or hereinafter developed. Wheeli owns all Proprietary Material, as well as the coordination, selection, arrangement and enhancement of such Proprietary Material as a collective work under the United States Copyright Act, as amended. The Proprietary Material is protected by the domestic and international laws of copyright, patents, and other proprietary rights and laws. You may not copy, download, use, redesign, reconfigure, or retransmit anything from the Services and/or Application without Wheeli’s express prior written consent and, if applicable, the prior written consent of the holder of the rights to the user-generated content. Any use of such Proprietary Material, other than as permitted therein, is expressly prohibited without the prior written consent of Wheeli and, if applicable, the holder of the rights to the user-generated content. The service marks and trademarks of Wheeli are service marks owned by Wheeli. Any other trademarks, service marks, logos and/or trade names appearing via the Services and/or Application are the property of their respective owners. You may not copy or use any of these marks, logos or trade names without the express prior written consent of the owner.
You hereby acknowledge that any and all (i) suggestions for correction, change and modification to the Services and/or Application and other feedback (including but not limited to quotations of written or oral feedback), information and reports provided to Wheeli by you (collectively “Feedback”), and all (ii) improvements, updates, modifications or enhancements, whether made, created or developed by Wheeli or otherwise relating to Services and/or Application (collectively, “Revisions”), are and will remain the property of Wheeli. You authorize Wheeli to treat any User Content as non-confidential and non-proprietary. You acknowledge and expressly agree that any contribution of Feedback or Revisions does not and will not give or grant you any right, title or interest in the Services and/or Application or in any such Feedback or Revisions. All Feedback and Revisions become the sole and exclusive property of Wheeli and Wheeli may use and disclose Feedback and/or Revisions in any manner and for any purpose whatsoever without further notice or compensation to you and without retention by you of any proprietary or other right or claim. You hereby assign to Wheeli any and all right, title and interest (including, but not limited to, any patent, copyright, trade secret, trademark, show-how, know-how, moral rights and any and all other intellectual property right) that you may have in and to any and all Feedback and Revisions. At Wheeli’s request, you will execute any document, registration or filing required to give effect to the foregoing assignment.
The Application may contain links to other websites (“Third Party Sites”) as well as articles, photographs, text, graphics, pictures, designs, sound, video, information, 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, veracity, appropriateness, or completeness by us, and we are not responsible for any Third Party Sites accessed through the Application or any Third Party Content posted on or available through the Application, including the content, accuracy, offensiveness, opinions, reliability, privacy practices or other policies of or contained in the Third Party Sites or the Third Party Content. Inclusion of, linking to or permitting the use of any Third Party Site or any Third Party Content does not imply approval or endorsement thereof by Wheeli. If you decide to leave the Application and access the Third Party Sites or to access or use any Third Party Content, you do so at your own risk and you should be aware that our terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any site to which you navigate from the Application or relating to any applications you use or install from the site.
Payment processing services on Wheeli are provided by Stripe and are subject to the Stripe Connected Account Agreement, which includes the Stripe Terms of Service (collectively, the “Stripe Services Agreement”). By agreeing to these terms or continuing to use Wheeli, you agree to be bound by the Stripe Services Agreement, as the same may be modified by Stripe from time to time. As a condition of Wheeli enabling payment processing services through Stripe, you agree to provide Wheeli accurate and complete information about you, and you authorize Wheeli to share it and transaction information related to your use of the payment processing services provided by Stripe.
Termination of Repeat Infringer Accounts. Wheeli respects the intellectual property rights of others and requests that users do the same. Pursuant to 17 U.S.C. 512(i) of the United States Copyright Act, Wheeli has adopted and implemented a policy that provides for the termination in appropriate circumstances of users of the Service and/or Application who are repeat infringers. Wheeli may terminate access for participants or users who are found repeatedly to provide or post protected third party content without necessary rights and permissions.
If you are a copyright owner or an agent thereof and believe, in good faith, that any materials on the Application infringe upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act (see 17 U.S.C 512) (“DMCA”) by sending the following information in writing to Wheeli’s designated copyright agent at Wheeli Corporation, 3333 Henry Hudson PKWY Suite #2G, Riverdale, NY, 10463:
1. The date of your notification;
2. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
3. A description of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
4. A description of the material that is claimed to be infringing or to be the subject of infringing activity and information sufficient to enable us to locate such work;
5. Information reasonably sufficient to permit the service provider to contact you, such as an address, telephone number, and/or email address;
6. A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
7. A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
If you believe that Your Content that has been removed from the Application is not infringing, or that you have the authorization from the copyright owner, the copyright owner’s agent, or pursuant to the law, to post and use the content in Your Content, you may send a counter-notice containing the following information to our copyright agent using the contact information set forth above:
1. Your physical or electronic signature;
2. A description of the content that has been removed and the location at which the content appeared before it was removed;
3. A statement that you have a good faith belief that the content was removed as a result of mistake or a misidentification of the content; and
4. Your name, address, telephone number, and email address, a statement that you consent to the jurisdiction of the federal court in the Southern District of New York and a statement that you will accept service of process from the person who provided notification of the alleged infringement.
If a counter-notice is received by the Wheeli copyright agent, Wheeli may send a copy of the counter-notice to the original complaining party informing such person that it may reinstate the removed content in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member or user, the removed content may (in Wheeli’s discretion) be reinstated on the Application in 10 to 14 business days or more after receipt of the counter-notice.
The Application may be unavailable from time to time for maintenance or other reasons. Wheeli shall have no responsibility for any interruption, delay in operation or transmission, theft or destruction of, unauthorized access to, or alteration of, any content made available via the Application. Without limiting the foregoing, Wheeli, its affiliates or licensors warrant that access to the Services and/or Application will be uninterrupted or that the Services and/or Application will be error-free; nor do they make any warranty as to the results that may be obtained from the use of the Services and/or Application. None of Wheeli, its affiliates or licensors warrant that the Service and/or Application is free from viruses, worms, Trojan horses or other harmful components. None of Wheeli, its affiliates or licensors is responsible for the conduct, whether online or offline, of you or any user.
ALL USE OF THE SERVICES AND/OR APPLICATION IS ENTIRELY AT YOUR OWN RISK. THE SERVICES and/or Application AND ANY CONTENT AND INFORMATION PRESENTED ON THE SITE OR VIA THE SERVICES and/or Application ARE PROVIDED ON AN “AS IS,” “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, TIMELINESS, ACCURACY, COMPLETENESS, RELIABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT OR SAFETY. WHEELI MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE SERVICES and/or Application, OR THE CONTENT OF THE SERVICES AND/OR APPLICATION, INCLUDING ANY CONTENT, REPRESENTATIONS OR INFORMATION PROVIDED BY USERS, OR ANY WEBSITES LINKED TO THE SERVICES AND/OR APPLICATION AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, AND (II) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN. WHEELI DOES NOT WARRANT, ENDORSE, GUARANTEE OR ASSUME RESPONSIBILITY FOR ANY SERVICE OR PRODUCT ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICES and/or Application OR ANY HYPERLINKED WEBSITE OR FEATURED IN ANY BANNER OR OTHER ADVERTISING AND WHEELI WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES, OTHER THAN AS EXPRESSLY PROVIDED HEREIN. WHEELI DOES NOT WARRANT, ENDORSE, GUARANTEE OR ASSUME RESPONSIBILITY FOR ANY DRIVER OR PASSENGER WHO USES THE SERVICES AND/OR APPLICATION INCLUDING, WITHOUT LIMITATION, THE SAFETY RECORD, INSURANCE RECORD, DRIVING HISTORY, BACKGROUND (CRIMINAL OR OTHERWISE) OR HISTORY OF ANY PERSON, OR THE CONDITION OF ANY VEHICLE OPERATED BY ANY PERSON WHO USES THE SERVICES AND/OR APPLICATION.
You acknowledge that people participating in public or semi-public spaces on the Services and/or Application occasionally post content or material, or make statements, whether intentionally or unintentionally, that are inaccurate, defamatory, misleading, wrongful, illegal or deceptive. We neither endorse nor are responsible for such submissions or statements, or for any opinion, advice, information or other utterance made or displayed on the Services and/or Application by any third person. The opinions posted by others reflect solely the opinion(s) of those participants and do not necessarily reflect the opinion(s) of Wheeli. We have no obligation to monitor the Services and/or Application or any submissions or other materials that you or other third persons or parties transmit or post on the Services and/or Application.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES SO SOME OR ALL OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.LIMITATION OF LIABILITY UNDER NO CIRCUMSTANCES WILL WHEELI OR ITS AFFILIATES OR ITS OR THEIR DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS BE LIABLE TO YOU OR ANY THIRD PERSON FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING, WITHOUT LIMITATION, FOR ANY LOSS OF PROFIT, REVENUE, GOODWILL, BUSINESS OPPORTUNITY OR ANTICIPATED SAVINGS OR LOST DATA ARISING FROM YOUR USE OF THE SERVICES AND/OR APPLICATION, OR ANY OF THE APPLICATION CONTENT OR OTHER MATERIALS ON, ACCESSED THROUGH OR DOWNLOADED FROM THE APPLICATION, OR FOR ANY PHYSICAL DAMAGE, BODILY INJURY, DEATH, EMOTIONAL DISTRESS OR DISCOMFORT ARISING OUT OF OR RELATING TO USE OF THE SERVICES AND/OR APPLICATION (INCLUDING, WITHOUT LIMITATION, ANY RIDE OBTAINED OR PROVIDED THROUGH THE SERVICES and/or Application), EVEN IF WHEELI IS AWARE OR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. WITHOUT LIMITING THE FOREGOING, WHEELI SHALL HAVE NO LIABILITY FOR ANY LOSS OR DAMAGE ARISING FROM OR IN RELATION TO THE DISCLOSURE OR DISPLAY OF ANY CONTENT YOU POST OR SUBMIT TO THE SERVICES AND/OR APPLICATION OR FROM ANY INTERACTIONS WITH WHEELI OR ANY OTHER USE OF THE SERVICES AND/OR APPLICATION. YOU ACKNOWLEDGE AND AGREE THAT WHEELI DOES NOT PROVIDE TRANSPORTATION SERVICES AND IS NOT A TRANSPORTATION CARRIER. WHEELI EXPRESSLY DISCLAIMS ANY LIABILITY RELATED TO ANY TRANSPORTATION SERVICES PROVIDED TO YOU, INCLUDING AS PASSENGER OR DRIVER, BY ANY USER OF THE SERVICES AND/OR APPLICATION.
YOU AGREE THAT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY PROBLEMS OR DISSATISFACTION WITH WHEELI’S SERVICES AND/OR APPLICATION IS TERMINATION AND DISCONTINUATION OF THE USE OF THE SITE AND SERVICES and/or Application.
If you have a dispute with one or more Users or any other third party resulting from or arising out of or in connection with your use of the Service and/or Application, you release us (and our officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. If you are a California resident, you waive California Civil Code §1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.”
Some states do not allow the exclusion or limitation of liability for incidental or consequential damages, so the above limitation or exclusion may not apply to you.
If you intend to seek arbitration you must first send written notice to Wheeli’s Customer Service Center of your intent to arbitrate (“Notice”). The Notice to Wheeli should be sent by any of the following means: (i) electronic mail to email@example.com; or (ii) sending the Notice by U.S. Postal Service certified mail to Henry Hudson PKWY Suite #2G, Riverdale, NY, 10463. The Notice must (x) describe the nature and basis of the claim or dispute; and (y) set forth the specific relief sought. The arbitration will be conducted by the American Arbitration Association (“AAA”) under its rules, including the AAA’s Supplementary Procedures for Consumer-Related Disputes. The AAA’s rules are available at www.adr.org or by calling 1-800-778-7879. The seat or legal place of arbitration shall be New York, New York.
Except as otherwise provided for herein, Wheeli may elect to pay all AAA filing, administration and arbitrator fees. If, however, the arbitrator finds that either the substance of your claim or the relief sought is improper or not warranted, as measured by the standards set forth in Federal Rule of Civil Procedure 11(b), then the payment of all such fees shall be governed by the AAA Rules. In such case, you agree to reimburse Wheeli for all monies previously disbursed by us that are otherwise your obligation to pay under the AAA Rules. If the arbitrator grants relief to you that is equal to or greater than the value of your demand, Wheeli shall reimburse you for your reasonable attorneys’ fees and expenses incurred for the arbitration.
WE EACH AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED OR REPRESENTATIVE ACTION. If for any reason a claim proceeds in court rather than in arbitration we EACH WAIVE ANY RIGHT TO A JURY TRIAL. We also both agree that you or we may bring suit in court for injunctive relief, including to enjoin infringement or other misuse of intellectual property rights.
Notices. Any notices or communication required or permitted to be given to you shall be in writing and shall be sufficiently given if delivered by email or mailed to you at the email or postage address provided to Wheeli in your completed registration or as updated by you and on file with Wheeli. Any notices or communication required or permitted to be given to Wheeli shall be in writing and shall be sufficiently given if delivered via email or mailed as follows:
Any notice delivered via email shall be deemed to have been received on the first business day after which it was sent, unless the sending party is notified that the email address is invalid. Any notice sent by letter shall be deemed to have been received on the fourth business day after it was posted.
Mobile Services. While accessing the Application via your mobile device, please be aware that your carrier’s normal rates and fees will apply.