These Terms of Service constitute a legally binding agreement (the “Agreement”) between you (“you” or “User”) and Tremp, LLC., its parents, subsidiaries, representatives, affiliates, officers and directors (collectively, “Tremp,” “we,” “us” or “our”) governing your use of Tremp services (the “Tremp Service”), the Tremp website and technology platform (collectively, the “Tremp Platform”).

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 PLEASE BE ADVISED: THIS AGREEMENT CONTAINS PROVISIONS THAT GOVERN HOW CLAIMS BETWEEN YOU AND TREMP CAN BE BROUGHT. THESE PROVISIONS WILL, WITH LIMITED EXCEPTION, REQUIRE YOU TO SUBMIT CLAIMS YOU HAVE AGAINST TREMP TO BINDING AND FINAL ARBITRATION ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS, GROUP OR REPRESENTATIVE ACTION OR PROCEEDING.

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 By entering into this Agreement, and/or by accessing, downloading or using the Tremp Platform you expressly acknowledge that you understand this Agreement (including the dispute resolution and arbitration provisions) and accept all of its terms. IF YOU DO NOT AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT, YOU MAY NOT USE OR ACCESS THE TREMP PLATFORM OR ANY OF THE SERVICES PROVIDED THROUGH THE TREMP PLATFORM. If you use the Tremp Platform in another country, you agree to be subject to Tremp's terms of service for that country.

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 When using the Tremp Platform, you also agree to conduct yourself in accordance with the third party ride share company’s Terms of Service, which are incorporated by reference herein and are deemed to form part of this Agreement between you and Tremp.

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 The Tremp Platform

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 The Tremp Platform provides the ability for persons who seek transportation to certain destinations (“Riders”) to be matched with one or more third party ride share companies (“TPRS Companies”) for transportation options to such destinations. Riders are collectively referred to herein as “Riders,” and the driving services provided to Riders shall be referred to herein as “Rideshare Service(s).” As a User, you authorize Tremp to match you with TPRS Companies based on factors such as your location, the requested location that you will be picked up for any ride, the estimated time that you will be picked up for any ride, your destination, User preferences, driver mode, and platform efficiency, and to cancel an existing match and/or rematch you with TPRS Companies based on the same considerations. Any decision by a User to offer or accept Rideshare Services is made in such User’s sole discretion. Each Rideshare Service provided by TPRS Companies to a User shall constitute a separate agreement between such persons.

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 Modification to the Agreement

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 Tremp may, in its sole discretion, modify this Agreement at any time effective upon posting the modified Agreement on pages referenced in the hyperlinks from this Agreement, with or without additional notice to you, and such modifications shall become effective on posting. You are responsible for regularly reviewing information posted on the Tremp Platform to obtain timely notice of such changes. If you do not agree to the amended terms, you agree to immediately stop using the Tremp Platform and Rideshare Services, and to provide Tremp notice to remove you from any distribution lists or other communication lists that are available to you through your use of the Tremp Platform and Rideshare Services. YOUR CONTINUED USE OF THE TREMP PLATFORM AND RIDESHARE SERVICES AFTER SUCH POSTING (OR OTHER NOTIFICATION, IF ANY) MEANS YOU ACCEPT AND AGREE TO BE BOUND BY THE MODIFIED AGREEMENT. 

 

Eligibility/ User Account

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 The Tremp Platform may only be used by individuals who have the right and authority to enter into this Agreement and are fully able and competent to satisfy the terms, conditions, and obligations herein. The Tremp Platform is not available to Users who have had their User account temporarily or permanently deactivated.

 

 To use the Tremp Platform, each User shall create a User account.  As a condition of your use of the Tremp Platform, we may require that you provide login information such as a username and password to access and utilize your account; and a valid credit or debit card. As a condition of your use of the Tremp Platform, you agree to (a) provide Tremp with true, accurate, current and complete information as prompted by the Tremp registration forms, when registering for or using the Tremp Platform and (b) update and maintain the truthfulness, accuracy and completeness of such information. You are responsible for maintaining the confidentiality of any password or other account information not generally available to others and are fully responsible for all activities that occur under your username and password.  Each person may only create one User account, and Tremp reserves the right to deactivate any additional or duplicate accounts. Your participation in certain Tremp programs and use of certain Tremp products or services may be subject to additional eligibility requirements as determined by Tremp.

 

 By becoming a User, you represent and warrant that you are at least 18 years old. 

 

Charges For Rideshare Services

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 As a Rider, you understand that your request or use of Rideshare Services will result in charges to you (“Charges”). Charges for Rideshare Services include fares and other applicable fees, tolls, surcharges and taxes as set by the TPRS Companies, plus any tips to the driver that you elect to pay, together with the Tremp administration fee (“Tremp Fee”).  Tremp has the authority and reserves the right to determine and modify the Tremp Fee by posting applicable pricing on the Tremp Website www.tremp.me  or by quoting you a price for a specific ride at the time you make a request for Rideshare Services. Pricing for any Rideshare Services may vary based on the type of service you request (e.g., shared, economy, extra seats, luxury) as determined by the TPRS Companies.  You are responsible for reviewing the applicable price quote for any Rideshare Services and shall be responsible for all Charges incurred under your User account regardless of whether you receive contemporaneous notice of such Charges or the amounts thereof.

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Fares:

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•  Quoted Fares. In some cases Tremp may quote you a fare at the time of your request for Rideshare Services. The quote is subject to change until the Rideshare Service request is confirmed. If during your ride you change your destination, make multiple stops, or attempt to abuse the Tremp Platform, Tremp or the TPRS Companies may cancel the fare quote and charge you a variable fare based on the time and distance of your ride. Tremp does not guarantee that the quoted fare price will be equal to a variable fare for the same ride. Quoted Fares may include additional Fees and Other Charges (defined hereinbelow), as applicable.

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Fees and Other Charges:

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•  Service Fee. You may be charged a “Service Fee” for each use of Rideshare Services, as set forth by the TPRS Companies.

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• Prime Time. At certain times, including times of high demand for Rideshare Services (“Prime Time”), you acknowledge that Charges may increase substantially. 

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•  Cancellation Fee. After requesting Rideshare Services, you may cancel your request through Tremp , but note that in certain cases a cancellation fee may apply. You may also be charged if you request Rideshare Services but do not use them. 

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•  Damage Fee. If you cause material damage to any vehicle during your use of Rideshare Services, as reported by the TPRS Companies, you may be charged a “Damage Fee” of up to $250 depending on the extent of the damage (as assessed and determined by the TPRS Companies in their sole discretion), towards vehicle repair or cleaning. Tremp reserves the right (but is not obligated) to verify or otherwise require documentation of damages prior to processing the Damage Fee. 

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•  Tolls. In some instances tolls (or return tolls) may apply to your use of Rideshare Services. We do not guarantee that the amount charged by Tremp will match the toll charged to the TPRS Companies, if any.

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•  Other Charges. Other fees and surcharges may apply to your use of Rideshare Services, including: actual or anticipated airport fees, state or local fees, or event fees as determined by TPRS Companies, Tremp or its marketing partners. In addition, where required by law, the TPRS Companies will collect applicable taxes associated with your use of Rideshare Services.

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•  Tips. Following any use of Rideshare Services, you may elect to tip the driver in cash or through the Tremp Platform. You may also elect to set a default tip amount or percentage through the Tremp Platform

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General Charge Information:

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•  Facilitation of Charges. All Charges for Rideshare Services are facilitated through a third-party payment processor (e.g., First Data, Stripe, Inc., or Braintree, a division of PayPal, Inc.). Tremp may replace its third-party payment processor without notice to you. Charges shall only be made through the Tremp Platform. With the exception of tips, cash payments for Rideshare Services are strictly prohibited. Your payment of Charges to Tremp satisfies your payment obligation for your use of the Tremp Platform and Rideshare Services. Certain Charges may be collectively billed as a single purchase transaction to your selected payment method based on the payment frequency indicated in your Tremp account settings. If you do not recognize any Rideshare Services transaction, you should review your Rideshare Services receipts and Tremp payment history.

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•  No Refunds. All Charges are non-refundable. This no-refund policy shall apply at all times regardless of your decision to terminate usage of the Tremp Platform, any disruption to the Tremp Platform or Rideshare Services, or any other reason whatsoever.

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•  Credit Card Authorization. Upon addition of a new payment method or each request for Rideshare Services, Tremp may seek authorization of your selected payment method for verification purposes, to ensure the ride cost will be covered, and to protect against unauthorized Tremp account use. The authorization is not a charge; however, it may reduce your available credit in the authorization amount until your bank’s next processing cycle. Should the amount of Tremp’s authorization exceed the total funds on deposit in your bank account, you may be subject to overdraft or NSF charges by the bank issuing your debit or prepaid card. Tremp cannot be held responsible for these charges and is unable to assist you in recovering them from your issuing bank.

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Tremp Communications

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 By entering into this Agreement and using the Tremp Platform, you agree to receive communications from us and the TPRS Companies, or communications related to the Tremp Platform at any of the phone numbers provided to Tremp by you or on your behalf, including via e-mail, text message, calls, and push notifications. You agree that texts, calls or prerecorded messages may be generated by automatic telephone dialing systems. Communications from Tremp, its affiliated companies and/or drivers, may include but are not limited to: operational communications concerning your User account or use of the Tremp Platform or Rideshare Services, updates concerning new and existing features on the Tremp Platform, communications concerning marketing or promotions run by us or our third-party partners, and news concerning Tremp and industry developments. If you change or deactivate the phone number provided to Tremp upon registration, you agree to update your account information to help prevent us from inadvertently communicating with anyone who acquires your old number. Standard text messaging charges applied by your cell phone carrier will apply to text messages we send.

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 IF YOU WISH TO OPT OUT OF PROMOTIONAL EMAILS, YOU CAN UNSUBSCRIBE FROM OUR PROMOTIONAL EMAIL LIST BY FOLLOWING THE UNSUBSCRIBE OPTIONS IN THE PROMOTIONAL EMAIL ITSELF. IF YOU WISH TO OPT OUT OF ALL TEXTS OR CALLS FROM TREMP (INCLUDING OPERATIONAL OR TRANSACTIONAL TEXTS OR CALLS), YOU CAN CONTACT TREMP VIA EMAIL AT INFO@TREMP.ME; HOWEVER, YOU ACKNOWLEDGE THAT OPTING OUT OF RECEIVING ALL TEXTS MAY IMPACT YOUR USE OF THE TREMP PLATFORM OR RELATED SERVICES.

 

Your Account Information

 

 For the purposes of this Agreement, your information is any information you provide, publish or post to or through the Tremp Platform (including any profile information you provide) or send to other Users (including via in-application feedback, any email feature, or through any Tremp-related Facebook, Twitter or other social media posting) (your “Information”). You consent to us using your Information to create a User account that will allow you to use the Tremp Platform and participate in the Rideshare Services. Our collection and use of personal information in connection with the Tremp Platform and Rideshare Services is as provided in Tremp’s Privacy Policy located at www.Tremp.com/privacy-policy. You are solely responsible for your Information and your interactions with other members of the public, and we act only as a passive conduit for your online posting of your Information. You agree to provide and maintain accurate, current and complete information and that we and other members of the public may rely on your Information as accurate, current and complete. To enable Tremp to use your Information for the purposes described in the Privacy Policy and this Agreement, you grant to us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, transferable, sub-licensable (through multiple tiers) right and license to exercise the copyright, publicity, and database rights you have in your Information, and to use, copy, perform, display and distribute such Information to prepare derivative works, or incorporate into other works, such Information, in any media now known or not currently known. Tremp does not assert any ownership over your Information; rather, as between you and Tremp, subject to the rights granted to us in this Agreement, you retain full ownership of all of your Information and any intellectual property rights or other proprietary rights associated with your Information.

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Promotions, Referrals, and Loyalty Programs

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 Tremp, at its sole discretion, may make available promotions, referral programs (“Referral Programs”) and loyalty programs with different features to any Users or prospective Users. These promotions and programs, unless made to you, shall have no bearing whatsoever on your Agreement or relationship with Tremp. Tremp reserves the right to withhold or deduct credits or benefits obtained through a promotion or program in the event that Tremp determines or believes that the redemption of the promotion or receipt of the credit or benefit was in error, fraudulent, illegal, or in violation of the applicable promotion or program terms or this Agreement. Tremp reserves the right to terminate, discontinue or cancel any promotions or programs at any time and in its sole discretion without notice to you.

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Restricted Activities

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With respect to your use of the Tremp Platform and your participation in the Rideshare Services, you agree that you will not:

a. impersonate any person or entity;

b. stalk, threaten, or otherwise harass any person, or carry any weapons;

c. violate any law, statute, rule, permit, ordinance or regulation;

d. interfere with or disrupt the Tremp Platform or the servers or networks connected to the Tremp Platform;

e. post Information or interact on the Tremp Platform or Rideshare Services in a manner which is fraudulent, libelous, abusive, obscene, profane, sexually oriented, harassing, or illegal;

f. use the Tremp Platform in any way that infringes any third party’s rights, including: intellectual property rights, copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy;

g. post, email or otherwise transmit any malicious code, files or programs designed to interrupt, damage, destroy or limit the functionality of the Tremp Platform or any computer software or hardware or telecommunications equipment or surreptitiously intercept or expropriate any system, data or personal information;

h. forge headers or otherwise manipulate identifiers in order to disguise the origin of any information transmitted through the Tremp Platform;

i. “frame” or “mirror” any part of the Tremp Platform, without our prior written authorization or use meta tags or code or other devices containing any reference to us in order to direct any person to any other web site for any purpose;

j. modify, adapt, translate, reverse engineer, decipher, decompile or otherwise disassemble any portion of the Tremp Platform;

k. rent, lease, lend, sell, redistribute, license or sublicense the Tremp Platform or access to any portion of the Tremp Platform;

l. use any robot, spider, site search/retrieval application, or other manual or automatic device or process to retrieve, index, scrape, “data mine”, or in any way reproduce or circumvent the navigational structure or presentation of the Tremp Platform or its contents;

m. link directly or indirectly to any other web sites;

n. transfer or sell your User account, password and/or identification, or any other User's Information to any other party;

o. discriminate against or harass anyone on the basis of race, national origin, religion, gender, gender identity or expression, physical or mental disability, medical condition, marital status, age or sexual orientation;

p. violate any of the Referral Program rules if you participate in the Referral Program; or

q. cause any third party to engage in the restricted activities above.

r. Attempt to knowingly book Rideshare Services  with an invalid credit or debit card  or  insufficient funds

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Intellectual Property

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 Tremp, the Tremp Platform and all associated graphics, logos, designs, page headers, button icons, scripts, and service names are the trademarks or trade dress of Tremp in the U.S. and/or other countries. These trademarks and trade dress may not be used, including as part of trademarks and/or as part of domain names, keyword advertisements, or email addresses, or in connection with any product or service in any manner that is likely to cause confusion.

 

 You should assume all content and material made available on the Tremp Platform is protected by copyright law. Aside from User-submitted content, all other materials and other information on the Tremp Platform, including, but not limited to, all text, graphics, logos, icons, images, audio and video clips, downloads, data compilations and software are the exclusive property of Tremp and/or its licensors and are protected by all United States and international copyright laws.

 

 Tremp respects the intellectual property of others, and expects Users to do the same. If you believe, in good faith, that any materials on the Tremp Platform infringe upon your copyrights, please contact us to make a copyright complaint.

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Disclaimers

 

 The following disclaimers are made on behalf of Tremp, our affiliates, subsidiaries, parents, successors and assigns, and each of our respective officers, directors, employees, agents, and shareholders.

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 Tremp does not provide transportation services, and Tremp is not a transportation carrier. Tremp is not a common carrier or public carrier. It is the responsibility of the TPRS Companies and/or their drivers to determine whether or not to offer Rideshare Services to a User through the Tremp Platform, and it is up to the User to decide whether or not to accept Rideshare Services from any TPRS Companies or driver engaged through the Tremp Platform. We cannot ensure that the TPRS Companies, driver or User will successfully complete any arranged Rideshare Services.  We have no control over the quality or safety of the transportation that occurs in connection with the use of the Rideshare Services or the Tremp Platform. Tremp is not responsible for the damages of any party associated with the Rideshare Services. 

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 The Tremp Platform is provided on an “as is” basis and without any warranty or condition, express, implied or statutory. We do not guarantee and do not promise any specific results from use of the Tremp Platform and/or the Rideshare Services, including the ability to provide or receive Rideshare Services at any given location or time. Tremp reserves the right, for example, to limit or eliminate access to the Tremp Platform for Rideshare Services in specific geographic areas and/or at specific times based on commercial viability, public health concerns, or changes in law. To the fullest extent permitted by law, we specifically disclaim any implied warranties of title, merchantability, fitness for a particular purpose and non-infringement. Some states do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you.

We do not warrant that your use of the Tremp Platform or Rideshare Services will be accurate, complete, reliable, current, timely, safe, secure, uninterrupted, always available, or error-free, or will meet your requirements, that any defects in the Tremp Platform will be corrected, or that the Tremp Platform is free of viruses or other harmful components. We disclaim liability for, and no warranty is made with respect to, connectivity and availability of the Tremp Platform or Rideshare Services.

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 We cannot guarantee that each User or driver is who he or she claims or represents to be. Please use common sense when using the Tremp Platform and Rideshare Services, including, if applicable, looking at any available photos to verify the identities of drivers engaged by the TPRS Companies to provide Rideshare Services. Please note that there are also risks of dealing with underage persons or people acting under false pretenses, and we do not accept responsibility or liability for any content, communication or other use or access of the Tremp Platform by persons under the age of 18 in violation of this Agreement. We encourage you to communicate directly with the TPRS Companies and each potential driver prior to engaging in an arranged Rideshare Service. 

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 Tremp is not responsible for the conduct, whether online or offline, of any User of the Tremp Platform or Rideshare Services. You are solely responsible for your interactions with other Users. We do not procure insurance for, nor are we responsible for, personal belongings left in any vehicles by Users of Rideshare Services.  By using the Tremp Platform and participating in the Rideshare Services, you agree to accept such risks and agree that Tremp is not responsible for the acts or omissions of Users on the Tremp Platform or participating in the Rideshare Services.

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 You are responsible for the use of your User account and Tremp expressly disclaims any liability arising from the unauthorized use of your User account. Should you suspect that any unauthorized party may be using your User account or you suspect any other breach of security, you agree to notify us immediately.

It is possible for third parties to obtain information about you that you provide, publish or post to or through the Tremp Platform (including any profile information you provide), send to other Users, or share during the Rideshare Services, and to use such information to harass or harm you. We are not responsible for the use of any personal information that you disclose to other Users on the Tremp Platform or through the Rideshare Services. Please carefully select the type of information that you post on the Tremp Platform or through the Rideshare Services or release to others. We disclaim all liability, regardless of the form of action, for the acts or omissions of other Users (including unauthorized users, or “hackers”).

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 Opinions, advice, statements, offers, or other information or content concerning Tremp or made available through the Tremp Platform, but not directly by us, are those of their respective authors, and should not necessarily be relied upon. Such authors are solely responsible for such content. Under no circumstances will we be responsible for any loss or damage resulting from your reliance on information or other content posted by third parties, whether on the Tremp Platform or otherwise. We reserve the right, but we have no obligation, to monitor the materials posted on the Tremp Platform and remove any such material that in our sole opinion violates, or is alleged to violate, the law or this agreement or which might be offensive, illegal, or that might violate the rights, harm, or threaten the safety of Users or others.

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 Location data provided by the Tremp Platform 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. Neither Tremp, nor any of its content providers, guarantees the availability, accuracy, completeness, reliability, or timeliness of location data tracked or displayed by the Tremp Platform. Any of your Information, including geolocational data, you upload, provide, or post on the Tremp Platform may be accessible to Tremp and certain Users of the Tremp Platform.

 

 Tremp advises you to use the Tremp Platform with a sms or data plan with unlimited or very high usage limits, and Tremp shall not be responsible or liable for any fees, costs, or overage charges associated with any sms or data plan you use to access the Tremp Platform.

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 Tremp shall not be in breach of this Agreement nor liable for failure or delay in performing obligations under this Agreement if such failure or delay results from events, circumstances or causes beyond its reasonable control including (without limitation) natural disasters or acts of God; acts of terrorism; labor disputes or stoppages; war; government action; epidemic or pandemic; chemical or biological contamination; strikes, riots, or acts of domestic or international terrorism; quarantines; national or regional emergencies; or any other cause, whether similar in kind to the foregoing or otherwise, beyond Tremp’s reasonable control. All service dates under this Agreement affected by force majeure shall be tolled for the duration of such force majeure. The parties hereby agree, when feasible, not to cancel but reschedule the pertinent obligations as soon as practicable after the force majeure condition ceases to exist.

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Indemnity

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 You agree to defend, indemnify, and hold Tremp including our affiliates, subsidiaries, parents, successors and assigns, and each of our respective officers, directors, employees, agents, or shareholders harmless from any claims, actions, suits, losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of your use of the Tremp Platform and participation in the Rideshare Services, including: (1) your breach of this Agreement or the documents it incorporates by reference; (2) your violation while using Rideshare Services or the Tremp Platform of any law or the rights of a third party, including drivers, riders, other motorists and pedestrians, as a result of your own interaction with such third party; (3) any allegation that any materials that you submit to us or transmit through the Tremp Platform infringe or otherwise violate the copyright, trademark, trade secret or other intellectual property or other rights of any third party; and/or (4) any other activities in connection with the Rideshare Services. This indemnity shall be applicable without regard to the negligence of any party, including any indemnified person.

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Limitation of Liability

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 IN NO EVENT WILL TREMP, INCLUDING OUR AFFILIATES, SUBSIDIARIES, PARENTS, SUCCESSORS AND ASSIGNS, AND EACH OF OUR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR SHAREHOLDERS (COLLECTIVELY “TREMP” FOR PURPOSES OF THIS SECTION), BE LIABLE TO YOU FOR ANY DIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, TREBLE, CONSEQUENTIAL, OR INDIRECT DAMAGES (INCLUDING, WITHOUT LIMITATION, ANY DAMAGES FOR DELETION, CORRUPTION, LOSS OF DATA, LOSS OF PROGRAMS, FAILURE TO STORE ANY INFORMATION OR OTHER CONTENT MAINTAINED OR TRANSMITTED BY THE TREMP PLATFORM, SERVICE INTERRUPTIONS, OR FOR THE COST OF PROCUREMENT OF SUBSTITUTE SERVICES; AND ANY DAMAGES FOR PROPERTY LOSS OR PERSONAL INJURIES (INCLUDING WRONGFUL DEATH), INCURRED IN CONNECTION WITH ANY RIDESHARE SERVICES) ARISING OUT OF OR IN CONNECTION WITH THE TREMP PLATFORM, RIDESHARE SERVICES, OR THIS AGREEMENT, HOWEVER ARISING (INCLUDING NEGLIGENCE), EVEN IF WE OR OUR AGENTS OR REPRESENTATIVES KNOW OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE TREMP PLATFORM MAY BE USED BY YOU TO REQUEST AND SCHEDULE TRANSPORTATION, GOODS, OR OTHER SERVICES WITH THIRD-PARTY PROVIDERS, BUT YOU AGREE THAT TREMP HAS NO RESPONSIBILITY OR LIABILITY TO YOU RELATED TO ANY TRANSPORTATION, GOODS OR OTHER SERVICES PROVIDED TO YOU BY THIRD PARTY PROVIDERS OTHER THAN AS EXPRESSLY SET FORTH IN IN THIS AGREEMENT. CERTAIN JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.

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Term and Termination

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 Tremp may terminate your privilege to use or access the Tremp Platform and Rideshare Services immediately and without notice for any reason whatsoever. Upon such termination, you must immediately cease accessing or using the Tremp Platform and Rideshare Services, and agree not access or make use of, or attempt to use, the Tremp Platform and Rideshare Services. Furthermore, you acknowledge that Tremp reserves the right to take action -- technical, legal or otherwise -- to block, nullify or deny your ability to access the Tremp Platform and Rideshare Services.  You understand that Tremp may exercise this right in its sole discretion, and this right shall be in addition to and not in substitution for any other rights and remedies available to Tremp. 

 

 All provisions of this Agreement which by their nature should survive termination shall survive the termination of your access to the Tremp Platform and Rideshare Services, including, without limitation, provisions regarding ownership, warranty disclaimers, indemnity, and limitations of liability.

 

 Dispute Resolution and Arbitration Agreement

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 Informal Negotiations: 

To expedite resolution and reduce the cost of any dispute, controversy or claim, past, present, or future, between you and Tremp, including without limitation any dispute or claim related to or arising out of this Agreement, the Tremp Platform or the Rideshare Services ("Dispute"), you and Tremp may attempt to negotiate any Dispute informally before initiating any arbitration or court proceeding for a thirty day period. A party who intends to seek negotiation under this subsection must first send to the other a written notice of the dispute (“Notice”). The Notice must (1) describe the nature and basis of the claim or dispute; and (2) set forth the specific relief sought. All offers, promises, conduct and statements, whether oral or written, made in the course of the negotiation by any of the parties, their agents, employees, and attorneys are confidential, privileged and inadmissible for any purpose, including as evidence of liability or for impeachment, in 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 negotiation.

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 Your address for the Notice under this Section is your physical address that you have provided to Tremp.  Tremp’s address for such Notice  is: Tremp, LLC, 585 Prospect St Suite 301A, Lakewood, NJ 08701.

 

 Arbitration:

 If a Dispute is not resolved through informal negotiations, you and Tremp agree to resolve any and all Disputes (except those Disputes expressly excluded below) through final and binding arbitration ("Arbitration Agreement"). This Arbitration Agreement shall be governed by the Federal Arbitration Act (“FAA”), but if the FAA is inapplicable for any reason, then this Arbitration Agreement is governed by the laws of the State of New Jersey without regard to choice of law principles, and evidences a transaction involving commerce.  Except as expressly provided below, this Arbitration Agreement applies to all Disputes between you and Tremp, including our affiliates, subsidiaries, parents, successors and assigns, and each of our respective officers, directors, employees, agents, or shareholders. This Arbitration Agreement also applies to claims between you and Tremp’s service providers, including but not limited to payment processors; and such service providers shall be considered intended third-party beneficiaries of this Arbitration Agreement.

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 All disputes concerning the arbitrability of a Dispute (including disputes about the scope, applicability, enforceability, revocability or validity of the Arbitration Agreement) shall be decided by the arbitrator, except as expressly provided below.

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 BY AGREEING TO ARBITRATION, YOU UNDERSTAND THAT YOU AND TREMP ARE WAIVING THE RIGHT TO SUE IN COURT OR HAVE A JURY TRIAL FOR ALL CLAIMS, EXCEPT AS EXPRESSLY OTHERWISE PROVIDED IN THIS ARBITRATION AGREEMENT. This Arbitration Agreement is intended to require arbitration of every claim or dispute that can lawfully be arbitrated, except for those claims and disputes which by the terms of this Arbitration Agreement are expressly excluded from the requirement to arbitrate.

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 The arbitration will be commenced and conducted before a single arbitrator under the Commercial Arbitration Rules (the "AAA Rules") of the American Arbitration Association ("AAA") and, where appropriate, the AAA's Supplementary Procedures for Consumer Related Disputes ("AAA Consumer Rules"), both of which are available at the AAA website (www.adr.org). Your arbitration fees and your share of arbitrator compensation will be governed by the AAA Rules (and, where appropriate, limited by the AAA Consumer Rules). If you are unable to pay such costs, Tremp will pay all arbitration fees and expenses. Each party will pay the fees for his/her or its own attorneys, subject to any remedies to which that party may later be entitled under applicable law. The arbitrator will make a decision in writing. Additionally, the arbitrator, and not any federal, state, or local court or agency, shall have the exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability, or formation of this Arbitration Agreement. However, the preceding sentence shall not apply to the "Class Action Waiver" described in Subsection (4) below.

 

 Excluded Disputes:

 

 You and Tremp agree that the following Disputes are excluded from this Arbitration Agreement: (1) any Dispute seeking to enforce or protect, or concerning the validity of, any of your or our intellectual property rights; (2) individual claims in small claims court; (3) any claim that an applicable federal statute expressly states cannot be arbitrated; and (4) any claim for injunctive relief.

 

 Waiver of Right to be a Plaintiff or Class Member in a Class Action:

 

 To fullest extent permitted by applicable law, You and Tremp agree to bring any Dispute in arbitration on an individual basis only, and not as a class or collective action. There will be no right or authority for any Dispute to be brought, heard or arbitrated as a class or collective action ("Class Action Waiver"). Regardless of anything else in this Arbitration Agreement and/or the applicable AAA Rules or AAA Consumer Rules, the interpretation, applicability, enforceability or formation of the Class Action Waiver may only be determined by a court and not an arbitrator.

 

 Rules/Standards Governing Arbitration Proceeding:

 

A  party who wishes to arbitrate a Dispute covered by this Arbitration Agreement must initiate an arbitration proceeding no later than the expiration of the statute of limitations that applicable law prescribes for the claim asserted. The arbitrator shall apply the statute of limitations that would have applied if the Dispute had been brought in court. The arbitrator may award any remedy to which a party is entitled under applicable law, but remedies shall be limited to those that would be available to a party in their individual capacity, and no remedies that otherwise would be available to an individual under applicable law will be forfeited. The arbitrator is without authority to apply any different substantive law. The parties have the right (at their own  cost) to conduct adequate civil discovery and present witnesses and evidence as needed to present their cases and defenses, and any dispute in this regard shall be decided by the arbitrator. Unless the parties agree otherwise, the location of the arbitration proceeding shall take place in the county of your billing address.  If AAA arbitration is unavailable in your county, the arbitration hearings will take place in the nearest available location for a AAA arbitration. Your right to a hearing will be determined by the AAA Rules.  A court of competent jurisdiction shall have the authority to enter judgment upon the arbitrator's decision/award, provided that any award may be challenged in a court of competent jurisdiction. 

 

Severability:

 

 You and Tremp agree that if any portion of this Section entitled "Dispute Resolution and Arbitration Agreement” is found illegal or unenforceable, that portion will be severed, and the remainder of this Section will be given full force and effect.

 

Other Services

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 In addition to providing Rideshare Services, the Tremp Platform may enable Users to provide or receive services from other third parties. For example, Users may be able to use the Tremp Platform to plan and reserve rides on public transportation, take a ride in an autonomous vehicle provided by a third party, rent vehicles, or obtain financial services provided by third parties (collectively, the “Other Services”). You understand that the Other Services are subject to the terms and pricing of the third-party provider. If you choose to purchase Other Services through the Tremp Platform, you authorize Tremp to charge your payment method on file according to the pricing terms set by the third-party provider. You agree that Tremp is not responsible and may not be held liable for the Other Services or the actions or omissions of the third-party provider. Such Other Services may not be investigated, monitored or checked for accuracy, appropriateness, or completeness by us, and we are not responsible for any Other Services accessed through the Tremp Platform.

 

General

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 This Agreement shall be governed by the laws of the State of New Jersey without regard to choice of law principles. This choice of law provision is only intended to specify the use of New Jersey law to interpret this Agreement and is not intended to create any other substantive right to non-New Jersey residents to assert claims under New Jersey law whether by statute, common law, or otherwise. 

If any provision of this Agreement is or becomes invalid or non- binding, the parties shall remain bound by all other provisions of this Agreement. In that event, the parties shall replace the invalid or non-binding provision with provisions that are valid and binding and that have, to the greatest extent possible, a similar effect as the invalid or non-binding provision, given the contents and purpose of this Agreement. You agree that this Agreement and all incorporated agreements may be automatically assigned by Tremp, in our sole discretion by providing notice to you.

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 Except as explicitly stated otherwise, any notices to Tremp shall be given by certified mail, postage prepaid and return receipt requested to Tremp, LLC, 585 Prospect St Suite 301A, Lakewood, NJ 08701.  Any notices to you shall be provided to you through the Tremp Platform or given to you via the email address or physical address you provide to Tremp during the registration process.

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 Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. The words “include”, “includes” and “including” are deemed to be followed by the words “without limitation”. A party’s failure to act with respect to a breach by the other party does not constitute a waiver of the party’s right to act with respect to subsequent or similar breaches. 

This Agreement sets forth the entire understanding and agreement between you and Tremp with respect to the subject matter hereof and supersedes all previous understandings and agreements between the parties, whether oral or written.

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 If you have any questions regarding the Tremp Platform or Rideshare Services, please contact us at info@tremp.me.

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