Last updated: November 17th 2017
TERMS OF SERVICE
This Terms and Conditions Agreement (“Agreement”), as defined below, is a legally binding agreement made between you (“you,” “your”) and Carma Technology Corporation, located at 600 Congress Avenue, Floor 14, Austin, Texas as well as any of its worldwide subsidiaries (collectively, “Carma”, “we,” “us” or “our”), and You (the “User”). All Users are required to accept and comply with these terms and conditions set forth herein to use Carma’s software and / or hardware in accordance with the terms of this Agreement and subject to completing all applicable registration processes and reviews. By accepting the terms and conditions of this Agreement and using Services (as defined below) you accept and agree to comply with the terms and conditions of this Agreement, as it may be amended from time to time as provided herein.
IF YOU DO NOT ACCEPT ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT, THEN YOU ARE NOT AUTHORIZED TO USE ANY SERVICES.
If you have any questions regarding this Agreement, please contact us via email at firstname.lastname@example.org or by telephone Carma on +1 (415) 995-8588.
Carma reserves the right to change the terms of this Agreement, from time to time, or at any time, with or without notice. Unless we designate a different date for effectiveness, such changes will be effective immediately. You agree that continued use of Services constitutes acceptance of any amended terms and conditions in the Agreement.
Certain provisions of this Agreement and the Rules related to your use of our Services (as defined below) may vary based upon the jurisdiction in which you use Carma’s technology.
In this Agreement, the following definitions apply:
“Apps” means any software application developed by Carma for use by a User (e.g. Carma Smartphone App, Carma Web App).
“Agreement” means this User Agreement (with any amendments hereto), whether made available in print or electronically through Carma’s website or apps.
“Car Beacon” means any device assigned and provided by Carma to a User for the purpose of enabling near-field communications with other mobile devices (e.g. smartphone) running Carma software (e.g. Carma Smartphone App).
“Hardware” means any devices provided by Carma, including Car Beacons and Occupant Beacons.
“Occupant Beacon” means any device assigned and provided by Carma to a User, including a User’s child, for the purpose of enabling near-field communications with other mobile devices (e.g. smartphone) running Carma software (e.g. Carma Smartphone App).
“Product(s)” means the Car Beacon, Hardware, Smart Phone App, Occupant Beacon, Software, Smartphone App and Web App.
“Rules” means all the rules, guidelines or policies of Carma related to a User’s use of the Service, whether set forth in this Agreement, appearing elsewhere on Carma’s websites or apps, or otherwise issued at any time by Carma.
“Service(s)” means, the use of any Carma service or Product that enables a User to automatically declare the number of occupants in a vehicle for the purpose of possibly receiving a high-occupancy reward, such as a toll discount / rebate from a partner toll agency.
“Software” means any software developed by Carma for use by a User on any device, including but not limited to the Smartphone App and Web App.
“Smartphone App” means any software developed by Carma for use by a User on their smartphone or other mobile consumer device.
“Usage” or “Trip(s)” means the usage, trips and journeys for which Carma Software and / or Hardware is in use.
“Web App” means any web software developed by Carma for use by a User on any Internet-enabled device.
This Agreement is a high-occupancy transportation reporting agreement offered by Carma.
Carma is the owner of any item it provides to the User or places at the User’s disposal during the term of this Agreement, including specifically and without limitation, all Products. The User’s use of, and rights in relation to, any such Products provided by Carma under this Agreement is limited to those rights of use stated in this Agreement.
The User acknowledges that the use of the Service does not require any human interaction with the Apps or Hardware at any time while driving a vehicle. You are solely responsible for driving safely, and selecting the individuals and/or entities with whom you travel.
We cannot and do not assess the suitability of Users. We have little or no control over the truth or accuracy of the data Users may provide, the ability of Users to drive legally and safely, the condition of their vehicles, their criminal background etc. We do not verify that a User has met all the eligibility requirements for the Service or that any other part of a User’s profile information is true and accurate, or even that a User is who they claim to be. Background or other checks are not performed.
You acknowledge and agree that under no circumstances will Carma have any responsibility, liability or obligation with respect to any of the trips that you may take as a result of using the Services.
By registering for the Carma Service and using Carma’s Apps, you certify that:
- You have a registered Carma account;
- You have entered correct information upon registration.
If you register an Occupant Beacon for another person to have their occupancy automatically declared in a vehicle, you certify that:
- You have entered correct information upon registration of the other person.
A valid email address and email account is required for using the Service. It is your responsibility to maintain the validity of the email address and email account that you provide to Us. Should your email address change, you agree to update your email address in the Service.
A valid phone number is also required for using the Service. It is your responsibility to maintain the validity of this phone number. Should your phone number change, please update your phone details in the Service.
Users must either 1) download the Carma Smartphone App to use the Service and carry their smartphone with them during Trips in order for the Trips to be registered with the Service; or 2) carry on your person an Occupant Beacon that has been registered to your User account. At least one occupant in the vehicle must use the Smartphone App. Users of the Smartphone App may be required to grant permission to smartphone services such as bluetooth, location services, push notifications and any other services required to record vehicle occupancy and location during a trip.
For using smartphone applications to access the Service, a mobile device with services from a service provider supported by the Software and a plan which allows you access to Carma’s mobile phone application and SMS capabilities is required.
You are responsible for paying all fees that your service provider may charge you for using the Service through your mobile/cell phone. Should your mobile/cell number or service provider change, please update your mobile/cell phone information in the Service.
For using Occupant Beacons to access the Service, the User is responsible for carrying the Occupant Beacon on your person when they enter and exit the vehicle. Any faults with the Occupant Beacon should be reported immediately to Carma for replacement.
For using Car Beacons, the User is responsible for ensuring the correct placement of the Car Beacon in the glove box of the vehicle to which it is registered. If the Car Beacon is not present in the vehicle it will not be possible for the occupancy of the vehicle to be detected and reported.
High Occupancy Rewards, Including Toll Discounts / Rebates
Usage of the Service enables your occupancy in a vehicle to automatically be detected and reported to the Carma server. Carma shares your occupancy information with trusted partner organizations, such as a toll agency and their technical partners, only for the purposes of determining your eligibility for a reward, such as a toll discount and/or rebate. Carma is not responsible for providing any such reward, or for the timing at which such a reward may be applied. Carma is only responsible for automatically declaring your vehicle occupancy to trusted partners. For example, Carma may automatically detect and report on vehicle occupancy in real time to a toll agency and that toll agency may apply a toll discount retrospectively at the end of the month. Carma does not determine the timing of such a high-occupancy reward.
We, or a third party, may provide certain promotions to Users from time to time. We may, at our sole discretion, make promotional offers with different features to any of our Users. Promotional rewards received by the User is also automatically forfeited after 3 months of inactivity.
Pilot Test Users
The following additional terms apply to you ONLY if you are participating in our Pilot Test.
1. Test Period. The “Test Period” will begin upon the installation of the Software, and shall be terminated six (6) weeks from the date that you download or otherwise obtain the Software, or upon termination of this Agreement, whichever comes first by Carma, in its sole discretion.
2. Automated Reporting. The Software is configured to check your smartphone system for, and report back to Carma and its Affiliates, herein defined as North Central Texas Council Of Governments, North Texas Tollway Authority and the Texas Department of Transportation (the “Affiliates”), without additional notice to you, anonymous information relating to your use of the Software, such as your trip data analysis, the frequency of your use of the Software and/or certain of its features, your Software configuration settings and information on smartphone errors occurring during your use of the Software. Such configuration may include functionality that allows for the transmission of data about your smartphone to Carma and its Affiliates to enable Carma to better understand why bugs may occur and to enable Carma to improve the Software.
3. Feedback. You agree to evaluate the Software and to provide Carma with reports, data, and suggestions (“Feedback”) concerning the Software on a weekly basis. You agree that all right, title and interest to any Feedback (and all relevant intellectual property rights) will become the exclusive property of Carma, and Carma may disclose or use Feedback for any purposes whatsoever, entirely without obligation of any kind to you. As consideration for the Feedback provided on a weekly basis during the Test Period, at the end of the Test Period Carma agrees to compensate you $____ via [check, Amazon gift card].
4. Confidential Information. All non-public information disclosed by Carma will be referred to collectively in this Agreement as “Confidential Information.” Such information will include, but not be limited to, the Software (including its documentation), marketing information, product test results and Feedback. All Confidential Information and any derivative thereof will be the property of Carma, and no license, intellectual property rights or other rights to Confidential Information will belong to you. You are licensed to use Confidential Information as reasonably required for your use of the Software as permitted by this Agreement. You will not disclose, publish or disseminate the Confidential Information to any third parties.
6. You acknowledge that the Software has not been completely tested and may contain material defects or deficiencies. You agree to determine for yourself the suitability of the use of the Software for your purposes. The Software is provided without maintenance or support.
7. You acknowledge that Carma has no express or implied obligation to announce or introduce the Software or any similar or compatible product. You acknowledge that all testing that you perform pursuant to this Agreement is done entirely at your own risk. CARMA MAKES NO REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE USE OR PERFORMANCE OF THE SOFTWARE, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
8. YOU ACCEPT THE SOFTWARE “AS IS,” AND CARMA SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, SOURCE, EVEN IF CARMA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Carma shall not be liable for money damages under this Agreement.
You agree not to engage in any of the following prohibited activities: (i) copying, distributing, or disclosing any part of the Service in any medium, including without limitation by any automated or non-automated “scraping”; (ii) using any automated system, including without limitation “robots”, “spiders”, “offline readers”, etc., to access the Service in a manner that sends more request messages to the Carma servers than a human can reasonably produce in the same period of time by using a conventional on-line web browser except that Carma grants the operators of public search engines revocable permission to use spiders to copy materials from gocarma.com for the sole purpose of, and solely to the extent necessary for, creating publicly available searchable indices of the materials, but not caches or archives of such materials; (iii) transmitting spam, or other unsolicited email; (iv) attempting to interfere with, compromise the system integrity or security or decipher any transmissions to or from the servers running the Service; (v) taking any action that imposes, or may impose at our sole discretion an unreasonable or disproportionately large load on our infrastructure; (vi) uploading invalid data, viruses, worms, or other software agents through the Service; (vii) collecting or harvesting any personally identifiable information, including account names, from the Service; (viii) using the Service for any commercial solicitation purposes; (ix) impersonating another person or otherwise misrepresenting your affiliation with a person or entity, conducting fraud, hiding or attempting to hide your identity; (x) interfering with the proper working of the Service; (xi) accessing any content on the Service through any technology or means other than those provided or authorized by the Service; or (xii) bypassing the measures we may use to prevent or restrict access to the Service, including without limitation features that prevent or restrict use or copying of any content or enforce limitations on use of the Service or the content therein.
Carma may permanently or temporarily terminate, suspend, or otherwise refuse to permit your access to the Service without notice and liability for any reason, including if in Carma’s sole determination you violate any provision of this Agreement, or for no reason. Upon termination for any reason or no reason, you continue to be bound by this Agreement. All aspects of the Service are subject to change or elimination at Carma’s sole discretion. Carma reserves the right to interrupt the Service with or without prior notice for any reason or no reason. You agree that Carma will not be liable to you for any interruption of the Service, delay or failure to perform.
You must keep your accounts and passwords confidential and not authorize any third party to access or use the Service on your behalf. You may not transfer your account to any other person or entity. You may acquire information pertaining to others using the Service. You may not disclose personally identifiable information of another user you acquire using the Service to any third party without the consent of such other User after adequate disclosure with the exception of reporting unlawful activity to authorized law enforcement personnel.
Carma does not endorse any Users or Service. You are solely responsible for your interactions with other users. We reserve the right, but have no obligation, to monitor disputes between you and other users. Carma shall have no liability for your interactions with other users, or for any users’ action or inaction, with respect to the Service. While we may help facilitate successful transactions and the resolution of disputes, we do not guarantee the quality, safety, truth or accuracy of Service or other services or transactions available via the Service.
By using the Service, you agree that any legal remedy or liability that you seek to obtain for actions or omissions of other Users or other third parties will be limited to a particular User or third party that causes you harm and you agree not to attempt to impose liability on, or seek any legal remedy from Carma with respect to such actions or omissions. If you have a dispute with one or more Users, you release us (our affiliate companies, our officers, directors, agents, subsidiaries, 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 or your use of the Services.
Subject to the terms and conditions of this Agreement, you are hereby granted a non-exclusive, limited, non-transferable, freely revocable, license to use the Service for your personal, non-commercial use only. Carma reserves all rights not expressly granted herein in the Service and the Carma Content (as defined below). Carma may terminate this license at any time for any reason or no reason whatsoever.
To use the Apps you must have a mobile device that is compatible with the Service. Carma does not warrant that the Apps and/or Service will be compatible with your mobile device.
Carma hereby grants you a non-exclusive, non-transferable, revocable license to use a compiled code copy of the Apps for one Carma user account on one mobile device owned or leased solely by you, for your personal use.
You may not: (i) modify, disassemble, decompile or reverse engineer the Carma Software, except to the extent that such restriction is expressly prohibited by law; (ii) rent, lease, loan, resell, sublicense, distribute or otherwise transfer the Carma Software to any third party or use the Carma Software to provide time sharing or similar services for any third party; (iii) make any copies of the Carma Software; (iv) remove, circumvent, disable, damage or otherwise interfere with security-related features of the Carma Software, features that prevent or restrict use or copying of any content accessible through the Carma Software, or features that enforce limitations on use of the Carma Software; or (v) delete the copyright and other proprietary rights notices on the Carma Software.
You acknowledge that Carma may from time to time issue upgraded versions of the Carma Software, and may automatically electronically upgrade the version of the Carma Software that you are using on your mobile device. You consent to such automatic upgrading on your mobile device, and agree that the terms and conditions of this Agreement will apply to all such upgrades.
Any third-party code that may be incorporated in the Carma Software is covered by the applicable open source or third-party license EULA, if any, authorizing use of such code.
The foregoing license grant is not a sale of the Carma Software or any copy thereof, and Carma or its third party partners or suppliers retain all right, title, and interest in the Carma Software (and any copy thereof). Any attempt by you to transfer any of the rights, duties or obligations hereunder, except as expressly provided for in this Agreement, is void. Carma reserves all rights not expressly granted under this Agreement.
GOVERNMENT END USERS
If the Carma Software is being acquired on behalf of the United States Government, then the following provision applies. Use, duplication, or disclosure of the Carma Software by the U.S. Government is subject to restrictions set forth in this Agreement and as provided in DFARS 227.7202-1(a) and 227.7202-3(a) (1995), DFARS 252.227-7013(c)(1)(ii) (OCT 1988), FAR 12.212(a) (1995), FAR 52.227-19, or FAR 52.227-14 (ALT III), as applicable.
Export Control. The Software originates in the United States, and is subject to United States export laws and regulations. The Software may not be exported or re-exported to countries, persons or entities prohibited from receiving exports from the United States. In addition, the Software may be subject to the import and export laws of other countries. You agree to comply with all United States and foreign laws related to use of the Software and the Service.
Carma may, in its sole discretion, terminate, change, modify, suspend, make improvements to, or discontinue any aspect of the Carma website and application, Software or any products and services available through or outside of the Carma website and application or Software, temporarily or permanently, including the availability of any features of the Sites or access to any parts of the Sites, at any time without notice to you, and you agree that Carma shall not be liable for any termination of your use of or access to the Sites.
Collection of Personal Information
Carma respects the rights of its Users and only collects data required to detect, verify and report on the occupancy of registered vehicles during trips.
Except for the following list, Carma does not collect personal information through its Software or Hardware:
- Statistical information gathered automatically when you visit the Carma website or Web Apps
- Information provided when a User is registered for a Carma User account (e.g. email, phone number, name, password, home and/or work address)
- Information provided when a User is registered for a Carma Occupant Beacon (e.g. delivery address, date of birth)
- Location information, as necessary to determine if the registered vehicle likely traversed a specific location (e.g. toll plaza or virtual toll plaza) or set of locations.
- Occupancy information, as necessary to determine the occupancy of a vehicle and report it to a trusted partner organization such as a toll agency or its technical partners for the purposes of enabling a high-occupancy reward (e.g. nearby registered users, occupancy count, time series data while occupancy is detected, hardware identifiers communicated by near-field communications)
- Occasionally, we may conduct surveys to understand better the needs of our Users in order to improve our features. We some times share the aggregated information in these surveys with partner organizations on an anonymized basis.
- Your password is encrypted and cannot be viewed by anyone, including us.
Use of Data
We use your email address to provide information on: completed trips, occupancy records, confirmation of high-occupancy rewards, other communication as required between Carma and its Users.
We may also send you email notifications of specific changes to the Website and/or Facilities.
For the purposes of improving our Software, we sometimes analyze aggregated data of how people use our products. To enable this, certain information is recorded, which may include:
- The top level domain name from which you access the Carma website or Software
- The IP address of the device from which you access Carma’s website or Software
- The date and time each device accesses Carma’s website or Software
- The pages accessed and the content downloaded by each device from the Carma website or Software
- The type and version of the browsers and devices being used to access the website or Software
- The addresses of any third party webpages which refer visitors to the Carma website or Software
- Keywords used in search engines and directories used to find the Carma website or Software
- Keywords and phrases used to search the Carma website and Software
- Information about application faults and crashes in the Carma website and Software
- Where on the screen a User interacts with the Carma website or Software
- The sequence of steps or screens through which a User’s interaction flows on the Carma website or Software
This information is used for statistical purposes only – including:
- To find out how many people are visiting the website
- To identify what pages are accessed most frequently
- To help us improve the information we are supplying to our users
- To make our site more user friendly.
Google Analytics, Google Firebase Analytics and Crashlytics
Storage of Personal Information
Personal information submitted is kept on a server belonging to and administered by Carma or an agent of Carma which provides website hosting services and/or the email alert software. This agent of Carma is compliant with the applicable data protection regulations and has provided written confirmation to Carma that they will comply with the relevant data protection obligations by keeping information secure and not using it for any purpose other than for which it was provided.
For backup purposes, copies of personal information, occupancy records and subscriber lists are stored on secure servers to which agents of Carma have remote access for the purposes of providing website development, maintenance or hosting services.
Disclosure of Personal Information
In some cases, Carma provides verified occupancy and location data to trusted partner agencies, such as a toll agency and/or its technical partners, to enable the User to be issued with a high-occupancy reward (such as a toll discount) by that trusted partner. This data will only be shared for registered Users who have voluntarily registered for such high-occupancy rewards.
In some cases Carma uses suppliers to collect, use, analyze and otherwise process information on its behalf. It is Carma’s practice to require such suppliers to handle information in a manner consistent with Carma’s policies.
We may provide information to trusted partners who work on behalf of or with Carma under confidentiality agreements. These companies may use your personal information to help Carma communicate with you about offers from Carma and our marketing partners. However, these companies do not have any independent right to share this information.
We do not sell, trade, or otherwise transfer your personally identifiable information to outside parties. This does not include trusted third parties who assist us in operating our website, conducting our business, or servicing you, so long as those parties agree to keep this information confidential. We may also release your information when we believe release is appropriate to comply with the law, enforce our site policies, or protect ours or others’ rights, property, or safety.
Security of Your Personal Information
Due to the nature of the Internet we cannot guarantee the security of any information whilst it is being transmitted to us via the Internet. However, we take our security responsibilities very seriously and take all reasonable steps (both technical and organizational) to protect your personal details once they have been received by Carma. Staff who have access to personal information gathered from the websites are made aware of Data Protection responsibilities. Names of the Carma staff Uses who have access to this information are available on request.
Service Quality Monitoring
Certain transactions may also involve you calling us or our calling you. Please be aware that it is Carma’s general practice to monitor and, in some cases, record such calls for training or quality assurance purposes.
Your Right of Access to Personal Information
You may inform us of any changes in your personal data and in accordance with our obligations under the Data Protection Acts 1998 and 2003 we will update or delete your personal data accordingly.
Privacy Statements of Third Party Websites
Where the Carma website provides links to third party websites, these links are provided for information purposes only and Carma is not responsible for the content, copyright or privacy policies of these websites. You may wish to review the privacy policies posted on all third party websites.
Data Gathered From In-Vehicle Hardware
Carma hardware does not collect any data. It simply communicates its presence using near-field communications to nearby smartphone devices with the Carma Smartphone App installed.
The location of all Users is tracked by GPS via a Users smartphone and conveyed to Carma, but only when a trip is in progress. Location information is tracked by the Carma Smartphone App to help determine eligibility for rewards such as toll discounts at certain toll plaza locations. We will never use this information to make your location or movements public without your permission. Your location will only be shared with trusted partner organizations, such as a toll agency, in the case where it is needed to support a determination of eligibility. Your location data may also displayed to you in the Smartphone App or Web App for your own trip records. Aggregated records of non-personally identifiable location data may be reviewed by Carma or with trusted organizations such as a toll agency for better understanding travel patterns and behavior on toll roads.
Our Proprietary Rights
The Service and all materials therein or transferred thereby, including, without limitation, software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, music, (the “Carma Content”), and all Intellectual Property Rights related thereto, are the exclusive property of Carma and its licensors. Except as explicitly provided herein, nothing in this Agreement shall be deemed to create a license in or under any such Intellectual Property Rights, and you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from any materials or content accessible on the Service. Use of the Carma Content or materials on the Service for any purpose not expressly permitted by this Agreement is strictly prohibited.
You may choose to, or we may invite you to, submit comments or ideas about the Service, including without limitation about how to improve the Service or our Products (“Ideas”). By submitting any Idea, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place Carma under any fiduciary or other obligation, and that we are free to use the Idea without any additional compensation to you, and/or to disclose the Idea on a non-confidential basis or otherwise to anyone. You further acknowledge that, by acceptance of your submission, Carma does not waive any rights to use similar or related ideas previously known to Carma, or developed by its employees, or obtained from sources other than you.
We have implemented commercially reasonable technical and organizational measures designed to secure your personal information from accidental loss and from unauthorized access, use, alteration or disclosure. However, we cannot guarantee that unauthorized third parties will never be able to defeat those measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk.
Third Party Websites
You agree to defend, indemnify and hold harmless Carma and its subsidiaries, agents, licensors, managers, and other affiliated companies, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorneys fees) arising from: (i) your use of and access to the Service, including any data or content transmitted or received by you; (ii) your violation of any term of this Agreement, including without limitation your breach of any of the representations and warranties above; (iii) your violation of any third-party right, including without limitation any right of privacy, publicity rights or Intellectual Property Rights; (iv) your violation of any law, rule or regulation of the United States or any other country; (v) any claim or damages that arise as a result of anything of any nature that is submitted via your account; or (vi) any other party’s access and use of the Service with your unique username, password or other appropriate security code. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with us in asserting any available defenses.
Term and Termination
This Agreement shall commence upon the acceptance by Carma of the User’s registration for a Carma account. The term of this Agreement shall continue until such time as a User’s account is canceled in accordance with our termination requirements. A User may terminate their account and all associate User accounts / data upon prior notice by calling us at +1 (415) 995-8588, or emaling email@example.com, or canceling services on the Carma website. The termination will only be considered effective once the User has returned to Carma any Hardware or any other property of Carma that the User has in the User’s possession. In addition to the termination provisions above, Carma may terminate this Agreement at any time upon no less than thirty (30) days’ notice to the User unless otherwise provided herein.
Carma may also, upon notice to the User, immediately terminate this Agreement if the User fails to comply with any term or condition specified in the Agreement or any Rules; or engages in any activities or conduct that Carma, in its reasonable sole discretion, determines to be inappropriate, negligent, offensive, abusive or otherwise unacceptable.
Upon termination, all of the User’s rights to use Services shall immediately terminate. The User agrees to return immediately to Carma any Hardware or any other property of Carma that the User has in the User’s possession.
Additionally, the User shall be responsible for and agrees to pay any legal fees, court costs or expenses associated with enforcing the terms of this Agreement, whether upon termination or otherwise (including, without limitation, any costs relating to recovering any of the foregoing property or any amounts due and owing to Carma).
Limitations of Liability
WE EXCLUDE ALL REPRESENTATIONS, WARRANTIES, CONDITIONS, AND TERMS (WHETHER EXPRESS OR IMPLIED BY STATUTE, COMMON LAW OR OTHERWISE) TO THE FULLEST EXTENT PERMITTED BY LAW.
IN NO EVENT, INCLUDING, WITHOUT LIMITATION, NEGLIGENCE, WILL CARMA OR ANY OF ITS AFFILIATED COMPANIES BE LIABLE FOR ANY DAMAGES, CLAIMS, OR LOSSES INCURRED (INCLUDING WITHOUT LIMITATION COMPENSATORY, INCIDENTAL, INDIRECT, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES), HOWEVER CAUSED, AND UNDER ANY THEORY OF LIABILITY ARISING IN CONNECTION WITH OR RELATED TO THIS AGREEMENT OR USE OF THE SERVICES WHETHER OR NOT REASONABLY FORESEEABLE, EVEN IF CARMA OR ITS REPRESENTATIVES ARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, CLAIMS, OR LOSSES AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. WITHOUT LIMITING THE FOREGOING, CARMA SHALL HAVE NO LIABILITY FOR ANY LOSS OF, OR DAMAGE TO, ANY GOODS IN OR ON THE VEHICLE OR IN OR ON ANY THIRD PARTY VEHICLE, ANY LOSS, DAMAGE, INJURY OR DEATH IN RELATION TO ANY USER OR ANY THIRD PARTY ARISING FROM THE USE OF SERVICES, LOSS OR DAMAGE INCURRED BY THE USER AS A RESULT OF ANY CLAIMS MADE BY A THIRD PARTY, OR LOSS OR DAMAGE INCURRED BY THE USER ARISING FROM OR IN RELATION TO USE OF THE SERVICES.
CARMA AND ITS AFFILIATED COMPANIES WILL NOT BE LIABLE IN ANY AMOUNT FOR FAILURE TO PERFORM ANY OBLIGATION UNDER THIS AGREEMENT IF SUCH FAILURE IS CAUSED BY THE OCCURRENCE OF ANY UNFORESEEN CONTINGENCY BEYOND ITS REASONABLE CONTROL, INCLUDING, WITHOUT LIMITATION, INTERNET OUTAGES, COMMUNICATIONS OUTAGES, FIRE, FLOOD, OR WAR.
THESE EXCLUSIONS SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAW OF THE UNITED STATES OF AMERICA. IF ANY PROVISION OF THESE DISCLAIMERS AND EXCLUSIONS SHALL BE UNLAWFUL, VOID, OR FOR ANY REASON UNENFORCEABLE THEN THAT PROVISION SHALL BE DEEMED SEVERABLE AND SHALL NOT AFFECT THE VALIDITY AND ENFORCEABILITY OF THE REMAINING PROVISIONS.
Duties and Responsibilities
CARMA SHALL NOT BE HELD RESPONSIBLE FOR ANY LOSS OF, OR DAMAGE TO, ANY GOODS IN OR ON THE VEHICLE, NOR SHALL IT BE RESPONSIBLE FOR ANY LOSS OR DAMAGE RESULTING TO THIRD PARTIES FOR THE ACTIONS TAKEN BY ANY USER DURING HIS OR HER USE OF SERVICES.
CARMA SHALL NOT BE RESPONSIBLE FOR DIRECT, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGE OR INJURIES ARISING FROM THE USE OF ANY HARDWARE SUPPLIED BY CARMA.
Before asserting a claim in any proceeding (including in an individual arbitration or in a small claims proceeding), you and Carma both agree that we shall give the other party written notice of the claim to be asserted 30 days before initiating a proceeding and make a reasonable good faith effort to resolve the claim. If you are intending to assert a claim against Carma, you must send the written notice of the claim to Carma Legal Dept., firstname.lastname@example.org. If Carma is intending to assert a claim against you, we will send the written notice of the claim to you at your address appearing in our records. NO SETTLEMENT DEMAND OR SETTLEMENT OFFER USED IN THIS PRE-DISPUTE RESOLUTION PROCESS MAY BE USED IN ANY PROCEEDING, INCLUDING AS EVIDENCE OR AS AN ADMISSION OF ANY LIABILITY OR DAMAGES (OR LACK THEREOF).
You agree that any cause of action you may have with respect to Carma or the Service must be commenced within one (1) year after the claim or cause of action arises, notwithstanding any statutes of limitation to the contrary.
Agreement to Arbitrate. In the event of a dispute that cannot be resolved informally through the pre-dispute resolution procedure, you and Carma agree to arbitrate all disputes and claims, including the interpretation and scope of this provision, and the arbitrability of the dispute or claim.
Under this dispute resolution provision, arbitrators can award the same individual relief affecting individual parties that a court can award, including damages and an award of attorneys’ fees, if the applicable law allows. BY AGREEING TO RESOLVE DISPUTES THROUGH ARBITRATION, YOU AND CARMA AGREE TO EACH UNCONDITIONALLY WAIVE THE RIGHT TO A TRIAL BY JURY OR COURT.
CLASS ACTION WAIVER. YOU AND CARMA AGREE THAT ANY CLAIMS BROUGHT BY YOU OR CARMA WILL BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY AND WILL NOT BE BROUGHT AS A CLASS, REPRESENTATIVE, COLLECTIVE OR PRIVATE ATTORNEY GENERAL ACTION. The arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a class, representative, or private attorney general proceeding. You and Carma agree to seek only such relief—whether in the form of damages, an injunction, or other non-monetary relief—as is necessary to resolve any individual injury that either you or Carma have suffered or may suffer. In particular, if either you or Carma seek non-monetary relief, such relief must be individualized and may not affect individuals or entities other than you or Carma. This requirement that claims be brought in binding arbitration only in an individual capacity and not as a representative, private attorney general, or class Use (“Class Action Waiver”) is non-severable. If the Class Action Waiver is found to be unenforceable, then the entirety of this dispute resolution provision shall be null and void.
Hearings and Decisions. If you are not an individual person (but are instead, for instance, a partnership, corporation, or other form of entity or non-natural person) (hereafter “Entity Use”), arbitrations shall proceed at a location that the arbitrator selects unless you and Carma agree otherwise.
Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based. The arbitrator’s award shall be final and may be enforced in any court of competent jurisdiction. Further, an arbitrator’s award and any judgment confirming it shall apply only to that specific case and cannot be used in any other case except to enforce the award itself.
Fees and Costs. Each party will pay its own fees and costs.
- Under this Agreement, any person that the User registers for an Occupant Beacon undertakes exactly the same commitments as the User regardless of its professional and/or employment and/or family relationship with the User. The User and associated user who is registered for an Occupant Beacon are jointly and severally responsible for their commitments to Carma and for any claim or other action Carma might take against them.
- The User declares to Carma that he/she has taken all reasonable and prudent measures to ensure that he/she has correctly understood each and every one of his/her commitments and obligations.
- The rights granted to the User under this Agreement are not assignable or transferable, in whole or in part. Any attempt to transfer this Agreement without the written consent of Carma shall be void and of no force and effect. Carma may assign this Agreement to an affiliate or to another entity in connection with a corporate transaction or otherwise. Only you and Carma shall be entitled to enforce the terms and conditions of this Agreement. No third party shall be entitled to enforce any of the rights contained in this Agreement.
- No delay or omission by Carma to exercise any right or power occurring upon any noncompliance or default by the User with respect to any of the terms of this Agreement shall impair any such right or power or be construed to be a waiver thereof. Any waiver by Carma of any covenant, condition, or agreement to be performed by the User shall not be deemed to be a waiver of any prior or subsequent breach of the same, or of any other covenant, condition, or agreement hereunder. Unless stated otherwise, all remedies provided for in this Agreement shall be cumulative and in addition to and not in lieu of any other remedies available to either party at law, in equity, or otherwise.
- If any term, provision, covenant or condition of this Agreement is held invalid or unenforceable for any reason, the remainder of the provisions will continue in full force and effect as if this Agreement had been executed with the invalid portion eliminated. The parties further agree to substitute for the invalid provision a valid provision that most closely approximates the intent and economic effect of the invalid provision.
- Any notices or communication required or permitted to be given to the User shall be in writing and shall be sufficiently given if delivered by email or mailed to the User at the email or postage address provided to Carma in the User’s completed application or as updated by the User and on file with Carma. Any notices or communication required or permitted to be given to Carma 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.
- If any of these terms and conditions in this Agreement are found unlawful, void, or for any reason unenforceable, then that provision will be considered severable from the remaining terms and conditions of this Agreement, and will not affect the validity and enforceability of the remaining provisions.