Terms and Condition for Shippers
Last Updated: May 14, 2018
These Terms provide that with limited exceptions all disputes between you and Onus arising out of or relating to these Terms or your use of the Service will be resolved by BINDING ARBITRATION. YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend your rights under these Terms, except for matters covered by Section 17.3 of these Terms. Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury, and your claims cannot be brought as a class action. Please review Section 17 (“Dispute Resolution and Arbitration”) for the details regarding your agreement to arbitrate most disputes with Onus.
BY DOWNLOADING, INSTALLING, OR OTHERWISE ACCESSING OR USING THE SERVICE, YOU AGREE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE, YOU MAY NOT USE THE SERVICE.
Onus provides a mobile app and web-based technology platform that connects consumers, retail stores, and restaurants, with independent contractor couriers to facilitate on-demand delivery services (the “Platform”). Through the Platform consumers may request that merchandise or food be delivered to them from particular retail locations or restaurants. Independent contractor couriers can access the Platform and receive delivery opportunities. Onus is not a retail store, restaurant, food delivery service, merchandise delivery service, or food preparation entity.
Onus DOES NOT PROVIDE DELIVERY SERVICES. INDEPENDENT CONTRACTORS (EACH A “COURIER”) OFFER DELIVERY SERVICES THROUGH USE OF THE SERVICE. Onus OFFERS INFORMATION AND A METHOD TO OBTAIN COURIER SERVICES, BUT DOES NOT AND DOES NOT INTEND TO PROVIDE COURIER SERVICES OR ACT IN ANY WAY AS A COURIER, AND HAS NO RESPONSIBILITY OR LIABILITY FOR ANY COURIER.
As provided in greater detail in these Terms, you agree and acknowledge these material Terms:
- The App is licensed, not sold to you, and you may use the Service only as set forth in these Terms;
- Your use of the Service may be subject to separate third party terms of service and fees, including without limitation your mobile network operator’s (“Carrier”) terms of service and fees, including fees charged for data usage and overage, which are your sole responsibility;
- The Service is provided “as is” without warranties of any kind, and Onus’ liability to you is limited; and
- Disputes arising under these Terms will be resolved by binding arbitration.
BY ACCEPTING THESE TERMS, YOU AND ONUS ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION. YOU AGREE TO WAIVE YOUR RIGHT TO GO TO COURT to assert or defend your rights under this contract (except for matters that may be taken to small claims court). Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury, and your claims cannot be brought as a class action. Please review the Dispute Resolution and Arbitration section below for the details regarding your agreement to arbitrate any disputes with Onus.
1. Account Access
You must be at least eighteen (18) years old to use the Service. By agreeing to these Terms, you represent and warrant to us:
- That you are at least eighteen (18) years old;
- That you have not previously been suspended or removed from the Service; and
- That your registration and your use of the Service is in compliance with any and all applicable laws and regulations.
If you are using the Service on behalf of an entity, organization, or company, you represent and warrant that you have the authority to bind that organization to these Terms and you agree to be bound by these Terms on behalf of that organization.
2. Accounts and Registration
To access some features of the Service, you must register for an account. When you register for an account, you may be required to provide us with some information about yourself (such as your name, credit card information, e-mail address, phone number or other contact information). You agree that the information you provide to us is accurate and that you will keep it up-to-date at all times. When you register, you will be asked to provide a password. You are solely responsible for maintaining the confidentiality of your account and password, and any password for Facebook, Google, or other third party login. You accept responsibility for all activities that occur under your account. If you have reason to believe that your account is no longer secure, you must immediately notify us via our Help Center.
3. Scope of License
The App is licensed, not sold, to you for use only under the terms of this license. Onus reserves all rights not expressly granted to you. Subject to your complete and ongoing compliance with these Terms, Onus hereby grants you a personal, limited, revocable, non-transferable license to use the App on compatible devices that you own or control, solely for your non-commercial use.
You may not modify, alter, reproduce, distribute or make the App available over a network where it could be used by multiple devices at the same time. You may not rent, lease, lend, sell, redistribute or sublicense the App. If you breach these license restrictions, or otherwise exceed the scope of the license granted in these Terms, you may be subject to prosecution and legal damages, as well as liability for infringement of intellectual property rights. These Terms will govern any updates provided to you by Onus that replace and/or supplement the original App, unless the upgrade is accompanied by a separate license in which case the terms of that license will govern.
4. Payment Terms
4.1. General Payment Terms
You understand that the prices for menu items displayed through the Service may differ from the prices offered or published by merchants for the same menu items and/or from prices available at other third-party websites and that such prices may not be the lowest prices at which the menu items are sold. Please note that in some cases, the estimated pricing published through the Service at time of checkout may differ from the prevailing pricing; for instance, a merchant may charge more for some items than is estimated. Onus reserves the right to determine final prevailing pricing of all items ordered through the Service. In cases in which prevailing pricing is different than the estimated pricing, the fees you are ultimately charged may be different than the estimate. You acknowledge and agree to pay the prevailing pricing and fees. Please visit our Help Center to learn more about how items are priced. Onus has no obligation to itemize its costs, profits or margins when publishing prices on the Site or in the App and reserves the right to change such prices at any time, at its discretion. You are liable for all transaction taxes on the Services provided under this Agreement (other than taxes based on Onus income).
Certain features of the Service, including placing orders, may require you to pay fees. Onus may change, or add, fees for our Service at any time as we deem necessary or appropriate for our business. You will have an opportunity to review and accept an estimate of the fees that you will be charged, as applicable. The final fees may differ from the estimate, which may be the result of any requested substitutions or the ultimate prevailing price of the items (discussed above). In some cases we may not be able to provide an estimate of the fees, such as when the merchandise cost is unknown or we are otherwise unable to predict fees. In all cases, you acknowledge and accept that a fee will be charged and you agree to pay said fee. We encourage you to check our Site or visit our Help Center periodically to learn more about how we charge for the Service.
Onus will charge the payment method you specify at the time of purchase or as otherwise specified by you in your account information.
Charges paid by you are final and non-refundable, except as expressly provided in Section 4.2, and will be quoted in the local currency of the location where the order is being delivered. Except as expressly provided in Section 4.2, Onus has no obligation to provide refunds or credits, but may grant them, in each case in Onus sole discretion and regardless of your decision to terminate your usage, our decision to terminate your usage, and/or any disruption caused to our Service for any reason whatsoever.
Onus, in its sole discretion, may make promotional offers with different features and different rates to any of our customers. These promotional offers, unless made to you, shall have no bearing whatsoever on your use of the Service or fees charged to you. Onus reserves its right to expire or modify any promotion at any time.
4.2. Subscription Service
Onus Unlimited is offered as a monthly or yearly pre-paid subscription on a per account basis.
If you sign up for the monthly subscription service, you will be charged your first monthly subscription fee on the date you purchase your subscription. Your subscription will automatically continue on a monthly basis, and you will continue to be charged on a monthly basis at the then-current price, until you cancel your subscription or we terminate it. If you sign up for the yearly subscription service, you will be charged your first upfront, non-refundable (except as described below) yearly subscription fee on the date you purchase your subscription. Your subscription will automatically continue on a yearly basis at the then-current price, and you will continue to be charged on a yearly basis, until you cancel your subscription or we terminate it. You can find your monthly and/or yearly subscription billing date in your settings within the App.
We may change the subscription terms or fees at any time on a going forward basis in our discretion. For information on the monthly and yearly subscription fees and terms, please visit our Help Center.
You may cancel your subscription service at any time in your account settings or by contacting us via our Help Center. You must cancel your subscription before it renews to avoid billing of the next periodic subscription fees to your account. However, if you cancel a pre-paid yearly or monthly subscription, you will not receive any refund. If you cancel your monthly or yearly subscription, you will be able to use your Unlimited services for the remainder of the your pre-paid subscription term.
We may terminate your subscription for Onus Unlimited at our discretion and without any notice. If we cancel your yearly subscription for Onus Unlimited, we will give you a prorated refund based on the amount of time remaining in your pre-paid subscription; provided, however, that Onus will not be obligated to grant you a refund if we terminate your account or your subscription because we determine, in our sole discretion, that your actions or your use of the Service violates these Terms or has harmed another user.
4.3. Payment Authorization
You authorize Onus to charge all sums for orders that you make and services you select to the payment method designated in your account. When you order on Onus, a temporary pre-authorization hold is placed on your designated payment method to verify that the card is valid and has funds available for your intended purchase. The amount of this pre-authorization hold may be greater or less than the order total quoted at checkout. However, you will only be charged the final order total once your order is registered as complete within the Onus system, which generally occurs between 24-48 business hours after you receive your order. In the event that the pre-authorization is greater than the final amount, the difference will be returned to you after your order is completed or cancelled, which may take up to 5 business days depending on your bank.
Onus also places an initial temporary pre-authorization hold on each new payment method you add to your account.
Onus reserves the right to request additional information from you if we have reason to believe, in our sole discretion, that a payment method may be fraudulent.
4.4. Delinquent Accounts
If payment for purchases on your account is delinquent, your account information may be sent to a collection agency / debt collector and you may be subject to a collection action, and payment of collection related fees and costs. If you have questions regarding an outstanding balance on your account, please contact us via our Help Center.
4.5. Customer Not Available
Onus reserves the right to charge a customer the full order amount if that customer is not at the designated delivery location when the courier arrives to complete the delivery.
4.6 Cancelled Orders
If you cancel your Onus order you may be charged depending on what stage the order was in when you cancelled. If you cancel a delivery after it has been accepted but is not yet being prepared by the merchant, you will not be charged a cancellation fee. If you cancel a delivery after a merchant has started preparing your order, you will be charged the price of the items, including applicable taxes, plus a cancellation fee of up to $4. If you cancel a delivery after it is out for delivery, you will be charged the full price of the order.
4.7 Returned Items
For alcohol items, the courier reserves the right to refuse delivery and return the item(s) if the name on your ID does not match the name on your order, if you are not at least twenty-one (21) years old (“Legal Age”), if you cannot provide valid government-issued photo ID that you are Legal Age, or if you are visibly intoxicated.
5. Third-Party Interactions
5.1. Third-Party Providers
During use of the Service, you may purchase goods and services from third-party merchants through the Service. Any such activity, and any disputes, terms, conditions, warranties or representations associated with that activity, is solely between you and the applicable third party. Onus and its licensors shall have no liability, obligation or responsibility for any purchase or transaction between you and any third-party provider. In no event shall Onus or its licensors be responsible for any content, products, services or other materials on or available from third-party sites or third-party providers. Certain third-party providers of goods and/or services may require your agreement to additional or different terms and conditions prior to your use of or access to such goods or services, and Onus disclaims any and all responsibility or liability arising from such agreements between you and a third party.
You may engage third-party Couriers through the Service to provide delivery services to you and may interact with those Couriers. Any interactions or disputes between you and a Courier are solely between you and that Courier. Onus and its licensors shall have no liability, obligation or responsibility for any interaction between you and any Courier.
5.3. Third-Party Advertising
The Service may contain third-party advertising and marketing. By agreeing to these Terms you agree to receive such advertising and marketing.
5.4. Links to Third Party Sites
The Service may contain links to third-party websites. Linked websites are not under our control, and we are not responsible for their content.
6. Your Use of the Service
In order to use the Service, you agree to the following:
- The Service, including any content that forms part of the Service, contains proprietary content, information and material that is protected by applicable intellectual property and other laws, including copyright;
- You will not violate, or encourage others to violate, any right of a third party, including by infringing or misappropriating any third-party intellectual property right, or otherwise engage in the unauthorized use of any proprietary content, information or materials;
- Unless expressly permitted, you may not alter, modify, create derivative works of, sell, license or in any way exploit any part of the Service, and you agree not to copy, reproduce, distribute, publish, display, perform, transmit, stream or broadcast any part of the Service without prior written authorization;
- You agree not to bypass any security or other features of the Service designed to control the manner in which the Service is used, harvest or mine content from the Service, or otherwise access or use the Service in a manner inconsistent with individual human use;
- You agree not to perform any fraudulent activity, including impersonating any person or entity, or accessing any other Service account without permission;
- You agree not to decipher, reverse engineer, decompile or disassemble the Service, or the software used to provide the Service, in whole or in part, or authorize, direct, or cause a third party to do so;
- You agree not to use, display, mirror, frame or utilize framing techniques to enclose the Service, or any portion thereof, unless and solely to the extent Onus makes available the means for embedding any part of the Service;
- You agree not to access, tamper with, or use non-public areas of the Service, Onus’ (and its hosting company’s) computer systems and infrastructure, or the technical delivery systems of Onus’ providers;
- You agree not to use any robot, spambot, spider, crawler, scraper or other automated means or interface not provided by us to access the Service or to extract data;
- You agree not to use the Service in any manner to harass, abuse, stalk, threaten, defame or otherwise infringe or violate the rights of any other party, and that Onus is not in any way responsible for any such use by you, nor for any harassing, threatening, defamatory, offensive or illegal messages or transmissions that you may receive as a result of using the Service;
- You agree that your use of the App may incur third-party fees, such as fees charged by your Carrier for data usage, and may be subject to third-party terms, such as your Carrier’s terms of service, and you agree to pay all such fees and abide by all such terms;
- You agree not to introduce viruses, time-bombs, worms, cancelbots, trojan horses and/or other harmful code into the Service;
- Alcoholic beverages (including but not limited to beer, wine, cider, and spirits, as applicable; all referred to as “Alcoholic Beverages”) may only be purchased by individuals, including without limitation Customers, who are Legal Age. If you are a Customer, you expressly represent and warrant that: (i) you are of Legal Age; and (ii) you will provide bona fide government-issued photo identification to your courier upon delivery to you. Valid forms of identification include but are not limited to: (i) a valid motor vehicle operator’s license, (ii) a passport issued by the U.S. or by a foreign government, or (iii) a valid identification card issued to a member of the Armed Forces that includes a date of birth and a picture, showing your Legal Age. Deliveries of Alcoholic Beverages may not be made to anyone who is intoxicated, regardless of his or her age. You further understand and acknowledge that neither Onus nor the courier can accept your order of Alcoholic Beverages, and the order will only be delivered if the third-party merchant accepts your order; and
- You agree not to do any of the acts described in this Section 6, or to assist or permit any person in engaging in any of the acts described in this Section 6.
7. Consent to Use of Data
8. Intellectual Property Ownership
The Service, and the media and materials contained in the Service, including all intellectual property rights in the Service, are the sole and exclusive property of Onus and its licensors. Except for the limited license expressly granted by and to you under these Terms, no other rights, licenses, or immunities are granted or shall be deemed to be granted under these Terms, either expressly, or by implication, estoppel or otherwise. All rights not expressly granted by Onus in these Terms are expressly reserved.
You may choose to, or Onus may invite you to, submit comments, bug reports, ideas or other feedback about the Service (“Feedback”). By submitting Feedback, you agree that Onus is free to use such Feedback at its discretion without any obligation to you. Onus may also choose to disclose Feedback to third parties. You hereby grant Onus a royalty-free, perpetual, irrevocable, transferable, sublicensable, worldwide, nonexclusive license under all rights necessary to incorporate and use your Feedback for any purpose.
10.1 Text Messaging
By using the Services or Software, you agree that the Company and those acting on its behalf may send you text (SMS) messages at the phone number you provided us. These messages may include operational messages about your use of the Services, as well as marketing or other promotional messages. You will not be able to use the Services or Software without agreeing to receive operational text messages. You may opt-out of receiving marketing text messages at any time by sending an email to email@example.com indicating that you no longer wish to receive marketing texts along with the phone number of the mobile device receiving the messages. You may opt-out of receiving all text messages from Company at any time by deactivating your account or sending an email to firstname.lastname@example.org indicating that you no longer wish to receive any text messages, along with the phone number of the mobile device receiving the messages. You may continue to receive text messages for a short period while the Company processes your request, and you may also receive text messages confirming the receipt of your opt-out request. Text messages may be sent using an automatic telephone dialing system. Your agreement to receive marketing texts is not a condition of any purchase or service offered by Company. If you change or deactivate the phone number you provided to Company, you must update your account information to help prevent us from inadvertently communicating with anyone who acquires your old number. Standard data and message rates may apply for SMS and MMS alerts, whether you send or receive such messages. Please contact your mobile phone carrier for details.
10.2 Push Notifications
When you install our app on your mobile device you agree to receive push notifications, which are messages an app sends you on your mobile device even when the app is not on. You can turn off notifications by visiting your mobile device’s “settings” page.
You agree that we may send you emails concerning our products and services, as well as those of third parties. You may opt-out of promotional emails by following the unsubscribe instructions in a promotional email.
10.4 E-SIGN Disclosure
By agreeing to receive text messages, you also consent to the use of an electronic record to document your agreement. You may withdraw your consent to the use of the electronic record by contacting us via the Help Center with “Revoke Electronic Consent” in the subject line. To view and retain a copy of this disclosure or any information regarding your enrollment in this program, you will need (i) a device (such as a computer or mobile phone) with a web browser and Internet access and (ii) either a printer or storage space on such device. For a free paper copy, or to update our records of your contact information, please contact us via the Help Center with contact information and the address for delivery.
You are responsible for your use of the Service, and you agree to defend (at Onus’ option) and indemnify Onus and its officers, directors, employees, contractors, consultants, affiliates, investors, service providers, business partners, subsidiaries and agents from and against every claim, liability, damage, loss, and expense, including reasonable attorneys’ fees and costs, arising out of or in any way connected with:
- Your violation of any of these Terms, any representation, warranty, or agreement referenced in these Terms, or any applicable law or regulation;
- Your violation of any third-party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right; or
- Any dispute or issue between you and any third party, including any Courier, restaurant or other third-party merchant
Onus reserves the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations) and you agree to cooperate with our defense of that claim. If the defense or settlement is assumed by you, Onus may at any time thereafter elect to take over control of the defense and settlement of the claim. You must not settle any claim without Onus’ prior written consent.
12. Disclaimer of Warranties
YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. ALL REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD-PARTY RIGHTS, ARE HEREBY DISCLAIMED BY ONUS TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. Onus MAKES NO REPRESENTATION, WARRANTY, OR GUARANTY AS TO THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, AVAILABILITY, ACCURACY OR COMPLETENESS OF THE SERVICE. Onus DOES NOT REPRESENT OR WARRANT THAT THE USE OF THE SERVICE WILL BE SECURE, TIMELY, UNINTERRUPTED OR ERROR-FREE OR WILL OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM OR DATA; THAT THE SERVICE OR ANY PRODUCTS OR MATERIALS OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS; OR THAT THE SERVICE OR THE SERVER(S) THAT MAKE THE SERVICE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
Onus’ SERVICE MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS. Onus IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, OR OTHER DAMAGE RESULTING FROM SUCH PROBLEMS.
Onus RELIES UPON RESTAURANTS AND OTHER THIRD-PARTY FOOD AND BEVERAGE PROVIDERS AND RETAILERS TO PROVIDE ACCURATE ALLERGEN AND DIETARY INFORMATION AND GENERAL PRODUCT SAFETY. Onus DOES NOT REPRESENT OR WARRANT THAT THE INFORMATION ACCESSIBLE THROUGH THE SERVICE IS ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE, INCLUDING WITHOUT LIMITATION MENUS, NUTRITIONAL AND ALLERGEN INFORMATION, PHOTOS, FOOD QUALITY OR DESCRIPTIONS, PRICING, HOURS OF OPERATION, OR REVIEWS. ALL CONTENT IS PROVIDED FOR INFORMATIONAL PURPOSES ONLY. THE RELIANCE ON ANY INFORMATION PROVIDED THROUGH THE SERVICE IS SOLELY AT YOUR OWN RISK, INCLUDING WITHOUT LIMITATION NUTRITIONAL AND ALLERGEN INFORMATION.
Onus DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A RESTAURANT OR OTHER THIRD PARTY THROUGH THE SERVICE OR ANY HYPERLINKED WEBSITE OR THIRD-PARTY SERVICE, AND Onus WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.
13. Limitation of Liability
IN NO EVENT SHALL Onus’ AGGREGATE LIABILITY EXCEED THE FEES ACTUALLY PAID BY YOU TO Onus IN THE THREE (3) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM OR $100, WHICHEVER IS LESS. IN NO EVENT SHALL Onus AND/OR ITS LICENSORS BE LIABLE TO ANYONE FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGES OF ANY TYPE OR KIND (INCLUDING PERSONAL INJURY, LOSS OF DATA, REVENUE, PROFITS, REPUTATION, USE OR OTHER ECONOMIC ADVANTAGE) EVEN IF Onus AND/OR ITS LICENSORS HAVE BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES
THE SERVICE CONNECTS YOU TO COURIERS AND MERCHANTS FOR THE PURPOSES OF FACILITATING COURIER SERVICES. Onus WILL NOT ASSESS THE SUITABILITY, LEGALITY OR ABILITY OF ANY COURIERS AND YOU EXPRESSLY WAIVE AND RELEASE Onus FROM ANY AND ALL LIABILITY, CLAIMS OR DAMAGES ARISING FROM OR IN ANY WAY RELATED TO THE COURIERS. Onus WILL NOT ASSESS THE QUALITY, SAFETY, OR LEGALITY OF THE ITEMS PROVIDED BY MERCHANTS OR RETAILERS ON THE PLATFORM, AND YOU EXPRESSLY WAIVE AND RELEASE Onus FROM ANY AND ALL LIABILITY, CLAIMS OR DAMAGES ARISING FROM OR IN ANY WAY RELATED TO MERCHANTS, RETAILERS, AND THE ITEMS THEY PROVIDE. ONUS WILL NOT BE A PARTY TO DISPUTES OR NEGOTIATIONS OF DISPUTES, BETWEEN YOU AND ANY COURIERS, MERCHANTS, OR RETAILERS. RESPONSIBILITY FOR THE DECISIONS YOU MAKE REGARDING SERVICES OFFERED VIA THE SERVICE (WITH ALL THEIR IMPLICATIONS) RESTS SOLELY WITH YOU. IN ADDITION, WE WILL NOT ASSESS THE SUITABILITY, LEGALITY OR ABILITY OF ANY THIRD PARTIES AND YOU EXPRESSLY WAIVE AND RELEASE Onus FROM ANY AND ALL LIABILITY, CLAIMS, CAUSES OF ACTION, OR DAMAGES ARISING FROM YOUR USE OF THE SERVICE, OR IN ANY WAY RELATED TO THE THIRD PARTIES INTRODUCED TO YOU BY THE SERVICE. 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.
THE QUALITY OF THE COURIER SCHEDULED THROUGH THE USE OF THE SERVICE IS ENTIRELY THE RESPONSIBILITY OF THE THIRD-PARTY COURIER WHO ULTIMATELY PROVIDES DELIVERY SERVICES TO YOU. YOU UNDERSTAND THAT BY USING THE SERVICE, YOUR ITEMS MAY BE EXPOSED TO SITUATIONS THAT ARE POTENTIALLY DANGEROUS OR HARMFUL, UNSAFE OR OTHERWISE OBJECTIONABLE, AND THAT YOU USE THE SERVICE AT YOUR OWN RISK.
Onus may give notice by any means of communication reasonably anticipated to notify you of the information provided. By way of example only, such communication may be a general notice on the Service or via email to the email address listed on your Onus account. It is your obligation to update your account information so that we may contact you as may be necessary. Such notice shall be deemed to have been given 48 hours after dispatch. If physical notice (e.g., US Mail) is used, then such notice shall be deemed to have been given 7 days after dispatch.
You may give notice to Onus (such notice shall be deemed given when received by Onus) at any time by any of the following: letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail to Onus at the following address:
649 Mission St, 5th Floor
San Francisco, CA 94105
Attention: General Counsel
You may not assign or transfer these Terms or your rights under these Terms, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign these Terms in whole or in part at any time to any entity without your notice or consent. Any purported assignment by you in violation of this section shall be void.
16. Term and Termination of Agreement
These Terms are effective until terminated by you or Onus as described below. Your rights under these Terms will terminate automatically without notice from Onus if you fail to comply with any of these Terms (including by violating any license restriction contained in these Terms). In addition, Onus may in its sole discretion terminate your user account on the Service or suspend or terminate your access to the Service at any time without notice. We also reserve the right to modify or discontinue the Service at any time (including by limiting or discontinuing certain features of the Service) without notice to you. We will have no liability whatsoever on account of any change to the Service or any suspension or termination of your access to or use of the Service. You may terminate these Terms at any time by closing your account, uninstalling the App, and ceasing use of the Service.
17. Dispute Resolution and Arbitration
Onus is not a party to, has no involvement or interest in, makes no representations or warranties as to, and has no responsibility or liability with respect to any communications, transactions, interactions, disputes or any relations whatsoever between you and any other user, any Courier or other third party. Disputes between a user and Onus are subject to this Section 17.
In the interest of resolving disputes between you and Onus in the most expedient and cost effective manner, you and Onus agree that every dispute arising in connection with these Terms will be resolved by binding arbitration. Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. Our agreement to arbitrate disputes includes all claims arising out of or relating to any aspect of these Terms, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of these Terms.
YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND ONUS ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
Despite the provisions of the paragraph directly above, we both agree that nothing in these Terms will be deemed to waive, preclude, or otherwise limit the right of either of us to:
- Bring an individual action in small claims court;
- Pursue an enforcement action through the applicable federal, state, or local agency if that action is available;
- Seek injunctive relief in a court of law; or
- To file suit in a court of law to address an intellectual property infringement claim.
Any arbitration between you and Onus will be governed by the Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer Related Disputes (collectively, “AAA Rules”) of the American Arbitration Association (“AAA”), as modified by these Terms, and will be administered by the AAA. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by contacting Onus at email@example.com.
17.5. Notice Process
A party who intends to seek arbitration must first send a written notice of the dispute to the other, by certified mail or Federal Express (signature required), or if we do not have a physical address on file for you, by electronic mail (“Notice”).
Onus address for Notice is:
649 Mission St, 5th Floor
San Francisco, CA 94105Attn: General Counsel
The Notice must:
- Describe the nature and basis of the claim or dispute; and
- Set forth the specific relief sought (“Demand”)
We agree to use good faith efforts to resolve the claim directly, but if we do not reach an agreement to do so within 30 days after the Notice is received, you or Onus may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or Onus must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any.
If our dispute is finally resolved through arbitration in your favor, Onus will pay you the highest of the following:
- The amount awarded by the arbitrator, if any;
- The last written settlement amount offered by Onus in settlement of the dispute prior to the arbitrator’s award; or
If you commence arbitration in accordance with these Terms, Onus will reimburse you for your payment of the filing fee, unless your claim is for more than $10,000, in which case the payment of any fees will be decided by the AAA Rules.
Any arbitration hearing will take place at a location to be agreed upon in San Francisco County, California, but if the claim is for $10,000 or less, you may choose whether the arbitration will be conducted:
- Solely on the basis of documents submitted to the arbitrator;
- Through a non-appearance based telephone hearing; or
- By an in-person hearing as established by the AAA Rules in the county (or parish) of your billing address
If the arbitrator finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the AAA Rules. In that case, you agree to reimburse Onus for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based.
The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator’s ruling on the merits.
17.7. No Class Actions
YOU AND ONUS AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.
Further, unless both you and Onus agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.
If Onus makes any future change to this arbitration provision (other than a change to Onus’ address for Notice), you may reject the change by sending us written notice within 30 days of the change to Onus’ address for Notice, in which case your account with Onus will be immediately terminated and this arbitration provision, as in effect immediately prior to the amendments you reject, will survive.
If Section 17.7 is found to be unenforceable or if the entirety of this Section 17 is found to be unenforceable, then the entirety of this Section 17 will be null and void and, in that case, the parties agree that the exclusive jurisdiction and venue described in Section 20 will govern any action arising out of or related to these Terms.
18. Modification of these Terms
We reserve the right to update or modify the Terms at any time without prior notice, and such changes will be effective immediately upon being posted through the Service, except as set forth below. These Terms identify the date of last update. Your use of the Service following any such change constitutes your agreement to be bound by the modified Terms of Service. In the case of material changes to these Terms, we will make reasonable efforts to notify you of the change, such as through sending an email to any address you may have used to register for an account, through a pop-up window on the Service, or other similar mechanism.
Material changes to these Terms will be effective upon the earlier of:
- Your first use of the Service with actual notice of such change, or
- 30 days from posting of such change.
Disputes arising under these Terms will be resolved in accordance with the version of the Terms in place at the time the dispute arose. We encourage you to review these Terms frequently to stay informed of the latest modifications.
You acknowledge and agree that when using the App, you may have direct or indirect access or exposure to Onus’ confidential information (“Confidential Information”). Confidential Information includes Onus’ data, provider IDs, user information, delivery recipient information, delivery provider information, package information, and the transaction volume, marketing and business plans, business, financial, technical, operational and such other nonpublic information (whether disclosed in writing or verbally) that Onus designates as being proprietary or confidential or that you should reasonably know to treat as confidential.
You acknowledge and agree that: (a) all Confidential Information shall remain the exclusive property of the Onus; (b) you shall not use Confidential Information for any purpose except in furtherance of your use of the App; (c) you shall not disclose Confidential Information to any third party; and (d) you shall not store or keep Confidential Information and shall return or destroy (with confirmation of destruction) all Confidential Information upon the termination of your use of the App or at the request of Onus.
Notwithstanding the foregoing, Confidential Information shall not include any information to the extent it: (a) is or becomes part of the public domain through no action or omission by you; (b) was possessed by you prior to your use of the App without an obligation of confidentiality; or (c) is disclosed to you by a third party having no obligation of confidentiality with respect thereto.
These Terms are governed by the laws of the State of California without regard to conflict of law principles. If a lawsuit or court proceeding is permitted under these Terms, you and Onus agree to submit to the personal and exclusive jurisdiction of the state courts and federal courts located within San Francisco County, California for the purpose of litigating any dispute. We operate the Service from our offices in California, and we make no representation that materials included in the Service are appropriate or available for use in other locations. No joint venture, partnership, employment, or agency relationship exists between you, Onus or any third-party provider as a result of the Terms or use of the Service.
If any provision of the Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced to the fullest extent under law. The failure of Onus to enforce any right or provision in this Agreement shall not constitute a waiver of such right or provision unless acknowledged and agreed to by Onus in writing.
This Agreement comprises the entire agreement between you and Onus and supersedes all prior or contemporaneous negotiations, discussions or agreements, whether written or oral, between the parties regarding the subject matter contained in these Terms.
21. Notice to California Residents
If you are a California resident, under California Civil Code Section 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at (800) 952-5210 in order to resolve a complaint regarding the Service or to receive further information regarding use of the Service.
22. Notice Regarding Apple
To the extent that you are using our mobile applications on an iOS device, you further acknowledge and agree to the terms of this Section 21. You acknowledge that these Terms are between you and Onus only, not with Apple Inc. (“Apple”), and Apple is not responsible for the Service and the content thereof.
Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Service. In the event of any failure of the Service to conform to any applicable warranty, you may notify Apple and Apple will refund any applicable purchase price for the mobile application to you; and, to the maximum extent permitted by applicable law, Apple has no other warranty obligation whatsoever with respect to the Service.
Apple is not responsible for addressing any claims by you or any third party relating to the Service or your possession and/or use of the Service, including, but not limited to:
- Product liability claims;
- Any claim that the Service fails to conform to any applicable legal or regulatory requirement; and
- Claims arising under consumer protection or similar legislation
Apple is not responsible for the investigation, defense, settlement and discharge of any third-party claim that the Service and/or your possession and use of the mobile application infringes that third party’s intellectual property rights. You agree to comply with any applicable third-party terms when using the Service. Apple and Apple’s subsidiaries are third-party beneficiaries of these Terms, and upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary of these Terms.
You hereby represent and warrant that:
- You are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and
- You are not listed on any U.S. Government list of prohibited or restricted parties.
General Terms for Drivers
These General Terms set forth the main terms and conditions applying to and governing the agreement between you (hereinafter referred to as “you” or “Driver“) and Onus regarding usage of the Onus Driver’s App for the purpose of providing Transportation Services.
In order to provide Transportation Services via using the Onus App you must agree to the terms and conditions that are set forth below.
1.1. Onus (also referred to as “we“, “our” or “us“) – a private limited company and registered under the laws of USA and Canada.
1.2. Affiliate – means an entity that is directly or indirectly under the control of Onus and who provides certain Onus Services in a local state or city.
1.3. Onus Services – services that Onus and/or its Affiliates provide you, including provision and maintenance of the Onus App and the Onus platform, client support, mediation of the payments and communication between you and the Customer or other similar support services as described in these General Terms or the Agreement.
1.4. Onus App –In the meaning of these General Terms, Onus App refers to the Onus Drivers App, which the Drivers use to receive and accept requests and manage Transportation Services.
1.5. Customer – a person requesting Transportation Services by using the Onus mobile application.
1.6. Driver or you – the person providing Transportation Services via the Onus App. Please note that you may register the account either as a legal or a natural person.
1.7. General Terms – the terms and conditions provided in this document.
1.9. License – your right to use the Onus App and the Website in accordance with the Agreement.
1.10. Website – Onus’s website located at www.OnusGlobal.com.
1.11. Fare – the fee a Customer is obliged to pay you for provision of the Transportation Services.
1.12. Onus Fee – the fee you are obliged to pay to Onus for the right to use the Onus App. Onus Fee consists of a fee per each Customer order you have completed.
1.13. In-app Payment – a payment made by the Customer via the Onus App for the Transportation Services. The In-app Payment may be made by using bank/credit card, business, mobile carrier payment or any other electronic payment method enabled by Onus.
1.14. Onus Driver’s Portal – a portal containing relevant information and documents regarding your usage of the Onus App in course of provision of Transportation Services, including accounting documentation.
1.15. Transportation Services – the transportation service you are providing to the Customer whose request you have accepted via the Onus App.
2. ENTRY INTO THE AGREEMENT
2.1. Prior to using the Onus App you must sign up with Onus by providing the requested information in the signup application and uploading necessary documentation as required by Onus on the Website. Upon successful completion of the signup application Onus will provide you with a personal account accessible via the username and password that you have chosen. By clicking the “Sign up” button located at the end of the signup application, you represent and warrant that:
- 2.1.1. according to law you are entitled to enter into an agreement with Onus to use the Onus App for providing Transportation Service;
- 2.1.2. you have carefully studied, fully understand and agree to be bound by these General Terms, including all you obligations that arise as provided herein;
- 2.1.3. all the information you have presented to Onus is accurate, correct and complete;
- 2.1.4. you will not authorize other persons to use your account nor transfer or assign it to any other person;
- 2.1.5. you will not use the Onus App for unauthorized or unlawful purposes and impair the proper operation of the Onus App;
- 2.1.6. you will not copy or distribute the Onus App or other Onus content without the prior written permission from Onus;
- 2.1.7. you will keep you Onus account accurate and profile information updated at all times;
- 2.1.8. at all times you fully comply with all laws and regulations applicable in the state you are providing Transportation Services, including (but not limited to) laws regulating passenger transportation services;
2.2. You are obliged to provide your own bank requisites in course of filling the payment details upon registration. In case you are a legal person, you must insert the bank account of the company. Onus or its Affiliates are transferring In-app Payment fees to the bank account you have provided. Onus and/or its Affiliates are not liable for any incorrect money transactions in case you have provided wrong bank requisites.
2.3. After submitting the signup application, you will receive an e-mail with additional conditions that must be met in order to provide Transportation Services. These conditions may include providing criminal records, valid driving license, satisfying certain technical state of the vehicle, completion of a training course, owning a GPS-supporting mobile device and other conditions as described in the pertinent e-mail. The failure to comply with the provided requirements and conditions will result in termination of the Agreement and right to use the Onus App.
2.4. You agree that in specific cities or countries Onus may assign any of its obligations arising from the Agreement to its Affiliate or representative. This includes, among else, assigning the rights and obligations regarding reviewing documents related to signup applications, trainings, collection of Onus Fees, forwarding you the fees due, mediating In-app Payment, licensing the Onus App, etc. Details of the local Affiliates and representatives can be accessed here http://Onus.eu/cities.
2.5. Registering the account as a legal person (i.e. a company). You are considered to be a legal person, if the recipient of the fees is marked as a legal person in your payment details (as accessible on the Driver’s Portal). In such case the indicated legal person is considered to be the provider of Transportation Services and a party to these General Terms as well as any further documents of the Agreement. Regardless of the above, only the specific natural person indicated in the signup process may factually provide the Transportation Services. Such natural person may use the account of the Driver only if he/she has read and agrees to be bound by these General Terms and any further documentation that is part of the Agreement. THE LEGAL PERSON IN THE PAYMENT DETAILS AND THE NATURAL PERSON FACTUALLY PROVIDING THE TRANSPORTATION SERVICES UNDER ONE Onus ACCOUNT SHALL REMAIN JOINTLY AND SEVERALLY LIABLE FOR ANY INFRINGEMENT OF THE AGREEMENT CONDUCTED BY THE DRIVER.
2.6. Registering the account as a fleet company. Upon concluding a separate agreement with Onus, a fleet company may itself register accounts to its employees and/or service providers. In such case the fleet company shall be required to ensure that its employees and/or service providers conform to the requirements of these General Terms and any other Agreement and agrees to act in accordance and be bound with its conditions and obligations. The fleet company and its employees and/or service providers shall remain jointly and severally liable for any infringement of the agreement conducted by such employee and/or service provider.
3. YOUR RIGHT TO USE THE ONUS APP AND THE WEBSITE
3.1. The Onus App. The Onus App allows you to receive requests from the Customers interested in using Transportation Services, which you can either accept or ignore at your own choosing. For additional information about the Onus App please refer to the Website.
3.2. License to use the Onus App and the Website. Onus hereby grants you, subject to the provisions of the Agreement, a non-exclusive, non-sublicensable, non-transferable License to use the Onus App and the Website according to the terms referred to herein. Regardless of the above and if so agreed separately, Taxi Fleet Companies may sub-license the Onus App to the members of its fleet.
3.3. In course of using the Onus App and/or the Website you may not:
- 3.3.1. decompile, reverse engineer, or otherwise attempt to obtain the source code of the Onus App and/or the Website;
- 3.3.2. modify the Onus App or Website in any manner or form or to use modified versions of the Onus App or Website;
- 3.3.3. transmit files that contain viruses, corrupted files, or any other similar Onus App or programs that may damage or adversely affect the operation of another person’s computer, Onus Services, Website, Onus App or hardware, or telecommunications equipment;
- 3.3.4. attempt to gain unauthorized access to the Onus App, Website or any other Onus Services.
- 3.4. In order to use the Onus App and Website you are obliged to pay Onus or its Affiliates the Onus Fee as described in section 5 of these General Terms.
3.5. The License granted herein revokes automatically and simultaneously with termination of the Agreement. After termination of the Agreement you must immediately stop using the Onus App and Onus is entitled to block and delete your account without a prior notice.
3.6. Using Driver’s forum and other Website content. Onus may grant you access to Driver’s forum and other content accessible via the Website. You may not publish, post, upload, e-mail, distribute, or disseminate any inappropriate, profane, defamatory, misleading, infringing, obscene, indecent, or unlawful content. Onus may restrict your access to the forums or Onus App, if you infringe the aforementioned obligations.
3.7. Using tags and labels of Onus. Additionally, Onus and/or its Affiliates may give you tags, labels, stickers or other signs that refer to Onus or otherwise indicate that you are using the Onus App. Onus grants you a non-exclusive, non-sublicensable, non-transferable license to use such signs and only for the purpose of indicating that you are providing Transportation Services via using the Onus App. After termination of the Agreement you must immediately remove and discard any signs that refer to Onus or its brand.
3.8. All copyrights and trademarks related to Onus, including source code, databases, logos and visual designs are owned by Onus and protected by copyright, trademark and/or trade secret laws and international treaty provisions. By using the Onus App, Website or any other Onus Services you do not acquire any rights of ownership to any intellectual property of Onus.
4. PROVIDING THE TRANSPORTATION SERVICES
4.1. Your Obligations. You hereby guarantee to provide Transportation Services in accordance with the Agreement as well as laws and regulations applicable in the state where you are providing Transportation Services. Please note that you are fully liable for any violation of any local or international laws and regulations as may arise from providing Transportation Services.
4.2. You must, among else, have all licenses (including a valid driver’s license), permits, car insurance, liability insurance (if applicable), registrations, certifications and other documentation that are required in the applicable jurisdiction for providing the Transportation Services. It is your obligation to maintain the validity of all aforementioned documentation. Onus reserves the right to require you to present evidence and submit for review all the necessary licenses, permits, approvals, authority, registrations and certifications as well as their renewals.
4.3. You must abide by the traffic regulations at all times. This means, among else, that you may not operate the Onus App while driving and your car must be fully parked while interacting with the Onus App.
4.4. You must provide the Transportation Services in a professional manner in accordance with the business ethics applicable to providing such services and endeavour to perform the Customer’s request in the best interest of the Customer. Among else, you (i) must take the route least costly for the Customer, unless the Customer explicitly requests otherwise; (ii) may not make any unauthorised stops; and (iii) may not have any other passengers in the vehicle other than the Customer and the people accompanying the Customer.
4.5. You retain the sole right to determine when and for how long you are providing the Transportation Services. You shall accept, decline or ignore Customer’s Transportation Services requests at your own choosing.
4.6. Costs you incur while providing the Transportation Services. You are obliged to provide and maintain all equipment and means that are necessary to perform the Transportation Services at your own expense, including a car, smart device, mobile data plan, etc. You are also responsible for paying all costs you incur in the course of performing the Transportation Services including, but not limited to, fuel, mobile data plan costs, amortization of the vehicle, insurance, relevant corporate or payroll taxes etc. Please bear in mind that using the Onus App may bring about consummation of large amount of data on your mobile data plan. Thus, we suggest you to subscribe for a data plan with unlimited or very high data usage capacity.
4.7. Fares. You are entitled to charge a fare for each instance you have accepted a Customer via the Onus App and completed the Transportation Service as requested (i.e. Fare). The Fare is calculated based on a default base fare, the distance of the specific travel as determined by the GPS-based device and the duration of the specific travel. In case you are a licensed taxi service provider, you may determine the Fare based on the taximeter, if you are legally obliged to do so. In such case you must adjust the fare proposed in the Onus App to match the actual Fare. Please bear in mind that the default base fare is the recommended fare as presented in the Onus App. The default base fare may fluctuate based on the local market situation. You may negotiate a Fare that is lower than the default base fare by sending Onus a pertinent request. All such requests shall be considered in good faith. Additionally, you shall always have the right to charge the Customer less than the Fare indicated by the Onus App or the taximeter (however, please note that charging the Customer less than the Onus App indicates does not decrease the Onus Fee).
4.8. Onus may adjust your fare for a particular order completed, if we detect a violation (such as taking a longer route or not stopping the fare meter of the Onus App after the Transportation Service has been completed) or in case a technical error affecting the final fare is identified. Onus may also reduce or cancel the fare in case we have reasonable cause to suggest a fraud or a complaint by the Customer indicates a violation by you. Onus will only exercise its right to reduce or cancel the fare in a reasonable and justified manner.
4.9. Customer may pay the fare for the Transportation Service either directly to you or via the In-app Payment as described in section 6 of these General Terms. In case the Customer pays the Fare directly, it is your obligation to collect the Fare. In case the Customer fails or refuses to pay, Onus will help you with collecting the Fare due, however Onus has no obligation to compensate the Fare.
4.10. Receipts. After each successful provision of Transportation Services, Onus shall create a receipt consisting of the route, fare, time and other relevant information of a particular ride. Onus might not create and send receipt in case of licensed taxis, depending on the terms agreed in specific state or city. You will be able to access the receipt of each ride from Onus Driver’s Portal. Any corrections that you wish to make to fare calculation must be submitted via Fare Review application accessible on the Onus App. In case Fare Review has not been submitted, Onus and its Affiliates shall have no obligation to recalculate the fare and reimburse you any error in fare.
4.11. Penalties. In case the Customer cancels the request for Transportation Services after 3 minutes or does not show up, Onus shall have the right to request a penalty up to 5 USD from such Customer. Onus shall request such penalty only in case of negligent behaviour from the Customer and shall have the full discretion in deciding whether to collect the penalty or not. In case Onus collects the penalty, it will keep Onus Fare and the rest of the penalty collected shall be forwarded to you within 14 (fourteen) days as of its collection.
4.12. If, in the course of receiving Transportation Service, a Customer or its co-passengers negligently damage your vehicle or its furnishing (among else, by blemishing or staining the vehicle or causing the vehicle to stink), you have the right to request the Customer to pay a penalty of 50 USD and request compensation for any damages exceeding the penalty. If the Customer does not consent to paying the penalty and/or compensating the damage, you must notify the Affiliate or Onus (depending on who provides the Onus Services in the local region) of the matter at hand. Any such notification must be presented to Onus or Affiliate within 24 hours and be accompanied with pictures or other sufficient proof of damages. Onus will then try to collect penalty and/or relevant costs on your behalf from the Customer. However, please bear in mind that Onus is not taking any liability for direct or indirect damages caused by Customers.
4.13. Your tax obligations. You hereby acknowledge that you are obliged to fully comply with all tax obligations that arise to you from the applicable laws in relation to providing the Transportation Services, including (if applicable) (i) acquiring a valid VAT number; (ii) paying income tax, social security tax or any other tax applicable; and (iii) fulfilling all tax registration obligations and calculating and remitting all tax liabilities related to your provision of Transportation Services as required by the applicable law. Additionally, it is your obligation to provide Onus with all relevant tax information, including (among else) your VAT number. Please note that Onus may in its reasonable discretion and based on applicable tax law, collect and remit taxes resulting from your provision of Transportation Services and/or provide any of the relevant tax information directly to the applicable governmental tax authorities on your behalf.
4.14. Your authorisation to issue invoices. If you are using the Onus account as a business entity, you hereby authorise Onus to issue itself an invoice on your behalf in order to compensate you any expenses, referral fees, contractual penalties or other fees that you are due from Onus. Upon its issuance, the invoice will be immediately made available to you via the Driver’s Portal.
5. ONUS FEES
5.1. In order to use the Onus App, you are obliged to pay to Onus a fee (i.e. the Onus Fee). The Onus Fee is paid based on the Fare of each Transportation Service order you have completed. The amount of the Onus Fee is made available to you via e-mail, Onus App, Driver’s Portal or other pertinent means. Please acknowledge that the Onus Fee may change from time to time. Onus shall send you a prior notification of each such change.
5.2. You must pay the Onus Fee and any other fees due to Onus for the previous month at latest by the 15th date of the following month. Upon delay with payment of the Onus Fee, you are obliged to pay a penalty of late payment in the amount of 0.04% (zero point zero four percent) of the unpaid amount per day. You are obliged to cover all costs incurred by Onus, which are related to debt collection activities.
6. IN-APP PAYMENTS
6.1. Onus may enable its Customers a possibility to pay for the Transportation Service via bank card, Business or mobile carrier payment directly in the app (i.e. In-app Payment). You hereby authorise Onus to act as your limited commercial agent solely for the purpose of collecting, on your behalf, the Fares, applicable taxes or other fees paid by the Customer via In-app Payment. You additionally agree that any payments made by the Customers via the In-app Payment shall be considered the same as payments made directly to you.
6.2. You may not refuse payment by the Customer via the In-app Payment, or influence the Customer against the use of the In-app Payment. In case you refuse to accept an In-app Payment without just cause, Onus shall be entitled to charge you a contractual penalty for every refusal and/or block your right to use the Onus App in case of repetitive behaviour.
6.3. Onus will regularly transfer the amounts collected as In-app Payments, which have been credited to the Onus bank account in the preceding week, to your bank account by the 4th day of the following week, but in no case later than within two weeks. The Onus Fee shall be deducted from your Fare. If you request a review of the In-app Payment, then Onus may transfer the amounts collected after it has concluded the review.
6.4. You are entitled to review In-app Payment reports in the Onus Driver’s Portal. Onus will send weekly In-app Payment & Driver’s account balance to your e-mail. The reports will show the amounts of the In-app Payments brokered in the previous week as well as the withheld amounts of the Onus Fee. The reports will be sent weekly.
6.5. Please note that Onus is not obliged to pay you the Fare due from the Customer if the In-app Payment failed because Customer’s credit card or mobile payment is cancelled or is unsuccessful for reasons not attributable to Onus. In such case we will help you in requesting the Fare due from the Customer, and shall transmit it to you once the Customer has made the requested payment.
6.6. Before rendering Transportation Services, you must verify that the service is being actually provided to the Customer or that the Customer has expressly confirmed that it allows the passenger to ride under its account. If you make a mistake in identifying the Customer, and the In-app Payment is charged to a person, who has not been provided or has not approved the Transportation Services, Onus shall reimburse the Customer for the Fare. In such case you are not entitled to receive the Fare from Onus. Additionally, for every wrongfully applied In-app Payment Onus shall be entitled to charge you a contractual penalty up to 10 USD.
6.7. You hereby warrant that you understand that In-app Payment does not supersede the requirements established by the laws and regulations, e.g. your obligation to provide the Customer with a receipt printed out on the printer.
6.8. You must notify Onus of any important circumstances which may affect Onus’s obligations to collect and distribute the Fares paid via In-app Payment.
6.9. Please note that Onus may set off any Fares paid via In-app Payment against the Onus Fees that you are obliged to pay to Onus.
7. CUSTOMER SUPPORT
7.1. As one of our services, we may provide you customer support regarding using the Onus App. The customer support may be provided either by Onus or its Affiliates as listed on the Website (http://Onus.eu/cities). Please note that Onus has the right to stop providing the customer support services in case you are in delay with any of your payments to Onus and/or its Affiliates for more than 5 (five) calendar days.
8. RATINGS AND ACTIVITY
8.1. In order to guarantee high-quality service via the application provided by Onus and provide additional reassurance to our Customers, you hereby acknowledge that the Customers may provide you a rating and leave feedback regarding the quality of the Transportation Services that you have provided. Your average rating will be linked to your Onus account and available to Customers when requesting Transportation Services. The Customer is obliged to provide the ratings and comments in good faith, and if we, in our discretion, find a particular rating or comment to not be in good faith, we may remove it.
8.2. In addition to the rating, Onus measures your level of activity and provides you with an activity score, which is based on your activity regarding accepting, declining, not responding and completing Transportation Service orders.
8.3. You hereby acknowledge that in order to provide reliable services to Customers Onus may determine a minimum average rating and a minimum activity score that all Drivers must establish and maintain. If, after a pertinent notification from Onus, you do not increase your average rating or activity score above the minimum within the prescribed time period, your Onus account will be automatically suspended either for temporarily or permanently. Onus may reverse the suspension of your account if it is merited by any external circumstances or it is detected that the suspension was caused by a system error or false ratings.
9. MARKET OVERVIEWS AND CAMPAIGNS
9.1. Market overviews. Onus may send you, via the Onus App, SMS, e-mail or other means, market overviews, in order to increase your awareness regarding when the demand by the Customer is highest. Please note that such market overviews are merely recommendatory and do not constitute any obligations for you. As the market overview estimations are based on previous statistics, Onus cannot give any guarantees that the actual market situation will correspond to the estimations provided in the market overview.
9.2. Campaigns promising minimum income. Onus may also provide campaigns, whereby Onus will guarantee a minimum income if you provide Transportation Services within a specified timeframe and shall compensate the gap, if you do not reach such minimum. The specific requirements and conditions will be sent from Onus via the Onus App, SMS, e-mail or other means. Onus has full discretion in deciding if, when and to which Drivers it enables such campaigns. If Onus has reasonable cause to suspect any fraudulent activity by you, it may withhold your Fare until the suspicion of fraud has been cleared.
9.3. Campaigns for Customers. Onus may also occasionally arrange various campaigns to Customers in order to market the Onus applications, whereby the Fare paid by the Customer is reduced. In such case Onus will notify you about specific campaign terms and in most cases shall pay you compensation, amounting to the monetary value of the benefit offered to the Customer (i.e. difference between the amount that the you should have received and actually receive due to the marketing campaign). Such compensation shall be paid you concurrently with payment of the Fares. Onus may set off the marketing compensation against the Onus Fee.
9.4. Onus may also carry out other campaigns for Drivers and/or the Customers under the terms accompanying the specific campaign.
10. RELATIONSHIP BETWEEN YOU, ONUS AND THE CUSTOMERS
10.1. You hereby acknowledge that by providing Transportation Services to the Customers, you and the Customer are bound by a service contract, to which Onus nor its Affiliates are not a party.
10.2. Onus and its Affiliates do not control or direct your provision of Transportation Services. You have the sole right to decide when and for how long to utilize the Onus App and whether to accept the Customer’s request received via the Onus App. You acknowledge and agree that you have complete discretion to provide services or otherwise engage in other business or employment activities.
10.3. You hereby acknowledge and agree that Onus and its Affiliates are merely providers of the Onus App and its supporting services and do not provide transportation services. By providing the Onus App, Onus and its Affiliates act as facilitators of transportation service between you and Customer. Onus may also act as your commercial agent by collecting and forwarding the payments made by Customers for the Transportation Services via the In-app Payment.
10.4. You, Onus and its Affiliates hereby expressly agree that the relationship between the parties is not an employment agreement, nor does it create an employment relationship between you and Onus or Affiliate. The parties also agree that no joint venture or partnership exists between you and Onus or its Affiliates. You may not act as an employee, agent or representative of Onus or its Affiliates nor bind them to any contract.
10.5. If due to the implication of mandatory laws or otherwise, you are deemed as an employee of Onus or its Affiliate, you hereby agree to indemnify, defend and hold Onus and its Affiliates harmless from and against any claims by any person, entity, regulator or governmental authority based on such implied employment relationship.
11. PROCESSING OF PERSONAL DATA
11.1. Processing your personal data. Onus collects your personal data such as name, address, telephone number, e-mail address, vehicle information, license plate number and location based information in order to enable the intended functioning of the Onus App and provide you and our Customers Onus Services. We may also request you to provide your driver’s license and criminal or other necessary records, in order to identify whether you have qualifications for pursuing this professional activity and safeguarding the contractual relations associated with the Onus Services. We disclose your personal data to Affiliates and other third parties only for the purposes of providing Onus Services.
11.2. You may at all times request to see, update or remove your personal data. However, please note that if you request to remove your personal data, Onus may have to terminate your right to provide Transportation Services. After you delete your Onus account, Onus shall delete your personal data, but not before six (6) months has passed as of deleting your account (in case any contractual issues come forth). Certain personal data may be kept for a longer period of time, if so required by the applicable law.
11.3. Transmitting your geo-location and other information to Customers. In order to provide Onus Services, we collect your geo-location information while you are using the Onus App. This means that we monitor and track your geo-location and may share your current location via the Onus application to the Customers in order to provide them the Onus Services. Additionally we will provide Customers your name, vehicle information and license plate number for your identification and safety reasons. If you would like your geo-location data and other aforementioned information not to be available to Customers, you must close the Onus App or indicate in the Onus App that you are currently not looking to provide Transportation Services.
11.4. Your right to process personal data of Customers. You may not process the personal data of the Customers without the permission of Onus. You may not contact any Customer or collect, record, store, grant access, use or cross-use the personal data provided by the Customers or accessible to you via the Onus App for any reason other than for the purposes of fulfilling the Transportation Service request.
12.1. The Onus App is provided on an “as is” and “as available” basis. Onus and its Affiliates do not represent, warrant or guarantee that access to Onus App will be uninterrupted or error free. As the usage of Onus App for requesting transportation services depends on the behavior of Customers, Onus and its Affiliate do not guarantee that your usage of the Onus App will result in any Transportation Service requests. Onus is not liable for the proper functioning of the Onus App and any loss or damage that you may occur as a result.
12.2. To the maximum extent permitted under the applicable law, Onus and/or any of its Affiliates, representatives, directors and employees are not liable for any loss or damage that you may incur under or in connection with the Agreement or as a result of using the Onus App, including but not limited to:
- any direct or indirect property damage or monetary loss;
- loss of profit or anticipated savings;
- loss of business, contracts, contacts, goodwill, reputation and any loss that may arise from interruption of the business;
- loss or inaccuracy of data; and
- any other type of loss or damage.
12.3. For avoidance of doubt Onus does not guarantee the submission of requests by the Customers and can in no way be considered as a person acting on behalf or in the name of the Customer. Onus will strive to remove unwelcomed users of the Onus App. However, Onus and/or any of its Affiliates are not liable for the actions or non-actions of the Customers or their co-passengers using the Onus App and shall not be liable for any loss or damage that you may incur as a result of actions or non-actions of the Customers or their co-passengers.
12.4. Please note that you are fully liable for breach of the Agreement and/or any other applicable laws or regulations and must stop and remedy such breach immediately after receipt of a respective demand from Onus, Affiliate or any state or other authority.
12.5. You are fully liable and shall indemnify Onus for any direct and/or indirect loss and/or damage, loss of profits, expense, penalty, fine that Onus and/or any of its Affiliates or representatives may occur in connection with your breach of the Agreement and/or claim by a third party (including the Customer) directly or indirectly related to provision of Transportation Services. Should any of the Customers present any claims against Onus in connection with your provision of Transportation Services, then you shall compensate such damage to Onus in full within 7 (seven) days as of your receipt of the respective request from Onus.
12.6. You are obliged to comply with all tax obligations you may incur in relation to fulfilling your obligations arising from the Agreement or providing Transportation Services. You shall indemnify Onus and/or its Affiliates from all tax liabilities, duties, levies, claims and penalties that it incurs as a result of your failure to comply with your tax obligations (including, but not limited to, failure to pay income tax or social security tax).
12.7. In case Onus is entitled to present any claims against you, then you shall compensate Onus any legal costs related to evaluation of the damages and submission of claims relating to compensation for such damage.
13. TERM AND TERMINATION
13.1. The conditions expressly specified in these General Terms shall enter into force as of submitting the signup application located on the Website. Each other document that is part of the Agreement shall enter into force once the specific document has been made available to you and you commence or continue providing the Transportation Services, unless prescribed otherwise in the Agreement.
13.2. You may terminate the Agreement at any time by notifying Onus at least 7 (seven) days in advance, after which your right to use the Onus App and Onus Services shall terminate. The Agreement will also terminate upon the deletion of your Onus account.
13.3. Onus may terminate the Agreement at any time and for any reason at the sole discretion of Onus by notifying you at least 3 (three) days in advance.
13.4. Onus is entitled to immediately terminate the Agreement and block your access to Onus App without giving any advance notice in case you breach the Agreement, any applicable laws or regulations, disparage Onus or its Affiliates, or cause harm to Onus or its Affiliates’ brand, reputation or business as determined by Onus in its sole discretion. In the aforementioned cases Onus may, at its own discretion, prohibit you from registering a new account or take other necessary steps to stop you from providing Transportation Services.
13.5. Onus may also immediately block your access to the Onus App and other Services for the period of investigation, if we suspect an infringement of the Agreement or fraudulent activity from your behalf. The block of access will be removed once the investigation disproves such suspicions. Onus shall only use the right described herein in good faith.
13.6. Onus is aiming to provide the highest quality service to all Customers and is monitoring the activity of Drivers in its system. If you fail to meet the minimal service requirements, such as the obligation to possess a certain minimal rating and activity score, Onus is entitled to immediately terminate the Agreement without giving any advance notice.
14.1. Onus has the sole right to make changes to any of the documents part of the Agreement. Any changes to the Agreement shall enter into force after they have been made available to you via e-mail, Onus App or Driver’s Portal and you have continued to provide Transportation Services, unless prescribed otherwise in the Agreement.
14.2. In order to amend the General Terms, Onus shall post a revised version of it on the Website (http://Onusglobal.com) and give you at least 14 (fourteen) days prior notice. If you continue to use the Onus App, you shall be deemed to have accepted the revised conditions.
15. APPLICABLE LAW AND COURT JURISDICTION
15.1. The Agreement shall be governed by, and construed and enforced in accordance with the laws of North America, without regard to conflict of law principles or the United Nations Convention on the International Sale of Goods.
15.2. Any dispute that may arise in connection with this Agreement, whether with respect to its existence, validity, interpretation, performance, breach, termination or otherwise, shall be settled by way of negotiations. If the respective dispute resulting from this Agreement could not be settled by the negotiations, then the dispute will be finally solved in North American Court house.
16. CONTACT INFORMATION
16.1. You are obligated to immediately notify Onus of any changes of your contact information and guarantee to keep the contact information accurate and up to date.
16.2. The contact information of Onus is available at the Website.
17. FINAL PROVISIONS
17.1. If any provision of the Agreement is held to be unenforceable, the parties shall substitute for the affected provision an enforceable provision that approximates the intent and economic effect of the affected provision. The failure or delay by either party to enforce any term of the Agreement shall not be deemed a waiver of such term.
17.2. You may not assign the Agreement or any of its rights or obligations there under, if not provided otherwise by the Agreement.
17.3. Any notice required to be given under this Agreement shall be sufficiently given if: (i) delivered personally, (ii) sent by courier with proof of delivery, (iii) sent by registered mail, (iv) sent by e-mail or (v) made available via the Onus’s Driver’s Portal or Onus App. Any notice which is sent or dispatched in accordance with this clause 17.3 shall be deemed to have been received: (i) if delivered personally, at the time of delivery to the party; (ii) if delivered by courier, on the date stated by the courier as being the date on which the envelope containing the notice was delivered to the party; (iii) if sent by registered mail, on the 10th day after handing the document over to the post office for delivery to the party; (iv) if made available via the Onus’s Driver’s Portal or the Onus App, or (v) if sent by e-mail, on the day the party receiving the e-mail confirms receiving the respective e-mail or on the 2nd day following the dispatch of the e-mail provided that the sender has not received an error notice (notifying that the e-mail was not delivered to the party) and has sent the e-mail again on the next calendar day and has not received a similar error notice.
Date of entry into force of the General Terms: 16.05.2018
Onus Terms and Conditions
Onus is a web-based app for ordering a transportation; it communicates transportation service requests to the transportation service providers who have been registered as users of the Onus system. The private limited company Onus, founded in the San Francisco, California, USA, is the holder of rights and service provider of the Onus app.
1. Using the Onus app
1.1 The use of the Onus app requires installation of the software and registration of a user account. During the installation of the Onus app, the mobile number of the Onus service user is linked to the respective user account and added to the database.
1.2 When using the Onus app, the user can choose whether he/she wishes to pay for the transportation service to the driver or use Onus credit card or mobile payment.
1.3 Any complaints can be sent to our support team via email firstname.lastname@example.org or by calling our support line +1844-3333-ON00 (available on workdays 08.00-17.00 EET).
2. Onus credit card and mobile payment conditions (available only in certain countries, please follow instructions on your local application)
2.1 The user of the Onus app can pay for the transportation service with a credit card payment, which requires the prior activation of the credit card data within the app and acceptance of Onus Terms and Conditions.
2.2 Mobile payments can be made by a user of the Onus app who has concluded a mobile payment agreement.
2.3 When making credit card and mobile payments, the receiver of the payment is Onus, who forwards the received payment to the transportation service provider.
2.4 When making credit card and mobile payments, a service fee is added per each order of transportation service. The named service fee includes payment commission fees, incl. Visa / MasterCard service fees. The amount of the service fee is displayed in the mobile app. In the event that the mobile payment intermediary enacts a fee for the usage of the payment service, which has to be paid by the customers separately, then the named fees are not included in the Onus credit card and mobile payment fee.
2.5 Onus shall be responsible for the functioning of credit card payments and offers card owners support in solving problems. The resolution of credit card and mobile payment related disputes also takes place through Onus. The contact for Onus and mobile payment support service is: support@OnusGlobal.com and phone number +1-844-333-ON00 – Inquiries submitted by e-mail shall receive a response within one business day. Onus shall resolve all credit card and mobile payment related complaints and applications within two business days.
2.6. When offering credit card and mobile payments, Onus acts as the economic agent of transportation service providers by intermediating payments made in the Onus app. The obligation of the customer in front of the transportation service provider shall be considered fulfilled as of the moment when the payment order is made for the payment of funds into the Onus bank account. Onus shall not be responsible for the exercise of the customer’s payment order.
3. Ordering or cancelling a transportation service
3.1 If the Onus app user orders a transportation and the driver has confirmed the receipt of service then the transportation is considered pre-ordered.
3.2 Cancelling the use of an ordered transportation is considered to be the situation where the driver has notified about the receipt of an order and the Onus app user waives the transportation service after receipt of the notice.
3.3 Cancelling the use of an ordered transportation is also considered to be the situation where the user of the Onus app or people whom the transportation was ordered for do not appear in the vehicle within 8 minutes as of the time when the driver notified them about the arrival of the vehicle in its destination.
3.4 In case of cancelling the transportation service the Onus app user has to pay USD $5 as a penalty fee. In the event that the Onus user notifies about the cancelling of transportation service within 5 minutes as of receiving of the notification concerning the receipt of the order through Onus, the user does not have to pay the penalty fee.
3.5 We have the right to revoke the right to use the app if the user has waived the use of transportation service on 3 successive instances in one 24 hour period. In that case the app notifies the user about the number of cancellations and after waiving the 3rd time, Onus cancels the usage right. Onus usage right can be cancelled for up to six months. After that the user can reactivate his/her user account by contacting the local team via email.
4. Use of the Onus app
4.1 Onus is a mobile app enabling the persons requiring a transportation service to find a suitable provider by sharing data on their geographic location.
4.2 The use of the Onus app is based on a non-exclusive licence issued by Onus. The licence agreement is valid for a non-limited period and is free of charge for the customer. In case of any faults in the software, we shall endeavour to correct them as soon as possible, but please keep in mind that the functioning of the app may be restricted due to occasional technical errors and we are not able to guarantee unlimited faultless functioning of the app at all times. We shall also accept no liability for any losses incurred as a consequence of the Onus app not functioning or not being usable in the desired manner. In the event that the customer’s right to use the app is cancelled, the corresponding non-exclusive licence shall also be repealed.
4.3 As the Onus app is a means of communication between customers and transportation service providers, Onus cannot influence or take any responsibility for the quality or defects of the service. For this reason, we are unable to guarantee consistently accurate and faultless provision of transportation services located via Onus. For resolving complaints please contact our support team.
4.4 The Onus app does not constitute an offer or brokerage of transportation for customers. The Onus app is not a means for organising the provision of transportation services. It is also not an agency service for finding customers for transportation providers.
4.5 The consumer’s right of refund (withdrawal) is not applied to Onus app orders.
5. By registering an account with Onus, a customer shall accept the following conditions
5.3 Onus shall be entitled to transfer the database of personal data to third parties without prior notification of the app users. In case of a transfer of the business or the database, the rights and conditions arising from this licence agreement shall be transferred as well.
5.4 Onus shall be entitled to forward personal data and bank data to credit card and mobile payment intermediaries.
5.5 Onus has the right to send marketing messages and authentication codes through SMS messages.
6. Good practice of using the Onus app
6.1 As Onus is not a provider or broker of the transportation service, we are unable to influence the quality of the transportation service. Any issues with defects or quality of the transportation service shall be resolved in accordance with the rules and regulations of the transportation service provider or the relevant supervisory authority.
6.2 Onus is committed to contributing to improvement of the quality of transportation services. For this reason, we ask to fill out a feedback form in the Onus app. This enables us to offer suggestions to the transportation service providers for improving the quality of their service.
6.3 We expect that the users of the Onus app use the app in good faith and are respectful of the drivers who offer their services through Onus.
6.4 Onus shall make every effort to ensure that only drivers, who have integrity and are respectful of their profession and customers, use the Onus app. However, we are in no position to guarantee that every provider of transportation services, located via the Onus app, satisfies the aforementioned criteria at all times. If you experience objectionable transportation service, please notify the company responsible for the service, a supervisory authority or our support team
7. Free rides referral campaign
7.1 The reward code will only be valid if the new rider uses Onus’s mobile payments for the first ride.
7.2 Onus has the right to void any discount codes and block rider accounts if it suspects any fraudulent activities and charge the rider for the damages caused.