GETTRANSPORT.COM SERVICE AGREEMENT
1.1 GETTRANSPORT INTERNATIONAL LIMITED, company, registered in the Republic of Cyprus at the address: Patron 10. 6051. Larnaca, Cyprus hereinafter referred to as the “Company”), hereby offers to use the services available at https://gettransport.com (hereinafter referred to as the “Site”) and further described in clause 2 hereof (hereinafter referred to as the “Service”) to an Internet user (hereinafter referred to as the “User”) under the terms and conditions described herein. This Agreement shall come into force and become legally binding for the Company and the User (hereinafter referred to as the “Parties”) at the moment when the User first time starts to use the Services.
1.2 When starting to use the Service, the User shall be deemed to have accepted the terms of this Agreement without any reservations, exceptions or limitations not contained herein. In case of the User’s disagreement with any provision of this Agreement, the User shall not use the Service.
1.3 The Company reserves the right to change this Agreement at any time and in its sole discretion and with no prior notice. A new version of this Agreement shall come into effect when posted on the Site. A notice on any changes to this Agreement shall be sent to the e-mail address specified by the User during the registration process in the Service. By continuing to use the Service, the User confirms his acceptance of the revised Agreement and all of the terms incorporated therein by reference. The Company encourages the Users to review the Agreement frequently to ensure that the User understands the terms and conditions that apply when he uses the Service. If the User does not agree to the revised Agreement, the User may not use the Service.
2 DESCRIPTION OF SERVICES
2.1 The Service allows the User to search for private freight transportation service providers using the list of the partner organizations (hereinafter referred to as the “Carriers”) which have entered into respective agreements with the Company.
2.2 The User acknowledges and agrees that:
(A) The User’s ability to obtain transportation services through the use of the Service does not establish the Company as a provider of the transportation services or as a transportation carrier. When the User finds a Carrier and accepts its terms including the specific freight transfer (hereinafter referred to as the “Freight Transfer”) and the price payable for it (hereinafter referred to as the “Transfer Price”), he shall be deemed to have entered into a paid transportation contract with the Carrier (hereinafter referred to as the “Transportation Contract”) but not with the Company.
(B) Due to the nature of the Service in accordance with this Agreement, the liability of the Company is limited to an obligation to accurately transmit the information from the Carrier to the User as well as to transfer prepayment or full payment for a specific Transfer received from the User to the Carrier. The Company shall not be liable for the credibility of the information passed as well as for the due and in good faith performance of the Carrier’s obligations within any agreements between the Carrier and the User. The Company bears no responsibility for any losses including the loss of gains and physical losses and damages caused by the Service, or in any way determined by the use of the Service.
(C) The Service, the software used for the provision of the Service and other content of the Site through which the Service is available (including but not limited to the “Epic Transportation Engine”, GetTransport logo and other logos and registered trademarks) are protected by the Company’s or third parties’ intellectual property rights. The User is hereby granted a limited, non-exclusive, non-sublicensable, revocable, non-transferable license to: (i) access and use the respective intellectual property solely in connection with his use of the Service; and (ii) access and use any content, information and related materials that may be made available through the Service, in each case solely for the User’s personal, non-commercial use. Any rights not expressly granted herein are reserved by the Company.
(D) There may exist certain technical limitations and restrictions on the Services, which can lead to the inaccessibility of the Service or delays in the transmission of communication at a particular time due to some reasons beyond the Company’s control.
(E) The User enters into this Agreement at its sole risk and understanding that the Service and any information provided to the User are provided “as is” and “as available”.
(F) The relations between the User and the Company during the use of the Service fall exclusively within the Agreement contained herein. Nothing shall be presumed to indicate that the Company and the User have entered into or have agreed to enter into any other contract or have any rights and obligations before each other within any other agreement.
3 PAYMENT OF TRANSFER PRICE
3.1 After finding a Carrier and entering into the Transportation Contract with him through the Service as stipulated herein, the User shall make a full or partial payment of the Transfer Price via one of the payment options offered by the Company, to the Company’s account, which the Company shall further transmit to the Carrier subject to the terms and conditions of a separate agreement between the Company and the Carrier.
3.2 The User shall transfer to the Company 100 percent of the Transfer Price or 15 percent of the Transfer Price as an advance payment. The remaining part of the Transfer Price, if any, shall be paid by the User to the Carrier immediately after the finish of the Freight Transfer by any mean agreed upon with the Carrier (either by cash or by wire transfer using the Services).
3.3 The User agrees that the Company has the right to add to the Transfer Price any processing fees and charges of the payment systems, which are due under the relevant agreements between the Company and its banks and/or payment systems. The User also agrees that the Transfer Price with any charges may be debited from the User’s bank/card account in other currency than one previously selected, if the payment in a specific currency and/or the mandatory currency conversion are stipulated by the bank and/or payment system effecting the payment.
3.4 Unless this Agreement provides otherwise:
(A) all payments made by the User under this Agreement shall be made gross, free of right of counterclaim or set off and without deduction or withholding of any kind other than any deductions or withholding required by law; if a User makes a deduction or withholding required by law from any payment, the sum due shall be increased to the extent necessary to ensure that, after the making of any such deduction or withholding, the Company receives a sum equal to the sum it would have received had no deduction or withholding been made;
(B) all payments made by the Company (whether as a refund to the User or on another basis) shall be deemed to be inclusive of all taxes that may be payable by the User in connection with the payment, and the payment of such taxes are the User’s sole responsibility. Under no circumstances shall the Company have an obligation to deduct or withhold any tax when making any payment by the User
4 CANCELLATION OF TRANSFER AND REFUND POLICY
4.1 The User may unilaterally cancel a Freight Transfer booked and fully or partly paid for by sending an e-mail to the Company’s support address email@example.com.
4.2 The Company undertakes to fully return to the User the funds transferred to the Company as full or partial payment of the Freight Transfer in the following cases:
(A) the User cancels the Freight Transfer not later than 48 hours before the agreed time of the Freight Transfer; or
(B) the Freight Transfer is cancelled at the initiative of the Carrier or the Company.
4.3 In other cases the Company bears no obligation to return the funds to the User.
4.4 No payment return (full or partial) is allowed in case the User or another person on whose behalf the User placed an order does not show up at an agreed place of the Freight Transfer at agreed time nor within 60 (sixty) minutes after such time.
4.5 In case this is provided for in the terms of the bank and/or the payment system through which the payment was made, the funds to be transferred to the User in accordance with clause 4.2 of the Agreement can be charged from the Company’s account in the currency in which they were debited from the User’s account and wired to the User’s card or/and bank account in the currency of the account through the conversion procedure.
5 USER’S REPRESENTATIONS AND WARRANTIES
5.1 The User represents and warrants at all times that the User continues to use the Service that:
(A) the User has legal capacity under the laws of all applicable jurisdictions and agrees to this Agreement voluntarily, and that the User has full power, authority and capacity to comply with this Agreement and his obligations contained herein;
(B) the User’s compliance with this Agreement is lawful and his obligations hereunder are legally binding and valid;
(C) the User has carefully and thoroughly read and understood this Agreement;
(D) the User is and has always been compliant with this Agreement;
(E) in entering into this Agreement the User has not relied on any representation, warranty, statement, undertaking or conduct of any kind other than as expressly provided in this Agreement;
(F) all information provided by the User is true, complete, valid and not misleading in any respect, and it acknowledges and agrees that the Company enters into this Agreement with him in reliance on the representations and warranties set out in this clause.
6 USER’S ONGOING OBLIGATIONS
6.1 The User shall:
(A) regularly monitor and review any announcements connected with the Service made on the Site;
(B) purchase and use the Service only for the purposes and in the manner expressly permitted by this Agreement;
(C) notify the Company immediately if any of the representations and warranties made under this Agreement becomes untrue, incomplete, invalid or misleading in any respect;
(D) not engage in any activity that interferes with or disrupts the Services in any way;
(E) keep, and be fully responsible for keeping, the information required to access its account (including the password) confidential, secure, intact and under control at all times;
(F) not remove any copyright, trademark or other proprietary notices from any portion of the Service;
(G) not reproduce, modify, prepare derivative works based upon, distribute, license, lease, sell, resell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Service except as expressly permitted by the Company;
(H) not decompile, reverse engineer or disassemble the Service except as may be permitted by applicable law;
(I) not link to, mirror or frame any portion of the Service;
(J) not cause or launch any programs or scripts for the purpose of scraping, indexing, surveying, or otherwise data mining any portion of the Service or unduly burdening or hindering the operation and/or functionality of any aspect of the Service;
(K) not attempt to gain unauthorized access to or impair any aspect of the Service or its related systems or networks;
(L) not use or reference in any manner the Company’s names, logos, product and service names, trademarks or services marks;
(M) not otherwise infringe the Company’s intellectual property rights concerning the Service, the software and any other content of the Site through which the User accesses the Service;
(N) observe all applicable laws and regulations (including tax laws and regulations) in such manner that will, to the best of its knowledge and belief, result in compliance by it and the Company in any jurisdiction in which it directly or indirectly uses the Service;
(O) provide promptly such evidence of its compliance with this Agreement as the Company may at any time reasonably require.
7 EXCLUSION OF REPRESENTATIONS AND WARRANTIES BY THE COMPANY
7.1 The User hereby accepts that, to the fullest extent permitted by law:
(A) no warranty is given in respect of the Service or any information provided to the User; and
(B) the Company expressly disclaims all warranties and conditions of any kind, whether express or implied, including:
(i) any implied warranties of merchantability, fitness for a particular purpose or non-infringement;
(ii) any warranties as to the timeliness, reliability, suitability, sequence, accuracy, adequacy, consistency or completeness of any information provided to the User at any time or from time to time;
(iii) any warranties that the access to the Services provided hereunder will be uninterrupted, timely or free from error.
8 LIMITATIONS OF THE COMPANY’S LIABILITY
8.1 To the fullest extent permitted by law, the Company expressly disclaims all liability for any loss whatsoever, and howsoever caused, incurred or suffered by you or anyone else, and including any loss arising from or in connection with:
(A) any inaccuracy, incompleteness or delay in any information provided to the User;
(B) any transaction failure which may occur when the User seeks to make payment;
(C) any malfunction, instability, or another breakdown of any software used by the Company for the provision of the Services;
(D) any disclosure, loss, theft, destruction or inaccessibility of the User’s account, password or other data (including the User’s or any other person’s failure to keep these secure, safe and confidential);
(E) termination of this Agreement at any time and for any reason;
(F) any failure of the Service to be used in any specific way or to meet any specific purpose or requirements;
(G) any war, riots, acts of God, restraints imposed by any governmental or semi-governmental or regulatory authority, industrial or trade disputes, fires, explosions, storms, typhoons, floods, lightning, earthquakes and natural calamities.
8.2 The Company shall have no liability, however arising, for any indirect, incidental, special, exemplary, punitive or consequential damages, including lost profits, lost data, personal injury or property damage arising out of or in connection with the provision of the Service hereunder, or otherwise related to its subject matter, regardless of the negligence (either active, affirmative, sole, or concurrent) of the Company, even if the Company has been advised of the possibility of such damages.
8.3 The Company shall not be liable for any damages, liability or losses arising out of: (i) the User’s use of or reliance on the Service or the User’s inability to access or use the Service; or (ii) any transaction or relationship between the User and any Carrier, even if the Company has been advised of the possibility of such damages. The Company shall not be liable for delay or failure in performance resulting from causes beyond the Company’s reasonable control. The User acknowledges that the Carriers may ridesharing or peer-to-peer transportation services and may not be professionally licensed or permitted.
8.4 The Company’s aggregate liability to the User for any claims for damages (whether under contract, tort, warranty, or other law) resulting from, arising out of, or in connection with this Agreement, or otherwise related to its subject matter, will not exceed 10% of the Transfer Price paid by the User to the Company in connection with the relevant Freight Transfer.
9.1 The User indemnifies the Company against, and agrees to reimburse and compensate the Company for, any liability or loss arising from (and any costs incurred in connection therewith):
(A) any breach of this Agreement by the User;
(B) the Company exercising, enforcing or preserving its rights, powers or remedies (or considering doing so) with respect to the User in connection with this Agreement;
(C) infringement of any Company’s or third parties’ intellectual property rights or other rights in connection with the User’s use of the Service and the Site and its contents.
10.1 The User agrees to receive advertising messages from the Company. The User has a right to decline receiving advertising messages by using the relevant functionality of the Service, as part of which or in connection with which the User received such messages.
10.2 The Company shall collect and process only those personal data of the User which are required to be processed for the use of the Service or necessary to provide the Services.
10.3 The User hereby gives his consent on processing and collection of his personal data to the extent and for the purposes specified in this Agreement and in Confidentiality Policy posted on the Site.
10.4 The Company shall take all necessary and sufficient organizational and technical measures to protect the User’s personal data from illegal or accidental access, destruction, alteration, blocking, copying, or distribution, as well as from other illegal actions with such data by third parties.
10.5 In order to work more efficiently the Site uses cookie files. By starting to use the Service, the User agrees to the use of cookie files. The User may find out more on the Site about the main terms of cookies using by the Company.
10.6 With regards to the personal data protection the Company follows the legislation of Cyprus and the European Union.
11 PROHIBITION OF DISCRIMINATION
11.1 Discrimination refers to any distinction, exclusion, restriction or preference in the rights and freedoms of an individual or a group of individuals, as well as support for discriminatory behavior.
11.2 The Charter of Fundamental Rights of the European Union of 7 December 2000 establishes the Inadmissibility of Discrimination, in particular article 21. paragraph 1. contains the following: “Any discrimination, in particular on grounds of sex, race, color, ethnic or social origin, genetic traits , Language, religion or belief, political or any other views, membership of a national minority, property status, birth, disability, age or sexual orientation.” Paragraph 2 once again emphasizes that “any discrimination based on nationality is prohibited”. Racial Equality Directive 2000/43/EC establishes a ban on all forms of racial discrimination; Gender Equality Directive 2006/54/EC (in relation to employment) establishes the equality of men and women, prohibits discrimination on the basis of sex. The prohibition of discrimination is the basic principle of international law, recognized and actively supported by the entire world community.
11.3 When using the Service, the User shall be tolerant and not specify any requirements of a discriminatory nature, in particular the requirement that the transportation services be provided by a Carrier of a certain sex, race, nationality, sexual orientation. If the User indicates discriminatory requirements, the Service reserve the right to reject the request and terminate the Agreement with the User (to block the account).
12 ASSIGNMENT AND NOVATION
12.1 The Company may assign, transfer, novate or otherwise deal in any manner, all or any part of its rights, remedies, powers, duties and obligations under this Agreement to any person, without the User’s consent and in any way the Company considers appropriate.
12.2 The User agrees that it may not claim against any assignee, transferee or any other person who has an interest in this Agreement, any right of set off or other rights that the User has against the Company.
13 TERM AND TERMINATION
13.1 This Agreement will commence at the moment specified in clause 1.1 and shall continue until terminated in accordance with this clause 13.13.2 Notwithstanding any other provision of this Agreement, the Company may at any time and for any reason immediately terminate this Agreement as between the User and it without prior notice or need to specify reasons, including if:
(A) the User has breached any provision of this Agreement or acted in a manner which clearly shows that the User does not intend to or is unable to comply with any provision in this Agreement;
(B) the Company reasonably considers it is required to do so by the application of any laws or regulations or by any government, quasi-government, authority or public body (including any regulatory body of any jurisdiction); or
(C) the Company determines that performing its obligations under this Agreement is no longer commercially viable.
13.3 The Company will inform the User of such termination by notice in accordance with clause 18.
14 WAIVER OF SET-OFF
The User acknowledges and agrees unconditionally and irrevocably to waive any right of set-off, netting, counterclaim, abatement or other similar remedy which the User might otherwise have under this Agreement under the laws of any jurisdiction.
15 GOVERNING LAW
This Agreement is governed by and must be construed in accordance with the laws of Cyprus.
16 RESOLUTION OF DISPUTES
If there is a dispute between the Parties resulting from, arising out of, or in connection with this Agreement or related to its subject matter, the dispute shall be referred to and finally resolved by arbitration in accordance with the Arbitration Rules of the Arbitration Institute of the Stockholm Chamber of Commerce. The seat of arbitration shall be Stockholm, and the language to be used in the arbitral proceedings shall be English.
17 THIRD PARTY RIGHTS
Any person who is not a party to this Agreement may not enforce nor enjoy the benefit of any provision of this Agreement.
18.1 The User agrees that the Company may give notices and communications, under or in connection with this Agreement by announcement on the Site or by email to the email address which the User registers to its account, and that such notice is deemed to be effective and received by the User at the time when it is published on the Site, or, if earlier, sent, by the Company unless the Company promptly receives an automated message indicating failed delivery of that notice.
18.2 Notices to the Company may be directed to the email address specified on the Site.
19 NO WAIVER
No failure or delay on the part of the Company to exercise any right, power or remedy under this Agreement will operate as a waiver, nor will any single or partial exercise by the Company of any right, power or remedy.
20 REMEDIES CUMULATIVE
The rights, powers and remedies provided in this Agreement are cumulative and are not exclusive of any rights, powers or remedies provided by law.
21 NO RELATIONSHIP
This Agreement do not create any kind of partnership, joint venture, advisor, fiduciary, agency or trustee relationship or any similar relationship between the User and the Company or any other person or entity.
If any provision of this Agreement is held to be illegal, void, unenforceable or invalid, whether in whole or part, under the laws of any jurisdiction, that portion will be severed, and such illegality, unenforceability or invalidity will not affect the legality, enforceability or validity of the remaining provisions of this Agreement in that jurisdiction, nor the legality, enforceability or validity of this Agreement in any other jurisdiction. This clause 22 has no effect if the severance would alter the basic nature of this document or be contrary to public policy.
This Agreement is made in the English and Russian languages both legally binding. In case of any inconsistency between the two versions, the English language version shall prevail.
|Registered address||10 Patron 6051. Larnaca, Cyprus|
|Registration number||HE 373212|
|Bank||BANK OF CYPRUS PUBLIC COMPANY LTD|
|IBAN||CY23 0020 0195 0000 3570 3023 1517|