LAST UPDATED DATE: August 18, 2020
The Service Provider Terms of Services (“Terms”) constitute a legally binding agreement between you (“you,” “your,” “Service Provider,” or “User”) and Ally, Inc. (“Ally,” “we,” “us,” or “our”), a Wyoming corporation, dictating your usage of the Ally Application, website, and technology platform (collectively, the “Ally Platform,” or “Platform,” or “Services”).
ALL SERVICE PROVIDERS MUST AGREE TO BE BOUND BY THESE TERMS. PLEASE CAREFULLY REVIEW THESE TERMS BEFORE AGREEING TO IT, AND BEFORE USING THE PLATFORM. THIS IS A LEGALLY BINDING AGREEMENT AND BY USING THE ALLY PLATFORM, YOU ARE ACCEPTING THESE TERMS OF SERVICE.
The Ally Platform offers a means for Service Providers (“Service Providers”) to connect and communicate with individuals and businesses (collectively and/or separately be referred to as “Users” ) in order to facilitate on-demand delivery and/or transportation services. Users are required to create a User account that allows them to utilize Ally’s Platform. The delivery and/or transportation services that occur within the Ally Platform may be referred to as “Services” throughout these Terms.
THESE TERMS PROVIDE THAT ALL DISPUTES BETWEEN YOU AND ALLY WILL BE RESOLVED BY BINDING ARBITRATION. ACCORDINGLY, YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT (INCLUDING IN A CLASS ACTION) TO ASSERT OR DEFEND YOUR RIGHTS UNDER 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 THE SECTION BELOW TITLED DISPUTE RESOLUTION; ARBITRATION
AGREEMENT FOR THE DETAILS REGARDING YOUR AGREEMENT TO ARBITRATE ANY DISPUTES WITH ALLY.
In addition to the remainder of the terms outlined herein, as a Service Provider, you agree that:
- You are at least 18 years of age (or the minimum age required for providing such services in a given jurisdiction) (“Minimum Age”) ;
- Ally is not a delivery and/or transportation provider;
- You are in possession of a valid Driver’s License and are both authorized legally and medically fit to operate a motor vehicle within your area of operation;
- You have a valid and up-to-date insurance policy that includes liability insurance and conforms with the requirements of these Terms;
- Ally’s liability will be limited;
- The Platform is provided as-is;
- You are responsible for obeying all laws, rules, and regulations while acting as a Service Provider and during these Terms;
- Your account is personal to you, and you will not share your account with anyone else, or allow anyone else to step into your role as the Service Provider on this account; and
- You will notify Ally of any issues immediately.
ALLY IS A SOFTWARE COMPANY THAT FACILITATES DELIVERY AND/OR TRANSPORTATION SERVICES BETWEEN USERS. WE ARE NOT A DELIVERY OR TRANSPORTATION SERVICE PROVIDER. WE ARE NOT A DELIVERY OR TRANSPORTATION CARRIER. EACH SERVICE PROVIDER DECIDES WHETHER THEY WANT TO ACCEPT A SERVICE REQUEST ONCE A REQUEST HAS BEEN PLACED VIA THE ALLY PLATFORM. IT IS UP EACH USER TO DECIDE TO ACCEPT OR OFFER ANY SERVICES INVOLVING THE ALLY PLATFORM. EVERY SERVICE OFFERED OR ACCEPTED BY EITHER USER PARTY SHALL BE DEEMED A SEPARATE AGREEMENT BETWEEN THOSE USERS.
The creation and registration of any User account with the Ally Platform automatically dictates that you have read and understood all of the terms and conditions within these Terms. NO USER SHALL BE ALLOWED TO ACCESS THE PLATFORM IF THEY DO NOT AGREE TO THESE TERMS AND CONDITIONS.
Modification and Amendments
Ally can and will modify the terms and conditions of these Terms at our sole discretion. Any additions or alterations to these Terms will be made effective upon posting and notification of said posting to Users. The “Last Updated Date” at the top of these Terms may be the only method by which we notify our Users of any updates to these Terms. Your consent to these Terms is automatically acknowledged by your continued use of our Platform after the Terms have been modified and such date has been changed. Any updates or changes that are deemed disagreeable to you as a User will render your usage or access of the Platform unacceptable.
Only individuals who are legally allowed to form binding contracts under applicable law may use or access the Ally Platform. Users who have had their account deactivated for any reason shall not have access to the Ally Platform, either temporarily or permanently. Ally is not made available or promoted to Service Providers less than the Minimum Age. By registering as an Ally Service Provider, you are legally acknowledging and declaring that you are at least the Minimum Age. You are also acknowledging and declaring that you have a legal right and authority to agree and abide by the terms and conditions listed in these Terms. Users that are within the ages of 13 to 18 years of age (which may be referred to as a “Minor” throughout these Terms) may link their account with a parent or guardian account (an individual 17 years of age or older) who has the right and authority to legally agree to these terms and conditions on behalf of the former individual (“Minor”) in order to request services via the Ally Platform. No one under the age of 13 may request services via the Ally Platform or otherwise use the Platform.
Payments and Refunds
Ally will assist you in establishing your own merchant account that will process all payments due to you. As a Service Provider, you will receive 100% of the base fare for transportation services calculated by the Platform (“Base Fare”) or base fare for delivery services calculated by the Platform (“Delivery Fee”), as the case may be, and any tips provided by Users to you for the Services you provide. You acknowledge and agree that such amounts shall not include any interest and will be net of any amounts that are required to be withheld by law. Ally works hard to ensure that legitimate Users are matched together. If fraud and abuse do take place by any Users, Ally will attempt to investigate any claim of fraud or abuse. Although Ally takes steps, such as pre-authorization and pre-checking the validity of a User’s credit card, there is no guarantee that a User’s payment will be successfully made and therefore you, not Ally, bear the risk of not receiving the payment. Where a Service Provider has successfully provided their Services, but the User’s payment is not made for some reason, Ally will immediately investigate. If Ally determines that its assessment and screening were insufficient to protect the Service Provider, then Ally will cover the payment to the Service Provider. Likewise, if a User makes a payment to a Service Provider, but the User did not receive the Services as intended, Ally will investigate and has the discretion to refund the fare, or credit the User’s account for future use. If we refund the fare, or credit a User’s account for the Services you provided, you will not be paid for the portion of the Service that was refunded or credited. If you have already received payment for a refunded/credited service, Ally has the right to seek immediate repayment from you. Ally’s third-party payment processor maintains statistics on chargebacks. Should the Service Provider exceed reasonable or acceptable chargeback ratios, your merchant account could be suspended or terminated by the merchant account processor.
Certain trips, fare destinations, pickups, or deliveries require the payment of fees and/or tolls (i.e. airport fees). These fees/tolls are the responsibility of the Service Provider.
Application and Subscription Fees
Ally reserves the right to change and/or amend the Service Provider plans without notice, at its sole discretion. You understand and agree that the initial payment is a non-refundable application/setup fee that includes a background check and other items used to determine your eligibility to be a Service Provider using the Ally platform. After acceptance on to the Ally Platform, which is not guaranteed, you will be paying a monthly subscription fee of $99 (“Subscription Fee”) in any month where you earn more than $1,000 in the aggregate (Base Fare + Delivery Fee + Tips for the month). Funds will be available in your account with Ally (“Wallet”) The Subscription Fee will automatically be deducted from your Wallet on the first of each month. If your Wallet has a negative balance, such amount will be automatically debited from your bank account on record to bring your balance to zero. Should you wish to terminate your usage of the Ally Platform please do so in accordance with the Term and Termination section of these Terms.
Contact and Communications
You consent to receive calls or SMS messages, including by automatic dialer, from Ally and its affiliates to the number you provide. You understand that you may opt out by texting back with the word, “STOP.”
You also agree to receive marketing communications (including by automatic dialer) by SMS at the phone number provided. These messages may promote products and services and those of our business partners. You understand that consent to receiving these marketing messages is not required to use Ally. You may always opt out by texting “STOP” in reply to a message.
By registering as an User, you automatically agree to the acceptance and reception of communications from us via email, SMS, phone calls, and push notifications. The consent to this communication from Ally means you accept that you may be sent automated or pre-recorded content from Ally, our Service Providers, and/or our third-party partners which shall include, but is not limited to, messages regarding your account, updates or information involving our Platform or Services, promotional or marketing content managed by us or our partners, and any relevant news or developments surrounding Ally or our relevant industries.
You will receive a one-time PIN to verify your mobile number. Message frequency may vary. Standard message and data rates may apply. Reply “HELP” for help. Reply “STOP” to cancel. Ally and supported carriers are not liable for delayed or undeliverable messages. Opting out of receiving all texts may impact your ability to effectively and efficiently utilize the Ally Platform.
As an Ally User, you accept full responsibility for the publication, promotion, and/or sharing of your Information or interactions between us and other users of our Platform. Any Information that you provide that may be required by law or by Ally to ensure proper utilization and functioning of our Platform shall be automatically deemed accurate, current, and complete by you as an Ally User. You accept that you are the only individual in control of the publication or sharing of your Information. Ally shall retain the right to utilize your Information in a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sub-licensable manner. This grants us the right and license to copyright, publicize, and create databases based on this Information that you provide. We shall also retain the right to use, copy, perform, display, and distribute this Information in all current and future possible capacities. We do not claim any ownership of your Information. You retain any and all rights related to your Information within the bounds of the rights granted to us in these Terms.
You, and you alone, are the only individual with the authorization to utilize or access your Ally account. We do not accept any responsibility regarding the maintenance and retention of your confidentiality of your password and/or username for your Ally account and/or Platform. Any activities that occur within your User account shall fall under your responsibility. Any unauthorized utilization of your User account shall not be in any way the fault of Ally. You agree to notify us immediately upon recognizing unauthorized or suspicious activity or utilization of your User account.
By using the Ally Platform and participating in the Services, you agree to never perform the following acts (collectively, “Restricted Activities”):
- Harassment of any person via stalking, threatening, or otherwise illegal or intolerable act;
- Violation of any laws, statutes, ordinances or regulations laid out by the applicable governing or regulatory bodies;
- Posting of any information or interactions on or in conjunction with the Ally Platform or Services in a manner which may be deemed false, inaccurate, misleading (by direct means, omission, or failure to update), defamatory, libelous, abusive, obscene, profane, offensive, sexually-oriented, threatening, harassing, or illegal;
- Infringing on any third party’s rights by use of the Platform in any way that may include but is not limited to: intellectual property rights, copyrights, patents, trademarks, trade secrets, and/or other proprietary rights or rights of publicity or privacy;
- The transmission, publication, and/or posting of any malicious content, including but not limited to code, files or programs that are designed in any way to corrupt, interrupt, damage, destroy or limit the functionality of any computer software or hardware, as well as any telecommunications equipment. The interception or expropriation of any system, data, and/or personal information is also included in this decree;
- Usage of any part of the Ally Platform in a circumstance which could be deemed as “framing” or “mirroring” without prior written authorization, as well as the usage of meta tags or code or other devices that may contain any reference to us in an attempt to direct any individual or party to another website for any reason whatsoever; or
- Attempting to modify, adapt, translate, reverse engineer, decipher, decompile, or otherwise disassemble any portion or segment of the Ally Platform or any affiliated software that may be used on or in conjunction with the Ally Platform;
- Sublicensing, licensing, redistribution, selling, lending, renting, and/or leasing of access to the Ally Platform, any element of the Ally Platform, and/or the Ally Platform as a whole;
- Causing us to become subject to regulation or creating liability for us regarding the usage of Ally as a transportation carrier or provider of a taxi service;
- Creating links directly, or indirectly, to any external content or website;
- Transferring or selling any information regarding your User account, which may include but is not limited to your password;
- Causing the engagement of any third party with respect to any of the restricted activities that have been listed above. You shall agree to contact us immediately and directly at [email protected] as soon as you experience or notice any violation or attempted violation of these Restricted Activities. You also agree to provide any and all information regarding these circumstances;
- Involvement in the impersonation of any person or entity;
- Interference or disruption of servers or networks that may connect the Ally Platform, as well as the general Services provided from within the Ally Platform;
- Forging or manipulating of any headers or identifiers in an attempt to disguise the origin of any information that may be transmitted through the Platform;
- Using any spiders, robots, site search/retrieval applications, and/or other manual or automatic devices or process in an effort to retrieve, index, scrape, “data mine”, or create or circumvent or attempt to reproduce any of the navigational interface or presentation of the contents within the Ally Platform or the Ally Platform as a whole;
We have no obligation to suspend or deactivate any User not in compliance with these Terms. However, we reserve the right to do so at our sole discretion.
Service Provider Representations and Warranties
As a Service Provider providing Services on the Ally Platform, you consent to and represent the following:
- You either are in ownership of or have a legal right to operate the vehicle you will be providing Services with. This vehicle shall be deemed in good operating condition, and shall meet industry safety standards, and all applicable statutory and state department of motor vehicle requirements;
- The only vehicle for which you will be offering and providing Services with shall be the Ally-approved vehicle that you have reported. You will under no circumstances transport more passengers than are legally allowed and that can be safely and securely seated in your vehicle. And in no circumstance shall you transport more than six (6) passengers, regardless of your vehicle size;
- Any and all liability that results from or is alleged as a result of your offering and provision of Services is your responsibility. This includes but is not limited to personal injuries, death, and property damages (however, this provision shall not limit the scope of Ally insurance policies which are detailed on the “Policies: Insurance Policy Disclosure” pages);
- You accept and acknowledge the sole responsibility for compliance with any applicable statutory or department of motor vehicle requirements in the event of any motor vehicle accident or related incident. This includes that you report the accident or incident to Ally and your insurer in a timely manner, as well as any other potentially necessary contacts corresponding to your insurance carrier;
- You agree to comply with any and all applicable regulations, rules, and laws while offering and providing Services. Any and all violations regarding your use of the Platform as a provider of said Services shall be your sole responsibility;
- You will not engage in any activity that is in any way or manner inconsistent with your consent to and obligations spelled out under these Terms. This includes any misrepresentations involving Ally, the Platform, the Services or your status as a Service Provider.;
- You will not attempt to perform any fraudulent actions toward Ally, Users, or other users in connection with your usage of the Platform in any way whatsoever. We reserve the right to withhold any fees or other payments for any services or Services in question pending an investigation if any fraudulent activity has been detected;
- You will not participate in or condone the discrimination or harassment of any individuals or parties on the basis of race, nationality, religion, gender, gender identity, physical or mental disability, medical condition, marital status, age, or sexual orientation. You agree to provide accommodations for persons with disabilities and service animals to the best of your abilities;
- You agree that Ally may obtain information about you and your usage of the Platform which includes but is not limited to your criminal and driving records. You agree to provide authorization to enable our access to the records stated above, as well as any additional records deemed appropriate;
- You are in possession of a valid Driver’s License and are both authorized legally and medically fit to operate a motor vehicle within your area of operation. You are also in possession of all applicable and appropriate licenses, approvals and authority to provide Services within all jurisdictions in which you will be operating within the Ally Platform;
- You have a valid and up-to-date insurance policy that includes liability insurance which shall include coverage amounts that are consistent with all applicable legal requirements that deems you suitable for the operation of your vehicle with regards to the Services that you may provide;
- Any payments received by you will be subject to any applicable federal, state, and local taxes. You agree to be outright responsible for the payment of these taxes and/or additional fees;
- You will not use any mobile phone, text messaging device, hands-free device, or other device that would or could impede your safe use of the Platform;
- You will not aid or assist any third party to breach these Terms, circumvent these Terms, or use or access the Platform contrary to these Terms;
- You will not use or operate the Platform while you are impaired, including under the influence of alcohol, drugs, or other mind-altering substances.
Users can rate and review the quality of their experience and the overall service provided. Ally reserves the right to use this rating system whenever appropriate. This rating system will not be used for any disciplinary measures or as a way to supervise Service Providers.
Developing Relationships with Users
Ally is a service for connecting Users. We do not disavow or prohibit any relationships that are created between Users. We are not responsible for the sharing of personal information, or any arrangements made that are outside of the paradigm of the Ally Platform as listed in these Terms and corresponding agreements. There will be no consequences for Users who develop personal or business relationships with each other that go beyond the scope of the Ally Platform and the Services provided within. Solicitation and booking of future Services, or the building of clientele, within the Ally Platform is permitted.
Displays of Ally trademarks or trade-dress are not required by Service Providers.
Ally does not supervise, though we may intervene where necessary to assure quality and a positive experience for Users. We provide software, tools and applications that enable Users and Service Providers to connect with each other. The acceptance of service requests and satisfactory completion of services is the sole responsibility of the Service Provider.
No Adverse Consequences for Turning Down Service Requests
It is our desire and hope that Service Providers accept service requests as promptly as possible in order to ensure that all Users enjoy the best possible experience. Despite these wishes, Service Providers reserve the right to reject any and all service requests for any reason. Rejecting service requests, by itself, does not result in deactivation of your account. There is no obligation from the Service Provider to accept any service. We will not deactivate, ban, or adversely affect any Service Provider for the rejection of services unless they are done so in a manner that conflicts with these Terms.
These disclaimers are made on behalf of the affiliates, officers, directors, employees, agents, shareholders, and suppliers of Ally. There are no warranties or conditions (express, implied, or statutory) that are made within the Ally Platform and said Platform is offered on an “as is” basis. Additionally, there are no guarantees or promises made that are specific to the results of the use of our Platform and/or the Services within it. Any warranties of title, merchantability, fitness for a specific purpose, and/or non-infringement implications are officially disclaimed by Ally. It is possible that you live in a state which does not allow Ally to disclaim any implied warranties. In this case, the following disclaimer may not apply to you. The warranty detailed here provides for specific legal rights, these rights may be in addition to the rights provided by your jurisdiction of operation. The following implications or promises are not warranted during your use of the Ally Platform: accurate, complete, reliable, current, secure, uninterrupted, always available, and/or error free usage. Any defects in the Ally Platform being discovered and/or corrected or the implication of virus-free and non-harmful component usage are also not warranted by Ally. Any connectivity and availability of the Ally Platform or Services is not warranted, and we are not liable for any lack of connection or availability. The quality or safety of the transportation that is provided via the Services within the Ally platform does not fall under our control. We do not guarantee that Services will be completed using the Ally Platform, whether or not they were initiated or promised by the User or Service Provider. Users can lie about their identity and we cannot guarantee that any individual is who they claim to be. The use of common sense is encouraged. Make sure that profile pictures align with the User’s appearance in person. If either User suspects fraudulent activity or falsification of identity, please contact Ally at [email protected] We are not liable or responsible for any Users and any content, communication, or usage by said Users who may be falsifying pertinent information. Direct communication with the User that you are arranged to connect with is encouraged in order to ensure that none of the above activities are taking place. Any online or offline actions performed by Ally Users are in no way the responsibility of Ally. All of your interactions and communications with other Users are your responsibility. The whereabouts and possession of personal belongings are the sole responsibility of the Users that claim ownership over them. We do not provide or procure insurance for left or lost belongings. Using the Ally Platform and taking part in the Services means that you agree Ally is not responsible for any of the described actions or lack thereof, and that you automatically consent to these risks. Any information that you provide to us, via our Platform, or during Services to other Users, is your responsibility and it is possible that said information will be used to harm or harass you. Ally shall not be held liable for any harmful actions taken with your personal information. We encourage you to be careful about what information you decide to provide to us or via the Ally Platform or during Services. Any actions taken with respect to this information does not fall under our responsibility, regardless of whether the User at fault is officially authorized or is a malicious entity. All opinions, offers, statements, advice, and/or other information that is published, posted, provided, and/or shared through the Ally Platform (except what is provided directly by us) are the responsibility of the individuals who created and distributed them, and we cannot guarantee the legitimacy of said information. Any harm or loss that is incurred as a result of the following of this information is your responsibility and not ours.
The Ally Platform contains, or you may be sent via the Ally Platform, links to other websites owned and operated by third parties (“Third Party Sites”), as well as articles, photographs, text, graphics, pictures, designs, music, sound, video, information, applications, software and other content or items belonging to or originating from third parties (“Third Party Content”). All materials that are posted in the Ally Platform may be monitored by us and removed at any time for any reason that we see fit, however, we are in no way obligated to do so and are not liable for any harm that is caused by those materials. Within the Ally Platform, there are links and content that is created, owned and operated by third parties, which includes text, graphics, pictures, music, videos, software, and more. We are not responsible for investigating or monitoring any of this content for its accuracy, appropriateness, or legitimacy. In any situation where precise location information may be required, or where inaccurate information may lead to harm, death, property, or environmental damage, the location data provided by Ally Platform should not be relied upon and we are in no way responsible or liable for anything that occurs to Users who disregard this statement. Our location data is only intended for basic location purposes. Any date, time, or location information cannot be guaranteed in any way by Ally or our content providers. All location data that you share with Ally, either manually or automatically, will be made accessible to Ally and specific Users of the Platform.
State and Local Disclosures
Additional disclosures to you may be required depending on the jurisdiction in which you use the Platform. We will be updating the disclosures page whenever necessary and it is your responsibility as a User to check back to understand these updates.
You shall indemnify and hold Ally, the Releasees, as defined below, each of their affiliates, and any of their parent company, sister company, subsidiary, related company or affiliate thereof, and each of their respective officers, directors, employees, agents, shareholders, suppliers, and affiliates harmless from and against any and all demands, claims, actions, causes of action, liabilities, suits, proceedings, investigations or inquiries, or any damages, judgments, awards, or settlement thereto, and all related out-of-pocket expenses, including, but not limited, to all reasonable outside attorneys’ fees and court costs, arising from or related to or arising from your breach of these Terms and/or your use of the Platform.
This includes, but is not limited to, the following:
- Your violation of any rights of users, or laws laid out by a governing jurisdiction, county, state, federal government, or other applicable agency including but not limited to terms laid out by third parties;
- Your ownership, use or operation of a motor vehicle or passenger vehicle, including your provision of Services as a Service Provider; and/or
- Any other activities that take place within the usage of the Platform or the Services. Any negligence of any party does not render this indemnity inapplicable;
- Your breach of the terms and conditions within these Terms as well as any corresponding agreements;
- Your submission or transmission (or any allegation regarding such) of materials that may violate or infringe upon the copyright, trademark, trade secret, or intellectual property or any other similar rights of a third party; and/or
- Your vehicle ownership and operation which includes your provision of Services on the Platform.
ALLY, OUR AFFILIATES, AND/OR OUR OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SHAREHOLDERS, OR SUPPLIERS, ARE IN NO WAY OR IN ANY EVENT LIABLE TO YOU FOR ANY TYPE OF DAMAGES THAT MAY ARISE OUT OF OR FALL WITHIN THE UMBRELLA OF THE PLATFORM, THE SERVICES, OR ANY DIRECT OR INDIRECT USAGE OF EITHER. THESE DAMAGES, WHETHER INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL, OR INDIRECT SHALL INCLUDE BUT ARE NOT LIMITED TO ANY INFORMATION OR CONTENT MAINTAINED OR TRANSMITTED BY THE ALLY PLATFORM, ANY SERVICE INTERRUPTIONS, THE COST OF PROCURING A SUBSTITUTION TO OUR SERVICES, LOSS OF DATA, LOSS OF PROGRAMS, DELETION, CORRUPTION, OR FAILURE TO STORE INFORMATION THAT MAY IN ANY WAY BE RELATED TO THE USE OF THE PLATFORM, THE SERVICES, AND THE AGREEMENT. THE SCOPE OF ALLY INSURANCE POLICIES SHALL NOT BE LIMITED BY ANY OF THESE DAMAGES OR ANY SUPPOSED NEGLIGENCE OF THESE DAMAGES. ANY DAMAGES OF THE SAME TYPE(S) LISTED ABOVE THAT INCLUDE BUT ARE NOT LIMITED TO PHYSICAL DAMAGES, EMOTIONAL DISTRESS OR DISCOMFORT, OR
BODILY INJURY THAT ARE IN ANY WAY CONNECTED TO THE USAGE OF THIS PLATFORM, THE SERVICES, OR YOUR COMMUNICATION OR CONNECTION WITH USERS SHALL ALSO REMAIN OUTSIDE OF THE SCOPE OF OUR LIABILITY, REGARDLESS OF OUR KNOWLEDGE OF SAID DAMAGES PRIOR TO, DURING, OR AFTER THEIR SUPPOSED OCCURRENCE(S). DEPENDING ON THE JURISDICTION IN WHICH YOU OPERATE OR USE THE PLATFORM OR SERVICES, THE LIMITATION AND EXCLUSION OF SAID DAMAGES MAY NOT BE ALLOWED. YOU MAY RETAIN ADDITIONAL RIGHTS IF THE LAWS WITHIN THESE SPECIAL JURISDICTIONS APPLY TO YOU.
In consideration for your use of the Platform, you hereby release, forever discharge, and agree to hold harmless Ally and its affiliates (including, but not limited to, other Users of the Ally Platform), and each of their respective officers, directors, employees, agents, parents, subsidiaries, affiliates, successors, representatives, shareholders and assigns (collectively, the “Releasees”), from and against any and all rights, claims, demands, liability, losses, damages (including, but not limited to, personal injuries, death or property damage), and actions whatsoever, in law or in equity that you or your heirs, executors or assigns may have, arising in any way from your use of the Platform, except to the extent that exclusion or limitation of such liability is prohibited by law, and you hereby further hold the Releasees harmless from any taxes or subsequent costs imposed on you as a result of your use of the Platform.
You understand that use of the Platform may involve risks, and that there are certain inherent risks associated with the use of the Platform that cannot be eliminated regardless of the care taken to avoid these risks. The specific risks range from (1) minor injuries such as scratches, bruises, and sprains to (2) theft or losses, to (3) catastrophic injuries including paralysis and death.
You have read the previous paragraph and you know, understand, and appreciate these and other risks that are inherent in using the Platform. You hereby assert that your participation is voluntary and that you knowingly assume all such risks.
You further agree that if, despite this release, waiver of liability and assumption of risk, you or someone on your behalf makes a claim against any of the Releasees, you will indemnify and hold harmless each of the Releasees from any loss, liability or expense which may be incurred as a result of such claim.
You certify that your physical and mental health is sufficiently sound to allow you to safely be a Service Provider and that you have no medical condition or physical limitation that will interfere with your safe use of the Platform. Further, you certify that you are not under the influence of any medication, drugs, or other substance that might impair your physical or mental ability to drive, or that might impair your judgment while driving.
You agree that you will not assert or maintain against Releasees any claim, action, suit or demand of any kind or nature whatsoever, including those grounded upon invasion of privacy, rights of publicity or other civil rights, and you hereby release the Releasees and each of them, from and against any and all claims, liabilities, damages, demands, actions, causes of action(s), costs and expenses whatsoever, at law or in equity, known or unknown, anticipated or unanticipated, which you ever had, now have, or may, shall or hereafter have by any reason, matter, cause or thing arising out of these Terms or the Platform.
Further, you hereby acknowledge that you have been advised of your right to legal counsel. You further acknowledge that you are familiar with and fully understand the provisions of California Civil Code Section 1542 which provides as follows: “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.” Having been so advised, you nevertheless elect to and do so assume all risks, known or unknown, suspected or unsuspected, heretofore arising from these Terms, the Services, or the Platform, and specifically waive any rights you may have under Section 1542, as well as under any other statute or common-law principle in any jurisdiction with a similar effect.
You have read these Terms and understand that you are giving up substantial rights by signing it and have signed it freely and without any inducement or assurance of any nature. Accordingly, you intend it to be a complete and unconditional release of all liability to the greatest extent allowed by law. You agree that, if any portion of these Terms is held to be invalid, the remainder of the Terms shall continue in full force and effect.
YOUR USE OF THE PLATFORM IS AS-IS. YOU ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE PLATFORM IS AT YOUR OWN RISK AND YOU ARE RESPONSIBLE FOR YOUR USE OF THE SERVICES.
TO THE FULLEST EXTENT PERMITTED BY LAW, ALLY, ON BEHALF OF ITSELF AND THE RELEASEES, DISCLAIM ALL EXPRESS AND IMPLIED WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY AND FITNESS FOR PARTICULAR PURPOSES, IN CONNECTION WITH THE SERVICES, INCLUDING YOUR USE OF THE PLATFORM.
ALLY DOES NOT REPRESENT OR WARRANT, AND SPECIFICALLY DISCLAIMS THAT THE PLATFORM WILL BE IN GOOD CONDITION, IN WORKING CONDITION, OR OTHERWISE USABLE. FURTHER, ALLY DOES NOT REPRESENT OR WARRANT AND SPECIFICALLY DISCLAIMS THAT THE PLATFORM, WILL BE ERROR FREE, WITHOUT DELAY OR INTERRUPTION, OR WITHOUT DELAY.
TO THE EXTENT ALLOWED BY LAW, IN NO EVENT SHALL THE AGGREGATE LIABILITY OF ALLY EXCEED $1,000.00, OR ANY FEES COLLECTED BY ALLY FROM THE SERVICE PROVIDER IN THE PRECEDING 12 MONTHS, WHICHEVER IS LESS. IN NO EVENT SHALL ALLY BE LIABLE TO ANYONE FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, OR FOR ANY DAMAGES TO YOU OR YOUR PROPERTY FOR ANY CLAIM, HARM, DAMAGE, OR LOSS, ARISING OUT OF, OR IN ANY WAY CONNECTED WITH THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO THE ACCESSING OR USE OF, OR INABILITY TO USE, THE PLATFORM ASSOCIATED THEREWITH, REGARDLESS OF CAUSE, WHETHER IN AN ACTION IN CONTRACT OR NEGLIGENCE OR OTHER TORTIOUS ACTION, EVEN IF THE PARTY FROM WHICH DAMAGES ARE BEING SOUGHT OR THE THIRD PARTY PROVIDER HAVE BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE LIMITATION OF LIABILITY SET FORTH IN THIS SECTION SHALL NOT APPLY IN THE EVENT OF YOUR BREACH OR RELATED TO YOUR INDEMNITY OBLIGATIONS. SOME JURISDICTIONS DO NOT ALLOW FOR LIMITED LIABILITY OR EXCLUSION OF IMPLIED WARRANTIES; AND, IF ANY OF THOSE LAWS APPLY TO YOU, THEN SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MIGHT NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
You are solely and fully responsible for the safe and lawful operation of the Platform at all times. You acknowledge and agree that the Platform may malfunction, whether as a result of your fault or otherwise. Driving involves risks, some of which are apparent and some of which are not obvious.
THERE ARE RISKS, HAZARDS, DANGERS, AND THE POTENTIAL FOR HARM IN CONNECTION WITH DRIVING WHILE USING THE PLATFORM. YOU USE THE PLATFORM AT YOUR OWN RISK, AND YOU ARE RESPONSIBLE FOR YOUR USE OF THE PLATFORM. YOU ARE RESPONSIBLE FOR USING THE PLATFORM, AND YOU AGREE THAT YOU ARE RESPONSIBLE FOR DETERMINING HOW TO COMPLY WITH SAFETY LAWS. YOUR USE OF THE PLATFORM MAY LEAD TO DAMAGE OR HARM NOT ONLY TO YOU, BUT ALSO TO OTHER PEOPLE OR PROPERTY. YOU ARE RESPONSIBLE FOR ANY HARM OR DAMAGE INCURRED IN CONNECTION WITH YOUR USE OF THE PLATFORM. BY SIGNING THIS AGREEMENT AND USING THE PLATFORM, YOU ACKNOWLEDGE AND AGREE THAT YOU ARE RESPONSIBLE FOR ANY AND ALL RISKS, DAMAGE, DANGER, AND HAZARDS, WHETHER KNOWN OR UNKNOWN, EXPECTED OR UNEXPECTED, RELATED TO YOUR USE OF THE PLATFORM.
You may not use the Ally trademark other than those uses which would reasonably be considered fair use, in connection with the Ally Platform. You may not otherwise use the Ally trademark, or any other trademarks owned by Ally, to market or promote the Ally Platform without Ally’s prior written approval.
The Platform is Ally property. The source code, visual interfaces, graphics, designs, information, compilations, data, computer code, products, software, services, manuals, and all other elements of the Platform are protected by intellectual property and other laws. Unless given the express consent by Ally, you are not permitted to make use of any of the Platform’s protected materials. Further, elements of the Platform are protected by copyright, trademark, trade dress and other laws and may not be copied or imitated in whole or in part.
You are granted only a limited license to use the Platform, and you acknowledge that your use is under license from Ally.
You will not reverse engineer, modify, or otherwise alter the Platform or any element thereof.
Term and Termination
Immediately upon creating a User account and registering with Ally, you (the creator of said account) consent to the understanding and following of the terms and conditions within this agreement, including any amendments or adjustments made. All Users retain the rights to discontinue their use of the Platform and their participation in the Services. We reserve the right to revoke, suspend, and deactivate any User account at any time if the terms and conditions laid out in these Terms or any other corresponding documents have been deemed to be violated based on our sole discretion. Written notice is required for sudden termination of these Terms by either party. In any event written notice must precede the subscriber renewal date to be effective for such date (if applicable). All provisions capable of surviving shall survive termination or expiration of these Terms.
Any usage of proprietary and/or other information of any kind that is related to Ally, the Platform, and the Services, including the business and operations and properties, as well as the User information that may be provided to you by Ally, for any personal use or use that is beyond the scope of these Terms shall be deemed unlawful and will not be permitted. You are not permitted to share or assist in the sharing of any information extracted from Ally, the Platform, or the Services with any third parties. You consent that the protection of the security and avoided disclosure of said information falls under your responsibility and that you will take reasonable measures to ensure said information does not enter the public domain in any way. If you can prove that any of the following circumstances regarding the information as described above are true, then you shall not have liability to Ally for the release or dissemination of said information: this information was already existing in the public domain or that you were not at fault for it entering the public domain; this information was already unrestricted to you at the time of disclosure (proven by files that existed at that time); this information was disclosed to you without restriction from a third party that has in some way not breached the terms and conditions within these Terms; this information was legally required to be disclosed (provided that you can prove the court order or legal requirement for this information release within a prompt notice to Ally); or this information has been approved to be disclosed to you via a written document produced by Ally.
Relationship with Ally
The relationship between Users and Ally consist of independent parties, Ally as a software company, and you as a Service Provider using the Ally Platform. As a Service Provider, you understand and consent to this. You as a Service Provider, and Ally as the Platform provider, both agree to the following relationship arrangements:
- There is no franchisor-franchisee, partnership, joint venture, or agency relationship that is either created or implied by the terms and conditions laid out in these Terms;
- This is NOT an employment agreement, you are not considered a Ally employee, and there is no employment relationship between you and Ally. You agree not to represent yourself as or take action in the form of an employee, authorized representative, or agent of Ally and subsequently you have no authority to bind Ally in this manner in any way.
- Ally is not in control of you or your performance. We have no obligation to direct or control you or your performance. This includes but is not limited to your provision of Services, your operation or maintenance of your vehicle, and/or your other various actions or lack thereof. You retain the right and are in complete control of the time, location, and duration of your usage of the Platform or provision of the Services. You hereby understand and consent to your sole discretion over your engagement in other types of business or other forms of employment activities and your provision of Services.
Users of the Ally Platform hereby understand and consent that Ally retains the right to both monitor and record any and all communications between Users, either done through the Ally platform or in conjunction with the Ally Platform in any way and that Ally shall solely use this information for quality assurance, mediation, and/or other legal reasons. It is entirely within your control to decide whether or not to accept or decline or ignore any User requests including a User’s request for Services. You may also cancel any accepted requests for these Services (so long as you do so in accordance with our relevant cancellation policies at the time). You are not required to display any Ally names, logos, or colors on your vehicle or to wear any clothing or uniform displaying such content.
All notices in relation to these Terms or any other corresponding agreements shall be delivered to Ally via certified mail with prepaid postage and a return receipt (unless stated otherwise within these Terms) to the following address:
500 N Brand Blvd., 20th Floor Glendale, CA 91203
Any notice will be marked as given with a date that is five (5) days following the date of initial mailing of the notice. We will provide you with any relevant notices via the Ally Platform, text, email, or mobile phone calls based on the contact information that you provided to us during your registration. These notices shall be marked as given immediately upon sending. In certain cases in which we will send you certified mail with the same standards as described above, the notices will be marked as given five (5) days after the initial mailing of said notices.
Any complaints regarding the Ally Platform shall be resolved by contacting our Customer Service Department through our support center at [email protected]
Choice of Law / Choice of Venue / Forum Selection
The laws of the State of California (excluding the regard to choice of law principles) shall govern these Terms. Only the federal or state courts in Los Angeles County, California, shall be the proper locations for the resolution of any litigation (assuming a lack of arbitration).
Consenting to these Terms means that you agree to your requirement to resolve any claims made against Ally individually and via the terms and conditions laid out in the following Arbitration Terms. Any class, collective, or representative actions taken against Ally will hereby be unwarranted. Further you will not participate in any current or future class, collective, consolidated, or representative action brought against Ally by a third-party.
Terms to Binding Arbitration Between You and Ally
Any and all claims, controversies, and/or disputes that are in any way connected to the terms and conditions laid out in these Terms as well as any connecting agreements and/or your use of the Platform shall be resolved via arbitration between you and Ally. You may not pursue action against Ally surrounding any of the above issues in a court of law.
You hereby understand and consent to the fact that you and Ally shall waive the right to a trial by jury or to participate in any representative or class action proceedings (either as a plaintiff or class member). All arbitration shall take place on an individual basis unless expressly agreed upon in writing by both you and Ally. The same rights are retained for the seeking of injunctive or other equitable relief in a court of competent jurisdiction regarding any issues involving intellectual property rights as laid out in the terms and conditions of these Terms and all corresponding agreements.
Governing Law and Arbitration Rules
The American Arbitration Association (“AAA”) is the organization which shall administer all arbitration between you and Ally. This arbitration shall be performed according to the User Arbitration Rules and the Supplementary Procedures for User Related Disputes (“AAA Rules”) as laid out by the AAA, excluding those which have been explicitly modified by these Arbitration Terms. You can find a listing of all AAA Rules at www.adr.org/arb_med.
Both parties hereby agree that the Federal Arbitration Act, 9 U.S.C. § 1 et seq. (“FAA”), will govern the interpretation and enforcement and any subsequent proceedings regarding said interpretation and enforcement due to the evidenced interstate transaction occurring as a result of this Arbitration Terms. All state laws shall be preempted to the fullest legal extent by the FAA and AAA Rules as intended by both parties. The laws of the state of California shall govern any issues that arise under this Arbitration Terms which cannot be found within the FAA and AAA Rules.
A written Demand for Arbitration (as detailed in the AAA Rules) shall be required of any party who wishes to initiate arbitration and must be provided to the opposing party. You can find a form for the Demand for Arbitration at the User Arbitration Rules section in www.adr.org. The Arbitrator provided by AAA may be one of the following:
- an attorney that has a specific license to practice law in the state of California and that is selected by both parties from the AAA’s roster of consumer dispute arbitrators. The AAA shall appoint an Arbitrator in accordance with AAA Rules if both parties cannot agree upon an Arbitrator within seven (7) days of the delivery of the Demand for Arbitration; or
- a retired judge.
Location and Procedure
Arbitration shall occur within Los Angeles, California. Unless the Arbitrator deems that a hearing is required, if the claim does not exceed the limit of $10,000, then the arbitration will proceed based solely on the documents that Ally and you submit to the Arbitrator. For any claims exceeding $10,000, the AAA Rules will dictate your right to a hearing. It is up to the Arbitrator, operating within the bounds of the AAA Rules, to govern and manage an exchange of information by the parties that is reasonable and consistent with the accelerated purpose of said arbitration.
The AAA Rules specify a time frame within which the Arbitrator will determine an award. Any court that has competent jurisdiction to hold the judgement of the arbitration award may be valid. Injunctive or declaratory relief may be awarded by the Arbitrator if it is only in favor of the claimant and only to the extent that is deemed necessary for the relief that is warranted by the claimant’s individual claim. All decisions made by the Arbitrator shall be final and all parties involved shall be bound by said decisions. Therefore, there shall be no precedential or collateral estoppel effect of the Arbitrator’s decision or judgement. Attorneys’ fees and expenses shall be compensated to the prevailing party in arbitration in accordance with applicable law.
Costs of Arbitration
The AAA Rules shall be solely responsible for setting forth any necessary fees that you are responsible to pay for any AAA filing, administrative, and/or arbitrator fees.
Modifications or Amendments
Severability and Survival
In the event that any portion of this Arbitration Terms is deemed unenforceable or unlawful for any reason whatsoever, the following actions will ensue;
- The severance of the unenforceable or unlawful provision shall not impact the remainder of the Arbitration Terms or the ability of either party to enact arbitration of any claims that may remain on an individual basis (which is pursuant to the Arbitration Terms) in any way whatsoever;
- The claims that fall outside of the umbrella of the remaining Arbitration Terms and the AAA Rules must proceed on a class, collective, consolidated, or representative basis in a civil court of competent jurisdiction. These claims shall not be made in arbitration and any individual claims that remain in arbitration shall bear no effect on these individual claims.
You acknowledge and agree that the rights granted herein are personal in nature and may not, in whole or in part, be transferred, delegated, or assigned by you without the prior written express consent of Ally. In the event you assign this agreement to a third party with Ally’ consent, you shall remain primarily liable for the performance of its obligations hereunder. Nothing herein shall prevent Ally from assigning its rights or obligations under these Terms.
Please feel free to contact us at [email protected] if you have any questions or concerns regarding these Terms, your interactions with Ally or usage of the Platform or Services, and the practices of Ally as a whole.