Terms of Service




PLEASE READ THESE TERMS OF USE AND CAREFULLY AS THEY CONTAIN IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS. THESE INCLUDE VARIOUS LIMITATIONS AND EXCLUSIONS, AND A CLAUSE THAT GOVERNS THE JURISDICTION AND VENUE OF DISPUTES.

Spedsta, Inc. (hereafter referred to as "Spedsta", "we", "us", or "our") provides an online platform that connects Drivers who have rides to give with passengers seeking to get such rides (collectively, the "Services"), which Services are accessible at http://www.Spedsta.com and any other websites through which Spedsta makes the Services available (collectively, the "Site") and as an application for mobile devices (the "Application"). By using the Site and Application, you agree to comply with and be legally bound by the terms and conditions of these Terms of Service ("Terms"), whether or not you become a registered user of the Services. These Terms govern your access to and use of the Site, Application and Services and all Collective Content (defined below), and your participation in the Referral Program (defined below), and constitute a binding legal agreement between you and Spedsta. Please read carefully these Terms and our Privacy Policy, which may be found at http://www.Spedsta.com/terms, and which is incorporated by reference into these Terms. If you do not agree to these Terms, you have no right to obtain information from or otherwise continue using the Site or Application. Failure to use the Site and Application in accordance with these Terms may subject you to civil and criminal penalties.

THE SITE, APPLICATION AND SERVICES COMPRISE AN ONLINE PLATFORM THROUGH WHICH DRIVERS (DEFINED BELOW) MAY CREATE RIDES (DEFINED BELOW) FOR RIDES (DEFINED BELOW) AND PASSENGERS (DEFINED BELOW) MAY LEARN ABOUT AND REQUEST RIDES. YOU UNDERSTAND AND AGREE THAT SPEDSTA IS NOT A PARTY TO ANY AGREEMENTS ENTERED INTO BETWEEN DRIVERS AND PASSENGERS, NOR IS AGENT OR INSURER. SPEDSTA HAS NO CONTROL OVER THE CONDUCT OF DRIVERS, PASSENGERS AND OTHER USERS OF THE SITE, APPLICATION AND SERVICES OR ANY RIDES, AND DISCLAIMS ALL LIABILITY IN THIS REGARD.

Key Terms

"Spedsta Content" means all Content that Spedsta makes available through the Site, Application, or Services, including any Content licensed from a third party, but excluding Member Content.

"Collective Content" means Member Content and Spedsta Content.

"Content" means text, graphics, images, music, software (excluding the Application), audio, video, information or other materials.

"Passenger" means a Member who requests a requesting of an Ride via the Site, Application or Services

"Driver" means a Member who creates a Ride via the Site, Application and Services.

"Ride" means an Ride that is listed by a Driver as available to give via the Site, Application, and Services.

"Member" means a person who completes Spedsta's account registration process, including, but not limited to Drivers and Passengers, as described under "Account Registration" below.

"Member Content" means all Content that a Member posts, uploads, publishes, submits or transmits to be made available through the Site, Application or Services.

"Tax" or "Taxes" mean any sales taxes, value added taxes (VAT), goods and services taxes (GST) and other similar municipal, state and federal indirect or other withholding and personal or corporate income taxes.

Certain areas of the Site and Application (and your access to or use of certain aspects of the Services or Collective Content) may have different terms and conditions posted or may require you to agree with and accept additional terms and conditions. If there is a conflict between these Terms and terms and conditions posted for a specific area of the Site, Application, Services, or Collective Content, the latter terms and conditions will take precedence with respect to your use of or access to that area of the Site, Application, Services, or Collective Content.

YOU ACKNOWLEDGE AND AGREE THAT, BY ACCESSING OR USING THE SITE, APPLICATION OR SERVICES OR BY DOWNLOADING OR POSTING ANY CONTENT FROM OR ON THE SITE, VIA THE APPLICATION OR THROUGH THE SERVICES, OR BY PARTICIPATING IN THE REFERRAL PROGRAM, YOU ARE INDICATING THAT YOU HAVE READ, AND THAT YOU UNDERSTAND AND AGREE TO BE BOUND BY THESE TERMS, WHETHER OR NOT YOU HAVE REGISTERED WITH THE SITE AND APPLICATION. IF YOU DO NOT AGREE TO THESE TERMS, THEN YOU HAVE NO RIGHT TO ACCESS OR USE THE SITE, APPLICATION, SERVICES, OR COLLECTIVE CONTENT OR TO PARTICIPATE IN THE REFERRAL PROGRAM. If you accept or agree to these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms and, in such event, "you" and "your" will refer and apply to that company or other legal entity.

Modification

Spedsta reserves the right, at its sole discretion, to modify the Site, Application or Services or to modify these Terms, including the Service Fees, at any time and without prior notice. If we modify these Terms, we will post the modification on the Site or via the Application or provide you with notice of the modification. We will also update the "Last Updated Date" at the top of these Terms. By continuing to access or use the Site, Application or Services after we have posted a modification on the Site or via the Application or have provided you with notice of a modification, you are indicating that you agree to be bound by the modified Terms. If the modified Terms are not acceptable to you, your only recourse is to cease using the Site, Application and Services.

Eligibility

The Site, Application and Services are intended solely for persons who are 18 or older. Any access to or use of the Site, Application or Services by anyone under 18 is expressly prohibited. By accessing or using the Site, Application or Services you represent and warrant that you are 18 or older.

As a Driver you certify that you:

  • have a current and valid driver's license.
  • have never committed an indictable offense and have not committed a summary offense within the past five (5) years.
  • carry third party liability coverage of at least $2,000,000.
  • will operate the vehicle in compliance with all applicable laws and the motor vehicle insurance.
  • are the registered owner, or have permission from the registered owner, of the motor vehicle that you are using.
  • are medically fit to act as a driver of the motor vehicle.
  • follow prescribed manufacturer preventative and maintenance standards for the vehicle(s) you are using.

As a Passenger your certify that you:

  • will not behave in a manner which may compromise vehicle safety or the safety of any person(s) in the vehicle.
  • have never committed an indictable offense and have not committed a summary offense within the past five (5) years.
  • are not using the Service to conduct illegal activities.
  • are not in possession of illegal or dangerous substances or items.
  • will observe and abide by the Drivers vehicle rules

How the Site, Application and Services Work

The Site, Application and Services can be used to facilitate the provisioning of Rides ("Rides"). Such Rides on the Site, Application and Services by Drivers. You may view Rides as an unregistered visitor to the Site, Application and Services; however, if you wish to request an Ride or create a Ride, you must first register to create an Spedsta Account (defined below).

As stated above, Spedsta makes available a platform or marketplace with related technology for Passengers and Drivers to meet online and arrange for requestings of Rides. Spedsta is not an owner or operator of cars, including, , nor is it a provider of cars, including, but not limited to, and Spedsta does not own, sell, resell, furnish, provide, give, re-give, manage and/or control cars, or Rides or transportation or travel services. Spedsta's responsibilities are limited to: (i) facilitating the availability of the Site, Application and Services and (ii) serving as the limited agent of each Driver for the purpose of accepting payments from Passengers on behalf of the Driver.

PLEASE NOTE THAT, AS STATED ABOVE, THE SITE, APPLICATION AND SERVICES ARE INTENDED TO BE USED TO FACILITATE THE REQUESTING OF RIDES. SPEDSTA CANNOT AND DOES NOT CONTROL THE CONTENT CONTAINED IN ANY RIDES AND THE CONDITION, LEGALITY OR SUITABILITY OF ANY RIDES. SPEDSTA IS NOT RESPONSIBLE FOR AND DISCLAIMS ANY AND ALL LIABILITY RELATED TO ANY AND ALL RIDES AND RIDES. ACCORDINGLY, ANY REQUESTINGS WILL BE MADE AT THE PASSENGER'S OWN RISK.

Account Registration

In order to access certain features of the Site and Application, and to request an Ride or create a Ride, you must register to create an account ("Spedsta Account") and become a Member. You may register to join the Services directly via the Site or Application or as described in this section.

You can also register to join by logging into your account with certain third party social networking sites ("SNS") (including, but not limited to, Facebook); each such account, a "Third Party Account", via our Site or Application, as described below. As part of the functionality of the Site, Application and Services, you may link your Spedsta Account with Third Party Accounts, by either: (i) providing your Third Party Account login information to Spedsta through the Site, Services or Application; or (ii) allowing Spedsta to access your Third Party Account, as is permitted under the applicable terms and conditions that govern your use of each Third Party Account. You represent that you are entitled to disclose your Third Party Account login information to Spedsta and/or grant Spedsta access to your Third Party Account (including, but not limited to, for use for the purposes described herein), without breach by you of any of the terms and conditions that govern your use of the applicable Third Party Account and without obligating Spedsta to pay any fees or making Spedsta subject to any usage limitations imposed by such third party service providers. By granting Spedsta access to any Third Party Accounts, you understand that Spedsta will access, make available and store (if applicable) any Content that you have provided to and stored in your Third Party Account ("SNS Content") so that it is available on and through the Site, Services and Application via your Spedsta Account and Spedsta Account profile page. Unless otherwise specified in these Terms, all SNS Content, if any, will be considered to be Member Content for all purposes of these Terms. Depending on the Third Party Accounts you choose and subject to the privacy settings that you have set in such Third Party Accounts, personally identifiable information that you post to your Third Party Accounts will be available on and through your Spedsta Account on the Site, Services and Application. Please note that if a Third Party Account or associated service becomes unavailable or Spedsta's access to such Third Party Account is terminated by the third party service provider, then SNS Content will no longer be available on and through the Site, Services and Application. You have the ability to disable the connection between your Spedsta Account and your Third Party Accounts, at any time, by accessing the "Settings" section of the Site and Application. PLEASE NOTE THAT YOUR RELATIONSHIP WITH THE THIRD PARTY SERVICE PROVIDERS ASSOCIATED WITH YOUR THIRD PARTY ACCOUNTS IS GOVERNED SOLELY BY YOUR AGREEMENT(S) WITH SUCH THIRD PARTY SERVICE PROVIDERS. Spedsta makes no effort to review any SNS Content for any purpose, including but not limited to, for accuracy, legality or non-infringement and Spedsta is not responsible for any SNS Content.

We will create your Spedsta Account and your Spedsta Account profile page for your use of the Site and Application based upon the personal information you provide to us or that we obtain via an SNS as described above. You may not have more than one (1) active Spedsta Account. You agree to provide accurate, and complete information during the registration process and to update such information to keep it accurate and complete. Spedsta reserves the right to suspend or terminate your Spedsta Account and your access to the Site, Application and Services if you create more than one (1) Spedsta Account or if any information provided during the registration process or thereafter proves to be inaccurate, not or incomplete. You are responsible for safeguarding your password. You agree that you will not disclose your password to any third party and that you will take sole responsibility for any activities or actions under your Spedsta Account, whether or not you have authorized such activities or actions. You will immediately notify Spedsta of any unauthorized use of your Spedsta Account.

Ride

As a Member, you may create Rides. To this end, you will be asked a variety of questions about the Ride to be listed, including, but not limited to, the location, availability of the Ride and pricing and related rules and financial terms. In order to be featured in Rides via the Site, Application and Services, all Rides must have valid physical addresses. Rides will be made publicly available via the Site, Application and Services. Other Members will be able to request your Ride via the Site, Application and Services based upon the information provided in your Ride.

You acknowledge and agree that you are responsible for any and all Rides you post. Accordingly, you represent and warrant that any Ride you post and the requesting of, or Passenger stay at, an Ride in a Ride you post (i) will not breach any agreements you have entered into with any third parties and (ii) will (a) be in compliance with all applicable laws, Tax requirements, and rules and regulations that may apply to any Ride included in a Ride you post, including, but not limited to, zoning laws and laws governing of cars and other cars and (b) not conflict with the rights of third parties. Please note that Spedsta assumes no responsibility for a Driver's compliance with any applicable laws, rules and regulations. Spedsta reserves the right, at any time and without prior notice, to remove or disable access to any Ride for any reason, including Rides that Spedsta, in its sole discretion, considers to be objectionable for any reason, in violation of these Terms or otherwise harmful to the Site, Application or Services.

You understand and agree that Spedsta does not act as an insurer or as a contracting agent for you as a Driver. If a Passenger requests a requesting of your Ride and stays at your Ride, any agreement you enter into with such Passenger is between you and the Passenger and Spedsta is not a party thereto. Notwithstanding the foregoing, Spedsta serves as the limited authorized agent of the Driver for the purpose of accepting payments from Passengers on behalf of the Driver and is responsible for transmitting such payments to the Driver.

When you create a Ride, you may also choose to include certain requirements which must be met by the Members who are eligible to request a requesting of your Ride, including, but not limited to, requiring Members to have a profile picture or verified phone number, in order to request your Ride. Any Member wishing to request Rides included in Rides with such requirements must meet these requirements. More information on how to set such requirements is available via the "Driver" section of the Site, Application and Services.

If you are a Driver, Spedsta makes certain tools available to you to help you to make informed decisions about which Members you choose to confirm for requesting for your Ride. You acknowledge and agree that, as a Driver, you are responsible for your own acts and omissions and are also responsible for the acts and omissions of any individuals who reside at or are otherwise present at the Ride at your request or invitation, excluding the Passenger (and the individuals the Passenger invites to the Ride, if applicable.)

Spedsta recommends that Drivers obtain appropriate insurance for their Rides. Please review any insurance policy that you may have for your Ride carefully, and in particular please make sure that you are familiar with and understand any exclusions to, and any deductibles that may apply for, such insurance policy, including, but not limited to, whether or not your insurance policy will cover the actions or inactions of Passengers (and the individuals the Passenger invites to the Ride, if applicable) while at your Ride.

Spedsta does not verify the existence or adequacy of Drivers' insurance nor does it provide additional insurance coverage. You agree and acknowledge that it is your responsibility: (a) as a Driver to verify that you hold sufficient insurance coverage to protect all passengers in your vehicle; and (b) as a Passenger to verify whether a Driver has insurance and whether such insurance coverage is adequate.

By using the Service you agree and acknowledge that you are entirely responsible for your safety while using the Service and participating in a ride arrangement and Spedsta does not: (a) conduct any type of background checks on Drivers and Passengers, including, but not limited to, criminal record checks, motor vehicle record checks and insurance checks; (b) inspect or otherwise investigate the condition or safety of Drivers vehicles; (c) assume any responsibility for determining the suitability of the Service for you; or (d) take any steps to ensure your safety during your use of the Service.

No Endorsement

Spedsta does not endorse any Members or any Rides. In addition, although these Terms require Members to provide accurate information, we do not attempt to confirm, and do not confirm, any Member's purported identity. You are responsible for determining the identity and suitability of others who you contact via the Site, Application and Services.

By using the Site, Application or Services, you agree that any legal remedy or liability that you seek to obtain for actions or omissions of other Members or other third parties will be limited to a claim against the particular Members or other third parties who caused you harm and you agree not to attempt to impose liability on, or seek any legal remedy from Spedsta with respect to such actions or omissions. Accordingly, we encourage you to communicate directly with other Members on the Site and Services regarding any requesting or Rides made by you. This limitation shall not apply to any claim by a Driver against Spedsta regarding the remittance of payments received from a Passenger by Spedsta on behalf of a Driver, which instead shall be subject to the limitations described in the section below entitled "Limitation of Liability".

Financial Terms

Financial Terms for Drivers

If you are a Driver and a request is made for your Ride via the Site, Application and Services, you will be required to either confirm or reject the requesting within 24 hours of when the requesting is requested (as determined by Spedsta in its sole discretion) or the requesting request will be automatically cancelled. When a requesting is requested via the Site, Application and Services, we will share with you (i) the first and last name of the Passenger who has requested the requesting, (ii) a link to the Passenger's Spedsta Account profile page, (iii) the names of any members of an SNS with whom you are "friends" or associated on the SNS if such individuals are also "friends" or associated with the Passenger on such SNS, and (iv) an indication that the name that the Passenger provided to Spedsta when the Passenger became a Member matches the name that the Passenger provided to the SNSs to which the Passenger has linked his or her Spedsta Account, so that you can view such information before confirming or rejecting the requesting. When you confirm a requesting requested by a Passenger, Spedsta will send you an email, text message or message via the Application confirming such requesting, depending on the selections you make via the Site, Application and Services.

The fees displayed in each Ride are comprised of the Ride Fees (defined below) and the Passenger Fees (defined below.) The Ride Fees, the Passenger fees and applicable Taxes are collectively referred to in these Terms as the "Total Fees". The amounts due and payable by a Passenger solely relating to a Driver's Ride are the "Ride Fees". Please note that it is the Driver and not Spedsta which determines the Ride Fees.

Spedsta charges a fee to Passengers based upon a percentage of applicable Ride Fees which are the "Passenger Fees". The Passenger Fees are added to the Ride Fees to calculate the Total Fees (which will also include applicable Taxes) displayed in the applicable Ride. Spedsta will collect the Total Fees at the time of completion of ride and will initiate payment of the Ride Fees (less Spedsta's Driver Fees (defined below)) to the Driver within 5 days of when the Passenger completes the ride (except to the extent that a refund is due to the Passenger).

Appointment of Spedsta as Payment Agent for Driver

Each Driver hereby appoints Spedsta as the Driver's limited agent solely for the purpose of collecting payments made by Passengers on behalf of the Driver. Each Driver agrees that payment made by a Passenger to Spedsta shall be considered the same as a payment made directly to the Driver and the Driver will make the Ride available to Passenger in the agreed upon manner as if the Driver has received the Ride Fees. Each Driver agrees that, Spedsta may, in accordance with the cancellation policy selected by the Driver and reflected in the relevant Ride, (i) permit the Passenger to cancel the requesting and (ii) refund to the Passenger that portion of the Ride Fees specified in the applicable cancellation policy. In accepting appointment as the limited authorized agent of the Driver, Spedsta assumes no liability for any acts or omissions of the Driver.

Payment processing services for drivers on Spedsta are provided by Stripe and are subject to the Stripe Connected Account Agreement, which includes the Stripe Terms of Service (collectively, the “Stripe Services Agreement”). By agreeing to these terms or continuing to operate as a recipient on Spedsta, you agree to be bound by the Stripe Services Agreement, as the same may be modified by Stripe from time to time. As a condition of Spedsta enabling payment processing services through Stripe, you agree to provide Spedsta accurate and complete information about you and your business, and you authorize Spedsta to share it and transaction information related to your use of the payment processing services provided by Stripe.

Financial Terms for Passengers

The Drivers, not Spedsta, are solely responsible for honoring any confirmed requests and making available any Rides reserved through the Site, Application and Services. If you, as a Passenger, choose to enter into a transaction with a Driver for the requesting of an Ride, you agree and understand that you will be required to enter into an agreement with the Driver and you agree to accept any terms, conditions, rules and restrictions associated with such Ride imposed by the Driver. You acknowledge and agree that you, and not Spedsta, will be responsible for performing the obligations of any such agreements, that Spedsta is not a party to such agreements, and that, with the exception of its payment obligations hereunder, Spedsta disclaims all liability arising from or related to any such agreements. You acknowledge and agree that, notwithstanding the fact that Spedsta is not a party to the agreement between you and the Driver, Spedsta acts as the Driver's payment agent for the limited purpose of accepting payments from you on behalf of the Driver. Upon your payment of amounts to Spedsta which are due to the Driver, your payment obligation to the Driver for such amounts is extinguished, and Spedsta is responsible for remitting such amounts, less Spedsta's Passengers Fees, to the Driver. In the event that Spedsta does not remit any such amounts to a Driver, such Driver will have recourse only against Spedsta.

As noted above, the Driver is required to either confirm or reject the requesting within 24 hours of when the requesting is requested (as determined by Spedsta in its sole discretion) or the requested requesting will be automatically cancelled.

You agree to pay Spedsta for the Total Fees for any requesting requested in connection with your Spedsta Account if such requests are confirmed by the applicable Driver. In order to establish a requesting pending the applicable Driver's confirmation of your requested requesting, you understand and agree that Spedsta, on behalf of the Driver, reserves the right, in its sole discretion, to (i) obtain a pre-authorization via your credit card for the Total Fees or (ii) charge your credit card a nominal amount, not to exceed one dollar ($1), or a similar sum in the currency in which you are transacting ( e.g. one euro or one British pound) to verify your credit card. Once Spedsta receives confirmation of your requesting from the applicable Driver, Spedsta will collect the Total Fees in accordance with the terms and conditions of these Terms and the pricing terms set forth in the applicable Ride. Please note that Spedsta cannot control any fees that may be charged to a Passenger by his or her bank related to Spedsta's collection of the Total Fees, and Spedsta disclaims all liability in this regard.

In connection with your requested requesting, you will be asked to provide customary billing information such as name, billing address and credit card information either to Spedsta or its third party payment processor. You agree to pay Spedsta for any confirmed requests made in connection with your Spedsta Account in accordance with these Terms by one of the methods described on the Site or Application – e.g. by PayPal or credit card. You hereby authorize the collection of such amounts by charging the credit card provided as part of requesting the requesting, either directly by Spedsta or indirectly, via a third party online payment processor or by one of the payment methods described on the Site or Application.

Service Fees

In consideration for providing the Services, Spedsta collects service fees from Drivers and Passengers ("Service Fees"). Service Fees are made up of two (2) components: (i) Passenger Fees. Where applicable, Taxes may also be charged in addition to the Driver Fees. Passenger are deducted from the Ride Fees before remitting the Ride Fees to the Driver, within 5 days of when the Passenger arrives at the destination.. Passenger Fees are, as noted above, included in the Total Fees.

Balances will be remitted by Spedsta to Drivers via check, PayPal, direct deposit or other payment methods described on the Site or via the Application, in the Driver's currency of choice, depending upon the selections the Driver makes via the Site, Application and Services. Please note that for any payments by Spedsta in currencies other than U.S. dollars, Spedsta may deduct foreign currency processing costs from such payments. More information on foreign currency processing cost deductions will be available via the Site and Application. Except as otherwise provided herein, Service Fees are non-refundable.

General Requesting and Financial Terms

Cancellations and Refunds

If, as a Passenger, you cancel your requested requesting before the requested requesting is confirmed by a Driver, Spedsta will cancel any pre-authorization to your credit card and/or refund any nominal amounts charged to your credit card in connection with the requested requesting within a commercially reasonable time. If, as a Passenger, you wish to cancel a confirmed requesting made via the Site, Application and Services, either prior to or after arriving at the Ride, the cancellation policy of the Driver contained in the applicable Ride will apply to such cancellation. Our ability to refund the Ride Fees and other amounts charged to you will depend upon the terms of the applicable cancellation policy. Details regarding refunds and cancellation policies are available via the Site and Application.

If a Driver cancels a confirmed requesting made via the Site, Services, and Application, (i) Spedsta will refund the Total Fees for such requesting to the applicable Passenger within a commercially reasonable time of the cancellation and (ii) the Passenger will receive an email or other communication from Spedsta containing alternative Rides and other related information. If the Passenger requests a requesting from one of the alternative Rides and the Driver associated with such alternative Ride confirms the Passenger's requested requesting, then the Passenger agrees to pay Spedsta the Total Fees relating to the confirmed requesting for the Ride in the alternative Ride, in accordance with these Terms.

Foreign Currency

As part of the Services, Spedsta provides a feature through which Members may view Total Fees for various Rides in foreign currencies. You understand and agree that these views of Total Fees are for informational purposes only and are not the official Total Fees for the Rides. If you (as a Passenger) request a requesting, you will be notified of the currency in which you will be charged together with the corresponding amount of Total Fees, if your requesting is confirmed by a Driver. The currency in which you will be charged will be determined by Spedsta based on the payment method you select and the location of the Ride in the Ride you are requesting. If the currency in which you will be charged is different from the currency chosen by the Driver to receive payment, Spedsta will be responsible for the required currency conversion processing, including the costs thereof, which will be calculated based on the most applicable foreign exchange rate that Spedsta has uploaded to the Site as of the date and time that your requesting is confirmed (the "Applicable Exchange Rate"). You acknowledge that the Applicable Exchange Rate used for currency conversion processing may not be identical to the applicable market rate in effect at the specific time such processing occurs because: (i) although Spedsta updates the Applicable Exchange Rate on a regular basis, it does not update such rate on a real-time basis; and (ii) the Applicable Exchange Rate may include an incremental cost or margin that is not included in the applicable market rate. For the avoidance of doubt, Spedsta will retain any profits (and will bear any losses) that result from such currency conversion processing due to changes in the applicable foreign exchange rate between the date your requesting is confirmed and the date Spedsta makes payment to a Driver.

Damage

As a Passenger, you are responsible for respecting the condition of the car it was in when you arrived. You acknowledge and agree that, as a Passenger, you are responsible for your own acts and omissions and are also responsible for the acts and omissions of any individuals who you invite to, or otherwise provide access to, the Ride. In the event that a Driver claims otherwise and provides evidence of damage, including but not limited to, photographs, you agree to pay the cost of replacing the damaged items with equivalent items. After being notified of the claim and given forty eight (48) hours to respond, the payment will be charged to and taken from the credit card on file in your Spedsta Account. Spedsta also reserves the right to charge the credit card on file in your Spedsta Account, or otherwise collect payment from you and pursue any avenues available to Spedsta in this regard, including using Security Deposits, in situations in which you have been determined, in Spedsta's sole discretion, to have damaged any Ride, including, but not limited to, in relation to any payment requests made by Drivers under the Spedsta Driver Guarantee, and in relation to any payments made by Spedsta to Drivers. If we are unable to charge the credit card on file or otherwise collect payment from you, you agree to remit payment for any damage to the Ride to the applicable Driver or to Spedsta (if applicable).

Both Passengers and Drivers agree to cooperate with and assist Spedsta in good faith, and to provide Spedsta with such information and take such actions as may be reasonably requested by Spedsta, in connection with any complaints or claims made by Members relating to Rides or any personal or other property located at an Ride or with respect to any investigation undertaken by Spedsta or a representative of Spedsta regarding use or abuse of the Site, Application or the Services. If you are a Passenger, upon Spedsta's reasonable request, and to the extent you are reasonably able to do so, you agree to participate in mediation or similar resolution process with a Driver, at no cost to you, which process will be conducted by Spedsta or a third party selected by Spedsta, with respect to losses for which the Driver is requesting payment from Spedsta.

User Conduct

You understand and agree that you are solely responsible for compliance with any and all laws, rules, regulations, and Tax obligations that may apply to your use of the Site, Application, Services and Content. In connection with your use of our Site, Application and Services, you may not and you agree that you will not:

  • violate any local, state, provincial, national, or other law or regulation, or any order of a court, including, without limitation, zoning restrictions and Tax regulations;
  • use manual or automated software, devices, scripts robots, other means or processes to access, "scrape," "crawl" or "spider" any web pages or other services contained in the Site, Application, Services or Content;
  • use the Site, Application or Services for any commercial or other purposes that are not expressly permitted by these Terms;
  • copy, store or otherwise access any information contained on the Site, Application, Services or Content for purposes not expressly permitted by these Terms;
  • infringe the rights of any person or entity, including without limitation, their intellectual property, privacy, publicity or contractual rights;
  • interfere with or damage our Site, Application or Services, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial-of-service attacks, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology;
  • use our Site, Application or Services to transmit, distribute, post or submit any information concerning any other person or entity, including without limitation, photographs of others without their permission, personal contact information or credit, debit, calling card or account numbers;
  • use our Site, Application or Services in connection with the distribution of unsolicited commercial email ("spam") or advertisements unrelated to lodging in a private residence;
  • "stalk" or harass any other user of our Site, Application, or Services or collect or store any personally identifiable information about any other user other than for purposes of transacting as an Spedsta Passenger or Driver;
  • offer, as a Driver, any Rides that you do not yourself own or have permission to give as a cars
  • register for more than one Spedsta Account or register for an Spedsta Account on behalf of an individual other than yourself;
  • contact a Driver for any purpose other than asking a question related to a requesting, such Driver's Rides or Rides;
  • contact a Passenger for any purpose other than asking a question related to a requesting or such Passenger's use of the Site, Application and Services;
  • when acting as a Passenger or otherwise, recruit or otherwise solicit any Driver or other Member to join third party services or websites that are competitive to Spedsta, without Spedsta's prior written approval;
  • impersonate any person or entity, or falsify or otherwise misrepresent yourself or your affiliation with any person or entity;
  • use automated scripts to collect information or otherwise interact with the Site, Application or Services;
  • use the Site, Application and Services to find a Driver or Passenger and then complete a requesting of an Ride transaction independent of the Site, Application or Services in order to circumvent the obligation to pay any Service Fees related to Spedsta's provision of the Services;
  • as a Driver, submit any Ride with a false or misleading price information, or submit any Ride with a price that you do not intend to honor;
  • or post, upload, publish, submit or transmit any Content that: (i) infringes, misappropriates or violates a third party's patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any other person; or (vii) promotes illegal or harmful activities or substances;
  • systematically retrieve data or other content from our Site, Application or Services to create or compile, directly or indirectly, in single or multiple downloads, a collection, compilation, database, directory or the like, whether by manual methods, through the use of bots, crawlers, or spiders, or otherwise;
  • use, display, mirror or frame the Site or Application, or any individual element within the Site, Services, or Application, Spedsta's name, any Spedsta trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without Spedsta's express written consent;
  • access, tamper with, or use non-public areas of the Site or Application, Spedsta's computer systems, or the technical delivery systems of Spedsta's providers;
  • attempt to probe, scan, or test the vulnerability of any Spedsta system or network or breach any security or authentication measures;
  • avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by Spedsta or any of Spedsta's providers or any other third party (including another user) to protect the Site, Services, Application or Collective Content;
  • forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Site, Services, Application or Collective Content to send altered, deceptive or false source-identifying information;
  • attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Site, Services, Application or Collective Content; or advocate, encourage, or assist any third party in doing any of the foregoing.

Spedsta will have the right to investigate and prosecute violations of any of the above to the fullest extent of the law. Spedsta may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms. You acknowledge that Spedsta has no obligation to monitor your access to or use of the Site, Application, Services or Collective Content or to review or edit any Member Content, but has the right to do so for the purpose of operating the Site, Application and Services, to ensure your compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body. Spedsta reserves the right, at any time and without prior notice, to remove or disable access to any Collective Content that Spedsta, at its sole discretion, considers to be objectionable for any reason, in violation of these Terms or otherwise harmful to the Site, Application or Services.

Ownership

The Site, Application, Services, and Collective Content are protected by copyright, trademark, and other laws of the United States and foreign countries. You acknowledge and agree that the Site, Application, Services and Collective Content, including all associated intellectual property rights is the exclusive property of Spedsta and its licensors. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Site, Application, Services, or Collective Content.

Application License

Subject to your compliance with these Terms, Spedsta grants you a limited non-exclusive, non-transferable license to download and install a copy of the Application on a single mobile device or computer that you own or control and run such copy of the Application solely for your own personal use. Furthermore, with respect to any App Store Sourced Application (defined below), you will only use the App Store Sourced Application (i) on an Apple-branded product that runs the iOS (Apple's proprietary operating system) and (ii) as permitted by the "Usage Rules" set forth in the Apple App Store Terms of Service. Spedsta reserves all rights in the Application not expressly granted to you by these Terms.

Spedsta Content and Member Content License

Subject to your compliance with the terms and conditions of these Terms, Spedsta grants you a limited, non-exclusive, non-transferable license, to (i) access and view any Spedsta Content solely for your personal and non-commercial purposes and (ii) access and view any Member Content to which you are permitted access, solely for your personal and non-commercial purposes. You have no right to sublicense the license rights granted in this section.

You will not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, broadcast or otherwise exploit the Site, Application, Services, or Collective Content, except as expressly permitted in these Terms. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by Spedsta or its licensors, except for the licenses and rights expressly granted in these Terms.

Member Content

We may, in our sole discretion, permit Members to post, upload, publish, submit or transmit Member Content. By making available any Member Content on or through the Site, Application and Services, you hereby grant to Spedsta a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free license, with the right to sublicense, to use, view, copy, adapt, modify, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast, access, view, and otherwise exploit such Member Content on, through, or by means of the Site, Application and Services. Spedsta does not claim any ownership rights in any such Member Content and nothing in these Terms will be deemed to restrict any rights that you may have to use and exploit any such Member Content.

You acknowledge and agree that you are solely responsible for all Member Content that you make available through the Site, Application and Services. Accordingly, you represent and warrant that: (i) you either are the sole and exclusive owner of all Member Content that you make available through the Site, Application and Services or you have all rights, licenses, consents and releases that are necessary to grant to Spedsta the rights in such Member Content, as contemplated under these Terms; and (ii) neither the Member Content nor your posting, uploading, publication, submission or transmittal of the Member Content or Spedsta's use of the Member Content (or any portion thereof) on, through or by means of the Site, Application and the Services will infringe, misappropriate or violate a third party's patent, copyright, trademark, trade secret, moral rights or other proprietary or intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.

Links

The Site, Application and Services may contain links to third-party websites or resources. You acknowledge and agree that Spedsta is not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by Spedsta of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources or the Content, products or services on or available from such websites or resources.

Proprietary Rights Notices

All trademarks, service marks, logos, trade names and any other proprietary designations of Spedsta used herein are trademarks or registered trademarks of Spedsta. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective parties.

Feedback

We welcome and encourage you to provide feedback, comments and suggestions for improvements to the Site, Application and Services ("Feedback"). You may submit Feedback by emailing us at terms@Spedsta.com or through the "Contact" (www.Spedsta.com/contact) section of the Site and Application. You acknowledge and agree that all Feedback will be the sole and exclusive property of Spedsta and you hereby irrevocably assign to Spedsta and agree to irrevocably assign to Spedsta all of your right, title, and interest in and to all Feedback, including without limitation all worldwide patent, copyright, trade secret, moral and other proprietary or intellectual property rights therein. At Spedsta's request and expense, you will execute documents and take such further acts as Spedsta may reasonably request to assist Spedsta to acquire, perfect, and maintain its intellectual property rights and other legal protections for the Feedback.

Copyright Policy

Spedsta respects copyright law and expects its users to do the same. It is Spedsta's policy to terminate in appropriate circumstances the Spedsta Accounts of Members or other account holders who repeatedly infringe or are believed to be repeatedly infringing the rights of copyright holders.

Termination and Spedsta Account Cancellation

We may, in our discretion and without liability to you, with or without cause, with or without prior notice and at any time: (a) terminate these Terms or your access to our Site, Application and Services, and (b) deactivate or cancel your Spedsta Account. Upon termination we will promptly pay you any amounts we reasonably determine we owe you in our discretion, which we are legally obligated to pay you. In the event Spedsta terminates these Terms, or your access to our Site, Application and Services or deactivates or cancels your Spedsta Account you will remain liable for all amounts due hereunder. You may cancel your Spedsta Account at any time via the "Cancel Account" feature of the Services or by sending an email to terms@Spedsta.com. Please note that if your Spedsta Account is cancelled, we do not have an obligation to delete or return to you any Content you have posted to the Site, Application and Services, including, but not limited to, any reviews or Feedback.

Disclaimers

IF YOU CHOOSE TO USE THE SITE, APPLICATION, SERVICES AND PARTICIPATE IN THE REFERRAL PROGRAM, YOU DO SO AT YOUR SOLE RISK. YOU ACKNOWLEDGE AND AGREE THAT SPEDSTA DOES NOT HAVE AN OBLIGATION TO CONDUCT BACKGROUND CHECKS ON ANY MEMBER, INCLUDING, BUT NOT LIMITED TO, PASSENGERS AND DRIVERS, BUT MAY CONDUCT SUCH BACKGROUND CHECKS IN ITS SOLE DISCRETION. THE SITE, APPLICATION, SERVICES, COLLECTIVE CONTENT AND REFERRAL PROGRAM ARE PROVIDED "AS IS", WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, SPEDSTA EXPLICITLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. SPEDSTA MAKES NO WARRANTY THAT THE SITE, APPLICATION, SERVICES, COLLECTIVE CONTENT, INCLUDING, BUT NOT LIMITED TO, THE RIDES OR ANY RIDES, OR THE REFERRAL PROGRAM WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. SPEDSTA MAKES NO WARRANTY REGARDING THE QUALITY OF ANY RIDES, RIDES, YOUR ACCRUAL OF SPEDSTA TRAVEL CREDITS, THE SERVICES OR COLLECTIVE CONTENT OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY COLLECTIVE CONTENT OBTAINED THROUGH THE SITE, APPLICATION, SERVICES OR REFERRAL PROGRAM.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM SPEDSTA OR THROUGH THE SITE, APPLICATION, SERVICES OR COLLECTIVE CONTENT, WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.

YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SITE, APPLICATION OR SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE, APPLICATION OR SERVICES, INCLUDING, BUT NOT LIMITED TO, ANY DRIVERS OR PASSENGERS. YOU UNDERSTAND THAT SPEDSTA DOES NOT MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS OF THE SITE, APPLICATION OR SERVICES OR TO REVIEW OR VISIT ANY RIDES. SPEDSTA MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OF THE SITE, APPLICATION OR SERVICES OR THEIR COMPATIBILITY WITH ANY CURGIVE OR FUTURE USERS OF THE SITE, APPLICATION OR SERVICES. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SITE, APPLICATION OR SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE, APPLICATION OR SERVICES, INCLUDING, BUT NOT LIMITED TO, PASSENGERS AND DRIVERS, PARTICULARLY IF YOU DECIDE TO MEET OFFLINE OR IN PERSON REGARDLESS OF WHETHER SUCH MEETINGS ARE ORGANIZED BY SPEDSTA. NOTWITHSTANDING SPEDSTA'S APPOINTMENT AS THE LIMITED AGENT OF THE DRIVERS FOR THE PURPOSE OF ACCEPTING PAYMENTS FROM PASSENGERS ON BEHALF OF THE DRIVERS, SPEDSTA EXPLICITLY DISCLAIMS ALL LIABILITY FOR ANY ACT OR OMISSION OF ANY PASSENGER OR OTHER THIRD PARTY.

Limitation of Liability

YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SITE, APPLICATION, SERVICES AND COLLECTIVE CONTENT, YOUR RIDE OR REQUESTING OF ANY RIDES VIA THE SITE, APPLICATION AND SERVICES, YOUR PARTICIPATION IN THE REFERRAL PROGRAM, AND ANY CONTACT YOU HAVE WITH OTHER USERS OF SPEDSTA WHETHER IN PERSON OR ONLINE REMAINS WITH YOU. NEITHER SPEDSTA NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SITE, APPLICATION, SERVICES, COLLECTIVE CONTENT OR THE REFERRAL PROGRAM WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, FROM THE USE OF OR INABILITY TO USE THE SITE, APPLICATION, SERVICES OR COLLECTIVE CONTENT, FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE SITE, APPLICATION, OR SERVICES OR OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE, APPLICATION, SERVICES, OR YOUR PARTICIPATION IN THE REFERRAL PROGRAM OR FROM YOUR RIDE OR REQUESTING OF ANY RIDE VIA THE SITE, APPLICATION AND SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT SPEDSTA HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

EXCEPT FOR OUR OBLIGATIONS TO PAY AMOUNTS TO APPLICABLE DRIVERS PURSUANT TO THESE TERMS OR AN APPROVED PAYMENT REQUEST UNDER THE SPEDSTA DRIVER GUARANTEE, IN NO EVENT WILL SPEDSTA'S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS AND YOUR USE OF THE SITE, APPLICATION AND SERVICES INCLUDING, BUT NOT LIMITED TO, FROM YOUR RIDE OR REQUESTING OF ANY RIDE VIA THE SITE, APPLICATION AND SERVICES, OR FROM THE USE OF OR INABILITY TO USE THE SITE, APPLICATION, SERVICES, OR COLLECTIVE CONTENT OR YOUR PARTICIPATION IN THE REFERRAL PROGRAM AND IN CONNECTION WITH ANY RIDE OR INTERACTIONS WITH ANY OTHER MEMBERS, EXCEED THE AMOUNTS YOU HAVE PAID OR OWE FOR REQUESTINGS VIA THE SITE, APPLICATION AND SERVICES AS A PASSENGER IN THE TWELVE (12) MONTH PERIOD PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY, OR IF YOU ARE A DRIVER, THE AMOUNTS PAID BY SPEDSTA TO YOU IN THE TWELVE (12) MONTH PERIOD PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY, OR ONE HUNDRED DOLLARS ($100), IF NO SUCH PAYMENTS HAVE BEEN MADE, AS APPLICABLE. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN SPEDSTA AND YOU. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

Indemnification

You agree to release, defend, indemnify, and hold Spedsta and its affiliates and subsidiaries, and their officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (a) your access to or use of the Site, Application, Services, or Collective Content or your violation of these Terms; (b) your Member Content; (c) your (i) interaction with any Member, (ii) requesting of an Ride, (iii) creation of a Ride or (iv) the use, condition or giveal of an Ride by you, including, but not limited to any injuries, losses, or damages (compensatory, direct, incidental, consequential or otherwise) of any kind arising in connection with or as a result of a giveal, requesting or use of a Ride and (d) your participation in the Referral Program or your accrual of any Spedsta Travel Credits.

Export Control and Restricted Countries

You may not use, export, re-export, import, or transfer the Application except as authorized by United States law, the laws of the jurisdiction in which you obtained the Application, and any other applicable laws. In particular, but without limitation, the Application may not be exported or re-exported: (a) into any United States embargoed countries; or (b) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Department of Commerce's Denied Person's List or Entity List. By using the Site, Application and Services, you represent and warrant that (i) neither you nor your listed Ride is 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 (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. You also will not use the Site, Application and Services for any purpose prohibited by U.S. law, including the development, design, manufacture or production of missiles, or nuclear, chemical or biological weapons. Spedsta does not permit Rides associated with certain countries due to U.S. embargo restrictions.

Reporting Misconduct

If you stay with or Driver anyone who you feel is acting or has acted inappropriately, including but not limited to, anyone who (i) engages in offensive, violent or sexually inappropriate behavior, (ii) you suspect of stealing from you, or (iii) engages in any other disturbing conduct, you should immediately report such person to the appropriate authorities and then to Spedsta by contacting us with your police station and report number at terms@Spedsta.com; provided that your report will not obligate us to take any action beyond that required by law (if any) or cause us to incur any liability to you.

Entire Agreement

These Terms constitute the entire and exclusive understanding and agreement between Spedsta and you regarding the Site, Application, Services, Collective Content, Referral Program, and any requestings or Rides of Rides made via the Site, Application and Services, and these Terms supersede and replace any and all prior oral or written understandings or agreements between Spedsta and you regarding requestings or Rides of Rides, the Site, Application, Services, Collective Content and Referral Program.

Assignment

You may not assign or transfer these Terms, by operation of law or otherwise, without Spedsta's prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. Spedsta may assign or transfer these Terms, at its sole discretion, without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.

Notices

Any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms, will be in writing and given by Spedsta (i) via email (in each case to the address that you provide) or (ii) by posting to the Site or via the Application. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.

Controlling Law and Jurisdiction

These Terms will be interpreted in accordance with the laws of the State of California and the United States of America, without regard to its conflict-of-law provisions. You and we agree to submit to the personal jurisdiction of a state court located in San Francisco County, San Francisco, California or a United States District Court, Northern District of California located in San Francisco, California for any actions for which the parties retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party's copyrights, trademarks, trade secrets, patents, or other intellectual property rights, as set forth in the Dispute Resolution provision below.

Dispute Resolution

You and Spedsta agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof, or to the use of the Services or use of the Site or Application (collectively, "Disputes") will be settled by binding arbitration , except that each party retains the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party's copyrights, trademarks, trade secrets, patents, or other intellectual property rights. You acknowledge and agree that you and Spedsta are each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Further, unless both you and Spedsta otherwise agree in writing, the arbitrator may not consolidate more than one persons claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this "Dispute Resolution" section will be deemed void. Except as provided in the preceding sentence, this "Dispute Resolution" section will survive any termination of these Terms.

Arbitration Rules and Governing Law. The arbitration will be administered by the American Arbitration Association ("AAA") in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the "AAA Rules") then in effect, except as modified by this "Dispute Resolution" section. (The AAA Rules are available at http://www.adr.org/arb_med or by calling the AAA at 1-800-778-7879.) The Federal Arbitration Act will govern the interpretation and enforcement of this section.

Arbitration Process. A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. (The AAA provides a form Demand for Arbitration at http://www.adr.org/aaa/ShowPDF?doc=ADRSTG_004175 and a separate form for California residents athttp://adr.org/aaa/ShowPDF?doc=ADRSTG_004314.) The arbitrator will be either a retired judge or an attorney licensed to practice law in the state of California and will be selected by the parties from the AAA's roster of consumer dispute arbitrators. If the parties are unable to agree upon an arbitrator within seven (7) days of delivery of the Demand for Arbitration, then the AAA will appoint the arbitrator in accordance with the AAA Rules.

Arbitration Location and Procedure. Unless you and Spedsta otherwise agree, the arbitration will be conducted in the county where you reside. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of documents you and Spedsta submit to the arbitrator, unless you request a hearing or the arbitrator determines that a hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.

Arbitrator's Decision. The arbitrator will render an award within the time frame specified in the AAA Rules. The arbitrator's decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator's award damages must be consistent with the terms of the "Limitation of Liability" section above as to the types and the amounts of damages for which a party may be held liable. The arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant's individual claim. If you prevail in arbitration you will be entitled to an award of attorneys' fees and expenses, to the extent provided under applicable law. Spedsta will not seek, and hereby waives all rights it may have under applicable law to recover, attorneys' fees and expenses if it prevails in arbitration.

Fees. Your responsibility to pay any AAA filing, administrative and arbitrator fees will be solely as set forth in the AAA Rules. However, if your claim for damages does not exceed $75,000, Spedsta will pay all such fees unless the arbitrator finds that either the substance of your claim or the relief sought in your Demand for Arbitration was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)).

Changes. Notwithstanding the provisions of the "Modification" section above, if Spedsta changes this "Dispute Resolution" section after the date you first accepted these Terms (or accepted any subsequent changes to these Terms), you may reject any such change by sending us written notice (including by email toterms@Spedsta.com) within 30 days of the date such change became effective, as indicated in the "Last Updated Date" above or in the date of Spedsta's email to you notifying you of such change. By rejecting any change, you are agreeing that you will arbitrate any Dispute between you and Spedsta in accordance with the provisions of this "Dispute Resolution" section as of the date you first accepted these Terms (or accepted any subsequent changes to these Terms).

General

The failure of Spedsta to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Spedsta. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. If for any reason an arbitrator or a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.

Contacting Spedsta

If you have any questions about these Terms or any App Store Sourced Application, please contact Spedsta at terms@Spedsta.com.