Terms of Use

Effective Date: Jul 1, 2021

Welcome to SimpleCar, Inc., a Delaware corporation (also referred to as “we,” “us,” “our” or “SimpleCar”).  These Terms and Conditions apply to our website located at www.simplecar.com, and any other of our websites, mobile sites or other applications on which a link to these Terms and Conditions appears (collectively, the “Sites”) or any services provided in connection with the Sites (collectively, the “Services”).   The Services include a technology platform that enables users of SimpleCar’s mobile applications or websites provided as part of the Services.

ACCEPTANCE OF TERMS OF USE

You agree that your use of the Sites and/or Services is subject to the following Terms of Use.  If you do not agree with the Terms of Use in its entirety, you must immediately cease all use of the Sites and Services.  These terms may be modified by SimpleCar at any time and from time to time in its sole discretion; the date of the most recent changes or revisions will appear on this page.  Continued access to the Sites and Services by you will constitute your acceptance of any changes or revisions to these Terms of Use.  Portions of the Sites and Services may be governed by different or additional terms and conditions.  Certain Sites and Services may require that you enter into separate agreements with SimpleCar or others.  Those agreements are independent from these Terms of Use.  In the event of a conflict between those agreements, on the one hand, and any provision of these Terms and Conditions, on the other hand, the provisions of the agreement will prevail. 

PRIVACY POLICY

SimpleCar respects your privacy and permits you to control the treatment of your personal information.  A complete statement of SimpleCar’s current Privacy Policy can be found by clicking here.  The Terms and Use (together with the Privacy Policy) and the agreements entered into by you through the Sites and Services represent the parties’ sole and entire agreement relating to the use of the Sites and Services and is expressly incorporated into this Agreement by this reference.  When you are required to open an account to use or access the Sites and Services, you must complete the registration process by providing the complete and accurate information requested on the registration form.  You may also be asked to provide a user name and password. You are entirely responsible for maintaining the confidentiality of your password.  You may not use the account, username, or password of someone else at any time.  You agree to notify SimpleCar immediately on any unauthorized use of your account, user name, or password. SimpleCar shall not be liable for any loss that you incur as a result of someone else using your password, either with or without your knowledge.  You may be held liable for any losses incurred by SimpleCar, its affiliates, officers, directors, employees, consultants, agents, and representatives due to someone else’s use of your account or password.

USER GENERATED CONTENT

SimpleCar may provide users an opportunity to transmit or post content, which may include text, videos, photographs, images, sound files and/or other content, to the Sites and Services (collectively, “User Content”) and may provide for the hosting, sharing and/or publishing of such User Content.  However, SimpleCar does not necessarily endorse, support, sanction, encourage, or agree with User Content and expressly disclaims any and all liability in connection with any User Content.

In connection with any User Content that you submit, you affirm, represent and/or warrant that: (i) you own the rights to the User Content or are otherwise authorized to post, download, distribute, display, perform, transmit, or otherwise distribute User Content; (ii) you have the written consent, release, and/or permission of each and every identifiable individual person in the User Content to use the name or likeness of each and every such identifiable individual person to enable inclusion and use of the User Content in the manner contemplated by the Services and these Terms and Conditions; and (iii) it complies with these Terms and Conditions.

Furthermore, you understand that all User Content is the sole responsibility of the person who transmits or posts that User Content.  This means that you, and not SimpleCar, are entirely and solely responsible for all User Content that you transmit or post and for the consequences of SimpleCar publishing such User Content.  SimpleCar does not and cannot review the User Content transmitted or posted by users and is not responsible for such content.  However, SimpleCar shall have the right, but not the obligation, to refuse, delete, move, remove, or edit any User Content from its servers that violates these Terms of Use, or is otherwise objectionable, as determined by SimpleCar in its sole discretion and without notice.  

By transmitting or posting User Content, you grant to SimpleCar, its affiliates, officers, directors, employees, consultants, agents, and representatives, the perpetual, non-terminable, worldwide, nonexclusive, royalty-free, sublicenseable and transferable right and license to use User Content in the manner contemplated by the Services and these Terms and Use, including without limitation, a right to copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate, and reformat User Content.  You also agree that SimpleCar may publish or otherwise disclose your name in connection with your User Content.  Please note you will not be compensated for any User Content.

SimpleCar reserves the right to terminate your receipt, transmission, or other distribution of any such material using the Services, and, if applicable, to delete any such material from its servers. SimpleCar intends to cooperate fully with any law enforcement officials or agencies in the investigation of any violation of these Terms of Use or of any applicable laws.

Any specific complaints regarding User Content must be directed to support@simplecar.com, and any promise by SimpleCar to investigate, delete, remove, or otherwise edit any User Content shall be non-binding unless expressly provided in writing by the General Counsel of SimpleCar.

INAPPROPRIATE USER CONTENT

You shall not transmit or post any User Content that: 

(a) is unlawful, threatening, harassing, abusive, false, inaccurate, deceptive, misleading, offensive, distasteful, inappropriate, libelous, defamatory, obscene, vulgar, pornographic, profane, indecent, invasive of another's privacy or harmful to minors in any way; 

(b) constitutes or encourages conduct that would constitute a criminal offense, give rise to civil liability, or otherwise violate any local, state, national, or international law; 

(c) is copyrighted, protected by trade secret, patent, trademark or otherwise subject to third party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have permission from their rightful owner to submit or post the material and to grant SimpleCar all of the license rights granted herein; 

(d) refers derisively to the goods or services of others; 

(e) includes any disruptive elements that may damage or interfere with the Sites and/or Services such as malware, spyware or other malicious code; 

(f) includes advertisements or solicitations of business; 

(g) impersonates another person; 

(h) includes any person’s full name or personal or identifying information without that person’s authorization; 

(i) violates the law or otherwise violates these Terms and Use; or 

(j) provides a link to any of the above.

COPYRIGHT 

Using the Sites or Services does not give you ownership of any intellectual property rights in the Sites and Services or the contents you access.  The Sites and Services, and their contents, features and functionality and all intellectual property in the materials published or otherwise made available through the Services are owned by SimpleCar or other providers of such material and are protected by copyright laws and other intellectual property or proprietary rights laws.  These Terms and Use permit you to use the Services for your personal, non-commercial use only.  You may not  reproduce, reverse engineer, attempt to extract the source code, distribute, modify,  create derivative works of publicly display, publicly perform, republish, download, store, transmit, or otherwise exploit in any manner any of the materials through the Sites or Services without the express written permission of SimpleCar. You agree to abide by laws regarding copyright ownership and use of intellectual property, and you shall be solely responsible for any violations of any relevant laws and for any infringements of third party rights caused by any User Content you provide or transmit.

ALLEGED VIOLATIONS

SimpleCar reserves the right to terminate your use of the Service and/or the Site. To ensure that SimpleCar provides a high quality experience for you and for other users of the Site and Services, you agree that SimpleCar or its representatives may access your account and records on a case-by-case basis to investigate complaints or allegations of abuse, infringement of third party rights, or other unauthorized uses of the Sites or Services. SimpleCar does not intend to disclose the existence or occurrence of such an investigation unless required by law, but SimpleCar reserves the right to terminate your account or your access to the Services immediately, with or without notice to you, and without liability to you, if SimpleCar believes that you have violated any of the Terms of Use, furnished SimpleCar with false or misleading information, or interfered with use of the Services by others.

DISCLAIMER OF WARRANTIES

SIMPLECAR HEREBY DISCLAIMS ALL WARRANTIES.  SIMPLECAR IS MAKING THE SITES AND SERVICES AVAILABLE “AS IS” WITHOUT WARRANTY OF ANY KIND.  YOU ASSUME THE RISK OF ANY AND ALL DAMAGE OR LOSS FROM USE OF, OR INABILITY TO USE, THE SITES OR THE SERVICES.  SIMPLECAR DOES NOT WARRANT THAT DEFECTS WILL BE CORRECTED, THAT THE OPERATION OF THE SITES OR THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT THE SITES OR THE SERVICES WILL OTHERWISE MEET YOUR REQUIREMENTS OR EXPECTATIONS.  TO THE MAXIMUM EXTENT PERMITTED BY LAW, SIMPLECAR EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE SITES AND SERVICES OBTAINED THROUGH THE SERVICES, STATUTORY OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT.  THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

YOU ACKNOWLEDGE THAT SIMPLECAR’S INVENTORY FLUCTUATES AND THAT YOUR RESERVATION OF ANY VEHICLE MAY BE AFFECTED BY SEVERAL FACTORS INCLUDING WITHOUT LIMITATION VEHICLE AVAILABILITY, YOUR ABILITY TO OBTAIN INSURANCE, YOUR ABILITY TO PAY FOR THE SUBSCRIPTION. 

LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL SIMPLECAR BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE SITES OR SERVICES, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE SITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITES OR SERVICES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE.  THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

AFFILIATED SITES 

SimpleCar has no control over, and no liability for any third party websites or materials. SimpleCar works with a number of partners and affiliates whose internet sites may be linked with the Sites. Because neither SimpleCar nor the Sites have control over the content and performance of these partner and affiliate sites, SimpleCar makes no guarantees about the accuracy, currency, content, or quality of the information provided by such sites, and SimpleCar assumes no responsibility for unintended, objectionable, inaccurate, misleading, or unlawful content that may reside on those sites.  Similarly, from time to time in connection with your use of the Sites, you may have access to content items (including, but not limited to, websites) that are owned by third parties.  You acknowledge and agree that SimpleCar makes no guarantees about, and assumes no responsibility for, the accuracy, currency, content, or quality of this third party content, and that, unless expressly provided otherwise, these Terms of Use shall govern your use of any and all third party content.

PROHIBITED USES

You may use the Sites or the Services only in accordance with these Terms of Use.  You agree not to use the Sites or the Services in any way that violates any applicable federal, state, local or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).  You are prohibited from engaging in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Sites and the Services, or which, as determined by SimpleCar, may harm SimpleCar or users of the Sites or the Services or expose them to liability.

Additionally, you are prohibited from violating or attempting to violate any security features of the Sites or Services, including, without limitation, (a) accessing content or data not intended for you, or logging onto a server or account that you are not authorized to access; (b) attempting to probe, scan, or test the vulnerability of the Services, the Sites, or any associated system or network, or to breach security or authentication measures without proper authorization; (c) interfering or attempting to interfere with service to any user, host, or network, including, without limitation, by means of submitting a virus to the Sites or Services, overloading, “flooding,” “spamming,” “mail bombing,” or “crashing;” (d) using the Sites or Services to send unsolicited e-mail, including, without limitation, promotions, or advertisements for products or services; (e) forging any TCP/IP packet header or any part of the header information in any e-mail or in any posting using the Services; or (f) attempting to modify, reverse-engineer, decompile, disassemble, or otherwise reduce or attempt to reduce to a human-perceivable form any of the source code used by SimpleCar in providing the Sites or Services. Any violation of system or network security may subject you to civil and/or criminal liability.

INDEMNITY

To the fullest extent permitted by law, you agree to defend, indemnify and hold harmless SimpleCar, its affiliates, officers, directors, employees, consultants, agents, and representatives from and against any and all claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys’ fees) arising out of or relating to, a third-party claim, action, or allegation of infringement, misuse, or misappropriation based on information, data, files, or other content or materials you submit to SimpleCar, any fraud, manipulation, or other violation of these Terms of Use or the Services, your violation of any other applicable laws or rights of a third party, including but not limited to rights of privacy, publicity or other property rights, or any use of the Sites, its content, the Services and products other than as expressly authorized in these Terms of Use.  We reserve the right to assume the exclusive defense and control of any matter subject to indemnification by you, and you will not in any event settle any claim without our prior written consent.

ARBITRATION

You 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 the use of the Services (collectively, “Disputes”) will be settled by binding arbitration between you and SimpleCar, except that each party retains the right to bring an individual action in small claims court and 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 SimpleCar are each waiving the right to a trial by jury or to participate as a plaintiff or class in any purported class action or representative proceeding. Further, unless both you and SimpleCar otherwise agree in writing, the arbitrator may not consolidate more than one person’s 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.

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 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.

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.  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. 

GOVERNING LAW

All matters relating to these Terms of Use shall be construed in accordance with and governed by the laws of the United States and the State of California, without reference to their rules regarding conflicts of law. You hereby irrevocably consent to the exclusive jurisdiction of the state or federal courts in Orange County, California in all disputes arising out of or related to the use of the Sites or Services.

SEVERABILITY; WAIVER 

If, for whatever reason, a court of competent jurisdiction finds any term or condition in these Terms of Use to be unenforceable, all other terms and conditions will remain unaffected and in full force and effect.  No waiver of any breach of any provision of these Terms of Use shall constitute a waiver of any prior, concurrent, or subsequent breach of the same or any other provisions hereof, and no waiver shall be effective unless made in writing and signed by an authorized representative of the waiving party.

NO LICENSE

Nothing contained on the Sites or Services should be understood as granting you a license to use any of the trademarks, service marks, or logos owned by SimpleCar or by any third party.

CALIFORNIA USE ONLY

The Sites and Services is controlled and operated by SimpleCar from its offices in the State of California. SimpleCar makes no representation that any of the materials or the services to which you have been given access are available or appropriate for use in other locations. Your use of or access to the Sites and/or Services should not be construed as SimpleCar’s purposefully availing itself of the benefits or privilege of doing business in any state or jurisdiction other than California.

MODIFICATIONS 

SimpleCar may, in its sole discretion and without prior notice, (a) revise these Terms of Use; (b) modify the Sites and/or the Services; and (c) discontinue the Sites and/or Services at any time. SimpleCar shall post any revision to these Terms of Use to the Sites, and the revision shall be effective immediately on such posting. You agree to review these Terms of Use and other online policies posted on the Sites periodically to be aware of any revisions. You agree that, by continuing to use or access the Sites following notice of any revision, you shall abide by any such revision.

ACKNOWLEDGEMENT

BY USING THE SERVICES OR ACCESSING THE SITES, YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS OF USE AND AGREE TO BE BOUND BY THEM.