KeepTruckin Terms of Service
Welcome to the Keep Truckin, Inc. ("KeepTruckin," "we" or "us") website located at keeptruckin.com (the "Site"). Please read these Terms of Service (the "Terms") carefully because they govern your use of our Service (as defined below). By using our Services, you agree to be bound by these Terms, with your agreement being further specified in Section 2. Please contact us with any questions at firstname.lastname@example.org.
1. Description of Service
1.1. The "Service(s)" means KeepTruckin's electronic logs and fleet management software (including the Site, our mobile device application ("App"), and any software embedded in the Electronic Logging Device) ("Software"), the hardware (including the Electronic Logging Device, cables, display devices, and accessories) ("Hardware") and all of Our Content (as defined below). The Service does not include Your Data (as defined below) or any software application or service that is provided by you or a third party, which you use in connection with the Service, whether or not KeepTruckin designates them as official integrations (each a "Non-KeepTruckin Product"). Any modifications and new features added to the Service are also subject to these Terms. All rights, title and interest in and to the Service and its components (including all intellectual property rights) will remain with and belong exclusively to KeepTruckin, including the rights to any text, graphics, images, music, software, audio, video, documents, works of authorship of any kind, and information or other materials that are posted, generated, provided or otherwise made available by us through the Services ("Our Content").
2. Agreement to Terms
2.2. PLEASE BE AWARE OF THE AGREEMENT TO ARBITRATE LOCATED IN SECTION 13 OF THESE TERMS, AS IT REQUIRES ARBITRATION TO RESOLVE DISPUTES, IN MOST CASES, ON AN INDIVIDUAL BASIS, RATHER THAN JURY TRIALS AND CLASS ACTIONS.
3. Your Access and Use of the Services
3.1. You may access and use the Service only for lawful, authorized purposes and you shall not misuse the Service in any manner (as determined by KeepTruckin in its sole discretion). See Section 12 below for further provisions outlining prohibited uses of the Service. You shall comply with any codes of conduct, policies, storage limitations, or other notices KeepTruckin provides you or publishes in connection with the Service from time to time, but if any of those policies materially change the Terms, we will provide you with reasonable notice as provided in Section 5 below.
3.2. Any Software or Hardware or any of Our Content that may be made available by or on behalf of KeepTruckin in connection with the Service contains proprietary and confidential information that is protected by applicable intellectual property and other laws. Subject to these Terms, KeepTruckin only grants you a personal, non-sublicensable, non-exclusive and revocable license to use the object code of any Software solely in connection with the Service. Any rights not expressly granted herein are reserved.
3.3. Subject to your compliance with these Terms, KeepTruckin grants you a limited, non-exclusive, non-transferable, non-sublicensable and revocable license to download and install a copy of the App on a mobile device or computer that you own or control and to run such copy of the App. KeepTruckin reserves all rights in and to the App not expressly granted to you under these Terms.
3.4. You may not share your Account information with, or allow access to your Account by, any third party. You are solely responsible for all activity that occurs under your access credentials, whether or not a third party accesses your Account.
3.5. You shall promptly notify KeepTruckin if you learn of a security breach related to the Service.
3.6. You assume sole responsibility for your driving logs and for complying with all state and federal regulation including but not limited to FMCSA Hours of Service of drivers.
4. Your Data and Your Ownership of Your Data
4.2. Your acceptance of these Terms does not grant us ownership of Your Data. As between KeepTruckin and you, you are only granting us the rights necessary to provide our Services to you. In order for us to provide the Services to you, we need to be able to transmit, store and copy Your Data in order to display it to you, to index it so you are able to search it, to make backups to prevent data loss, and so on. Your acceptance of these Terms gives us the permission to do so and grants us any such rights necessary to provide the Service to you, only for the purpose of providing the Service (and for no other purpose). This permission includes allowing us to use third-party service providers (such as Amazon Web Services) in the operation and administration of the Service and the rights granted to us are extended to these third parties to the degree necessary in order for the Service to be provided.
4.3. You are solely responsible for your conduct (including by and between all users), the content of Your Data, and all communications with others while using the Services. You represent and warrant that you own all Your Data or you have all rights that are necessary to grant us the license rights in Your Data under these Terms. You also represent and warrant that neither Your Data, nor your use and provision of Your Data, nor any use of Your Data by KeepTruckin on or through the Services will infringe, misappropriate or violate a third party's intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation. We are not responsible for the accuracy, appropriateness, or legality of Your Data or any other information you and your users may be able to access using the Services. Should you be in violation of these Terms, we have the right to remove any of Your Data causing such violation.
4.4. The Services provide features that allow you and your users to share Your Data and other materials with others. When you choose to share Your Data through our Services, you are granting us the necessary rights and licenses to do so. Please consider carefully what you allow to be shared.
4.5. While you retain ownership in all rights to your feedback and suggestions, you agree that by submitting suggestions or other feedback regarding our Services or KeepTruckin, KeepTruckin may use such feedback for any purpose without compensation to you. We appreciate all of your feedback and suggestions, and you can submit Feedback by emailing us at email@example.com.
5. Changes to Terms of Services
5.1. We may modify these Terms at any time, in our sole discretion. If we do so, we'll let you know either by posting the modified Terms on the Site or through other communications. It's important that you review the modified Terms because if you continue to use the Services after we've let you know that the Terms have been modified, you are indicating to us that you agree to be bound by the modified Terms. If you don't agree to be bound by the modified Terms then you may no longer use the Services. Because our Services are evolving over time we may change or discontinue all or any part of the Services, at any time and without notice, at our sole discretion.
6. Limitations on Services and Third-Party Relationships
6.1. KeepTruckin is not a party to any relationships or agreements between you and any third parties for the performance of any duties between the parties, and does not have control over and disclaims all liability for the quality, timing, legality, failure to provide, or any other aspect whatsoever of any professional duties performed by you or other users of the Services. KeepTruckin acts only as an interface to facilitate-not to direct or control-communications between users of KeepTruckin's Services.
7. Who May Use the Services
7.1. You may use the Services only if you are 18 years or older and capable of forming a binding contract with KeepTruckin and are not barred from using the Services under applicable law.
7.2. If you want to access and use the Services, you'll have to create an account ("Account"). You can do this via the Services. It's important that you provide us with accurate, complete and up-to-date information for your Account and you agree to update such information to keep it accurate, complete and up-to-date. If you don't, we might have to suspend or terminate your Account. You agree that you won't disclose your Account password to anyone and you'll notify us immediately of any unauthorized use of your Account. You're responsible for all activities that occur under your Account, whether or not you know about them.
8. Warnings and Awareness About Connections Between Drivers and Companies
8.1. The Services enable a commercial motor vehicle driver ("Driver") to connect directly with a motor carrier ("Company"), allowing Drivers to send messages and automatically share their driving logs, documents, location information and other data ("Driver Data") with the Company. When Drivers connect with a Company through the Services, the Company's employees and other third parties who are also connected to that Company ("Fleet Users") may access Driver Data for all Drivers who are connected to that same Company.
8.2. If a Driver connects with a Company, the Driver should be aware that the Driver's Driver Data will be automatically shared with that Company and its Fleet Users and that Company and its Fleet Users will be able to send messages to that Driver. Please consider carefully the parties with whom you choose to connect and what you choose to share. KeepTruckin's role in this process is solely to provide the technology and platform that enables these services. Please see the Section 4 above and Section 12 below, as well as the rest of these Terms, for further specific provisions outlining your responsibility for anything shared through the Services.
9. Payment Terms
9.1. KeepTruckin offers free and paid Services (the paid Services are herein referred to as "Premium Services"). A description of the free Services and Premium Services is available at keeptruckin.com/pricing. In order to request Premium Services, you must submit and agree to the terms of an order form ("Order Form"). To the extent you use any of our Premium Services, you will be required to provide KeepTruckin accurate information regarding your credit card or other payment instrument. You will promptly update your Account information with any changes in your payment information. If you do not update your Account with changes in your payment information, we may suspend or terminate your subscription to the Premium Services. You agree to pay KeepTruckin in accordance with the terms set forth on the Order Form and these Terms, and you authorize KeepTruckin to bill your payment instrument in advance on a periodic basis in accordance with such terms. Please be aware that the pricing for the Premium Services will be governed by the terms in your Order Form and not the pricing set forth at keeptruckin.com/pricing.
9.2. If you dispute any charges you must let KeepTruckin know within sixty (60) days after the date that KeepTruckin invoices you. All amounts paid are non-refundable and we reserve the right to change our prices in the future. KeepTruckin may choose to bill you through an invoice, in which case, full payment for invoices issued must be received by the date specified in the invoice. Past due fees are subject to a finance charge of 1.5% per month on any outstanding balance, or the maximum permitted by law, whichever is lower, plus all expenses of collection.
9.3. You are responsible to pay any and all taxes that we may be required to collect or pay based on providing the Services other than taxes based on our net income.
9.4. If you choose to discontinue, cancel or terminate any Premium Services for which you have agreed to on an Order Form before the end of the term agreed to in such Order Form, KeepTruckin shall have the right to immediately charge your credit card, or other payment instrument, associated with your Account for the remaining balance due with respect to the agreed upon Term of your Premium Services, all as further specified in your Order Form or in any agreements to extend the initial term of your Order Form.
10. Terms Related to Hardware Devices
The following terms and conditions apply to you if you have selected Premium Services for which KeepTruckin has provided you with our Hardware.
10.1. Delivery. Please refer to your Order Form and further communications with KeepTruckin regarding the estimated time of delivery of the Hardware.
10.2. Return. At the end of the initial term specified on the Order Form or as such term is extended by further agreement between you and KeepTruckin ("Term"), or if the Premium Services have been terminated for any other reason, you must, at your own expense, uninstall, package and return the Hardware to KeepTruckin within 30 days of the end of the Term, in reasonable condition allowing for wear and tear. If we haven't received the Hardware within 30 days of termination of the Premium Services, or if the Hardware is returned in damaged condition, we will charge you $200 per unit of unreturned or damaged Hardware, so please ensure that you promptly return your Hardware. We reserve the right to charge these fees to the credit or debit card or other payment instrument that you have on file with us.
10.3. Installation. You are solely responsible for installing the Hardware in accordance with KeepTruckin's written instructions. You acknowledge that you're aware that in order to install the Hardware you may choose to drill holes in your vehicle, and you agree that KeepTruckin is not liable for any cost, expense or damages arising from the installation of the Hardware. KeepTruckin is not responsible for any damage arising from installation of the Hardware that does not follow KeepTruckin's written instructions.
10.4. Ownership of the Hardware. Notwithstanding delivery of the Hardware to you and your license to use the Services, KeepTruckin retains ownership of the Hardware and the Software.
10.5. Your Responsibility for the Hardware. Except for with respect to our gross negligence or willful misconduct, you are responsible for the loss of, damage to, or the entire cost of any necessary service or repair of the Hardware. You have no right to sell, give away, transfer, pledge, mortgage, alter or tamper with the Hardware.
10.6. Material Defects. If you report to us, in writing, a material defect in the Hardware or the Premium Services, we will run a diagnostic test of the Hardware and Premium Services. If we determine that there is a material defect, we will send you replacement Hardware. Within 30 days of receipt of the replacement Hardware you must, at your own expense, uninstall, package and return the defective Hardware to KeepTruckin. If we haven't received the defective Hardware within 30 days of your receipt of the replacement Hardware, or if the equipment is returned in damaged condition, we will charge you $200 per unit of unreturned or damaged Hardware, so please promptly attend to your Hardware return. We reserve the right to charge these fees to the credit or debit card or other payment instrument that you have on file with us. If we are unable to reasonably correct the defect within 30 days of your report, we will refund you a proportionate amount of the fees paid for the Premium Services for those parts of the Premium Services that were inoperative from the time of the report to when the defect was resolved ("Material Defects Refund"). You agree that the your only remedy for such a defect is your right to a Material Defects Refund as provided in this paragraph.
10.7. Replacement Cables. Each set of Hardware ordered as part of the Premium Services is delivered with one set of cables (each an "Original Cable Set") for use with the Hardware. In the event that, within 30 days of receipt of an Original Cable Set, you discover that we have sent you either a defective Original Cable Set or an Original Cable Set that is incompatible with your vehicle(s) due to our error in interpreting the cable set which you specified when you requested the Premium Services (e.g., we sent you a 6-pin cable set when you requested a 9-pin cable set), you may, within 30 days after receipt of the Original Cable Set, request a replacement set of cables without charge (each replacement set a "Replacement Cable Set"). If after 30 days of receipt of the Original Cable Set, you request a Replacement Cable Set, we will charge you $30 for each such Replacement Cable Set that we deliver to you. If you have requested, and we have delivered, any Replacement Cable Sets to you, unless you have purchased such Replacement Cable Sets from us, then you must return the Original Cable Sets within 30 days of receipt of the Replacement Cable Sets. If we haven't received any Original Cable Sets issued to you within 30 days of your receipt of the Replacement Cable Sets, or if the Original Cable Sets are returned in damaged condition, we will charge you $30 per unreturned, late-returned or damaged Original Cable Set; so, please ensure that you return your cable sets on time. We reserve the right to charge these fees to the credit or debit card or other payment instrument that you have on file with us.
10.8. Limitations on the Material Defects Refund. The Material Defects Refund policy in Section 10.6 is null and void in the event of (a) any alteration, modification or special configuration or installation or de-installation of the Hardware or the embedded software without following KeepTruckin's written instructions; (b) accidents affecting the Hardware, misuse, tampering with, abuse, neglect or damage the Hardware; (c) use the Services not in the ordinary course of your business operations; (d) connecting the Hardware to an improper voltage supply; (e) water, weather or physical damage; or (f) use of the Hardware with accessories and/or devices which are not approved by KeepTruckin.
10.9. Warranty Disclaimer and Limitation of Liability. TO THE MAXIMUM EXTENT ALLOWABLE BY LAW AND EXCEPT AS PROVIDED HEREIN, WE MAKE NO WARRANTY OR REPRESENTATION, EITHER EXPRESS OR IMPLIED, REGARDING ANY OF THE HARDWARE, WHICH IS PROVIDED TO YOU AS IS AND WITH ALL FAULTS. ALL SUCH WARRANTIES, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, ARE EXPRESSLY EXCLUDED. YOU BEAR THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE HARDWARE. KEEPTRUCKIN IS NOT RESPONSIBLE FOR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES RELATING TO THE HARDWARE.
10.10. Customer Service. In the event the Hardware does not operate, please contact us by emailing us at firstname.lastname@example.org or by calling us at 1-855-434-2564.
12. General Prohibitions
12.1. IT IS STRICTLY FORBIDDEN TO USE THE KEEPTRUCKIN APP WHILE DRIVING.
12.2. You further agree not to do any of the following:
12.2.1. Post, upload, publish, submit or transmit anything 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 person or entity; or (vii) promotes illegal or harmful activities or substances;
12.2.2. Use, display, mirror or frame the Services, or any individual element within the Services, KeepTruckin's name, any KeepTruckin trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without KeepTruckin's express written consent;
12.2.3. Access, tamper with, or use non-public areas of the Services, KeepTruckin's computer systems, or the technical delivery systems of KeepTruckin's providers;
12.2.4. Attempt to probe, scan, or test the vulnerability of any KeepTruckin system or network or breach any security or authentication measures;
12.2.5. Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by KeepTruckin or any of KeepTruckin's providers or any other third party (including another user) to protect the Services;
12.2.6. Attempt to access or search the Services or download any Software or Our Content from the Services through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than the software and/or search agents provided by KeepTruckin or other generally available third party web browsers;
12.2.7. Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation;
12.2.8. Use any meta tags or other hidden text or metadata utilizing a KeepTruckin trademark, logo, URL or product name without KeepTruckin's express written consent;
12.2.9. Use the Services for the benefit of any third party or in any manner not permitted by these Terms;
12.2.10. 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 Services to send altered, deceptive or false source-identifying information;
12.2.11. Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services;
12.2.12. Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Services;
12.2.13. Collect or store any personally identifiable information from the Services from other users of the Services without their express permission;
12.2.14. Impersonate or misrepresent your affiliation with any person or entity;
12.2.15. Violate any applicable law or regulation; or
12.2.16. Encourage or enable any other individual to do any of the foregoing.
12.3. Although we're not obligated to monitor access to or use of the Services or to review or edit any of Services or Your Data, we have the right to do so for the purpose of operating the Services, to ensure compliance with these Terms, or to comply with applicable law or other legal requirements. We reserve the right, but are not obligated, to remove or disable access to any of Our Content or Your Data, at any time and without notice, including, but not limited to, if we, at our sole discretion, consider any of Our Content or Your Data to be objectionable or in violation of these Terms. We have the right to investigate violations of these Terms or conduct that affects the Services. We may also consult and cooperate with law enforcement authorities to prosecute users who violate the law.
13. Arbitration Agreement, Dispute Resolution and Releases
PLEASE READ THIS SECTION CAREFULLY AS IT MAY AFFECT YOUR LEGAL RIGHTS AND YOUR RIGHT TO FILE A LAWSUIT IN COURT, YOUR RIGHT TO A JURY TRIAL AND YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION.
Unless otherwise agreed to by both parties in writing, you and KeepTruckin agree that, in order to expedite and control the cost of any disputes, any legal or equitable claim arising out of or relating in any way to your use of the Services, or any use of the Services by a user to whom you provide access to your Account, or arising out of or relating to these Terms ("Claim") will be resolved as follows:
13.1. Informal Dispute Resolution. Except with respect to Claims listed in Section 13.6, below, you and KeepTruckin agree to attempt to resolve any disputes informally before initiating any arbitration or other formal proceedings, and neither of us may start an arbitration or other formal proceeding for at least 30 days after you contact us or we contact you regarding any dispute ("Informal Negotiation Period").
13.2. Agreement to Arbitrate. If such dispute is not resolved within 30 days, you or KeepTruckin may initiate a formal arbitration proceeding in accordance with the terms in this Section 13. Except with respect to Claims listed in Section 13.6, below, you and KeepTruckin agree to resolve any Claims relating to or arising from the Services or these Terms through final and binding arbitration in accordance with the terms in this Section 13.
13.3. Arbitration Notice. If either you or KeepTruckin chooses to start an arbitration proceeding, the party initiating the proceeding will send a notice of its Claim ("Arbitration Notice") to the other party. You will send your Arbitration Notice by email to email@example.com and by U.S. mail to:
350 Sansome Street, Suite 500
San Francisco, CA 94104
13.4. Arbitration Procedures. Any arbitration proceedings between you and us will be conducted under the commercial rules then in effect for the American Arbitration Association ("AAA"), except with respect to the provision of this agreement which bars class actions in Section 13.8 and any specific rules and procedures explicitly discussed in this Section 13.4. The award rendered by the arbitrator(s) shall include costs of arbitration, reasonable costs of expert and other witness and reasonable attorneys' fees. For claims less than $10,000, we will advance to you AAA's filing fees; provided, however, that such fees must be repaid to KeepTruckin if KeepTruckin prevails in the arbitration. Please see this link for the AAA's current rules and procedures or contact the AAA at 1-800-778-7879.
13.5. Non-Appearance-Based Arbitration Option. Except with respect to the exceptions to arbitration below in Section 13.6, for Claims where the total amount of the award sought in arbitration is less than $10,000, the party seeking the award may choose non-appearance-based arbitration. If non-appearance-based arbitration is elected, the arbitration will be conducted online, by telephone, and/or solely based on written submissions to the arbitrator. The specific manner shall be chosen by the party initiating arbitration. Non-appearance-based arbitration involves no personal appearances by parties or witnesses unless otherwise mutually agreed to by the parties.
13.6. Exceptions to the Agreement to Arbitrate.
13.6.1. Notwithstanding the foregoing, the Arbitration Notice requirement and the Informal Negotiation Period do not apply to either lawsuits solely for injunctive relief to stop unauthorized use of the Services or lawsuits concerning copyrights, trademarks, moral rights, patents, trade secrets, claims of piracy or unauthorized use of the Services.
13.6.2. Either you or KeepTruckin may assert claims which qualify for small claims court in San Francisco, CA or in any United States county in which you either live or work.
13.7. Opting Out of the Agreement to Arbitrate. You have the right to opt-out and not be bound by the binding agreement to arbitrate provided in these Terms by sending written notice of your decision to opt-out to firstname.lastname@example.org AND by U.S. Mail to KeepTruckin, 350 Sansome Street, Suite 500, San Francisco, CA 94104. In order for your opting out to be valid, your notice must be sent within 30 days of first using the Services.
13.8. No Class Actions. Unless you and KeepTruckin agree otherwise, you may only resolve disputes with us on an individual basis. Class actions, class arbitrations, private attorney general actions and consolidations with other Claims are not allowed. Neither you nor KeepTruckin may not consolidate a Claim or Claims as a plaintiff or a class member in a class action, a consolidated action or a representative action.
13.9. Consent to Jurisdiction. If the agreement to arbitrate provided for in these Terms is found not to apply to you or your Claim, or if you or KeepTruckin challenges any arbitration award or seeks to have an arbitration award enforced, you and KeepTruckin agree that any judicial proceeding will be brought in the federal or state courts located in San Francisco, CA. You and KeepTruckin consent and agree to both venue and personal jurisdiction in the federal and state courts located in San Francisco, CA.
13.10. Release from Third-Party Claims. Because KeepTruckin is not party to any agreements between you and any third parties or involved in the completion of any associated professional services, in the event that you have a dispute with one or more other Drivers, Fleet Users or Companies or other third parties, as applicable (each, an "Other Party"), you agree to address such dispute directly with the Other Party in question and you release KeepTruckin (and our officers, directors, agents, investors, subsidiaries, and employees from any and all claims, demands, or damages (actual or consequential)) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such dispute.
14. Links to Third Party Websites or Resources
14.1. The Services may contain links to third-party websites or resources. We provide these links only as a convenience and are not responsible for the content, products or services on or available from those websites or resources or links displayed on such sites. You acknowledge sole responsibility for, and assume all risk arising from, your use of any third-party websites or resources.
15. Digital Millennium Copyright Act
15.1. We respect the ownership rights of artists and other content owners and creators and ask that you do too. We respond to notices that we receive regarding alleged infringement if they comply with the requirements of and process specified in the Digital Millennium Copyright Act of 1998 ("DMCA"). For an overview of the DMCA's notice and takedown procedures for allegedly infringing material, please see http://www.copyright.gov/legislation/dmca.pdf. For more comprehensive provisions please see http://www.copyright.gov/title17/92chap5.html#512.
15.2. Upon receipt of a notice which complies with the DMCA, we will take whatever action we deem appropriate, including removing the allegedly infringing content from the Services and limiting or terminating use of the Services for any users who are infringing the property rights of others.
15.3. Please note that this Section is intended to inform you and copyright owners of procedures under the DMCA and to comply with KeepTruckin's rights and obligations under the DMCA. This Section does not constitute legal advice, and it may be advisable to contact an attorney concerning your rights and obligations under the DMCA and any other applicable laws.
16.1. These Terms will continue in full force and effect unless and until your Account or these Terms are terminated as described herein.
16.2. We may terminate your access to and use of the Services, at our sole discretion, at any time and without notice to you. You may cancel your Account at any time by sending an email to us at email@example.com. Upon any termination, discontinuation or cancellation of Services or your Account, all provisions of the Terms that should, by their nature, survive termination of this Terms will survive termination. Such provisions include, but are not limited to: Your Data and Your Ownership of Your Data; Disclaimers; Indemnity; Limitation of Liability; Arbitration Agreement, Dispute Resolution and Release; and General Terms; and provisions related to ownership.
16.3. In the event that you have paid for Premium Services, and we terminate your Account in our own discretion with no fault of your own, we will refund you a proportionate amount of the fees paid for the Premium Services for the time from which we terminated your Account to the end of the then-current payment period.
16.4. All accrued rights to payment shall survive termination of the Terms.
16.5. Notwithstanding Section 16.2, please be aware that once your Account has been terminated, we no longer have any obligation to maintain or provide Your Data, and we may delete or destroy all copies of Your Data in our possession or control, unless legally prohibited.
17.1. THE SERVICES ARE PROVIDED "AS IS," WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, WE EXPLICITLY DISCLAIM ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT AND NON-INFRINGEMENT AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. KEEPTRUCKIN EXPLICITLY DISCLAIMS ALL LIABILITY FOR ANY ACT OR OMISSION OF ANY DRIVER, FLEET USER, COMPANY OR OTHER THIRD PARTY. We make no warranty that the Services will meet your requirements or be available on an uninterrupted, secure, or error-free basis. We make no warranty regarding the quality, accuracy, timeliness, truthfulness, completeness or reliability of any of the Services or anything shared by any users of the Services.
17.2. You are solely responsible for your interactions with other users on the Services. You are solely responsible for, and will exercise caution, discretion, common sense and judgment in, using the Services.
17.3. Neither KeepTruckin nor its affiliates or licensors is responsible for the conduct of any user of KeepTruckin's Services. Your use of the Services and your use of Your Data in connection with the Services and performance of and participation in any professional services is at your sole risk and discretion and KeepTruckin hereby disclaims any and all liability to you or any third party relating thereto.
18. Limitation of Liability
18.1. NEITHER KEEPTRUCKIN NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICES OR CONTENT WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE SERVICES ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT KEEPTRUCKIN 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. 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.
18.2. TO THE MAXIMUM EXTENT PERMITTED UNDER LAW, KEEPTRUCKIN DOES NOT ACCEPT ANY LIABILITY WITH RESPECT TO THE QUALITY OR FITNESS OF ANY PROFESSIONAL SERVICES PERFORMED BY USERS OF OUR SERVICES IN CONNECTION WITH THEIR USE OF THE SERVICES. KEEPTRUCKIN WILL NOT BE LIABLE TO YOU UNDER ANY CIRCUMSTANCES ARISING OUT OF THE MISUSE OF YOUR USER CONTENT BY THIRD PARTIES INCLUDING, WITHOUT LIMITATION, OTHER USERS WITH WHOM YOU HAVE CONNECTED THROUGH THE SERVICES OR ENTERED INTO AN AGREEMENT IN CONNECTION WITH THE PERFORMANCE OF PROFESSIONAL SERVICES. IN NO EVENT WILL KEEPTRUCKIN'S TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR CONTENT EXCEED THE GREATER OF (A) ONE HUNDRED DOLLARS ($100) OR (B) THE TOTAL AMOUNT OF FEES RECEIVED BY KEEPTRUCKIN FROM YOU FOR THE USE OF PREMIUM SERVICES DURING THE PAST SIX (6) MONTHS. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN KEEPTRUCKIN AND YOU.
18.3. Any cause of action related to the Services or the Terms must commence within one (1) year after the cause of action arises. Otherwise, such cause of action is barred permanently.
19.1. You will indemnify, defend and hold harmless KeepTruckin and its officers, directors, employees and agents, from and against, and covenant not to sue them for any claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (i) your access to or use of the Services or Our Content; (ii) Your Data; (iii) your performance of or participation in professional services in connection with your use of the Services or Our Content; or (iv) your violation of these Terms. KeepTruckin reserves the right to control and conduct the defense of any matter subject to indemnification under these Terms. If KeepTruckin decides to control or conduct any such defense, you agree to cooperate with KeepTruckin's requests in assisting KeepTruckin's defense of such matters.
20. General Terms
20.1. Integration. These Terms constitute the entire and exclusive understanding and agreement between KeepTruckin and you regarding the Services, and these Terms supersede and replace any and all prior oral or written understandings or agreements between KeepTruckin and you regarding the Services. If for any reason 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.
20.2. Assignment. You may not assign or transfer these Terms, by operation of law or otherwise, without KeepTruckin's prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. KeepTruckin may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.
20.3. Governing Law. The Terms and the relationship between you and KeepTruckin shall be governed by the laws of the State of California.
20.4. Notices. Any notices or other communications provided by KeepTruckin under these Terms, including those regarding modifications to these Terms, will be given by KeepTruckin: (i) via email; or (ii) by posting to the Site. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.
20.5. Waiver and Severability. KeepTruckin's failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of KeepTruckin. 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 any of these Terms are unenforceable, it will not affect the enforceability of the rest of the Terms.
21. Contact Information
If you have any questions about these Terms or the Services please contact us at firstname.lastname@example.org or at 350 Sansome Street, Suite 500, San Francisco, CA 94104.