1. Acceptance of the Terms and Conditions
1.1 Binding Agreement; Description
Yellow Express, Inc. (“Yellow Express,” “we,” “us” or “our”) provides and makes available its marketing tools, including its payment processing capabilities, scheduling tools, website located at www.yellowexpress.com (the “Site”) and its Yellow Express mobile application (the “App”) (collectively, the “Service”). All uses of the Service are subject to the terms and conditions in this End User License and Terms of Service (this “EULA”). Please read this EULA carefully. By accessing, browsing or otherwise using the Service, you acknowledge that you have read, understood, and agree to be bound by this EULA. If you do not accept this EULA’s terms and conditions, you may not access, browse or use the Service.
AS FURTHER DESCRIBED BELOW, THIS EULA REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS, AND ALSO LIMITS THE REMEDIES AVAILABLE TO YOU IN THE EVENT OF A DISPUTE.
1.2 Changes to this EULA
You understand and agree that Yellow Express may change this EULA at any time without prior notice; provided that Yellow Express will endeavor to provide you with prior notice of any material changes. You may read a current, effective copy of this EULA at any time by selecting the appropriate link on the Service. The revised terms and conditions will become effective at the time of posting. Any use of the Service after such date will constitute your acceptance of such revised terms and conditions. If any change to this EULA is not acceptable to you, then your sole remedy is to stop accessing, browsing and otherwise using the Service. The terms of this EULA will govern any updates Yellow Express provides to you that replace and/or supplement any portion of the Service, unless the upgrade is accompanied by a separate license or revised EULA, in which case the terms of that license or revised EULA will govern. Notwithstanding the preceding sentences of this Section 1.b, no revisions to this EULA will apply to any dispute between you and Yellow Express that arose prior to the effective date of such revision.
THE SERVICE IS NOT FOR PERSONS UNDER THE AGE OF 13 OR FOR ANY USERS PREVIOUSLY SUSPENDED OR REMOVED FROM THE SERVICE BY YELLOW EXPRESS. IF YOU ARE UNDER 13 YEARS OF AGE, YOU MUST NOT USE OR ACCESS THE SERVICE AT ANY TIME OR IN ANY MANNER. By using the Service, you affirm that you are at least 18 years of age.
2. The Service
The Service provides independent delivery professionals (“Delivery Professionals”) with a network through which delivery professionals can provide delivery services each such delivery service is a “Project”). Any person who accesses and/or uses the Service to connect with a delivery professionals is a “Customer.” Yellow Express does not provide professional services. Yellow Express offers tools, information, and a method for Customers to obtain services, but does not, nor does it intend, provide such services.
YELLOW EXPRESS DOES NOT PROVIDE TRANSPORTATION SERVICES. WE ARE NOT A TRANSPORTATION CARRIER OR A MOVING OR HAULAGE FREIGHT CARRIER. IT IS UP TO CUSTOMERS AND DELIVERY PROFESSIONALS TO OFFER AND PROVIDE THE PICK-UP, CARRY, AND DELIVERY SERVICES THAT MAY BE SCHEDULED THROUGH USE OF THE SERVICE. YELLOW EXPRESS OFFERS INFORMATION AND A PLATFORM TO FACILITATE ARRANGEMENT OF PICK-UP, CARRY, AND DELIVERY SERVICES BUT DOES NOT, AND DOES NOT INTEND TO, PROVIDE TRANSPORTATION SERVICES OR ACT IN ANY WAY AS A TRANSPORTATION CARRIER OR MOVING OR HAULING OF FREIGHT CARRIER. WE HAVE NO RESPONSIBILITY OR LIABILITY FOR ANY PICK-UP, CARRY, OR DELIVERY SERVICES TO YOU THROUGH THE SERVICE.
2.3 Mobile Services
The App may offer the Service via a mobile phone, tablet or other wireless device (collectively, “Mobile Services”). Your mobile carrier’s normal messaging, data, and other rates and fees will apply to your use of the Mobile Services. In addition, downloading, installing, or using certain Mobile Services may be prohibited or restricted by your mobile carrier, and not all Mobile Services may work with all carriers or devices. Therefore, you are solely responsible for checking with your mobile carrier to determine if the Mobile Services are available for your mobile device(s), what restrictions, if any, may be applicable to your use of the Mobile Services, and how much they will cost you. Nevertheless, all use of the App and the related Mobile Services must be in accordance with this EULA.
To use the Service, you must create an account (an “Account”). If you use the Service on behalf of a company, entity, or organization (each an “Organization”), then you represent and warrant that you: (i) are an authorized representative of that Organization with the authority to bind such entity to the EULA and (ii) agree to be bound by the EULA on behalf of such Organization.
3.2 Theft of Credentials
If your username or password is lost or stolen, or if you believe that unauthorized third parties have accessed your Account, then notify Yellow Express at email@example.com, and change your password at the earliest opportunity. Yellow Express will not be liable for any loss or damage arising from unauthorized use of your credentials prior to you notifying Yellow Express of the unauthorized use or loss of your credentials.
4. Rules for Customers
The terms in this Section 4 apply to Customers.
4.1 Requesting Projects
In order to request a Project, you will have to specify certain information about the Project, which may include: the pick-up point, the destination, the items you are requesting to be lifted or moved (“Items”), contact information and the date and time of pick-up. Using the address you provide, Yellow Express will use commercially reasonable efforts to connect you with a DELIVERY PROFESSIONAL to perform the Project for you and will provide them applicable details regarding the Project. If no DELIVERY PROFESSIONALS are available, Yellow Express will notify you that there are no Delivery Professionals available to perform the Project, at which point we will have no further obligation to attempt to connect you to a Delivery Professional for the applicable Project.
4.2 Prohibited Items
YOU MAY NOT, UNDER ANY CIRCUMSTANCES, HAVE ANY OF THE FOLLOWING TRANSPORTED: accounts, bills, debts, evidence of debt, letters of credit, passports, documents, railroad or other tickets, notes, money, securities, currency, bullion, precious stones, jewelry and/or other similar valuable articles, paintings, statuary and other works of art, manuscripts, mechanical drawings, live animals, tobacco, cigars, cigarettes, non-ferrous metal in scrap and/or ingot form, or furs and skins, UNLESS YOU HAVE NOTIFIED YELLOW EXPRESS Some states including California and Georgia do not allow the transportation of used goods from home to home.
A DELIVERY PROFESSIONAL HAS THE RIGHT TO OPEN AND INSPECT ANY BOX AND MAY REFUSE TO PERFORM THE PROJECT FOR ANY PROJECT TO OR FROM ANY LOCATION, OR TO INTERCEPT, HOLD, OR RETURN ANY ITEMS, WHEN, AMONG OTHER REASONS, THE DELIVERY PROFESSIONAL IN HIS OR HER SOLE REASONABLE DISCRETION, DETERMINES THAT IT IS UNSAFE OR ECONOMICALLY OR OPERATIONALLY IMPRACTICABLE TO PERFORM THE PROJECT, OR THAT THE SERVICE IS BEING USED IN VIOLATION OF FEDERAL, STATE, OR LOCAL LAW, OR FOR FRAUDULENT PURPOSES. THE SERVICE IS NOT INTENDED TO BE USED FOR THE OF ANY PROHIBITED GOODS AND YELLOW EXPRESS WILL COOPERATE FULLY WITH ANY LAW ENFORCEMENT INVESTIGATION REGARDING ANY PROHIBITED GOODS DELIVERED THROUGH USE OF THE SERVICE.
The base fee for each Project will be displayed to you on the Service, and include expenses that may be incurred by the DELIVERY PROFESSIONAL in the normal course of completing your Project, including, without limitation, any tolls (collectively, “Base Fees”).
Unless otherwise agreed, Yellow Express accepts credit cards through our third party payment processor. Base Fees are due immediately following the applicable DELIVERY PROFESSIONAL’s confirmation of completion of your Project. If you cancel your Project, then Yellow Express will charge you $20.00 fee per DELIVERY PROFESSIONAL ALL BASE FEES AND CANCELLATION FEES ARE NON-REFUNDABLE.
4.5 Insurance and Liability
Your maximum claim for damages of any or all Items to be delivered for a particular Project will be the lower of the declared value of the Items that you specified when requesting the Project or $10,000.00 (in aggregate) for any verifiable damage to the Items that occurred during performance of the applicable Project.
4.6 Payment Processor
(a) Users make their contracts directly with DELIVERY PROFESSIONALS not with Yellow Express. Fees (including Base Fees) for using the Service will be processed via Yellow Express’s third party payment processor. Our payment processor may require you to read and agree to its standard terms and conditions.
(b) Yellow Express reserves the right, in its sole discretion (but not the obligation), to (i) place on hold any payment, or (ii) refund, provide credits or arrange for our payment processor to do so. Users are liable for any taxes (including VAT, if applicable) required to be paid on their use of the Service or on any related payment received (other than taxes on Yellow Express’s income).
(c) Yellow Express will authorize and place a hold on customer’s credit card at the time the order is received by Yellow Express. The authorized amount will be for a minimum of $20.00 or the higher end of the estimated delivery cost if the estimate is greater than $100.00.
5. Intellectual Property Rights
The Service is licensed, not sold, to you for use only under the terms of this EULA. Yellow Express reserves all rights not expressly granted to you. Subject to your complete and ongoing compliance with this EULA, Yellow Express hereby grants you a personal, limited, revocable, non-transferable license to access and use the Service.
Except for User Content (as defined below), the content made available on or through the Service, including without limitation, any text, graphics, photos, software, and interactive features, may be protected by copyright or other intellectual property rights and owned by Yellow Express or Yellow Express’s third party licensors (the “Yellow Express Content”). You may not copy, reproduce, upload, republish, transmit, post or distribute any materials from the Service in any way without prior express written permission of the copyright owner of such material or as otherwise specified in this EULA or permitted by the Service’s functionalities. You may not modify or use any materials obtained from or available through the Service unless you have obtained the applicable copyright owner’s prior express written authorization. Yellow Express solely owns all design rights, databases and compilation and other intellectual property rights in and to the Service, in each case whether registered or unregistered, and related goodwill.
The Yellow Express trademarks, service marks, and logos (the “Yellow Express Trademarks”) used and displayed on the Service are Yellow Express’s registered and unregistered trademarks or service marks. Other product and service names located on the Service may be trademarks or service marks owned by third parties (the “Third-Party Trademarks,” and, with the Yellow Express Trademarks, the “Trademarks”). Nothing on the Service or in this EULA should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Trademark displayed on this Service without Yellow Express’s prior express written consent for each individual use. You may not use the Trademarks to disparage Yellow Express or the applicable third-party, Yellow Express’s or a third-party’s products or services, or in any manner (using commercially reasonable judgment) that may damage any goodwill in the Trademarks. You may not use any Trademarks as part of a link to or from any Service without Yellow Express’s prior express written consent. All goodwill generated from the use of any Yellow Express Trademark will inure solely to Yellow Express’s benefit.
You may not sell, transfer, assign, license, sublicense, or modify the Yellow Express Content or App, and you may not reproduce, display, publicly perform, make a derivative version of, distribute, or otherwise use the Yellow Express Content in any way for any public purpose. The use or posting of any of the Yellow Express Content on any other website or in a networked computer environment for any purpose is expressly prohibited. In addition, you also may not attempt to derive the source code of, modify, or create derivative works of the App, any updates, or any part thereof (except as and only to the extent any of the foregoing restrictions are prohibited by applicable law). If you violate any part of this EULA, then your right to access and/or use the Yellow Express Content and Service will automatically terminate and you must immediately destroy any copies you have made of the Yellow Express
6. User Content
“User Content” means any content that users upload, post or transmit (collectively, “Post”) to or through the Service including, without limitation, literary works, photographs, audiovisual works, artwork and any other work subject to protection under the laws of the United States or any other jurisdiction, including, but not limited to, patent, trademark, trade secret, and copyright laws.
6.2 Screening User Content
Yellow Express offers users the ability to submit User Content to the Service. Yellow Express does not pre-screen any User Content, but reserves the right to refuse or delete any User Content in its sole discretion. In addition, Yellow Express has the right, but not the obligation, in its sole discretion to refuse or delete any User Content that it reasonably considers to violate this EULA or be otherwise illegal or inappropriate. Yellow Express does not guarantee the accuracy, integrity or quality of any User Content, and under no circumstances will Yellow Express be liable in any way for any User Content, including liability for any errors or omissions in any User Content or for any loss or damage of any kind incurred as a result of the use of any User Content uploaded, posted, emailed or otherwise transmitted via the Service.
6.3 Intellectual Property Rights
YOU RETAIN OWNERSHIP OF ANY RIGHTS YOU MAY HAVE IN YOUR USER CONTENT AND SUBMITTING YOUR USER CONTENT TO THE SERVICE DOES NOT TRANSFER OWNERSHIP OF YOUR RIGHTS.
6.4 Licenses to User Content
You hereby grant Yellow Express an unrestricted, assignable, sublicensable, revocable, royalty-free license throughout the universe to reproduce, distribute, publicly display, communicate to the public, publicly perform (including by means of digital audio transmissions and on a through-to-the-audience basis), make available, create derivative works from, retransmit from External Sites (as defined below), and otherwise exploit and use (“Use”) all User Content you Post to or through the Service by any means, through any media and formats now known or hereafter developed, for the purpose of providing the Service as authorized by this EULA. You further grant Yellow Express a royalty-free license to use your user name, image, and likeness to identify you as the source of any of your User Content. You must not post any User Content on or through the Service or transmit to Yellow Express any User Content that you consider to be confidential or proprietary.
6.5 You Must Have Rights to the Content You Post
You must not Post any User Content to the Service if you are not fully authorized to grant rights in all of the elements of the User Content you intend to Post to the Service. You represent and warrant that: (i) you own the User Content Posted by you on or through the Service or otherwise have the right to grant the license set forth in this EULA; (ii) the Posting and Use of your User Content on or through the Service does not violate the privacy rights, publicity rights, copyrights, contract rights, intellectual property rights, or any other third party’s rights; (iii) the Posting of your User Content will not require us to obtain any further licenses from or pay any royalties, fees, compensation or other amounts or provide any attribution to any third parties; and (iv) the Posting of your User Content on the Service does not result in a breach of contract between you and a third party.
6.6 Waiver of Rights to User Content
By Posting User Content to or through the Service, you waive any rights to prior inspection or approval of any marketing or promotional materials related to such User Content. You also waive any and all rights of privacy, publicity, or any other rights of a similar nature in connection with your User Content. To the extent any moral rights are not transferable or assignable, you hereby waive and agree never to assert any and all moral rights, or to support, maintain or permit any action based on any moral rights that you may have in or with respect to any User Content you Post to or through the Service.
6.7 No Liability
For the avoidance of doubt, Yellow Express will not be liable for any unauthorized use of User Content by any other user or third party.
7. Restrictions on Use of the Service
7.1 In using the Service, you agree not to:
(a) take any action that imposes an unreasonable load on the Service’s infrastructure;
(b) use any device, software or routine to interfere or attempt to interfere with the proper working of the Service, or any activity conducted on the Service;
(c) attempt to decipher, decompile, disassemble or reverse engineer any of the software comprising or making up the Service;
(d) alter, deface, mutilate, or otherwise bypass any approved software through which the Service is made available;
(e) use any trademarks, service marks, design marks, logos, photographs, or other content belonging to Yellow Express;
(f) access, tamper with, or use non-public areas of the Service, Yellow Express’s (and its hosting company’s) computer systems and infrastructure, or the technical delivery systems Yellow Express’s providers;
(g) harass, abuse, harm, or advocate or incite harassment, abuse, or harm of another person or group, including Yellow Express employees;
(h) provide any false personal information to Yellow Express;
(i) create a false identity or impersonate another person or entity in any way;
(j) restrict, discourage, or inhibit any person from using the Service, disclose personal information about a third person on the Service or obtained from the Service without the consent of that person, or collect information about users of the Service;
(k) gain unauthorized access to the Service, to other users’ accounts, names, or personally identifiable information, or to other computers or websites connected or linked to the Service;
(l) post, transmit or otherwise make available any virus, worm, spyware, or any other computer code, file, or program that may or is intended to disable, overburden, impair, damage, or hijack the operation of any hardware, software, or telecommunications equipment, or any other aspect of the Service or communications equipment and computers connected to the Service;
(m) interfere with or disrupt the Service, networks, or servers connected to the Service or violate the regulations, policies or procedures of those networks or servers;
(n) do anything that causes Yellow Express to become subject to regulation as a transportation carrier or provider of taxi services.
(o) violate any applicable federal, state, or local laws or regulations or the terms of this EULA; or
(p) assist or permit any persons in engaging in any of the activities described above.
8. External Sites
The Service may contain links to third party websites (“External Sites”). These links are provided solely as a convenience to you and not as an endorsement by us of the content on such External Sites. The content of such External Sites is developed and provided by others. Yellow Express is not responsible for the content of any linked External Sites and makes no representations regarding the content or accuracy of any materials on such External Sites. If you decide to access any External Sites, you do so at your own risk.
We pride ourselves on paying close attention to the interests, feedback, comments, and suggestions we receive from our users. If you choose to contribute by sending Yellow Express or our employees any ideas for products, services, features, modifications, enhancements, content, refinements, technologies, content offerings (such as audio, visual, games, or other types of content), promotions, strategies, or product/feature names, or any related documentation, artwork, computer code, diagrams, or other materials (collectively “Feedback”), then regardless of what your accompanying communication may say, the following terms will apply, so that future misunderstandings can be avoided. By sending Feedback to Yellow Express, you agree that:
(a) Yellow Express has no obligation to review, consider, or implement your Feedback, or to return to you all or part of any Feedback for any reason;
(b) Feedback is provided on a non-confidential basis, and Yellow Express has no obligation to keep any Feedback you send confidential or to refrain from using or disclosing it in any way; and
(c) You irrevocably grant Yellow Express perpetual and unlimited permission to reproduce, distribute, create derivative works of, modify, publicly perform (including on a through-to-the-audience basis), communicate to the public, make available, publicly display, and otherwise use and exploit the Feedback and derivatives thereof for any purpose and without restriction, free of charge and without attribution of any kind, including by making, using, selling, offering for sale, importing, and promoting commercial products and services that incorporate or embody Feedback, whether in whole or in part, and whether as provided or as modified.
10. Dispute Resolution
In the interest of resolving disputes between you and the Yellow Express in the most expedient and cost effective manner, you and the Yellow Express agree that any dispute arising out of or in any way related to this EULA or your use of the Service will be resolved by binding arbitration. Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. This agreement to arbitrate disputes includes all claims arising out of or in any way related to this EULA or your use of the Service, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of this EULA. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THIS EULA, YOU AND YELLOW EXPRESS ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
Despite the provisions of the Section entitled “Generally” directly above, nothing in this EULA will be deemed to waive, preclude, or otherwise limit the right of either party to: (i) bring an individual action in small claims court; (ii) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (iii) seek injunctive relief in a court of law; or (iv) to file suit in a court of law to address an intellectual property infringement claim.
Any arbitration between you and the Yellow Express will be governed by the Federal Arbitration Act, and governed by the Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer Related Disputes (collectively, “AAA Rules”) of the American Arbitration Association (“AAA”), as modified by this EULA, and will be administered by the AAA. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by contacting the Yellow Express. The arbitrator has exclusive authority to resolve any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement.
10.4 Notice; Process
A party who intends to seek arbitration must first send a written notice of the dispute to the other party by U.S. Mail or electronic mail (“Notice”). Yellow Express’s address for Notice is: firstname.lastname@example.org The Notice must: (i) describe the nature and basis of the claim or dispute; and (ii) set forth the specific relief sought (“Demand”). The parties will make good faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within 30 days after the Notice is received, you or Yellow Express may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or Yellow Express must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. If the dispute is finally resolved through arbitration in your favor, Yellow Express will pay you the highest of the following: (a) the amount awarded by the arbitrator, if any; (b) the last written settlement amount offered by Yellow Express in settlement of the dispute prior to the arbitrator’s award; or (c) $15,000.00
If you commence arbitration in accordance with this EULA, Yellow Express will reimburse you for your payment of the filing fee, unless your claim is for more than $15,000.00 or as set forth below, in which case the payment of any fees will be decided by the AAA Rules. Any arbitration hearing will take place at a location to be agreed upon in New York, New York, but if the claim is for $15,000.00 or less, you may choose whether the arbitration will be conducted: (i) solely on the basis of documents submitted to the arbitrator; (ii) through a non-appearance based telephone hearing; or (iii) by an in-person hearing as established by the AAA Rules in the county (or parish) of your billing address. If the arbitrator finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the AAA Rules. In that case, you agree to reimburse Yellow Express for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator’s ruling on the merits.
10.6 No Class Actions
YOU AND YELLOW EXPRESS AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Yellow Express agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.
10.7 Modifications to this Arbitration Provision
If Yellow Express makes any future change to this arbitration provision, other than a change to Yellow Express’s address for Notice, you may reject the change by sending us written notice within 30 days of the change to Yellow Express’s address for Notice, in which case this arbitration provision, as in effect immediately prior to the changes you rejected, will continue to govern any disputes between you and Yellow Express.
If the Section entitled “No Class Actions” is found to be unenforceable or if the entirety of this Section 10 is found to be unenforceable, then the entirety of this Section 10 will be null and void and, in that case, the parties agree that the exclusive jurisdiction and venue described directly below will govern any action arising out of or related to this EULA or your use of the Service.
10.9 Choice of Law; Venue
This EULA will be governed and construed in accordance with the laws of the New York, excluding its conflicts of law rules. For any lawsuit or court proceeding permitted under this EULA, you and Yellow Express agree to submit to the personal and exclusive jurisdiction and venue of the courts located in New York, New York.
11. Limitation of Liability and Disclaimer of Warranties
11.1 TO THE FULLEST EXTENT PERMITTED BY LAW, YELLOW EXPRESS, ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS AND LICENSORS (COLLECTIVELY, THE “YELLOW EXPRESS PARTIES”) MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE SERVICE AND ANY CONTENT AVAILABLE ON THE SERVICE, INCLUDING BUT NOT LIMITED, TO THE ACCURACY, RELIABILITY, COMPLETENESS, TIMELINESS OR RELIABILITY THEREOF. THE YELLOW EXPRESS PARTIES WILL NOT BE SUBJECT TO LIABILITY FOR THE TRUTH, ACCURACY OR COMPLETENESS OF ANY CONTENT OR ANY OTHER INFORMATION CONVEYED TO ANY USER, OR FOR ERRORS, MISTAKES OR OMISSIONS THEREIN, OR FOR ANY DELAYS OR INTERRUPTIONS OF THE DATA, OR INFORMATION STREAM FROM WHATEVER CAUSE. TO THE FULLEST EXTENT PERMITTED BY LAW, AS A USER, YOU AGREE THAT YOU USE THE SERVICE AND ANY CONTENT AT YOUR OWN RISK.
11.2 TO THE FULLEST EXTENT PERMITTED BY LAW, THE YELLOW EXPRESS PARTIES DO NOT WARRANT THAT THE SERVICE WILL OPERATE ERROR FREE, OR THAT THE SERVICE AND ANY CONTENT ARE FREE OF COMPUTER VIRUSES OR SIMILAR CONTAMINATION OR DESTRUCTIVE FEATURES. IF YOUR USE OF THE SERVICE OR ANY CONTENT RESULTS IN THE NEED FOR SERVICING OR REPLACING EQUIPMENT OR DATA, NO YELLOW EXPRESS PARTY WILL BE RESPONSIBLE FOR THOSE COSTS.
11.3 TO THE FULLEST EXTENT PERMITTED BY LAW, THE SERVICE AND ALL CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY LAW, THE YELLOW EXPRESS PARTIES DISCLAIM ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF TITLE, MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTIES RIGHTS, AND FITNESS FOR PARTICULAR PURPOSE.
11.4 TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL ANY YELLOW EXPRESS PARTY BE LIABLE FOR ANY SPECIAL, INDIRECT, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION RESULTING FROM, OR IN CONNECTION WITH, THE USE OR INABILITY TO USE THE SERVICE AND ANY CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, EVEN IF SUCH YELLOW EXPRESS PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YELLOW EXPRESS’S LIABILITY, AND THE LIABILITY OF ANY OTHER YELLOW EXPRESS PARTIES, TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO $100.00.
11.5 Yellow Express is not responsible for the performance, actions, or inactions of any user, whether identified through the Service, in public, private, or offline interactions, or otherwise. Yellow Express does not have control over, and has no liability or responsibility for, the quality, timing, legality, suitability, reliability, timeliness, or accuracy of any driver partner, user, delivery professional, or the failure of any user to provide the services requested or payment required therefor, or for any other aspect whatsoever of an Item nor for the integrity, responsibility or any of the actions or omissions whatsoever of any users. Yellow Express does not have control over, and has no responsibility for, any damage to Items. NEITHER YELLOW EXPRESS NOR ITS AFFILIATES OR LICENSORS IS RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY USER OF OUR SERVICE AND YELLOW EXPRESS AND ITS AFFILIATES AND LICENSORS ARE NOT BE LIABLE FOR ANY LOSS, CLAIM, INJURY OR DAMAGE ARISING IN CONNECTION WITH YOUR USE OF THE SERVICE. BY USING THE SERVICE YOU THEREBY RELEASE YELLOW EXPRESS AND ITS AFFILIATES OR LICENSORS FROM ANY LIABILITY RELATED TO ANY USE OF OUR SERVICE OR THE CONDUCT OR MISCONDUCT OF A USER OR DELIVERY PROFESSIONAL.
11.6 YOU ARE SOLELY RESPONSIBLE FOR YOUR INTERACTIONS WITH OTHER USERS AND DELIVERY PROFESSIONALS. YOU UNDERSTAND THAT WE MAY NOT CONDUCT CRIMINAL BACKGROUND CHECKS OR SCREENINGS ON USERS OF THE SERVICE. WE MAKE NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OF THE SERVICE. YELLOW EXPRESS RESERVES THE RIGHT TO CONDUCT ANY CRIMINAL BACKGROUND CHECK OR OTHER SCREENINGS, AT ANY TIME. IN NO EVENT WILL THE YELLOW EXPRESS PARTIES BE LIABLE FOR ANY DAMAGES WHATSOEVER, WHETHER DIRECT, INDIRECT, GENERAL, SPECIAL, COMPENSATORY, CONSEQUENTIAL, AND/OR INCIDENTAL, ARISING OUT OF OR RELATING TO THE CONDUCT OF YOU OR ANYONE ELSE IN CONNECTION WITH THE USE OF THE SERVICE, INCLUDING WITHOUT LIMITATION, BODILY INJURY, EMOTIONAL DISTRESS, PROPERTY DAMAGE, AND/OR ANY OTHER DAMAGES RESULTING FROM COMMUNICATIONS OR MEETINGS WITH OTHER USERS OR DELIVERY PROFESSIONAL OF THIS SERVICE OR PERSONS YOU MEET THROUGH THE SERVICE. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL INTERACTIONS WITH OTHER USERS OF THE SERVICE. YOU ASSUME ALL RISK WHEN ENGAGING THE SERVICES OF ANY OTHER USER AND IN CONNECTION WITH USING THE SERVICE, INCLUDING BUT NOT LIMITED TO ANY RISKS ASSOCIATED WITH A PROJECT. ALL USERS EXPRESSLY AGREE NOT TO HOLD THE RELEASED PARTIES LIABLE FOR ANY SERVICES DELIVERED WHICH ORIGINATED THROUGH THE SERVICE AND THE RELEASED PARTIES EXPRESSLY DISCLAIM ANY LIABILITY WHATSOEVER FOR ANY DAMAGE, SUITS, CLAIMS, AND/OR CONTROVERSIES THAT ARISE OR RELATED IN ANY WAY TO THE SERVICE, THE INFORMATION PROVIDED THROUGH THE SERVICE AND THE SERVICES PROVIDED BY OR TO ANY USER OF THE SERVICE. YELLOW EXPRESS DOES NOT MAKE ANY GUARANTEES AS TO INSURANCE POLICIES HELD By DELIVERY PROFESSIONALS
12. Third Party Disputes
YELLOW EXPRESS IS NOT AFFILIATED WITH ANY CARRIER, SERVICE PROVIDER, OR OTHER THIRD PARTY SERVICE, AND ANY DISPUTE YOU HAVE WITH ANY CARRIER, SERVICE PROVIDER, THIRD PARTY SERVICE OR OTHER THIRD PARTY, INCLUDING, WITHOUT LIMITATION, ANY OTHER USER OF THE SERVICE, IS DIRECTLY BETWEEN YOU AND SUCH THIRD PARTY, AND, TO THE FULLEST EXTENT PERMITTED BY LAW, YOU IRREVOCABLY RELEASE THE YELLOW EXPRESS PARTIES FROM ANY AND ALL CLAIMS, DEMANDS AND DAMAGES (ACTUAL AND CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES.
To the fullest extent permitted by law, you agree to defend, indemnify, and hold harmless the Yellow Express Parties from and against any claims, actions or demands, including, without limitation, reasonable legal and accounting fees, arising or resulting from your breach of this EULA, or your access to, use or misuse of the Yellow Express Content or Service. Yellow Express will notify you of any such claim, suit, or proceeding. Yellow Express reserves the right to assume the exclusive defense and control of any matter which is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting Yellow Express’s defense of such matter.
14. Termination of the EULA
Yellow Express reserves the right, in its sole discretion, to restrict, suspend, or terminate this EULA and your access to all or any part of the Service at any time and for any reason without prior notice or liability. Yellow Express reserves the right to change, suspend, or discontinue all or any part of the Service at any time without prior notice or liability. Sections 1, b, 5.b, 5.c, 5.d, 6.c, 6.e, 6.f, 6.g, 7, and 9 – 17 survive the termination of this EULA indefinitely.
15. Consent to Electronic Communications
You agree that no joint venture, partnership, employment, or agency relationship exists between you and Yellow Express as a result of this EULA or use of the Service. You further acknowledge that by submitting User Content, no confidential, fiduciary, contractually implied or other relationship is created between you and Yellow Express other than pursuant to this EULA. If any provision of this EULA is found to be invalid by any court having competent jurisdiction, the invalidity of such provision will not affect the validity of the remaining provisions of this EULA, which will remain in full force and effect. Yellow Express’s failure to act on or enforce any provision of this EULA will not be construed as a waiver of that provision or any other provision in this EULA. No waiver will be effective against Yellow Express unless made in writing, and no such waiver will be construed as a waiver in any other or subsequent instance. Except as expressly agreed by Yellow Express and you, this EULA constitutes the entire agreement between you and Yellow Express with respect to the subject matter hereof, and supersedes all previous or contemporaneous agreements, whether written or oral, between the parties with respect to the subject matter herein. The section headings are provided merely for convenience and will not be given any legal import. This EULA will inure to the benefit of our successors and assigns. You may not assign this EULA or any of the rights or licenses granted hereunder, directly or indirectly, including by sale, merger, change of control, operation of law or otherwise, without the prior express written consent of Yellow Express. This means that in the event you dispose of any device on which you have installed the App, such as by sale or gift, you are responsible for deleting the App from your mobile device prior to such disposition. Yellow Express may assign this EULA, including all its rights hereunder, without restriction.
17. Contact Us
If you would like to contact us in connection with your use of the Service, then please refer to the contact information below: email@example.com
Yellow Express may from time to time offer promotions, promo codes and/or discounts for first time users or as a reward for referrals. These rewards will come in the form of Yellow Express Credits that can be used to purchase Services on the Yellow Express platform only. Yellow Express Credits can be redeemed using the Yellow Express Apps or Website. The maximum Yellow Express Credits that can be redeemed per Project is $50.00. A valid Promo Code or Gift Card must be entered before the service is requested in order for the credits to be applied to a Project. Credits cannot be retroactively added to a Project that has already been scheduled. Credits earned using illegal or fraudulent methods will be null and void. Yellow Express Credits have a cash value of 1/100 of one cent. Yellow Express reserves the right to cancel or suspend these Promotions at any time.
19. NOTICE REGARDING APPLE
You acknowledge that this EULA is between you and Yellow Express only, not with Apple, and Apple is not responsible for the App or the content thereof. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the App. In the event of any failure of the App to conform to any applicable warranty, then you may notify Apple and Apple will refund the purchase price for the relevant App to you; and, to the maximum extent permitted by applicable law, Apple has no other warranty obligation whatsoever with respect to the App. Apple is not responsible for addressing any claims by you or any third party relating to the App or your possession and/or use of the App, including, but not limited to: (i) product liability claims; (ii) any claim that the App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement and discharge of any third party claim that the App or your possession and use of the App infringes that third party’s intellectual property rights. You agree to comply with any applicable third party terms, when using the App. Apple, and Apple’s subsidiaries, are third party beneficiaries of this EULA, and upon your acceptance of this EULA, Apple will have the right (and will be deemed to have accepted the right) to enforce this EULA against you as a third party beneficiary of this EULA. You hereby represent and warrant that (i) you are not 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. If Yellow Express provides a translation of the English language version of this EULA, the translation is provided solely for convenience, and the English version will prevail.