Terms of service
Uproar.car Corporation (“Uproar,” “we,” or “us”) operates the service available on this website and through the Uproar mobile application (as further described herein, the “Service”). By registering for an account or otherwise using or downloading the Service in any way, you accept these Uproar Terms of Service (“Terms”). If you do not agree to any or all of these Terms, you may not access or use the Service. These Terms constitute a legally binding services agreement (“Agreement”) by and between (1) our customer’s employee accepting these Terms (“you”); and (2) Uproar.
- THE UPROAR SERVICE
- Account Registration and Communications. In order to use the Service, you must be 18 years or older, create an account and provide us with certain basic information about yourself as part of the registration process. This information may include your full name, email address, telephone number, car VIN number, address and account password. You agree to promptly notify us if any of your personal or contact information changes. By registering for an account with us, you agree that we may contact you to provide you with information about your account, transactions and/or the Service. You acknowledge and agree that our communications may also include information about special offers or other promotional messages related to our products or service or those offered by our affiliates. Uproar may refuse to accept your application to register for the Service, in its sole discretion.
- The Service. Subject to your payment of the applicable fees, Uproar hereby grants you a limited, revocable, non-exclusive, non-sublicensable, non-transferable right to access and use the Service during the Term and strictly in accordance with these Terms. The Service includes a platform for you to view and select various options for vehicle maintenance and/or repair coverage. Once you have selected the options you want, the Service will make available to you for purchase a Vehicle Service Contract (defined in Section 4) to cover the maintenance, repair and/or various auto services (including roadside assistance, labor and parts) of your selected vehicle, vehicle part or accessory (collectively, “Vehicle Services”). The specific terms of your selected package will be governed by the Vehicle Service Contract to be entered between you and the applicable Administrator (defined in Section 4). Such Vehicle Service Contract will be made available for you to review and accept before purchase and an executed copy will be provided to you for your records. Once you have purchased a Vehicle Service Contract, you may begin making claims for Vehicle Services after a 30-day waiting period.
- Account Data. Any information we collect pursuant to this Agreement (including information detailed in Section 1(a) and payment information) that is specific to and made available through your account (collectively, the “Account Data”), shall belong to you, provided that we will retain a non-exclusive, perpetual right to use any such Account Data in connection with the delivery of our Service and operation of our business. For the avoidance of doubt, we use Account Data collected in connection with our business and operations, which may include certain aggregated Account Data in an unidentifiable form, for (i) creation of statistics for internal use only; (ii) creation and inclusion in financial reporting of aggregate statistics regarding services performed; (iii) creation and inclusion in marketing materials of aggregate statistics highlighting the capabilities of the Service; and (iv) advancing and improving the Service, all of which in such form shall be and remain the intellectual property of Uproar. All archived Account Data shall be governed by the then-effective Uproar storage and deletion protocols. Notwithstanding the foregoing, unless otherwise limited or restricted by applicable law or regulation, we may, but shall not be obligated to, maintain archived Account Data following termination of this Agreement. Furthermore, in the event that Uproar in its reasonable professional discretion determines that such Account Data may not be deleted due to any outstanding compliance or regulatory matters, Uproar reserves the right to maintain such storage until the matter has been resolved to its satisfaction. You acknowledge and agree that we may disclose Account Data to law enforcement or other governmental authorities upon receipt of request therefrom or in connection with any and all exigent circumstances involving individual or public health, rescue or safety, without incurring any liability for such action.
- Acceptable Use.
- Your Responsibilities. You will be responsible for: (1) the maintenance and accuracy of all Account Data you provide to us; (2) the accuracy of all claims made pursuant to your applicable Vehicle Service Contract (3) maintaining appropriate security safeguards with respect to your account and devices; (4) ensuring all credit card or other payment information you provide us is up to date; and (5) your use of the Service, including ensuring you do not use the Service for any illegal or unauthorized purpose. Uproar will not be liable for any loss or damage arising directly or indirectly from your failure to maintain the security of your account access credentials including any resulting unauthorized access to your account by a third party. You agree to immediately notify us if you believe that an unauthorized third party may be using your account or otherwise if your account login credentials are compromised.
- Prohibited Uses. You shall not (and will not cause any third party to), directly or indirectly: (1) reverse engineer, decompile, disassemble or otherwise attempt to discover of any source code or other operational mechanisms of the Service; (2) modify or create derivative works based on the Service or any aspect or portion thereof; (3) copy (except for archival purposes), lease, distribute or otherwise transfer rights to the Service including any features, designs or graphics made available as part thereof; (4) access or use the Service for the purposes of monitoring their performance or functionality for competitive purposes; (5) interfere with or disrupt the integrity or performance of the Service; (6) attempt to gain unauthorized access to the Service or its related systems or networks; (7) upload into the Service any viruses, trojan horses, or other material that modifies, impairs, disrupts, alters, or interferes with the use, features, functions, operation, or maintenance of the Service; or (8) use the Service in any manner or for any purpose that violates any applicable law, regulation, industry guidelines or any right of any person, including intellectual property or rights of privacy.
- PAYMENT. In order to use the Service, you agree to either (1) provide us with valid credit card information and hereby authorize us to charge such credit card for your re-occurring balance amount based on the options you have selected; or (2), if permitted by your employer, set up through your employer an automatic payroll deduction for your selected re-occurring balance amount in order for it to be paid by your employer to us on your behalf. You will provide complete and accurate billing and contact information and will promptly notify us of any changes to such information. All dollar amounts referred to in this Agreement are in the lawful money of the United States of America. Uproar reserves the right to change its pricing rates and to institute new charges and fees, upon prior written notice to you (which may be sent by text message or email). In addition, you shall be responsible for all applicable surcharges and taxes associated with the Service, other than taxes based on Uproar’s net income.
- UPROAR CARD. As part of enrolling in our Service, we offer an Uproar Visa Card (“Uproar Card”) that can be used at participating merchants (e.g. gas stations and car washes). If your payments are up to date, we will load the Uproar Card with a monthly allowance for your use. Once this monthly allowance has been used, no additional charges may be placed on the card until the next monthly allowance is added. In no event shall Uproar be considered as maintaining any type of financial obligation, deposit, or asset account for you through the Uproar Card. No portion of the Uproar Card is refundable, returnable, or redeemable for cash. We reserve the right to suspend or prohibit your ability to use the Uproar Card in the event you (i) violate this Agreement; (ii) act in a manner inconsistent with applicable laws; (iii) engage in any misconduct or wrongdoing in connection with your Uproar Card or (iv) engage in any fraudulent or inappropriate acts. We may terminate, suspend or modify the Uproar Card or use thereof, in whole or in part, at any time. The Uproar Card is run and managed through our third-party vendor Stripe, Inc., and your use of the Uproar Card may be subject to additional terms and conditions located on its website.
- VEHICLE SERVICE CONTRACTS. The specific terms and conditions of your selected package will be governed by the Vehicle Service Contract that you purchase through our Service. A “Vehicle Service Contract” is an agreement between you and an Administrator that covers the costs associated with the Vehicle Services, for a specific duration. An “Administrator” is the company that handles your claim and arranges for the Vehicle Services with an Auto-Provider and the applicable Vehicle Service payments. An “Auto-Provider” means any auto repair shop, workshop, dealership or individual that the Administrator engages to address your claim. For clarity, all Vehicle Services are arranged, set up and paid for by your applicable Administrator. Accordingly, Vehicle Services are not deemed to be within the scope of the Service offered and provided by Uproar, and Uproar and its suppliers or vendors (other than the applicable Administrator or Auto-Provider) have no obligation or liability regarding any Vehicle Services.
As a result of our limited role as an intermediary between you on the one hand and the Administrator and Auto-Providers on the other, Uproar has no control over the quality, timeliness, price, guarantees, risks or damages related to any Vehicle Services provided under your Vehicle Service Contract. Therefore, you hereby agree, in connection with your use of the Service resulting in the performance of a Vehicle Service Contract: (a) to release Uproar from any and all claims, demands, damages and liabilities, of any type and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such Vehicle Service Contract (including any disputes arising therefrom); and (b) to attempt to settle any dispute directly with the applicable Administrator and/or Auto-Provider.
- RESERVATION OF RIGHTS.As between the parties, Uproar retains all rights, title, and interest in and to the Service and all modifications, improvements, and derivatives of any of the foregoing. Other than the express licenses set forth herein, nothing in this Agreement, and nothing in any statement made in connection with this Agreement, will be deemed a license (by implication, estoppel or otherwise) under either party’s patent rights or other intellectual property rights. Uproar reserves all rights not expressly granted. You may choose to provide us with input, suggestions, comments, ideas, concepts, know-how, or other feedback (collectively, “Feedback”) in connection with the use of the Service and agree that we will be free to use such Feedback entirely without obligation or restriction of any kind on account of intellectual property rights or otherwise.
- REPRESENTATIONS AND WARRANTIES.You represent and warrant during the Term that: (i) you have all necessary rights, power, authority, and capacity to agree to these Terms and perform hereunder; (ii) you shall use the Service in full compliance with all applicable laws, regulations and industry self-regulatory guidelines as well as with any other contractual or other obligations you may have to any third party; and (iii) you have all necessary rights, title, and interests necessary to provide any and all data that you elect to upload into the Service or otherwise provide to us hereunder.
- EXCEPT FOR THE EXPRESS WARRANTIES PROVIDED HEREIN, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” AND UPROAR, ITS SUPPLIERS, AND VENDORS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THOSE ARISING BY USAGE OF TRADE, COURSE OF DEALING, OR COURSE OF PERFORMANCE AS WELL AS IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT. UPROAR DOES NOT WARRANT THAT THE USE OF THE SERVICE WILL BE UNINTERRUPTED OR ERROR FREE.
- LIMITATION OF LIABILITY. TO THE FULLEST EXTENT PERMITTED BY LAW, UPROAR AND ITS SUPPLIERS AND VENDORS SHALL NOT BE LIABLE WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY: (A) FOR COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY, LOSS OF DATA OR BUSINESS INTERRUPTION; (B) FOR ANY INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, EVEN IF THE OTHER PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE; (C) FOR ANY MATTER BEYOND ITS REASONABLE CONTROL; OR (D) FOR ANY AMOUNTS THAT, TOGETHER WITH AMOUNTS ASSOCIATED WITH ALL OTHER CLAIMS, EXCEED THE LESSER OF $50 OR THE AMOUNT YOU PAID FOR THE SERVICE UNDER THIS AGREEMENT IN THE THREE (3) MONTHS PRIOR TO THE ACT THAT GAVE RISE TO THE LIABILITY.
- INDEMNIFICATION. You shall indemnify, defend and hold harmless Uproar, its affiliates, vendors, suppliers, as well as their respective employees, members, directors, officers, representatives and agents from and against any claim, demand, action, investigation or other proceeding, including all damages, losses, liabilities, judgments, costs and expenses arising therefrom (collectively, a “Claim”) to the extent that the Claim arises from or in connection with: (i) your use of the Service including your use or disclosure of any information obtained through the Service; (ii) your Account Data; and (iii) your breach of any term, condition, agreement, representation or warranty hereunder.
- TERM AND TERMINATION. This Agreement begins on the date you create a Service account and continues until terminated as provided herein (“Term”). You may terminate this Agreement at any time upon providing us written notice. We may, in our discretion, suspend the Service and/or terminate this Agreement at any time and for any reason including if we determine that you have violated any of these Terms. Upon termination of this Agreement, your license under Section 1(b) above will terminate. Unless otherwise limited or restricted by applicable law or regulation, we may maintain archived Account Data for at least thirty (30) days after termination of this Agreement. All sections of this Agreement which by their nature should survive termination will survive termination, including, without limitation, accrued rights to payment, confidentiality obligations, warranty disclaimers, indemnification, and limitations of liability.
- MODIFICATIONS TO TERMS. Uproar may, in its sole discretion, modify these Terms from time to time by posting a revised version to its website and mobile application version(s) of the Service. You should review these Terms periodically to be aware of and understand any updates. If any change is unacceptable to you, your only recourse is to stop using the Service and terminate this Agreement. Your continued use of the Service following such changes signifies your acceptance of such modifications.
- MISCELLANEOUS. If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable. The word “include” or any variants thereof used herein shall be construed non-exclusively to mean “including without limitation.” Any section headings contained herein are for reference purposes only and do not in any way affect the meaning or interpretation of this Agreement. This Agreement is governed by Washington state law without regard to its conflict of laws rules. You irrevocably submit to venue and personal jurisdiction in the federal and state courts in King County, Washington for any dispute arising out of or related to this Agreement, and waive all objections to jurisdiction or venue of such courts and agree not to commence nor prosecute any such dispute other than in such courts. You and we may only bring claims against each other in an individual capacity. Neither party can bring any claim against the other as a plaintiff or class member in a class action, consolidated action, or representative action. In addition, each party waives any right to a jury trial involving any claims, causes of action (including counterclaims) or disputes between you and us. We will be entitled to recover our costs, including reasonable attorneys’ fees, if we prevail in any action or suit to enforce any right or remedy under this Agreement, or to interpret any provision of these Terms. You shall not assign or otherwise dispose of this Agreement without our prior written consent. Any notice required or permitted by this Agreement shall be made in writing and will be deemed given as of the day the notice is received either by messenger, delivery service or certified mail, postage prepaid or sent (if via email) and such notice must be addressed (i) if to Uproar, to Uproar.car Corporation 10400 NE 4thStreet, Suite 500, Bellevue, WA 98004; (ii) if to you, to the email address provided in connection with your account registration. Any failure by us to enforce any provision of these Terms shall not be construed as a continuing waiver of any succeeding breach or any rights under of such provision. Except for payment obligations, neither party is liable for any failure or delay resulting from a condition beyond the reasonable control of the party, including acts of God, government, terrorism, natural disasters, labor conditions, power failures, third party connection or utilities outages, Internet disruption or latency, interruption or failure of ISP and carrier lines. Subject to Section 11, this Agreement constitutes the entire agreement between the parties with respect to the Service, superseding and replacing any prior agreements.
- APPLE, INC. DEVICE AND APPLICATION If you are accessing the Service via a mobile application (“Application”) developed by Uproar on a device provided by Apple, Inc. (“Apple”), or otherwise obtained access to the Service through the Apple App Store, the following terms shall apply:
- Both you and Uproar acknowledge that these Terms are concluded between you and us only, and not with Apple, and that Apple is not responsible for, does not endorse, and is not involved in the Application or the Service;
- The Application is licensed to you on a limited, non-exclusive, non-transferrable, non-sublicensable basis, solely to be used in connection with the Service for your private, personal, non-commercial use, subject to all the terms and conditions of this Agreement, as applicable;
- You will only use the Application in connection with an Apple device that you own or control;
- You acknowledge and agree that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Application;
- In the event of any failure of the Application to conform to any applicable warranty, including those implied by law, you may notify Apple of such failure; upon notification, Apple’s sole warranty obligation to you will be to refund to you the purchase price, if any, of the Application;
- You acknowledge and agree that Uproar, and not Apple, is responsible for addressing any claims you or any third party may have in relation to the Application;
- You acknowledge and agree that, in the event of any third party claim that the Application or your possession and use of the Application infringes that third party’s intellectual property rights, Uproar, and not Apple, will be responsible for the investigation, defense, settlement and discharge of any such infringement claim;
- You represent and warrant that you are not located in a country subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country, and that you are not listed on any U.S. Government list of prohibited or restricted parties;
- Both you and Uproar acknowledge and agree that, in your use of the Application, you will comply with any applicable third-party terms of agreement which may affect or be affected by such use; and
- Both you and Uproar acknowledge and agree that Apple and Apple’s subsidiaries are third party beneficiaries of these Terms, and that upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as the third party beneficiary hereof.