Cholula NYC LLC
TERMS AND CONDITIONS OF USE
These terms of use constitute a legally binding agreement made between you, whether personally or on behalf of an entity and Cholula NYC LLC, concerning your access to and use of the Cholula NYC LLC APP as well as any other media form, media channel, mobile website, or mobile application related, linked, or otherwise connected thereto Cholula NYC LLC.
You agree that by accessing the application, you have read, understood, and agree to be bound by all the terms and conditions. If you do not agree with the Terms of Use, then you are expressly prohibited from using the application and you must discontinue use immediately.
Supplemental Terms of Use or documents that may be posted on the application from time to time are hereby expressly incorporated herein by reference. We reserve the right, in our sole discretion, to make changes or modifications to these Terms of Use at any time for any reason.
We will alert you about changes by updating the Last updated date of these terms of use and you waive any right to receive specific notice of each change.
1. CONTRACTUAL RELATIONSHIP
These Terms of Use ("Terms") govern the access or use by you, an individual, of applications, websites, content, products, and services (the "Services") made available by AMP Transportation., and any of its affiliates and subsidiaries (collectively, "AMP Transportation "). PLEASE READ THESE TERMS CAREFULLY BEFORE ACCESSING OR USING THE SERVICES. In these Terms, the words "including" and "include" mean "including, but not limited to." Your access and use of the Services constitutes your agreement to be bound by these Terms, which establishes a contractual relationship between you and AMP Transportation. If you do not agree to these Terms, you may not access or use the Services. These Terms expressly supersede prior agreements or arrangements with you. AMP Transportation may immediately terminate these Terms or any Services with respect to you, or generally cease offering or deny access to the Services or any portion thereof, at any time for any or no reason.
Supplemental terms may apply to certain Services, such as policies for a particular event, activity or promotion, and such supplemental terms will be disclosed to you in region-specific disclosures (e.g., a particular city webpage on AMP Transportation .com) or in connection with the applicable Service(s). Supplemental terms are in addition to, and shall be deemed a part of, the Terms for the purposes of the applicable Service(s). Supplemental terms shall prevail over these Terms in the event of a conflict with respect to the applicable Services.
AMP Transportation may amend the Terms related to the Services from time to time. Amendments will be effective upon AMP Transportation 's posting of such updated Terms at this location or the amended policies or supplemental terms on the applicable Service(s). Your continued access or use of the Services after such posting constitutes your consent to be bound by the Terms, as amended.
2. THE SERVICES
The Services constitute a technology platform that enables users of AMP Transportation 's AMP Transportation applications or websites provided as part of the Services (each, an "Application") to arrange and schedule transportation
and/or logistics services with third party providers of such services, including independent third-party transportation providers and third-party logistics providers under agreement with AMP Transportation or certain of AMP Transportation 's affiliates ("Third Party Providers"). Unless otherwise agreed by AMP Transportation in a separate written agreement with you, the Services are made available solely for your personal, noncommercial use. YOU ACKNOWLEDGE THAT AMP Transportation DOES NOT PROVIDE TRANSPORTATION OR LOGISTICS SERVICES OR FUNCTION AS A TRANSPORTATION CARRIER.
LICENSE.
Subject to your compliance with these Terms, AMP Transportation grants you a limited, non-exclusive, non- sublicensable, revocable, non-transferrable license to: (i) access and use the Applications on your personal device solely in connection with your use of the Services; and (ii) access and use any content, information and related materials that may be made available through the Services, in each case solely for your personal, noncommercial use. Any rights not expressly granted herein are reserved by AMP Transportation and AMP Transportation 's licensors.
RESTRICTIONS.
You may not: (i) remove any copyright, trademark or other proprietary notices from any portion of the Services; (ii) reproduce, modify, prepare derivative works based upon, distribute, license, lease, sell, resell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Services except as expressly permitted by AMP Transportation ; (iii) decompile, reverse engineer or disassemble the Services except as may be permitted by applicable law; (iv) link to, mirror or frame any portion of the Services; (v) cause or launch any programs or scripts for the purpose of scraping, indexing, surveying, or otherwise data mining any portion of the Services or unduly burdening or hindering the operation and/or functionality of any aspect of the Services; or (vi) attempt to gain unauthorized access to or impair any aspect of the Services or its related systems or networks.
PROVISION OF THE SERVICES.
You acknowledge that portions of the Services may be made available under: (i) certain of AMP Transportation 's subsidiaries and affiliates; or (ii) independent Third-Party Providers.
THIRD PARTY SERVICES AND CONTENT.
The Services may be made available or accessed in connection with third party services and content (including advertising) that AMP Transportation does not control. You acknowledge that different terms of use and privacy policies
may apply to your use of such third party services and content. AMP Transportation does not endorse such third-party services and content and in no event shall AMP Transportation be responsible or liable for any products or services of such third-party providers. Additionally, Apple Inc., Google, Inc., Microsoft Corporation or BlackBerry Limited will be a third-party beneficiary to this contract if you access the Services using Applications developed for Apple iOS, Android, Microsoft Windows, or Blackberry-powered AMP Transportation devices, respectively. These third party beneficiaries are not parties to this contract and are not responsible for the provision or support of the Services in any manner. Your access to the Services using these devices is subject to terms set forth in the applicable third party beneficiary's terms of service.
OWNERSHIP.
The Services and all rights therein are and shall remain AMP Transportation 's property or the property of AMP Transportation 's licensors. Neither these Terms nor your use of the Services convey or grant to you any rights: (i) in or related to the Services except for the limited license granted above; or (ii) to use or reference in any manner AMP Transportation 's company names, logos, product and service names, trademarks or services marks or those of AMP Transportation 's licensors.
3. YOUR USE OF THE SERVICES
USER ACCOUNTS.
In order to use most aspects of the Services, you must register for and maintain an active personal user Services account ("Account"). You must be at least 18 years of age, or the age of legal majority in your jurisdiction (if different than 18), to obtain an Account. Account registration requires you to submit to AMP Transportation certain personal information, such as your name, address, AMP Transportation phone number and age, as well as at least one valid payment method (either a credit card or accepted payment partner). You agree to maintain accurate, complete, and up-to-date information in your Account. Your failure to maintain accurate, complete, and up-to-date Account information, including having an invalid or expired payment method on file, may result in your inability to access and use the Services or AMP Transportation 's termination of this Agreement with you. You are responsible for all activity that occurs under your Account, and you agree to maintain the security and secrecy of your Account username and password at all times. Unless otherwise permitted by AMP Transportation in writing, you may only possess one Account.
USER REQUIREMENTS AND CONDUCT.
The Service is not available for use by persons under the age of 18. You may not authorize third parties to use your Account, and you may not allow persons under the age of 18 to receive transportation or logistics services from Third Party Providers unless they are accompanied by you. You may not assign or otherwise transfer your Account to any other person or entity. You agree to comply with all applicable laws when using the Services, and you may only use the Services for lawful purposes (e.g., no transport of unlawful or hazardous materials). You will not in your use of the Services cause nuisance, annoyance, inconvenience, or property damage, whether to the Third Party Provider or any other party. In certain instances you may be asked to provide proof of identity to access or use the Services, and you agree that you may be denied access to or use of the Services if you refuse to provide proof of identity.
TEXT MESSAGING.
By creating an Account, you agree that the Services may send you informational text (SMS) messages as part of the normal business operation of your use of the Services. You may opt-out of receiving text (SMS) messages from AMP Transportation at any time by texting the word STOP from the AMP Transportation device receiving the messages. You acknowledge that opting out of receiving text (SMS) messages may impact your use of the Services.
PROMOTIONAL CODES.
AMP Transportation may, in AMP Transportation 's sole discretion, create promotional codes that may be redeemed for Account credit, or other features or benefits related to the Services and/or a Third Party Provider's services, subject to any additional terms that AMP Transportation establishes on a per promotional code basis ("Promo Codes"). You agree that Promo Codes: (i) must be used for the intended audience and purpose, and in a lawful manner; (ii) may not be duplicated, sold or transferred in any manner, or made available to the general public (whether posted to a public form or otherwise), unless expressly permitted by AMP Transportation ; (iii) may be disabled by AMP Transportation at any time for any reason without liability to AMP Transportation ; (iv) may only be used pursuant to the specific terms that AMP Transportation establishes for such Promo Code; (v) are not valid for cash; and (vi) may expire prior to your use. AMP Transportation reserves the right to withhold or deduct credits or other features or benefits obtained through the use of Promo Codes by you or any other user in the event that AMP Transportation determines or believes that the use or redemption of the Promo Code was in error, fraudulent, illegal, or in violation of the applicable Promo Code terms or these Terms.
USER PROVIDED CONTENT.
AMP Transportation may, in AMP Transportation 's sole discretion, permit you from time to time to submit, upload, publish or otherwise make available to AMP Transportation through the Services textual, audio, and/or visual content and information, including commentary and feedback related to the Services, initiation of support requests, and submission of entries for competitions and promotions ("User Content"). Any User Content provided by you remains your property. However, by providing User Content to AMP Transportation , you grant AMP Transportation a worldwide, perpetual, irrevocable, transferrable, royalty-free license, with the right to sublicense, to use, copy, modify, create derivative works of, distribute, publicly display, publicly perform, and otherwise exploit in any manner such User Content in all formats and distribution channels now known or hereafter devised (including in connection with the Services and AMP Transportation 's business and on third-party sites and services), without further notice to or consent from you, and without the requirement of payment to you or any other person or entity. You represent and warrant that: (i) you either are the sole and exclusive owner of all User Content or you have all rights, licenses, consents and releases necessary to grant AMP Transportation the license to the User Content as set forth above; and (ii) neither the User Content nor your submission, uploading, publishing or otherwise making available of such User Content nor AMP Transportation 's use of the User Content as permitted herein will infringe, misappropriate or violate a third party's intellectual property or proprietary rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
You agree to not provide User Content that is defamatory, libelous, hateful, violent, obscene, pornographic, unlawful, or otherwise offensive, as determined by AMP Transportation in its sole discretion, whether or not such material may be protected by law. AMP Transportation may, but shall not be obligated to, review, monitor, or remove User Content, at AMP Transportation 's sole discretion and at any time and for any reason, without notice to you.
NETWORK ACCESS AND DEVICES.
You are responsible for obtaining the data network access necessary to use the Services. Your AMP Transportation network's data and messaging rates and fees may apply if you access or use the Services from a wireless- enabled device. You are responsible for acquiring and updating compatible hardware or devices necessary to access and use the Services and Applications and any updates thereto. AMP Transportation does not guarantee that the Services, or any portion thereof, will function on any particular hardware or devices. In addition, the Services may be subject to malfunctions and delays inherent in the use of the Internet and electronic communications.
4. PAYMENT
You understand that use of the Services may result in charges to you for the services or goods you receive from a Third Party Provider ("Charges"). After you have received services or goods obtained through your use of the Service, AMP Transportation will facilitate your payment of the applicable Charges on behalf of the Third Party Provider, as such Third Party Provider's limited payment collection agent. Payment of the Charges in such manner shall be considered the same as payment made directly by you to the Third Party Provider. Charges will be inclusive of applicable taxes where required by law. Charges paid by you are final and non- refundable, unless otherwise determined by AMP Transportation . You retain the right to request lower Charges from a Third Party Provider for services or goods received by you from such Third Party Provider at the time you receive such services or goods. AMP Transportation will respond accordingly to any request from a Third Party Provider to modify the Charges for a particular service or good.
All Charges are due immediately and payment will be facilitated by AMP Transportation using the preferred payment method designated in your Account, after which AMP Transportation will send you a receipt by email. If your primary Account payment method is determined to be expired, invalid or otherwise not able to be charged, you agree that AMP Transportation may, as the Third Party Provider's limited payment collection agent, use a secondary payment method in your Account, if available.
As between you and AMP Transportation, AMP Transportation reserves the right to establish, remove and/or revise Charges for any or all services or goods obtained through the use of the Services at any time in AMP Transportation 's sole discretion. AMP Transportation may from time to time provide certain users with promotional offers and discounts that may result in different amounts charged for the same or similar services or goods obtained through the use of the Services, and you agree that such promotional offers and discounts, unless also made available to you, shall have no bearing on your use of the Services or the Charges applied to you. You may elect to cancel your request for services or goods from a Third Party Provider at any time prior to such Third Party Provider's arrival, in which case you may be charged a cancellation fee.
AMP Transportation does not designate any portion of your payment as a tip or gratuity to the Third Party Provider. Any representation by AMP Transportation (on AMP Transportation 's website, in the Application, or in AMP Transportation 's marketing materials) to the effect that tipping is "voluntary," "not required," and/or "included" in the payments you make for services or goods provided is not intended to suggest that AMP Transportation provides any additional amounts, beyond those described above, to the Third Party Provider. You understand and agree that, while you are free to provide additional payment as a gratuity to any Third Party Provider who provides you with services or goods obtained through the Service, you are under no obligation to do so. Gratuities are voluntary. After you have received services or goods obtained through the Service, you will have the opportunity to rate your experience and leave additional feedback about your Third Party Provider.
REPAIR OR CLEANING FEES.
You shall be responsible for the cost of repair for damage to, or necessary cleaning of, Third Party Provider vehicles and property resulting from use of the Services under your Account in excess of normal "wear and tear" damages and necessary cleaning ("Repair or Cleaning"). In the event that a Third Party Provider reports the need for Repair or Cleaning, and such Repair or Cleaning request is verified by AMP Transportation in AMP Transportation 's reasonable discretion, AMP Transportation reserves the right to facilitate payment for the reasonable cost of such Repair or Cleaning on behalf of the Third Party Provider using your payment method designated in your Account. Such amounts will be transferred by AMP Transportation to the applicable Third Party Provider and are non- refundable.
5. DISCLAIMERS; LIMITATION OF LIABILITY; INDEMNITY.
DISCLAIMER.
THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." AMP Transportation DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, NOT EXPRESSLY SET OUT IN THESE TERMS, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. IN ADDITION, AMP Transportation MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE REGARDING THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, OR AVAILABILITY OF THE SERVICES OR ANY SERVICES OR GOODS REQUESTED THROUGH THE USE OF THE SERVICES, OR THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. AMP Transportation DOES NOT GUARANTEE THE QUALITY, SUITABILITY, SAFETY OR ABILITY OF THIRD PARTY PROVIDERS. YOU AGREE THAT THE ENTIRE RISK ARISING OUT OF YOUR USE OF THE SERVICES, AND ANY SERVICE OR GOOD REQUESTED IN CONNECTION THEREWITH, REMAINS SOLELY WITH YOU, TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW.
LIMITATION OF LIABILITY.
AMP Transportation SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOST DATA, PERSONAL INJURY, OR PROPERTY DAMAGE RELATED TO, IN CONNECTION WITH, OR
OTHERWISE RESULTING FROM ANY USE OF THE SERVICES, EVEN IF AMP Transportation HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. AMP Transportation SHALL NOT BE LIABLE FOR ANY DAMAGES, LIABILITY OR LOSSES ARISING OUT OF: (i) YOUR USE OF OR RELIANCE ON THE SERVICES OR YOUR INABILITY TO ACCESS OR USE THE SERVICES; OR (ii) ANY TRANSACTION OR RELATIONSHIP BETWEEN YOU AND ANY THIRD PARTY PROVIDER, EVEN IF AMP Transportation HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. AMP Transportation SHALL NOT BE LIABLE FOR DELAY OR FAILURE IN PERFORMANCE RESULTING FROM CAUSES BEYOND AMP Transportation 'S REASONABLE CONTROL. YOU ACKNOWLEDGE THAT THIRD PARTY TRANSPORTATION PROVIDERS PROVIDING TRANSPORTATION SERVICES REQUESTED BY YOU SHALL BE PERFORMED BY PROFESSIONALLY LICENSED OR PERMITTED DRIVERS. IN NO EVENT SHALL AMP Transportation 'S TOTAL LIABILITY TO YOU IN CONNECTION WITH THE SERVICES FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION EXCEED FIVE HUNDRED U.S. DOLLARS (US $500).
AMP Transportation 'S SERVICES MAY BE USED BY YOU TO REQUEST AND SCHEDULE TRANSPORTATION, GOODS, OR LOGISTICS SERVICES WITH THIRD PARTY PROVIDERS, BUT YOU AGREE THAT AMP Transportation HAS NO RESPONSIBILITY OR LIABILITY TO YOU RELATED TO ANY TRANSPORTATION, GOODS OR LOGISTICS SERVICES PROVIDED TO YOU BY THIRD PARTY PROVIDERS OTHER THAN AS EXPRESSLY SET FORTH IN THESE TERMS.
THE LIMITATIONS AND DISCLAIMER IN THIS SECTION 5 DO NOT PURPORT TO LIMIT LIABILITY OR ALTER YOUR RIGHTS AS A CONSUMER THAT CANNOT BE EXCLUDED UNDER APPLICABLE LAW.
INDEMNITY.
You agree to indemnify and hold AMP Transportation and its officers, directors, employees, and agents harmless from any and all claims, demands, losses, liabilities, and expenses (including attorneys' fees), arising out of or in connection with: (i) your use of the Services or services or goods obtained through your use of the Services; (ii) your breach or violation of any of these Terms; (iii) AMP Transportation 's use of your User Content; or (iv) your violation of the rights of any third party, including Third Party Providers.
6. DISPUTE RESOLUTION
CHOICE OF LAW.
These Terms are governed by and construed in accordance with the laws of the State of New York, U.S.A., without giving effect to any conflict of law principles, except as may be otherwise provided in supplemental terms applicable to your region.
GENERAL.
You may not assign these Terms without AMP Transportation 's prior written approval. AMP Transportation may assign these Terms without your consent to: (i) a subsidiary or affiliate; (ii) an acquirer of AMP Transportation 's equity, business or assets; or (iii) a successor by merger. Any purported assignment in violation of this section shall be void. No joint venture, partnership, employment, or agency relationship exists between you, AMP Transportation or any Third Party Provider as a result of this Agreement or use of the Services. If any provision of these Terms is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced to the fullest extent under law. AMP Transportation 's failure to enforce any right or provision in these Terms shall not constitute a waiver of such right or provision unless acknowledged and agreed to by AMP Transportation in writing.