RENTER ADDENDUM TO RENTAL MANAGEMENT SERVICES AGREEMENT
Last update: April 8, 2019
This Renter Addendum to the Rental Management Services Agreement (“Addendum”) constitutes a legal agreement between an independent company in the business of providing Vehicle Rental Services (as defined below) (“Vehicle Asset Owner”) and an independent provider of passenger transportation services (“Renter”).
Vehicle Asset Owner and FlexiiDrive B.V. (“FlexClub”) have separately entered into a Rental Management Services Agreement (“Agreement”) in order for Vehicle Asset Owners to access the FlexClub Services (as defined below).
Renter is interested in renting a Vehicle Asset from the Vehicle Asset Owner via the FlexClub Services. Vehicle Asset Owner and Renter desire to enter into this Addendum to define the terms and conditions under which Renter may use the Vehicle Asset in order to provide passenger transportation services to third party users via approved Lead Generation Platforms in the Territory.
In order to use the FlexClub Services, Vehicle Asset Owner and Renter must agree to the terms and conditions that are set forth below. Upon Renter’s execution (electronic or otherwise) of this Addendum, Renter and Vehicle Asset Owner shall be bound by the terms and conditions set forth herein.
- “Affiliate” means an entity that, directly or indirectly, controls, is under the control of, or is under common control with a party, where control means having more than fifty percent (50%) of the voting stock or other ownership interest, the majority of the voting rights of such entity, the ability of such entity to ensure that the activities and business of that Affiliate are conducted in accordance with the wishes of that entity or the right to receive the majority of the income of that Affiliate on any distribution by it of a II of its income or the majority of its assets on a winding up.
- “FlexClub Data” means all data related to the access and use of the FlexClub Services hereunder, including all data related to the Vehicle Asset Owner and the Renter and any data related to the Renter’s use and maintenance of a Vehicle Asset for the provision of transportation services via the FlexClub Services and the FlexClub website, and the Renter ID.
- “FlexClub Services” means FlexClub’s electronic management and related services rendered via a digital technology platform providing a digital marketplace that enables and connects Vehicle Asset Owners and Renters using approved Lead Generation Platforms; such FlexClub Services include access to FlexClub’s websites, software, payment services, and related support services systems, as may be updated or modified by FlexClub at its discretion from time to time.
- “Lead Generation Platform” include independent companies providing electronic services rendered via a digital technology platform that provides on-demand intermediary and related services that enable Renters to provide transportation services in their Territory.
- “Renter ID” means the identification or username and password that enables a Renter to access and use the FlexClub Services.
- “Territory” means the city or metro areas in which Vehicle Asset Owner and the Renter are enabled by FlexClub Services.
- “User Information” means all information about a third party user made available to Vehicle Asset Owner and/or Renter in connection with the provision of transportation and/or other services.
- “Vehicle Asset” means any vehicle of Vehicle Asset Owner that: (a) meets the then-current requirements of an approved Lead Generation Platform or any of its Affiliates in the Territory; and (b) the Lead Generation Platform authorizes for use by a Renter for the purpose of providing transportation services in the Territory.
- “Vehicle Rental Services” means the rental of a Vehicle Asset to a Renter via the FlexClub Services in the Territory for the provision of passenger transportation services via approved Lead Generation Platforms.
- Use of the FlexClub Services.
- Renter IDs. Renter will be issued a Renter ID for access to FlexClub Services to enable Renter to access and use the FlexClub website in accordance with this Addendum. Renter will maintain his or her Renter ID in confidence and not share it with any third party, and will immediately notify Vehicle Asset Owner of any actual or suspected breach or improper use or disclosure of the Renter ID or their profile on the FlexClub website.
- Provision of FlexClub Services. Renter acknowledges and agrees that once he or she has accepted (either directly or via any of FlexClub Affiliates in the Territory acting as an agent) a match with a Vehicle Asset Owner for the purpose of renting a Vehicle Asset, the FlexClub Services may provide certain information about Vehicle Asset Owner to Renter, including their full name, contact information, their company entity name and location, and the Vehicle Assets make and all other identifying information. Renter shall not use any Vehicle Asset Owner’s personal data for any reason other than for the purposes of renting a Vehicle Asset in order to provide transportation services as set forth herein. Renter agrees that his or her contact and/or insurance information may be released to a third party user upon such user’s reasonable and lawful request. Renter may not, unless specifically consented to by the Vehicle Asset Owner, use the Vehicle Asset as a personal vehicle or for purposes other than to transport of third party users requesting transportation services via Lead Generation Platforms. Renter shall coordinate and work closely with FlexClub to ensure that the Vehicle Asset(s) used by Renter for the provision of transportation services, without limitation: (a) maintains at all times valid certificates and other legal documents required for such Vehicle Asset including, where applicable, in accordance with the terms of any relevant license; and (b) that Vehicle Asset is maintained at all times in a safe and roadworthy condition.
- Renter’s Relationship With FlexClub. FlexClub and its Affiliates in the Territory do not, and shall not be deemed to, direct or control Renter generally or in Renter’s performance of transportation services or maintenance of any Vehicle Assets. Renter acknowledges that neither FlexClub nor any of its Affiliates in the Territory controls, or purports to control how the Renter will utilize the Vehicle Asset or the FlexClub Services. Renter may be restricted from accessing or using the FlexClub Services or website in the event of a violation of this Addendum or Vehicle Asset Owner’s violation of the Agreement, or Renter’s or Vehicle Asset Owner’s disparagement of FlexClub or any of its Affiliates, or Renter’s or Vehicle Asset Owner’s act or omission that causes harm to FlexClub’s or any of its Affiliates’ brand, reputation or business as determined by FlexClub in its sole discretion. FlexClub also retains the right to deactivate or otherwise restrict Renter from accessing or using the FlexClub Services or website for any other reason at the sole and reasonable discretion of FlexClub. Additionally, Renter acknowledges FlexClub’s rights in the FlexClub family of trademarks and names, including FlexiiDrive and FlexClub, alone and in combination with other letters, punctuation, words, symbols and/or designs, and the FlexClub Logo. Renter agrees that he or she will not try to register or otherwise claim ownership in any of the FlexClub Marks and Names, alone or in combination with other letters, punctuation, words, symbols and/or designs, or in any confusingly similar mark or name,
- Vehicle Asset. Renter acknowledges that the rented Vehicle Asset via FlexClub Services: (a) is to be used for the purposes of enabling Renter to provide transportation services via approved Lead Generation Platforms in the Territory (Renter shall reasonably limit any use of the Vehicle Asset not associated with the provision of transportation services as set forth herein); and (b) may not be transferred, loaned, sold or otherwise provided in any manner to any other party. Renter acknowledges that FlexClub is not responsible for the acquisition, cost or maintenance of any devices, subscriptions and/or services required in order for the Renter to provide transportation services via Lead Generation Platforms. Renter will cease all use of the FlexClub Services and delete their Renter ID from the website in the event that Vehicle Asset Owner and/or Renter ceases to use of FlexClub Services via the FlexClub website. Renter acknowledges and agrees that use of the Lead Generation Platforms to provide transportation services will require access to certain driver applications, a mobile phone and related devices and an active data plan with a wireless carrier associated with the mobile device, which device and/or data plans will be obtained at Renter’s own expense, and that FlexClub shall not be responsible or liable for any fees, costs or overage charges associated with any purchase or a device or data plan.
- Location Based Services. Renter acknowledges and agrees that his or her geo-location information must be provided to the FlexClub Services via a device installed in the Vehicle Asset in order for FlexClub to provide all FlexClub Services the Vehicle Asset Owner and the Renter. Renter acknowledges and agrees that: (a) his or her geo-location information will be monitored and tracked by the FlexClub Services until the Renter either purchases or returns the Vehicle Asset to either the Vehicle Asset Owner or FlexClub and/or its Affiliates in the Territory. In addition, FlexClub may monitor, track, share and use Renter’s geolocation information obtained via tracking devices for safety, security, technical, marketing and commercial purposes, including to provide and improve FlexClub’s products and services.
- Renter Requirements. Renter agrees that he or she shall at all times: (a) hold and maintain (i) a valid driver’s license with the appropriate level of certification to operate the Vehicle Asset rented to them, and (ii) all licenses, permits, approvals and authority necessary to provide passenger transportation services to third parties in the Territory; (b) possess the appropriate and current level of training, expertise and experience to provide transportation services in a professional manner with due skill, care and diligence; and (c) maintain high standards of professionalism, service and courtesy. Renter agrees that he or she may be subject to certain background and driving record checks from time to time in order to qualify to provide, and remain eligible to provide, transportation services via Lead Generation Platforms in the Territory. Renter may be restricted from accessing or using the FlexClub website and/or FlexClub Services if Renter fails to meet the requirements set forth in this Renter Addendum or if Vehicle Asset Owner fails to meet the requirements set forth in the Agreement.
- Modification. From time to time, Renter may be required to enter into updated versions of this Addendum in order to continue to have access to the FlexClub Services and the Vehicle Asset.
- Insurance. Renter represents and agrees that he or she holds or is otherwise covered by a valid policy of liability insurance (in industry-standard coverage amounts) which complies with all relevant laws with respect to Renter’s operation of the Vehicle Asset under this Addendum. Renter shall notify FlexClub (or any Affiliate that may be designated by FlexClub from time to time) as soon as reasonably possible, and in any case within thirty (30) days, of any incident which may give rise to an insurance claim.
- No Third Party Beneficiary. The parties acknowledge that FlexClub and its Affiliates in the Territory are third party beneficiaries to this Addendum. FlexClub will have the irrevocable right (and will be deemed to have accepted the right unless this is rejected promptly after receipt of a copy of the executed Addendum) to enforce the Addendum against Vehicle Asset Owner and Renter as a third party beneficiary thereof.
By clicking “I accept” or signing below (as such may be required by applicable law), Renter expressly acknowledges that he or she: (i) has read and understood this Addendum; (ii) has had the opportunity to consult with others (including an attorney) regarding this Addendum; (iii) agrees to be bound by the terms and conditions of this Addendum; and (iv) is legally competent to enter into this Addendum.