OneTouch Terms and Conditions
Last Updated: May 2, 2022
Terms and Conditions
These OneTouch Terms and Conditions (the “
”) supplement, and in the event of any conflict, supersede, the terms of the Services Agreement between Bringg and Customer or other similar agreement that incorporates the OneTouch Terms by reference (the “
”). The OneTouch Terms apply to Customer’s use of one or more External Carriers (as defined in the Bringg MSA) that Bringg makes available to Customer through its Delivery HUB (the “
”) under the OneTouch program, whereby Customer may receive services from an External Carrier under a contract that Bringg has executed with such External Carrier; for clarity, these OneTouch Terms do not preclude Customer from using External Carriers outside of the OneTouch program (e.g., where Customer has contracted for the External Carrier services directly with the External Carrier). The OneTouch Terms may be updated from time to time, and any such updates will be posted on this website. Customer is responsible for checking for any change to these OneTouch Terms. Continued use of the External Carriers’ services hereunder after a change has been posted constitutes Customer’s acceptance of any new or modified terms.
All capitalized terms used in these OneTouch Terms that are not defined herein but are defined in the Bringg MSA shall have the meaning given to them in the Bringg MSA.
External Carriers that are made available through the HUB may require its end users (i.e., Customer) to use such External Carrier’s services in accordance with a set of terms and conditions made available by such External Carrier (each, “
End User Terms
”). In such cases, Bringg shall present the End User Terms to Customer, which may be made available on Bringg’s website. The End User Terms may include, among other provisions, use restrictions and disclaimers of liability. Customer is responsible for compliance with the End User Terms. Bringg is not a party to any End User Terms and is not liable to either Customer or the External Carrier for compliance with the terms of any such agreement. Customer acknowledges and agrees that each External Carrier reserves the right to enforce these OneTouch Terms as well as any End User Terms presented to Customer.
The services provided by an External Carrier are not considered “Services” as defined in the Bringg MSA, and Customer will not be entitled to any warranties, indemnification, support or the like by Bringg that are applicable to Services in the Bringg MSA.
Bringg will invoice Customer daily (or as may otherwise be agreed between Bringg and Customer in accordance with Section 6 below) for the fees payable by Customer for the associated External Carrier services, as well as a reasonable processing fee, and such invoices shall be due upon receipt. Such fees will not be considered “Consideration” as defined in the Bringg MSA insofar as Bringg’s limitation of liability to Customer under the Bringg MSA is tied to the amount of Consideration paid by Customer under the Bringg MSA.
The billing method for the receipt of the External Carriers’ services will be either: (a) deposit of at least two (2) months of expected External Carriers’ services, as may be updated from time to time in accordance with the applicable order volumes; or (b) Credit card payment with daily settlement, as shall be offered and approved by Bringg. Customer acknowledges that Bringg reserves the right to delay the activation of the External Carriers’ services, until the actual payment of the deposit/ provision of credit card details, depending on the selected billing method. In addition, Customer acknowledges that the deposit amount may be updated by Bringg from time to time, based on the actual volume of the External Carriers’ services consumed by Customer and estimates for such future use.
When External Carrier delivery personnel are fulfilling their services to Customer, such delivery personnel will be considered Mobile Personnel and the provisions of the Bringg MSA applicable to Mobile Personnel shall apply to such delivery personnel, mutatis mutandis. Cu
tomer instructs Bringg to provide Customer Data to each of its selected External Carriers in connection with Bringg’s provision of the Services.
Disclaimer of Warranty and Liability
. Customer acknowledges that (i) it is choosing to use one or more External Carriers in connection with its use of the Services at its sole discretion; (ii) Bringg neither provides nor endorses the External Carrier services and has no control over the External Carrier; (iii) Customer bears all risks associated with using or relying on the External Carrier services, and Bringg will not be responsible for any act or omission of any External Carrier and/or the performance, functionality, reliability, coverage, quality or availability of any External Carrier services. For the avoidance of doubt, any rights or warranties granted to Customer regarding the External Carrier services are made available, if at all, directly by the applicable External Carrier under the End User Terms, and not by Bringg.
Notwithstanding the foregoing, Bringg may stop any transaction or take other actions as needed to restrict access to or availability of any External Carrier services through the HUB, that does not comply with Bringg’s terms and conditions for such External Carriers and/or that otherwise might adversely affect Bringg’s customers.
It is understood and agreed that any External Carrier may at any time withdraw from participation in Bringg’s HUB. In such event, Bringg will promptly notify Customer thereof and Customer shall no longer be able to receive such External Carrier’s services through Bringg.
NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL BRINGG BE LIABLE FOR ANY CLAIMS, LOSSES, DAMAGES OR LIABILITY IN ANY MANNER WHATSOEVER RELATED TO OR ARISING FROM THE EXTERNAL CARRIER SERVICES OR THE END USER TERMS, REGARDLESS OF WHETHER BRINGG HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
External Carrier services available through the HUB may come with no support or target “SLAs” or may have varying levels of support and SLAs. Any available support and SLAs of External Carriers shall be as described in the End User Terms or in its associated documentation and shall be subject to any limitations and restrictions set forth in such End User Terms and/or such documentation. In any event, Customer agrees and acknowledges that Bringg has no responsibility for providing support or achieving any SLAs with respect to External Carrier.
These OneTouch Terms shall be effective as of the Effective Date of Bringg MSA, and unless earlier terminated otherwise, shall be coterminous therewith.