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The company identified within this sign-up page (“Company”) at this moment accepts and agrees to this Turvy Health Product Addendum (“Product Addendum”) to the Turvy for Business General Terms and Conditions (“General Terms”), which constitutes a legally binding agreement by and between Company and Turvy Pty Ltd, an Australian company registered in New South Wales (ABN 75 622 611 894), registered at 14/19A, Market Street, Wollongong NSW 2500, Australia (“Turvy”). Capitalised terms used but not otherwise defined herein shall have the meaning ascribed to such terms in the General Terms. In the event of any conflict between the terms of the General Terms and this Product Addendum, the terms of this Product Addendum shall govern. This Product Addendum sets forth the terms a Company may utilise the Dashboard to enable Turvy Health. The company’s use of Turvy Health is subject to this Product Addendum, as it may be modified or updated by Turvy as outlined in the General Terms.
1. Definitions.
The following terms, as may be used only in this Product Addendum, shall have the meanings set forth below: “Active User” means an individual with an active personal Turvy user account for the Turvy Service, the creation of which requires (i) registering with Turvy and (ii) accepting the End User Terms. “Turvy Health User” means an Active User or Guest User. “Turvy Health User Data” has the meaning outlined in section 2.2. “Designated Recipient” means an individual authorised by a Turvy Health User to provide information to Turvy and receive notifications from Turvy, including but not limited to SMS messages, regarding such Turvy Health User’s trip. “Guest User” means an individual who is not an Active User. “Turvy Health” means the Turvy for Business product that, in connection with Turvy’s technology systems, enables the Company to request rides on behalf of the Company’s customers, clients, or other authorised individuals using the Turvy Health product.
2. Provision of Services to Company
2.1. Access to Services.
Upon executing this Product Addendum, Turvy will use commercially reasonable efforts to enable the Company to access Turvy Health via the Dashboard. In addition to the Dashboard features described in the General Terms, the Dashboard will allow Company to (a) request rides on behalf of Turvy Health Users and (b) view a monthly statement setting forth trips requested on Turvy Health Users. Company expressly acknowledges and agrees that (i) any transportation services provided to Turvy Health Users are provided neither by Turvy nor by Company, but by independent third-party transportation providers; and (ii) Company is acting solely as an administrative agent of Turvy Health Users to relay requests for transportation services on behalf of Turvy Health Users. The company acknowledges that any Administrator utilising Monthly Billing will incur User Charges to the account of the Company and not to the applicable Turvy Health User's account or credit card.
2.2. Active Users; Guest Users; Designated Recipients.
(a) Before requesting the Turvy Service on behalf of any Turvy Health User, Company shall obtain from the Turvy Health User and submit to Turvy the following information concerning such Central User: (i) first and last name; (ii) active mobile phone or landline number; (iii) pick-up and drop-off location; and (iv) pick-up time and other optional trip-related data (e.g. billing code, room number, trip purpose, and message to driver-partner) (“Turvy Health User Data”), to permit Turvy to confirm whether such Turvy Health User is an Active User or a Guest User. The company shall ensure that all data provided to Turvy is accurate and complete. Turvy shall not be liable to Company, any Turvy Health User or any other party concerning inaccurate or incomplete data supplied by Company.
(b) Company shall be solely responsible for contacting, or facilitating contact with, any Guest User for whom Company requests the Turvy Services. Turvy shall have no responsibility for getting or providing messaging under this Product Addendum to any individual who is not an Active User.
(c) Company acknowledges that any Turvy Health User may be suspended or banned from use of the Turvy Service due to future or past violations of the End User Terms of Turvy’s Community Guidelines, available at https://www.turvy.net/community-guidelines as may be updated by Turvy from time to time, ("Violations") and that in those circumstances Turvy shall have no obligation or liability related to a Turvy Health User that is unable to utilise the Turvy Services. (d) The company may provide Turvy with the name and phone number of Designated recipients (s) for Turvy (at Turvy’s sole discretion) to provide notifications and detailed trip information, including real-time trip status, regarding a Turvy Health User’s trip to such Designated Recipient, including via SMS. Turvy shall not be liable to Company, any Central User, any Designated Recipient, or any other party concerning inaccurate or incomplete information supplied by Company related to any Designated Recipient.
2.3. Restrictions.
Company agrees to and to cause all Turvy Health Users to use the Turvy Service and Turvy App solely as outlined in this Product Addendum, the General Terms, and the End User Terms; provided, however, that in the event of a conflict between this Product Addendum, the General Terms and the End User Terms concerning Company or any authorised Turvy Health User or an Administrator employing Monthly Billing with the Turvy Service, the terms of this Product Addendum shall control, followed by the General Terms, then the End User Terms. Turvy reserves the right to suspend the Company’s use or any Administrator’s use of Turvy Health and the Corporate Account for violations of this Product Addendum, the General Terms or the End User Terms.
2.4. Booking requirements.
The company represents and warrants that it is solely responsible for: (i) deciding an Active User or Guest User’s eligibility to use Turvy Health; (ii) requesting the form of transport that is most suitable for that person; and (iii) deciding how transportation options are made available to that person. In addition, Company is prohibited from using the Dashboard and Turvy Health product to transport Active Users or Guest Users: (a) as a substitute for ambulatory services; (b) for any purpose where emergency or non-emergency patient transport is more appropriate; or (c) who the Company, in its discretion, considers that the person is high risk. The company ensures that its practices are current with public health information and updates related to COVID for the city and state. It is booking trips using the Dashboard and Turvy Health products.
3. Fees and Payments
3.1. Service Fees and User Charges.
(a) Company will pay a monthly fee for the use of Turvy Health (a “Service Fee”), which shall equal the amount set forth during the account creation or as otherwise assessed by Turvy after providing at least thirty (30) days prior written notice of such fee to the Company. The Service Fee is exclusive of any GST. If GST is payable on the supply for which the Service Fee is considered, the Company agrees to pay an additional amount equal to the GST while the Service Fee is payable.
(b) Company shall pay all User Charges Turvy properly assesses to Company for its use of Turvy Health. Such User Charges shall be paid for through the payment card associated with the Corporate Account unless Company participates in Monthly Billing. The Company shall pay such User Charges by section 5 of the General Terms. The company acknowledges and agrees that (i) the Company makes payment of User Charges on behalf of Turvy Health Users for transportation or other services that Turvy Health Users obtain through the use of the Turvy Services; and (ii) the User Charges are not a consideration for any service provided by Turvy.
(c) Unless expressly stated otherwise in this Product Addendum, all amounts payable or consideration to be provided under this Product Addendum are exclusive of GST. If GST is payable on any supply made under this Product Addendum by Turvy, for which the consideration is not expressly stated to include GST, Company agrees to pay Turvy an additional amount equal to the GST at the same time that the review for the supply, or the first part of the consideration for the store (as the case may be), is to be provided.
3.2. Billing Options.
(a) Under section 5 of the General Terms, Turvy may, in its sole discretion, elect to qualify Company to participate in Monthly Billing.
(b) If Company does not participate in Monthly Billing, (i) User Charges incurred in connection with this Product Addendum shall be paid through the payment card associated with the Corporate Account; and (ii) Turvy shall charge Company for Service Fees incurred during each calendar month of the Term in which Monthly Billing was not utilised (each a “Service Fee Invoice”). All fees under each Service Fee Invoice shall become due and payable upon the issuance of such Service Fee Invoice.
3.3. Non-payment.
Turvy reserves the right to immediately charge the Company card if any Monthly Statement has not been paid as of the applicable due date. Turvy reserves the right to suspend the Company’s account immediately and suspend any or all Monthly Billing in the event of any unpaid fees by the Company due to past due Monthly Statements (as applicable), an invalid card on the Corporate Account or a rejected Company card transaction. Turvy further reserves the right to pursue any remedies available to it under applicable law, including reporting the Company to appropriate credit reporting agencies, in the event of any unpaid fees hereunder. After full payment of late fees, re-establishing the Corporate Account shall be at Turvy's discretion.
4. Privacy and Data Security
4.1. Lawfulness.
Company agrees to inform and have an applicable legal basis to Process Personal Data and, where necessary, obtain consent from each Turvy Health User: (i) to provide Turvy Health User Data to Turvy; (ii) for Turvy to provide Company and any Designated Recipients with detailed information on, and real-time trip status of, the rides charged to Company's Corporate Account; and (iii) to receive short message services (“SMS”) and emails from Turvy, and for Turvy to otherwise contact each Turvy Health User to provide the Turvy Service or to provide any communications under the General Terms and this Product Addendum.
4.2. Restrictions.
Turvy shall Process the Turvy Health User Data solely for the purposes described in this Product Addendum and the General Terms.
4.3. Damages.
Damages arising from the Company’s breach of this “Privacy and Data Security” section shall not be subject to the limits of liability outlined in the General Terms.
5. Effect of Termination.
All outstanding payment obligations and sections 3-5 shall survive the termination of this Product Addendum.
6. Warranty.
In addition to the warranties outlined in the General Terms, Company represents and warrants that Company has obtained rights, permission and legally adequate consent from Central Users (a) to share such Central User’s data with Turvy, (b) to receive SMS messages from Turvy in connection with Turvy Health and the Turvy Service; and (c) for Turvy to provide Company and any Designated Recipients with detailed trip information, including real-time trip status, for the rides charged to Company’s account. In addition to the warranties outlined in the General Terms, Company represents and warrants that Company has obtained the rights, permission and legally adequate consent from Designated Recipients (i) to share such Designated Recipient’s data with Turvy and (ii) to receive SMS messages from Turvy in connection with Turvy Health and the Turvy Service or to provide any communications under this Product Addendum. The company acknowledges that it may elect to utilise the Dashboard to request the Turvy Service and provide access to Monthly Billing on behalf of Guest Users. Any such election is at Company's sole discretion, and, in addition to Company’s indemnity obligations under the General Terms, Company, therefore, will indemnify, defend and hold harmless Turvy, its Affiliates and their directors, officers, employees and agents against all claims, damages, losses and expenses (including reasonable attorney's fees) concerning any third-party claim arising out of or related to the use of the Turvy Service by any Guest User. Damages arising from the Company’s breach of this “Warranty” section shall not be subject to the limits of liability outlined in the General Terms.
