TERMS AND CONDITIONS OF OUR WEBSITE AND MOBILE APPLICATION USE

These Terms and Conditions of Our Website and Mobile Application Use (“Terms”) are entered into by Omnidya, Inc., a Delaware corporation (“Company” or “Omnidya”), and you the user of https://www.omnidya.com// and any of its subpages and the Omnidya mobile application (collectively, “Site”). These Terms govern your use of the Site, including without limitation your use or access to the Site, our services, and software (collectively, “Services”). References in these Terms to “we,” “us” or “our” mean Company and references to “you” or “your” mean you the user of the Site and Services.

PLEASE READ THESE TERMS CAREFULLY. THESE TERMS SET FORTH THE LEGALLY BINDING TERMS AND CONDITIONS FOR YOUR ACCESS AND USE OF THE SITE AND SERVICES. THESE TERMS LIMIT OUR LIABILITY TO YOU, RELEASE US FROM CERTAIN CLAIMS REGARDING THE SERVICES, REQUIRE YOU TO ARBITRATE ANY DISPUTES YOU HAVE WITH US AND HAVE YOU WAIVE THE ABILITY TO BRING CLAIMS AGAINST US IN A CLASS ACTION FORMAT.

IF YOU DO NOT AGREE WITH THESE TERMS, PLEASE DO NOT USE OR PURCHASE OUR PRODUCTS OR SERVICES.

1. Binding Effect
   The Company provides you with access to information and Services via the Site. This is a binding agreement which, together with our privacy policy available at [Insert Hyperlink to Privacy Policy] (“Privacy Policy”), which is hereby incorporated by reference and made a part of these Terms), governs your use of the Site and Services. By using the Site and Services, you agree to abide by these Terms as they may be amended from time to time and agree to the use of cookies and other tracking technologies as further set forth in our Privacy Policy. If you choose to purchase or engage the Company for any of its products and services, you will be asked to enter into a separate written agreement with the Company, including without limitation our [Service Agreement] (such agreements will be considered a “Service Agreement”), which will govern the terms and conditions of your purchase and the services to be provided by Company to you. Products may not be deemed purchased and services will not be rendered until after all such applicable agreements are executed by you and by us. If any provision of these Terms conflicts with any terms in the Service Agreement, the terms of your Service Agreement with the Company will govern as it relates to the products and services provided to you by us, and these Terms will govern as it relates to your use of the Site and Services. All rights not expressly granted herein are reserved by Company. However, to the extent your use of a product or Service involves or is integrated with products or services of affiliated companies, any terms and policies covering those products or services may also apply.
2. Qualifications
   You must be at least sixteen (16) years old to use the Site and Services. If you are under the age of 16 years old, please do not access the Site. You represent that you are of legal age and are legally capable to form a binding contract, and with respects to legal guardians of minors who are between the age of 16 to 18, are authorized to consent to these Terms on behalf of your minor who is between the age of 16 to 18 years old. Your use of the Site and Services are subject to all applicable federal, state and local laws and regulations. You represent that all information you have submitted to the Company on or through the Site and Services, is accurate and complete. We will not be liable for any damages that may result from a misrepresentation of age or legal capacity by a user of our Site.
3. Term and Termination
   These Terms will remain in full force and effect while you use the Site and Services. These Terms may be terminated by the Company for any or no reason, including without limitation if you breach any of the provisions set forth in these Terms or any Service Agreement between you and the Company. Termination shall be without prejudice to any other right or remedy to which we may be entitled under law or equity. The Company may restrict, suspend or terminate your access to the Services and/or all or any part of the Site, with or without notice, at any time.
4. Contact
   By providing your personal information, including without limitation your name, address, phone number, availability for calls, email address, and other information that may reasonably identify you (collectively, “Personally Identifiable Information”), to the Company, you are consenting to be contacted by the Company and our associated insurance providers by telephone, email, text, or other methods of communication dependent on the information you have provided to us to talk about the Services, your insurance needs or quote requests, our product or service offerings, and to provide you information of offers you may be interested in, including a response to quotes you have requested from us or our associated insurance providers. If you provide us your telephone number, you are explicitly agreeing that we may call you even if you have opted into the National Do Not Call List administered by the Federal Trade Commission or any state equivalent Do Not Call List. Message and data rates may apply. You can also opt-in to join our mailing list to receive alerts and promotional information about any products and services offered by the Company.

   If you no longer want to receive communications from us, you must notify us directly or follow the opt-out instructions found in our communications, including:

   • To stop receiving emails at any time, follow the steps to unsubscribe in any email you receive from us.
   • To stop receiving SMS/text messages at any time, text STOP to the Omnidya telephone number(s) we used to communicate with you.

     We may however still send you electronic notices or mail as it relates to your personal accounts and purchases, or in response to your communications which you initiated.

     If any of your telephone number or email changes, or if you’re no longer the owner, subscriber or primary user of a telephone number or email that you’ve provided, you agree to notify us immediately of such facts so that we may update our records.

5. Products and Services.
   Omnidya does not offer all of the products or services described on the Site in all states. None of the information contained in the Site should be viewed as an offer to sell or as a solicitation to purchase any of our products or services. Rather, the information on our products and services is provided to you so that you can learn what products and services we generally offer. We may make improvements and/or changes in the products, services and/or programs described on the Site at any time without notice.

   Insurance coverage statements on the Site are for general description purposes only. Any content on the Site shall not amend, modify or supplement any insurance policy. Consult the policy coverages in your policy document, your agent or contact us for the name of an agent who can supply you with details regarding terms, conditions, coverage, exclusions, products, services and programs which may be available to you. Your eligibility for particular products and services is subject to the final determination of certain qualifications and acceptance by us and our underwriting partners providing such products or services and will be subject to you entering into a Service Agreement.

   The Site does not make any representations that coverage does or does not exist for any particular claim or loss, or type of claim or loss, under any policy. Whether coverage exists or does not exist for any particular claim or loss under any policy depends on the facts and circumstances involved in the claim or loss and all applicable policy wording.

   Unless otherwise specified, products and services are available in the United States only.

6. Electronic Transactions.
   You may formally apply for our insurance offerings electronically on our website. You represent that all information provided in your application is true, accurate, current and complete. By doing so, you are consenting to electronically sign” your insurance application and state-mandated forms rather than signing paper copies in wet ink. You may withdraw your consent to conduct this insurance purchase electronically by terminating the session at any time before your transaction is completed.

   Our website may contain an interactive insurance planning tool which provides suggestions about which insurance coverage, limits and deductions may be right for you and the potential discounts you may receive if you decide to participate in our Computer Vision Program. You are responsible for reviewing the questions and defaulted answers or contacting us for accuracy before completing the transaction.

7. Accounts.
   If you decide to purchase our products or insurance service offerings, you may be required to download our mobile app and register and create an account on our Site. When you create an account with us, you guarantee that you are over the age of 16 and that the information you provide us is accurate, complete and current at all times. Inaccurate, incomplete or obsolete information may result in the immediate termination of your account and use of the Service. As part of the registration process, you will be asked to provide us with certain personal information about you including your name, email address, address, date of birth, how you heard of us and other Personal Identifiable Information. We will also ask you to create a password for your account. To sign in to your account you will be asked to provide us with your email address on file and the password that you have created (collectively, “Account Credentials”). You are responsible for maintaining the strict confidentiality of your Account Credentials. Your commitment to maintaining the strict confidentiality of your Account Credentials is a material condition of your access and use of the Service. You agree to accept responsibility for any and all activities or actions that occur under your Account Credentials. You must not allow others to use your Account Credentials, and you agree to notify us immediately if you have reason to believe that someone is using your Account Credentials without your permission or upon becoming aware of any breach of security or unauthorized use of your account. Except to the extent required by law, we will not be liable for any losses arising out of the unauthorized use of your Account Credentials, either with or without your knowledge.

   If you purchase automobile insurance from us, your account will be linked to your vehicle, driving history records, and other “good driver” metrics and sensitive information that we may collect from you in order to confirm that you qualify to receive certain benefits and discount programs that we may offer. You should be mindful of any communication requesting that you submit your Account Credentials or credit card or other account information. Providing your information in response to these types of communications can result in identity theft. Always access your sensitive account information by going directly to our Site and not through a hyperlink in an email or any other electronic communication, even if it looks official. We reserve the right, without notice and in our sole discretion at any time, to terminate your right to access and use the Site or any component thereof and to block or prevent future access to and use of the Site and to delete your account and any related information.

8. Products Facilitating Access to Your Vehicle and its Drivers.
   Some of our products and service offerings facilitate our access to you, your vehicle and how you or other individuals drive your vehicle. If you decide to participate in our Computer Vision Program, you may be required to use and keep open our mobile app and install a dashcam to your covered vehicle(s) that you wish to insure with us. The dashcam and the Omnidya mobile app will be programmed to record certain vehicle information and general behaviors of drivers of your vehicle to evaluate several risk behavior factors to qualify you for certain insurance premiums that we offer, including without limitation your vehicle identification number, speed information, odometer readings, battery use management information, battery charging history, electrical system functions, gasoline use management information, safety related data (including information regarding the vehicle’s SRS systems, brakes, security, e-brake), data about any issues that could materially impair operation of your vehicle; data about any safety critical issues; vehicle and drive state data (including the road segment data and current location); computer vision data such as tailgating, drowsiness detection, facial recognition, and other data to assist in identifying and analyzing the performance of the vehicle and its driver (collectively, “Vehicle Data”). By participating in our Computer Vision Program and installing the dashcam and/or using our mobile app, you agree to our recording of Vehicle Data and certain behaviors of your vehicle and its drivers, both inside and outside of the vehicle, and to link certain collected information to your accounts which can be controlled and accessed by you through the Site. The dashcam and mobile app will not include a mic, and we will never record your conversations or record your voice for any purpose.

   We will only use information collected by our dashcam and mobile app as described in these Terms, the Privacy Policy and the Service Agreement, including without limitation to (a) provide you with the above functionalities, (b) collect information about certain aspects of a vehicle’s state and performance, (c) collect information about the use of the vehicle in order to assess your qualifications to participate in our Computer Vision Program, (d) process claims and work with our insurance provider partners to assess and process insurance claims when applicable, and (e) improve our product and service offerings and customer services and outreach.

   We will maintain administrative, technical, and physical safeguards designed to protect all Personal Identifiable Information, including Vehicle Data, collected through our Site and Services against accidental, unlawful or unauthorized destruction, loss, alteration, access, disclosure or use. Subject to our Privacy Policy, we will only retain your Personal Identifiable Information and Vehicle Data for as long as necessary to provide you with our service and products, unless otherwise authorized by you, or required or authorized by applicable law.

   If you are installing our dashcam or any one of our products on a vehicle, operated or managed by a third party or where other individuals other than you may use such vehicle (collectively, “Other Parties”), you represent and warrant to us that you have notified those Other Parties, to the extent required by law, and obtained all approvals, permissions, consents and authorizations, if and as required from such Other Parties, for installation and operation of the dashcam of the vehicle, the dashcam installation location, and the use of the dashcam to facilitate our processing of risk behavior factors to qualify you for certain automobile insurance premiums.

   You further represent and warrant to us that the location where our dashcam is installed is safe for individuals who access your vehicle, and that the installation of our dashcam at that location will not disrupt or negatively affect any other systems, locks, or other protections or infrastructure of your vehicle.

9. Payments.
   We may allow you to pay our fees for products and services through the Site. By making payments through our Site, you authorize the Company to charge your debit or credit card or other payment account, the fees of our products and services. You acknowledge that any payments made through our Site are processed by our third party payment processing vendor. If you wish to make a payment through our Site, you may be asked to supply certain relevant information, such as your credit card number and its expiration date, your billing address and your shipping information. YOU REPRESENT AND WARRANT THAT YOU HAVE THE RIGHT TO USE ANY DEBIT OR CREDIT CARD OR OTHER PAYMENT ACCOUNT THAT YOU SUBMIT IN CONNECTION WITH A TRANSACTION. You agree to pay all charges incurred by you or on your behalf through our Site, at the prices in effect when such charges are incurred. In addition, you are responsible for any taxes applicable to your transactions. You agree that the Company shall not be responsible or liable for any overdraft charges or fees which you might incur as a result of the Services. You agree to refrain from making any chargebacks to our account or to cancel the credit card that is provided to the Company without the Company’s prior written consent. You will be held responsible for any fees associated with recouping payment on chargebacks and any collection fees associated therewith. ALL PAYMENTS FOR PRODUCTS AND SERVICES ARE NON-REFUNDABLE EXCEPT AS SPECIFICALLY SET FORTH IN THESES TERMS, THE SERVICE AGREEMENT OR AS OTHERWISE AGREED IN WRITING BY YOU AND THE COMPANY.
10. Monthly Payment Plan.
    We may provide the option to pay for our products and services through a monthly payment plan (“Monthly Payment Plan”).

    BY OPTING TO PARTICIPATE IN OUR MONTHLY PAYMENT PLAN, YOU AGREE TO AUTHORIZE THE COMPANY TO CHARGE YOUR DEBIT OR CREDIT CARD OR OTHER PAYMENT ACCOUNT THE FEES ASSOCIATED WITH THE PRODUCT AND SERVICE OFFERING YOU SELECTED. YOU ACKNOWLEDGE AND AGREE THAT THE COMPANY WILL NOT OBTAIN ADDITIONAL AUTHORIZATION FROM YOU FOR EACH RECURRING FEE CHARGED TO YOUR DEBIT OR CREDIT CARD OR OTHER PAYMENT ACCOUNT. YOU ARE SOLELY RESPONSIBLE FOR ALL CHARGES, FEES, DUTIES, TAXES, AND ASSESSMENTS ARISING OUT OF ANY USE OF YOUR ACCOUNT OR THE MONTHY PAYMENT PLAN SELECTED BY YOU OR ANYONE ELSE USING YOUR ACCOUNT. IN ADDITION, YOU AGREE THAT THE COMPANY SHALL NOT BE RESPONSIBLE OR LIABLE FOR ANY OVERDRAFT CHARGES OR FEES WHICH YOU MIGHT INCUR AS A RESULT OF YOUR PARTICIPATION IN OUR MONTHLY PAYMENT PLAN PROGRAM. YOU UNDERSTAND AND AGREE THAT IF YOU PARTICIPATE IN OUR MONTHLY PAYMENT PLAN PROGRAM, THIS CONSUMER TRANSACTION INVOLVES A NEGATIVE OPTION, AND YOU MAY BE LIABLE FOR PAYMENT ON PRODUCTS UNDER THESE TERMS IF YOU FAIL TO NOTIFY THE COMPANY TO CANCEL OUR SERVICES. YOU MUST PROMPTLY NOTIFY US IF YOUR DEBIT OR CREDIT CARD IS LOST, STOLEN, OR USED WITHOUT PERMISSION. IN SUCH AN EVENT, WE WILL REMOVE THAT DEBIT OR CREDIT CARD NUMBER FROM YOUR ACCOUNT AND UPDATE OUR RECORDS.

11. Intellectual Property.
    The Company will retain the exclusive ownership of all right, title, and interest in and to all intellectual property rights related to the Site, Services, materials, documents, handouts, guides, ideas, content, graphics, images, videos, audio, “look and feel,” features, functionality, techniques, methods, analysis, creative concepts, deliverables, processes, methods, scripts, patents, patent applications, inventions, copyrights and copyright materials, business name, logos, trademarks and trade names, trade secrets and know-how relating to the Services or Site together with all of the goodwill associated therewith, derivative works, and all other rights which the Company may have at any time created, adopted, used, registered, or been issued world-wide (collectively, “Company IP”). The Company grants you a limited, revocable, non-exclusive license to access the Site to view the Site’s content. Any other use of the Site, Services and Company IP is expressly prohibited. You acknowledge that you have no right or interest in the Company IP (except as expressly permitted by these Terms or a Service Agreement). You will not acquire or attempt to acquire, for yourself or for others, or grant or attempt to grant, any rights in or to any of the Company IP, either through registration or use. You will not reproduce, duplicate, create derivative works of, copy, sell, resell or exploit any portion of any Company IP, except as permitted under these Terms or a Service Agreement. We reserve the right in our sole discretion to edit or delete any information or other content appearing on the Site at any time without consent or notice.
12. User Comments, Messages, Feedback And Other Submissions; Your License To Us.
    If you send certain specific submissions, reviews, testimonials, commentary, feedback or other materials, whether online, by a third party social media website, by linking to or interacting with our social media accounts on third party social media websites, by email, by postal mail, or otherwise, whether with or without our consent (collectively, “posts”), you agree that we may, at any time, without restriction, edit, copy, publish, distribute, translate and otherwise use in any medium worldwide any posts that you forward to us. We are and shall be under no obligation: (a) to maintain any posts in confidence; (b) to pay compensation for any posts; or (c) to respond to any posts.

    By providing, publishing, posting or displaying posts you: (i) represent and warrant that (1) you own or otherwise have all necessary rights to the posts and have the right to grant the applicable license set forth herein, (2) the posts comply with all applicable laws, and (3) you are at least eighteen (18) years old; and (ii) grant to us a royalty-free, worldwide, perpetual, irrevocable, non-exclusive, fully paid, and fully transferable, assignable, and sublicensable worldwide right and license to copy, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, display, publish, broadcast, make, sell, export, and otherwise use the posts (in whole or part) on this website or otherwise, and/or to incorporate it in other works in any form, media or technology now known or later developed in any and all jurisdictions. We cannot be responsible for maintaining any posts that you provide to us; therefore, you should retain copies of all such data and information for your own records.

    You represent and warrant that posting and publishing any such posts on or in connection with our products or Service does not violate any third party intellectual property, publicity, privacy or contract rights. You shall not submit any posts which are libelous, defamatory, obscene, pornographic, threatening, invasive of privacy or publicity rights, abusive, illegal or otherwise objectionable that would constitute or encourage a criminal offense, violate the rights of any party, or that would otherwise give rise to liability, or violate any law or obligation of confidentiality. You do not need to use your real name to submit a post, but don’t impersonate an individual or an entity in a misleading or deceptive manner. Your posts will be authentic and will not cheat or engage in content manipulation (including spamming or subscriber fraud) or otherwise interfere with or disrupt the Site and users of the Site. We assume no and disclaim all responsibility or liability arising from the posts or for any error, defamation, libel, slander, omission, falsehood, obscenity, pornography, profanity, danger or inaccuracy of any posts. We reserve the right, in our sole discretion, to post, reject to post, refuse to post or remove any post by you (in whole or in part), or to restrict, suspend or terminate your access to all or any part of the Service at any time, for any or no reason, with or without prior notice, and without liability.

    We are not required in any way to publish any of your posts. Additionally, we reserve the right to remove any post you share on our Site at our sole discretion. We can refuse to provide or stop providing all or part of the Service to you (including terminating or disabling your access to submit posts) immediately to protect our services, Company IP and customers, or if you create risk or legal exposure for us, violate these Terms, our Privacy Policy, Service Agreements or other policies, if you repeatedly infringe other people’s intellectual property rights, or where we are permitted or required to do so by law. We can also terminate or change the Service, remove or block content or information shared on our Service, or stop providing all or part of the Service if we determine that doing so is reasonably necessary to avoid or mitigate adverse legal or regulatory impacts on us.

13. Prohibited Conduct.
    Any of the following actions (or attempts to do such actions) by you or by any person using your Account Credentials will constitute a material breach of these Terms:
    • Access (or attempt to access) the Company IP in any manner other than as expressly permitted by these Terms or any Service Agreement.
    • Share your Account Credentials with any unauthorized third party.
    • Provide our Company IP to access any vehicle that is not a vehicle which you own or lease in your name.
    • Copy, in whole or in part, the Company IP.
    • Reverse engineer, decompile, disassemble or otherwise attempt to derive or gain access to the Company IP, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation.
    • Rent, lease, sell, sublicense (except as expressly permitted herein), assign, distribute, publish, transfer or otherwise make available the Company IP, Account Credentials, your posts, Vehicle Data to any third party other than to authorized individuals in your purchased insurance plan.
    • Use our Service and the Company IP in violation of any applicable law.
    • Use our Service and the Company IP in a way that is false or misleading.
    • Use our Service and the Company IP for the development of a competing software product or service.
    • Distribute or allow access or linking to our Service and the Company IP from any source other than through our Site.
    • Violate our policies as it relates to submitting posts through our Site, including without limitation uploading a post that infringes any third party’s rights, including a third party’s intellectual property right or uploading a post that contains any malware, software code or instructions designed to disrupt, disable, harm, interfere with or otherwise adversely affect computer programs, data files or operations, or other code typically described as a virus, Trojan horse, worm, back door or other type of harmful code that may damage any Company IP or Company databases.
    • Submit a post that has the purpose or effect of harassing, abusing, spamming, stalking, or threatening any individual or entity.
    • Allow third parties from operating your vehicles with our dashcam without providing notice and obtaining prior written consent from the third party vehicle operators, vehicle’s drivers or passengers as applicable.
    • Circumvent, or attempt to circumvent, any security measure or any feature in the Company IP or the Site that is intended to prevent unauthorized use of the Company IP or violations of these Terms, our Privacy Policy and any Service Agreement.
    • Access, store, use, or retain any Account Credentials for any Omnidya account other than your account.
14. DMCA/Copyright Policy. It is our policy to respect the copyright and intellectual property rights of others. If you upload content on our Site, we may remove such content that appears to infringe the copyright or other intellectual property rights, including moral rights, of others. In addition, we may, at our sole and absolute discretion, terminate your access to our Service if we believe you appear to infringe the intellectual property rights or other rights of others. 

    We comply with the Digital Millennium Copyright Act (“DMCA”). If you believe that something on our Site has infringed your copyright in any material way, please notify the Company and provide the following:

    • an identification of the intellectual property right claimed to have been infringed;
    • an identification of the material you claim is infringing so that we may locate it on the Site;
    • your address, telephone number, and email address;
    • a statement by you that you have a good faith belief that the disputed use is not authorized by the owner or its licensee, or the agent of either of the foregoing, or the law;
    • a statement by you that the above information in your notice is accurate and made under penalty of perjury; and
    • that you are authorized to act on behalf of the owner of the intellectual property interest involved.

      Please direct inquiries regarding intellectual property infringement issues by writing to the attention of the Company’s DMCA designated copyright agent who can be reached as follows:

      Omnidya, Inc.
      Attention: DMCA Designated Agent
      1201 2nd Avenue, Suite 901 A/B
      Seattle, Washington 98101
      Email: info@omnidya.com
      Telephone Number: __________________

15. Accuracy of Information. We assume no liability or responsibility for any omissions or errors (including, without limitation, typographical errors) or delays relating to the Services and information contained on the Site or through our Services. Any information presented on or through the Site and Services is available solely for general informational. No information contained on the Site or through the Services is intended to be considered legal or insurance advice. Any testimonials and examples described on the Site or Services are exceptional results and are not intended to represent or guarantee that anyone will achieve the same or similar results. Any reliance you place on information from the Site and Services is strictly at your own risk.
16. Disclaimer of Warranties.
    THE SITE, SERVICES AND ALL COMPANY IP PROVIDED IN CONNECTION THEREWITH ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. YOU ASSUME THE RISK OF ANY AND ALL DAMAGE OR LOSS FROM USE OF, OR INABILITY TO USE, THE SITE, SERVICES OR ANY COMPANY IP PROVIDED TO YOU IN CONNECTION THEREWITH. THE COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE OR USE, NON-INFRINGEMENT, PERFORMANCE OR ACCURACY. IN ADDITION, THE COMPANY DISCLAIMS (i) ANY ENDORSEMENT OF OR LIABILITY FOR CONTENT AND HYPERLINKS OR ANY SERVICES PROVIDED BY THIRD PARTIES THROUGH ITS SITE OR THE SERVICES; (ii) ANY LIABILITY FOR INACCURACY, INCOMPLETENESS OR TIMELINESS OF THE CONTENT ON ITS SITE OR COMPANY IP PROVIDED IN CONNECTION WITH THE SITE AND THE SERVICES; (iii) ANY LIABILITY FOR THE TRANSMISSION OF VIRUSES OR THE OCCURRENCE OF DATA CORRUPTION WHEN PARTICIPATING IN VIRTUAL SESSIONS OR UTILIZING MATERIAL PROVIDED TO YOU IN CONNECTION WITH THE SITE AND SERVICES; (iv) ANY LIABILITY FOR OTHER DAMAGES THAT MAY RESULT FROM THE TRANSMISSION, USE OR INABILITY TO USE THE SERVICES OR SITE OR CIRCUMSTANCES OVER WHICH THE COMPANY HAS NO PRACTICAL CONTROL; (v) ANY LIABILITY REGARDING WHETHER THE SITE, SERVICES OR ANY
17. OTHER PRODUCTS OR SERVICES DESCRIBED ON THE SITE WILL MEET YOUR REQUIREMENTS AND EXPECTATIONS; (vi) ANY LIABILITY RELATING TO THE SITE OR SERVICES BEING UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (vii) ANY LIABILITY REGARDING THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE OR SERVICES OR THAT THE SITE AND SERVICES WILL BE EFFECTIVE, ACCURATE OR RELIABLE; AND (viii) ANY LIABILITY FOR ANY DAMAGES, TEMPORARY OR PERMANENT INJURIES SUFFERED AS A RESULT OF YOUR USE OF OUR SITE OR SERVICES. YOU ACKNOWLEDGE THAT THE Company Does Not Guarantee That You Will Attain A Particular Result From The Use Of ANY OF OUR PRODUCTS AND Service DESCRIBED ON THE SITE.

    YOU UNDERSTAND AND AGREE THAT THE VIRTUAL OPERATION OF THE SITE AND SERVICES MAY INVOLVE BUGS, ERRORS, PROBLEMS OR OTHER LIMITATIONS. THE COMPANY SHALL HAVE NO LIABILITY WHATSOEVER FOR YOUR USE OF ITS SITE, OR OTHER VIRTUAL SITES, APPLICATIONS OR USE OF ANY INFORMATION, OR SERVICES ACCESSED THROUGH THE SERVICES. NO CONTENT OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU THROUGH THE SERVICES SHALL CREATE ANY WARRANTY, REPRESENTATION OR GUARANTEE BY THE COMPANY OF ANY KIND.

18. Limited Liability
    IN NO EVENT SHALL THE COMPANY BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY LOSS OF USE, REVENUE, OR PROFIT OR LOSS OF DATA OR DIMINUTION IN VALUE, OR FOR ANY INCIDENTAL, SPECIAL, CONSEQUENTIAL, INDIRECT, EXEMPLARY OR PUNITIVE DAMAGES WHETHER ARISING OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, REGARDLESS OF WHETHER SUCH DAMAGE WAS FORESEEABLE AND WHETHER OR NOT YOU HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE. IN NO EVENT SHALL OUR AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THE SITE AND SERVICES, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), WILLFUL MISCONDUCT OR OTHERWISE, EXCEED THE HIGHER OF ONE THOUSAND DOLLARS ($1,000) OR THE AGGREGATE AMOUNTS PAID BY YOU TO COMPANY PURSUANT TO THESE TERMS AND ANY SERVICE AGREEMENT (IF APPLICABLE) IN THE ONE YEAR PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
19. Force Majeure.
    Excluding your payment obligations, neither party is liable for delay or default under these Terms if caused by conditions beyond its reasonable control, whether or not foreseeable (e.g., technology malfunctions, outages of Internet Service; outages in third party hosted services, or any other Force Majeure Events). “Force Majeure Events” will mean: armed conflicts, famine, floods, Acts of God, pandemics, labor strikes or shortages, governmental decree or regulation, court order, severe weather, fire, earthquake, acts of terrorism, failure of suppliers, unavailability of communications transport facilities, and breakdowns in communications transport facilities, or any other reason where failure to perform is beyond the reasonable control, and not caused by the negligence, of the non-performing party.
20. Indemnity
    You will indemnify, defend and hold the Company, and its shareholders, directors, officers, employees, contractors, representatives, agents and affiliates harmless from loss, liability, costs, damages or expenses from any and all claims, demands, actions, causes of action, defenses and rights, in law or in equity, in the nature of an administrative proceeding or otherwise (known, unknown, contingent, accrued, inchoate or otherwise) (the “Claims”) arising out of or related to (i) your use of or participation in the Services and Site, (ii) your breach of these Terms, and (iii) your violation of applicable law. The Company reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with the Company’s defense of such Claim.
21. Privacy
    The Company respects your privacy. All Personally Identifiable Information we obtain from you is subject to our Privacy Policy, which can be found by clicking here [insert privacy policy link]. You confirm that you have read and agree to the terms of our Privacy Policy. YOU AGREE THAT WE WILL NOT BE RESPONSIBLE FOR ANY ACTUAL, CONSEQUENTIAL, SPECIAL, OR INCIDENTAL DAMAGES THAT RESULT FROM A LAPSE IN COMPLIANCE WITH OUR PRIVACY POLICY BECAUSE OF A SECURITY BREACH OR TECHNICAL MALFUNCTION TO THE MAXIMUM EXTENT PERMISSIBLE UNDER APPLICABLE LAW.
22. Third Party Tools, Websites, Applications and Materials.
    You acknowledge and agree that the Company utilizes certain tools operated by third party service providers to provide the Services to you, including without limitation T-Mobile, Drive Quest, and Bright Claims. Such third party tools may collect, record, and retain your information solely in connection with the specific service that such third party is providing us. The Company may also provide links to other websites, applications or written print material operated or created by third parties, that the Company believes will be of value, interest and convenience to you in connection to the Site and Services. This does not constitute endorsement of those websites, applications or materials or any associated organization’s products or services. The Company has no control over, and no liability for any third party tools, websites, applications or materials that may be accessed through the Site or Services. The Company makes no guarantees about the accuracy, currency, content, or quality of the information provided by third party tools, websites, applications and materials and the privacy and security controls of such third party sites and applications. We are not liable for any harm or damages related to your use of services, resources, materials, content, or any other transactions made in connection with any third party sites, applications or materials. It is your responsibility to make your own informed decision about the accuracy of the information that you obtain from third party tools, sites, applications and other material. We encourage you to review carefully the third party’s policies and practices and make sure you understand them before you engage in any transaction with any third party tools, sites and applications. Complaints, claims, concerns, or questions regarding third party tools, sites, applications or materials should be directed to the third party.
23. Modification of Services; Additional Terms and Conditions
    We are always trying to improve the Site and Services, so these Terms may change over time. We may, in our sole discretion, modify or discontinue any of the Services, or any portion thereof, or of the Site, following written notice to you. You agree that the Company will not be liable to you or any third party for any modification or discontinuance of any of the Site and Services. Similarly, we reserve the right to remove any content from the Site at any time, for any reason, in our sole discretion, without notice. Please be aware we reserve the right at our discretion to make changes to these Terms at any time, and all such changes may be immediately applicable. Your continued use of the Site or Services following the posting of changes to these Terms (or notice to you that changes have been made to these Terms) will mean you accept those changes. We encourage you to review these Terms each time you visit the Site. Without limiting the effectiveness of the foregoing, in the event of certain changes to these Terms, you may also be required to assent to the new terms, and you may also be notified by email if we have your email address. If any modification is unacceptable, you should stop using the Site and the Services.
24. Governing Law
    These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without giving effect to any principles of conflicts of law. Subject to the arbitration provision below, any legal actions related to these Terms, Services and/or the Site, or your use thereof, shall be brought and conducted in County of Kent, Delaware, and you hereby consent to such jurisdiction and authorize and accept service of process sufficient for personal jurisdiction in any action contemplated by this Section.
25. Arbitration Agreement and Class Action Waiver
    Both you and the Company agree that any dispute, controversy or claim arising out of or relating to the Services, Site and/or these Terms or the breach or termination hereof shall be settled by binding arbitration conducted by JAMS in accordance with JAMS Comprehensive Arbitration Rules and Procedures (“Rules”). Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, allows for more limited discovery than in court, and is subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award and nothing in this arbitration agreement shall be interpreted as limiting any non-waivable statutory rights.

    The arbitration shall be heard by one arbitrator to be selected in accordance with the Rules, in Delaware. Judgment upon any award rendered may be entered in any court having jurisdiction thereof. All parties waive the right, if any, to obtain any award for exemplary or punitive damages or any other amount for the purpose or imposing a penalty from the other in any arbitration or judicial proceeding or other adjudication arising out of or with respect to these Terms, or any breach hereof, including any claim that these Terms, or any part hereof, is invalid, illegal or otherwise voidable or void. Notwithstanding the foregoing, either party may bring enforcement actions, validity determinations or claims arising from or relating to theft, piracy or unauthorized use of intellectual property in state or federal court or in the U.S. Patent and Trademark Office to protect its intellectual property rights (“intellectual property rights” means patents, copyrights, moral rights, trademarks, and trade secrets, but not privacy or publicity rights). Either party may also seek relief in a small claims court for disputes or claims within the scope of that court’s jurisdiction.

    You agree that you have voluntarily chosen to visit the Site and use the Services and any claim brought by you must be brought in your individual capacity, and not as a plaintiff or class member in any purported class, collective, representative, multiple plaintiffs, or similar proceeding (“Class Action”). Both you and the Company hereby expressly waive any rights to maintain any Class Action in any forum. Any court or arbitrator shall not have authority to combine or aggregate similar claims or conduct any Class Action nor make an award to any person or entity not a party to the arbitration or lawsuit. Any claim that all or part of these Terms to arbitrate and/or Class Action waiver is unenforceable, unconscionable, void, or voidable may be determined only by a court of competent jurisdiction and not by an arbitrator.

    YOU HEREBY AGREE THAT THIS WAIVER APPLIES TO YOUR USE OF ANY ASPECT OF THE SITE AND/OR THE SERVICES AND APPLIES, WITHOUT LIMITATION, TO ANY CIVIL CLAIMS YOU COULD HAVE PURSUED AGAINST THE COMPANY, INCLUDING ANY CIVIL CLAIMS RELATED TO THE PRIVACY POLICY INCORPORATED BY REFERENCE HEREIN. YOU AGREE THAT, BY AGREEING TO THESE TERMS, THE U.S. FEDERAL ARBITRATION ACT GOVERNS THE INTERPRETATION AND ENFORCEMENT OF THIS PROVISION, AND THAT YOU AND THE COMPANY ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR PARTICIPATE IN A CLASS ACTION. YOU AGREE THAT BY YOUR VOLUNTARY USE OF THE SITE AND SERVICES, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW YOU HAVE AGREED TO PURSUE ANY CIVIL CLAIMS YOU MAY HAVE AGAINST THE COMPANY INDIVIDUALLY BY THE TERMS OF THE BINDING ARBITRATION DESCRIBED ABOVE. THIS PROVISION SHALL SURVIVE TERMINATION OF THESE TERMS.

    30-Day Right to Opt-Out – To opt-out of these Terms to arbitrate and Class Action waiver, you must notify us in writing within 30 days of it first becoming applicable to you (i.e., within 30 days of you first agreeing to a version of these Terms containing an Arbitration Agreement and Class Action Waiver provision) by emailing us at info@omnidya.com and providing us with the following information: (i) your name; (ii) your address; and (iii) a clear statement that you wish to opt out of this provision in these Terms.

26. Severability
    If any provision of these Terms shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions. Our failure to enforce any provision of these Terms shall not be deemed a waiver of such provision nor the right to enforce such provision.
27. Terms For Users in Certain Geographic Locations.
    California – If you are a consumer residing in California, this paragraph applies to you. In accordance with California Civil Code Sec. 1789.3, California resident users are entitled to know that they may file grievances and complaints regarding this Site with the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs, in writing at 1625 North Market Blvd., Sacramento, California 95834, by telephone at (916) 445-1254 or (800) 952-5210, or by email to dca@dca.ca.gov.

    New Jersey – If you are a consumer residing in New Jersey, the following provisions of these Terms do not apply to you (and do not limit any rights that you may have) to the extent that they are unenforceable under New Jersey law: (i) Disclaimer of Warranties; (ii) Limitation of Liability; (iii) Indemnification; and (iv) Arbitration Agreement and Class Action Waiver section and the governing law provisions (solely to the extent that your rights as a consumer residing in New Jersey are required to be governed by New Jersey law). According to N.J.S.A. 56:12-16, you may have additional rights if you are a New Jersey resident and other provisions of these Terms are found to violate an established legal right.

28. Acknowledgment.
    THESE TERMS (AND THOSE ADDITIONAL AGREEMENTS REFERENCED HEREIN) CONSTITUTE THE ENTIRE AGREEMENT BETWEEN THE PARTIES. PLEASE READ THESE TERMS CAREFULLY BEFORE CONTINUING TO USE THE SITE AND/OR SERVICES. BY CLICKING ON THE BOX THAT SAYS “I HAVE READ AND AGREE TO THESE TERMS AND CONDITIONS OF WEBSITE AND MOBILE APPLICATION USE”, YOU ARE AGREEING TO BE BOUND BY, AND ARE BECOMING A PARTY TO, THESE TERMS. YOU UNDERSTAND THAT THESE TERMS LIMIT OUR LIABILITY TO YOU, RELEASE US FROM CERTAIN CLAIMS REGARDING THE SERVICES, REQUIRE YOU TO ARBITRATE ANY DISPUTES YOU HAVE WITH US AND HAVE YOU WAIVE THE ABILITY TO BRING CLAIMS AGAINST US IN A CLASS ACTION FORMAT. IF YOU DO NOT AGREE, DO NOT CLICK ON THE BOX AND DISCONTINUE YOUR USE OF THE SITE AND SERVICES IMMEDIATELY.

If you have any questions regarding these Terms, please contact us at our email address:   info@omnidya.com.  

Effective Date: ____________, 2024 

Ready to start your journey with Omnidya?

Going places? Take us with you

Sign Up and Save