Introduction
Welcome, these are the Terms and Conditions of Service (the “Terms”) for the mobile application known as cruzinapp (collectively referred to as the “App”) and the website located at www.cruzinapp.com (the “Site”), including its sub-domains and its mobile optimized versions.  The App and the Site are proudly provided by Cruzinapp Ltd. (hereinafter, the Site, the App and Cruzinapp Ltd. shall all be collectively referred to as “Cruzinapp”).  These Terms shall be supplemented by our Privacy Policy (the “Policy”), incorporated herein by reference.

The terms ‘us’, ‘its’, ‘ours’ and/or ‘we’, as used herein, refer to us, Cruzinapp and/or our affiliates, assignees, successors and/or brands.  As used herein, the terms ‘you’, ‘your’, and/or ‘yourself’ refer to you, a user/visitor/browser of our Site and App, whether registered under an account or not.

Acceptance
If you continue to browse and use Cruzinapp, you hereby acknowledge and agree to be bound by and under these Terms which, together with our Policy, shall govern Cruzinapp’s relationship with you in relation to the Site and the App, along with any products and services offered thereby (collectively, the “Service(s)”).

In addition, you hereby acknowledge and agree that these Terms are concluded between you and Cruzinapp only, and not with Google Inc. or Apple Inc.  Henceforth, Cruzinapp is solely responsible for the Site and the App and the content thereof.  These Terms may not provide for usage rules for the App that are less restrictive than the usage rules set forth for licensed applications in, or otherwise be in conflict with, Google Inc.’s or Apple Inc.’s terms and conditions of service.

Updates
Cruzinapp reserves the right to modify, amend, suspend, terminate, upgrade, update or otherwise modify these Terms, the Site, the App and the Services, at any time and without notice.  Changes to these Terms will be displayed in the Site, and we may notify you through the App or by email.  Please refer to the last effective date where changes were last undertaken by us, indicated at the end of this document.  Your use of our Services after the effective date of any update –either by account registration or simple use– indicates your acceptance thereof.

Services of Cruzinapp
Cruzinapp aims to make booking Cruzinapp faster and simpler.  Users who wish to purchase and consume certain services from professionals (hereinafter, the “Customer(s)”) can book pre-approved Cruzinapp from professionals such as taxi drivers, caregivers, electricians, plumbers, pest control, cleaners, food delivery, grocery delivery and more (hereinafter, the “Professional(s)”).

Overall, Cruzinapp provides a platform with the functionalities that include but are not limited to: booking taxis, requesting delivery and posting job offers for services required by Consumers, Professionals offering bids for their services, a directory of local Professionals, a platform where Consumers and Professionals can communicate amongst each other, negotiate the services, time, price, track their progress, and more.

Henceforth, the Site allows for booking of services at a location and time to be mutually agreed (a “Future Booking”), and the App allows for both Future Booking and immediate on-demand bookings, traceable in real time via the user’s mobile devices (an “On Demand Booking”).  Users may also participate in polls, see each others’ location, send contact requests and share messages, documents, links, photographs, videos, audio and other content.

Service Disclaimer
Cruzinapp only provides an online platform where Professionals can make bids for their services to Consumers who have requested the type of service that such Professional can offer or provide.  Henceforth, if the Customer decides to proceed with a bid, the Professional and the Customer shall be able to directly negotiate and contract each other regarding the provision of the particular services, and the Customer will be obliged to pay the Professional directly (not Cruzinapp).

Cruzinapp does not provide the actual professional services, and hereby disclaims any and all representation or warranty about the Customers, their likelihood to select, engage and pay for services, and for the actual performance, skill or availability or the Professionals.

Our payment system is only intended to transfer the funds from Consumers to Professionals, under certain rules and less our commission, thus the payment and obligations between our users will remain their sole and final responsibility.  Lastly, we only provide non-binding mediation services for our users who select that option.

Account Registration, Verification and Safety
In order to use our Services, you must create an account, including all mandatory fields on the registration form.  You must provide accurate and complete information, and you hereby agree to keep secret the password chosen upon creating your account and not to communicate it to anybody.  If you lose or disclose it, you must promptly inform us.

You are solely responsible for the activity that occurs on your account and for keeping your password secure and confidential, and must notify us immediately of any breach or unauthorized use of your account.  You will be liable for any and all misuse of your account, including the fraudulent use by a third party, or even the disclosure of your password to a third party.

Your access to Cruzinapp is only offered for your individual use, and not for the use or benefit of any third party you may represent.

Account Suspension, Termination
Cruzinapp encourages you to report violations of our Terms.  Users undertaking conducts that may constitute a factual –or even alleged– breach of these Terms, including but not limiting, using automated mechanisms to make fraudulent communications, may become subject to immediate account suspension / termination, at our sole and final discretion, without notice and without responsibility.

We reserve the right, at our sole and final discretion, to deactivate, freeze, suspend or terminate any account and/or any event, upon any factual or alleged breach of these Terms.  You must notify us immediately of any change in your eligibility to use the Services, or if you suspect a breach or unauthorized use of your account.

You acknowledge and agree that we may report any activity that we believe may violate any law to law enforcement, regulators or other relevant third parties, and that any violation of the aforementioned provisions may result in the immediate termination of your access to the App and use of our Services.

Service Eligibility
Cruzinapp does not knowingly provide its Services to persons under the age of eighteen (18).  If you are under such age, you may not use the App or the Site, even under the direct supervision of your parent or legal guardian.  Cruzinapp does not knowingly collect any kind of information from any person under the age of eighteen (18), and will delete any related information thereto.
 
Professional Accounts
For our users who wish to open an account to provide their professional services to consumers, we will request, but will not be obliged to, certain basic documentation in order to carry out minimum checks.  Overall, we may request the following information in order to review each Professional user and his contribution to our ecosystem:

●    Personal and professional information (e.g. name, physical address, telephone number, email address, utility bills, driving license, proof of address, proof of professional registration or license).
●    Information about service required, postal code and geographical location where the service is offered.
●    Billing information, such as credit or debit card number, expiration date & security code and/or information regarding user’s Stripe, Google Wallet or other digital payment accounts.
●    Ratings and reviews of the service providers which customer may engage through the Site and App.
●    Application information such as service provider’s experience, skills, eligibility to work, and availability.
●    Social media accounts linking.
●    Credit and consumer checks and reports.
●    Other information requested by our service and payment processing providers, including the use of third party entities for ID, address and solvency check.

For users who wish to provide their professional services, we may also request proof of experience and skill.  Each registration we be reviewed to ensure that it fits into one of our supported service categories.  Some service categories will be incompatible with our offerings, and may be rejected by us.  We reserve the right, but not the obligation, to open and close service categories when we deem fit.

Professional profiles should include information such as details of the services provided, images and videos, reviews, insurance information, and credentials.  We offer certain functionalities targeted to professional users, such as badges, advertising campaigns, profile enhancement and increased visibility.  These functionalities will be optional, and will be ruled according to their terms, price and conditions, to be indicated by us from time to time.

Customer Accounts
For our users who wish to open an account to request professional services, we will request, but will not be obliged to, certain basic documentation in order to carry out minimum checks.  Information requested will include, but will not be limited to:
(i) personal and professional information (e.g. name, physical address, telephone number, email address, utility bills);
(ii) billing information, such as credit or debit card number, expiration date & security code and/or information regarding user’s Stripe, Google Wallet or other digital payment accounts; and
iii) social media accounts linking.

Booking Process
Consumers will be able to post service and work requests on our Site and App (each, a “Job”), and will be able to indicate the type of service requested, timeframe, location, availability, materials used (if any), proposed fee (hourly work or fixed price), the Job’s location (the “Location”) and other items (collectively, each a “Request”).  Such Requests will be available on our Site and App so Professionals may review them.

If a Professional wishes to bid for the job Request, they will be able to post a custom proposal which will include cost estimate, proposed fee, availability, materials used and a personal message for the Customer.  Once their bid is sent to the Customer, we will also send the Professional's profile along with their bid (each, a “Proposal”).

Posts for Job Requests are free to make by Customers, and posts for Job Proposals are to be purchased as pre-paid credits by our Professionals.

Future Bookings.  Through the Site and the App, Customers can place Requests for Future Bookings, Professionals can then make Proposals and Customers may ultimately book the Job to be provided at a future time and Location to be mutually agreed.  Our users can communicate their needs directly via text chat or voice call.

Cruzinapp will confirm each Job booking appointment and Customers may pay electronically via our systems.  We may also offer the option where Customers may pay Professionals in cash after the services are completed.  The terms and conditions for electronic and cash payments shall be detailed and indicated by Cruzinapp from time to time.

On Demand Bookings.  Through On Demand Bookings, Customers may create Requests for services they need within a short timeframe.  After opening a Request for a Job, the App will match Customers with our pre-approved Professionals, based on the type of services requested for the Job, the Professional’s availability and Location’s proximity between them.  Therefore, after a Customer selects and book a Job, their preferred Professional will travel to the Location.

The App has mechanisms to track Professionals in real time, from traveling to and arriving at the Location until the time of completion, after which Customer may pay them.  These functionalities represent a convenience for our community, since all steps in the booking and service provision are duly registered and stored by Cruzinapp.

Booking Terms.  By providing a Proposal, Professionals are thereby representing and warranting to Cruzinapp and the Customer that they are duly skilled, qualified and available to undertake out the relevant Job, and that the Proposal is a true, accurate and reasonable estimate of the timeframe and cost of the work to be undertaken, based on the initial information received from the Customer.  

By posting a Request, Customers are representing and warranting to Cruzinapp and the Professional that they are available to receive the Professional and that the Location is free and open to the Professional and his equipment.

Misrepresentation of booking terms by our users entails a breach of our Terms, and is grounds for a Job’s cancellation, account suspension and even deletion by Cruzinapp.

In order to foster a fair ecosystem, Cruzinapp will implement systems designed to measure whether a Professional is under or over biding.  Furthermore, our systems may limit the number of Proposals which each Customer may receive (e.g. 5 for plumbing work and 10 for dentist).  We will also indicate the maximum number of Proposals a Professional may do for each Job, and we may also limit the number of monthly Proposals each Professional may send overall.  We do this at our discretion, in order to make the Site and App as effective possible for all users.

As a general rule, we do not review, moderate or select the Requests, Proposals and Jobs (although we reserve the right to do so and may edit and reject them at our discretion).

Once a Customer has received a Proposal, they may contact the Professional to discuss it further, or not.  We shall not be responsible if a Customer chooses to ignore a Proposal.  If a Customer do contacts the Professional, the Professional will be able to use the functionalities of Cruzinapp in order to message and discuss the details of the Job with the Customer.

Booking Contract.  Each Job contract for the provision of services will be solely between the Professional and the Customer.  Furthermore, where a Professional and a Customer agree to mutually engage for the provision of a Job and to make the appertaining payment via Cruzinapp, we shall not be considered a third party within the definition of the Contracts (Rights of Third Parties) Act 1999; and we will not incur into any obligation under the Job contract between the Professional and Customer, and cannot ultimately enforce any obligation(s) relating to it.

Booking Charges
Customers and Professionals will decide the final cost for each Job.  There will be no charge if:
(i) a Customer cancels a Future Booking via the Site or App at least twenty four (24) hours prior to the date on which a Job is scheduled to be commenced; and/or
(ii) a Customer cancels an On Demand Booking via the App, within ten (10) minutes of booking the Job.
Henceforth, there will be a Cruzinapp charge if: (i) a Customer cancels or reschedules a Future Booking within the twenty four (24) hours prior to the Job’s appointment time; (ii) when a Customer cancels an On Demand Booking after ten (10) minutes of booking the Job; and/or
(iii) where a Customer has confirmed the Job appointment with a Professional, and the Professional has already begun working on the Job or is traveling to the Location (e.g. a Professional accepted a Job via On Demand Booking within ten (10) minutes after a Customer accepted the Proposal).

Unlike many other job platforms, if a Customer doesn't review a Proposal submitted by a Professional within four (4) days after being sent to a Job’s Request, Cruzinapp will automatically refund the Professional’s credits used for the Proposal.  We do this is in order to ensure that Professionals are communicating with Customers who are seriously considering hiring them for a Job.
Professionals will also receive an automatic refund if the Customer cancels the Job Request prior to reviewing any Proposals.
If a Professional arrives for a scheduled Job and is unable to contact or find the Customer or to gain access to the Location, the Professional will have a twenty (20) minute term to message and attempt to contact the Customer, after which the Job will be cancelled and the Customer will be charged, as applicable, either:
(i) the minimum hourly charge for the Job; or
(ii) the fixed Job price.

General Payment Terms
Users must provide us valid and current billing information.  Except as expressly set forth herein, all purchases are final and non-cancelable or non-refundable.  If we detect any chargeback or if any payment is not received by us for any reason from a credit card or account, you will promptly pay us any and all amounts due to us upon notice.  Any failure or inability by us to process any payment hereunder does not relieve you from your payment obligations.

You hereby authorize us the charging of your credit card or payment processing account.  In connection thereto, we will submit period charges without further authorization from you, and such authorization shall remain effective until the subscription is cancelled by you.

We use a Stripe, a worldwide accepted third-party payment processor to bill you through a payment account linked to your account on the App or Site.  The processing of payments will be subject to the fees, terms, conditions and privacy policies of such payment processor.  Cruzinapp is not responsible for any and all errors, fees and currency conversions fees by the payment processor, and you should review its terms and policies from time to time, which will govern the provision of services to you.

Mediation Services
Cruzinapp offers mediation services for situations that include, but will not be limited to:
(i) Customers who are not satisfied with the Future Booking and On Demand Booking services provided by a Professional, therefor alleging that the performance and/or quality of a Job is not what such Customer may reasonably expect from the selected Professional; and/or
(ii) Professionals who ascertain that they effectively performed an completed a Job but where a Customer refused to pay them via the cash option.  The mediation services must be solicited within two (2) days from the completion date of the Job by either user.  The Job must have either been executed and marked as completed (or purported to be completed) by the Customer and/or the Professional.  Hereinafter, each mediation instance shall be called a “Dispute”.

Cruzinapp will not take part in a Dispute other than as a mediator, and will make use of the means available via the Services in order to achieve an amicable resolution among the users.  If the Dispute parties cannot reach resolution between themselves (having used all reasonable attempts to do so), the Dispute may be escalated to Cruzinapp by either party, and we will undertake our commercial efforts to offer a non-binding recommendation for the settlement of the Dispute.

If Cruzinapp has been unable to resolve a complaint made by a user within eight (8) weeks, the user will be free to address the complaint to Customer Dispute Resolution Ltd, in order to engage into alternative dispute resolution means.  Cruzinapp does not provide consultation or counsel regarding such alternative dispute resolution means.  For more information, our users can visit the Customer Dispute Resolution website at www.cdrl.org.uk, and may also contact Customer Dispute Resolution Ltd (Company No. 09189773) 286 Euston Road, London NW1 3DP.  The engagement of Customer Dispute Resolution Ltd is not of exclusive nature, and our users are free to choose another dispute resolution provider.

Access to Cruzinapp
Only a copy of the App subject to a valid license from Cruzinapp can be used to access the Services, and to download updates and patches.  If you transfer or sell your authorized device to another person, you have to close your session with Cruzinapp and delete your copy of the App.  You may not transfer or assign any of your rights under these Terms.

The App requires an Internet connection to access some or part of its features and functionalities, to authenticate the App, to sign-in or otherwise to perform other functions.

In order for certain features of the App to operate properly, you may be required to have and maintain a:
(i) valid and active account with a wireless mobile data service;
(ii) modern, fast and adequate mobile device with the required specifications in order to run the App; and/or
(iii) valid and active credit or debit card or payment processing platform account.  If you do not have such items, then the App or certain features thereof may not operate, be available or cease to function properly, either in whole or in part, and therefore Cruzinapp will not be held liable for any claim, injury or damage arising out of or in connection therefrom.

You may not interfere with any access control measures or attempt to disable or circumvent such security features.  If you disable or otherwise tamper with the technical protection measures, the App will not function properly and these Terms will terminate immediately, and henceforth Cruzinapp will not be held liable for any claim, injury or damage arising out of or in connection therefrom.

As used herein or within the App, ‘Open Source’ shall mean open source software provided within the App that is licensed or sub-licensed to you under the terms and conditions of the applicable license agreements or copyright notices included within such Open Source component.

These Terms does not apply to nor govern any Open Source accompanying the App and Cruzinapp hereby disclaims any and all warranties, representations and liability to you or any third party related thereto.

Prohibited Activities
As our user, you agree to not undertake, motivate, or facilitate the use or access of Cruzinapp to:
a.       Infringe these Terms, or allow, encourage, or facilitate others to do so.
b.       Plagiarise and/or infringe the intellectual property rights or privacy rights of any third party, including any breach of confidence, copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right.
c.       Distribute, post or otherwise make available any content that: (i) infringes or endangers the intellectual property rights of any person (e.g. trademark, moral rights, trade secret, copyright, ancillary rights or other); (ii) enables any act that could promote or cause discrimination, racism, harm, libel, hatred or violence against any individual or group; (iii) endangers children and underage persons; (iv) is or allows illegal or fraudulent activities to take place; (v) is or may constitute a criminal or capital offense or otherwise infringes any applicable law; and/or (vi) is or can be considered to be obscene, sexually explicit material, pornographic, threatening/defamatory, plagiarised, firearms, tobacco, alcohol, marijuana, gambling, binary options, Forex, pornographic or analogous material.
d.       Collect, receive, transfer, or disseminate any personally identifiable information of any person without due consent from the title holder.
e.        Use our Site and App to promote money lending, ticket event sales, ponzi schemes and other fraudulent activities.
f.       Ask other users to conceal the identity, source, or destination of any illegally gained money or products.
g.     Upload infringing, false, duplicated, altered or otherwise misleading purchase information.
h.     Use any automated or manual process to obtain, copy, process, access and/or use our Services or any part therefrom to capture unauthorized data or content, for any purpose.
i.       Enable, undertake, program or execute any type of system, computer program or technique in order to data-mine, retrieve, scrape, index or otherwise extract unauthorized information from Cruzinapp or any portion or data feeds therefrom.  For purposes of clarification, such actions will include the use of persons, site search/retrieval applications, software ‘robots’ and ‘spiders’ and any analogous data gathering and extraction tools, regardless of the type and amount of information intended for extraction.
j.       Use Cruzinapp to disseminate any type of computer viruses, worms, defects, Trojan horses, or other items of a destructive nature.
k.      Undertake any action that will or may cause an unreasonable load on Cruzinapp’s and/or its partners’ and affiliates’ technology or infrastructure, or otherwise make excessive traffic demands from Cruzinapp.
l.      Intercept or monitor activity via our Services without our express authorization.
m.  Otherwise, reverse engineer, decompile or extract the proprietary code of Cruzinapp.
Content moderation
Cruzinapp encourages users to report violations of our Terms.  Each user is solely responsible for their activities and any content posted, transmitted, or otherwise made available via our Services.

Cruzinapp has the right, but not the obligation, to monitor any activity and ‘user generated content’ (e.g. names, photos, posts, feedback, images, comments, graphics, questions and other content) to determine compliance thereof, and to edit, refuse to post or remove any material or content submitted to or posted on our Site or any other of our Services that we find to be in violation of our Terms of Use, Privacy Policy or that is otherwise objectionable.

You acknowledge and agree that we may report any activity that we believe may violate any law-to-law enforcement, regulators or other relevant third parties, and that any violation of the aforementioned provisions may result in the immediate termination of your access to the Site and use of our Services.

We reserve the right (but not the obligation) to monitor disputes between you and other of our users.  We also reserve the right (but not the obligation) to delete items, products, services, and user generated content that would be interpreted or considered offensive or spam.

You must immediately respond to any notice you receive claiming that your user generated content violates a third party’s rights, including notices under the Digital Millennium Copyright Act (‘DMCA’), and take corrective action, which may include but is not limited to promptly removing any such user generated content.

You also acknowledge and accept that any violation of the aforementioned provisions may result in the immediate termination of your access to Cruzinapp and our Services, without refund or reimbursement on our part.  Miami Connects may terminate or suspend your subscription and/or membership of our Service, at any time, for any reason, without prior notice, and at our sole and final discretion.

Ownership
The trademarks, copyright, service marks, trade names and other intellectual property rights and proprietary notices displayed on Cruzinapp are the property of –or otherwise are licensed to– Cruzinapp or its licensors or affiliates, whether acknowledged (or not), and which are protected under intellectual and proprietary rights in the United Kingdom and other jurisdictions throughout the world.  Respective title holders may or may not be affiliated with us or our affiliates, partners, and advertisers.  No section hereof shall be construed as intent to grant to you any right transfer or interest in Cruzinapp or our Services, in whole or in part.

For ease of understanding, ‘intellectual property rights’ shall mean any and all patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, goodwill, trade secret rights and other intellectual property rights as may now exist or hereafter come into existence, and all applications therefore and registrations, renewals and extensions thereof, under the laws of the United Kingdom and other applicable jurisdictions.

You acknowledge and agree that any and all infringing use or exploitation of copyrighted content in Cruzinapp and/or the Services may cause us, our affiliates, licensors or content providers irreparable injury, which may not be remedied solely at law, and therefore our affiliates, licensors or content providers may seek remedy for breach of these Terms, either in equity or through injunctive or other equitable relief.

You hereby acknowledge and agree that, in the event of any third party claim that the App infringes any third party’s intellectual property rights, Cruzinapp, and not Google Inc. or Apple Inc., will be solely responsible for the investigation, defense, settlement and discharge of any such infringement claim.

Licenses for Cruzinapp
Limited License.  We grant you a limited, non-exclusive, revocable and non-transferable license to utilize and access Cruzinapp, under the terms, conditions and restrictions set forth in these Terms.  You are prohibited from duplicating, re-engineering, reverse engineering, modifying or otherwise using the Site, the App and our Services, in whole or in part.  Cruzinapp does not grant any express or implied right to you under any patents, trademarks, copyrights or trade secret information; and you shall have no right, either directly or indirectly, to own, use, loan, sell, rent, lease, license, sublicense, assign, copy, translate, modify, adapt, improve or create any new or derivative works from, or display, distribute, perform or in any way exploit the Site, the Services or the App, in whole or in part.

User Generated Content License.  You hereby grant Cruzinapp an unlimited, non-exclusive, sub-licensable, assignable, royalty-free, perpetual, irrevocable, for all the countries and territories through the world, right and license to use, host, store, reproduce, modify, create derivative works (such as those resulting from translations, adaptations or other changes), communicate, publish, publicly perform, publicly display and distribute such any content you may upload, disseminate, deliver, create or transfer any post, original audio file, message, chat, files uploaded, data inputted, e-mails sent, or otherwise any content delivered to Cruzinapp via the App, the Site or the Services.  The aforementioned license shall be for the use and exploitation by Cruzinapp through the Internet and other communication means, including the right to use, reproduce, distribute, create derivative works from, modify and disseminate any content, in order for Cruzinapp to provide its Services.  You represent and warrant to Cruzinapp that you have all rights, authorizations or otherwise hold sufficient title for any and all content submitted to Cruzinapp as set forth herein.

Open Source License.  Part of the computer code incorporated into the App, Site or Services may be licensed by third parties under "open-source" or "public-source" software licenses.  Henceforth, any and all open source software thereinto is not licensed under these Terms, but instead licensed under the respective open source software licenses.

Feedback.  You hereby grant to Cruzinapp, an unlimited, non-exclusive, assignable, transferable, sublicensable, irrevocable, royalty free, perpetual and for all the countries and territories in the world, right and license to use, exploit any feedback, suggestion, enhancement, request, recommendation, correction or comment provided by you to us regarding the App, the Site and/or the Services.

Copyright Protection
For copyright takedown notices and the protection of intellectual property rights within Cruzinapp, you can get in touch with us as indicated in our contact section.  If you knowingly misrepresent that online material is infringing, you may be subject to criminal prosecution for perjury and civil penalties, including monetary damages, court costs, and attorney's fees.

You must notify us of your claim with subject: "Takedown Request".  Once received, Cruzinapp will study and consider your claim and, if it believes or has reason to believe any content on Cruzinapp that infringes on another’s copyright, Cruzinapp may delete it, disable or otherwise stop displaying it.  Please note that this procedure is exclusively for notifying Cruzinapp and its affiliates that your copyrighted material has been infringed.

Your copyright notification claim must be in writing and must at least contain the following information:
(i) your signature and identification, or the ones the person authorized to act on behalf of you or the title holder;
ii) a clear and concise description of the content of which its copyright has allegedly been infringed;
(iii) contact information (e.g. address and email); and
(iv) a statement, under penalty of perjury, indicating that you have a good faith belief that the information provided in your claim is true and accurate.

App Store Terms
You hereby acknowledge and agree that these Terms are executed between Cruzinapp and you, and not between Google, Inc. or Apple, Inc. (hereinafter, “Apple” and “Google”).  Henceforth, the license granted to you for the App is also limited to a non-transferable license to use the App an authorized third party device activated product that you own or control, and as permitted by the terms of use set forth in the applicable app store.

These Terms may not provide for usage rules for the App that are less restrictive than the usage rules set forth for licensed applications in, or that otherwise are in conflict with, Google’s or Apple’s app stores terms of service.

Cruzinapp, and not any such third party app store provider, shall be solely responsible for the App and any and all content thereof.  Cruzinapp is solely responsible for the App, the Services and the content thereof.

To the extent these Terms provides for terms of use or licenses for the App that are less restrictive than the terms of use set forth in the applicable app store, or that otherwise are in conflict with their respective of use, the more restrictive term shall govern.

Cruzinapp is solely responsible for providing any maintenance and support services with respect to the App, and neither Apple nor Google have any obligation to furnish any maintenance and support services thereof.

In the event of any failure of the App to conform to any applicable warranty, you may notify Apple or Google, and they may refund you the purchase price for the App only (if any); and, to the maximum extent permitted by applicable law, neither Apple nor Google will have other warranty obligation whatsoever with respect to the App, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be Cruzinapp’s responsibility.

You hereby acknowledge and agree that Apple and Google (and their affiliates), are third party beneficiaries of these Terms, and that, upon your acceptance of the terms and conditions of these Terms, Apple and Google will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as third party beneficiaries thereof.

Representations and Warranties
You hereby represent, warrant and covenant that:
(i) your use of our App, Site and Services and all your uploaded and used data shall be at all times compliant with these Terms and all local, state, federal and international laws and regulations applicable to you and your organization;
(ii) you have obtained all necessary rights, releases and permissions to provide all your data to Cruzinapp and its affiliates, licensors and agents and to grant the rights granted to Cruzinapp in these Terms; and
(iii) your data and its transfer to and use by Cruzinapp and its affiliates, licensors and agents as authorized by you under these Terms shall not violate any export control and electronic communications regulations the rights of any third party, including without limitation any intellectual property rights, rights of privacy, or rights of publicity, and any use, collection and disclosure authorized herein is not inconsistent with the terms of any applicable privacy policies.

Term, Termination
The term hereof shall begin on the date that comes first among:
(i) first access to the Site;
(ii) your first access or execution of our App; or
(iii) Cruzinapp begins providing its Services to you.
The term hereof will automatically end on the earlier date of either your:
(i) account deactivation, suspension, freezing or deletion of the App;
(ii) access termination or access revocation for our Services;
(iii) Cruzinapp's termination of these Terms, at its sole and final discretion;
(iv) the termination date indicated by Cruzinapp to you from time to time; or
(v) Cruzinapp’ decision to make the Site or Services no longer available for use, at its sole and final discretion.
Termination by Users
You may terminate your subscription at any time, by either:
(i) terminating your subscription term for the Services; or
(ii) permanently making inaccessible any and all instances of our Services for which you have access.

Termination by Cruzinapp
These Terms, along with any and all licenses granted hereof may or will automatically terminate if you breach any of the terms and conditions contained herein.  Upon termination for breach, your rights to use our Services and any information provided or generated thereby shall cease and you shall not be entitled to any compensation, credit, remedy or refund of any nature.

Third Party Links
From time to time, the Site, the App and/or the Services may contain hyperlinks to other websites.  These links are for your personal convenience and to provide you with further information which may be of interest to you.  The provision of such links does not imply any endorsement of such third party websites, products or services.

From time to time, we may place ads and promotions from third party sources in the Site, the App and/or the Services.  Accordingly, your participation or undertakings in promotions of third parties other than Cruzinapp, and any terms, conditions, warranties or representations associated with such undertakings, are solely between you and such third party.  Cruzinapp is not responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of third party advertisers.

User Privacy
By disclosing any information to us, you agree to the terms of our Policy, including the terms for the collection, process, storage and disclosure of such personally identifiable information, including to our affiliates, partners and clients.  We will ask for your express consent, including for inclusion into our newsletters, updates, and follow ups.  For more information, please read our Policy.

No Warranty
Neither Cruzinapp, nor its affiliates, subsidiaries, officers, employees and agents warrantee that the Site or the App Polly will be error-free, uninterrupted, secure, or produce any particular results.  No advice or information given by Cruzinapp or its employees, affiliates, contractors and/or agents shall create a guarantee.  The Site and App have not been completely tested in all situations or devices, and they may or will contain operational malfunctions, errors, viruses, bugs, worms, trojan horses, bots and other harmful and destructive components or defects.

To the fullest extent permissible under applicable law, the Site, the App and the Services are provided to you “as is”, with “all faults” and “as available”, with all faults, without warranty of any kind, without performance assurances or guarantees of any kind, and your use is at your sole risk.  No oral or written advice provided by Cruzinapp, its affiliates, clients, agents, officers, licensors, distributors and/or any authorized representative shall create any implied warranty.

The entire risk of satisfactory quality and performance resides with you.  Cruzinapp, and its affiliates, clients, agents, officers, licensors and/or distributors, do not make, and hereby disclaim, any and all express, implied or statutory warranties, either by statute, common law, custom, usage of trade, course of dealing or otherwise, however arising, including implied warranties of description, quality, fitness for a particular purpose, operation, integration, adequacy, suitability, title, non-infringement, non-interference with use and/or enjoyment.

Disclaimer of Damages
In no event shall Cruzinapp, its affiliates, clients, agents, officers, licensors, distributors and/or any authorized third party, be held liable for any special, indirect, incidental or consequential damages, including losses, costs or expenses of any kind resulting from possession, access, use or malfunction of the Site or the App, including but not limited to, loss of revenue, profits, business, loss of use or lack of availability of computer resources; whatsoever arising out of or related thereto, whether arising in tort (including negligence), contract, strict liability or other legal or equitable theory and whether or not Cruzinapp, its affiliates, clients, licensors and/or distributors have been advised of the possibility of such damages.  

Limitation of Liability
In no event shall Cruzinapp’s, or its affiliates’, clients’, licensors’ and/or distributors’ liability for all damages (except as required by applicable law) exceed the amount of GBP £50.00 (Fifty British Pounds); and henceforth any award for direct, provable damages shall not to exceed such total amount.  These Terms provide you with specific legal rights, and you may have other rights that may vary from jurisdiction to jurisdiction.  Legislation of some states/countries does not allow certain limitations of liability, and henceforth this limitation of liability shall apply to the fullest extent permitted by law in the applicable jurisdiction.  This limitation of liability shall not be applicable solely to the extent that any specific provision of this limitation of liability is prohibited by any federal, state, or municipal law, which cannot be pre-empted.

For the purposes of this limitation of liability, Cruzinapp’s affiliates, licensors and distributors are third party beneficiaries to the limitations of liability specified herein and they may enforce these Terms against you.

As our user, you hereby acknowledge and agree that Google Inc. and Apple Inc., and their affiliates and subsidiaries, are third party beneficiaries of these Terms, and that, upon your acceptance of the terms and conditions hereof, they will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary thereof.

Indemnification
You hereby agree and acknowledge to indemnify, hold harmless, and defend Cruzinapp, its affiliates, clients, agents, officers, licensors, distributors and/or any authorized representatives, and the officers, directors and employees of each (jointly, the “Cruzinapp’s Indemnitees”) from and against any and all third party liabilities, claims, causes of action, suits, losses, damages, fines, judgments, settlements and expenses (including any and all reasonable outside attorneys’ fees and court costs) which may be suffered, made or incurred by any of such Cruzinapp’s Indemnitees arising out of or relating to:
(i) any breach of any warranties, representations and/or covenants made by you hereunder (to the extent not arising substantially from any breach hereof by Cruzinapp); and/or
(ii) any third party claim arising out of or in relation to the Site or the App or use thereof in combination with your business platform, including without limitation, any claim that the Site or the App violate, infringe, or misappropriate any proprietary or intellectual property right of any third party, including without limitation, any privacy right of any person, or violates any applicable law.

Events outside of our Control
In no event shall Cruzinapp be responsible or liable for any failure or delay in the performance of its obligations hereunder arising out of or caused by, directly or indirectly, forces beyond its control, including, without limitation, strikes, work stoppages, accidents, acts of war or terrorism, civil or military disturbances, nuclear or natural catastrophes or acts of God, force majeure, and interruptions, loss or malfunctions of utilities, communications or computer (software and hardware) services; it being understood that Cruzinapp shall use reasonable commercial efforts which are consistent with accepted practices in the industry to resume performance as soon as practicable under the circumstances.

Advertising, Opt-out
We may support the App, the Site, and our Services through advertising and other commercial opportunities.  These advertisements may be tailored to the content of the App, and the nature and extent of such advertising by us is subject to change without prior notice.  Please refer to our Policy for information regarding certain advertisement opt-outs.

Governing Language
From time to time, our Terms may be translated into other languages for your convenience.  The English language version of each of these documents shall be the version that prevails and governs your use of our App, Site and our services.  Upon the case of any conflict between the English language version and any translated version, the English language version will prevail.

Generals
Assignment.  These terms will inure to the benefit of any successors of the parties.
Content Moderation.  Cruzinapp hereby reserves the right, at its sole and final discretion, to review any and all content delivered into Cruzinapp, and use moderators and/or any monitoring technology to flag and remove any user generated content or other content deemed inappropriate.

Entire Agreement.  These Terms set forth the entire agreement between the parties hereof and may not be altered or amended except in writing signed by each both parties.

Equitable remedies:  You hereby acknowledge and agree that if these Terms are not specifically enforced, Cruzinapp will be irreparably damaged, and therefore you agree that Cruzinapp shall be entitled, without bond, other security or proof of damages, to appropriate equitable remedies with respect to your breach of any of these Terms, in addition to any other available remedies.

Newsletters.  The App and the Site may allow you to subscribe to our newsletter service, which may be provided by us or through an authorized third party.  Through our newsletters, you may receive information according to your subscriber preferences.  As our subscriber, you will receive a conspicuous communication indicating any subscription and you will be able to select the amount and type of emails received by you.  If you wish to unsubscribe, you will find ‘unsubscribe’ and similar links on our communications.
No Spam.  We will not tolerate, and we will not allow others to undertake though our Services, the app and/or Site, any and all massive delivery of unsolicited bulk communications to our users or to any third party.  Any commercial electronic communication that you receive from us, our business partners, licensors, suppliers and affiliates will require your prior consent to such communication.

No Waiver.  Failure by Cruzinapp to enforce any rights hereunder shall not be construed as a waiver of any rights with respect to the subject matter hereof.

No Relationship.  You and Cruzinapp are independent contractors, and no agency, partnership, joint venture, employee-employer, or franchiser-franchisee relationship is intended or created by these Terms.

Notices.  All notices and other communications given or made pursuant to these Terms must be in writing and will be deemed to have been given upon the earlier of actual receipt or:  
(a) personal delivery to the party to be notified;
(b) when sent, if sent by facsimile or electronic mail during normal business hours of the recipient, and if not sent during normal business hours, then on the recipient’s next business day;
(c) five days after having been sent by registered or certified mail, return receipt requested, postage prepaid; or
(d) one business day after deposit with a nationally recognized overnight courier, freight prepaid, specifying next business day delivery, with written verification of receipt.  All communications must be sent to the respective parties to such address, facsimile number or electronic mail address as subsequently indicated by each party.  Each party agrees to receive electronic documents and to accept electronic signatures, which shall thereto be considered valid substitutes for hardcopy documents and hand inked signatures.

Severability.  If any provision of these Terms is considered unenforceable, then such provision will be modified to reflect the parties' intention.  All remaining provisions of these Terms will remain in full force and effect.

Taxes.  You are responsible for complying with all tax obligations associated with your account.  It is important that you keep complete and accurate contact details in order for us to remit invoices, especially payment processing account details.
Product claims.  You acknowledge and agree that Cruzinapp, and, not Google Inc. or Apple Inc., is responsible for addressing any claims of you or any third party relating to the App in your use or possession, including, but not limited to:
(i) product liability claims;
(ii) any maintenance and support services;
(iii) any claim that the App fails to conform to any applicable legal or regulatory requirement; and
(iv) claims arising under consumer protection.

Applicable Law, Waiver, Dispute Resolution
Waiver of Class Actions, Non-Individualized Relief. You acknowledge and accept that claims brought against Cruzinapp shall be only on an individual basis and not as a plaintiff or class member in any possible future class or representative action or similar proceeding.  Unless otherwise agreed by you and Cruzinapp, you may not adjoin or consolidate any claim with more than one person's; and you may not otherwise supervise or take over any form of a class, representative or consolidated proceeding.
Applicable Law. Your use of this Site and any cause of action, claim and/or dispute that might arise between the parties hereon, shall be subject to the laws of the United Kingdom, without regard to conflict of law principles.

Arbitration Procedure.  In the event of any dispute or difference between the parties in relation to or arising from these Terms, including but not limited to all escrow services and the formation, performance, interpretation, nullification, termination or invalidation thereof, the matter shall be referred to arbitration procedure.

Any dispute arising out of or in connection with these Terms, contract, including any question regarding its existence, validity, or termination, shall be referred to and finally resolved by arbitration under the London Court of International Arbitration (LCIA) Rules, which Rules are deemed to be incorporated by reference into this clause.  The number of arbitrator(s) shall be one, the seat, or legal place, of arbitration shall be [---------------], United Kingdom, the language to be used in the arbitral proceedings shall be the English language. The governing law of the contract shall be the substantive law of the United Kingdom.  The arbitrator’s decision will follow the provisions of these Terms and will be final and binding.

The arbitrator will have authority to award temporary, interim, or permanent injunctive relief or relief providing for specific performance of these Terms, but only to the extent necessary to provide relief warranted by the individual claim before the arbitrator.  The award rendered by the arbitrator may be confirmed and enforced in any court having jurisdiction thereof.

The arbitration must be concluded, and an award issued, no later than one hundred and twenty (120 days) following the filing of the demand for arbitration, unless all parties to the arbitration proceeding agree in writing to an extension.

If you bring a dispute in a manner other than in accordance with this section, you agree that we may move to have it dismissed, and that you will be responsible for our reasonable attorney’s fees, court costs, and disbursements in doing so.  You agree that the unsuccessful party in any dispute arising from or relating to these Terms will be responsible for the reimbursement of the successful party’s reasonable attorney’s fees, court costs, and disbursements.

Support Services
If you have any questions or complaints regarding the App, the Site or the Services, please contact us as indicated in our contact web page.  We also offer live-chat services where you will be able to chat with one of our customer agents to express your queries.  Of course, you can also email us.  We will undertake our commercially reasonable efforts to respond as quickly as possible.  You must provide us with full details of your service query so that we can clearly identify your issue of concern.

Contact
If you have any questions or queries about us, the Site, the App, our Services, or these Terms, please contact us as indicated on our contact page: www.cruzinapp.com/contact.