GENERAL TERMS & CONDITIONS
These General Terms & Conditions define the basis upon which Gett will provide Customer with access to and use of the Gett Platform and together with the Order Form and the DPA constitutes the entire legal agreement between the parties.
By clicking/checking the “I agree” button/box, accessing the Gett Platform or by utilizing the services you agree to be bound by this Agreement. The services are not available to persons who are not legally eligible to be bound by this Agreement.
1. Definitions and Interpretation
1.1 In this Agreement, the following words shall have the following meanings:
“Affiliate” means with respect to each party, any entity which directly or indirectly Controls, is Controlled by, or is under common Control of, such party;
“Aggregator” means an independent third-party supply partner which owns, operates, and administers a technology platform which facilitates the provision of Transportation Services provided by Aggregator Fleets, and which platform is connected with the Gett Platform to enable Customer to access a wider network of Fleets in the Location;
“Aggregator Fleet” means a licensed provider of Transportation Services which is onboarded to the Aggregator’s technology platform and is made available for booking in a Location via the Gett Platform through Gett’s connection with the Aggregator’s technology platform;
“Agreement” has the meaning given in Clause 2;
“Booking” means a request for Transportation Services made by the Service User or by the Customer on behalf of the Service User and which request is facilitated by Gett via the Gett Platform;
“Business Day” means any day other than a Saturday or a Sunday;
“Cancellation Charges” means the charges payable by the Customer for cancellation of Rides by it or its Service Users, such charges being determined by the Fleet;
“Charges” means the ride fare inclusive of all applicable taxes and charges payable by the Customer for Rides as dictated by the Fleet and collected from the Customer by Gett on behalf of the Fleet;
“Confidential Information” means any information marked “confidential” or identified in writing to be confidential, or which should be reasonably understood under the circumstances to be confidential, including any non-public information regarding a party and its Affiliates’ business, financial affairs, strategic plans, customers or products, but excludes any information which:
(a) is, or becomes, generally available to the public, other than as a direct or indirect result of the information being disclosed by recipient in breach of the Agreement;
(b) was available to the recipient on a non-confidential basis or otherwise was lawfully in the recipient’s possession, prior to disclosure under the Agreement; or
(c) was, is, or becomes available to the recipient on a non-confidential basis from a person who is not under any confidentiality obligation in respect of that information;
“Control” means, in relation to each entity, the ability to direct or cause the direction of its management, policies or operations (whether through voting rights, by contract or otherwise), and “Controlled” shall be construed accordingly;
“Customer” means the customer who executes the relevant Order Form;
“DPA” means the Data Processing Addendum available here: https://www.gett.com/uk/legal/business/data-processing-addendum/ ;
“Driver” means, where applicable in the relevant jurisdiction, a licensed driver of private hire vehicle or a licensed taxi who is employed or subcontracted by the Fleet to perform and provide the Transportation Services;
“Extras” means the additional costs incurred which are charged to the Customer in relation to each Ride, which may include parking charges, waiting charges, cancellation fees, congestion fees, tolls, soiling fees, luggage, tips, stopping points, holiday fees, aggregator platform fees, and foreign taxes (where applicable);
“Fleets” means the licensed local provider of Transportation Services in a particular jurisdiction and the term includes Onboarded Fleets and Aggregator Fleets;
“Gett” or “Gett Entity” means the Gett entity that executes the relevant Order Form;
“Gett Platform” means the business portal website and/or mobile portal application owned or licensed by Gett and/or its Affiliates which provides a platform through which Gett connects Service Users to third party Fleets;
“Intellectual Property Rights” means any and all patents, trademarks and service marks, registered and unregistered designs, design rights and copyright, moral rights, rights in data and databases and other protectable lists of information, rights in confidential information, trade secrets, inventions and know how, trade and business names, domain names, get ups, logos and trade dress (including all extensions, revivals and renewals, where relevant) in each case whether registered or unregistered and application for any of them and the goodwill attaching to any of them and any rights or forms of protection of a similar nature and having equivalent or similar effect to any of them which may subsist anywhere in the world;
“Location(s)” means the locations specified in the Order Form;
“Local Conditions” means terms set out in Schedule 1 (Local Conditions) that amend or supplement any provision of this Agreement;
“Local Regulations” means those laws and regulations applicable to the provision of Transportation Services by Fleet in a particular jurisdiction;
“Onboarded Fleet“means a licensed provider of Transportation Services directly onboarded by Gett on to the Gett Platform;
“Order Form” has the meaning given in Clause 2;
“Platform Fee” means the fee payable by the Customer in relation to Gett’s facilitation of a Booking, which shall be 20% of the value of the Charges and any additional amounts which may notified at the time of booking a Ride from time to time;
“Ride” means a journey by a Service User in a licenced taxi/ or private hire vehicle (or such other ground transportation vehicle as is applicable in any particular jurisdiction) pursuant to a Booking;
“Service User” means the individual(s) who the Customer requires to be transported;
“Total Charges” means Charges and any Extras and / or Cancellation Charges (if applicable) payable by the Customer and collected by Gett, and which excludes the Platform Fee;
“Transportation Services” means ground transportation services provided by Fleets to the Customer; and
“Waiting Time Allowance” means the amount of time before a Customer incurs a waiting charge as outlined in the Fleet’s terms and conditions.
1.2 In this Agreement (unless the context requires otherwise):
(a) the Agreement includes all the schedules annexed hereto;
(b) the words “including”, “include”, “for example”, “in particular”, “such as” and words of similar effect shall be construed so that they do not limit the general effect of the words which precede them, and so that any examples that are given are not to be exclusive or limiting examples of the matters in question;
(c) references to any “party” include (where applicable), its lawful successors, permitted assignees and permitted transferees;
(d) references to the singular include the plural and vice versa and references to any one gender do not exclude other genders; and
(e) if they are translated and there is any conflict, ambiguity or inconsistency between the English language version and the translated version, then the English language version shall prevail.
2. Basis of Contract
To enter into a transaction pursuant to which Gett will provide services, Gett and Customer will execute an order form (the “Order Form”). Each Order Form: (a) forms a separate and independent contract between the Gett Entity and the Customer who execute it for the applicable services specified under such Order Form; and (b) incorporates by reference these General Terms & Conditions. The relevant Order Form and all parts thereof, including these General Terms & Conditions and the DPA as incorporated therein shall be referred to as the “Agreement”.
3.1 The obligations of Gett in each Agreement are solely the obligations of the Gett Entity that executes the relevant Order Form. The Customer agrees, as a condition to Gett accepting a Order Form that:
(a) no Gett entity, other than the Gett Entity who executes such Order Form, shall be responsible, or liable in any way to the Customer, for the performance (or non-performance) of the services provided under such Order Form; and
(b) no Gett Entity is in any way a guarantor of the obligations of, or will be jointly and severally liable with, any other Gett Entity.
3.2 Gett does not guarantee availability nor uninterrupted or error free use of the Gett Platform and shall not be liable for any damage, loss, claims, costs or expenses resulting from or in connection with scheduled or unscheduled downtime, unavailability or slowness.
3.3 Gett shall not have any liability to the Customer and/or a Service User in connection with the Agreement except as is otherwise provided or permitted under it. The parties acknowledge that Gett has entered into the Agreement to provide technology platform services which connect third party Fleets to the Customer and/or Service Users.
3.4 Subject to Clause 3.6, Gett’s total aggregate liability to the Customer and all Service Users at any time, whether in contract, tort (including negligence) or otherwise, shall be limited to a sum equal to the value of the Platform Fees paid or payable to Gett during the twelve-month period prior to the month in which the cause of action is alleged to have arisen.
3.5 Subject to Clause 3.6, Gett shall not be liable to the Customer or any Service User whether in contract, tort or otherwise for (i) any indirect, special, consequential, incidental, punitive, exemplary or special damage, loss, claims, costs and expenses, or (ii) any loss of business, revenue, profits or loss of use, in either case whether such damage, loss, claims, costs and expenses were foreseeable or notified by the Customer and/or Service User.
3.6 Nothing in this Agreement shall limit or exclude either party’s liability for:
(a) death or personal injury caused by that party’s negligence, for that party’s fraud or for any other matter which cannot be excluded by law;
(b) Gett’s obligations to indemnify Customer for third-party intellectual property infringement under Clause 11.4;
(c) a breach by either party of its confidentiality obligations under Clause 13.1 of the General Terms & Conditions;
(d) any wilful misconduct by either party; or
(e) Customer’s obligations to indemnify Gett for improper use of the Gett Platform under Clause 3.10.
3.7 Gett provides technology platform services which connect Customers to third party Fleets and accepts no liability whatsoever for acts or omissions on the part of any Fleet regardless of jurisdiction. Fleets and/or Drivers are responsible for all insurances required for the provision of Transportation Services in accordance with Local Regulations.
3.8 The parties acknowledge that, Fleets are responsible for ensuring that they and their Drivers, including private hire and licenced taxi drivers are approved and regulated by the government through its licensing bodies in each relevant jurisdiction. If any Fleet fails to ensure it or its Drivers follow applicable licensing and insurance legislation, Fleet shall be liable. Gett accepts no liability whatsoever for acts or omissions on the part of any Fleet or any Driver assigned by Fleet to a Booking, regardless of Location.
3.9 Customer shall, and shall ensure that the Service Users, use the Gett Platform in accordance with the terms the Agreement and Gett’s standard terms and conditions for use of the Gett Platform.
3.10 Customer shall indemnify and hold Gett and its Affiliates harmless from and against any losses, claims, liability, damages, costs and expenses (including reasonable attorneys’ fees) arising out of any actual or threatened third-party claim made as a result of or in connection with the Customer or any Service User’s improper use of the Gett Platform, including use which is in breach of clause 3.9.
3.11 To the fullest extent permitted by applicable law, each party hereto hereby irrevocably: (i) waives any right it may have to join any claim or cause of action directly or indirectly arising out of or relating to this Agreement, the transactions contemplated hereby or the use of the Gett Platform with those of others in the form of a class action or similar procedural device; and (ii) agrees that any and all disputes, claims and causes of action directly or indirectly arising out of or relating to the agreement, the transactions contemplated hereby or the use of the Gett Platform must be asserted individually and shall be resolved individually, without resort to any form of class action or similar procedural device
4.1 Gett warrants to the Customer that:
(a) it has all necessary rights and licenses to enter into the Agreement and to perform its obligations thereunder;
(b) for each Onboarded Fleet providing Transportation Services in a Location, Gett received, at the time of such Onboarded Fleet’s on-boarding:
(i) a copy of such Onboarded Fleet’s operating license for each country/region in which such Onboarded Fleet operates; and
(ii) a copy of such Onboarded Fleet ‘s insurance certificate(s) and policy(ies), and, so far as Gett is aware, on the date of receipt, the Onboarded Fleet’s license and insurance satisfied the laws and regulations applicable to such Onboarded Fleet for such Location;
(c) at the time of contracting with each Aggregator, Gett obtained a representation or warranty from such Aggregator that:
(i) as part of on-boarding each of its Aggregator Fleets, the Aggregator satisfied itself that the Aggregator Fleet in question held all relevant operating licences and insurances necessary for it to provide Transportation Services lawfully in each of the Locations; and
(ii) the Aggregator will require its Aggregator Fleets to maintain all such relevant operating licenses and insurances; and
4.2 Gett undertakes to the Customer:
(a) for each Onboarded Fleet providing Transportation Services in a Location, Gett will use reasonable endeavours to monitor when such Onboarded Fleet’s operating licence(s) and insurance policy(ies) are due to be renewed and shall require Onboarded Fleets to provide up-to-date copies of such operating licence(s) and insurance policy(ies); and
(b) if Gett becomes aware that an Onboarded Fleet providing Transportation Services in a Location has ceased to hold an operating licence, or to maintain insurance, that is necessary for such Onboarded Fleet to provide Transportation Services lawfully in that Location, Gett will promptly suspend such Onboarded Fleet from receiving Bookings in the relevant Location until such time as such Onboarded Fleet obtains such operating licence and/or insurance.
4.3 The Customer warrants and represents that:
(a) it has the authority to provide the Service User details to Gett;
(b) only corporate contact information for Service Users has been provided and no personal contact information has been provided; and
(c) it has all necessary authority to enter into this Agreement.
4.4 DISCLAIMERS. NOTWITHSTANDING ANYTHING CONTAINED IN THE AGREEMENT TO THE CONTRARY, GETT MAKES NO EXPRESS OR IMPLIED WARRANTIES OR REPRESENTATIONS OF ANY KIND WITH RESPECT TO GETT OR ANY GETT ENTITY THE GETT PLATFORM, OR ANY COMPONENTS OF THE GETT PLATFORM OR ANY SERVICE PROVIDED BY GETT, ANY OTHER GETT ENTITY, ANY AGGREGATOR, AGGREGATOR FLEET, FLEET OR DRIVER, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR AS TO THE ACCURACY OR COMPLETENESS OF THE INFORMATION PROVIDED BY GETT, EXCEPT FOR THOSE WARRANTIES AND REPRESENTATIONS EXPRESSLY MADE BY GETT IN THIS CLAUSE 4. IN ADDITION, GETT MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND THAT THE OPERATION OF THE GETT PLATFORM WILL BE UNINTERRUPTED OR ERROR-FREE, AND GETT WILL NOT BE LIABLE FOR THE CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS.
5.1 All Bookings shall be made via the Gett Platform. The Customer acknowledges that the technology platforms of Aggregators connect to the Gett Platform in order to allow Customers to make Bookings for Transportation Services provided by Aggregator Fleets.
5.2 Gett shall provide the Customer with user login details for it and its Service Users (where required) in order to place Bookings. The Customer shall keep, and shall procure that Service Users keep, such user login details and all passwords secure and confidential at all times, and only provide such details to individuals within its business whom it authorises to use the Gett Platform. The Customer shall maintain and procure that Service Users maintain a strong and secure password.
5.3 Without prejudice to clause 5.2, Gett is entitled to assume that any person who logs in using correct user login details has authority to make a Booking on the Customer’s account. The Customer is solely responsible for safeguarding the confidentiality of such use login details and password and shall be liable for the Total Charges and Platform Fees of all Bookings made by any such person whether or not in fact authorised by it.
5.4 The Customer acknowledges and agrees that when registering for the Gett Platform, Service Users will be required to accept Gett’s standard terms and conditions for use of the Gett Platform.
5.5 All accepted Bookings are confirmed via the Gett Platform.
5.6 The Customer acknowledges and agrees that if a Service User is not waiting at the pick-up location when the Driver arrives (or in the case of an advanced Booking, at the designated time) the Driver may cancel the Ride and the Customer shall be liable to pay the Cancellation Charges and any applicable Extras.
6.1 Where the Customer or a Service User requires a Ride, an estimate of the Charges for the Ride will be displayed in the Gett Platform at the time of the Booking. This estimate will be based upon the start and end location of the Ride as specified by the Service User and will be displayed as a range, but will not include certain Extras (which may be incurred after the Ride) or any Platform Fees for the Gett Platform which are invoiced separately in accordance with Clause 7. The Service User shall have the option to place the Booking or not to proceed based upon the estimate. Details of indicative Fleet pricing can be provided upon request.
In the event of cancellation by the Customer or a Service User, the Customer is liable to pay a Cancellation Charge and any applicable Extras.
Should the Service User soil, damage or put the vehicle out of service in any way, the Customer will be liable for the cost of any repairs, cleaning and/or soiling charge at an amount dictated by the relevant Fleet up to the maximum set by the local licensing authority (if applicable) where the Ride occurred. For the avoidance of doubt, this soiling charge includes soiling of a vehicle by a Service User (for example a Service User vomiting in a vehicle). The Customer will use all reasonable endeavours to stop its Service Users from soiling or damaging vehicles.
(a) The Total Charges shall be inclusive of all applicable taxes and fees imposed by law.
(b) The Platform Fee is exclusive of any taxes. Gett shall collect from the Customer any applicable taxes imposed by law, with such taxes being borne by the Customer.
7.1 Gett shall invoice the Customer the Platform Fee and Total Charges payable every month in arrears with the exception of those Charges and Platform Fees successfully paid by a Service User as outlined in clause 7.2. Gett shall be responsible for facilitating payment of the Total Charges to the Fleet and/or Aggregator (as applicable). Invoices shall be submitted to the Customer’s Accounts Payable department. The Customer shall pay each invoice submitted to it by Gett within fourteen (14) days of the date of the invoice to a bank account nominated in writing by Gett. Gett reserves the right to charge interest on unpaid and undisputed accounts at the rate equal to the lesser of (a) the Bank of England base rate plus 4% accruing on a daily basis from the due date until full settlement or (b) the maximum rate permitted by applicable law.
7.2 Where agreed between the parties, Gett shall permit a Service User to pay the Total Charges and Platform Fee for a Booking upon completion of the Ride using an accepted debit/credit card. Payment shall be made by Service User via the Gett Platform. Following successful payment, Gett shall issue an electronic receipt to the Service User via the Gett Platform. The Customer shall remain ultimately liable for all Total Charges and Platform Fees under this Contract. If for any reason a Service User does not successfully pay the Total Charges and Platform Fee for a Ride as set out in this clause 7.3, Gett shall issue the Customer with an invoice for such outstanding Total Charges and Platform Fee in accordance with clause 7.1.
7.3 The Customer acknowledges that Gett may use information provided by the Customer and/or Service User in order to conduct appropriate anti-fraud checks. The Customer further acknowledges that any information that the Customer and/or Service User provides may be disclosed to third parties in order to complete such anti-fraud checks and to perform this Contract but such information shall not be used for any other purpose.
7.4 The Customer acknowledges and agrees that it must notify Gett in writing within seven (7) days of receipt of the invoice if it disputes the Total Charges (whether in whole or part) and provide full particulars of such dispute. Disputes must be documented in writing and sent via email to firstname.lastname@example.org. Gett shall review the Customer’s dispute and notify the Customer of the outcome of the investigation.
7.5 Following payment, if it is discovered that the Total Charges paid were incorrect or did not include certain Extras, Gett reserves the right to issue additional invoices to recover the Extras and any applicable Platform Fee.
7.6 It is agreed and acknowledged between the parties that no payment is to be made between: (i) the Customer or the Service Users; and (ii) the Fleet or the Drivers, in either case directly.
8. Customer and Service Users will be charged in GBP (£) in the UK and/or in USD ($) in the US and in all other Locations. Customer and Service Users shall be liable to pay currency conversion charges at a rate of 4% where payment is not made in GBP (£) or USD ($).
9. Termination of Account
9.1 If any amount is due and unpaid by the Customer, Gett shall notify the Customer and the Customer shall make payment of the overdue amount within five (5) Business Days. Gett may terminate the Agreement under which the unpaid amount is due with immediate effect by giving notice in writing if such overdue amount remains unpaid thereafter.
9.2 Upon termination of the Customer account for any reason, all sums payable to or chargeable by Gett, or otherwise appearing on the Customer’s account, shall be invoiced and become immediately due and payable in full within seven (7) days of the date of the invoice.
(a) Upon termination of an Agreement for any reason: each party shall cease to make further use of the other party’s Confidential Information or Intellectual Property Rights received under the terminated Agreement and shall turn over and make available such Confidential Information or other property in its possession; provided that each party may retain the other party’s Confidential Information to the extent, and for so long as, required for legal, regulatory, or internal compliance purposes, or which has been created pursuant to automatic electronic archiving procedures; and
(b) any provision of the terminated Agreement which expressly or by implication is intended to come into or continue in force on or after termination shall remain in full force and effect.
9.3 Upon termination of an Agreement by Customer in accordance with its terms, Gett shall, on request, provide the Customer, at the Customer’s cost, with commercially reasonable transition assistance to ensure a smooth and orderly transition to a new vendor, provided this will not require Gett to disclose any Confidential Information to such vendor.
10. Local Regulations and Applicable Law
Gett shall comply with any laws and regulations applicable to its provision of technology platform services in the Locations, including compliance with any applicable laws or regulations relating to the possession and use of personal data and any applicable anti-bribery and corruption laws or regulations to which it is subject.
11. Privacy and Data Protection
To the extent that either party processes personal data under the Agreement, the parties shall conduct such processing in accordance with the DPA.
12. Intellectual Property
12.1 The Customer grants to Gett a non-exclusive, transferable licence to use the Customer’s name and logo for the purpose of identifying the Customer as a Gett customer in its marketing materials, subject to prior written consent of such use by the Customer. Additionally, upon request from Gett, Customer agrees to make available representatives to participate in a written case study on the Customer’s use and experience of the Gett Platform.
12.2 The Customer acknowledges that:
(a) all Intellectual Property Rights and all other rights in the Gett Platform are owned by Gett and/or its Affiliates, and remain vested in Gett and/or its Affiliates at all times; and
(b) the Customer does not acquire any rights in or to the Gett Platform under the Agreement.
12.3 The Customer (whether directly or indirectly) shall not (and shall not attempt to) reverse engineer or in any other way study, copy or develop the Gett Platform. On termination of the Agreement, the Customer shall ensure that all Service Users cease to use the Gett Platform.
12.4 Gett shall indemnify and hold the Customer and its Affiliates harmless from and against any claims, liability, damages, costs and expenses (including reasonable attorneys’ fees) incurred by the Customer as a result of any third-party claim that the Customer’s use of Gett Platform in accordance with the terms of the Agreement infringes or violates the Intellectual Property Rights of a third party (“IP Claim”).
12.5 If the Customer receives an IP Claim, it shall:
(a) as soon as reasonably practicable, give written notice of the Claim to Gett, specifying the nature of the Claim in reasonable detail;
(b) give Gett control over the conduct of the Claim, and shall not make any admission of liability, agreement or compromise in relation to the Claim without the prior written consent of Gett;
(c) give Gett and its professional advisers all reasonable information and assistance (at Gett’s expense) for the purpose of Gett assessing, defending and/or settling the Claim.
13.1 Any and all Confidential Information shall be treated by the receiving party as confidential. The receiving party shall not disclose, directly or indirectly, in whole or in part, to any third party, any Confidential Information or use such Confidential Information for its own benefit except as is solely necessary in connection with the receiving party’s performance under this Agreement or where such Confidential Information is required to be disclosed pursuant to a law, regulation, regulatory authority or judicial or lawful government order, but only to the extent required by such order.
13.2 Any notice to be served on either party under an Agreement shall be in writing sent by pre-paid post or email to the address of the addressee specified in the “About Your Company” section of the Order Form applicable to such Agreement. It is the duty of each party to notify the other of the appropriate address. Any notice shall be deemed to have been received by the addressee within 48 hours of posting or 24 hours if sent by email to the valid email address detailed in the Agreement.
13.3 Each Agreement constitutes the entire agreement between the parties relating to its subject matter and supersedes all prior communications, drafts, agreements, representations (other than those made fraudulently), warranties, stipulations and undertakings of whatsoever nature, whether oral or written between the parties. Nothing in this clause shall limit or exclude any liability for fraud.
13.4 The services contemplated by an Agreement can be provided by Gett and/or any of its Affiliates. Where an Affiliate provides the services to the Customer, such Affiliate shall be entitled to invoice the Customer for its facilitation of such Rides in accordance with the terms of the Agreement, and in all cases, the Gett Affiliate shall be liable and responsible for its compliance with the terms and conditions of the Agreement.
13.5 Gett may elect to change or supplement the terms of this Agreement from time to time at its sole discretion. Gett will exercise commercially reasonable business efforts to provide notice to Customer of any material changes to this Agreement. Within ten (10) business days of posting changes to this Agreement (or ten (10) business days from the date of notice, if such is provided), such changes will be binding on Customer. If Customer does not agree with the changes they should discontinue using the Services. If Customer continues using the Services after such ten-business-day period, Customer will be deemed to have accepted the changes to the terms of this Agreement.
13.6 The invalidity or unenforceability of any term of, or any right arising pursuant to, an Agreement shall not in any way affect the remaining terms or rights.
13.7 Neither the Agreement nor any of these conditions will be deemed waived, and no breach excused, unless such waiver or consent excusing the breach is in writing and signed by the waiving and/or excusing party.
13.8 Should any provision of an Agreement be invalid or unenforceable, then the remainder of such Agreement shall remain valid and in force. The invalid or unenforceable provision shall be either: (i) amended as necessary to ensure its validity and enforceability, while preserving the parties’ intentions as closely as possible; or, if this is not possible, (ii) construed in a manner as if the invalid or unenforceable part had never been contained therein.
13.9 The rights under an Agreement only accrue to those parties to it, and, in the case of Gett, to any Gett Affiliate providing services pursuant to clause 13.4. Except for the foregoing parties, no other person shall have rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term or condition of this Agreement.
13.10 Signatories of an Order Form represent and warrant that they have full power and authority to enter into an Agreement and to fulfil all its terms and conditions. The Customer signatory also represents and warrants that it has read and accepts these General Terms & Conditions and the DPA on behalf of the Customer, and understands that the same are hereby incorporated into an Order Form to form an Agreement.
13.11 Each party represents that it has not been induced to enter into an Agreement by, nor is it relying on, any representation or warranty outside those expressly stated in an Agreement.
13.12 An Agreement may be executed in any number of counterparts.
13.13 Each Agreement, and any and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) is governed and construed in accordance the local law and jurisdiction where the Gett Entity who entered into the relevant Order Form is located.
13.14 Gett and Customer acknowledge that it may be appropriate to modify certain provisions of this Agreement in each jurisdiction where services are being provided by Gett. Such modifications are made via the use of Local Conditions at Schedule 1. These Local Conditions supplement this Agreement and where applicable, the Local Conditions may take precedence over and amend the terms of this Agreement.
A. UNITED KINGDOM
The terms set forth below shall apply with respect to the provision of services by Gett in the United Kingdom:
i. Gett warrants to the Customer that for each Black Taxi Provider providing Transportation Services in the Locations, Gett received, at the time of such provider’s onboarding, a copy of such Black Taxi Provider’s DVLA licence, Hackney Carriage Driver Badge and Hackney Carriage Driver Bill;
ii. Gett undertakes to the Customer that for each Black Taxi Provider providing Transportation Services in the Locations, Gett will use reasonable endeavours to monitor that such provider remains in possession of its DVLA licence, Hackney Carriage Driver Badge and Hackney Carriage Driver Bill, and if Gett becomes aware that the Black Taxi Provider has ceased to remain in possession of its DVLA licence, Hackney Carriage Driver Badge and Hackney Carriage Driver Bill, Gett will promptly limit such Black Taxi Provider from receiving Bookings in connection with this Agreement.
iii. The Charges for licenced Black Taxi Providers / taxi Bookings shall be charged in accordance with the meter unless specified otherwise in the Gett Platform at the time of placing the Booking.
“Black Taxi Provider” means a provider of black taxi/hackney carriage transportation services and who is directly onboarded to the Gett Platform.
iv. The Parties acknowledge that Black Taxi Providers are responsible for ensuring that they maintain all licenses and authorisations, and if any Black Taxi Provider fails to ensure it maintains all licences and authorisations, it shall be liable. Gett accepts no liability whatsoever for acts or omissions on the part of any Black Taxi Provider assigned to a Booking.
B. UNITED STATES OF AMERICA
The terms set forth below shall apply with respect to the provision of services by Gett in the United States of America:
i. EACH PARTY HEREBY IRREVOCABLY WAIVES ALL RIGHT TO TRIAL BY JURY IN ANY ACTION.
ii. In any lawsuit, action, or proceeding arising out of or relating to this Agreement or the transactions contemplated hereby, where Gett is the prevailing party Gett shall be entitled to recover reasonable attorneys’ fees, costs and disbursements (in addition to any other relief to which the prevailing party may be entitled).
iii. This Agreement and any dispute or controversy arising out of or relating to this Agreement or the transactions contemplated hereby shall be governed by and construed in accordance with the laws of the State of New York, without regard to the conflict of law principles thereof. All lawsuits, actions, or proceedings arising out of or relating to this Agreement or the transactions contemplated hereby (the “Action(s)”) shall be heard and determined exclusively in any state or federal court located in New York, New York (or in any appellate courts thereof) (the “NY Courts”). Each party hereby submits to the exclusive jurisdiction of the NY Courts for the purpose of any Action and, to the fullest extent permitted by law, hereby irrevocably waives, and agrees not to assert by way of motion, defense or otherwise, any claim that it is not personally subject to the jurisdiction of any such court; that the Action is brought in an inconvenient forum; or that venue is improper.
iv. All references to “reasonable endeavours” or “reasonable efforts” in this Agreement shall mean commercially reasonable efforts.