Zerology Membership Agreement
Updated: December 28, 2019 (Version 1.0)
Welcome and thank you for joining Zerology!
Please read this Membership Agreement (this “Agreement”) carefully as it contains important information about your legal rights, remedies, and obligations. By using Zerology Services (as defined below) you agree to follow and be bound by this Membership Agreement.
THE TERMS OF THIS AGREEMENT INCLUDE AN AGREEMENT TO MANDATORY INDIVIDUAL ARBITRATION, WHICH MEANS THAT YOU AGREE TO SUBMIT ANY DISPUTE RELATED TO ZEROLOGY SERVICES, THIS AGREEMENT, OR ZEROLOGY’S PRIVACY STATEMENT TO BINDING INDIVIDUAL ARBITRATION RATHER THAN PROCEEDING IN COURT. THE DISPUTE RESOLUTION PROVISION ALSO INCLUDES A CLASS ACTION WAIVER, WHICH MEANS THAT YOU AGREE TO PROCEED WITH ARBITRATION OF ANY DISPUTE INDIVIDUALLY AND NOT AS PART OF A CLASS ACTION. THESE TERMS OF SERVICE ALSO INCLUDE A JURY WAIVER. MORE INFORMATION ABOUT THE ARBITRATION AND CLASS ACTION WAIVER CAN BE FOUND IN SECTION 5 BELOW.
Zerology LLC (“Zerology“, “we“, “our” or “us“), provides a car sharing service that allows eligible and approved Zerology users with active Zerology Membership Agreements (“Member,” “you,” or “your“) to rent vehicles owned or operated by Zerology (“Vehicles“) and, where available for hourly or daily use (“Trips“). This Agreement constitutes a legally binding agreement between you and Zerology governing your access to and use of our mobile application (the “Mobile App“) and all car sharing and other associated services (collectively, “Zerology Services“).
Detailed Terms and Conditions
1. BASIC TERMS
1.1. Registration. You may register for no more than one (1) Zerology account (“Account“) unless we otherwise authorize a second account for business management services. You may not assign or otherwise transfer your Account to another party. Your status as a Member and Account approval is subject to your agreement to the Rental Agreement (attached hereto).
1.2. Vehicle Availability. We may add or remove Vehicles from Zerology Services in our sole discretion. We do not guarantee that any Vehicle will be available to you and reserve the right to refuse rental at any time. Your right to use any Vehicle is subject to Vehicle availability, your continued eligibility, and your compliance with the terms and conditions of the Membership Agreement and Rental Agreement.
1.3. Customer Support. Zerology has dedicated customer care representatives that can assist in answering your questions and concerns. They can be reached at (800) 277-1455. If you have questions about this Agreement or Zerology Services, please contact customer care.
1.4. Safety. While using Zerology Services, you agree to obey all laws, traffic rules, and traffic regulations governing the operation of the Vehicles. You will not access or use Zerology Services in any manner that violates any applicable law, rule or regulation. Without limiting the foregoing, it is your sole responsibility to exercise discretion and observe all safety measures required by law, traffic rules, and traffic regulations while using Zerology Services. Failure to meet these requirements or in any way operate vehicles safely may result in Account deactivation.
1.5. Member Obligations. You agree, as a Member, to the following:
- You will use Vehicles in compliance with this Agreement and the Rental Agreement;
- You will maintain a valid driver’s license while participating in Zerology Services;
- You will not permit non-members to drive the Vehicle that is rented by you and you will be financially responsible if other Members drive the Vehicle that is rented by you;
- You consent to a background check to verify your eligibility to participate in Services prior to and from time to time during your participation;
- You will not drive the Vehicle outside the United States;
- You will pay all fees and any other amounts you owe for participating in Zerology Services. We will charge those fees and other amounts to the payment method you provide and associate with your Account;
- You can review the estimated reservation costs before confirming your reservation;
- To the extent permitted by law, the Vehicle maintains an active telematics data and wireless connection and provides data to us. You consent to this connection and to our collection, use, and sharing of data describing the Vehicle and how you are operating it, including data describing the Vehicle telematics, as described in our Privacy Statement;
- For an additional, daily charge, Zerology may offer the optional vehicle protection/insurance package, to reduce or eliminate fees associated with damages to your Vehicle. Before purchasing additional coverage and/or “Damage Waiver,” we recommend determining whether you already have rental vehicle collision coverage through your credit card or personal automobile insurance policy that would apply to and cover fees associated with Vehicle damage. Zerology’s Damage Waiver IS NOT insurance and you are under no obligation to purchase a Damage Waiver to reserve a Vehicle.
- You are responsible for any loss of or damage to the Vehicle during your reservation that is caused by you or your passengers up to the full cost of damages if you have not complied with this Agreement, as permitted under state law; and
- You will defend, indemnify, and hold harmless Zerology and any related automobile manufacturers and suppliers against any claims arising out of your participation in
Zerology Services and use of a Vehicle, to the extent required by law; and
- Zerology or our affiliate, as identified on the insurance document in application or center console compartment of the Vehicle, own the Vehicles. You acquire no ownership interest in any Vehicle or other items provided to you during your participation in Zerology Services.
2. ELIGIBILITY REQUIREMENTS
2.1. Your participation in Zerology Services is subject to our approval and your participation may be denied or terminated based on changes to eligibility criteria, which may be updated from time to time as permitted by this Agreement and applicable law. You must meet and continue to meet during your participation in Zerology Services the following eligibility requirements, which you represent and warrant that:
- You possess a valid driver’s license which is not modified, suspended, revoked, or restricted (except for corrective lens) and will present it to Zerology upon reasonable request for proof. The driver’s license must be valid for the entire rental period. If you possess a non-US driver’s license it must be valid in the state in which you reside. You will be required to verify that you are the person included on the driver’s license by providing a selfie image of your face from your mobile device;
- You do not have a current outstanding balance with Zerology;
- You have not been involved in (i) any single accident (regardless of fault) while driving a Vehicle, resulting in damages to the Vehicle or any other vehicle amounting to more than $5,000; or (ii) three (3) accidents (regardless of fault) involving a Vehicle within a twelve(12) month period;
- You are at least 21 years of age; and
- You have not been involved in more than two moving violations and/or vehicle accidents; or convicted in the last five (5) years of the following violations:
- driving while driver’s license is restricted, suspended, revoked, or denied;
- vehicular manslaughter, negligent homicide, felonious driving, or felony with a vehicle; Operating a vehicle while impaired, under the influence of alcohol or illegal drugs, or refusing a sobriety test;
- failure to stop or identify after a crash (includes leaving the scene of a crash, hit and run, and giving false information to an officer);
- eluding or attempting to elude a law enforcement officer;
- traffic violations resulting in death or serious injury; or
- any other significant violation warranting restriction or suspension of license.
- You are otherwise eligible under and will comply with all laws and regulations, including any export controls, economic sanctions, or other related laws and regulations, in relation to your participation in Zerology Services;
- You understand and agree that, if Zerology receives notifications by prosecution authorities of violations of laws, regulations, or rules, including traffic rules, allegedly committed with a Vehicle, Zerology will be entitled to provide your complete and accurate data to the respective prosecution authorities.
- You consent to and authorize Zerology, to the extent permitted by law, to perform or have performed periodic background checks of you and of your driving history and/or driving record. You have reviewed and understand the information, statements, and notices in the Rental Agreement; and
- We reserve the right to suspend or remove you from Zerology Services at our sole discretion, including but not limited to our discovery of your non-compliance with the foregoing eligibility requirements.
3. COLLECTION, USE, AND SHARING OF INFORMATION
To provide Zerology Services to you, we collect, use, and share certain information about you and your use of the Vehicle. Our Privacy Statement (available here and incorporated by reference) outlines how we use and safeguard your information. You understand that by participating in Zerology Services, you consent to the collection, use, and disclosure of your personally identifiable information and aggregate data described in our Privacy Statement, and to have your personally identifiable information collected, used, transferred to, and processed in the United States. You consent to our collection, use, and distribution of any personal and telematics data collected during your participation in Zerology Services and utilization of the Vehicles.
4. TERM AND TERMINATION; ENFORCEABILITY
4.1. Term. This Agreement becomes effective when you click to accept this Agreement and all ancillary agreements (the Privacy Statement and Rental Agreement) or by your use of any aspect of Zerology Services and expires upon your notification to us by calling customer care unless earlier terminated by us in our sole discretion.
4.2. Termination. We or you may terminate this Agreement at any time for any reason whatsoever by giving the other notice of such termination. Termination makes you ineligible to participate in Zerology Services. You will remain responsible for all fees incurred as a result of participating in Zerology Services, including Account balances, and any damages and then known or unknown penalties incurred up to and on the date of termination. You will only be able to obtain refunds for membership pursuant to your rights under applicable consumer protection legislation or at our discretion. All fees and charges will continue to be due and payable after the end of each reservation and the expiration or termination of this Agreement.
4.3 Notice. To terminate your membership, contact customer care through the Services App. We may provide notice to you via any address (including electronic address) that we have on file for you, or via in-app messaging in the Mobile App.
All legal notices to be given by you to Zerology must be in writing and will be: (a) personally served; or (b) mailed registered or certified, return receipt requested, postage prepaid, or delivered by courier service with charges prepaid, addressed as set forth below. Notice will be deemed given on the date of service if personally served or, if mailed, on the third business day after mailing.
Zerology LLC c/o Vice President-Finance
821 E. Washington Ave.
Madison, WI 53703
4.4. Survival. Sections 1, 2, 4 and 5 shall survive the expiration or termination of this Agreement in addition to any other obligations which, by their nature, are intended to survive the expiration or termination of this Agreement.
4.5. Modification. Zerology may modify or supplement the terms and conditions of this Agreement at any time, and you hereby acknowledge and agree that the modifications and/or supplements shall be binding on you when posted on our website or otherwise made available to you. Your continued participation in Zerology Services shall constitute your implied consent to the modifications or supplements. You agree that unless the modifications or supplements directly modify the arbitration provisions in this Agreement, any modifications or supplements shall not create an opportunity to opt out of the arbitration provisions contained in this Agreement.
4.6. Assignability. You may not assign or transfer the rights of this Agreement in whole or in part under any circumstances. Doing so without our consent will be void and of no force and effect. Zerology reserves the right to assign this Agreement in our sole discretion.
4.7. Choice of Law. This Agreement will be governed by, interpreted under, and construed and enforced under the laws of the State of Wisconsin, without reference to its conflict of laws principles.
4.8. Severability. If any one or more provisions contained in this Agreement, any modification of this Agreement, or any document executed in connection with this Agreement shall be invalid, illegal, or unenforceable under any law, (i) unless otherwise provided under law, the validity, legality, and enforceability of the Agreement’s remaining provisions shall not be affected or impaired and shall remain in full force and effect; and (ii) the invalid, illegal, or unenforceable provision shall be replaced by us immediately with a term or provision that is valid, legal, and enforceable and that comes closest to expressing the intention of the invalid, illegal, or unenforceable term or provision.
4.9. Waiver. Failure or delay by us to exercise any right or privilege under this Agreement shall not operate as a waiver nor shall any partial exercise of any right or privilege preclude any further exercise thereof.
4.10. Limited Third-Party Beneficiaries. Affiliates and subsidiaries of Zerology are intended third parties beneficiary of this Agreement solely for purpose of enforcing rights. Except for the foregoing, this Agreement is intended to be solely for the benefit of you and Zerology and is not intended to confer any benefits upon, or create any rights in favor of, any person or entity other than the foregoing.
4.11. Conflict of Terms. Any conflict between this Agreement and the Rental terms will be resolved in favor of the Rental Agreement.
5. DISPUTES; BINDING INDIVIDUAL ARBITRATION; CLASS ACTION AND JURY TRIAL WAIVER
5.1. Our customer care department is available to address any concerns you may have regarding Zerology Services. You may call us at 800-277-1455 or send us an e-mail at [email protected] Most matters are quickly resolved in this manner to our customer’s satisfaction.
5.2. ANY MATTER WE ARE UNABLE TO RESOLVE AND ALL DISPUTES OR CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT, INCLUDING ITS FORMATION, ENFORCEABILITY, PERFORMANCE, OR BREACH (EACH, A “CLAIM“), WITH THE EXCEPTION OF THE MATTERS DESCRIBED IN SECTION 5.5 BELOW, SHALL BE FINALLY SETTLED BY BINDING INDIVIDUAL ARBITRATION ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION (THE “AAA“) IN ACCORDANCE WITH THE TERMS OF THIS AGREEMENT AND, TO THE EXTENT NOT INCONSISTENT WITH THE EXPRESS TERMS OF THIS AGREEMENT, IN ACCORDANCE WITH THE PROVISIONS OF THE AAA’S COMMERCIAL ARBITRATION RULES AND ITS SUPPLEMENTARY PROCEDURES FOR CUSTOMER-RELATED DISPUTES, EXCLUDING ANY RULES OR PROCEDURES GOVERNING OR PERMITTING CLASS ACTIONS. NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, NEITHER THE AAA NOR THE ARBITRATOR SHALL HAVE ANY JURISDICTION TO CONDUCT ARBITRATION ON ANY CLASS, COLLECTIVE, OR REPRESENTATIVE BASIS, OR ANY BASIS OTHER THAN AS A PURELY INDIVIDUAL PROCEEDING. THE ARBITRATOR, AND NOT ANY FEDERAL, STATE, OR LOCAL COURT OR AGENCY, SHALL HAVE EXCLUSIVE AUTHORITY TO RESOLVE THE CLAIMS. THE ARBITRATOR SHALL HAVE JURISDICTION TO GRANT, AND SHALL BE EMPOWERED TO GRANT, WHATEVER INDIVIDUAL, NON-CLASS RELIEF OR REMEDY WOULD BE AVAILABLE ON AN INDIVIDUAL BASIS IN A COURT UNDER LAW OR IN EQUITY. THE ARBITRATOR’S AWARD SHALL BE BINDING ON THE PARTIES AND MAY BE ENTERED AS A JUDGMENT IN ANY COURT OF COMPETENT JURISDICTION. THE PARTIES EXPRESSLY WAIVE THE RIGHT TO SUE IN COURT AND HAVE A JURY TRIAL. THEY FURTHER UNDERSTAND THAT, IN SOME INSTANCES, THE COSTS OF ARBITRATION COULD EXCEED THE COSTS OF LITIGATION AND THE RIGHT TO DISCOVERY MAY BE MORE LIMITED IN ARBITRATION THAN IN COURT.
5.3. ANY ARBITRATION WILL BE CONDUCTED BY THE PARTIES IN THEIR INDIVIDUAL CAPACITIES ONLY AND NOT AS A CLASS ACTION OR OTHER REPRESENTATIVE ACTION, AND THE PARTIES WAIVE THEIR RIGHT TO FILE A CLASS ACTION OR SEEK ANY RELIEF ON A CLASS BASIS. NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, IF ANY COURT OR ARBITRATOR DETERMINES THAT THE CLASS ACTION WAIVER SET FORTH IN THE PRECEDING SENTENCE IS VOID OR UNENFORCEABLE FOR ANY REASON OR THAT AN ARBITRATION CAN PROCEED ON A CLASS BASIS, AND THAT DETERMINATION IS NOT THEN SET ASIDE ON APPEAL OR UPON OTHER REVIEW BY A COURT PURSUANT TO THE FEDERAL ARBITRATION ACT, 9 U.S.C. §1 ET SEQ., THEN THE ARBITRATION PROVISION SET FORTH IN THIS SECTION 5.3 SHALL BE NULL AND VOID IN ITS ENTIRETY AND THE PARTIES SHALL THEN BE DEEMED TO HAVE NOT AGREED TO ARBITRATE THE CLAIMS THAT ARE THE SUBJECT OF THAT DETERMINATION.
5.4. THE RULES GOVERNING THE ARBITRATION MAY BE ACCESSED AT WWW.ADR.ORG OR BY CALLING THE AAA AT 1-800-778-7879. TO THE EXTENT THE INITIAL FILING FEE FOR THE ARBITRATION EXCEEDS THE INITIAL FILING FEE FOR A LAWSUIT, WE WILL PAY THE DIFFERENCE IN FEES.
5.5 SECTIONS 5.2 THROUGH 5.4 DO NOT APPLY TO ANY CLAIM (I) IN WHICH A PARTY IS ATTEMPTING TO PROTECT ITS INTELLECTUAL PROPERTY RIGHTS (SUCH AS ITS PATENT, COPYRIGHT, TRADEMARK, TRADE SECRET, OR MORAL RIGHTS, BUT NOT INCLUDING ITS PRIVACY OR PUBLICITY RIGHTS), OR (II) THAT MAY BE BROUGHT IN SMALL-CLAIMS COURT.