Last Updated: April 17, 2020
PLEASE BE ADVISED: THIS AGREEMENT CONTAINS PROVISIONS THAT GOVERN HOW CLAIMS BETWEEN YOU AND SKÅL CAN BE BROUGHT. THESE PROVISIONS WILL, WITH LIMITED EXCEPTION, REQUIRE YOU TO SUBMIT CLAIMS YOU HAVE AGAINST SKÅL TO BINDING AND FINAL ARBITRATION ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS, GROUP OR REPRESENTATIVE ACTION OR PROCEEDING. AS A DRIVER OR DRIVER APPLICANT, YOU HAVE AN OPPORTUNITY TO OPT OUT OF ARBITRATION WITH RESPECT TO CERTAIN CLAIMS.
By entering into this Agreement, and/or by using or accessing the Skål Platform you expressly acknowledge that you understand this Agreement (including the dispute resolution and arbitration provisions below) and accept all of its terms. IF YOU DO NOT AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT, YOU MAY NOT USE OR ACCESS THE SKÅL PLATFORM OR ANY OF THE SERVICES PROVIDED THROUGH THE SKÅL PLATFORM.
The Skål Platform
The Skål Platform provides a marketplace where persons who seek delivery of alcohol to certain destinations (“Customers”) can be matched with delivery options to such destinations. One option for Customers is to request a delivery from drivers who are driving near those destinations (“Drivers”). The driving services provided by Drivers to Customers shall be referred to herein as "Delivery Services." As a Driver, you authorize Skål to match you with a Customer based on factors such as your location, the estimated time to arrival, your destination, Driver preferences, and platform efficiency, and to cancel an existing match and rematch based on the same considerations. Each Delivery Service provided by a Driver to a Customer shall constitute a separate agreement between such persons.
Modification to the Agreement
Skål reserves the right to modify the terms and conditions of this Agreement, such modifications shall be binding on you only upon your acceptance of the modified Agreement. Skål reserves the right to modify any information on pages referenced in the hyperlinks from this Agreement from time to time, and such modifications shall become effective upon posting. Continued use of the Skål Platform or Delivery Services after any such changes shall constitute your consent to such changes. Unless material changes are made to the arbitration provisions herein, you agree that modification of this Agreement does not create a renewed opportunity to opt out of arbitration (if applicable).
The Skål Platform may only be used by individuals who have the right and authority to enter into this Agreement, are fully able and competent to satisfy the terms, conditions, and obligations herein. The Skål Platform is not available to Drivers who have had their Driver account temporarily or permanently deactivated. You may not allow other persons to use your Driver account, and you agree that you are the sole authorized Driver on your account. To use the Skål Platform, each Driver shall create a Driver account. Each person may only create one Driver account, and Skål reserves the right to deactivate any additional or duplicate accounts.
By becoming a Driver, you represent and warrant that you are at least 20 years old. You will be responsible for any breach of the above representation, warranty and/or this Agreement.
If you are a Driver, you will receive payment for your provision of Delivery Services pursuant to the terms of the Driver Addendum, which shall form part of this Agreement between you and Skål.
By entering into this Agreement or using the Skål Platform, you agree to receive communications from us, including via e-mail, text message, calls, and push notifications. You agree that texts, calls or prerecorded messages may be generated by automatic telephone dialing systems. Communications from Skål and its affiliated companies, may include but are not limited to: operational communications concerning your Driver account or use of the Skål Platform or Delivery Services, updates concerning new and existing features on the Skål Platform, communications concerning promotions run by us or our third-party partners, and news concerning Skål and industry developments. Standard text messaging charges applied by your cell phone carrier will apply to text messages we send.
Promotions, Referrals, and Loyalty Programs
Skål, at its sole discretion, may make available promotions, referral programs and loyalty programs with different features to any Drivers or prospective Drivers. These promotions and programs, unless made to you, shall have no bearing whatsoever on your Agreement or relationship with Skål. Skål reserves the right to withhold or deduct credits or benefits obtained through a promotion or program in the event that Skål determines or believes that the redemption of the promotion or receipt of the credit or benefit was in error, fraudulent, illegal, or in violation of the applicable promotion or program terms or this Agreement. Skål reserves the right to terminate, discontinue or cancel any promotions or programs at any time and in its sole discretion without notice to you.
With respect to your use of the Skål Platform and your participation in the Delivery Services, you agree that you will not:
impersonate any person or entity;
stalk, threaten, or otherwise harass any person, or carry any weapons;
violate any law, statute, rule, permit, ordinance or regulation;
interfere with or disrupt the Skål Platform or the servers or networks connected to the Skål Platform;
post Information or interact on the Skål Platform or Delivery Services in a manner which is fraudulent, libelous, abusive, obscene, profane, sexually oriented, harassing, or illegal;
use the Skål Platform in any way that infringes any third party’s rights, including: intellectual property rights, copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy;
post, email or otherwise transmit any malicious code, files or programs designed to interrupt, damage, destroy or limit the functionality of the Skål Platform or any computer software or hardware or telecommunications equipment or surreptitiously intercept or expropriate any system, data or personal information;
forge headers or otherwise manipulate identifiers in order to disguise the origin of any information transmitted through the Skål Platform;
“frame” or “mirror” any part of the Skål Platform, without our prior written authorization or use meta tags or code or other devices containing any reference to us in order to direct any person to any other web site for any purpose;
modify, adapt, translate, reverse engineer, decipher, decompile or otherwise disassemble any portion of the Skål Platform;
rent, lease, lend, sell, redistribute, license or sublicense the Skål Platform or access to any portion of the Skål Platform;
use any robot, spider, site search/retrieval application, or other manual or automatic device or process to retrieve, index, scrape, “data mine”, or in any way reproduce or circumvent the navigational structure or presentation of the Skål Platform or its contents;
link directly or indirectly to any other web sites;
transfer or sell your Driver account, password and/or identification, or any other Driver's Information to any other party;
discriminate against or harass anyone on the basis of race, national origin, religion, gender, gender identity, physical or mental disability, medical condition, marital status, age or sexual orientation;
violate any of the Referral Program rules if you participate in the Referral Program; or
cause any third party to engage in the restricted activities above.
Driver Representations, Warranties and Agreements
By providing Delivery Services as a Driver on the Skål Platform, you represent, warrant, and agree that:
You possess a valid driver’s license and are authorized and medically fit to operate a motor vehicle and have all appropriate licenses, approvals and authority to provide transportation to Customers in all jurisdictions in which you provide Delivery Services.
You own, or have the legal right to operate, the vehicle you use when providing Delivery Services; such vehicle is in good operating condition and meets the industry safety standards and all applicable statutory and state department of motor vehicle requirements for a vehicle of its kind; and any and all applicable safety recalls have been remedied per manufacturer instructions.
You will not engage in reckless behavior while driving, drive unsafely, operate a vehicle that is unsafe to drive, permit an unauthorized third party to accompany you in the vehicle while providing Delivery Services, Delivery provide Services as a Driver while under the influence of alcohol or drugs, or take action that harms or threatens to harm the safety of the Skål community or third parties.
You will not attempt to defraud Skål or Customers on the Skål Platform or in connection with your provision of Delivery Services. If we suspect that you have engaged in fraudulent activity we may withhold applicable Fares or other payments for the ride(s) in question and take any other action against you available under the law.
You will not discriminate against Customers with disabilities.
You have a valid policy of liability insurance (in coverage amounts consistent with all applicable legal requirements) that names or schedules you for the operation of the vehicle you use to provide Delivery Services.
You will pay all applicable federal, state and local taxes based on your provision of Delivery Services and any payments received by you.
All intellectual property rights in the Skål Platform shall be owned by Skål absolutely and in their entirety. These rights include database rights, copyright, design rights (whether registered or unregistered), trademarks (whether registered or unregistered) and other similar rights wherever existing in the world together with the right to apply for protection of the same. All other trademarks, logos, service marks, company or product names set forth in the Skål Platform are the property of their respective owners. You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information (“Submissions”) provided by you to us are non-confidential and shall become the sole property of Skål. Skål shall own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
SKÅL and other Skål logos, designs, graphics, icons, scripts and service names are registered trademarks, trademarks or trade dress of Skål in Sweden and/or other countries (collectively, the “Skål Marks”). If you provide Delivery Services as a Driver, Skål grants to you, during the term of this Agreement, and subject to your compliance with the terms and conditions of this Agreement, a limited, revocable, non-exclusive license to display and use the Skål Marks solely on the Skål stickers/decals and any other Skål-Branded items provided by Skål directly to you in connection with providing the Delivery Services ("License"). The License is non-transferable and non-assignable, and you shall not grant to any third party any right, permission, license or sublicense with respect to any of the rights granted hereunder without Skål’s prior written permission, which it may withhold in its sole discretion. The Skål logo (or any Skål Marks) may not be used in any manner that is likely to cause confusion, including but not limited to: use of a Skål Mark in a domain name or Skål referral code, or use of a Skål Mark as a social media handle or name, avatar, profile photo, icon, favicon, or banner. You may identify yourself as a Driver on the Skål Platform, but may not misidentify yourself as Skål, an employee of Skål, or a representative of Skål.
You acknowledge that Skål is the owner and licensor of the Skål Marks, including all goodwill associated therewith, and that your use of the Skål logo (or any Skål Marks) will confer no interest in or ownership of the Skål Marks in you but rather inures to the benefit of Skål. You agree to use the Skål logo strictly in accordance with Skål’s Trademark Usage Guidelines, as may be provided to you and revised from time to time, and to immediately cease any use that Skål determines to nonconforming or otherwise unacceptable.
You agree that you will not: (1) create any materials that use the Skål Marks or any derivatives of the Skål Marks as a trademark, service mark, trade name or trade dress, other than as expressly approved by Skål in writing; (2) use the Skål Marks in any way that tends to impair their validity as proprietary trademarks, service marks, trade names or trade dress, or use the Skål Marks other than in accordance with the terms, conditions and restrictions herein; (3) take any other action that would jeopardize or impair Skål’s rights as owner of the Skål Marks or the legality and/or enforceability of the Skål Marks, including, challenging or opposing Skål’s ownership in the Skål Marks; (4) apply for trademark registration or renewal of trademark registration of any of the Skål Marks, any derivative of the Skål Marks, any combination of the Skål Marks and any other name, or any trademark, service mark, trade name, symbol or word which is similar to the Skål Marks; (5) use the Skål Marks on or in connection with any product, service or activity that is in violation of any law, statute, government regulation or standard.
You agree you will not rent, lease, lend, sell, or otherwise redistribute the Skål-Branded Items, or manufacture, produce, print, sell, distribute, purchase, or display counterfeit/inauthentic Skål-Branded Items or other Skål Marks or (including but not limited to signage, stickers, apparel, or decals) from any source other than directly from Skål.
Violation of any provision of this License may result in immediate termination of the License, in Skål’s sole discretion, a takedown request sent to the appropriate ISP, or social media platform, and/or a Uniform Domain-Name Dispute-Resolution Policy Proceeding (or equivalent proceeding). If you create any materials (physical or digital) bearing the Skål Marks (in violation of this Agreement or otherwise), you agree that upon their creation Skål exclusively owns all right, title and interest in and to such materials, including any modifications to the Skål Marks or derivative works based on the Skål Marks or Skål copyrights. You further agree to assign any interest or right you may have in such materials to Skål, and to provide information and execute any documents as reasonably requested by Skål to enable Skål to formalize such assignment.
Skål respects the intellectual property of others, and expects Drivers to do the same.
The following disclaimers are made on behalf of Skål, our affiliates, subsidiaries, parents, successors and assigns, and each of our respective officers, directors, employees, agents, and shareholders.
It is up to the Driver to decide whether or not to make any particular delivery to a Customer requesting delivery through the Skål Platform. We cannot ensure that a Driver or Customer will complete an arranged delivery service. We have no control over the quality or safety of the delivery that occurs as a result of the Delivery Services.
The Skål Platform is provided on an “as is” basis and without any warranty or condition, express, implied or statutory. We do not guarantee and do not promise any specific results from use of the Skål Platform and/or the Delivery Services, including the ability to provide or receive Delivery Services at any given location or time. To the fullest extent permitted by law, we specifically disclaim any implied warranties of title, merchantability, fitness for a particular purpose and non-infringement. Some states do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you.
We do not warrant that your use of the Skål Platform or Delivery Services will be accurate, complete, reliable, current, secure, uninterrupted, always available, or error- free, or will meet your requirements, that any defects in the Skål Platform will be corrected, or that the Skål Platform is free of viruses or other harmful components. We disclaim liability for, and no warranty is made with respect to, connectivity and availability of the Skål Platform or Delivery Services.
We cannot guarantee that each Customer is who he or she claims to be. Please use common sense when using the Skål Platform and Delivery Services, including looking at the photos of the Customer you have matched with to make sure it is the same individual you see in person. Please note that there are also risks of dealing with underage persons or people acting under false pretense, and we do not accept responsibility or liability for any content, communication or other use or access of the Skål Platform by persons under the age of 20 in violation of this Agreement. We encourage you to communicate directly with each potential Customer prior to engaging in an arranged transportation service.
Skål is not responsible for the conduct, whether online or offline, of any Customer of the Skål Platform or Delivery Services. You are solely responsible for your interactions with Customers. By using the Skål Platform and participating in the Delivery Services, you agree to accept such risks and agree that Skål is not responsible for the acts or omissions of Customers on the Skål Platform or participating in the Delivery Services.
You are responsible for the use of your Driver account and Skål expressly disclaims any liability arising from the unauthorized use of your Driver account. Should you suspect that any unauthorized party may be using your Driver account or you suspect any other breach of security, you agree to notify us immediately.
It is possible for others to obtain information about you that you provide, publish or post to or through the Skål Platform (including any profile information you provide), send to other Customers, or share during the Delivery Services, and to use such information to harass or harm you. We are not responsible for the use of any personal information that you disclose to Customers on the Skål Platform or through the Delivery Services. Please carefully select the type of information that you post on the Skål Platform or through the Delivery Services or release to others. We disclaim all liability, regardless of the form of action, for the acts or omissions of Customers (including unauthorized Customers, or “hackers”).
Opinions, advice, statements, offers, or other information or content concerning Skål or made available through the Skål Platform, but not directly by us, are those of their respective authors, and should not necessarily be relied upon. Such authors are solely responsible for such content. Under no circumstances will we be responsible for any loss or damage resulting from your reliance on information or other content posted by third parties, whether on the Skål Platform or otherwise. We reserve the right, but we have no obligation, to monitor the materials posted on the Skål Platform and remove any such material that in our sole opinion violates, or is alleged to violate, the law or this agreement or which might be offensive, illegal, or that might violate the rights, harm, or threaten the safety of Drivers or others.
Location data provided by the Skål Platform is for basic location purposes only and is not intended to be relied upon in situations where precise location information is needed or where erroneous, inaccurate or incomplete location data may lead to death, personal injury, property or environmental damage. Neither Skål, nor any of its content providers, guarantees the availability, accuracy, completeness, reliability, or timeliness of location data tracked or displayed by the Skål Platform. Any of your Information, including geolocational data, you upload, provide, or post on the Skål Platform may be accessible to Skål and certain Customers of the Skål Platform.
Skål advises you to use the Skål Platform with a data plan with unlimited or very high data usage limits, and Skål shall not responsible or liable for any fees, costs, or overage charges associated with any data plan you use to access the Skål Platform.
This paragraph applies to any version of the Skål Platform that you acquire from the Apple App Store or Google Play Store. This Agreement is entered into between you and Skål. Neither Apple, Inc. (“Apple”) nor Google LLC. (“Google”) are not a party to this Agreement and shall have no obligations with respect to the Skål Platform. Skål, not Apple or Google, is solely responsible for the Skål Platform and the content thereof as set forth hereunder. However, Apple, Apple’s subsidiaries and Google, and Google’s subsidiaries, respectively, are third party beneficiaries of this Agreement. Upon your acceptance of this Agreement, Apple and Google shall have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary thereof.
You will defend, indemnify, and hold Skål including our affiliates, subsidiaries, parents, successors and assigns, and each of our respective officers, directors, employees, agents, or shareholders harmless from any claims, actions, suits, losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of your use of the Skål Platform and participation in the Delivery Services, including: (1) your breach of this Agreement or the documents it incorporates by reference; (2) your violation of any law or the rights of a third party, including, Drivers, Customers, other motorists, and pedestrians, as a result of your own interaction with such third party; (3) any allegation that any materials that you submit to us or transmit through the Skål Platform or to us infringe or otherwise violate the copyright, trademark, trade secret or other intellectual property or other rights of any third party; (4) your ownership, use or operation of a motor vehicle or passenger vehicle, including your provision of Delivery Services as a Driver; and/or (5) any other activities in connection with the Delivery Services. This indemnity shall be applicable without regard to the negligence of any party, including any indemnified person.
Limitation of Liability
IN NO EVENT WILL SKÅL, INCLUDING OUR AFFILIATES, SUBSIDIARIES, PARENTS, SUCCESSORS AND ASSIGNS, AND EACH OF OUR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR SHAREHOLDERS (COLLECTIVELY “SKÅL” FOR PURPOSES OF THIS SECTION), BE LIABLE TO YOU FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, CONSEQUENTIAL, OR INDIRECT DAMAGES (INCLUDING DAMAGES FOR DELETION, CORRUPTION, LOSS OF DATA, LOSS OF PROGRAMS, FAILURE TO STORE ANY INFORMATION OR OTHER CONTENT MAINTAINED OR TRANSMITTED BY THE SKÅL PLATFORM, SERVICE INTERRUPTIONS, OR FOR THE COST OF PROCUREMENT OF SUBSTITUTE SERVICES) ARISING OUT OF OR IN CONNECTION WITH THE SKÅL PLATFORM, THE DELIVERY SERVICES, OR THIS AGREEMENT, HOWEVER ARISING INCLUDING NEGLIGENCE, EVEN IF WE OR OUR AGENTS OR REPRESENTATIVES KNOW OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE SKÅL PLATFORM MAY BE USED BY YOU TO REQUEST AND SCHEDULE TRANSPORTATION, GOODS, OR OTHER SERVICES WITH THIRD PARTY PROVIDERS, BUT YOU AGREE THAT SKÅL HAS NO RESPONSIBILITY OR LIABILITY TO YOU RELATED TO ANY TRANSPORTATION, GOODS OR OTHER SERVICES PROVIDED TO YOU BY THIRD PARTY PROVIDERS OTHER THAN AS EXPRESSLY SET FORTH IN THIS AGREEMENT. CERTAIN JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.
Term and Termination
This Agreement is effective upon your creation of a Driver account. This Agreement may be terminated: a) by Driver, without cause, upon seven (7) days’ prior written notice to Skål; or b) by either Party immediately, without notice, upon the other Party’s material breach of this Agreement. In addition, Skål may terminate this Agreement or deactivate your Driver account immediately in the event: (1) you no longer qualify to provide Delivery Services or to operate the approved vehicle under applicable law, rule, permit, ordinance or regulation; (2) you fall below Skål’s rating or cancellation threshold; (3) Skål has the good faith belief that such action is necessary to protect the safety of the Skål community or third parties, provided that in the event of a deactivation pursuant to (1)-(3) above, you will be given notice of the potential or actual deactivation and an opportunity to attempt to cure the issue to Skål’s reasonable satisfaction prior to Skål permanently terminating the Agreement. For all other breaches of this Agreement, you will be provided notice and an opportunity to cure the breach. If the breach is cured in a timely manner and to Skål’s satisfaction, this Agreement will not be permanently terminated.
DISPUTE RESOLUTION AND ARBITRATION AGREEMENT
(a) Agreement to Binding Arbitration Between You and Skål.
YOU AND SKÅL MUTUALLY AGREE TO WAIVE OUR RESPECTIVE RIGHTS TO RESOLUTION OF DISPUTES IN A COURT OF LAW BY A JUDGE OR JURY AND AGREE TO RESOLVE ANY DISPUTE BY ARBITRATION, as set forth below. This agreement to arbitrate (“Arbitration Agreement”) survives after the Agreement terminates or your relationship with Skål ends. ANY ARBITRATION UNDER THIS AGREEMENT WILL TAKE PLACE ON AN INDIVIDUAL BASIS; CLASS ARBITRATIONS AND CLASS ACTIONS ARE NOT PERMITTED. Except as expressly provided below, this Arbitration Agreement applies to all Claims (defined below) between you and Skål, including our affiliates, subsidiaries, parents, successors and assigns, and each of our respective officers, directors, employees, agents, or shareholders. This Arbitration Agreement also applies to claims between you and Skål’s service providers, including but not limited to background check providers and payment processors; and such service providers shall be considered intended third party beneficiaries of this Arbitration Agreement.
Except as expressly provided below, ALL DISPUTES AND CLAIMS BETWEEN US (EACH A “CLAIM” AND COLLECTIVELY, “CLAIMS”) SHALL BE EXCLUSIVELY RESOLVED BY BINDING ARBITRATION SOLELY BETWEEN YOU AND SKÅL. These Claims include, but are not limited to, any dispute, claim or controversy, whether based on past, present, or future events, arising out of or relating to: this Agreement and prior versions thereof (including the breach, termination, enforcement, interpretation or validity thereof), the Skål Platform, the Delivery Services, Skål promotions, gift card, referrals or loyalty programs, any other goods or services made available through the Skål Platform, your relationship with Skål, the threatened or actual suspension, deactivation or termination of your Driver Account or this Agreement, any promotions or offers made by Skål, any city, county, state or federal wage-hour law, trade secrets, unfair competition, compensation, breaks and rest periods, expense reimbursement, wrongful termination, discrimination, harassment, retaliation, fraud, defamation, emotional distress, breach of any express or implied contract or covenant, claims arising under federal or state consumer protection laws; claims arising under antitrust laws, and state statutes, if any, addressing the same or similar subject matters, and all other federal and state statutory and common law claims. All disputes concerning the arbitrability of a Claim (including disputes about the scope, applicability, enforceability, revocability or validity of the Arbitration Agreement) shall be decided by the arbitrator, except as expressly provided below.
BY AGREEING TO ARBITRATION, YOU UNDERSTAND THAT YOU AND SKÅL ARE WAIVING THE RIGHT TO SUE IN COURT OR HAVE A JURY TRIAL FOR ALL CLAIMS, EXCEPT AS EXPRESSLY OTHERWISE PROVIDED IN THIS ARBITRATION AGREEMENT. This Arbitration Agreement is intended to require arbitration of every claim or dispute that can lawfully be arbitrated, except for those claims and disputes which by the terms of this Arbitration Agreement are expressly excluded from the requirement to arbitrate.
(b) Prohibition of Class Actions and Non-Individualized Relief.
YOU UNDERSTAND AND AGREE THAT YOU AND SKÅL MAY EACH BRING CLAIMS IN ARBITRATION AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT ON A CLASS, COLLECTIVE ACTION, OR REPRESENTATIVE BASIS (“CLASS ACTION WAIVER”). YOU UNDERSTAND AND AGREE THAT YOU AND SKÅL BOTH ARE WAIVING THE RIGHT TO PURSUE OR HAVE A DISPUTE RESOLVED AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE OR REPRESENTATIVE PROCEEDING. NOTWITHSTANDING THE FOREGOING, THIS SUBSECTION (B) SHALL NOT APPLY TO REPRESENTATIVE PRIVATE ATTORNEYS GENERAL ACT CLAIMS BROUGHT AGAINST SKÅL, WHICH ARE ADDRESSED SEPARATELY IN.
The arbitrator shall have no authority to consider or resolve any Claim or issue any relief on any basis other than an individual basis. The arbitrator shall have no authority to consider or resolve any Claim or issue any relief on a class, collective, or representative basis. The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party's individual claims.
Notwithstanding any other provision of this Agreement, the Arbitration Agreement, disputes regarding the scope, applicability, enforceability, revocability or validity of the Class Action Waiver may be resolved only by a civil court of competent jurisdiction and not by an arbitrator. In any case in which: (1) the dispute is filed as a class, collective, or representative action and (2) there is a final judicial determination that the Class Action Waiver is unenforceable with respect to any Claim or any particular remedy for a Claim (such as a request for public injunctive relief), then that Claim or particular remedy (and only that Claim or particular remedy) shall be severed from any remaining claims and/or remedies and may be brought in a civil court of competent jurisdiction, but the Class Action Waiver shall be enforced in arbitration on an individual basis as to all other Claims or remedies to the fullest extent possible.
(c) Representative PAGA Waiver.
Notwithstanding any other provision of this Agreement or the Arbitration Agreement, to the fullest extent permitted by law: (1) you and Skål agree not to bring a representative action on behalf of others in any court or in arbitration, and (2) for any claim brought on a private attorney general basis, both you and Skål agree that any such dispute shall be resolved in arbitration on an individual basis only (i.e., to resolve whether you have personally been aggrieved or subject to any violations of law), and that such an action may not be used to resolve the claims or rights of other individuals in a single or collective proceeding (i.e., to resolve whether other individuals have been aggrieved or subject to any violations of law) (collectively, “representative PAGA Waiver”). Notwithstanding any other provision of this Agreement, the Arbitration Agreement, disputes regarding the scope, applicability, enforceability, revocability or validity of this representative PAGA Waiver may be resolved only by a civil court of competent jurisdiction and not by an arbitrator. If any provision of this representative PAGA Waiver is found to be unenforceable or unlawful for any reason: (i) the unenforceable provision shall be severed from this Agreement; (ii) severance of the unenforceable provision shall have no impact whatsoever on the Arbitration Agreement or the requirement that any remaining Claims be arbitrated on an individual basis pursuant to the Arbitration Agreement; and (iii) any such representative PAGA or other representative private attorneys general act claims must be litigated in a civil court of competent jurisdiction and not in arbitration. To the extent that there are any Claims to be litigated in a civil court of competent jurisdiction because a civil court of competent jurisdiction determines that the representative PAGA Waiver is unenforceable with respect to those Claims, the Parties agree that litigation of those Claims shall be stayed pending the outcome of any individual Claims in arbitration.
(d) Rules Governing the Arbitration.
Any arbitration conducted pursuant to this Arbitration Agreement shall in no event shall the arbitrator consolidate more than one person’s Claims, or otherwise preside over any form of representative, collective, or class proceeding. The parties may select a different arbitration administrator upon mutual written agreement.
As part of the arbitration, both you and Skål will have the opportunity for reasonable discovery of non-privileged information that is relevant to the Claim. The arbitrator may award any individualized remedies that would be available in court. The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party's individual claims. The arbitrator will provide a reasoned written statement of the arbitrator’s decision which shall explain the award given and the findings and conclusions on which the decision is based.
The arbitrator will decide the substance of all claims in accordance with applicable law, and will honor all claims of privilege recognized by law. The arbitrator shall not be bound by rulings in prior arbitrations involving different Customers or Drivers, but is bound by rulings in prior arbitrations involving the same Customer or Driver to the extent required by applicable law. The arbitrator’s award shall be final and binding and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof, provided that any award may be challenged in a court of competent jurisdiction.
(e) Arbitration Fees and Awards.
The payment of filing and arbitration fees will be subject to the following:
If Skål initiates arbitration under this Arbitration Agreement, Skål will pay all filing and arbitration fees.
With respect to any Claims brought by Skål against a Driver, or for Claims brought by a Driver against Skål that: (A) are based on an alleged employment relationship between Skål and a Driver; (B) arise out of, or relate to, Skål’s actual deactivation of a Driver’s Driver account or a threat by Skål to deactivate a Driver’s Driver account; (C) arise out of, or relate to, Skål’s actual termination of a Driver’s Agreement with Skål under the termination provisions of this Agreement, or a threat by Skål to terminate a Driver’s Agreement; (D) arise out of, or relate to, fees, tips, or average hourly guarantees owed by Skål to Drivers for Delivery Services, other than disputes relating to referral bonuses, other Skål promotions, or consumer-type disputes, or (E) arise out of or relate to background checks performed in connection with a Driver seeking to become a Driver (the subset of Claims in subsections (A)-(E) shall be collectively referred to as “Driver Claims”), Skål shall pay all costs unique to arbitration (as compared to the costs of adjudicating the same claims before a court), including the regular and customary arbitration fees and expenses (to the extent not paid by Skål pursuant to the fee provisions above). However, if you are the party initiating the Driver Claim, you shall be responsible for contributing up to an amount equal to the filing fee that would be paid to initiate the claim in the court of general jurisdiction in the state in which you provide Delivery Services to Customers, unless a lower fee amount would be owed by you pursuant to applicable law, or subsection (e)(1) above. Any dispute as to whether a cost is unique to arbitration shall be resolved by the arbitrator. For purposes of this Section, the term “Driver” shall be deemed to include both Drivers and Driver applicants who have not been approved to drive.
Each party shall pay its own attorneys’ fees and pay any costs that are not unique to the arbitration (i.e., costs that each party would incur if the claim(s) were litigated in a court such as costs to subpoena witnesses and/or documents, take depositions and purchase deposition transcripts, copy documents, etc.).
At the end of any arbitration, the arbitrator may award reasonable fees and costs or any portion thereof to you if you prevail, to the extent authorized by applicable law.
Although under some laws Skål may have a right to an award of attorneys' fees and non-filing fee expenses if it prevails in an arbitration, Skål agrees that it will not seek such an award unless you are represented by an attorney or the arbitrator has determined that the claim is frivolous or brought for an improper purpose.
If the arbitrator issues you an award that is greater than the value of Skål’s last written settlement offer made after you participated in good faith in the optional Negotiation process described in subsection (k) below, then Skål will pay you the amount of the award.
(f) Location and Manner of Arbitration.
Unless you and Skål agree otherwise, any arbitration hearings between Skål and a Driver will take place in the county in which the Driver provides Delivery Services.
(g) Exceptions to Arbitration.
This Arbitration Agreement shall not require arbitration of the following types of claims: (1) small claims actions brought on an individual basis that are within the scope of such small claims court’s jurisdiction; (2) a representative action brought on behalf of others to the extent the representative PAGA Waiver of such action is deemed unenforceable by a court of competent jurisdiction under applicable law; (3) claims for workers’ compensation, state disability insurance and unemployment insurance benefits; (4) claims that may not be subject to arbitration as a matter of generally applicable law; and (5) individual claims of sexual assault or sexual harassment in connection with the use of the Skål Platform or Delivery Services. Where these claims are brought in a court of competent jurisdiction, Skål will not require arbitration of those claims. Skål's agreement not to require arbitration of these claims does not waive the enforceability of any other provision of this Arbitration Agreement or of the enforceability of this Arbitration Agreement as to any other dispute, claim, or controversy.
In the event that any portion of this Arbitration Agreement is deemed illegal or unenforceable under applicable law, such provision shall be severed and the remainder of the Arbitration Agreement shall be given full force and effect.
(i) Optional Pre-Arbitration Negotiation Process.
Before initiating any arbitration or proceeding, you and Skål may agree to first attempt to negotiate any dispute, claim or controversy between the parties informally for 30 days, unless this time period is mutually extended by you and Skål. A party who intends to seek negotiation under this subsection must first send to the other a written notice of the dispute (“Notice”). The Notice must (1) describe the nature and basis of the claim or dispute; and (2) set forth the specific relief sought. All offers, promises, conduct and statements, whether oral or written, made in the course of the negotiation by any of the parties, their agents, employees, and attorneys are confidential, privileged and inadmissible for any purpose, including as evidence of liability or for impeachment, in arbitration or other proceeding involving the parties, provided that evidence that is otherwise admissible or discoverable shall not be rendered inadmissible or non-discoverable as a result of its use in the negotiation.
You agree not to use any technical, financial, strategic and other proprietary and confidential information relating to Skål’s business, operations and properties, information about a Customer made available to you in connection with such Customer’s use of the Platform, which may include the Customer’s name, location, contact information and photo (“Confidential Information”) disclosed to you by Skål for your own use or for any purpose other than as contemplated herein. You shall not disclose or permit disclosure of any Confidential Information to third parties, and you agree not to store separate and outside of the Skål Platform any Customer Information obtained from the Skål Platform. As a Driver, you understand that some of Customer Information you receive may be protected by federal and/or state confidentiality laws governing the privacy and security of protected (patient) health information. In the event that you know a Customer, you should not disclose to anyone the identity of the Customer or the location of the Customer. You understand that any violation of the Agreement's confidentiality provisions may violate state confidentiality laws and could result in civil or criminal penalties against you. You agree to take all reasonable measures to protect the secrecy of and avoid disclosure or use of Confidential Information of Skål in order to prevent it from falling into the public domain. Notwithstanding the above, you shall not have liability to Skål with regard to any Confidential Information which you can prove: was in the public domain at the time it was disclosed by Skål or has entered the public domain through no fault of yours; was known to you, without restriction, at the time of disclosure, as demonstrated by files in existence at the time of disclosure; is disclosed with the prior written approval of Skål; becomes known to you, without restriction, from a source other than Skål without breach of this Agreement by you and otherwise not in violation of Skål’s rights; or is disclosed pursuant to the order or requirement of a court, administrative agency, or other governmental body; provided, however, that You shall provide prompt notice of such court order or requirement to Skål to enable Skål to seek a protective order or otherwise prevent or restrict such disclosure.
Relationship with Skål
As a Driver on the Skål Platform, you acknowledge and agree that you and Skål are in a direct business relationship, and the relationship between the parties under this Agreement is solely that of independent contracting parties. You and Skål expressly agree that (1) this is not an employment agreement and does not create an employment relationship between you and Skål; and (2) no joint venture, franchisor- franchisee, partnership, or agency relationship is intended or created by this Agreement. You have no authority to bind Skål, and you undertake not to hold yourself out as an employee, agent or authorized representative of Skål.
Skål does not, and shall not be deemed to, direct or control you generally or in your performance under this Agreement specifically, including in connection with your provision of Delivery Services, your acts or omissions, or your operation and maintenance of your vehicle. You retain the sole right to determine when, where, and for how long you will utilize the Skål Platform. You retain the option to accept or to decline or ignore a Customer’s request for Delivery Services via the Skål Platform, or to cancel an accepted request for Delivery Services via the Skål Platform, subject to Skål’s then-current cancellation policies. With the exception of any signage required by law or permit/license rules or requirements, Skål shall have no right to require you to: (a) display Skål’s names, logos or colors on your vehicle(s); or (b) wear a uniform or any other clothing displaying Skål’s names, logos or colors. You acknowledge and agree that you have complete discretion to provide Delivery Services or otherwise engage in other business or employment activities.
This Agreement shall be governed by the laws of Sweden without regard to choice of law principles. If any provision of this Agreement is or becomes invalid or non- binding, the parties shall remain bound by all other provisions of this Agreement. In that event, the parties shall replace the invalid or non-binding provision with provisions that are valid and binding and that have, to the greatest extent possible, a similar effect as the invalid or non-binding provision, given the contents and purpose of this Agreement. You agree that this Agreement and all incorporated agreements may be automatically assigned by Skål, in our sole discretion by providing notice to you. Except as explicitly stated otherwise, any notices to Skål shall be given by certified mail, postage prepaid and return receipt requested to Skål AB, Hammarby Fabriksväg 23, Stockholm Sweden 120 30. Any notices to you shall be provided to you through the Skål Platform or given to you via the email address or physical you provide to Skål during the registration process. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. The words “include”, “includes” and “including” are deemed to be followed by the words “without limitation”. A party’s failure to act with respect to a breach by the other party does not constitute a waiver of the party’s right to act with respect to subsequent or similar breaches. This Agreement sets forth the entire understanding and agreement between you and Skål with respect to the subject matter hereof and supersedes all previous understandings and agreements between the parties, whether oral or written.
If you have any questions regarding the Skål Platform or Delivery Services, please contact us at email@example.com.