FlexLease Agreement
General Terms & Conditions
Last Updated: September 12, 2024
1. Introduction
We hope you enjoy your FlexLease Vehicle and all the freedom and flexibility that come with it. We’re excited to have you in the FlexLease program and look forward to providing you with exceptional service. The details of your Agreement are on the above cover page.
This FlexLease Agreement (“Agreement”) together with its Schedules and associated Rules (each as defined below) outlines the terms between you and us (the “Parties”) governing your application and participation in the FlexLease subscription program and access to related services (the "FlexLease Program") which permits you to use and take custody of one or more vehicles made available by FlexRide (each a "Program Vehicle"). “We” “us” “Owner” and “our” collectively refer to FlexRide Inc., one of its subsidiaries or affiliated companies, and any assignee of this Agreement. As used in this Agreement, “you” and “your” mean the person(s) (whether one or more) signing this Agreement as Subscriber(s) or Member(s).
See all pages of this agreement, Exhibits, Schedules, and all attached Addenda if any, which are incorporated by reference into this agreement as if fully stated herein, for additional information relating to binding arbitration, early termination, purchase options, maintenance responsibilities, warranties, late and default charges, insurance, and any security interests, if applicable, and other important terms making all “One Single Document/FlexLease Agreement”.
PLEASE READ THESE TERMS CAREFULLY BEFORE USING ANY FLEXRIDE INC. VEHICLES OR SERVICES ESPECIALLY BECAUSE THESE TERMS AFFECT YOUR LEGAL RIGHTS SUCH AS REQUIRING BINDING INDIVIDUAL ARBITRATION AND LIMITING YOUR RIGHT TO BRING A LAWSUIT OR CLASS ACTION.
IF YOU DO NOT ACCEPT ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT THEN YOU ARE NOT AUTHORIZED TO PARTICIPATE IN THE FLEXLEASE PROGRAM.
FlexRide reserves the right to change the terms of this Agreement from time to time. We will give notice of material changes to Subscribers. Unless FlexRide designates a different effective date, such changes will be effective when notice is given to Subscribers, and notice will be considered given when (1) such notice is indicated and accessible from the first page accessed after the Member log-on, (2) it is provided by email to the Member's address on file with FlexRide, or (3) it is provided via our website or other applicable form of communication such as by mobile application. You agree that continued use of the FlexRide Program constitutes acceptance of any amended terms and conditions in a revised Agreement, which shall be effective and binding on you upon the effective date indicated in such notice or on such other date as FlexRide may designate in its notice or in the revised Agreement.
Certain provisions of this Agreement may vary based upon the jurisdiction in which you reserve or use a Program Vehicle.
This Agreement (as defined in Section 1.3 below) is by and between FlexRide (as defined in Section 1.2 below) and Subscriber (as defined in Section 1.28 below). By accepting this Agreement as it may be amended from time to time as provided below, Subscriber accepts and agrees to comply with the terms and conditions of this Agreement. In this Agreement, Subscriber and FlexRide may be referred to together as the “Parties” and each individually as a “Party.”
2. Definitions
“AAA” will have the meaning provided in Section 9.1.
“Agent” means any third-party contractor hired by FlexRide Inc. to provide services, including but not limited to, retrieving and returning the Program Vehicles.
“Agreement” means this FlexLease Agreement General Terms & Conditions.
“Applicant” means the individual who properly indicates their acceptance to this Agreement by checking the appropriate boxes and clicking the order confirmation buttons on the “Order Confirmation” page of FlexRide’s Website or Mobile App. An Applicant who takes the foregoing steps does not automatically become a Subscriber until he or she is approved by FlexRide.
“Application for Subscription” means the application generated when an Applicant clicks “Accept” on the “Accept terms and conditions” page of the Website or Mobile App, or via email to become (or reinstate oneself as) a Subscriber of the Program.
“Authorized Driver” means a person who meets the Program Vehicle Operator Eligibility Criteria and who has been approved in writing by FlexRide to operate Program Vehicles in connection with Subscriber’s Program account.
“Billing Period” means (a) the weekly, bi-weekly, or monthly period beginning with the date of delivery of the first Program Vehicle to Subscriber, and (b) each weekly, bi-weekly, or monthly period thereafter.
“Diminution in Value” means the difference between the fair market value of a Program Vehicle immediately before and immediately after damage to such Program Vehicle.
“Dispute” will have the meaning provided in Section 9.1.
“Eligibility Criteria” will have the meaning provided in Section 2.2.
“Cover Page” shall mean the FlexRide Subscription Agreement Cover Page attached hereto.
“FAQ’s” has the meaning set forth in Section 11.1.
“FlexRide” means FlexRide Inc. with its principal place of business at 1900 Metro Plaza Ste 600, Reston, VA 20190.
“Law(s)” means collectively all federal, state, and local statutes, laws, regulations, ordinances, rules, requirements, or other governmental restrictions, or any similar forms of decision or guidance of any governmental authority, whether now or hereafter in effect and in each case as amended.
“Local Vehicle Storage Compound” means the facility that is specified by FlexRide or its Agent where a Program Vehicle is retrieved and returned by Subscriber (for the avoidance of doubt, such return or retrieval may be conducted by such Agent).
“Lost Revenue” means a reasonable estimate of all Program revenue FlexRide loses because of damage to or Loss of a Program Vehicle.
“Maintained Insurance” will have the meaning provided in Section 6.1.
“Mobile App” means the Program’s mobile application available through the Apple App Store or the Google Play Store.
“Payment Method” means Subscriber’s credit card, debit card, or Automated Clearing House (“ACH”) payment account information on file with the Program.
“PIP” means Personal Injury Protection insurance as defined by the insurer(s) who issues the Maintained Insurance or by applicable Law as applicable.
“Program” means the FlexRide vehicle subscription program (including but not limited to all services provided in connection with such program).
“Program Subscription Approval” means FlexRide’s written approval of an Applicant’s Application for Subscription and approval of Applicant to be a Subscriber in the Program.
“Program Vehicle” means the particular vehicle made available to the Subscriber during the Term as part of the Program. The term “Program Vehicle” includes, but is not limited to, each respective Program Vehicle’s components, parts, software, and optional accessories, including but not limited to any cables, chords, or other returnable accessories present in a Program Vehicle when Subscriber takes possession of such Program Vehicle.
“Program Vehicle Operator Eligibility Criteria” will have the meaning provided in Section 2.1.
“Return” (or any derivation thereof) means the act of Subscriber returning to FlexRide or its agent the Program Vehicle currently in Subscriber’s possession or control.
“Return Radius” means the area within an approximate 200-mile radius of a FlexRide Local Vehicle Storage Compound within which FlexRide or its Agent will retrieve a Program Vehicle that is being Returned or drop off a Program Vehicle that is being accessed through a Subscription.
“Return Request” means any request made by FlexRide to Subscriber for the Return of, in the manner instructed by FlexRide, a Program Vehicle.
“Subscriber” means the individual Applicant who has received Program Subscription Approval by FlexRide and who has accepted this Agreement by clicking “Accept” on the “Accept terms and conditions” page of the Website or Mobile App or email correspondence.
“Subscription Fee” means the fee paid by Subscriber on a monthly basis during the Term. The exact amount of the Subscription Fee will be in the amount set forth on the Cover Page applicable to the Subscription Plan Subscriber has selected.
“Subscription Plan” will have the meaning provided on the Cover Page and refers to the Program plan selected by Subscriber from the Program plan options offered by FlexRide.
“Term” will have the meaning provided in Section 10.1.
“Violations” means collectively any fees, fines, tickets, citations, violations, and tolls (including but not limited to parking, speeding, or criminal offenses or violations) incurred in connection with a Program Vehicle while it is under Subscriber’s possession or control and any resulting or related fines, fees, expenses, penalties, or other amounts due in connection with any such fees, fines, tickets, citations, violations, and tolls.
“Website” means the Program’s website available at: www.almva.com or www.flexride.co
3. Application and Eligibility
Application Process and Eligibility Criteria
In order to become a Subscriber of the Program and to have access to a Program Vehicle, Subscriber must, as determined in FlexRide’s sole discretion:
Apply to become a Subscriber of the Program by accurately, truthfully, and fully completing the Application for Subscription through the Website or Mobile App or email invitation;
Be at least twenty-one (21) years of age;
Have a monthly income which meets FlexRide’s minimum income standards as determined by FlexRide in its sole discretion;
Have a credit history which meets FlexRide’s minimum standards as determined by FlexRide in its sole discretion;
Hold a valid U.S. driver's license that has not expired, been suspended, or revoked that authorizes the Member to drive in the jurisdictions in which the Member will use the Program Vehicle;
Have a residential address within the Return Radius of the Local Vehicle Compound specified by FlexRide;
Have the capability to pick up, return, and have Program Vehicles serviced at the location specified by FlexRide;
Agree that FlexRide may obtain and review the subscriber's driving history and a credit history, and both such histories must meet FlexRide’s then-current eligibility requirements which may change from time to time;
Use and keep on file a valid bank-issued debit card or credit card (no pre-paid card or otherwise except as required by law) issued in the Member's name;
Have a valid credit card or debit card and an active bank account with a bank in the United States;
Have continuous access to a mobile phone or computer that allows access to email and to the Mobile App and/or the Website;
Use and keep on file a valid email address;
Have a satisfactory driving record (as determined by FlexRide in their sole discretion) and does not have any one (1) of the following major violations: driving while intoxicated or under the influence of alcohol or drugs; failure to stop or report an accident or a hit and run; homicide, manslaughter, or assault arising out of the operation of a motor vehicle; driving while license is suspended or revoked; reckless driving; driving in possession of an open container of an alcoholic beverage; speed contest or racing; or attempting to elude an officer of the law;
Have no outstanding liens on driver’s license and have not been convicted of a driving under the influence (DUI) or driving while impaired (DWI) or similar offense, refusing a breathalyzer, driving with a suspended license, leaving the scene of an accident, or causing a fatality in an accident.
Satisfying the foregoing criteria does not automatically give an applicant the right to become a Subscriber in the FlexLease Program. Acceptance of the applicant's application is subject to approval by FlexRide in its sole discretion and without limiting the foregoing, participation in the FlexLease Program may be denied based upon other factors determined by FlexRide. In addition, even if approved for participation in the FlexLease Program, a Subscriber may be restricted from driving certain FlexRide Vehicles at FlexRide’s sole discretion for reasons including but not limited to the Subscriber 's driving or subscription history, limitations in connection with FlexRide’s service offerings, or the failure to maintain eligibility as required by Section 2.1.
Eligibility for Program Vehicle Operation
For the avoidance of doubt: (a) only Subscriber and the Authorized Driver currently listed on Subscriber’s Account, if he or she currently meets the Program Vehicle Operator Eligibility Criteria, are allowed to operate Program Vehicles during the Term and (b) if Subscriber applied to the Program pursuant to Section 2.1, Subscriber is not permitted to operate Program Vehicles.
Continuing Obligation to Meet Eligibility Criteria and Update Contact and Application Information
Subscriber represents and warrants that Subscriber meets and will continue to meet the Eligibility Criteria during the FlexLease Term, and that Subscriber will report as soon as practicable, but no more than twenty-four (24) hours after such change, any change in Subscriber’s satisfaction of the Eligibility Criteria and any change in information Subscriber provided during the application process to FlexRide. Subscriber will, as soon as safely practicable, cease operating Program Vehicles in the event any Program Vehicle Operator Criteria are no longer met.
Authorized Driver
Subscriber may have one (1) Authorized Driver listed on Subscriber’s Program account at a time. Subscriber can request that an Authorized Driver be de-listed from Subscriber’s Account and invite a different person to apply to be listed as an Authorized Driver on Subscriber’s Account at any time. In order to operate a Program Vehicle, an Authorized Driver must: (1) currently meet the Program Vehicle Operator Eligibility Criteria with the exception of the requirement to have a valid credit card, debit card, or US bank account, (2) have acknowledged this Agreement in writing (including via email or through the Mobile App or the Website), and (3) be currently listed by FlexRide on Subscriber’s Account as an Authorized Driver.
Authorized Driver Application Process
Unless otherwise contrary to applicable state law, a person will apply to be an Authorized Driver only upon an invitation extended via email, Mobile App, or the Website. Each such prospective Authorized Driver will apply to become an Authorized Driver by accurately, truthfully, and fully completing the application process for Authorized Drivers available via the Mobile App, the Website, or email and delivering all information and documents that FlexRide requests in the application process or otherwise. By applying to be an Authorized Driver, such applicant agrees to be bound by and comply with the terms of this Agreement applicable to Authorized Drivers. After submitting such an application, Authorized Driver will only become an Authorized Driver upon FlexRide’s approval, which approval may be given in FlexRide’s sole discretion. Under no circumstances will an Authorized Driver be considered a subscriber solely by virtue of being approved as an Authorized Driver. An Authorized Driver is only permitted to operate Program Vehicles provided to Subscriber in connection with and pursuant to the terms and conditions of this Agreement.
Continuing Obligation to Meet the Authorized Driver Eligibility Criteria
Authorized Driver will report promptly to Subscriber (but no later than twenty-four (24) hours after such change) any change to his or her Program Vehicle Operator Eligibility Criteria so that Subscriber can notify FlexRide within twenty-four (24) hours of Subscriber receiving such notification. Authorized Driver will, as soon as safely practicable, cease operating Program Vehicles upon any change to his or her Program Vehicle Operator Eligibility Criteria.
Authorized Driver Can be Removed at Any Time
An Authorized Driver’s status as an Authorized Driver (including any right to operate the Program Vehicles) will immediately terminate upon the following:
At Subscriber’s request;
If, as determined in FlexRide’s sole discretion, Authorized Driver fails to abide by the terms of this Agreement applicable to Authorized Driver; or
If this Agreement is terminated pursuant to Section 10.2.
No Rights to Become a Subscriber in the Program or Use Program Vehicles Without Approval
Applicant is not eligible and will have no right to become a Subscriber of the Program unless and until Applicant receives notice that Applicant’s application for a Subscription Plan has been approved. Program Subscription Approval is not guaranteed. If Applicant receives Program Subscription Approval, the Applicant will become a Subscriber and FlexRide will provide Subscriber the necessary information in order to pick up a Program Vehicle.
4. Fees, Payments, and Defaults
Activation Fee and Subscriber’s Initial Payment
Upon receiving Approval for the FlexLease, Subscriber’s Payment Method will be automatically charged in the amount of the applicable Activation Fee described on the Cover Page along with the Subscriber’s first periodic payment.
FlexLease Periodic Payments (“Periodic Payments”)
The subscriber will be responsible for paying the first applicable Periodic Payment Upon receiving Approval for the FlexLease. Thereafter, the Subscriber will pay the applicable Periodic Payments as described on the Cover Page until the Agreement is terminated or otherwise expires. Periodic Payments will be automatically charged to the Payment Method on the date due. Periodic Payments (regardless of the Subscription Plan) may include the Maintained Insurance, Program Vehicle maintenance, and delivery of each Program Vehicle with a full detail wash and a full tank of fuel or a full electric charge as applicable. The Periodic Payment due to FlexRide by Subscriber on certain due dates may differ from the amount described on the Cover Page. If you do not pay any periodic payment in full within 3 business days after it is due, you agree to pay us a delinquency charge of 5.00 % of the total periodic payment (or as otherwise provided or limited by applicable law).
Other Charges
FlexRide imposes a mileage limitation as outlined on the Cover Page on each Program Vehicle. If the Subscriber drives a Program Vehicle in excess of the monthly allotted mileage, a fee will be imposed on Subscriber as indicated on the Cover Page.
Subscriber may be subject to an initial deposit to be paid upon execution of this Agreement.
Subscriber may be subject to a return fee if the Program Vehicle is either retrieved or returned by an Agent.
Subscriber may be subject to late charges if the Program Vehicle is returned or retrieved after the specified return date.
Subscriber may be subject to repossession or recovery fees if the Program Vehicle is not returned to FlexRide.
Subscriber may be subject to fees for excessive wear and tear of the Program Vehicle, which determination of excessive wear and tear shall be in the sole discretion of FlexRide.
To the extent permitted by applicable Law, FlexRide reserves the right to hold Subscriber fully responsible for any and all damages, Losses, claims, liabilities, costs, fees, fines, expenses, and penalties arising from Subscriber’s participation on the FlexLease Program or Subscriber’s or Authorized Driver’s possession, access, or operation, which may include, but may not be limited to: (a) physical or mechanical damage, (b) loss due to theft, (c) physical damage resulting from vandalism, (d) bodily injury or property damage of Subscriber, Authorized Driver, or any third party, (e) third party claims, (f) actual charges for towing, storage, impound, or other Violations paid by FlexRide, (g) administrative charges, including but not limited to the costs associated with facilitating any payments for Violations, collection of any fees due hereunder, appraisal of any damage, and other costs and expenses incident to any damage or Loss, (h) Lost Revenue, and (i) Diminution in Value. Subscriber also acknowledges and agrees that FlexRide is not responsible for any medical or other costs associated with any injury sustained by Subscriber or any other person as a result of any accident while the Program Vehicle is in Subscriber’s possession, and Subscriber hereby waives any and all claims and agree to indemnify and hold FlexRide harmless against any costs or damages arising out of such claims.
Indemnity/Subscriber’s Initial Payment
To the fullest extent permitted by law, you agree to indemnify us and hold us and our successors and assignees, as the case may be, harmless and free from all liability, claims, losses, demands, damages of all kinds, expenses (including reasonable attorney’s fees and costs incurred for the enforcement of this agreement and/or for the collection of any due amount), fines, and penalties we suffer or incur resulting from the operation, use, condition, maintenance, or recovery of the Vehicle. You agree to pay and hold us harmless for all official fees and taxes relating to keeping the Program Vehicle free from all fines, liens, and encumbrances during the FlexLease. The Subscriber’s initial payment is non-refundable after pick-up of delivery of the Program Vehicle, whether you voluntarily return the Program Vehicle or if the Program vehicle is repossessed by FlexRide due to Violation from Subscriber of this Agreement. In the event a security deposit was also required as part of your initial payment, it will not be repaid until the vehicle has been returned to FlexRide. The activation fee and any applicable deposit cannot be used as part of any periodic payment due to FlexRide for the use of the Program Vehicle. We may apply the Security Deposit to payment of any amount due to us at the termination or expiration of this FlexLease, including (without limitation) damage, excess wear and use, and excess mileage charges.
Advances on Your Behalf
If you fail to perform any duty with respect to preserving our interest in or insuring the Program Vehicle, we may pay for the performance of such duties on your behalf, and the amount so paid by us will be added to the unpaid balance of your obligations under this FlexLease, provided that we have made the payments in good faith and in a commercially reasonable manner, and we have given you written notice of the nonperformance and a reasonable opportunity after such notice to perform.
Taxes
Periodic Payments and all other fees and rates listed on the Cover Page are not inclusive of all applicable state and local taxes.
Tickets, Tolls, and Traffic Violations
Subscriber is solely responsible for any Violations. Subscriber will report to FlexRide any Violation incurred in connection with the FlexLease Vehicle within twenty-four (24) hours of Subscriber becoming aware of such Violation. In addition, Subscriber will make arrangements to pay any assessor of a Violation directly and timely. For example, in the case of a toll, Subscriber or Authorized Driver must pay the toll in cash at the applicable toll plaza (where permitted), or must make arrangements to pre-pay any applicable tolls, such as by contacting the applicable toll operator and pre-paying online, by phone, or by mail. To the extent permitted by applicable law, if FlexRide receives notice of a Violation that Subscriber has not paid directly, Subscriber specifically authorizes FlexRide or a third party appointed by FlexRide to automatically charge the Payment Method for any amounts due as a result of such Violation. If we are notified that we may be responsible for payment of a Toll or Violation, you will pay us or a processing firm ("Processor") of our choosing an administrative fee of up to $55.00 for each such notification and processing fee of up to $100.00 for tickets, fines, toll, and violations FlexRide pays on your behalf, in addition for the actual cost of the fine, ticket, toll, or violation. If the Program Vehicle is equipped with a toll transponder provided by FlexRide, Subscriber agrees to reimburse FlexRide for tolls incurred and a monthly processing fee as listed on the Cover Page.
Enforcing this Agreement
Subscriber is responsible for and agrees to pay any legal fees, court costs, or other costs and expenses associated with FlexRide enforcement of this Agreement against Subscriber and any (current or previous) Authorized Driver, whether upon termination or otherwise.
Permission to Charge to the Payment Method
To the extent permissible by Law, Subscriber is responsible for paying all amounts incurred in connection with Subscriber’s use of the FlexLease Vehicle and related services or this Agreement (including but not limited to any amounts incurred by or in connection with any (current or previous) Authorized Driver) when due, including but not limited to Activation Fees, Periodic Payments, refueling costs, Violations, and other costs and fees as provided in this Agreement. Subscriber specifically authorizes FlexRide or a third party appointed by FlexRide to automatically charge the Payment Method for any amounts due hereunder. If the Payment Method expires or is declined, Subscriber must provide to FlexRide a new and valid Payment Method within five (5) days of such expiration or declination.We require that all payments be made using a payment method that is registered in your name. The use of another individual’s debit or credit card is strictly prohibited.
Zero Tolerance Chargeback Policy
By entering into this FlexLease agreement, you agree to the payment terms outlined in this contract. You acknowledge that all payments made under this agreement are final and non-refundable, except as expressly stated within this agreement.
You agree not to initiate any chargeback, reversal, or dispute of any payment made under this agreement. If you encounter an unauthorized transaction or have concerns regarding your payment, you agree to contact FlexRide directly for resolution via email at support@flexride.io or by phone at 703-910-3593.
Any attempt to initiate a chargeback or dispute without first following the resolution process outlined in this agreement may result in additional fees, legal action, termination of your FlexLease agreement, and permanent exclusion from the FlexLease program. You may also be held responsible for any costs incurred by FlexRide as a result of the dispute.
FlexRide is committed to providing transparent communication and prompt support to resolve any payment-related concerns.
Payment Defaults
Subscriber expressly consents and agrees that FlexRide may charge the Payment Method (including but not limited to without advance notice to Subscriber) to collect on any amounts due under this Agreement. In addition, amounts due that are not paid within fourteen (14) days after the date due for payment will be referred for collections. Subscriber expressly authorizes, agrees, and specifically consents to allowing FlexRide, its Agent, and/or its outside collection agencies, outside counsel, or other agents to contact Subscriber in connection with any and all matters relating to unpaid past due charges billed by FlexRide to Subscriber pursuant to the terms of this Agreement.
Definition of Default; Our Rights in the Event of Default
You will be in “DEFAULT” if any of the following occurs: (1) you do not make your periodic payment on or before its due date; (2) YOU DO NOT KEEP IN FORCE THE INSURANCE COVERAGE THIS FLEXLEASE REQUIRES (see REQUIRED INSURANCE); (3) YOU COMMENCE BANKRUPTCY, INSOLVENCY OR RECEIVERSHIP PROCEEDINGS OR ONE IS COMMENCED AGAINST YOU; (4) any information in your application for the FlexLease program or that of a guarantor of this FlexLease is false or misleading; (5) you do not promptly or properly perform any promise or agreement under this FlexLease; (6) the Vehicle is lost, damaged, stolen, abandoned, confiscated by a governmental authority, or subjected to undue peril and the event is not covered by insurance; or (7) you commit any other act that constitutes a default under applicable law or this FlexLease.
In the event of Default, FlexRide can at its option: (1) take steps to perform your obligation that gave rise to the Default (in which case you agree to pay all our costs and expenses in so doing immediately on our demand); or (2) immediately terminate this FlexLease and do any or all of the following after giving due notice: (i) sue you for damages and to recover the Vehicle; (ii) take the Vehicle from you by any method or manner permitted by law (and if there is any personal property in the Vehicle, we will store it at your expense or dispose of it as required by applicable law); (iii) calculate your liability on an early termination basis, in which case you agree to pay immediately the amount of liability on our demand; (iv) pursue any other remedy permitted by law. If we elect to terminate this FlexLease because you are in Default, you agree to pay us any periodic payments that are already due to us plus any other amounts owing under this FlexLease, whether as a result of the default or as otherwise provided or limited by applicable law.
Prohibited Use
You agree that you will not: (1) use or permit the use of the Vehicle for any illegal purpose or in violation of any law; (2) use or permit the use of the Vehicle for any improper purpose, including use that exceeds the Vehicle manufacturer's recommendations or specifications; (3) use or permit the use of the Vehicle for hire or any other commercial purposes unless approved in writing by FlexRide; (4) use or permit the use of the Vehicle outside of the United States at any time; or (5) use or permit the use of the Vehicle outside of the State in which you have agreed it will be stored or garaged for more than 7 consecutive days unless we consent in writing. Such location shall not be changed without providing at least 7 days prior written notice of the change to FlexRide, and we acknowledge in writing. You will breach this agreement giving FlexRide the right to immediate recovery and possession of the Vehicle if this Section is not strictly followed (or as otherwise provided or limited by applicable law).
5. Damages, Modifications, Repairs, and Maintenance
Routine Maintenance
FlexRide will perform all necessary and required routine maintenance on all Program Vehicles; however, the Subscriber must assist us to maintain the driving safety and performance of Program Vehicles when the Vehicle indicates that service or maintenance is required by calling 703-910-3593. Unusual noises or driving feel, including but not limited to warning lamps, indicators, inappropriate or strange engine or other mechanical sounds, performance changes, or unusual driving feel must be reported to FlexRide immediately. Failure to report such irregularities during the use of a Program Vehicle may result in the Subscriber’s immediate suspension or termination from the FlexLease program, as well as the Subscriber being responsible for any damages resulting from the continued use of the Program Vehicle despite such irregularities. Such damages are not covered by FlexRide Maintained Insurance.
Cleanliness and Smoking
Smoking and Vaping of any kind is prohibited in the vehicle and constitutes material breaches of this Agreement. A cleaning fee of up to $1000 will be assessed for cleaning, and we may charge you for the reduction in the value of the Vehicle due to smoke or pet odors. The subscriber is responsible for the cleanliness of Program Vehicles. An additional fee and charges may apply if the Program Vehicle requires a deep cleaning due to stains, extreme dirtiness, odor, spilled liquids, excessive garbage, etc., attributable to your use, which cannot be cleaned with our standard post-rental procedures as determined by FlexRide in our sole discretion.
Repairs and Reporting Incidents
All breakdowns, accidents, or similar incidents involving Program Vehicles must be reported to FlexRide immediately by phone at 703-910-3593 or via email at support@almva.com. Subscriber must follow the program vehicles owner manual’s instructions. If a problem arises that prevents or limits the use of the program vehicle or that may compromise safety, Subscriber must immediately notify FlexRide and follow FlexRide’s instructions. Program Vehicles may require Roadside Assistance from time to time.
In case of an incident involving property damage or any third party, the Subscriber must fill out an official police report form and, if possible, provide a jointly agreed-upon statement, complete FlexRide incident report form, and obtain the following information:
Date, time, and place of incident, the license plate numbers of any other vehicles involved, their make and year, their vehicle identification number (VIN or serial number), and the insurance certificate's number (with name, address, and phone number of the insurance agent)
The names, addresses, and driver's license numbers of the persons involved in the incident.
The name, address, and driver's license number of the owner of the car (if he or she is not the driver)
The name, addresses, and phone number of witnesses, passengers, and any other involved persons; Circumstances of the incident
A police report is required regardless of liability or fault.
Alterations, Modifications, Additions, and Removals
The subscriber agrees to keep and maintain the Program Vehicle in good working order. All vehicle alterations/modifications/additions/removals, other than provided for elsewhere in this Agreement, must have prior written approval by FlexRide. This includes, but is not limited to, items like body decorations, lifting or lowering of body, changing of sound systems, wheels and tires, windows tint, etc.
Standards for Wear and Use
When you return the Vehicle to us, it must be in good working order and condition and not subject to "excessive wear and damage." "Excessive wear and damage" includes, but is not limited to: (1) glass that is damaged or broken or that has been tinted; (2) damaged body, fenders, metal work, lights, trim, or paint; (3) missing equipment that was in the Vehicle when delivered and has not been replaced with equipment of equal quality and design; (4) missing wheel covers, jack, or wheel wrench; (5) missing or unsafe wheels or tires (including spare); (6) any tire with less than 1/8 inch of tread remaining at the shallowest point; (7) torn, damaged, or stained dash, floor covers, seats, headrests, upholstery, interior work, or trunk liners; (8) damage or other condition that makes the Vehicle unsafe or unlawful to operate; (9) any mechanical damage or other condition that causes the Vehicle to operate in a noisy, rough, or improper manner; and (10) any other damage not covered by insurance. You agree to pay the cost of all repairs needed because of excessive wear and damage and to put the Vehicle in good working order and condition.
6. Insurance and Liability
Insurance
Insurance for Physical Damage and Insurance for Liability for Bodily and Property Damage Caused to Others is not automatically included in the FlexLease. You are required to purchase and maintain insurance for the benefit of the public and FlexRide. You agree to provide and maintain in force the Required Insurance coverage in (at least) the amount and types specified in this FlexLease.
Required Insurance
FlexRide has no responsibility for insuring the Vehicle or as to any substitute vehicle provided by or on behalf of FlexRide. You will provide at least the following insurance coverage (“REQUIRED INSURANCE”) on the vehicle at all times during the term of this Agreement, including any extensions or renewals: LIABILITY, COLLISION, and COMPREHENSIVE insurance coverage (including fire and theft coverage) must be at the minimum or greater amount set forth in the applicable state law for program vehicles, with a COLLISION and COMPREHENSIVE deductible not to exceed $500.00. You agree to provide the insurance at your own expense with a duly licensed insurance company of your choice who is acceptable to us and may be provided through existing policies that you own or control. You also agree to name FlexRide or our assignee as loss payee and additional insureds. The insurance company must send notices to both the additional insured and the loss payee, providing at least 10 days advance notice to us of any cancellation or other material change in coverage. At our request, you will promptly provide us with written proof of insurance to us in writing if any of the insurance provided information changes. All accidents or collisions/comprehensive events must be immediately reported to and will be coordinated by FlexRide or this Agreement is in default. You appoint FlexRide, through our appointed officers or employees, as your attorney in fact to endorse your name on any check we receive for insurance proceeds. This power of attorney is coupled with any interest and is irrevocable until all obligations you owe under this Agreement are paid in full. You (Subscriber(s)) are responsible for any loss amount your insurance company does not pay, including your deductible.
NOTICE: Liability insurance coverage for bodily injury, property damage, and motor vehicle damage caused to others is not included in this FlexLease.
NOTICE: The FlexLease is IMMEDIATELY in DEFAULT and the Vehicle is subject to IMMEDIATE RECOVERY WITHOUT NOTICE if the required insurance is not IN-FORCE AT ALL TIMES during the term of this FlexLease (or as otherwise provided or limited by applicable law).
Maintained Insurance
If approved by FlexRide, the Subscriber(s) will have the option to purchase, for an additional amount, “FlexRide’s On-Rent Coverage”. In the event the Subscriber(s) is approved by FlexRide and elects FlexRide’s On-Rent Coverage to meet the “Required insurance” under this Agreement, FlexRide will procure and maintain insurance coverage through a third-party insurer in the amount of or exceeding the applicable state motor vehicle minimum financial responsibility requirements, covering use of the FlexLease Vehicle by the Subscriber and additional Authorized Driver listed by FlexRide on Subscriber’s FlexLease account or this Agreement, subject to certain exclusions and limitations as provided below and subject to the terms in the applicable insurance policies (the “Maintained Insurance”). Maintained Insurance also includes comprehensive coverage. Where required by law, Maintained Insurance includes PIP or “no-fault” coverage to the minimum level required by the jurisdiction in which the accident occurs or the claim is adjudicated. To the extent permitted by Law, any personal injury coverage that Subscriber or Authorized Driver has available will be primary over any PIP or no-fault coverage that FlexRide may procure. To the extent permitted by Law, FlexRide has the sole discretion to accept or waive and reject the inclusion of uninsured motorist, underinsured motorist, supplementary no-fault, or any other optional coverage, and FlexRide is hereby authorized to sign any forms or acknowledgments on behalf of Subscriber or any (current or previous) Authorized Driver accepting or rejecting (at FlexRide discretion) such coverage. The Maintained Insurance may not be adequate to fully cover Subscriber’s or any (current or previous) Authorized Driver’s liability. FlexRide recommends that Subscriber and Authorized Driver consult with their respective insurance agents before using FlexRide’s on- rent Coverage. Subscriber and Authorized Driver are encouraged to obtain additional personal insurance coverage that covers their liability. In addition, Subscriber understands that engaging in a Prohibited Use or other violation of this Agreement may void any Maintained Insurance coverage that Subscriber may be entitled to through Subscriber’s participation in the Program. Subscriber expressly agrees that the insurance coverage available to the Subscriber is dictated by the terms of the applicable policies and is not fully set forth herein.
FlexRide is not an Insurer
By entering into this agreement, Subscriber expressly agrees that FlexRide is neither an insurance company nor an insurance agent. Subscribers further agree that FlexRide is not in the business of producing insurance. The subscriber also agrees that FlexRide is not in the business of adjusting claims, and any claims adjustment will be handled by the third-party insurer’s claims adjuster.
Applicable Deductible
You agree that in the event of damage, Subscriber agrees that Subscriber is responsible for the applicable deductible and FlexRide or the third-party insurer may immediately charge you up to the amount of any applicable deductible set forth in the responding insurance policy if the damage equals or exceeds the deductible and to the extent permitted by applicable law.
Exclusions and Limitations
To the extent permitted by applicable Law, the exclusions from and limitations of the Maintained Insurance include, but are not limited to, losses arising from: (i) Subscriber’s or any (current or previous) Authorized Driver’s criminal, willful, or grossly negligent actions or omissions in the operation of Program Vehicles or in connection with the FlexLease; or (ii) Subscriber’s or any (current or previous) Authorized Driver’s violation of this Agreement; and (iii) any person’s lost, stolen, or damaged property in or from Program Vehicles. Subscriber’s personal property is not covered by the Maintained Insurance. In the unlikely event of a conflict or inconsistency between the explanation of insurance coverage in this Agreement and the terms of the applicable insurance policy, the insurance policy language controls.
Indemnity
To the extent permitted by applicable Law, Subscriber will defend, indemnify, hold harmless, and reimburse FlexRide (including its affiliates) and all of such parties’ respective directors, officers, shareholders, employees, and agents (collectively “FlexRide Parties”) from and for all claims, actions, damages, losses, liabilities, fees, fines, penalties, costs, or expenses, including but not limited to attorneys’ fees and court costs, incurred by any of such parties or paid by any of them to any person in respect of Subscriber’s or any (current or previous) Authorized Driver’s access, use, or operation of the FlexLease Vehicle or participation in the FlexLease.
Reporting of Accidents
Subscriber will report the occurrence of any accident, damage, or Loss, including but not limited to theft of Program Vehicles, to FlexRide, the third-party insurer, and to the applicable law enforcement agencies as soon as safely practicable after Subscriber becomes aware of such incident; however, at minimum, Subscriber will report any such incident to FlexRide, the third-party insurer, and the police as soon as practicable after learning of such incident. As part of such report, Subscriber will provide a written description of the incident and the insurance information of the other parties involved, if applicable. Subscriber will promptly provide a copy of such report to FlexRide. Subscriber or Authorized Driver, as applicable, will make a reasonable effort to obtain evidence from any witnesses to the incident, if applicable. Subscriber understands that failure to provide prompt notification to the third-party insurer may exclude coverage for any loss.
Cooperation with Loss Investigation
Subscriber and any (current or previous) Authorized Driver agree to fully cooperate in any investigation that FlexRide or any insurer may choose to conduct if Program Vehicles are damaged in any way. Subscriber and any (current or previous) Authorized Driver, as appropriate, will immediately send each request, demand, order, notice, summons, or other pleading Subscriber or such Authorized Driver receives in connection with any incident involving Program Vehicles to FlexRide and the third-party insurer. Neither Subscriber nor any (current or previous) Authorized Driver may assume any obligation, make or commit to make any payment, or incur any expense on FlexRide behalf without FlexRide prior written consent. Subscriber understands that failure to cooperate with the third-party insurer’s investigation may exclude coverage for any loss.
Application of Graves Amendment
The provision of the Maintained Insurance does not change the application to FlexRide of vicarious liability protection pursuant to the Graves Amendment (49 U.S.C. § 30106), and neither FlexRide nor any of its affiliates has any vicarious or other liability for Subscriber or any (current or previous) Authorized Driver.
7. Repossession and Recovery of Program Vehicles
To the extent permitted by Law, FlexRide reserves the right to recover or repossess the Program Vehicle at any time without notice, at Subscriber’s expense, if Subscriber or any (current or previous) Authorized Driver violates this Agreement or upon termination or expiration of this Agreement and the Program Vehicle has still not been Returned. Subscriber agrees to pay all costs, including but not limited to third party repossession costs and fees and other reasonable court costs and attorneys’ fees, if any, associated with FlexRide repossession or recovery of any Program Vehicle. Subscriber and Authorized Driver hereby agree to waive all claims for damages or other Losses related to FlexRide’s repossession or recovery of the Program Vehicle.
8. Disclaimers and Limitations of Liability
Disclaimer of Warranties
Subscriber and authorized driver access, use, operate, and take possession of the program vehicle and any optional accessories “as is” and FlexRide hereby excludes any and all warranties, both express and implied, with respect to the FlexLease vehicle, the program (including the operation, performance, and results thereof), the mobile app, the website, and any optional accessories, including but not limited to any implied warranty of merchantability or fitness for a particular purpose.
Disclaimer of Liability
Under no circumstances shall the FlexRide parties be liable for any and all claims, actions, losses, liabilities, damages, fees, fines, expenses, costs, and penalties (collectively “losses”) incurred or sustained by or imposed upon any of the FlexRide parties, subscriber or any (current or previous) authorized drivers, based upon, arising out of, with respect to, or by reason of subscriber’s or any (current or previous) authorized driver’s criminal, willful, or negligent action or omission in connection with this agreement, the access, use, or operation of the program vehicle, or in connection with participation in the program.
Disclaimer of Responsibility for Personal Property
The FlexRide parties are not liable for any person’s lost, stolen, or damaged property in and from the program vehicle, including but not limited to damage or loss.
Disclaimer of Special, Consequential, and Other Damages
The FlexRide parties are not liable for any and all indirect, incidental, special, punitive, exemplary, economic, incidental, loss of income, loss of profits, loss of use, loss of earnings, inconvenience, consequential, or other damages sustained in connection with this agreement, the program, or the program vehicle. Without limiting the foregoing, the FlexRide parties will have no liability for (a) any loss of or damage to any goods or other personal property in or on program vehicles or in or on any third party vehicle; (b) any losses (including with respect to personal injury, death, or property damage) in relation to subscriber, any (current or previous) authorized driver, or any third party; (c) any losses incurred by subscriber or any (current or previous) authorized driver as a result of any claims made by a third party; or (d) any losses incurred by subscriber or any (current or previous) authorized driver in connection to either (i) the non-availability, supply, operation, or use of the program vehicle or (ii) any accessories in or to the program vehicle, whether supplied by FlexRide or by subscriber or authorized driver (including but not limited to luggage racks, bicycle racks, and child safety seats). In all cases, subscriber and authorized driver are responsible for the safe installation of such accessories and must check the condition of accessories in or to program vehicles before each use.
9. Dispute Resolution
Binding Mutual Arbitration
Any dispute, claim, or controversy in connection with, arising out of, or relating to a Subscription in the Program, this Agreement, or the breach, termination, enforcement, interpretation, or validity of this Agreement, including but not limited to the determination of the scope or applicability of this agreement to arbitrate (a “Dispute”) will be determined by arbitration in the State in which this Agreement was executed before a single arbitrator. The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with AAA Consumer Arbitration Rules. Judgment on the award may be entered in any court having jurisdiction. This provision will not preclude Parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction.
Conduct of Arbitration
The arbitration will be commenced by the claimant Party filing a demand for arbitration with the administrator of AAA and serving the demand on the opposing Party. Within thirty (30) calendar days of the date the demand for arbitration is filed, the Parties will select an arbitrator by following the AAA Consumer Arbitration Rules’ appointment procedures. Except as may be required by Law, neither Party nor the arbitrator may disclose the existence, content, or results of any arbitration under this Agreement without the prior written consent of both Parties. The arbitrator’s award will be in writing, accompanied by a reasoned opinion and a written statement of the essential findings and conclusions on which the award is based.
Costs
The arbitrator will determine how the costs and expenses of the arbitration will be allocated between the Parties and may award attorneys’ fees (in any case subject to the attorneys’ fees provisions hereunder as applicable).
Remedies
The arbitrator will have the power to award any party any remedies that would be available to that Party in his or her individual capacity under this Agreement or otherwise in a court of law for the Dispute presented to and decided by the arbitrator.
Arbitration is on an Individual Basis Only; Class Action Waiver
The parties agree to arbitrate solely on an individual basis and that this agreement does not permit class arbitration or any claims brought as a plaintiff or class member in any class or representative arbitration proceeding. The arbitrator may not consolidate more than one person’s claims and may not otherwise preside over any form of a representative or class proceeding. Notwithstanding the arbitrator’s power to rule on his or her own jurisdiction and the validity or enforceability of the agreement to arbitrate, the arbitrator has no power to rule on the validity or enforceability of the agreement to arbitrate solely on an individual basis. In the event the prohibition on class arbitration is deemed invalid or unenforceable, the remaining portions of this section will remain in force.
Applicable Law
This Agreement and the rights of the Parties hereunder will be governed by and construed in accordance with the Laws of the State of Virginia, exclusive of conflict or choice of law rules. The Parties acknowledge that this Agreement evidences a transaction involving interstate commerce. Notwithstanding the provision in the preceding sentence with respect to applicable substantive Law, any arbitration conducted pursuant to the terms of this Agreement will be governed by the Federal Arbitration Act (9 U.S.C. Secs. 1-16).
10. Term and Termination
Term
This Agreement will commence at the time that Applicant has been accepted as a Subscriber and FlexRide has received Subscriber’s initial payment, including security deposit when required, and will continue in effect for a period of either one (1), three (3), six (6), or twelve (12) months as indicated on the Cover Page (the “Term”) unless terminated by FlexRide in its sole discretion or until otherwise terminated pursuant to this Agreement.
This Agreement will be terminated as follows:
Subscriber may voluntarily terminate this FlexLease without penalty before the end of its Term if you return the Program Vehicle to us in good condition, undamaged, and pay all amounts due under the FlexLease through the date of termination, including without limitation outstanding payments and excess mileage charges.
Effect of Termination
Upon termination of this Agreement, any rights Subscriber and Authorized Driver have to use the Program Vehicle and to participate in the Program will immediately terminate, and Subscriber or Authorized Driver, as applicable, will (as soon as safely practicable) cease operation of the Program Vehicle and make arrangements to have such Program Vehicle Returned to FlexRide pursuant to FlexRide’s instructions regarding such Return as soon as safely practicable (but in no event after 1 business day). Termination of this Agreement will not affect or diminish any obligations of Subscriber’s until the Program Vehicle is returned to FlexRide and is within FlexRide’s possession. Additionally, termination of this Agreement and return of the Program Vehicle will not affect any provisions of this Agreement which survive termination of this Agreement pursuant to Section 10 herein. No Subscription Fees or any other amounts previously paid by Subscriber will be returned or refunded to Subscriber in the event the Agreement is terminated prior to the end of the Term. With respect to any termination of this Agreement, Subscriber will remain responsible for any fees, costs, or expenses incurred prior to termination of this Agreement (including but not limited to all applicable amounts due described in Section 2 (Fees, Payments, and Defaults).
If this Agreement is terminated early because of the total loss or destruction of the Program Vehicle and you have maintained the Required Insurance within this Lease, there will be an insurance settlement. In that case (1) we will receive all the proceeds of any insurance required under this Lease and from any other person on account of the total loss or destruction of the Vehicle; (2) you will pay us all amounts past due under this Lease as of the date of our receipt of such proceeds; and (3) you pay us the amount of the applicable insurance deductible.
If this Lease is terminated early because of the total loss or destruction of the Vehicle and you have not maintained the Required Insurance within this Lease, you agree to pay an amount equal to the remaining balance of the Base Periodic Payments, Residual Value, and any amounts outstanding under the Lease, less the reasonable value of the salvage vehicle, unless paid by insurance.
11. General Provisions
Entire Agreement; Survival; Conflict with Law
The Schedules to this Agreement, the Cover Page, the Program FAQs accessible either by email, the Mobile App, or the Website (collectively the “FAQs”), and the FlexRide Mobile App and Website Terms of Service (included as Schedule 1 to this Agreement), each as amended, modified, or supplemented from time to time, are incorporated by reference into this Agreement. To the extent there is a direct conflict between a provision or term of this Agreement and a Law applicable to this Agreement or a rental of a Program Vehicle, the applicable Law will govern. This Agreement may be executed in two or more counterparts, and it is not necessary that the signatures of all the parties hereto appear on the same counterpart, but such counterparts together will constitute a single effective Agreement. Further, counterparts to this Agreement may be executed by hand or by any electronic signature or consent, and executed counterparts may be delivered via facsimile, electronic mail, or other similar transmission method, and any executed counterpart so delivered shall be valid and effective for all purposes. Any edits made to this Agreement so as to include Vehicle identification information or specifics may be made by FlexRide in their sole discretion and will be incorporated herein without further approval or execution.
Acknowledgment that Subscriber has Read this Agreement
By accepting this Agreement, Subscriber represents and warrants to FlexRide that Subscriber has received all explanations that Subscriber has reasonably requested concerning the content of this Agreement, including but not limited to all schedules, and that Subscriber has carefully reviewed and understands Subscriber’s commitments and obligations hereunder.
No Assignment by Subscriber or Authorized Driver
The rights and obligations of Subscriber and Authorized Driver under this Agreement are not assignable or transferable in whole or in part by Subscriber or Authorized Driver. Any attempt by Subscriber or Authorized Driver to transfer this Agreement without FlexRide written consent will be void and of no force and effect.
Assignment by FlexRide Permissible
FlexRide may assign this Agreement or its rights and responsibilities pursuant to this Agreement (including its right to recover any Fees, Charges, or other payment streams) to one or more affiliates, agents, contractors, or third parties without notice to Subscriber. Further, FlexRide may allow affiliates, agents, contractors, or third parties to join in and be bound to this Agreement in FlexRide’s sole discretion. For example, but without limiting the foregoing, FlexRide may appoint an affiliate or third party to repossess or recover Program Vehicles or to process tickets and tolls.
No Waiver
No delay or omission by FlexRide in FlexRide’s exercise of any right or power occurring upon any noncompliance or default by Subscriber or an Authorized Driver with respect to any of the terms of this Agreement shall impair any such right or power or be construed to be a waiver thereof. Any waiver by FlexRide of any covenant, condition, or agreement to be performed by Subscribers or any (current or previous) Authorized Driver shall not be deemed to be a waiver of any prior or subsequent breach of the same or of any other covenant, condition, or agreement hereunder. Unless stated otherwise, all remedies provided for in this Agreement shall be cumulative and in addition to and not in lieu of any other remedies available to either Party at Law, in equity, or otherwise.
Severability
If any term, provision, covenant, or condition of this Agreement is held invalid or unenforceable for any reason, the remainder of the provisions will continue in full force and effect as if this Agreement had been executed with the invalid portion eliminated. The Parties further agree to substitute for the invalid provision a valid provision that most closely approximates the intent and economic effect of the invalid provision.
Modification
FlexRide reserves the right to modify, change, or revise this Agreement (in whole or in part) (each a “Modification”), including but not limited to the schedules to this Agreement or the Vehicle identification information on the Cover Page, at any time and from time to time. In particular, if or when specific Vehicle identification information (including but not limited to a vehicle identification number or a license plate number) is obtained by FlexRide after the execution of this Agreement, such information will be incorporated into this Agreement and the Cover Page once obtained by FlexRide, which Modification does not require Subscriber’s consent and a revised Agreement containing such Modification will be sent by FlexRide to Subscriber prior to the delivery of the Vehicle. For the avoidance of doubt, any Agreement revised so as to include Vehicle identification information shall not require re-execution by the Parties and shall take immediate effect. Further, all terms of this Agreement as originally presented to and executed by Subscriber shall remain valid and binding upon Subscriber despite the Modifications made. Subscriber will inform the current Authorized Driver listed by FlexRide on Subscriber’s account of any Modification to the Agreement. Subscriber’s and such Authorized Driver’s continued use of Program services after any Modification to this Agreement will constitute their continued consent to the Agreement as modified.
Notices
Any notices or communications required or permitted to be given to Subscriber shall be in writing and shall be sufficiently given if emailed to Subscriber or if posted on the Mobile App or the Website. Any notices or communications required or permitted to be given to FlexRide shall be in the form required by this Agreement for such notice.
Headings; Number and Gender
The headings in this Agreement are for reference only and will not affect the interpretation of this Agreement. Whenever the context requires, words in the singular or plural form include the plural and singular form, respectively, and words denoting gender include the masculine, feminine, and neuter.
By signing you confirm you have read and agree to the terms offered in this Agreement, including the Other Important Terms with an arbitration provision. You confirm that before signing we gave you the filled-in Agreement and you were free to download and review it.
