TERMS AND CONDITIONS

MOBILITY MANAGEMENT CENTER

OUTREACH & ESCORT, INC.

            These are  the terms and conditions under which Outreach & Escort, Inc. (“Outreach”) will provide mobility management services to its registered transportation providers (“Providers”) and its registered transportation recipient organizations (“Service Recipient Organizations”).  All Providers and Service Recipient Organizations acknowledge that they understand that the Mobility Management Web Portal was developed by Outreach with its own funds alone, without any public grants or funding.  The Mobility Management Web Portal, and the Services (as defined below) provided by Outreach in connection therewith, are offered by Outreach for the public good.  What Outreach is able to provide is strictly limited by Outreach’s own resources.   Accordingly, all Providers and Service Recipient Organizations therefore absolutely acknowledge and agree that they have NO expectations as to what may or may not be included as part of such Web Portal or the Services at any point in time.

All Providers acknowledge and agree as follows:

1.         The services provided by Outreach via its Mobility Management Web Portal (the “Services”) will initially be provided without charge.  Outreach reserves the right at any time to charge reasonable fees for Services upon 30 days’ prior notice.

2.         Services are provided “AS-IS,” without warranty or liability of any kind.  Without limiting the foregoing, Outreach will have no liability for (i) any errors in providing the Services or failure for trips to be provided or used as scheduled,  (ii) any failure to provide the Services at any time, whether due to software or hardware failures, or otherwise, or (iii) any failure by Outreach to maintain confidentiality or privacy of any information provided to Outreach by anyone, whether such failure results from computer intrusions by third parties, Outreach’s negligence, or otherwise.

3.         Services will only be provided to Providers with respect to transportation services requested by Service Recipient Organizations with whom such Providers have existing contractual relationships regarding such transportation services (“Service Contracts”).

4.         Outreach will have no responsibility of any kind with respect to any services provided by Provider pursuant to Service Contracts, including without limitation claims relating to payment, performance or quality, or liability for injuries resulting from accidents, negligence, or willful misconduct.

5.         Providers will ensure that no one other than Provider has access to or uses the Services under the guise of Provider’s registration credentials.

6.         Providers must acknowledge that Outreach is the sole and exclusive owner of all right, title and interest in and to the Mobility Management Web Portal, and the Services.

7.         Provider will indemnify Outreach, and hold Outreach harmless from and against any and all costs, losses, liabilities, expenses, etc. arising out of or resulting from any claims arising out of or related to Outreach’s provision of (or failure to provide) the Services to Provider, to any Service Recipient Organization, or to any person or persons intended to receive transportation services in connection therewith.

8.         Although Provider may receive training regarding the use of the Mobility Management Web Portal or the Services from volunteers, Provider acknowledges and agrees that Outreach cannot and does not warrant that any such training will be accurate or useful in any way.  Provider further agrees that it uses such training entirely at its own risk.

9.         Provider acknowledges and agrees that the Mobility Management Web Portal and the Services are not “software as a service.” Accordingly, although Outreach is always interested in hearing useful suggestions, there can be absolutely no assurances that Outreach will ever provide any support, updates, or upgrades to anything.

All Service Recipient Organizations acknowledge and agree as follows:

1.         The services provided by Outreach via its Mobility Management Web Portal (the “Services”) will initially be provided without charge.  Outreach reserves the right at any time to charge reasonable fees for Services upon 30 days’ prior notice.

2.         Services are provided “AS-IS,” without warranty or liability of any kind.  Without limiting the foregoing, Outreach will have no liability for (i) any errors in providing the Services or failure for trips to be provided or used as scheduled,  (ii) any failure to provide the Services at any time, whether due to software or hardware failures, or otherwise, or (iii) any failure by Outreach to maintain confidentiality or privacy of any information provided to Outreach by anyone, whether such failure results from computer intrusions by third parties, Outreach’s negligence, or otherwise.

3.         Services will only be provided to Service Recipient Organizations with respect to transportation services requested from Providers with whom such Service Recipient Organizations have existing contractual relationships regarding such transportation services (“Service Contracts”).

4.         Outreach will have no responsibility of any kind with respect to any services received (or not received) by Service Recipient Organizations pursuant to Service Contracts, including without limitation claims relating to payment, performance or quality, or liability for injuries resulting from accidents, negligence, or willful misconduct.

5.         Each Service Recipient Organization will ensure that no one other than Service Recipient Organization has access to or uses the Services under the guise of such Service Recipient Organizations’ registration credentials.

6.         Service Recipient Organizations must acknowledge that Outreach is the sole and exclusive owner of all right, title and interest in and to the Mobility Management Web Portal, and the Services.

7.         Service Recipient Organization will indemnify Outreach, and hold Outreach harmless from and against any and all costs, losses, liabilities, expenses, etc. arising out of or resulting from any claims arising out of or related to Outreach’s provision of (or failure to provide) the Services to Service Recipient Organization, to any Provider, or to any person or persons intended to receive transportation services in connection therewith.

8.         Although Service Recipient Organization may receive training regarding the use of the Mobility Management Web Portal or the Services from volunteers, Service Recipient Organization acknowledges and agrees that Outreach cannot and does not warrant that any such training will be accurate or useful in any way.  Service Recipient Organization further agrees that it uses such training entirely at its own risk.

9.         Service Recipient Organization acknowledges and agrees that the Mobility Management Web Portal and the Services are not “software as a service.” Accordingly, although Outreach is always interested in hearing useful suggestions, there can be absolutely no assurances that Outreach will ever provide any support, updates, or upgrades to anything.