Parent Services Agreement

By creating an account and/or submitting Account Information (as defined below) through our website, www.shuttlecub.com (the “Website"), with Chrisoar LLC (d/b/a ShuttleCub), a New York limited liability company (“ShuttleCub”), and using the Services (as defined below), you, as a parent or legal guardian (the “Parent”), signify that you have read, understand, and agree to this Service Agreement (this “Agreement”).  By creating an account and/or submitting Account Information, you acknowledge and agree to this Agreement, on behalf of yourself, the Parent, and your minor child/children (“Cubs”), as applicable, and represent and warrant that you possess the legal right and authority, on behalf of yourself and each Cub of whom you are a parent or legal guardian, to agree to this Agreement.  If you do not agree to this Agreement, do not use the Website, create an account with ShuttleCub and/or provide Account Information, or select “I accept” on the Website.  The ShuttleCub Pricing, Change, and Cancellation Policy is hereby incorporated by reference into this Agreement.

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For and in consideration of the mutual covenants contained in this Agreement, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows:

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1. Services to be Performed. 

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A) ShuttleCub is a platform that connects the Parent with a runner (the “Bear”) who will escort the Cub(s) who are signed up for a Run (as defined below) to a specified destination or destinations, including but not limited to school pick-ups, extra-curricular activities, sports practice, summer camp, or siblings (collectively, the “Services”).  The Services may also include the purchase of snacks on behalf of the Cub(s), pickup of any materials or items required for Cub(s)’ activity, or any other supportive or related services reasonably necessary to get to, or participate at, a specified destination or destinations.  Services shall only be offered and provided to Cubs who are at least six (6) years old.  ShuttleCub has conducted background checks on all Bears using its internal screening policies and all Bears have agreed to comply with ShuttleCub’s code of conduct and safety standards. 

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B) The Parent shall submit run requests to ShuttleCub describing what they need, their Cub(s)’ proposed destination(s), times they need to be at such destination(s), and any specific instructions for each stop of a run, including but not limited to mode of travel for each stop (each, a “Run”).  Each Run must first be confirmed and approved by ShuttleCub and ShuttleCub may then connect the Parent with a Bear that has accepted such Run and is approved by the Parent prior to such Run.  For purposes of this Agreement, “Run” shall include multi-kid single Bear runs, whereby one (1) Bear escorts up to three (3) Cubs from multiple households (“Multi-Household Run”), and “Parent” shall include a parent or legal guardian whose Cub(s) is participating in a Multi-Household Run.  Prior to the Multi-Household Run, the Parent who organizes a Multi-Household Run shall be designated as the primary Parent.  Such Parent shall be the sole Parent permitted to submit and confirm Run requests and shall be responsible for payment as set forth herein.  The Parent whose Cub is participating in a Multi-Household Run, whether or not they are the primary Parent, must have an account with ShuttleCub by registering for the Services and providing Account Information as set forth in Section 2.  The Parent hereby permits, and expressly consents for, their Cub(s) to be included in, and a part of, any such Multi-Household Run.  The Parent shall then have the option of confirming the Run in the manner required by ShuttleCub.  Following such confirmation, the Bear will escort the Cub(s) to the applicable destination(s) using both public and private transit methods, including but not limited to by foot, subway, bus, taxi, or car service, pursuant to any Run instructions.  The Parent acknowledges and agrees that ShuttleCub and the Bear may engage in such third-party transportation services to transport the Cub(s).  The Parent further agrees that ShuttleCub shall have no liability for any acts, omissions, errors, delays, or negligence on the part of such third-party transportation services and shall have no liability for delays, errors, or incidents arising from circumstances beyond its reasonable control.

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2. Registration.  The Parent may be permitted to register for the Services by providing the Parent’s and/or Cub(s)’ personal information, email address(es), and certain other information collected by ShuttleCub (collectively, “Account Information”).  The Parent agrees that any Account Information that the Parent provides to ShuttleCub, including during registration and in any information the Parent uploads, will be true, accurate, current, and complete.  The Parent further agrees to provide accurate information and details in connection with a Run, maintain respectful communication with ShuttleCub and any Bear, and ensure that the Cub(s) are informed of, and agree to, applicable behavioral standards and conduct and safety requirements as determined by ShuttleCub.  Any violation of this Section may, at the sole discretion of ShuttleCub, result in the immediate termination of the Services and this Agreement.

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3. Access Rights.  ShuttleCub hereby grants to the Parent a limited, non-exclusive, non-transferable right to access and use the Services solely for the Parent’s and/or Cub(s)’ personal non-commercial use and only as permitted under this Agreement.  ShuttleCub reserves the right, in its sole discretion, to deny or suspend use of the Services to anyone for any reason.

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4. Limitation of Use. 

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A) The Parent agrees that the Parent will not, and will not attempt to (i) impersonate any person or entity or otherwise misrepresent the Parent’s affiliation with any person or entity or (ii) use the Services to violate any local, state, national, or international law.

 

B) In addition, the Parent acknowledges and agrees that the Parent will not: (i) conduct themselves in any manner that may result in disputes, arguments, or altercations with other users of the Services, the Bears, or any third parties the Parent encounters as a result of using the Services; (ii) use abusive language and behavior which could be regarded as inappropriate, or engage in conduct that is unlawful or illegal, when communicating with ShuttleCub, the Bears, or other Parents or users; or (iii) contact any Bear for the Services other than through ShuttleCub without ShuttleCub’s express written consent, except in the case of emergency during a Run.  ShuttleCub is not responsible for any Parent interactions with the Bears that are not conducted through ShuttleCub and its Services. 

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5. Payment Terms. 

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A) Invoices are issued to the Parent following a Run or to the primary Parent following a Multi-Household Run.  Payments are accepted via Venmo, Zelle, or as otherwise permitted or required by ShuttleCub.  Parents shall make all payments to ShuttleCub upon receipt of invoice.  Payment for a Multi-Household Run shall be the responsibility of the primary Parent who organizes such Run. 

 

B) If the Parent does not pay ShuttleCub in full within fifteen (15) days of receipt of any invoice, the unpaid amount shall accrue interest at a rate of 1.5% per month, commencing the first day after such due date until payment is made in full.  

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6. Assumption of Risk. The Parent acknowledges and understands that the activities that will be provided to the Parent and Cub(s) during a Run may involve risks.  Those risks may include but are not limited to slipping, falling, injury, and allergic reactions, may be inherently dangerous, and can cause serious illness or injury, including but not limited to serious bodily injury such as broken bones or concussion, or catastrophic injury, such as paralysis or death.  The Parent acknowledges and accepts the risks set forth herein.  Notwithstanding these risks, the Parent has freely chosen to participate in, and wishes Cub(s) to participate in, the Runs and to use, and have Cub(s) use, the Services provided by ShuttleCub.  The Parent understands that in the event of injury, medical services may not be readily available.  The Parent hereby consents and permits Cub(s) to receive medical treatment deemed necessary in the reasonable judgment of the Bear if a Cub is injured or requires medical attention during any Run, and consents and permits the Bear to take reasonable actions in the event of an emergency, including but not limited to contacting emergency services and medical providers.  The Parent understands and agrees that the Parent is solely responsible for all costs related to such medical treatment and any related medical transportation.  The Parent hereby releases, forever discharges, and holds harmless ShuttleCub and its affiliates, agents, employees, officers, members, managers, affiliates, successors, and assigns (collectively, the “Representatives”) from any claim based on such treatment or other medical services.  The Parent represents and warrants that Cub(s) participating in a Run and using the Services are not suffering from any mental, emotional, or physical condition precluding participation in a Run or use of the Services.  The Parent, on behalf of the Parent and Cub(s), assumes all of the risks of participating in such Runs and using the Services.

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7. RELEASE AND WAIVER OF LIABILITY; LIMITATION OF LIABILITY.  THE PARENT, ON BEHALF OF THE PARENT AND CUB(S) PARTICIPATING IN ANY RUN AND USING THE SERVICES, HEREBY WAIVES AND RELEASES SHUTTLECUB AND ITS REPRESENTATIVES OF AND FROM ANY AND ALL CLAIMS, DEMANDS, DEBTS, CONTRACTS, EXPENSES, CAUSES OF ACTION, LAWSUITS, DAMAGES, AND LIABILITIES OF EVERY KIND AND NATURE, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES AND CLAIMS OR DAMAGES ARISING FROM PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, AND LOSS OF REVENUE, WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE, WHETHER KNOWN OR UNKNOWN, IN AN ACTION FOR BREACH OF CONTRACT, NEGLIGENCE, PERSONAL INJURY, OR OTHERWISE IN LAW OR EQUITY, THAT THE PARENT OR CUB(S) EVER HAD OR MAY HAVE, ARISING FROM OR IN ANY WAY RELATED TO THEIR PARTICIPATION IN THE SERVICES, INABILITY TO USE THE SERVICES, OR DURING ANY RUN.  THIS RELEASE AND WAIVER OF LIABILITY APPLIES TO ALL ACTS OF ORDINARY NEGLIGENCE BUT DOES NOT APPLY TO ANY ACTS OF GROSS NEGLIGENCE OR INTENTIONAL, WILLFUL, OR WANTON MISCONDUCT.  UNDER NO CIRCUMSTANCES WILL SHUTTLECUB’S TOTAL LIABILITY, INCLUDING IN THE EVENT OF GROSS NEGLIGENCE OR INTENTIONAL, WILLFUL, OR WANTON MISCONDUCT, ARISING OUT OF OR RELATED TO THIS AGREEMENT, REGARDLESS OF WHETHER ANY ACTION OR CLAIM IS BASED IN CONTRACT, TORT, OR OTHERWISE, EXCEED THE AGGREGATE AMOUNT PAID TO SHUTTLECUB UNDER THIS AGREEMENT.  THE PARENT ACKNOWLEDGES AND AGREES THAT THE BEARS ARE INDEPENDENT CONTRACTORS, AND SHUTTLECUB SHALL NOT BE LIABLE FOR ANY ACTION OR INACTION BY ANY BEAR IN CONNECTION WITH ANY RUN OR WITH THE SERVICES.

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8. Covenant Not to Sue.  The Parent, on behalf of the Parent and Cub(s), agrees not to sue ShuttleCub or any of its Representatives, or initiate or assist in the prosecution of any claim for damages or cause of action against any of them, which the Parent, on behalf of the Parent or Cub(s), may have as a result of any personal injury, death, or property damage that the Parent or Cub(s) may sustain during a Run or while using the Services.

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9. Lost, Damaged, and Stolen Items.  ShuttleCub shall have no responsibility or liability for any items that may be lost, damaged, or stolen items during a Run.

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10. DISCLAIMER OF WARRANTIES.  THE PARENT’S AND CUB(S)’ USE OF THE SERVICES IS AT THE PARENT’S AND THE CUB(S)’ OWN RISK.  THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED.  NEITHER SHUTTLECUB NOR ANY REPRESENTATIVE NOR ANY PERSON ASSOCIATED WITH SHUTTLECUB MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE SERVICES.  WITHOUT LIMITING THE FOREGOING, NEITHER SHUTTLECUB NOR ANY REPRESENTATIVE NOR ANY PERSON ASSOCIATED WITH SHUTTLECUB MAKES ANY REPRESENTATIONS OR WARRANTIES ABOUT THE BEARS AND THEIR CONDUCT OR PERFORMANCE, PROVIDED, HOWEVER THAT SHUTTLECUB CONDUCTS BACKGROUND CHECKS ON ALL BEARS USING ITS INTERNAL SCREENING POLICIES.

 

TO THE FULLEST EXTENT PROVIDED BY LAW, SHUTTLECUB HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE.  THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

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11. Availability.  Not all of the Services are available in all geographic areas, and ShuttleCub reserves the right to restrict the Parent and/or Cub(s) from the Services at any time, without notice.  All Services are subject to availability and staffing or other operational factors and are in no way guaranteed to be fulfilled.  ShuttleCub cannot guarantee the availability of any specific times or Bears for a Run.  All Services are subject to ShuttleCub’s prior approval in its sole discretion.  The Services are not directed at, or intended for distribution to or for use by, any person in any jurisdiction or country where such distribution or use would be contrary to law or regulation, or any non-United States jurisdiction or country that would subject ShuttleCub, its licensees or affiliates, to any registration requirement within such jurisdiction or country.

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12. Intellectual Property.  ShuttleCub and third-party trademarks and service marks may or may not be designated as such from time to time through the SM, TM or ® symbols.  The Parent and Cub(s) are not authorized to make any use of any names, logos, or taglines, including “ShuttleCub” and the ShuttleCub logo, whether or not designated by such symbols, including as embedded search terms or metatags or in any other fashion, without the prior written consent of ShuttleCub.  Nothing herein grants the Parent or Cub(s) any right, title, or interest in any ShuttleCub names, trade names, trademarks, service marks, taglines and logos, patents, patent applications, formulas, characters, technology, or designs (whether or not the subject of a patent application) (collectively, the “ShuttleCub IP”).  At no time during or after the term of this Agreement will the Parent or Cub(s), either directly or through any third party or agent, (i) challenge or assist others to challenge the ShuttleCub IP or the registration thereof; (ii) attempt to register any designs, trademarks, marks, trade names, or trade dress confusingly similar to the ShuttleCub IP, or domain names incorporating any of the same; or (iii) incorporate any ShuttleCub IP into any third-party designs, trademarks, product names, service marks, company names, domain names, or any other similar designations, without the prior written consent of ShuttleCub.  If, at any time, the Parent or Cub(s) acquire any rights in, or any domain name, trademark, or service mark registrations or applications for, any ShuttleCub marks, names, or designations by operation of law or otherwise, the Parent and/or Cubs(s) will immediately upon request from ShuttleCub and at no expense to ShuttleCub assign such rights, registrations, and applications to ShuttleCub.

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13. Term.  This Agreement shall commence as of the date the Parent creates an account and/or provides Account Information.  Nothing herein shall prohibit ShuttleCub from refusing to provide or otherwise restricting the Services to the Parent or Cub(s) for any reason at any time, in ShuttleCub’s sole discretion.   ShuttleCub may, with or without cause, immediately terminate this Agreement without notice and deny the Parent and Cub(s) access to any of the Services at ShuttleCub’s sole discretion.  Without limiting the foregoing, ShuttleCub has the right to immediately terminate any passwords or accounts created by the Parent in the event that the Parent breaches this Agreement or engages in conduct that ShuttleCub, in its sole discretion, considers unacceptable, including abuse of the Services or any of the Bears, entering incorrect or inaccurate information, or any use of the Services that interferes with ShuttleCub or any person.  If the Parent’s or Cub(s)’ use of the Services is terminated, the Parent will no longer be authorized to access any ShuttleCub applications or use any of the features ShuttleCub offers.  In addition, the Parent understands and acknowledges that ShuttleCub may pursue legal and equitable relief against the Parent if the Parent breaches or threatens to breach this Agreement.

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14. Indemnification.  The Parent agrees to indemnify, defend, and hold harmless ShuttleCub and its Representatives from any and all claims, liability, damages, and costs (including, but not limited to, reasonable attorneys’ fees, costs, and expenses) that result from, arise out of, or are in any way connected with the Parent’s or Cub(s)’ use of the Services, the Parent’s or Cub(s)’ breach of this Agreement, or the Parent’s or Cub(s)’  infringement of any ShuttleCub IP or other right of ShuttleCub or any person.  This Agreement will inure to the benefit of the parties and their successors, assigns, licensors, and licensees.  It is the Parent’s responsibility to comply with all national, state, and local laws, rules, and ordinances when using the Services.  The Parent covenants to cooperate fully in the defense of any claim.

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15. Assignment and Delegation.  No assignment of this Agreement or delegation of duties hereunder shall be made by either party without the prior written consent of the other party, provided that ShuttleCub shall be permitted to retain independent contractors or subcontractors to perform the Services as it deems fit. 

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16. Governing Law.  This Agreement shall be governed by the laws of the State of New York without giving effect to the conflicts of law principles thereof.

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17. Dispute Resolution.  If any dispute arises by or between the parties concerning the construction, interpretation, or application of any of the provisions of this Agreement, they shall make a good faith effort to resolve such dispute without the intervention of a third party.  If they are unable to do so, they shall make a good faith effort to resolve such dispute through formal or informal mediation with a mutually acceptable third-party mediator.  THE PARTIES WAIVE TRIAL BY JURY AND AGREE THAT ANY AND ALL DISPUTES ARISING OUT OF OR RELATED TO THE AGREEMENT SHALL BE SUBMITTED EXCLUSIVELY TO A COURT HAVING SUBJECT MATTER JURISDICTION LOCATED IN NEW YORK, NEW YORK.  The foregoing shall not preclude ShuttleCub from seeking injunctive relief in any court of competent jurisdiction located in New York, New York or other countries and jurisdictions for protection of the ShuttleCub IP.

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18. Entire Agreement; Modification.  Subject to Section 25 below, this Agreement is the entire agreement between the parties and supersedes any prior agreement or communications between them, whether written, oral, electronic, or otherwise.  In the event of any conflict, the terms of this Agreement shall govern and control.  No change, modification, amendment, or addition of or to this Agreement or any part thereof shall be valid unless in writing. 

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19. Severability.  If any provision or portion of this Agreement is held by a court of competent jurisdiction to be illegal, invalid, or unenforceable, the remaining provisions or portions shall remain in full force and effect.

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20. Survival and Post-Termination Obligations.  This Section 20 and Sections 5, 6, 7, 8, 9, 10, 14, 15, 17, 18, 19, 21, and 24 shall survive any termination or expiration of this Agreement.  Termination or expiration of this Agreement shall not discharge either party’s liability for obligations incurred hereunder and for amounts unpaid at the time of such termination or expiration.  The Parent shall be responsible for payment of any and all Services provided to them prior to termination or expiration of this Agreement.

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21. Independent Contractor.  ShuttleCub is an independent contractor, and nothing herein shall be construed to create an employer-employee relationship between the Parent and ShuttleCub.  

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22. Section References.  Headings of all sections of this Agreement are inserted solely for the convenience of reference and are not a part of and are not intended to govern, limit, or aid in the construction or interpretation of any term or provision hereof.

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23. Force Majeure.  ShuttleCub shall not be responsible for damage or delay due to strikes, fires, accidents, acts of god, pandemic, terrorist attack, or other causes beyond its reasonable control.

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24. Attorneys’ Fees.  The prevailing party in any dispute related to this Agreement shall be entitled to have its reasonable attorneys’ fees and costs reimbursed and added to the amount of any award or judgment.

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25. Changes.  The Services and this Agreement are subject to change and update by ShuttleCub at any time without prior notice.  Changes may include superseding terms.  THE PARENT SHOULD REVIEW THIS AGREEMENT FROM TIME TO TIME TO BE AWARE OF ANY CHANGES.  The Parent’s continued use of any ShuttleCub Services constitutes the Parent’s acceptance of any change or update, all of which shall become controlling when posted.

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