Remix Technologies LLC, Via Technologies Europe B.V. and its affiliates, parent, and subsidiaries (“Remix”, the “Company,” “we”, “us”, or “our”) provide TransitTech solutions to power cost-effective, convenient, and equitable mobility across the globe. We build innovative software to enable our customers – cities, transit agencies, transport operators and consultants, and other governmental or institutional customers – to plan, optimize and design the best possible transportation networks – for their communities and the planet.
PLEASE READ THESE TERMS CAREFULLY AS THEY CONSTITUTE A BINDING CONTRACT BETWEEN YOU AND REMIX.
These Terms of Use (“Terms”) constitute a legally binding agreement between you (an individual) and Remix governing your access to and use of the Remix Solution (as defined below), and the technology platforms, dashboards, content, products, customer support services, and any related content or services provided by Remix, including in partnership or under contract with any other entity (together, the “Remix Services”). See the Remix Services section below for details on the scope of services covered by these Terms.
By using the Remix Services you accept these Terms. If you access or use the Remix Services or continue accessing or using the Services after a change is made to these Terms, you confirm you have read, understood and agree to be bound by the most recent version of the Terms. We will notify you of any such change to the Terms by changing the last updated date at the top of the Terms. We may also elect to provide an additional notice of changes by email or text message communication, or by providing a notice through the Remix Services, including through a pop-up or banner message in the Remix Solution.
IF YOU DO NOT ACCEPT OR AGREE TO ANY OF THESE TERMS, YOU MAY NOT ACCESS OR USE THE REMIX SERVICES.
Additional Terms
We may make additional terms, conditions, or policies available to you from time to time that also govern your use of the Remix Services (the “Additional Terms”). The Additional Terms will be deemed a part of these Terms for purposes of any applicable offer or service, but if any Additional Terms conflict with these Terms, the Additional Terms (and not these Terms) will prevail.
Remix Enterprise Customer Users
If you are accessing the Remix Services on behalf of an Enterprise Customer, then provisions in the contract signed between Remix and such Enterprise Customer (the “Enterprise Customer Contract”) will prevail in the event of any conflict between these Terms and such Enterprise Customer Contract.
The Remix Services that are governed by these Terms are: (i) the Remix software-as-a-service application that Remix creates, hosts, owns, controls, develops, or otherwise makes available to Users of Enterprise Customers through a web interface (the “Remix Solution”), and (ii) all other platforms, dashboards, content, products, customer support services, and any related interfaces, tools, and services that Remix makes available to Enterprise Customers.
“Enterprise Customers” are cities, transit agencies, transport operators, school districts, universities, corporations, and other governmental or institutional customers which may use the Remix Services subject to a contract to plan, establish, monitor, operate and/or manage transportation networks.
There are several categories of “Users” who may access the Remix Services and whose relationship with Remix may be governed by these Terms (along with any Additional Terms):
User Accounts and Credentials
To use the Remix Services, you will be required to create an account (“User Account”). You agree not to create more than one User Account for any separately branded product or service available through the Remix Services. Remix reserves the right to deactivate any additional or duplicate User Accounts. You may not create a User Account for someone else unless you have the legal authority to do so. Remix personnel may also create User Accounts at the request of an Enterprise Customer.
You agree not to provide any false information for purposes of creating a User Account or accessing the Remix Services. You are solely responsible for maintaining accurate, complete, and up-to-date information in your User Account.
Your User Account is personal to you, and you may not share your access credentials with, or allow access to your User Account by, any third party. You are responsible for the confidentiality and security of your User Account and you agree to preserve the confidentiality of your access credentials and the security of any device that you use to access the Remix Services. You agree to notify Remix immediately by emailing support@ridewithvia.com regarding any known or suspected breach of security, including any third party’s access to your User Account or any loss, theft, or unauthorized disclosure of the access credentials to your User Account. You will be solely responsible for any injuries, losses, or damages of any kind incurred by Remix and others arising from or related to your failure to maintain the confidentiality and security of your User Account.
No part of the Remix Services is directed to children, and we do not knowingly collect or solicit personal information from persons under the age of 13.
Agent of an Organization
If you are using the Remix Services as either an Enterprise Platform User or an Authorized Platform User on behalf of any organization, agency, or corporate entity including but not limited to an Enterprise Customer, then you represent and warrant that you: (1) are an authorized representative of that organization; (2) have the authority to bind that organization to these Terms; and (3) agree to be bound by these Terms on behalf of that organization.
With the exception of User Submissions, as defined below, the Remix Services and everything on it are owned by or licensed to Remix and are therefore protected by copyright, trademark, trade dress, domain name, patent, trade secret, international treaties, and/or other intellectual or proprietary rights and laws of the United States and other countries.
Remix Content
All designs, text, graphics, images, video, information, logos, button icons, software, audio files, computer code, photos, interactive features, service marks, trade names, and other content and trademarks displayed in the Remix Services (collectively, “Remix Content”), as well as the collection, arrangement, assembly, or any other compilation of any Remix Content, are the property of Remix or its licensors and are subject to copyright, trademark, and other intellectual property rights in the United States and other countries. The term “content” or “contents” as used generally in these Terms shall mean any text, graphics, images, video, information, logos, button icons, software, audio files, computer code, or other materials.
Remix Marks
Remix, as well as logos, designs, graphics, icons, scripts, service marks and trade names used in the Remix Services (the “Remix Marks”) are the intellectual property of Remix or its licensors. Without prior written permission from Remix, you agree not to display, reference, or use the Remix Marks in any manner. If you are granted written permission to use the Remix Marks, you may only use the specific Remix Marks obtained directly from Remix for the permitted purpose.
License to You
Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, and revocable license to access and use the Remix Services, solely for your internal business purposes as expressly permitted by these Terms and subject to these Terms, and in compliance with all applicable laws. Any other use is strictly and expressly prohibited. Nothing contained in the Remix Services or the Remix Content should be interpreted as granting to you any license or right to use any of the Remix Services, Remix Content, Remix Marks, and/or third-party proprietary content on the Remix Services without the express written permission of Remix or the relevant third-party owner, as applicable. Any rights not expressly granted herein are reserved by Remix and Remix’s licensors.
The limited license described above is revocable at any time without notice and with or without cause. Unauthorized use of the Remix Content or Remix Marks is prohibited. In the event Remix grants you express written permission to make any copy of the Remix Content, you must preserve all copyright, trademarks, service marks, and other proprietary notices contained in the original Remix Content on any such copy.
You acknowledge that you will not obtain any right, title or interest in or to Remix Content or the Remix Marks as a result of your use of the Remix Services.
User Submissions
User Submissions are any content, information, data or materials that you post, upload, e-mail, transmit or otherwise make available to Remix or in the Remix Services (“User Submissions”). User Submissions may include commentary, feedback, suggestions, ideas, requests for service or product enhancements, and submissions of entries for competitions and promotions. You acknowledge and agree that Remix is granted a royalty-free, worldwide, transferable, sublicensable, irrevocable, perpetual license to use and / or incorporate any User Submissions into the Services. Remix will not identify you as the source of such feedback. All User Submissions provided by you are non-confidential and non-proprietary. You represent and warrant that you own the content in your User Submissions or otherwise have the right to grant the license described above.
Copyright Policy
Remix respects the intellectual property of others and expects Users to do the same. If you believe that any materials in the Remix Services infringe upon your copyrights, we want to know about it so that we can take appropriate actions. Please view our Copyright Policy for information on how to make a copyright complaint.
You agree to use the Remix Services only for their intended purpose. You must use the Remix Services in compliance with these Terms, including any Additional Terms applicable to your use of the Remix Services. You must use the Remix Services in compliance with all privacy, data protection, intellectual property, and other applicable laws.
You may not, and shall not cause or allow any other User or third party to:
You are responsible for any claims, fees, fines, penalties, and other liability incurred by us or others caused by or arising out of your violation of these Terms.
These Terms and any action arising out of them or related to them will be governed and interpreted by and under the laws of the State of California and you hereby expressly consent to the exclusive jurisdiction and venue in the state and federal courts of San Francisco County, California.
For purposes of this section, “Remix” includes our affiliates, subsidiaries, parents, successors, assigns, business partners, designees, licensors, licensees, and each of our respective officers, directors, employees, agents, and shareholders.
The disclaimers and exclusions under these Terms will apply to the extent permitted by applicable law.
Disclaimer of Warranties
YOUR USE OF THE REMIX SERVICES IS AT YOUR SOLE RISK, AND THE REMIX SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED, OR STATUTORY. TO THE FULLEST EXTENT PERMITTED BY LAW, REMIX EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, AND ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
WITHOUT LIMITING THE FOREGOING, REMIX MAKES NO WARRANTY THAT (A) THE REMIX SERVICES WILL MEET YOUR REQUIREMENTS, (B) THE REMIX SERVICES WILL BE UNINTERRUPTED, TIMELY, COMPLETE, CURRENT, SECURE, OR ERROR-FREE, (C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE REMIX SERVICES WILL BE ACCURATE OR RELIABLE, (D) THE QUALITY OF ANY SERVICES MADE AVAILABLE THROUGH THE REMIX SERVICES WILL MEET YOUR EXPECTATIONS, (E) ANY ERRORS IN THE REMIX SERVICES WILL BE CORRECTED; OR (F) THE NETWORK OR THE SERVER THAT MAKES THE REMIX SERVICES AVAILABLE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE REMIX SERVICES IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF ANY SUCH MATERIAL.
YOU ACKNOWLEDGE AND AGREE THAT THE ENTIRE RISK ARISING OUT OF YOUR USE OF THE REMIX SERVICES AND ANY SERVICES MADE AVAILABLE THROUGH THE REMIX SERVICES REMAINS SOLELY WITH YOU, TO THE MAXIMUM EXTENT PERMITTED BY LAW.
User Submissions and Third-Party Content Disclaimers
You may be able to access content provided by third parties (“Third-Party Content”) through the Remix Services. Remix does not control User Submissions or Third-Party Content and we do not represent or guarantee the truthfulness, accuracy, or reliability of User Submissions or Third-Party Content. The opinions, advice, statements, offers, or other information or content that is provided by third parties through the Remix Services should not necessarily be relied upon. You accept that any reliance on User Submissions and Third-Party Content will be at your own risk.
For purposes of this section, “Remix” includes our affiliates, subsidiaries, parents, successors and assigns, and each of our respective officers, directors, employees, agents, and shareholders:
TO THE FULLEST EXTENT PERMITTED BY LAW, YOU ACKNOWLEDGE AND AGREE THAT IN NO EVENT SHALL REMIX BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES (INCLUDING LOST PROFITS, LOST DATA, PERSONAL INJURY, PROPERTY DAMAGE, LOSS OF GOODWILL, AND OTHER TANGIBLE AND INTANGIBLE LOSSES) RELATED TO, IN CONNECTION WITH, OR OTHERWISE RESULTING FROM ANY USE OF THE REMIX SERVICES, REGARDLESS OF REMIX’S NEGLIGENCE (WHETHER ACTIVE, AFFIRMATIVE, SOLE, OR CONCURRENT), EVEN IF REMIX OR ANY OF ITS REPRESENTATIVES KNOW OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
REMIX SHALL NOT BE LIABLE FOR ANY DAMAGES RELATED TO, IN CONNECTION WITH, OR OTHERWISE RESULTING FROM (i) THE USE OR THE INABILITY TO ACCESS THE REMIX SERVICES; (ii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iii) STATEMENTS OR CONDUCT OF ANY USER OR THIRD PARTY IN OR USING THE REMIX SERVICES; (iv) YOUR RELIANCE ON CONTENT MADE AVAILABLE TO YOU BY REMIX (INCLUDING ANY THIRD PARTY CONTENT ; OR (v) ANY OTHER MATTER RELATING TO, IN CONNECTION WITH, OR OTHERWISE RESULTING FROM ANY USE OF THE REMIX SERVICES.
IN NO EVENT SHALL REMIX’S TOTAL AGGREGATE LIABILITY TO YOU EXCEED THE GREATER OF: (i) THE TOTAL AMOUNT OF FEES WE RECEIVE FROM YOU IN THE THREE (3) MONTHS PRIOR TO THE DATE OF THE EVENT GIVING RISE TO OUR LIABILITY, OR (ii) ONE THOUSAND U.S. DOLLARS ($1,000.00). THE LIMITATION OF LIABILITY IN THE PRECEDING SENTENCE SHALL NOT APPLY TO REMIX’S LIABILITY FOR (A) DEATH OR PERSONAL INJURY CAUSED BY ITS NEGLIGENCE; OR FOR (B) ANY INJURY CAUSED BY ITS FRAUD OR FRAUDULENT MISREPRESENTATION. THESE LIMITATIONS OF LIABILITY ARE A FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN YOU AND REMIX.
REMIX’S LIABILITY SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW.
Either Enterprise Customer or us may terminate these Terms immediately upon notice to the other party if the other party materially breaches these Terms, and such breach remains uncured more than thirty (30) days after receipt of written notice of such breach.
You may terminate these Terms, except for those provisions that survive termination, at any time by deactivating your User Account and ceasing all use of the Remix Services, whereby such termination shall not derogate from any obligation to pay any applicable subscription fees to us.
Upon termination of these Terms by any party, for any reason, or for no reason: (1) your rights to access the Remix Services will terminate immediately, (2) you must cease all use of the Remix Services, (3) any provision of these Terms that contemplates or governs performance or observance subsequent to termination will survive termination, including (i) Governing Law, (ii) Intellectual Property, (iii) Prohibitions, (iv) Disclaimers, (v) Limitation of Liability, (vi) Termination and Account Restrictions, (vii) Indemnity, (viii) Notices, and (ix) General.
We may decide to temporarily suspend the User Account (including any access thereto) and/or your access to the Remix Services, in the following events: (i) we believe, at our sole discretion, that you or any third party, are using the Remix Services in a manner that may impose a security risk, may cause harm to us or any third party, and/or may raise any liability for us or any third party; (ii) we believe, at our sole discretion, that you or any third party, are using the Remix Services in breach of these Terms or applicable Law; or (iii) Enterprise Customer’s payment obligations, in accordance with these Terms, are or are likely to become, overdue. The afore-mentioned suspension rights are in addition to any remedies that may be available to us in accordance with these Terms and/or applicable Law.
For purposes of this section, “Remix” includes our affiliates, subsidiaries, parents, successors and assigns, and each of our respective officers, directors, employees, agents, and shareholders:
You agree to defend, indemnify, and hold harmless Remix on demand from and against any losses, liabilities, claims, actions, penalties, fines, or demands, including attorneys’ fees, experts’ fees, and accounting fees, which arise out of or in connection with: (i) your use of or reliance on any Remix Content, (ii) your use of or reliance on any User Submissions, (iii) your use of or reliance on any Third-Party Content (including Third-Party Promotions), (iv) Remix’s use of your User Submissions, (v) your unauthorized use of the Remix Services, (vi) any third party’s access to or use of the Remix Services using your User Account, (vii) your violation of any rights of any third party, including other Users, (x) your breach of these Terms.
We may give you notice by email, text message, telephone calls, mail, or by either general or individualized notifications posted in or through the Remix Services Any notices to you that are not posted in or through the Remix Services will be provided to you at the email address(es), physical address(es), or telephone number(s) associated with your User Account. Except as explicitly stated otherwise, any notices to Remix or its affiliates, officers, and directors shall be given by certified mail to the relevant address listed below:
Remix Technologies LLC.:
Attn: Legal Department
10 Crosby Street, 2nd Floor
New York, NY, 10013, USA
Via Technologies Europe B.V.:
Attn: Legal Department
Via Technologies Europe B.V.
Keizersgracht 467
1017 DK Amsterdam, Netherlands
These Terms, including any Additional Terms, constitute the entire agreement between you and Remix concerning your use of the Remix Services. Remix may assign these Terms without your consent to (a) any subsidiary or affiliate, (b) any acquirer of Remix’s equity, business, or assets, or (c) a successor by merger. You may not assign these Terms without Remix’s prior written approval.
Remix’s failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is held by a court or arbitrator of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, the court or arbitrator shall strike the provision and endeavor to give effect to the parties’ intentions as reflected in the provision, and all other provisions of these Terms shall remain in full force and effect.
The section and subsection titles in these Terms are for convenience only and have no legal or contractual effect. In these Terms, the words “including” and “include” mean “including, but not limited to.”
Last Updated: May 25, 2023
We take claims of copyright infringement seriously. We will respond to notices of alleged copyright infringement that comply with applicable law. The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that materials posted on the Remix Services infringe your copyright, you (or your agent) may send Remix a “Notification of Alleged Infringement” requesting that the material be removed, or access to it blocked. The written notice must include the following information:
If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, the DMCA permits you to send Remix a counter-notice.
Notices and counter-notices must meet the current statutory requirements imposed by the DMCA; see http://www.loc.gov/copyright/ for details. Notices and counter-notices with respect to the Remix Services should be sent to Remix’s designated copyright agent at: Via Transportation, Inc., Attn: Copyright Agent, 10 Crosby Street, New York, NY 10013 or by e-mail to copyright@ridewithvia.com.
Consult your legal advisor and see 17 U.S.C. § 512 before filing a notice or counter-notice as there are penalties for false claims under the DMCA.
Upon receipt of such notice as described above, Remix will take whatever action, in its sole discretion, it deems to be appropriate, including removal of the challenged material from the Remix Services.