Terms of Service
The following are terms (“Terms”) of a legal agreement between you and Kapsch TrafficCom Services Inc., a Kapsch Group company, d/b/a Uproad (from now on "Uproad"). Uproad consists of mobile Applications (“Apps” or each an “App”), www.uproad.com website (“Site”), and all related technologies (Apps, Sites, and technologies collectively called “Services”). By accessing, browsing, or using Uproad Services, you acknowledge that you have read, understood, and agree to be bound by these Terms and to comply with all applicable laws and regulations, including export and re-export control laws and regulations. If you do not agree to these Terms, please do not use Uproad Services.
Uproad may at any time and without notice to you, revise these Terms and all other information shown in our Services by updating this posting. Also, at any time without notice, Uproad may make improvements or changes in the Services, products, or programs.
Always comply with laws while driving, including hand-held device use. The use of hand-held devices while driving could result in loss of vehicle control, crash, and injury. Uproad may send emails, text messages, or push notifications to you at any time. Do not read these messages while driving.
Uproad consists of Services provided through the Uproad Site and Apps. Services made available to you through a user account (“Account”) include:
- registering your Vehicle(s) with participating toll agencies throughout the United States (the “Participating Toll Agencies”); and
- paying Participating Toll Agencies for a toll(s) (“Toll(s)”) incurred by your Vehicle(s).
In your Account, you can subscribe to a premium membership (the “Premium Membership”) paid every month, which reduces the transaction Fee Uproad charges for its Services. Unless otherwise agreed by Uproad in a separate written these Terms with you, Account Services are made available solely for personal, noncommercial use. If you use any Services for commercial purposes, we reserve the right to close your Account and/or charge you the commercial rate retroactively to the beginning of your Account registration. Neither Participating Toll Agencies, nor their officers, representatives, members of the Board of Directors, managers, employees, or agents, are a party to these Terms.
Uproad Services are available only for tolls charged by Participating Toll Agencies and are subject to the limitations and exceptions in these Terms only after a Participating Toll Agency registers your Account Vehicle through Uproad. It is your responsibility to determine if a toll agency is a Participating Toll Agency, (see our Covered toll roads in the app) and the status of your Vehicle’s registration with Participating Toll Agencies.
Use of the App
You may pay for tolls at Participating Toll Agencies with Uproad, but if you also have a different Toll Agency account and do not remove any associated transponder AND deregister each Uproad Vehicle and Plate with that Toll Agency account, relevant Tolls and Fees (collectively called “Toll Fees”) may charge to both your different Toll Agency account and your Uproad Account.
When creating your Account, you must provide:
- your valid and active email address;
- a password;
- a valid and active form of payment (“Payment Method”) to pay for Toll Fees incurred through the Service;
- a valid zip code for your home address, and;
- a valid vehicle (“Vehicle”). For a Vehicle, you must provide
- the license plate (“Plate”) number;
- state of issuance;
- year of production, and;
- Plate type, where applicable.
You may add up to 10 Vehicles to your Account.
In the event your financial institution declines, cancels, or reverses any charges to your Payment Method, Uproad may remove from all Participating Toll Agencies all Vehicles on your Account and/or cancel your Account or any Account Premium Membership.
- your name;
- the Plate number(s) on your Account; and
You must protect your email address and password, keep this information confidential, and not disclose it to any other person. If you believe that your Account may have been compromised, you must immediately log in and change your password. If you experience an issue logging into your Account, please contact Customer Service.
You agree to notify us immediately if you suspect a breach or unauthorized access to your Account or any other unauthorized use. Your failure to do so constitutes a waiver of your right to contest any Tolls or Fees that result from the breach or unauthorized access. When you finish using Uproad Services, you should log off from your Account. You should be careful that other people are not able to view your password or additional personal information when you access your Account from a public or shared phone, computer, or network.
We have the right to disable any email address, password, or another identifier, whether provided by us or chosen by you.
When you register a new Account, then you agree to the following:
- to provide complete and accurate information and to keep your Account information up-to-date, including your Vehicle information and Plate number(s). If you do not have the correct Plate information on your Account, you are liable to pay any toll violations that may occur;
- to keep a valid and active Payment Method on your Account and to keep a positive Account balance;
- not to impersonate any other person, thing, or entity through your Account;
- not to access anyone else’s Account without their permission;
- that Uproad may discontinue providing the Service at any time, and as a result, you may temporarily or permanently lose access to your Account and, therefore, may not have tolls processed through the Service;
- that you are responsible for all activities and Toll Fees that occur under your Account;
- that you are responsible for hardware, software, and data network access and updates required to use the Services. Your mobile network’s data, messaging rates, and fees apply if you access or use the Services;
- that your Account and Premium Membership (if any) is not transferable;
- that you are at least 18 years of age or the age of majority, as determined by laws in your state of residency.
- that you are responsible for keeping the Account Balance positive to pay for Toll Fees; and
- to abide by all of these Terms.
When you add a new Vehicle to your Account, it will take up to 48 hours until the Vehicle is ready to be used with Participating Toll Agencies. We will indicate the status of a Vehicle as Active in the App once Uproad can pay tolls for that Vehicle. You will be responsible for all tolls or violation notices incurred before the Vehicle is successfully added to Participating Toll Agencies if you drive on a toll road of any Participating Toll Agency before your Vehicle is ready to be used with Uproad.
When you remove a Vehicle from your Account, it may take up to 24 hours for Participating Toll Agencies to remove that Vehicle from their system. You are responsible for Toll Fees incurred before the Vehicle is successfully removed from all Participating Toll Agencies, regardless of when such Toll Fees post to your Account or Payment Method. You are responsible for all Participating Toll Agency Tolls associated with your Vehicle when it was on your Account, even if they post to your Account after Vehicle removal.
Subject to state laws and Participating Toll Agency procedures, if your Vehicle is on a different toll agency account such as one with a Participating Toll Agency or through any other toll agency or third-party providing services similar to Uproad, registering your Vehicle with Uproad may supersede your different toll account, such that your tolls will be paid through Uproad, and not through your different toll account(s).
Some Participating Toll Agencies do not permit a Vehicle to be registered directly with a Participating Toll Agency AND under another toll account, such as Uproad. In those cases, it may impact your ability to use the Uproad Service. Uproad will inform you in the App if your Vehicle registration failed. In such cases, to use Uproad, you should remove the Vehicle from the different Toll account AND remove any toll transponder(s) from your Vehicle before registering your vehicle again with Uproad. It may take toll agencies or other third-party toll account providers several days to close your account after you have requested them to do so.
Customer services (such as disputing a toll transaction) are only allowed after you have successfully verified your email address.
- If you do not accept these terms, notify us immediately at email@example.com, and we will close your account. You may also close your account in the app.
- We reserve the right to close your Account if you fail to pay amounts owed when due, violate or breach these Terms, or for any other reason in our sole discretion. Uproad may also ban you from future use of the App.
- Because it can take up to 24 hours for us to remove your Vehicle(s) from Participating Toll Agencies, your cancellation will not be active immediately after you notify us of your Account Closure. Your Account closure period lasts up to 30 days, during which you are still responsible for all Toll Fees incurred, regardless of when such Toll Fees post to your Account or Payment Method. Sometimes Toll Fees post to your Account after multiple days due to processing delays at Participating Toll Agencies. These remaining Toll Fees deduct from your Account balance or charge directly to your Payment Method if the Account balance has insufficient funds. After 30 days, Account closure is final.
- Once a Participating Toll Agency removes your Vehicle, you are responsible for paying the toll agency directly for all Tolls, fines, and/or related fees incurred after that.
- Uproad may close your Account at any time after one year of inactivity.
When Uproad successfully closes your Account, you will be logged out of the App and cannot log in using the email address and password used to create the account. If your account is closed or your vehicle(s) are removed, you are still responsible for paying all Tolls and Fees incurred before all participating toll agencies remove your vehicles, regardless of when such Tolls and Fees post to your account or payment method.
Premium Membership is optional. Uproad does not automatically grant Premium Membership.
When you subscribe to Uproad optional premium membership (“Premium Membership”), you are eligible for a lower Uproad transaction Fee than non-members. As Premium Member, Uproad grants you a 48 hour grace period before charging a violation Fee or suspending your Account if your balance is negative and the overdraft Fee grace period ends.
- Your Payment Method is charged the Premium Membership rate in effect at the time of renewal.
- Premium Membership automatically renews each month until you cancel Premium Membership or upon Account closure.
- Premium Membership starts on the date and time you subscribe to Premium Membership. The Premium Membership fee period (“Fee Period”) begins on the day of the month you enrolled and expires at 11:59 PM on that same calendar day each month. If the Fee Period begins on a calendar day other than 1-28 (for example, calendar day 29-31), the Fee Period expires at 11:59 PM on the calendar day immediately preceding. For instance, if the Fee Period begins March 31, that Monthly Fee Period would expire on April 30. Or if the Monthly Fee Period begins on calendar day 30 or 31 and the following month ends on the 28th or 29th, the Monthly Fee Period expires on the last calendar day of the next month.
- If the Account Balance is positive and sufficient to cover Premium Membership Fee, Uproad deducts the Fee from your account balance or if your account balance is insufficient, from one of your registered Payment Methods.
- You may cancel your Premium Membership in the App or by contacting us from your registered email address.
- We reserve the right in our sole discretion to cancel your Premium Membership if you fail to pay amounts owed to us when due, violate or breach any provision of these Terms, or for any other reason.
- You must submit a request to cancel Premium Membership before the Monthly Fee Period ends. If you cancel Premium Membership and you do not subscribe again before the Monthly Fee Period ends, your Monthly Premium Membership will cease.
- If your Account balance or Payment Method fails to cover the Premium Membership Fee, Uproad will cancel Premium Membership.
- Closing your Account cancels any Premium Membership.
- Upon Premium Membership cancellation, associated benefits remain active until the current Monthly Fee period ends. After the Monthly Fee period ends, Premium Membership benefits are inactive unless you subscribe to Premium Membership again.
- You cannot pause Premium Membership, but you can cancel and subscribe again later.
- Premium Membership remains active even if there are no vehicles on the Account.
Toll Alerts are not toll payments and do not immediately impact your Account balance. Uproad sends Toll Alerts in near real-time to provide you estimates on Uproad charges if a Participating Toll Agency confirms a Toll transaction. To work correctly, Toll Alerts require you to allow App permissions, such as your phone’s location services and notification services. Depending on the permissions you grant to the Uproad App, Toll Alerts may work while the App is running in the foreground, background, or completely closed. Uproad only records your device geo-location when in the vicinity of a Toll Point that Uproad covers.
If you opt in to receiving Toll Alerts but do not get an alert when driving on a toll road, Uproad will still charge a Toll Fee to your Account once the Participating Toll Agency confirms the toll activity.
You may reject any Toll Alert in your account history (“Account History”). If you reject a Toll Alert but did drive your Vehicle on the toll road, the Participating Toll Agency will confirm the toll activity, and Uproad will charge your Account.
Rates listed in Toll Alerts are estimates only. The confirmed Toll Rate and the associated Uproad Fee will charge to your Account after confirmation from the Participating Toll Agency of the toll activity and rate transaction.
Uproad reconciles Toll Alerts with Participating Toll Agency transactions and charges your account for the reconciled amount.
Uproad removes Toll Alerts from your Account if we believe that they are incorrect.
Rates listed in the Trip Estimation function of the App are estimates only and may not reflect actual Toll rates charged by agencies or Uproad Fees.
Balances & Payments
You can choose manual pay or auto pay to replenish your Account Balance.
If you select manual pay, you choose the amount you want to add to your Account Balance each time you decide to replenish.
If you choose auto pay, you’ll also need to select an Account Balance threshold amount and a replenishment amount. When your Balance reaches your threshold amount selected, your Account charges your Payment Method your chosen replenishment amount. For example, when your Account Balance reaches the threshold of $20, your Payment Method is automatically charged $50.
If your financial institution declines your Payment Method, you remain responsible for paying such amounts to Uproad, in addition to any associated Uproad payment collection Fees. You are responsible for all Fees incurred by your Account Vehicles, regardless of the Vehicle driver at the time of the toll.
If you sell or transfer your vehicle to another owner in a state where the Plate remains with the car, or if your Vehicle is stolen, you must immediately remove the Vehicle from your Account. You are responsible for paying any Toll Fees while the Vehicle is on your Uproad and Participating Toll Agency Accounts. Uproad is not responsible for these Toll Fees.
When Uproad receives toll transactions from Participating Toll Agencies, Uproad posts these toll transactions to your Account and reduces your Account Balance to reflect the Toll Fees of these transactions.
You will not earn interest on your Account Balance.
Uproad pays Participating Toll Agencies for Tolls that are incurred by Vehicles registered at that Participating Toll Agency through Uproad and will deduct the Toll Fee from the Account Balance or charge it to the Payment Method.
The Toll Fee is the amount of the toll at the rate actually paid by Uproad (which is the lowest negotiated rate available to Uproad), plus a transactions fee (“Fee”) set forth in the FAQs, plus any processing, management or similar Fees imposed on Uproad by any Participating Toll Agency to process or manage the Tolls.
At some toll roads, Toll Fees fluctuate depending on traffic flow, day of the year, or time of day, which may result in you being charged different amounts for the use of the same toll road at different times.
Usually, it takes between 1 and 10 days for Toll Fees to post to your Account, depending on how long it takes for the Participating Toll Agency to process toll transactions. Toll Fees may charge to your Account at any time as separate or bundled transactions.
If your Account Balance becomes negative, an overdraft period of 24 hours starts. If you add funds to bring your Account Balance to zero or a positive amount within the overdraft period, the overdraft period stops. When your Account Balance is negative at the end of the overdraft period, an overdraft Fee (which may be a percentage of the Account Balance or a flat Fee) posts to your Account Balance, and Uproad forces a replenishment (“Forced Replenishment”) to bring your Account Balance back to zero using your registered Payment Method. The overdraft Fee covers administrative costs related to Uproad’s late Toll Fee payment to toll agencies.
If the Forced Replenishment fails, a violation Fee (which may be a percentage of the Account Balance or a flat Fee) is added to your Account Balance immediately for non-members or after the grace period for Premium Members unless Premium Member brings the Account Balance back to zero or a positive amount within the grace period. When Uproad adds a violation Fee to your Account, we’ll place your Account in suspension. Uproad may choose to suspend your Account earlier. The violation Fee covers the administrative costs related to late Toll Fee payment to toll agencies.
When Uproad suspends your account, all registered Vehicles are removed from Participating Toll Agencies. You are not allowed to remove your Payment Methods on a suspended account. If you add funds to bring your Account Balance to zero or a positive amount on a suspended Account, Uproad activates the Account and re-registers your Vehicle(s) with Participating Toll Agencies within 24 hours as during initial Vehicle(s) registration. Uproad may partner with a debt collection agency and send your account and transaction data that led to debt with Uproad to this debt collection agency account so that the collection agency can recover money owed to Uproad on behalf of Uproad.
Uproad may issue contests, sweepstakes, or other promotions (collectively, “Promotion”) that grant you free or discounted Premium Membership, free or discounted Uproad Fee(s), or free Tolls for a limited time or number of transactions. Uproad may replenish your Account Balance with a one-time credit based on a Promotion.
Uproad may, at our discretion, create promotional codes to redeem for account credit, other features, or benefits related to the Service and/or third party services, subject to any additional terms that Uproad establishes for each promotional code ("Promo Code").
You agree that a Promo Code:
- must be used for the intended audience and purpose, and in a lawful manner;
- may not be duplicated, sold or transferred in any way, or made available to the general public (whether posted to a public form or otherwise), unless expressly permitted by Uproad;
- may be disabled by Uproad at any time for any reason without liability to Uproad;
- may only be used according to the specific terms that Uproad establishes for such Promo Code;
- are not valid for cash;
- may expire before your use;
- credit is not refundable.
Uproad reserves the right to withhold or to deduct credits, other features, or benefits obtained through the use of Promo Codes by you or any other user if Uproad determines or believes that the use or redemption of the Promo Code was in error, fraudulent, illegal, or in violation of the applicable Promo Code terms or these Terms.
Refunds & Adjustments
Uproad will issue a refund of your tolls and associated Fees to your Account Balance if we receive notification of or independently verify erroneous charges for a Toll on a Participating Toll Agency road.
Uproad may perform a refund of a Payment Transaction to a Payment Method. Whether a Payment Transaction is refunded lies in our sole discretion for any or no reason.
Premium Membership Fees are non-refundable.
Promotions are non-refundable.
When your Account closes due to inactivity, Uproad will not automatically refund any remaining Account Balance.
When you close your Account with a positive Account Balance, Uproad deducts all outstanding Toll Fee from your Account Balance and refunds the remaining Account Balance to your Payment Method. The amount is refunded once your Account successfully closes. When the refund to your Payment Method fails, the remaining Account Balance cannot be refunded unless you contact us within six months. If you fail to contact us within six months, you forfeit the funds.
Uproad may perform an Adjustment to the Account Balance if a dispute around a charged toll transaction, overdraft Fee, or Premium Membership Fee is accepted. These can be full or partial adjustments of the dollar amounts initially charged to your Account Balance.
If we stop providing services, whether from liquidation bankruptcy, or otherwise, Premium Membership Fees are not refundable.
Uproad provides information about the Coverage of Eligible Toll Roads in the app and on the Uproad Site so that you understand where Uproad can pay tolls. Not all toll agencies allow Uproad to pay tolls on your behalf. Uproad will not work in all locations. You agree that Uproad is not responsible for tolls charged to you when using such toll roads. Please refer to the Coverage Map for a list of toll points where Uproad is available.
You acknowledge that the App will only work on Eligible Toll Roads that are covered by Uproad.
You understand and agree that Uproad’s ability to provide Service and your use of Uproad's Service is subject to the rules of the Participating Toll Agencies, including regulations that may require charging the Vehicle toll to an account or service other than the one provided by Uproad.
Uproad makes reasonable efforts to update the Uproad Site and the App with changes to the Coverage Map.
Uproad’s Coverage is limited to the 50 states of the United States, and its territories and possessions, at Participating Toll Agencies.
Uproad’s Services are made available only for non-commercial passenger vehicles. If you register a Motorcycle, commercial, or multi-axle vehicle on your Account, Uproad will cancel that registration and charge your Payment Method for all Toll Fees at the applicable rate for that vehicle type.
By using Uproad’s Services under these Terms, Uproad offers a Guarantee that you will not be charged for a toll violation by a Participating Toll Agency when using Uproad for your Vehicle if it was registered with the Participating Toll Agency through Uproad when the toll violation occurred. If you receive a notice of a toll or a toll violation from a Participating Toll Agency that you believe should have been processed through Uproad because your Vehicle was enrolled with the Participating Toll Agency through Uproad at the time of the toll, contact us. Uproad agrees to provide reasonable assistance in working with the Participating Toll Agency to attempt to resolve such tolls or violations. Similarly, occasionally Participating Toll Agencies may misread a Plate. This leads to Vehicle owners being charged for tolls for which they should not be responsible. If this happens, you can dispute such a toll from directly within the Uproad App or contact us. Uproad agrees to provide reasonable assistance to resolve the issue. Alternatively, you may refer to Uproad’s FAQs regarding disputing a toll and other dispute procedures.
Term & Termination
These Terms begin upon the earlier of your acceptance of these Terms by using the Uproad Site, downloading the App from an App store, or creating an Account, and continues until these Terms end. Your Account, and/or your access to Uproad Services may immediately suspend or terminate:
- upon the attempted violation or violation of these Terms;
- if Uproad suspends or discontinues offering the Service;
- if a Participating Toll Agency suspends or ends the Uproad account; or
- for other reasons as provided in these Terms.
If you violate or attempt to violate Terms, the suspension is automatic and does not require any action by Uproad. You may terminate your Account or Premium Membership at any time. You may, at any time, remove a Vehicle from your Account to stop receiving Services for that Vehicle.
All provisions of these Terms survive the termination of an Account or Premium Membership.
Subject to your compliance with these Terms, Uproad grants you a limited, non-exclusive, non-sublicensable, revocable, non-transferable permission to use the Apps on your compatible mobile device and access use the Services. You may not reproduce, duplicate, copy, modify, sell, resell, distribute, transmit or otherwise exploit Services without prior express written consent of Uproad. Uproad reserves rights not expressly granted in these Terms. Without limitation, these Terms give you no rights to the intellectual property of Uproad or any other party, except as expressly stated in these Terms.
You shall not:
- remove any copyright, trademark or other proprietary notices from any portion of the Services;
- reproduce, modify, prepare derivative works based upon, distribute, license, lease, sell, resell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Services except as expressly permitted by Uproad;
- decompile, reverse engineer or disassemble the Services (except to the extent applicable law prohibits);
- link to, mirror or frame any portion of the Services;
- cause or launch any programs or scripts for scraping, indexing, surveying, or otherwise data mining any part of the Services or unduly burdening or hindering the operation and/or functionality of any aspect of the Services; or
- attempt to gain unauthorized access to or impair any aspect of the Services or its related systems or networks.
The Services and all rights therein are and shall remain the property of Uproad. Neither these Terms nor your use of the Services convey or grant to you any rights:
- in or related to the Services except for the limited license granted above; or
- to use or reference in any manner Uproad’s company names, logos, product and service names, trademarks or services marks.
Disclaimer of Warranty
The services are provided "as is" and "as available." Uproad disclaims all representations and warranties, express, implied, or statutory, not expressly set out in these terms, including the implied warranties of merchantability, fitness for a particular purpose and non-infringement. Also, Uproad makes no representation, warranty, or guarantee regarding the reliability, timeliness, quality, suitability, or availability of the services or any services or goods requested through the use of the services, or that the services will be uninterrupted or error-free. Uproad does not guarantee the quality, suitability, safety or ability of third party providers. You agree that the entire risk arising out of your use of the services, and any service or good requested in connection in addition to that, remains solely with you, to the maximum extent permitted under applicable law.
Limitation of Liability
Uproad shall not be liable for indirect, incidental, special, exemplary, punitive, or consequential damages, including lost profits, lost data, personal injury, or property damage related to, in connection with, or otherwise resulting from any use of the services, regardless of the negligence (either active, affirmative, sole, or concurrent) of Uproad, even if Uproad is advised of the possibility of such damages.
Uproad shall not be liable for any damages, liability or losses arising out of:
- your use of or reliance on the services or your inability to access or use the services;
- any transaction or relationship between you and any third party provider, even if Uproad is advised of the possibility of such damages;
- delay or failure in performance resulting from causes beyond Uproad’s reasonable control.
Limitations and disclaimer in this section do not purport to limit liability or alter your rights as a consumer that cannot be excluded under applicable law. Because some states or jurisdictions do not allow the exclusion of or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, Uproad’s liability shall be limited to the extent permitted by law. This provision shall have no effect on Uproad’s governing law provision set forth below.
Class Action Waiver
You may only resolve disputes with Uproad to the fullest extent permissible by law on an individual basis. You may not bring a claim as a plaintiff or a member in a class, consolidated, or representative action. Class arbitration, class action, and private attorney general actions are not allowed (the preceding being deemed the “class action waiver”).
You agree to resolve disputes by binding arbitration. By agreeing to arbitration, you irrevocably and unconditionally waive, to the fullest extent permitted by law, the right to go to court. This includes the right to a jury trial in any legal action, cause of action, counterclaim or proceeding arising out of or relating to, or the subject matter of, these terms. An arbitrator(s), instead of a judge or jury, resolves disputes in arbitration. All parties understand that instead of litigating disputes through a court where a judge or jury decides their case, they choose (by their acceptance of these terms or using the service) to have disputes resolved through arbitration.
The parties to these Terms acknowledge that the Class Action Waiver included in these Terms is material and necessary to arbitrate disputes between the parties and is non-severable from these Terms' claims. "Claims" do not include challenges to the validity and effect of the Class Action Waiver, which must be decided by a court.
If you and Uproad cannot settle a Claim through negotiations, either party may elect to finally and exclusively resolve the Claim through binding arbitration. Any election by either party to arbitrate shall be final and binding on the other. You agree that without this provision and the Class Action Waiver, you waive your right to sue in court with a judge or jury trial or to participate in a class action. If either party elects to arbitrate, the claim(s) will be resolved by confidential binding arbitration conducted in Washington, D.C. (or such other location as may be agreed upon by the parties) following the Commercial Arbitration Rules of the American Arbitration Association, to the extent they are consistent with the provisions of these Terms. An arbitrator selected by the parties from a list maintained by the American Arbitration Association shall conduct the arbitration. If the parties are unable to agree upon such an arbitrator mutually, two other arbitrators appointed by each party shall select one from the list maintained by the American Arbitration Association. The arbitration shall be governed by the United States Arbitration Act (9 U.S.C. §1 et seq.), and judgment entered upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. The non-prevailing party shall pay the fees and other charges of the arbitrators.
The parties consent to the exclusive jurisdiction of the federal and local courts of the Commonwealth of Virginia to the extent necessary for the enforcement of any arbitral award, or any equitable or other extraordinary relief.
If any portion of these Arbitration provisions are unenforceable or unlawful, (1) the illegal or unenforceable provision shall be severed from these Terms; and (2) severance of the unenforceable or illegal provision shall have no impact whatsoever on the remainder of the Arbitration provisions or the parties’ ability to compel arbitration of any remaining claims on an individual basis according to the Arbitration provisions.
These Terms are governed by and construed following the laws of the Commonwealth of Virginia exclusive of its choice of law principles. This Paragraph shall remain in full force and effect after expiration or termination of these Terms. This Governing Law provision does not apply to the mandatory arbitration clause provided in these Terms or to any arbitrable disputes as defined therein. Instead, as described in the Arbitration provisions, the United States Arbitration Act shall apply to any such disputes.
You agree to indemnify and hold Uproad and its affiliates and their officers, directors, employees, and agents harmless from all claims, demands, losses, liabilities, and expenses (including attorneys' fees), arising out of or in connection with:
- your use of the Services;
- your breach or violation of any of these Terms; or
- your violation of the rights of any third party, including Third-Party Providers.
Compliance with Laws
You agree to use the Services and any Third Party Services in full compliance with all laws, regulations, rules, and ordinances of all applicable governmental divisions, including the city, county, state, and the United States government, and any government entity of any other country, and any subdivision of any of the preceding.
The Services and its content, including, but not limited to, Your Information, toll data, toll records, and transaction data, may be subject to export compliance laws and regulations. You agree that you:
- comply with all applicable export compliance laws;
- are not located (and/or do not use the Services) in Syria, Sudan, North Korea, Iran, Cuba, or any other restricted area as specified in applicable export compliance laws; and
- shall not transfer, export, or sell, attempt to transfer, export, or sell, the Services or its content or technology.
Third-Party Services & Content
Entirety of These Terms
These Terms constitute the full understanding between the parties regarding the Services and supersedes all prior negotiations, correspondence, agreements, and these Terms between the parties, excepting the Uproad Privacy Statement governing the use and disclosure of user information.
Last updated and effective as of January 27, 2020