1. Terms and Definitions
1.1. For the purpose of this License Agreement (hereinafter referred to as the “Agreement”), the following terms shall have the following meanings.
1.1.1. “Authorized Mobile Application (Mobile Application)” means a computer program installed on mobile devices and designed to search for orders for the provision of certain services, accept these orders for execution and inform the client about the progress of the service.
1.1.2. “Partner” means a person that has accepted the terms of this Agreement and has obtained the right to use the Mobile application on the basis of this Agreement.
1.1.3. “Maxim Service (Service)” means a legal entity granting the Partner the right to use the Mobile Application on the basis of this Agreement.
1.1.4. “Services” means services that are provided by the Partner of the Service and ordered through the Service.
1.1.5. “Client” means an individual or a legal entity ordering a service through the Service.
1.1.6. “Order” means information placed in the Mobile Application and containing data about the demand for the provision of the Services and having certain parameters, depending on the type of the Services.
1.1.7. “Cost of the Services” means the amount of money paid to the Partner by the Client for the provision of the Services.
1.1.8. “Personal Account” means an account where the Partner’s advance payments are recorded and from which funds are debited as a payment for obtaining the right to use the Mobile Application.
1.1.9. “Personal Account Balance” means the difference at a certain time point between the amounts deposited in the Personal Account and debited from the Personal Account.
2. General Provisions
2.1. This Agreement defines the procedure for granting by the Maxim service (hereinafter, the "Service") the right to use the computer program: the Mobile Application, to organize and plan online the contracting of private car transport between the “ partner ”and“ the client ”, through their “authorized mobile application ”
2.2. The member declares that he is understanding and accepting these Terms when registering. This Agreement is made in accordance with Article 1803 and 1834 bis of the Federal Civil Code, 80, 81, 89 and other relative and applicable of the Commercial Code and other relative and applicable of the applicable legislation and is formalized in a simplified manner by accepting of the terms of the Agreement posted in electronic form on the website of the Service on the Internet at https://taximaxim.com/. A person who has completed the registration procedure described in the Agreement is considered to have accepted the Agreement.
There is no employment relationship, direct or indirect, between the Company and the Drivers, so the laws, regulations and other legal norms regarding labor or social security will not be applicable, such as the Labor Law, Social Security Law , its Regulations and other applicable legislation.
2.3. Before passing the registration procedure, carefully read the text of the Agreement. In case of disagreement with any terms, you must refuse to use the Mobile Application.
2.4. This Agreement protects the intellectual property of Maxim Service and the provisions established by the Federal Copyright Law shall apply to it.
2.6. By accepting the terms of this Agreement, the Partner understands that the information, access to which the Partner has received as part of the performance of this Agreement, shall be used by the Partner independently, for the benefit of the Partner and under the Partner’s responsibility.
2.7. The activities of the Service related to collecting, storing and systematizing the information in the Mobile Application, as well as legal relationship between the Partner and the Service related to providing access to such information shall be performed in accordance with the provisions of FEDERAL LAW ON THE PROTECTION OF PERSONAL DATA IN POSSESSION OF INDIVIDUALS.
2.8. The Driver gives his express consent and through electronic means to Maxim Service for the latter to treat his personal information in accordance with the provisions of these Terms and Conditions and its Privacy Notice. Therefore, the Driver is responsible for the veracity and reliability of said information. In the event that the Driver decides to send personal information through the means provided for this purpose, the Driver, based on the provisions of article 76 BIS of the Federal Consumer Protection Law, grants his express consent electronically, for Maxim Service to share your information with third parties.
2.9. In accordance with the FEDERAL LAW ON THE PROTECTION OF PERSONAL DATA IN POSSESSION OF INDIVIDUALS, the information contained in the Mobile Application is not considered restricted or prohibited for distribution under current Mexican legislation.
3. Subject of the Agreement
3.1. In accordance with the terms of this Agreement, the Service shall grant the Partner the right to use the Mobile Application under the terms of a simple (non-exclusive) license, in the manner established in the Agreement, and the Partner undertakes to pay remuneration to the Service in the manner and in the amount established in the Agreement.
3.2. The territory of the Mexico shall be the territory in which the right to use the Mobile Application is granted.
4. Guarantees of the Service
4.1. The Service hereby guarantees that:
4.1.1. it possesses the sufficient scope of rights to fulfill its obligations under this Agreement;
4.1.2. performance of this Agreement by the Parties shall not entail the violation of any third parties intellectual rights;
4.1.3. it is not bound by any contract that can prevent the Partner from using the Mobile Application on the terms set forth in this Agreement;
4.1.4. it has neither performed nor will perform any actions making it impossible for the Partner to use the Mobile Application on the terms set forth in this Agreement.
5. Methods and Procedure for Using the Mobile Application
5.1. The Partner may use the Mobile Application solely for the purpose of supporting the execution of Orders and the provision of Services. Any actions of the Partner related to the use of the Mobile Application shall meet the aforementioned purposes.
5.2. The Partner is not entitled to:
5.2.1. change, reproduce, copy, rework (including translation), distribute (including sale, rental, lease, etc.), publish or modify the Mobile Application, in whole or in part;
5.2.2. decompile, disassemble, decrypt, and otherwise attempt to extract the object code of the Mobile Application and its components for the purpose of using them in a manner not expressly specified in this Agreement, which allows unauthorized access to the Mobile Application and algorithms embedded in it;
5.2.3. perform actions aimed at destabilizing the operation of the Mobile Application, attempt unauthorized access to the management of the Mobile Application or its closed sections (including sections that may be accessed only by the Service), and perform any other similar actions;
5.2.4. transfer the granted rights to use the Mobile Application, including the login and password, to third parties or by entering into a sub-license agreement or otherwise;
5.2.5. perform other actions or use the Mobile Application in any other way not expressly provided for in this Agreement.
6. Procedure for Registration in the Mobile Application
6.1. In order to be able to use the Mobile Application, the Partner shall register via the Mobile Application or the website of the Service. Registration can be performed by the Partner independently via the Internet or at the location of the Service office.
6.2. Registration in the Mobile Application is a full and unconditional adhesion to the terms of this Agreement.
6.3. Registration is carried out by providing necessary information entered in the relevant fields of the registration form. During the registration process, the Service may require you to provide documents confirming the reliability of the specified information.
6.4. The Service is entitled to unilaterally decide whether to complete registration. The provision of the documents and information necessary for registration shall not entail the unconditional obligation of the Service to complete the registration procedure.
6.5. The registration procedure is completed by assigning the user identification number (login) and password required for authorized access to the Mobile Application. The user identification number (login) and password are sent by the Service to the mobile phone number specified during the registration process. The Partner is not allowed to transfer the received login and password to any other third parties, or use the login and password that do not belong to the Partner. Any actions performed by the person that has authorized in the Mobile Application (has specified login and password) shall be deemed to have been performed by the respective Partner, unless the Partner proves otherwise
6.6. Personal data and documents required by the Service during the registration process are necessary only for the purpose of verifying the accuracy of the information provided and are not stored by the Service after the registration procedure is completed.
6.7. Depending on the type of Services provided by the Partner, the Service retains and uses certain data about persons registered in the Mobile Application, which does not allow identifying such persons and is not their personal data. In particular, the Service retains the following data:
6.7.1. Username. The name of an individual is specified as the username in accordance with the data specified in the identity document (without specifying the last name and patronymic). In case a name from any national language is hard to pronounce or spell in Spanish transliteration, the Spanish analogue used by the person in the territory of the Mexico may be specified as a name;
6.7.2. Make, color and numeric part of the license plate number of a vehicle (in case the nature of Services provided by the Partner implies the use of a vehicle);
6.7.3. Mobile phone number specified during registration.
6.8. By registering on the Mobile Application, the Partner expresses his consent to the processing of the Partner's personal data in cases where such consent is required in accordance with the provisions of Chapter II of the FEDERAL LAW ON THE PROTECTION OF PERSONAL DATA IN POSSESSION OF THE INDIVIDUALS as well as consent to receive information messages, including promotional information by any means, including consent to receive such messages and information through telephone communication channels, through instant messaging (Viber, WhatsApp, Telegram and similar messaging) for the purpose and in the cases in which the need for said consent is provided for by FEDERAL LAW ON THE PROTECTION OF PERSONAL DATA IN POSSESSION OF INDIVIDUALS. It will be understood that the owner tacitly consents to the processing of his data, when the privacy notice having been made available to him, he does not express his opposition.
6.9. By registering on the Service website, the Partner grants the Service permission to publish and use the Partner's image (photograph) to provide the Customer with the information about the driver of the vehicle assigned for the execution of the order in accordance with the terms presented in this agreement and based on the processing of personal data of the FEDERAL LAW OF PROTECTION OF PERSONAL DATA IN POSSESSION OF INDIVIDUALS
7. Rights and Obligations of the Parties
7.1. The Service is entitled to:
7.1.1. require the Partner to use the Mobile Application in the manner and by the means provided for in this Agreement;
7.1.2. conclude agreements on the transfer of the right to use the Mobile Application, similar to this Agreement, with third parties, including in the same territory in which the right to use the Mobile Application is granted to the Partner.
7.1.3. suspend the Partner’s right to use the Mobile Application, in case the Personal Account balance becomes null or negative;
7.1.4. suspend the Partner’s right to use the Mobile Application in case the Service obtains the documents testifying to the unlawful use of the information obtained via the Mobile Application. The Partner’s right to use the Mobile application shall be suspended on the basis of effective court decisions and decrees establishing the fact of the violation committed by the Partner. The specified documents shall be submitted in the original or in copies certified by the relevant court. The Partner’s right to use the Mobile Application shall be suspended until the Partner eliminates the revealed violations.
7.1.5. suspend or prohibit the Partner’s right to use the Mobile Application in case of multiple and/or gross violations by the Partner of the work rules of the Service posted in the Mobile Application and of the terms of this Agreement;
7.1.6. record phone conversations with the Partner for the purpose of internal quality control;
7.1.7. carry out scheduled maintenance and functional modification of the Mobile Application. For the time period while such works are performed, operation of the Mobile Application may be suspended;
7.1.8. provide the Client with the Partner’s phone number in order to return the lost things as soon as possible, in case the Client leaves his/her belongings in the Partner’s vehicle.
7.1.9. take any other actions not contradicting the current legislation of the Mexico and this Agreement.
7.2. The Service shall:
7.2.1. grant the Partner the right to use the Mobile Application, ensure proper operation of the Mobile Application;
7.2.2. provide continuous, uninterrupted operation of the Mobile Application during the entire validity period of this Agreement, excluding the cases of scheduled works;
7.2.3. timely record the Partner’s payments in the Partner’s Personal Account;
7.2.4. timely detect and prevent any attempts of unauthorized access to the information provided by the Partner, its transfer to third parties not directly related to legal relationship of the Parties;
7.2.5. not change or edit information about the Partner without the Partner’s consent.
7.3. The Partner is entitled to:
7.3.1. use the Mobile Application in the manner and by the means provided for in this Agreement;
7.3.2. require the Service to grant the right to use the Mobile Application in compliance with the terms of this Agreement, including technical and consulting services.
7.4. The Partner shall:
7.4.1. pay the Service remuneration in the manner and within the period set forth in this Agreement;
7.4.1. execute the accepted Order in accordance with its conditions;
7.4.3. immediately notify the Service, in case of changing the registration details provided to the Service earlier, as well as upon the occurrence of circumstances making it impossible to execute Orders.
7.4.4. ensure safety of the data required for authorization in the Mobile Application (username and password) and take all measures to prevent third parties from authorizing in the Mobile Application and using the Partner’s username and password;
7.5. The Partner has the right not to provide the Service with reports on the use of the Mobile Application.
8. Procedure for Calculating the Cost of the Services
8.1. The cost of the Services is calculated automatically based on the parameters of the specific order (type of vehicle, transportation distance, type, weight and volume of the freight transported, time of loading and unloading operations, the area of the premises for the purpose of calculating cleaning services, etc., etc.) as well as the average cost of the similar Services, formed in the region of the Partner’s activity.
8.2. In case of non-compliance of the calculated cost of the Services with the rates set by the Partner, the Partner is entitled not to accept such an Order for execution.
8.3. The acceptance of the Order for execution by the Partner shall mean full and unconditional consent of the Partner to the offered cost of the Services. The Service is entitled to apply penalties to the Partner, up to the termination of the right to use the Mobile Application, in case the Partner unilaterally changes the cost of the Services after accepting the Order for execution or fails to execute the accepted Order.
8.4. The cost of the Services can be increased by the Client
8.5. During cashless settlements between the Client and the Partner the Service shall act as an agent on behalf of and at the expense of the Partner in terms of accepting funds from the Client to credit them to the Partner’s Personal account. The Service shall assume the obligations of the Partner’s agent only with regard to ensuring receipt of monetary funds from the Client and shall not assume any other rights and obligations of the Partner in relation to the provision of the Services.
9. Remuneration of the Service
9.1. For obtaining the right to use the Mobile Application the Partner undertakes to pay the Service remuneration in the amount and in the manner established in the Agreement.
9.2. The amount of remuneration payable to the Service for granting access to the use of the Mobile Application shall be determined as percentage deductions from the Partner’s income (revenue).
9.3. The amount of remuneration shall be specified in the information about the Order accepted by the Partner for execution in the Mobile Application.
9.4. The amount of remuneration shall be established by the Service unilaterally. The Partner shall familiarize itself/himself/herself with the amount of remuneration before the start of the Order execution and, in case of disagreement with the established amount, the Partner shall refuse to execute such an Order. The acceptance of the Order for execution by the Partner shall mean the acceptance of the specified amount of remuneration.
9.5. The payment of remuneration shall be made by the Partner on a prepayment basis, the Partner shall deposit funds to the Personal Account in the amount determined by the Partner independently.
9.6. The payment of remuneration shall be carried out by debiting funds from the Partner’s Personal Account in the amount equal to the remuneration amount, once the Order is accepted for execution.
9.7. Replenishment of the Personal Account can be carried out by making advance payments by means of bank cards, through self-service terminals, by transferring funds to the settlement account or depositing funds at the cash office of the Service.
10. Liability of the Parties
10.1. Liability of the Service:
10.1.1. The Service shall be liable for the fulfillment of its obligations in accordance with the current legislation of the Mexico.
10.1.2. The Service shall not be liable for complete or partial interruptions of the Mobile Application operation caused by the replacement of hardware, software or some other scheduled works caused by the need to maintain the operability and development of the technical means of the Service;
10.1.3. The Service shall not be liable for interruptions of the Mobile Application operation in case of failure of the software or hardware not belonging to the Service;
10.1.4. The Service shall not assume any obligations in respect of compensation for damages, including lost profit, caused by the Partner to third parties, including the Client;
10.1.5. The Service shall not be liable to the Partner for any actions of third parties, including the Client, as a result of which the Partner has incurred any damages, including lost profit.
10.2. Liability of the Partner:
10.2.1. The Partner shall be liable for the fulfillment of its/his/her obligations in accordance with the legislation of the Mexico;
10.2.2. The Partner shall be solely liable to the Client for proper performance of the Services, as well as for any damage caused by the Partner, including loss or damage of Client’s property.
10.2.3. The Partner shall be liable for the damages inflicted on third parties in respect of the execution of the Order and for the actions not related to the execution of the Order. In this case, the Service may act as a mediator between the Partner and the Client in order to resolve disputes as soon as possible.
10.2.4. Should the Service make any payments in favor of the Client due to improper quality of the Services provided by the Partner (Partner’s employees and/or contractors), the Partner shall compensate the Service for the losses incurred in this regard. This compensation is made by debiting funds from the Partner’s Personal Account.
10.2.5. Should the Partner perform any actions, which result in penalties stipulated by the Service, funds shall be debited from the Partner’s Personal Account in favor of the Service to the extent of the stipulated penalty. The list of such violations is available in the Mobile Application. In case of insufficient funds, the penalties accrued for the reporting period shall be the accounts receivable of the Partner, which shall be repaid as a priority when the Partner replenishes the Personal Account.
11. Force Majeure
11.1 Force majeure or fortuitous event will be the reason that frees the Parties from their responsibility. For the purposes of the present, force majeure or fortuitous event means the circumstances provided for in article 2111 of the federal civil code.
11.2. The Party affected by force majeure or fortuitous event shall immediately notify the other Party in writing of the occurrence, type, potential duration of force majeure or fortuitous event and of the specific obligations, the performance of which it impedes.
11.3. Should the Party affected by force majeure or fortuitous event fail to inform the other Party about it, it shall further lose its right to refer to the force majeure as to the circumstance that may exempt it from its liability.
12. Dispute Resolution Procedure
12.1. The Parties undertake to use their best efforts to resolve any disputes or disagreements arising out of or in connection with this Agreement by means of negotiations.
12.2. The period for response to claims and for submitting documents aimed at peaceful resolution of disputes and disagreements shall not exceed seven (7) working days from the moment the Party receives such claims and the necessity arises for submitting these documents.
12.3. Should the Parties fail to come to an agreement on existing disputes and disagreements by means of negotiations, the disputes and disagreements shall be resolved in court at the location of the Service.
13. Amendments to the Agreement
13.1. Amendments to this Agreement shall be made by the Service unilaterally by publishing the relevant amendments on its website. The specified amendments shall take effect within seven (7) calendar days after their publication on the website.
13.2. Any amendments to the Procedure from the date of their entry into force shall be binding on all persons using the Mobile Application, including those that started using the Mobile Application before the effective date of the amendments. In case the Partner disagrees with the amendments made, the Partner shall stop using the Mobile Application and inform the Service.
14. Intellectual Property
14.1. The Partner is granted a limited right to use the Maxim service trade name as well as the Maxim® trademark for the purpose of distributing advertising of the ordering methods.
14.2. The Partner is entitled to independently carry out actions aimed at promotion (advertising) of the phone number, other ways of executing orders, including placing advertising on the Partner’s vehicles. In this case, the Partner shall be solely liable for compliance of the advertising (including its content and placement) with the requirements and regulations of the current legislation. This provision does not apply to cases of placement of advertisements of the Service on the basis of contracts under which the Service acts as an advertiser.
The brands, computer code, logos, graphics, photographs, animations, videos and texts that appear in the application are the intellectual property of Maxim Service, which is protected by Mexican intellectual property laws. None of the points contained in this agreement transfer or grant any rights to intellectual property.
15. Special Terms
15.1. This agreement will not imply the transfer of the exclusive rights of the Mobile Application to the Partner, therefore, the granting to the Partner of the rights provided in this Agreement is not subject to any type of registration.
15.2. In accordance with article 80 of the Mexican Commercial Code, this Agreement entered into by electronic means is valid and it is not required that bilateral certificates of the works carried out be drawn up and signed.
15.3. The Partner gives consent to the Service to carry out, at its/his/her discretion, marketing promotions and other similar events expressed in the provision of discounts for the Services to Clients. In this case, expenses of the Partner for the provision of such discounts shall be compensated by the Service in full by proportionate reduction of remuneration of the Service.
15.4. The terms of the Agreement shall apply to all persons registered in the Mobile Application, unless otherwise provided by a separate agreement of the Parties. Should the Parties conclude the separate agreement, the terms of such an agreement shall apply.