Legal

Terms and Conditions

Welcome to ORBIT Family, there are terms and conditions apply to your access to, and use of the ORBIT Taxi. In these terms and conditions, as they may be amended from time to time references to “we”, “us”, “our” and any similar expression shall include the Company and (to the extent required where these terms are incorporated by reference in any other agreement) any subordinate of the Company. The Application is operated by Techactive.

This document is an electronic record in terms of Information Technology Act and rules there under as applicable and the provisions pertaining to electronic records in various statutes as amended by the Information Technology Act. This electronic record is generated by a computer system and does not require any physical or digital signatures. By continuing usage of the Application, You are consenting to be bound by these T&Cs for use and access of the Application. PLEASE ENSURE THAT YOU READ AND UNDERSTAND ALL THESE T&Cs BEFORE YOU USE ANY OF THE SERVICES OFFERED ON THE APPLICATION, BECAUSE YOU SHALL BE BOUND BY ALL THE TERMS AND CONDITIONS CONTAINED HEREIN. If you do not accept any of the Customer Terms and Conditions, then please don’t use the Application or avail any of the Services being provided therein. YOUR AGREEMENT TO THESE T&Cs SHALL OPERATE AS A BINDING AGREEMENT BETWEEN YOU AND ORBIT IN RESPECT OF THE SERVICES OFFERED/AVAILED USING THE SITE.

 

Part 1 Booking Service Terms

 

DEFINITIONS.

"Booking Services" Means The Services Set Forth In Paragraph 4 Of This Part 1, Which Shall Be Provided To You By Orbit Acting As The Agent Of The Transportation Provider.

"PHV" means private hire vehicle.

"Transportation Provider" means the provider to you of transportation services, including any drivers licensed to carry out private hire bookings in accordance with the PHV Regulations.

"Orbit" shall mean Orbit Transtech Ltd, a private limited liability company incorporated and registered in England and Wales, whose company number is 8613501 and registered office is at Haslam House Suite 16 Nortex Mill 105 Chorley Old Road BL1 3AS Bolton, United Kingdom.

"Orbit App" means the software application and related services provided by Orbit to you pursuant to terms and conditions set forth in Part 2.

"Website" shall mean www.orbit.taxi

 

2. PHV REGULATIONS.

Pursuant to the Private Hire Vehicles (London) Act 1998 (the "1998 Act"), the Civic Government (Scotland) Act 1982 (the "1982 Act"), the Taxis Act (Northern Ireland) 2008 (the "2008 Act"), and any regulations made pursuant to such Acts, and the Local Government (Miscellaneous Provisions) Act 1976 (the "1976 Act") and any related local government regulations pertaining to the operation of private hire vehicles (together the "PHV Regulations"), a private hire booking made by you must be accepted by a person that holds a relevant operator's licence. In respect of the 1998 Act, Orbit is the holder of the relevant PHV operator's licence. As set out in paragraph 3 below, Orbit accepts at its registered address and/or operating centres private hire bookings made by you using the Orbit App ("PHV Bookings").

 

3. ACCEPTANCE OF BOOKINGS AS AGENT OF THE TRANSPORTATION PROVIDER.

Orbit accepts PHV Bookings acting as disclosed agent for the Transportation Provider (as principal). Such acceptance by Orbit as agent for the Transportation Provider gives rise to a contract for the provision to you of transportation services between you and the Transportation Provider (the "Transportation Contract"). For the avoidance of doubt: Orbit does not itself provide transportation services, and is not a Transportation Provider. Orbit acts as intermediary between you and the Transportation Provider. You acknowledge and agree that the provision to you of transportation services by the Transportation Provider is pursuant to the Transportation Contract and that Orbit accepts your booking as agent for the Transportation Provider, but is not a party to that contract.

For the sake of clarity, your PHV Booking will be accepted and allocated to a Transportation Provider by Orbit as holder of the relevant operator's licence. You should be aware that the Transportation Provider to which your PHV Booking is allocated and who provides the Transportation Services may be licensed in an area other than where the booking is requested or the Transportation Services are provided.

 

4. THE PROVISION OF BOOKING SERVICES BY ORBIT.

Orbit provides certain services through the Orbit App installed on your GPS-enabled smartphone (the "Booking Services"). The Booking Services include:

The acceptance of PHV Bookings in accordance with paragraph 3 above, but without prejudice to Orbit’s rights at its sole and absolute discretion to decline any PHV Booking you seek to make;

Allocating each accepted PHV Booking to a Transportation Provider via such means as Orbit may choose;

Keeping a record of each accepted PHV Booking;

Remotely monitoring (from Orbit’s registered office and/or operating centres) the performance of the PHV Booking by the Transportation Provider;

Receipt of and dealing with feedback, questions and complaints relating to PHV Bookings, which may be made by email: info@orbit.taxi. You are encouraged to provide your feedback if any of the transportation services provided by the Transportation Provider do not conform to your expectations; and Managing any lost property queries relating to PHV Bookings.

 

5. PAYMENT.

The Booking Services are provided by Orbit to you free of charge. Orbit reserves the right to introduce a fee for the provision of the Booking Services. If Orbit decides to introduce such a fee, it will inform you accordingly and allow you to either continue or terminate your access to the Booking Services through the Orbit App at your option.

The rates that apply for the transportation services provided by the Transportation Provider can be found on the Website and through the Orbit App. These may be modified or updated from time to time. It is your responsibility to remain informed about the current rates for the transportation services.

ALL MAJOR DEBIT & CREDIT CARDS ACCEPTED INCLUDING CASH.


6. LIMITATION OF LIABILITY.

To the extent permitted by applicable law, Orbit will not be liable to you in respect of any acts or omissions of its employees, agents or sub-contractors, whether such liability arises in contract (by way of indemnity or otherwise), tort (including negligence), misrepresentation, breach of statutory duty, restitution or otherwise, provided that nothing in these Terms and Conditions will limit or exclude Orbit's liability to you for personal injury or death caused directly by Orbit's negligence.

 

7. APPLICABLE LAW.

The Booking Services and the Booking Service Terms set out in this Part 1, and all non-contractual obligations arising in any way whatsoever out of or in connection with the Booking Service Terms shall be governed by, construed and take effect in accordance with the laws of England and Wales.

Any dispute, claim or matter of difference arising out of or relating to the Booking Services or Booking Service Terms is subject to the exclusive jurisdiction of the courts of England and Wales.

 

Part 2 Terms of Use

These Terms of Use (“Terms”) apply to your visit to and your use of the Website and the Orbit App as well as to all other information, recommendations and/or services provided to you on or through the Website and the Orbit App, but for the avoidance of doubt these User Terms do not apply to the Booking Services defined and described in Part 1 above. However, defined terms used in this Part 2 shall have the meaning given in Part 1 unless otherwise specified.

 

1. Contractual Relationship

These Terms in Part 2 govern the access or use by you, an individual, from within the United Kingdom of applications (including the Orbit App), websites, content, products, and services (the “Services”) made available by Orbit. In relation to PHV Bookings, the Services enable you to access the Booking Services provided by Orbit described in Part 1 above but, for the avoidance of doubt these Terms do not apply to the Booking Services defined and described in Part 1 above.

PLEASE READ THESE TERMS CAREFULLY BEFORE ACCESSING OR USING THE SERVICES.

Your access and use of the Services constitutes your agreement to be bound by these Terms, which establishes a contractual relationship between you and Orbit. If you do not agree to these Terms, you may not access or use the Services. These Terms expressly supersede prior agreements or arrangements with you. Orbit may terminate these Terms or any Services with respect to you, or generally cease offering or deny access to the Services or any portion thereof, at any time for any reason. Orbit will provide you with as much notice as it reasonably can of such termination, cessation or denial, being at least 24 hours notice. However, Orbit reserves the right to terminate these Terms or any Services with respect to you, or generally cease offering or deny access to the Services or any portion thereof, immediately at any time without notice if (i) you are in breach of these Terms, (ii) it is impractical to give such notice in the circumstances, or (iii) in Orbit’s opinion, any delay in such termination would expose Orbit or a third party to significant risk of harm or damage.

Supplemental terms may apply to certain Services, such as policies for a particular event, activity or promotion, and such supplemental terms will be disclosed to you in connection with the applicable Services. Supplemental terms are in addition to, and shall be deemed a part of, the Terms for the purposes of the applicable Services. Supplemental terms shall prevail over these Terms in the event of a conflict with respect to the applicable Services.

Orbit may amend the Terms related to the Services from time to time. Amendments will be effective upon Orbit’s posting of such updated Terms at this location or the amended policies or supplemental terms on the applicable Service. Your continued access or use of the Services after such posting constitutes your consent to be bound by the Terms, as amended.

Our collection and use of personal information in connection with the Services is as provided in Orbit’s Privacy and Cookie Policy located on our website. Orbit may provide to a claims processor or an insurer any necessary information (including your contact information) if there is a complaint, dispute or conflict, which may include an accident, involving you and a Third Party Provider (including a Transportation Provider) and such information or data is necessary to resolve the complaint, dispute or conflict.

 

2. The Services

The Services constitute a technology platform that enables users of Orbit’s mobile applications or websites provided as part of the Services (each, an “Application”) to pre-book and schedule transportation, logistics, delivery, and/or vendor services with independent third party providers of such services, including independent third party transportation providers (including Transportation Providers as defined in Part 1), independent third party logistics and/or delivery providers under agreement with Orbit or certain of Orbit’s affiliates, and/or independent vendors such as restaurants (“Third Party Providers”). Unless otherwise agreed by Orbit in a separate written agreement with you, the Services are made available solely for your personal, non-commercial use. YOU ACKNOWLEDGE THAT ORBIT DOES NOT PROVIDE TRANSPORTATION, LOGISTICS, DELIVERY OR VENDOR SERVICES OR FUNCTION AS A TRANSPORTATION PROVIDER OR CARRIER AND THAT ALL SUCH TRANSPORTATION, LOGISTICS, DELIVERY AND VENDOR SERVICES ARE PROVIDED BY INDEPENDENT THIRD PARTY CONTRACTORS WHO ARE NOT EMPLOYED BY Orbit OR ANY OF ITS AFFILIATES.

 

License

Subject to your compliance with these Terms, Orbit grants you a limited, non-exclusive, non-sub licensable, revocable, non-transferable license to: (i) access and use the Applications on your personal device solely in connection with your use of the Services; and (ii) access and use any content, information and related materials that may be made available through the Services, in each case solely for your personal, non-commercial use. Any rights not expressly granted herein are reserved by Orbit and Orbit’s licencors.

 

Restrictions

You may not: (i) remove any copyright, trademark or other proprietary notices from any portion of the Services; (ii) 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 Orbit; (iii) decompile, reverse engineer or disassemble the Services except as may be permitted by applicable law; (iv) link to, mirror or frame any portion of the Services; (v) cause or launch any programs or scripts for the purpose of scraping, indexing, surveying, or otherwise data mining any portion of the Services or unduly burdening or hindering the operation and/or functionality of any aspect of the Services; or (vi) attempt to gain unauthorized access to or impair any aspect of the Services or its related systems or networks.

 

Provision of the Services

You acknowledge that portions of the Services may be made available under Orbit’s various brands or booking options associated with transportation, logistics, delivery or vendor services, including the transportation booking brands currently referred to as “Saloon,” “Executive,” “MiniBus”. You also acknowledge that the Services may be made available under such brands, booking or request options by or in connection with: (i) certain of Orbit’s subsidiaries and affiliates; or (ii) independent Third Party Providers, including transportation network company drivers, transportation charter permit holders or holders of similar transportation permits, authorizations or licenses.

 

Third Party Services and Content

The Services may be made available or accessed in connection with third party services and content (including advertising) that Orbit does not control. You acknowledge that different terms of use and privacy policies may apply to your use of such third party services and content. Orbit does not endorse such third party services and content and in no event shall Orbit be responsible or liable for any products or services of such third party providers. Additionally, Apple Inc., Google, Inc., and/or their applicable international subsidiaries and affiliates will be third-party beneficiaries to this contract if you access the Services using Applications developed for Apple iOS, Android powered mobile devices, respectively. These third party beneficiaries are not parties to this contract and are not responsible for the provision or support of the Services in any manner. Your access to the Services using these devices is subject to terms set forth in the applicable third party beneficiary’s terms of service.

Ownership

The Services and all rights therein are and shall remain Orbit’s property or the property of Orbit’s licensors. Neither these Terms nor your use of the Services convey or grant to you any rights: (i) in or related to the Services except for the limited license granted above; or (ii) to use or reference in any manner Orbit’s company names, logos, product and service names, trademarks or services marks or those of Orbit’s licensors.

 

3. Your Use of the Services

 

User Accounts

In order to use most aspects of the Services, you must register for and maintain an active personal user Services account (“Account”). You must be at least 18 years of age, or the age of legal majority in your jurisdiction (if different than 18), to obtain an Account. Account registration requires you to submit to Orbit certain personal information, such as your name, address, mobile phone number and age, as well as at least one valid payment method (either a credit card or cash). You agree to maintain accurate, complete, and up-to-date information in your Account. Your failure to maintain accurate, complete, and up-to-date Account information, including having an invalid or expired payment method on file, may result in your inability to access and use the Services or Orbit’s termination of this Agreement with you. You are responsible for all activity that occurs under your Account, and you agree to maintain the security and secrecy of your Account username and password at all times. Unless otherwise permitted by Orbit in writing, you may only possess one Account.

 

User Requirements and Conduct

The Service is not available for use by persons under the age of 18. You may not authorize third parties to use your Account, and you may not allow persons under the age of 18 to receive transportation, logistics, delivery or vendor services from Third Party Providers unless they are accompanied by you. You may not assign or otherwise transfer your Account to any other person or entity. You agree to comply with all applicable laws when using the Services and you may only use the Services for lawful purposes (e.g., no transport of unlawful or hazardous materials). You will not, in your use of the Services, cause nuisance, annoyance, inconvenience, or property damage, whether to the Third Party Provider or any other party. In certain instances you may be asked to provide proof of identity to access or use the Services, and you agree that you may be denied access to or use of the Services if you refuse to provide proof of identity.

 

Text Messaging

By creating an Account, you agree that the Services may send you informational text (SMS) messages as part of the normal business operation of your use of the Services. You may opt-out of receiving text (SMS) messages from Orbit at any time by sending an email to info@orbit.taxi indicating that you no longer wish to receive such messages, along with the phone number of the mobile device receiving the messages. You acknowledge that opting out of receiving text (SMS) messages may impact your use of the Services.

 

Promotional Codes

Orbit may, in Orbit’s sole discretion, create promotional codes that may be redeemed for Account credit, or other features or benefits related to the Services and/or a Third Party Provider’s services, subject to any additional terms that Orbit establishes on a per promotional code basis (“ Promo Codes”). You agree that Promo Codes: (i) must be used for the intended audience and purpose, and in a lawful manner; (ii) may not be duplicated, sold or transferred in any manner, or made available to the general public (whether posted to a public forum or otherwise), unless expressly permitted by Orbit; (iii) may be disabled by Orbit at any time for any reason without liability to Orbit; (iv) may only be used pursuant to the specific terms that Orbit establishes for such Promo Code; (v) are not valid for cash; and (vi) may expire prior to your use. Orbit reserves the right to withhold or deduct credits or other features or benefits obtained through the use of Promo Codes by you or any other user in the event that Orbit 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.

 

User Provided Content.

Orbit may, in Orbit’s sole discretion, permit you from time to time to submit, upload, publish or otherwise make available to Orbit through the Services textual, audio, and/or visual content and information, including commentary and feedback related to the Services, initiation of support requests, and submission of entries for competitions and promotions (“User Content”). Any User Content provided by you remains your property. However, by providing User Content to Orbit, you grant Orbit a worldwide, perpetual, irrevocable, transferable, royalty-free license, with the right to sublicense, to use, copy, modify, create derivative works of, distribute, publicly display, publicly perform, and otherwise exploit in any manner such User Content in all formats and distribution channels now known or hereafter devised (including in connection with the Services and Orbit’s business and on third-party sites and services), without further notice to or consent from you, and without the requirement of payment to you or any other person or entity.

You represent and warrant that: (i) you either are the sole and exclusive owner of all User Content or you have all rights, licenses, consents and releases necessary to grant Orbit the license to the User Content as set forth above; and (ii) neither the User Content nor your submission, uploading, publishing or otherwise making available of such User Content nor Orbit’s use of the User Content as permitted herein will infringe, misappropriate or violate a third party’s intellectual property or proprietary rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.

You agree to not provide User Content that is defamatory, libellous, hateful, violent, obscene, pornographic, unlawful, or otherwise offensive, as determined by Orbit in its sole discretion, whether or not such material may be protected by law. Orbit may, but shall not be obligated to, review, monitor, or remove User Content, at Orbit’s sole discretion and at any time and for any reason, without notice to you.

 

Network Access And Devices

You are responsible for obtaining the data network access necessary to use the Services. Your mobile network’s data and messaging rates and fees may apply if you access or use the Services from a wireless-enabled device and you shall be responsible for such rates and fees. You are responsible for acquiring and updating compatible hardware or devices necessary to access and use the Services and Applications and any updates thereto. Orbit does not guarantee that the Services, or any portion thereof, will function on any particular hardware or devices. In addition, the Services may be subject to malfunctions and delays inherent in the use of the Internet and electronic communications.

 

4. Payment

 

You understand that use of the Services may result in charges to you for the services or goods you receive from a Third Party Provider (“Charges”). After you have received services or goods obtained through your use of the Services, Orbit will facilitate your payment of the applicable Charges on behalf of the Third Party Provider as disclosed payment collection agent for the Third Party Provider (as Principal). Payment of the Charges in such manner shall be considered the same as payment made directly by you to the Third Party Provider. Charges will be inclusive of applicable taxes where required by law. Charges paid by you are final and non-refundable, unless otherwise determined by Orbit. You retain the right to request lower Charges from a Third Party Provider for services or goods received by you from such Third Party Provider at the time you receive such services or goods. Orbit will respond accordingly to any request from a Third Party Provider to modify the Charges for a particular service or good.

All Charges are due immediately and payment will be facilitated as soon as practicable by Orbit using the preferred payment method designated in your Account, after which Orbit will send you a receipt by email. If your primary Account payment method is determined to be expired, invalid or otherwise not able to be charged, you agree that Orbit may, as the Third Party Provider’s disclosed payment collection agent, use a secondary payment method in your Account, if available.

As between you and Orbit, Orbit reserves the right to establish, remove and/or revise Charges for any or all services or goods obtained through the use of the Services at any time in Orbit’s sole discretion. Further, you acknowledge and agree that Charges applicable in certain geographical areas may increase substantially during times of high demand. Orbit will use reasonable efforts to inform you of Charges that may apply, provided that you will be responsible for Charges incurred under your Account regardless of your awareness of such Charges or the amounts thereof. Orbit may from time to time provide certain users with promotional offers and discounts that may result in different amounts charged for the same or similar services or goods obtained through the use of the Services, and you agree that such promotional offers and discounts, unless also made available to you, shall have no bearing on your use of the Services or the Charges applied to you. You may elect to cancel your request for services or goods from a Third Party Provider at any time prior to such Third Party Provider’s arrival, in which case you may be charged a cancellation fee. The current cancellation policy applicable in the UK can be found on our website.

This payment structure is intended to fully compensate the Third Party Provider for the services or goods provided. Except with respect to taxicab transportation services requested through the Application in some jurisdictions, Orbit does not designate any portion of your payment as a tip or gratuity to the Third Party Provider. Any representation by Orbit (on Orbit’s website, in the Application, or in Orbit’s marketing materials) to the effect that tipping is “voluntary,” “not required,” and/or “included” in the payments you make for services or goods provided is not intended to suggest that Orbit provides any additional amounts, beyond those described above, to the Third Party Provider. You understand and agree that, while you are free to provide additional payment as a gratuity to any Third Party Provider who provides you with services or goods obtained through the Service, you are under no obligation to do so. Gratuities are voluntary. After you have received services or goods obtained through the Service, you will have the opportunity to rate your experience and leave additional feedback about your Third Party Provider.

 

Repair or Cleaning Fees

You shall be responsible for the cost of repair for damage to, or necessary cleaning of, Third Party Provider vehicles and property resulting from use of the Services under your Account in excess of normal “wear and tear” damages and necessary cleaning (“Repair or Cleaning”). In the event that a Third Party Provider reports the need for Repair or Cleaning, and such Repair or Cleaning request is verified by Orbit in Orbit’s reasonable discretion, Orbit reserves the right to facilitate payment for the reasonable cost of such Repair or Cleaning on behalf of the Third Party Provider using your payment method designated in your Account. Such amounts will be transferred by Orbit to the applicable Third Party Provider and are non-refundable.

 

5. Disclaimers; Limitation of Liability; Indemnity.

 

DISCLAIMER

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” ORBIT’s 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. IN ADDITION, Orbit 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. Orbit 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 THEREWITH, REMAINS SOLELY WITH YOU, TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW.

 

LIMITATION OF LIABILITY

ORBIT 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, EVEN IF ORBIT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ORBIT SHALL NOT BE LIABLE FOR ANY DAMAGES, LIABILITY OR LOSSES ARISING OUT OF: (i) YOUR USE OF OR RELIANCE ON THE SERVICES OR YOUR INABILITY TO ACCESS OR USE THE SERVICES; OR (ii) ANY TRANSACTION OR RELATIONSHIP BETWEEN YOU AND ANY THIRD PARTY PROVIDER, EVEN IF ORBIT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ORBIT SHALL NOT BE LIABLE FOR DELAY OR FAILURE IN PERFORMANCE RESULTING FROM CAUSES BEYOND ORBIT’S REASONABLE CONTROL. IN NO EVENT SHALL ORBIT’S TOTAL LIABILITY TO YOU IN CONNECTION WITH THE SERVICES FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION EXCEED FIVE HUNDRED POUNDS (£500)

ORBIT’S SERVICES MAY BE USED BY YOU TO REQUEST AND SCHEDULE TRANSPORTATION, GOODS, LOGISTICS, DELIVERY OR VENDOR SERVICES WITH THIRD PARTY PROVIDERS, BUT YOU AGREE THAT Orbit HAS NO RESPONSIBILITY OR LIABILITY TO YOU RELATED TO ANY TRANSPORTATION, GOOD, LOGISTICS, DELIVERY OR VENDOR SERVICES PROVIDED TO YOU BY THIRD PARTY PROVIDERS OTHER THAN AS EXPRESSLY SET FORTH IN THESE TERMS.

THE LIMITATIONS AND DISCLAIMER IN THIS SECTION 5 DO NOT PURPORT TO LIMIT LIABILITY OR ALTER YOUR RIGHTS AS A CONSUMER THAT CANNOT BE EXCLUDED UNDER APPLICABLE LAW.

 

Indemnity

You agree to indemnify and hold Orbit and its officers, directors, employees and agents harmless from any and all claims, demands, losses, liabilities, and expenses (including attorneys’ fees) arising out of or in connection with: (i) your use of the Services or services or goods obtained through your use of the Services; (ii) your breach or violation of any of these Terms; (iii) Orbit’s use of your User Content; or (iv) your violation of the rights of any third party, including Third Party Providers.

 

6. Governing Law; Arbitration.

 

Except as otherwise set forth in this Agreement, the Terms contained in this Part 2 of this Agreement shall be exclusively governed by and construed in accordance with the laws of The England and Wales, excluding its rules on conflicts of laws. The Vienna Convention on the International Sale of Goods of 1980 (CISG) shall not apply. Any dispute, conflict, claim or controversy arising out of or broadly in connection with or relating to the Services or these Terms, including those relating to its validity, its construction or its enforceability (any “Dispute”) shall be first mandatorily submitted to mediation proceedings under the International Chamber of Commerce Mediation Rules (“ICC Mediation Rules”). If such Dispute has not been settled within sixty (60) days after a request for mediation has been submitted under such ICC Mediation Rules, such Dispute can be referred to and shall be exclusively and finally resolved by arbitration under the Rules of Arbitration of the International Chamber of Commerce (“ICC Arbitration Rules”). The ICC Rules' Emergency Arbitrator provisions are excluded. The Dispute shall be resolved by one (1) arbitrator to be appointed in accordance with the ICC Rules. The place of both mediation and arbitration shall be Bolton, The United Kingdom. The language of the mediation and/or arbitration shall be English, unless you do not speak English, in which case the mediation and/or arbitration shall be conducted in both English and your native language. The existence and content of the mediation and arbitration proceedings, including documents and briefs submitted by the parties, correspondence from and to the International Chamber of Commerce, correspondence from the mediator, and correspondence, orders and awards issued by the sole arbitrator, shall remain strictly confidential and shall not be disclosed to any third party without the express written consent from the other party unless: (i) the disclosure to the third party is reasonably required in the context of conducting the mediation or arbitration proceedings; and (ii) the third party agrees unconditionally in writing to be bound by the confidentiality obligation stipulated herein.

 

7. Other Provisions

 

Claims Of Copyright Infringement

Claims of copyright infringement should be sent to Orbit’s designated agent. Please visit Orbit’s web page for the designated address and additional information.

 

Notice

Orbit may give notice by means of a general notice on the Services, electronic mail to your email address in your Account, or by written communication sent to your address as set forth in your Account. You may give notice to Orbit by written communication to Orbit's address at Haslam House Suite 16 Nortex Mill 105 Chorley Old Road BL1 3AS Bolton, United Kingdom.

 

General

You may not assign or transfer these Terms in whole or in part without Orbit’s prior written approval. You give your approval to Orbit for it to assign or transfer these Terms in whole or in part, including to: (i) a subsidiary or affiliate; (ii) an acquirer of Orbit’s equity, business or assets; or (iii) a successor by merger. No joint venture, partnership, employment or agency relationship exists between you, Orbit or any Third Party Provider as a result of the contract between you and Orbit or use of the Services.

If any provision of these Terms is held to be illegal, invalid or unenforceable, in whole or in part, under any law, such provision or part thereof shall to that extent be deemed not to form part of these Terms but the legality, validity and enforceability of the other provisions in these Terms shall not be affected. In that event, the parties shall replace the illegal, invalid or unenforceable provision or part thereof with a provision or part thereof that is legal, valid and enforceable and that has, to the greatest extent possible, a similar effect as the illegal, invalid or unenforceable provision or part thereof, given the contents and purpose of these Terms. These Terms constitute the entire agreement and understanding of the parties with respect to its subject matter and replaces and supersedes all prior or contemporaneous agreements or undertakings regarding such subject matter. In these Terms, the words “including” and “include” mean “including, but not limited to.”