1.1 TangoRide Inc.(TangoRide) is a sustainable transportation technology company that has developed an online real-time carpooling platform for daily commuters, which is accessible via the TangoRide mobile app (the App). The App is free to download to smart phones and enables any individual, over the age of 18, that has created an account (a Member) to carpool with one or more neighbours to and/or from work and thereby reduce their private transportation costs and environmental impact.
1.2 Members decide whether they would like to offer a carpool ride as a Driver or ask for a ride as a Passenger. A Member can choose to switch between being a Driver or a Passenger on a daily carpooling basis. There is no dispatch or on demand arranging like a taxi company or a ride-hailing business, like UBER.
1.3 Drivers are Members who use the App to offer personal transport to and/or from work or school to other Members in exchange for a contribution toward the Driver’s daily commuting cost including parking.
1.4 Passengers are Members who accept a Driver’s offer to secure a seat in the Driver’s vehicle. Passengers are matched with a Driver through the App based on certain key criteria like preferred pick-up time, proximity and even gender preference. The shared cost of a particular commute is transferred from the Passenger to the Driver at the beginning of a confirmed commute within the App.
2. WHO IS TANGORIDE?
3. HOW TANGORIDE WORKS
3.1 Home to Work/School Carpooling Process:
3.1.1 Drivers and Passengers each use the App to choose their desired daily commute destination and individual departure time window. In addition to setting the destination, Drivers set the radius in which they are willing to pick-up and drop-off a Passenger from their typical commuting route. The App will then search and match a Driver with a Passenger who is taking the most similar route. Unlike a taxi business or ride-hailing company that is constantly looking to offer rides, there is no obligation for a TangoRide Driver, who is commuting to work, to offer a carpool ride and TangoRide does not guarantee there will be a match found at all times.
3.1.2 If a carpooling match is found by TangoRide, then the App automatically notifies the Driver that he or she has been matched with a Passenger and the Passenger’s desired pick-up location is shared with the Driver. If agreed to by the Driver, he or she will then send a carpooling offer to the Passenger within the App (the Carpool Offer). Once the Passenger accepts the Carpool Offer, a seat in the Driver’s vehicle is now reserved for the Passenger for that scheduled commute to work/school, (the Work/School Commute).
3.1.3 At the scheduled pick-up time of the Work/School Commute, the Driver will arrive at the Passenger’s pick-up location. Both the Passenger and the Driver will confirm each other’s identity based on the information provided by the App.
3.1.4 Once both parties are confirmed and ready to begin the Work/School Commute, the Passenger approves the Passenger Carpool Payment within the App and TangoRide’s third party transaction partner seamlessly executes the payment. This payment is comprised of the TangoRide Fee, including GST, plus a Driver Reimbursement Cost to the Driver. The TangoRide App automatically calculates the Driver Reimbursement Cost based on carpool distance that gets transferred from the Passenger to the Driver for each Work/School Commute. This is done to promote a fair split of costs for each Work/School Commute and to ensure that Members never have to deal with an awkward cost recovery discussion during their carpool trip. Details of how TangoRide determines the Driver Reimbursement Cost are in section 12.1. For added safety, once the Passenger Carpool Payment is made by the Passenger, both the Driver’s and Passenger’s trusted contacts are notified that they are using TangoRide, and the Work/School Commute can commence.
3.1.5 After arriving at the Passenger’s destination, the Passenger confirms the end of the trip in the App and departs. Both the Driver and Passenger are then given the opportunity to rate each other on their Work/School Commute.
3.2 Carpooling Back Home Process:
3.2.1 Drivers and Passengers each use the App to choose their home address or other destination and preferred departure time for their end of day commutes. Drivers once again set the radius in which they are willing to pick-up and drop-off a Passenger from their typical commuting route. The App will then search and match a Driver with a Passenger who is taking the most similar route. Unlike a taxi business or ride-hailing company that is constantly looking to offer rides, there is no obligation for a TangoRide Driver, who is commuting to home, to offer a carpool ride and TangoRide does not guarantee there will be a match found at all times.
3.2.2 If a carpooling match is found by TangoRide, then the App automatically notifies the Driver that he or she has been matched with a Passenger. If agreed to by the Driver, he or she will then send a carpooling offer to the Passenger within the App (the Carpool Offer).
3.2.3 Since it is unlikely that a Driver will go out of his or her way to pick-up a Passenger in a busy traffic area, the Passenger is notified of the Driver’s desired departure location and the Passenger will walk to that location at the agreed upon departure time. Examples of this meeting point include the main entrances of an office building, school, hotel, convention center or parkade. Once the Passenger accepts the Carpool Offer, a seat in the Driver’s vehicle is now reserved for the Passenger for that scheduled commute to home, (the Home Commute).
3.2.4 At the scheduled pick-up time of the Home Commute, the Passenger will meet the Driver at the departure location. Both the Passenger and the Driver will confirm each other’s identity based on the information provided by the App.
3.2.5 Once both parties are confirmed and ready to begin the Home Commute, the Passenger approves the Passenger Carpool Payment within the App and TangoRide’s third party transaction partner seamlessly executes the payment. This payment is comprised of the TangoRide Service Fee, including GST, plus a Driver Reimbursement Cost to the Driver. The TangoRide App automatically calculates the Driver Reimbursement Cost based on carpool distance that gets transferred from the Passenger to the Driver for each Home Commute. This is done to promote a fair split of costs for each Home Commute and to ensure that Members never have to deal with an awkward cost recovery discussion during their carpool trip. Details of how TangoRide determines the Driver Reimbursement Cost are in section 12.1. For added safety, once the Carpool Payment is made by the Passenger, both the Driver’s and Passenger’s trusted contacts are notified that they are using TangoRide, and the Home Commute can commence.
3.2.6 After arriving at the Passenger’s destination, the Passenger confirms the end of the trip in the App and departs. Both the Driver and Passenger are then given the opportunity to rate each other on their Home Commute.
4. WHAT’S THE POINT OF THESE TERMS?
4.1 These terms govern your access to and use of the App. They tell you who we are, how we provide services to you and other important information. Please read these terms carefully.
4.2 TangoRide provides real time matching technology via the App in exchange for the TangoRide Service Fee. TangoRide is not a party to the carpool relationship that is created between a Driver and their Passengers or any other relationships that may be created by Members while using the App.
4.3 By signing up to the App you confirm that you have read and accept these terms.
4.4 TangoRide may update these terms in the future in which case you will be notified of the change. Your continued use of TangoRide after that notification will be deemed acceptance of the updated terms.
5. ONLY INDIVIDUALS
5.1 The App is only available to consumers and cannot be used to generate income or profit of any nature.
5.1.1 You are a consumer if you are an individual who is using TangoRide’s services wholly or mainly for your personal use.
5.1.2 You are a business customer if you are using our services in connection with your trade, business or profession. In these circumstances, you can use the App as a Passenger, but not to generate income.
5.3 Any Member found to be misusing the App or in breach of these terms will be permanently banned and their profile deleted.
6. HOW TO REGISTER WITH TANGORIDE
6.1 The App may only be used by Members aged 18 or over. Anyone under the age of 18 is not permitted to register as a Member. By accessing or using the App or registering as a Member, you represent and warrant that you are aged 18 or over.
6.2 To become a Member you must:
6.2.1 complete the in-App sign up process; and
6.3 You must provide accurate and true information. If any of the information changes in the future, you must update the information through your profile on the App.
7. SECURITY AND VERIFICATION
7.1 You agree to keep your App password secret. This means that you will not share your password with anyone else or store it via a non-secure method. If you share, lose or forget your password, you agree to immediately change your password on the App using the ‘forgot password’ feature.
7.2 If you do not reset your password or notify TangoRide that your password has been compromised, you will be solely responsible for any use of your account by any third parties.
7.3 Trust and safety are important features of the App. It is therefore essential that you do not use anyone else’s account or present yourself as a different Member.
7.4 For this reason, it is essential that your profile includes a current photograph of you.
7.5 TangoRide may require you to verify some or all of the information you provide during the sign-up process, including your telephone number, driving licence, and any other identity document. These documents may be checked against the profile picture you have provided.
7.6 Access to the App means that the Members have passed the verification procedure. Reasonable measures will be taken to complete the verification procedure and TangoRide reserves the right to engage suitable third parties to undertake this. Where a third party is engaged for this purpose TangoRide cannot accept responsibility for, or guarantee the accuracy of, any information which has been procured by that third party.
7.7 Members are advised that while basic verification checks will be carried out on every Member, TangoRide cannot guarantee the accuracy or validity of the information supplied during registration.
7.8 Members should exercise all due caution and satisfy themselves as to the suitability of the Member with whom they intend to undertake a Commute.
7.9 TangoRide is not liable if a Member’s identity is used by another person. If you have reason to believe that another person may be using your account, then you must contact us immediately.
8. DRIVER REQUIREMENTS
8.1 If you are a Driver, you can only make a Carpool Offer if:
8.1.1 you hold a valid driving licence which permits you to drive in Canada;
8.1.2 either (i) you own the vehicle which will be used during a Commute or (ii) you have the owner’s express permission to use the vehicle for a Commute;
8.1.3 you remain the sole driver of the vehicle for the entire duration of the Commute;
8.1.4 you are not legally or medically prohibited from driving;
8.1.5 the vehicle has valid insurance (third party as a minimum);
8.1.6 the vehicle is a car with 4 wheels and a maximum of 7 seats;
8.1.7 all of the seats in the vehicle have a fully functioning seatbelt;
8.1.8 the vehicle is in good working order and complies with the applicable legal provisions and customs; and
8.1.9 you have provided TangoRide with a copy of your driving licence and, if required, your car registration certificate, insurance certificate, and written permission to drive the vehicle.
8.2 In addition, you:
8.2.1 represent and warrant the accuracy and truthfulness of all information contained in your profile.
8.2.2 undertake to complete the Commute, including to the drop-off location.
8.2.3 Recognize that TangoRide may, at its sole discretion and without notice, cancel any Carpool Offer that does not comply with the terms or risks damaging the image or reputation of the App or TangoRide.
9. PASSENGER REQUIREMENTS
9.1 If you are a Passenger, you can only accept a Carpool Offer if:
9.1.1 You are available and able to make it to the agreed upon pick-up location;
9.1.2 If commuting with a support animal, or a particularly large object, then you agree to call the Driver to ask permission to carry the same in their vehicle. TangoRide does not control what can be carried by Passengers into vehicles and it is at the Driver’s discretion whether to accept or decline to carry or to transport any support animals or objects.
10. YOUR RIGHT TO CANCEL
10.1 You are entitled to decline or cancel the Commute without incurring a charge up until payment is made by the Passenger. While there is no penalty to cancel the Commute, TangoRide may monitor misuse of this non-penalty cancellation to maintain appropriate behaviour towards fellow Members. We may terminate the account of any Member found to be misusing this non-penalty cancellation.
10.2 After the Passenger Carpool Payment is authorized by the Passenger, if the Commute is ended before the Passenger’s destination, the Driver will need to provide a reason to TangoRide for the early termination of the Commute. TangoRide will have absolute discretion to determine whether any payment is to be refunded to the Passenger.
11.1 The TangoRide community is built on trust. We therefore encourage all Members to leave reviews on their TangoRide experience after each Commute (Review). Reviews include a combination of a star rating (out of five). You also have the opportunity to add a short comment (maximum 180 characters). Comments will not be published; however, the star rating will be published on each Member’s profile.
11.2 Reviews are provided by fellow Members to rate their experience. TangoRide may investigate allegations of inappropriate behaviour reported by a Review, or otherwise. TangoRide may terminate a Member’s account as a result.
12. DRIVER REIMBURSEMENT COST AND TANGORIDE SERVICE FEE
12.1 The Driver Reimbursement Cost is calculated by TangoRide so Driver and Passenger(s) do not have to negotiate. Since TangoRide carpooling is all about splitting the cost of commutes between neighbours, the App ensures that the maximum cost recovery per km to a Driver is at or below $0.62 per kilometer, which is the minimum published Government of Canada Automobile Allowance Rate for 2023. In the Northwest Territories, Yukon and Nunavut, there is an additional $0.04 per kilometer allowed for travel. This maximum recovery rate per km to a Driver could be modified annually based on the Government of Canada website Automobile allowance rates – Canada.ca.
12.2 The Driver Reimbursement Cost has been fixed in this way in order to ensure that Drivers do not profit from the App since the intent of TangoRide carpooling is to lower personal commuting costs for user and reduce their carbon footprint during commutes. TangoRide collects the Driver Reimbursement Cost on behalf of Drivers, to facilitate payment of the Driver Reimbursement Cost from Passengers to Drivers. To minimize any third party fund transfer fees, TangoRide will hold the Driver Reimbursement Cost in trust for the benefit of each Driver, and will distribute all accumulated Carpool Reimbursements Costs owed to each Driver into that Driver’s designated bank account once per week.
12.3 The TangoRide Fee is applied in addition to the Driver Reimbursement Cost for each Commute. This Fee compromises of a Matching Fee per trip, a Variable Distance Service Fee as percentage of the Driver Reimbursement Cost plus any applicable Valued Added Taxes. The maximum Matching Fee per trip is $1.00 and the maximum Variable Distance Service Fee is 20%. The TangoRide Fee is retained by TangoRide.
13. YOUR RIGHT TO MAKE CHANGES
If you need to change the pick-up or drop-off location before the Carpool Offer has been accepted, this is possible via the App. If you need to change the pick-up or drop-off location after the Carpool Offer has been accepted, then you can cancel the Carpool Offer without penalty and rebook. Once the Commute has started, you cannot change the drop-off location without the Driver’s agreement and, if agreed, this will be at no additional charge.
14. OUR RIGHT TO MAKE CHANGES
We may change the App from time to time to reflect changes in relevant laws and regulatory requirements and to implement minor technical adjustments and improvements, for example to address a security threat. We will do our best to ensure that these changes do not affect your use of the App. Where this is not possible we will let you know about the changes and possible impact in advance.
15. LIMITS TO OUR RESPONSIBILITY
15.1 We are not responsible for:
15.1.1 delays to your Commute due to traffic congestion or problems with the vehicle;
15.1.2 Passengers or Drivers being late or failing to communicate; or
15.1.3 any other aspects of the Commute beyond connecting Members and facilitating the payment of the Driver Reimbursement Cost from a Passenger to a Driver.
15.2 If you are unable to obtain access to the App due to an event outside our control then we will:
15.2.1 contact you as soon as possible to explain the situation; and
15.2.2 take steps to minimize the effect of the delay.
15.3 In these circumstances, we will not be liable for delays caused by any event. If there is a risk of substantial delay, you may contact us to end the Commute and receive a refund for any Commutes you have paid for but not yet taken.
16. APP WORK COMMUTE / HOME COMMUTE CANCELLATION
16.1 TangoRide does not offer any guarantee that a Commute will proceed as planned.
16.2 If a Driver withdraws an accepted Carpool Offer, the Commute is automatically cancelled. If a Driver cancels on more than three occasions within a one-week period, TangoRide reserves the right to temporarily or permanently ban them from the App.
16.3 If a Driver has not arrived at the agreed meeting point after the anticipated arrival time, the Passenger will be able to cancel the Carpool Offer without penalty. If a Passenger cancels an accepted Carpool Offer on more than three occasions in a one-week period (for reasons other than the Driver’s fault and/or without valid reason), TangoRide reserves the right to temporarily or permanently ban them from the App. TangoRide has the final say over what constitutes a valid reason.
17. RIGHT OF WITHDRAWAL
Once the Passenger Carpool Payment has been made, Members do not have a right of withdrawal. This is because at that point, TangoRide has completed its contractual agreement to facilitate real-time carpooling for commuters.
18. BEHAVIOUR WHEN USING THE APP
18.1 All Members are responsible for respecting all applicable laws, regulations and obligations. In particular, Members agree:
18.1.1 not to use the App for professional, commercial or profit-making purposes;
18.1.2 not to provide false, misleading, malicious or fraudulent information to TangoRide or fellow Members;
18.1.3 that throughout a Commute and in the course of any communications with TangoRide or other Members, not to speak, gesture or behave in any way which may be interpreted as defamatory, injurious, obscene, pornographic, vulgar, offensive, aggressive, uncalled-for, violent, threatening, harassing, racist, xenophobic, sexual, inciting violence, discriminatory, encouraging the use of illegal substances or illegal activity, or more generally contrary to good morals;
18.1.4 not to infringe the rights and image of TangoRide including but not limited to its intellectual property rights;
18.1.5 not to open more than one account on the App;
18.1.6 not to open an account in someone else’s name;
18.1.7 not to accept or make any additional payment other than as agreed with TangoRide, for example, as a reimbursement for damage caused to upholstery;
18.2 In addition, if you are a Driver, you agree:
18.2.1 to respect all laws, regulations and codes applicable to driving and the vehicle, including possession of a valid driving licence and having valid insurance (third party at a minimum);
18.2.2 to check that your vehicle insurance covers commute carpooling and that any Passengers are covered by their insurance throughout the entire Commute;
18.2.3 not to infringe, misappropriate or violate the rights and image of TangoRide including but not limited to its intellectual property rights;
18.2.4 not to take any risks when driving including having adequate sleep before driving, not drinking any alcohol or taking any medication or other substance that may impair your ability to drive;
18.2.5 to use a vehicle in good working order and which complies with the applicable legal provisions and customs;
18.2.6 not to take more Passengers than the number of seats available in your vehicle;
18.2.7 to wait for Passengers at the agreed pick-up location for a reasonable amount of time after the agreed upon time. What is considered a reasonable amount of time will depend on the circumstances, for example the length of the Commute and/or weather conditions;
18.2.8 not to generate any profit via the App;
18.2.9 not to decline any Passenger’s carpooling request based on race, colour, ethnicity, national origin, religion or belief, sex, sexual orientation, gender reassignment status, marital or civil partnership status, disability, physical appearance, pregnancy or maternity, special vulnerability due to their economic situation, name, place of residence, health, political opinion or age;
18.2.10 not to arrange Commutes with any Passenger(s) outside of the App;
18.2.11 not to ask or demand any additional compensation beyond the Passenger Carpool Payment already made by the Passenger within the TangoRide App;
18.2.12 not to sub-contract any Commutes, including but not limited to, via the use of a motor vehicle together with a paid private hire driver (a Private Hire Vehicle);
18.2.13 that TangoRide will monitor and track your geo-location information when you are using the App; and
18.3 In addition, if you are a Passenger, you agree:
18.3.1 to adopt appropriate behaviour throughout the Commute;
18.3.2 to not hinder the concentration or driving of the Driver or the peace and quiet of any other Passengers;
18.3.3 to respect the Driver’s vehicle and its cleanliness;
18.3.4 to arrive and wait at the pick-up point at the agreed upon time;
18.3.5 to provide accurate payment details;
18.3.6 not to transport any item, goods, substance or animal that is illegal or could hinder the driving and concentration of the Driver. Members are directed to the Etiquette section of the TangoRide website.
18.4 TangoRide reserves the right to immediately terminate the account of any Member who breaches these terms including clauses 18.1, 18.2 and 18.3 above.
18.5 TangoRide shall not be liable to you or any third party for termination of your account.
19. PERSONAL DATA
20. INTELLECTUAL PROPERTY
20.1 TangoRide is the sole owner of all intellectual property rights relating to the App. This includes all content such as text, images, designs, logos, videos, sounds, databases, graphics and software (TangoRide Content).
20.2 TangoRide grants you a limited, non-exclusive, non-sublicensable, revocable, personal and non-transferable right to use the App for your personal and private use, on a non-commercial basis and in compliance with the purposes of the App. Any rights not expressly granted herein are reserved by TangoRide and TangoRide’s licensors.
20.3 You are prohibited from any other use or exploitation of the intellectual property rights on the App, including:
20.3.1 removing any copyright, trademark or other proprietary notices from any TangoRide Content;
20.3.2 selling, reselling, leasing, licensing, renting, transferring, reproducing, modifying, preparing derivative works based on, adapting, distributing, publicly representing, disseminating or otherwise exploiting the App or the TangoRide Content;
20.3.3 decompiling, disassembling and reverse engineering the App;
20.3.4 link to, mirroring or framing any portion of the App or TangoRide Content; or
20.3.5 extracting or attempting to extract (whether by data mining robots or otherwise) a substantial part of the data on the App.
21. CONTENT POSTED BY YOU ON THE APP
21.1 You grant TangoRide a worldwide, irrevocable, transferable, non-exclusive, perpetual and royalty free licence for no fee to use, adapt, translate, reproduce, disseminate, create derivative works of, distribute, publicly perform or display, or otherwise exploit any intellectual property rights, such as reviews or photographs, that you provide to TangoRide whether via the App or otherwise (User Generated Content) without further notice or consent to you.
21.2 You waive all moral rights in the User Generated Content. This means that TangoRide can modify, reformat, translate and transform the User Generated Content without attributing the User Generated Content to you.
21.3 You represent and warrant that:
21.3.1 you either are the sole and exclusive owner of all User Generated Content or you have all rights, licences, consents and releases necessary to grant TangoRide the licence to the User Generated Content as set forth in this section 21; and
21.3.2 neither the User Generated Content nor your submission, uploading, publishing or otherwise making available of such User Generated Content nor TangoRide’s use of the User Generated Content 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.
22. TANGORIDE’S ROLE
22.1 TangoRide’s role is limited to providing access to the App.
22.2 TangoRide is not:
22.2.1 party to any agreement entered into between you and other Members with a view to sharing the costs relating to a Commute. TangoRide does not offer any Commutes on the App;
22.2.2 in control of the behaviour of its Members in particular, TangoRide has no control of the validity, truthfulness or legality of the Carpool Offer;
22.2.3 responsible for, or in any position to, exploit, supply or manage the vehicles used by Drivers;
22.2.4 a transport service, dispatch company or a carrier;
22.2.5 liable for any changes or cancellations of a Commute or the experience of the Driver or Passengers during a Commute; or
22.2.6 licensed for use by Private Hire Vehicles.
23. OPERATION, AVAILABILITY AND FUNCTIONALITIES OF THE APP
23.1 TangoRide tries to maintain the App at all times; however, access may be temporarily suspended without notice due to technical issues such as maintenance, migration or updates to the App or a network failure.
23.2 TangoRide reserves the right to temporarily or permanently modify or suspend all or part of access to the App.
24. HOW TO END YOUR RELATIONSHIP WITH TANGORIDE
24.2 TangoRide reserves the right at its absolute discretion to end the relationship with any Member in the event of any misuse or breach of the App or these terms.
26. OUR RESPONSIBILITY FOR LOSS OR DAMAGE SUFFERED BY YOU
26.1 Members decide whether to accept the Carpool Offer at their own risk.
26.2 We are responsible to you for foreseeable loss and damage caused by us. If we fail to comply with these terms, we are responsible for loss or damage you suffer that is a foreseeable result of our breaking this contract or our failing to use reasonable care and skill. We are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time the contract was made, both we and you knew it might happen, for example, if you discussed it with us during the App sign up process.
26.3 We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors or liability for fraud or fraudulent misrepresentation
26.4 We are not liable for business losses or for loss of any income or profit. We only provide the App to you for domestic and private use and as set out in these terms.
26.5 We are not liable for any loss or damage arising from any accidents or incidents which occur before, during or after a Commute.
27. THIRD PARTY SERVICES
28. HOW WE MAY USE YOUR PERSONAL INFORMATION
29. OTHER IMPORTANT TERMS
29.1 We may transfer our rights and obligations under these terms to another organization. We will contact you to let you know if we plan to do this. If you are unhappy with the transfer you may contact us to end your Membership.
29.2 These terms are personal to you. No other person shall have any rights to enforce any of its terms. You may only transfer your rights or your obligations under these terms to another person if we expressly agree to this in writing.
29.3 Neither of us will need to get the agreement of any other person in order to end the relationship or make any changes to these terms.
29.4 Each of the paragraphs of these terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
29.5 Even if we do not insist immediately that you do anything you are required to do under these terms, or if we delay in taking steps against you in respect of your violation of these terms, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date.
29.6 These terms are governed by the laws of the province of Alberta and Canada without regard to its conflict of law provisions. You and TangoRide agree to submit to the personal and exclusive jurisdiction of the courts located within the province of Alberta.