PRIORITY SERVICE ADDENDUM
This Addendum (the "Addendum") to the E-Service Agreement (including the General Terms) (the "Agreement"), by and between Yandex.Go Israel Ltd. (the "Contractor"), and the undersigned (the "Customer"), is entered into at Tel-Aviv.
WHEREAS, the Contractor and the Customer have entered into the Agreement; and
WHEREAS, Customer wishes to participate in the Contractor's priority service program by entering into one year agreements with Users (the "Priority Service Agreement"); and
WHEREAS, the Parties wish to amend certain terms of the Agreement, as set forth and detailed in this Addendum.
NOW, THEREFORE, the Parties agree as follows:
1. The preamble to this Addendum constitutes an integral part hereof. Any capitalized term not otherwise defined herein shall have the same meaning ascribed to it in the Agreement (including without limitation the General Terms).
2. By entering into this Addendum, the Customer unconditionally agrees:
2.1. to be bound by the Priority Service Agreement with any User that accepted it’s terms; and
2.2. to act in a capacity of a ‘Service Provider’ alone or together with other ‘Service Providers’ pursuant to the terms of the Priority Service Agreement with regard to that User.
3. The binding form of the Priority Service Agreement, as amended from time to time, is and shall be available at the relevant section of the Service mobile application. A draft of the Priority Service Agreement is attached hereto as Appendix A for informational purposes only.
4. The Customer agrees and acknowledges:
4.1. its full and complete awareness and understanding of the Priority Service Agreement as well as the consequences of entering into the Priority Service Agreement with Users;
4.2. that, among other things, it had the opportunity to receive appropriate legal, tax, business, and any other advice and to make all relevant enquiries with regard to the Priority Service Agreement and had done it to the extent it considered necessary;
4.3. that all information relevant to the Addendum and the Priority Service Agreement was provided to it in full by the Contractor before execution of the Addendum;
4.4. that the Customer has no exclusivity with regard to the Priority Service Agreement with regard to any User. Notwithstanding the foregoing, if there is a requirement for a certain class of a taxi car in the Request, such Request shall be sent to the Counterparty and the Drivers associated with the Counterparty only if they have a Vehicle of the required class.
5. It is agreed that, with respect to each Transfer provided pursuant to the Priority Service Agreement (a "Fixed Ride(s)"), notwithstanding anything to the contrary contained in Section 8 of the Agreement and any other relevant provisions, the following shall apply:
5.1. The Customer shall be, and shall ensure the Drivers associated with the Customer are, in full compliance at all times with the provisions of the Priority Service Agreement, as shall be amended from time to time. The Contractor shall issue an Electronic Notice to the Customer of any material changes made to the Priority Service Agreement.
5.2. Any Request for a Fixed Ride received on the Service for Driver may be tagged as "priority service request" or otherwise. If there is a requirement for a certain class of a taxi car in the Request for a Fixed Ride, the request will be marked as "premium request" or otherwise.
5.3. The Customer, and the Drivers associated with the Customer, shall be obligated to respond to any Request made by a User for a Fixed Ride, provided that they have necessary capacity and availability to provide the Fixed Ride at the time of the relevant Request.
5.4. For each Fixed Ride, the Customer shall ensure that the Driver (i) sets the taximeter to "Busy" running mode; and (ii) charges the least fee between the following: (a) the fee as calculated by the Service; or (b) the fee calculated by the taximeter pursuant the Maximum Tarrifs determined by the applicable law a.
5.5. The Contractor and the Customer agree and acknowledge that Section 8.1 of the General Terms shall not apply to Fixed Rides and the Maximum Tariffs for the Fixed Rides shall be the relevant maximum tariffs as available at the relevant section at https://yango.yandex.com/#mrt at the relevant time. The Maximum Tariffs for the Fixed Rides may not be higher than the tariffs established by the writ supervising prices of goods and services (taxi fare) - 2018, or legislation that may replace it.
6. The Customer instructs the Contractor to provide management services regarding the Priority Service Agreement, which includes a right of the Contractor to amend the Priority Service Agreement from time to time as it deems necessary in its sole discretion. The Customer undertakes not to attempt to interfere with this activity of the Contractor.
7. If the Customer and (or) its associated Drivers charge a Transfer Fee in excess of the Maximum Tariff (as set forth in Section 5.5) and (or) are otherwise incompliant with the provisions of the Addendum, the Contractor may terminate the Addendum by an Electronic Notice to the Customer and the termination will be effective immediately upon sending the Electronic Notice.
8. The Contractor may terminate the Addendum by an Electronic Notice to the Customer and the termination will be effective on the tenth (10th) calendar day from the receipt of that Electronic Notice by the Customer.
9. The Customer may terminate the Addendum by an Electronic Notice to the Contractor and the termination will be effective on the tenth (10th) calendar day from the receipt of that Electronic Notice by the Contractor.
10. If the Addendum is terminated and (or) the access to the Service is terminated, for any reason, the Contractor shall delete the Customer from the list of ‘Service Providers’ associated with the Priority Service Agreement.
11. A suspension of the access to the Service for any reason shall automatically result in a contemporaneous suspension of the distribution of Requests related to the Priority Service Agreement.
12. All terms of the Agreement, including the terms on termination of the Agreement, and termination and (or) suspension of the access to the Service, shall remain in full force and effect, subject to the express revisions in this Addendum. In the case of any contradiction between this Addendum and the Agreement, the contents of this Addendum will prevail.
Date of publication: 01.02.2021.
Previous version: https://yandex.com/legal/priority_service_addendum/29062020
Previous version: https://yandex.com/legal/priority_service_addendum/14042020