Terms of Service

Acceptance of Terms

By accessing or using the Skipper platform (the "Service"), operated by Skipper Software, LLC("Skipper," "we," "us," or "our"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, you may not access or use the Service.

These Terms apply to all users of the Service, including but not limited to company administrators, dispatchers, billing clerks, and drivers. If you are using the Service on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.

Service Description

Skipper is a non-emergency medical transportation (NEMT) scheduling and management platform. The Service provides tools for ride scheduling and dispatch, driver and fleet management, passenger coordination, trip verification and electronic proof of delivery (ePOD), billing and invoicing, driver pay calculation, and analytics and reporting.

We reserve the right to modify, suspend, or discontinue any aspect of the Service at any time, with reasonable notice where practicable.

User Accounts

To access the Service, you must create an account and provide accurate, current, and complete information. You are responsible for:

• Maintaining the confidentiality of your account credentials

• All activities that occur under your account

• Notifying us immediately of any unauthorized use of your account

• Ensuring that all users within your organization have appropriate role-based access

We reserve the right to suspend or terminate accounts that violate these Terms or pose a security risk.

Acceptable Use

You agree not to use the Service to:

• Violate any applicable law, regulation, or third-party right

• Transmit any malicious code, viruses, or harmful content

• Attempt to gain unauthorized access to the Service or its infrastructure

• Interfere with or disrupt the integrity or performance of the Service

• Use the Service for any purpose other than NEMT scheduling and management

• Share, sell, or transfer your account credentials to unauthorized parties

• Scrape, harvest, or extract data from the Service through automated means

• Misrepresent your identity or affiliation with any organization

Data Ownership

You retain all ownership rights to the data you input into the Service ("Your Data"), including but not limited to passenger records, ride information, driver details, and financial data. We do not claim ownership of Your Data.

You grant us a limited, non-exclusive license to use, process, and store Your Data solely for the purpose of providing and improving the Service. Upon termination of your account, you may request an export of Your Data, and we will make it available in a standard format within a reasonable timeframe.

Intellectual Property

The Service, including all software, design, text, graphics, logos, and other content (excluding Your Data), is the property of Skipper Software, LLC and is protected by copyright, trademark, and other intellectual property laws. You may not copy, modify, distribute, sell, or lease any part of the Service without our prior written consent.

The Skipper name, logo, and all related trademarks are the property of Skipper Software, LLC. You may not use our trademarks without prior written permission.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, Skipper Software, LLC SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICE.

OUR TOTAL LIABILITY FOR ANY CLAIMS ARISING UNDER THESE TERMS SHALL NOT EXCEED THE AMOUNT YOU PAID TO US FOR THE SERVICE DURING THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

Indemnification

You agree to indemnify, defend, and hold harmless Skipper Software, LLC, its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or related to:

• Your use of the Service

• Your violation of these Terms

• Your violation of any applicable law or regulation

• Your violation of any third-party right, including privacy, intellectual property, or HIPAA requirements

• Any data or content you submit through the Service

Termination

Either party may terminate this agreement at any time. You may terminate by discontinuing use of the Service and contacting us to close your account. We may terminate or suspend your access immediately, without prior notice, if:

• You breach any provision of these Terms

• Your use poses a security risk to the Service or other users

• Continued provision of the Service becomes commercially impracticable

• Required by law or regulatory authority

Upon termination, your right to use the Service will cease immediately. Provisions that by their nature should survive termination (including Data Ownership, Limitation of Liability, Indemnification, and Governing Law) will remain in effect.

Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law provisions. Any legal action or proceeding arising under these Terms shall be brought exclusively in the state or federal courts located in the State of California.

Dispute Resolution

Before initiating any formal legal proceedings, both parties agree to attempt to resolve any disputes arising out of or relating to these Terms through good-faith negotiation for a period of at least thirty (30) days. If the dispute cannot be resolved through negotiation, either party may pursue binding arbitration in accordance with the rules of the American Arbitration Association, or file a claim in the courts specified under Governing Law.

Nothing in this section shall prevent either party from seeking injunctive or other equitable relief in court for matters relating to data security, intellectual property, or unauthorized access.

HIPAA Responsibilities

If you are a Covered Entity or Business Associate under HIPAA, you acknowledge and agree to the following:

• You are responsible for ensuring that your use of the Service complies with HIPAA requirements

• You will only input protected health information (PHI) into the Service in accordance with applicable law and your organization's privacy policies

• You will execute a Business Associate Agreement (BAA) with Skipper before transmitting PHI through the Service

• You are responsible for obtaining any necessary passenger authorizations before sharing PHI

• You will promptly notify us of any suspected security incidents involving PHI processed through the Service

For information about executing a BAA, please contact us at legal@skippernemt.com.

Modifications to These Terms

We reserve the right to modify these Terms at any time. We will provide notice of material changes by posting the updated Terms on this page and updating the "Last updated" date. For significant changes, we may also provide additional notice via email or in-app notification. Your continued use of the Service after the effective date of any changes constitutes your acceptance of the revised Terms.

Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable while preserving its original intent.

Contact Us

If you have any questions about these Terms of Service, please contact us at: