INDIVIDUAL MEMBERSHIP AGREEMENT TERMS & CONDITIONS

This Individual Membership Agreement is entered into by and between Zero Emission Vehicle Cooperative (“ZEV co-op”) and the person identified below (“you”, “your”, etc.), as of the date signed by you, and governs the participation of you and any Family Drivers in the ZEV co-op carshare program (the “Individual Membership”).

Updated August 26, 2026.

1. Definitions in this Agreement

The following terms, whether used in the singular or plural, shall have the meanings set forth below:

Agreement: This Individual Membership Agreement, which includes and hereby incorporates by reference (i) the Terms & Conditions, (ii) the Carshare Handbook, (iii) the Rate Sheet, and (iv) any amendments to any of the foregoing.

Carshare Handbook: The ZEV co-op Carshare Handbook that describes certain policies, procedures, rules, and guidelines relevant to carshare operations and use of the Vehicles.  

Family Driver: A person who resides at your address to whom you have given permission to drive under this Individual Membership, whose application has been accepted by ZEV co-op and who has signed the Terms & Conditions. 

Individual Member: An individual who has purchased a membership unit in ZEV co-op and executed this Agreement.

Rate Sheet: The most recent service rates, fees, fines, and other charges for ZEV co-op participants, including Individual Members and Family Drivers, posted on ZEV co-op’s website. The current Rate Sheet is attached to this Agreement.

Terms & Conditions: The document entitled “General Terms and Conditions of Use”, which sets forth additional legal terms governing the relationship between ZEV co-op and all ZEV co-op participants, including Individual Members and Family Drivers, and which may be amended from time to time.   

Vehicle: Any vehicle owned or leased by ZEV co-op, and any equipment inside the vehicle.

ZEV co-op Party or Parties: ZEV co-op, its affiliates, business partners, members, employees, contractors, Board of Directors, officers, agents, and volunteers.

2. General

On behalf of yourself and all Family Drivers approved by ZEV co-op, you hereby agree as follows:

a) To read and understand the ZEV co-op Carshare Handbook.

b)  To observe and be bound by this entire Agreement. It is understood and agreed that from time to time ZEV co-op may amend this Agreement, including the Terms & Conditions, the Carshare Handbook, and/or the Rate Sheet, as required by changes in law, changes in ZEV co-op bylaws or policies, and/or for other reasons in ZEV co-op’s reasonable discretion. ZEV co-op will post all such amended documents on the ZEV co-op website. Once such amended documents are posted, they shall automatically be incorporated by reference into this Agreement and be legally binding on you and all Family Drivers. 

c) Acceptance of your application and that of your Family Drivers is subject to a successful check of the driver license, driving record, and insurance claims history, and such acceptance or rejection shall be at the sole discretion of ZEV co-op. If at any time you become aware of any reason affecting the ability of you or any of your Family Drivers to drive, such as the suspension, revocation, or expiration of your or a Family Driver’s driver license, it is your responsibility to advise ZEV co-op immediately. Failure to do so may result in the termination of this Agreement without notice.

d) ZEV co-op will provide:

  • Access to ZEV co-op Vehicles for you and any Family Drivers,

  • Periodic routine Vehicle inspections supplementary to the inspections required by you and your Family Drivers,

  • Maintenance of Vehicles in accordance with the Terms & Conditions and ZEV co-op policies, and 

  • Vehicle insurance (with a deductible of $2,500). 

e) As an Individual Member in ZEV co-op, you acknowledge that:

  • You and your Family Drivers are capable of safely operating the Vehicles,

  • You and your Family Drivers share responsibility for the upkeep and safety of the Vehicles being used,

  • You will pay all usage, monthly access, membership, and all other fees associated with your Membership when due,

  • You and your Family Drivers are responsible for the Vehicle inspections and other items described in the Terms & Conditions, 

  • You are responsible for the insurance deductible, as further described in Section 7 below, and 

  • ZEV co-op does not make any representations or warranties as to the fitness or condition of any Vehicle.

3. Individual Membership Fee/Family Drivers 

In consideration for your payment of the applicable Individual Membership fee set forth on the Rate Sheet you shall receive an Individual Member Certificate which represents an Individual Membership in ZEV co-op. Regardless of the purchase price, each Individual Member shall receive only one unit in ZEV co-op.  

You may choose, at your discretion, to add up to three (3) people who reside at your address as Family Drivers under your Individual Membership. Each Family Driver is subject to ZEV co-op’s application and background check process. Family Members do not have equity in ZEV co-op, cannot vote on ZEV co-op matters, and are not eligible to run for the ZEV co-op Board of Directors.

Each Family Driver shall, prior to participation in the carshare program, execute and deliver to ZEV co-op the Terms & Conditions, and must participate in a separate orientation session, to be scheduled at the discretion of ZEV co-op. You will be responsible for the performance and compliance of each Family Driver with the terms of this Agreement, as well as for any unpaid costs, damages, and/or other liabilities arising out of each Family Driver’s participation in the ZEV co-op carshare program. 

Family Driver accounts can be re-assigned for an administrative fee as defined in ZEV co-op policies.

4. Payments

Payments of the Individual Membership fee and other charges under this Agreement can be made by check, cash, online banking, or charged to a credit card, using the processes established by ZEV co-op. 

5. Fees and Expenses

The attached Rate Sheet sets forth the current Individual Membership and Family Driver service rates, fees, fines, and other applicable charges. ZEV co-op may, in its sole discretion, amend the Rate Sheet from time to time. ZEV co-op will post the revised Rate Sheet on the ZEV co-op website and provide email notice of the changes to you. You and your Family Drivers will be bound by the revised Rate Sheet as of the effective date of the changes.

Late payments will be charged a fee of 1% per month, compounded monthly (12% per year), on the total overdue amount. You are responsible for paying any unpaid usage fees, expenses, fines, and other unpaid amounts incurred by you and your Family Drivers, as set out in the Carshare Handbook. This money will be a debt payable to ZEV co-op, and ZEV co-op may use funds in your Individual Membership account, including the initial Individual Membership fee paid for your Individual Member Certificate, to cover any amount owing. Your Individual Member account balance will be restored once all debts are paid. 

6. Suspension

ZEV co-op may suspend your and your Family Drivers’ carshare privileges if you default in paying any amount owing to ZEV co-op. ZEV co-op will provide you at least two (2) written notices of the default and, if the default is not cured within seven (7) days after the second notice, ZEV co-op may suspend your and your Family Drivers’ carshare privileges by providing written notice. The suspension shall remain in effect until all amounts owing have been paid, including any interest accrued. An administrative fee may be charged, at ZEV co-op’s sole discretion. 

If any debts remain unpaid beyond a reasonable time, in ZEV co-op’s sole discretion, ZEV co-op may terminate this Agreement and your Individual Membership in accordance with Section 11 below.

7. Insurance

ZEV co-op will insure Vehicles under a comprehensive insurance policy, subject to a deductible of $2,500. The deductible is payable by you in cases in which the insurance adjustment process has determined that you or one of your Family Drivers is wholly or partially responsible. 

You are fully responsible for all damages not covered by insurance. Deductible Pool funds will not pay for any damage not covered by the ZEV co-op insurance policy.

8. Disclaimer of Warranties

THE PROGRAM AND THE VEHICLES ARE PROVIDED “AS-IS.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, ZEV CO-OP, ITS AFFILIATES, BUSINESS PARTNERS, CONTRACTORS, AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY. ZEV CO-OP SPECIFICALLY DISCLAIMS ALL WARRANTIES, INCLUDING IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE,  MERCHANTABILITY, AND NON-INFRINGEMENT, AND MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE, WITH RESPECT TO THE AVAILABILITY, PERFORMANCE, SAFETY, OR RELIABILITY OF THE VEHICLES, THE CARSHARE PROGRAM MOBILE APP, THE WEBSITE, OR ANY OTHER CARSHARE PROGRAM SERVICES, INCLUDING THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. YOU AGREE THAT THE ENTIRE RISK ARISING OUT OF YOUR AND YOUR FAMILY DRIVERS’ USE OF THE VEHICLES, THE CARSHARE PROGRAM MOBILE APP, THE WEBSITE, AND ANY OTHER CARSHARE PROGRAM SERVICE REMAINS SOLELY WITH YOU, TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW. 

9. WAIVER OF RIGHT TO SUE AND ZEV CO-OP LIABILITY/LIMITATION ON LIABILITY

YOU HEREBY WAIVE AND DISCHARGE, ON BEHALF OF YOURSELF, EACH OF YOUR FAMILY DRIVERS, AND YOUR AND THEIR HEIRS AND NEXT OF KIN, ANY AND ALL RIGHTS YOU OR A FAMILY DRIVER MAY HAVE TO SUE OR MAKE CLAIMS AGAINST THE ZEV CO-OP PARTIES FOR ANY AND ALL CLAIMS, DEMANDS, DAMAGES, OR LOSSES ON ACCOUNT OF INJURY OR LOSS, INCLUDING DEATH, BODILY INJURY, OR DAMAGE TO PROPERTY, AND WHETHER DUE TO NEGLIGENCE OR OTHERWISE, ARISING OUT OF OR IN CONNECTION WITH THE FOLLOWING: (1) THE CONDITION OR FITNESS OF A VEHICLE, INCLUDING ANY MALFUNCTION OR DEFICIENCY, (2) VEHICLE WARRANTY ISSUES (E.G., ANY BREACH OF WARRANTY OR OTHER OBLIGATION BY ANY MANUFACTURER OR OTHER THIRD PARTY ASSOCIATED WITH THE VEHICLE), (3) VEHICLE AVAILABILITY (E.G., A VEHICLE NOT BEING AVAILABLE OR RETURNED WHEN IT WAS SUPPOSED TO BE), (4) ANY BREACH OF CONTRACT, (5) ANY TORT, INCLUDING NEGLIGENCE, OR (6) ANY ACTION OR INACTION OF A ZEV CO-OP PARTY. NOTWITHSTANDING THE FOREGOING, THIS WAIVER OF LIABILITY SHALL NOT APPLY IN THE CASE OF GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF A ZEV CO-OP PARTY.

YOU HEREBY AGREE, ON BEHALF OF YOURSELF AND EACH FAMILY DRIVER, THAT NO ZEV CO-OP PARTY WILL BE LIABLE FOR ANY LOSS OF USE, REVENUE, OR PROFIT, OR INCIDENTAL, INDIRECT, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS, DATA, OR GOODWILL, SERVICE INTERRUPTION, OR THE COST OF SUBSTITUTE SERVICES), WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR ANY OTHER LEGAL THEORY, EVEN IF THE ZEV CO-OP PARTY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THE FOLLOWING: (1) THE ZEV CO-OP CARSHARE PROGRAM, (2) INABILITY TO USE A PROGRAM VEHICLE, OR (3) THIS AGREEMENT AND ALL DOCUMENTS INCORPORATED HEREIN BY REFERENCE.

EXCEPT FOR ZEV CO-OP’S OBLIGATIONS UNDER THIS AGREEMENT TO PAY AMOUNTS UNDER AN APPLICABLE INSURANCE POLICY, IN NO EVENT WILL THE ZEV CO-OP PARTIES' AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT EXCEED THE GREATER OF (1) THE AMOUNTS YOU HAVE PAID OR OWE FOR YOUR AND YOUR FAMILY DRIVERS’ PARTICIPATION IN THE ZEV CO-OP CARSHARE PROGRAM IN THE TWELVE (12)-MONTH PERIOD PRIOR TO THE EVENT GIVING RISE TO THE ZEV CO-OP PARTIES' LIABILITY, OR (2) FIVE HUNDRED DOLLARS (US $500).

THE ABOVE WAIVER AND LIMITATIONS OF LIABILITY PROVISIONS ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN ZEV CO-OP AND YOU. THEY SHALL APPLY TO THE EXTENT PERMITTED BY APPLICABLE LAW, AND ANY ASPECTS OF THEM THAT ARE DEEMED VOID OR UNENFORCEABLE SHALL BE SEVERED WHILE LEAVING THE REMAINDER IN EFFECT.

10. Indemnification by You 

To the fullest extent permitted by law, you hereby agree to indemnify, defend, and hold harmless the ZEV co-op Parties from and against any and all liabilities, actions, damages, demands, costs, and expenses (including reasonable attorneys’ fees) asserted against one or more ZEV co-op Parties by a third party (collectively, the “Liabilities”), arising out of (i) the use of a Vehicle by you or a Family Driver, and/or (ii) breach of this Agreement (or any documents incorporated by reference) by you or a Family Driver; including in each case any Liability related to personal injury, death, property damage, or other loss, except to the extent that any Liability arises out of the gross negligence or willful misconduct of a ZEV co-op Party. 

11. Termination

You may terminate your Individual Membership at any time and for any reason, after providing sixty (60) days’ prior written notice to ZEV co-op. ZEV co-op may terminate this Agreement and your Individual Membership (i) at any time for any lawful reason, within ZEV co-op’s sole discretion, upon sixty (60) days’ prior written notice to you; (ii) upon written notice to you if you fail to pay any usage charges, membership fees, access fees, toll or similar charges, or late fees incurred while participating in the carshare program which are not resolved within fourteen (14) days after written notice has been provided; or (iii) immediately upon written notice if:

(a) you or any of your Family Drivers breach this Agreement or any documents incorporated by reference, or 

(b) you or any of your Family Drivers fail to immediately report any suspension, revocation, or expiration of your or a Family Driver’s driver license, or

(c) you incur any moving violation related to driving while under the influence during the term of participation. 

In addition, if a Family Driver incurs any moving violation related to driving while under the influence during the term of participation, ZEV co-op may terminate the participation of that Family Driver immediately, upon written notice. 

Upon termination of this Agreement for any reason, ZEV co-op may choose, in its reasonable discretion, whether or not to refund to you the fee paid for your Individual Member Certificate, minus any unpaid usage fees, expenses, fines, and other unpaid amounts incurred by you or a Family Driver.

12. Severability

If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, and such provision is severed from this Agreement, the remaining provisions shall continue in full force and effect.

13. Notice

Except as otherwise expressly set forth herein, any notices that one party gives to the other party under this Agreement must be in writing and shall be delivered (i) by certified or registered mail, return receipt requested, postage prepaid, or (ii) by recognized commercial overnight courier service requiring signature upon delivery, or (iii) by email with receipt confirmed; in each case addressed to the other party at the address set forth below.

Zero Emission Vehicle Cooperative (ZEV co-op)

110 North Green Street
Spokane, WA 99202

14. Other Terms

This Agreement shall be governed by and construed in accordance with the laws of the State of Washington applicable to contracts made and performed in this state.

This Agreement, including the documents incorporated by reference, is intended by the parties as a final expression of their Agreement and a complete and exclusive statement of the terms thereof.

All provisions of this Agreement that by their terms require performance by one or both parties following expiration or termination of this Agreement shall survive such expiration or termination in perpetuity, including without limitation Section 5 (Fees and Expenses), Section 7 (Insurance), Section 8 (Disclaimer of Warranties), Section 9 (WAIVER OF RIGHT TO SUE AND ZEV CO-OP LIABILITY/LIMITATION ON LIABILITY), Section 10 (Indemnification by You), Section 12 (Severability), and Section 14 (Other Terms).

You represent and warrant that you have the legal ability to enter into this Agreement and that this Agreement is a legal, valid, and binding obligation enforceable in accordance with its terms. By signing below, you hereby agree to this Individual Membership Agreement.