Terms

Split Rides Terms of Use

Last Revised: June 22, 2018

Please read carefully before using the Split Rides LLC website, application, software or services.

Split Rides, LLC (“Split”) provides the following terms of use and conditions, together with any document expressly incorporated herein by reference (collectively, the “Terms of Use”), to inform You (“You”), the end user of the gosplit.go website (“Site”), the Split mobile application (“Application”), the software underlying the Site and Application (“Software”), and any Materials or Documents (as such terms are defined below) issued in connection with the Site, Application and/or Software, whether as a guest or a registered user, of its Terms of Use. Any Site, Application, Software, Materials, Documents , Rides (defined below) or services provided to You in conjunction with the Site or Application will be referred to together as the “Services.” “Materials” mean the Site, Application, Software and their entire contents, features and functionality, including, without limitation, all information, software, text, displays, images, video and audio, and the design, selection and arrangement thereof. “Documents” or “Documentation” include any proprietary documents provided to You by Split now or hereafter. “Rides” means the transport of You, as requested by You via the Site or Application, by a Split Driver on a Vehicle.

Welcome

Welcome to the Split Rides Services. The following Terms of Use govern Your access to and use of the Site, including any content, functionality and services offered on or through the Site, the Application, the Software underlying the Site and Application, and any Materials or Documents issued in connection with the Site, Application and/or Software, whether as a guest or a registered user. You may use the Site and Software with a supported web browser or mobile device application only after You have (1) have downloaded the Split Application from the Apple App Store or other mobile application vendor (if applicable) and (2) registered as a user of the Site and/or Application (as applicable).

The Services are offered and available to users who are 18 years of age or older. By using the Services,

You represent and warrant that You are of legal age to form a binding contract with Split and meet all of

the foregoing eligibility requirements. If You do not meet all of these requirements, You must not access

or use the Services. Split makes no representation that the information and services provided on the

Site and/or Application or through the Services are applicable to, appropriate for, or available in all

territories. Accessing the Services from territories where the content is illegal is prohibited.

Acceptance of the Terms of Use

Please read the Terms of Use carefully before You start to use the Services. Your access to and use of

the Services are conditioned on Your acceptance of and compliance with these Terms. These Terms of Use apply to all visitors, users and others who access or use the Services. By using any element of the Services, including, without limitation, the Site or Application, or by clicking on the appropriate check box to accept the Terms of Use, You are indicating that You accept and agree to be bound and abide by the provisions of these Terms of Use. If You do not wish to be bound by the Terms of Use, please exit the installation process and do not download, install, copy or use the Site, Application or Software.

Definitions

Application shall have the meaning set forth in the Introduction.

Documents or Documentation shall have the meaning set forth in the Introduction.

Driver means the licensed and vetted individual that provides transportation to YOU via Vehicle.

IP Rights mean (i) patents, pending patent applications, designs, Trademarks and trade names (whether

registered or unregistered), copyright and related rights, database rights, knowhow and confidential

information, now existing or hereafter created or acquired, including any and all ownership of the

derivative works created therefrom; (ii) all other intellectual property rights and similar or equivalent rights anywhere in the world which currently exist or are recognized in the future; and (iii) applications,

extensions and renewals in relation to any such rights.

Split means Split Rides, LLC, a California limited liability corporation with an address at 506 S. Spring Street, #13308, Los Angeles, CA 90013, and its Affiliates. An Affiliate means a company which controls, is controlled by, or is under common control with Split; and owners, shareholders, founders, employees, agents, independent contractors.

Materials shall have the meaning set forth in the Introduction.

Password means a code You select, which, in combination with the User ID, gives You access to Your

User Account.

Permissible Commercial Use. Permissible Commercial Use means Your use of the Site, Software or

Services for the limited purpose of individual communication with a Health Care Provider or allied health

care professional in furtherance of patient care. Unless otherwise legally permissible, additional commercial use of the Site, Software or Services is strictly prohibited without the written permission of

Split.

Services shall have the meaning set forth in the Introduction.

Site shall have the meaning set forth in the Introduction.

Software shall have the meaning set forth in the Introduction.

Terms of Use shall have the meaning set forth in the Introduction.

Trademarks mean Split’s name, registered trademarks, marks used in commerce, the Split logo, and

all related names, logos, product and service names, designs and slogans are trademarks of Split or its

affiliates or licensors. All other names, logos, product and service names, designs and slogans on or

included in the Site, Software or Services are the trademarks of their respective owners.

User Account means the account with User ID and Password that You create for Your use of the Site.

User ID means an identification code You select, which in combination with the Password, gives access

to Your User Account.

Vehicle means a lightweight two- or three-wheeled registered motorbike, that has more than a 150cc engine size (or Kilowatt equivalent), and no more than 3 wheels.

You shall have the meaning set forth in the Introduction.

License and Services

4.1 Subject to these Terms of Use, including the Subscription Terms set forth in Article 5, Split hereby

grants You a limited, personal, revocable, non-exclusive, non-sublicensable, non-transferable, license to

access and use the Services and the Documents and Materials. Split may offer certain users a free User Account in its sole discretion. Split reserves the right, at any time, to change or increase fees for access to and use of the Services.

4.2 Your access to and use of the Services is conditional upon Your acceptance of and compliance with

these Terms of Use, and Your payment of license fees, if any, and any additional terms and conditions that You agree to be bound by from time to time.

4.3 Except as Split specifically agrees in writing, You shall be solely responsible for the selection,

implementation, and performance of any and all third party equipment, software and telecommunication

equipment and services with which You choose to access the Services.

4.4 The use of the Services requires You to be a registered Split user and to open a User Account. You

can register for a User Account at www.SplitRides.com. You shall maintain Your UserID and Password in confidence and shall not permit third parties to use Your User ID or Password.

Terms of Split Services

5.1 Split Services

(a) Site is available to You upon acceptance of these Terms of Use.

(b) PERPETUAL SUBSCRIPTION. YOUR SUBSCRIPTION IS PERPETUAL, SUBJECT TO SPLIT

CANCELING, IN ITS SOLE DISCRETION, OR NO LONGER OFFERING THE SUBSCRIPTION, OR

TERMINATION IN ACCORDANCE WITH SECTION 11.

5.2 Fees; Payment for Purchases

(a) Invoicing and Payment. You are solely responsible for all fees for Services incurred by You

hereunder. As further consideration for the Services, You are solely responsible for providing current,

complete and accurate billing and contact information, including valid credit card information, to Split

and notifying Split of any changes to such information. Any purchases You make through the Site or

Application will be debited from the billing account You provide. You will receive notice of payment

electronically by email at the address provided in Your account profile. You agree that any unpaid

balance due hereunder shall bear interest at the rate of 18% per annum, and that costs of collection,

including, without limitation, reasonable attorney fees and all legal fees, including court costs, shall be

added as principal amounts to such balance. Split reserves the right to modify its’ pricing structure at

any time, for any reason, and to implement the new price structure at any time prior to billing You for Your initial payment or for future payments due pursuant to these Terms of Use. You understand that Services may not be provided (including cancellation of any scheduled rides with Your Driver) if Your credit card information is inaccurate, invalid or expired. Split may charge a fee if You fail to be present or cancel an appointment with a Driver in accordance with any stated cancellation policy.

(b) Cancellations. If you fail to appear within five (5) minutes of the scheduled time, at the agreed upon meeting point, your Driver will cancel your ride and you will not receive a refund. You may be subject to a cancellation fee. Split will not refund or reschedule rides based on any error made by You.

governmental assessments of any nature, including but not limited to value-added, sales, use or

withholding taxes, assessable by any local, state, provincial, federal or foreign jurisdiction, in connection

with Your payment of fees for the Services (collectively, “Taxes”). You are responsible for paying all

Taxes associated with Your purchases hereunder. If Split has the legal obligation to pay or collect

Taxes for which You are responsible under this paragraph, the appropriate amount shall be invoiced to

and paid by You, unless You provide Us with a valid tax exemption certificate authorized by the

appropriate taxing authority. For clarity, Split is solely responsible for taxes assessable against Split

based on its income, property and employees.

Use of the Site, Application, Software and Services

6.1 You agree that:

(a) You will use the Services, including the Site, Application and Software, only for lawful purposes and in accordance with these Terms of Use, including the terms of Split Services set forth in Article 5, the

(b) You affirm that You are over the age of 13. If You are under 13 years of age, You are prohibited from

access or using the Services, including the Site, Application and underlying Software.

true, accurate, current and complete.

(d) You will cooperate with Split and provide information requested by Split to assist Split in

investigating or determining whether a breach of these Terms of Use has occurred and provide Split

with access to Your premises and device(s) where the Site, Application, Software, or Services have been

used. Split will have the right to investigate and prosecute violations of these Terms of Use, including

infringement of IP Rights, to the fullest extent of the law. Split may involve and cooperate with law

enforcement authorities in prosecuting users who violate these Terms of Use or applicable laws and

regulations. You acknowledge that Split has no obligation to monitor Your access or any user’s access

to or use of the Site, Application, Software, or Services, except as required by applicable laws and

regulations, but has the right to do so for the purpose of operating the Site, Application, Software, and

Services to ensure user compliance with these Terms of Use, to comply with applicable law, or to comply

with an order or requirement of a court, administrative agency or other governmental body. BY

UTILIZING THE SITE, APPLICATION, SOFTWARE OR SERVICES, YOU CONSENT TO ALLOW

SPLIT TO ACCESS ANY INFORMATION IN, RECEIVED BY OR TRANSMITTED FROM YOUR USER ACCOUNT.

(e) The Site and Application contain functionality that permits You to transmit information and material to other users or persons (collectively, “User Contributions”) on or through the Site or Application. In

connection with such User Contributions, You agree:

To contribute or otherwise submit all User Contributions through the Site and/or Application in

compliance with these Terms of Use.

You are responsible for any User Contributions You submit or contribute, and You, not Split,

have full responsibility for such content, including its legality, reliability, accuracy and

appropriateness.

Split is not responsible, or liable to any third party, for the content or accuracy of User

Contributions posted by You or any other user of the Site and/or Application.

Any User Contribution You post to the Site and/or Application will be considered non-proprietary

and, by submitting any User Contribution through the Site and/or Application, You grant Split, its Affiliates and service providers, and each of their respective licensees, successors and assigns the right to use, reproduce, modify, perform, display, distribute and otherwise disclose to third parties any such material for any purpose permissible by applicable law and regulation.

You will keep all User Contributions You contribute or otherwise submit through the Site and/or

Application confidential in accordance with applicable privacy and security laws and regulations.

(f) In connection with any User Contributions You contribute or otherwise submit through the Site, You

represent and warrant that:

You have the right to contribute the User Contribution.
You have the right to grant the license granted above to Split, its Affiliates and service

providers, and each of their respective licensees, successors and assigns.

All of Your User Contributions do and will comply with these Terms of Use and all applicable

laws and regulations.

6.2 Prohibited Uses

(a) You agree not to use, or permit any other person to use, the Site, Application, underlying Software or

Services:

In any way that violates any applicable federal, state, local or international law or regulation, including, without limitation, any laws regarding privacy and security of individually identifiable information, and any laws regarding the export of data or software to and from the United States or other countries).
In breach of any legal duty owed to a third party by You, including, without limitation, a contractual duty, employment obligation or a duty of confidence.
To commit or attempt to commit a crime or facilitate the commission of any crime or other illegal

or tortious acts.

For the purpose of exploiting, harming or attempting to exploit or harm minors in any way by

exposing them to inappropriate content, asking for personally identifiable information or

otherwise.

To send, knowingly receive, upload, download, use or re-use any material which does not

comply with these Terms of Use.

To transmit, or procure the sending of, any advertising or promotional material, including any

“junk mail”, “chain letter” or “spam” or any other similar solicitation.

To impersonate or attempt to impersonate Split, a Split employee, another user or any other

person or entity, including, without limitation, by using e-mail addresses or user names associated with any of the foregoing.

To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Site, Application, Software, or Services, or which, as determined by Split, may harm Split or users of the Site, Application, Software, or Services or expose any of them to liability.
To transmit harassing, abusive, libelous, illegal or deceptive messages or information, or unsolicited email, junk mail, “spam,” or chain letters, or promotions or advertisements for products or services.

(b) You agree not to:

Use the Site, Application, Software or Services in any manner that could disable, overburden,

damage, or impair the Site or Application or interfere with any other party’s use of the Site,

Application, Software, or Services, including other parties’ ability to engage in real time activities

through the Site or Application.

Use any robot, spider or other automatic device, process or means to access the Site or

Application for any purpose, including monitoring or copying any of the material on the Site or

Application.

Use any manual process to monitor or copy any of the material on the Site or Application for

any unauthorized purpose without the prior written consent of Split.

Use any device, software or routine that interferes with the proper working of the Site or

Application.

Introduce any viruses, trojan horses, worms, logic bombs or other material which is malicious or

technologically harmful.

Attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of the Site,

Application, server on which the Site and Application is stored, or any server, computer or

database connected to the Site or Application.

Attack the Site or Application via a denial-of-service attack or a distributed denial-of-service

attack.

Otherwise attempt to interfere with the proper working of the Site or Application.

otherwise grant rights to third parties with regard to the Site, Application, underlying Software, Materials,

Documentation or Your permissible use of the Services.

(d) You will not undertake, cause, permit or authorize the modification, creation of derivative works, translation, reverse engineering, decompiling, disassembling or hacking of the IP Rights, Site, Application, Software, Services, or any part thereof except to the extent required by law.

6.3 Content Standards

These content standards apply to any and all of Your User Contributions and use of Site, Application,

Software, and Services. Your User Contributions must comply with all applicable Federal, state, local and

international laws and regulations. Without limiting the foregoing, Your User Contributions must not:

(a) Contain any material which is defamatory, obscene, indecent, abusive, offensive, harassing, violent,

hateful, inflammatory or otherwise objectionable.

(b) Promote any illegal activity, or advocate, promote or assist any unlawful act.

that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise

may be in conflict with these Terms of Use, and the Privacy Policy.

(d) Be likely to deceive any person.

(e) Cause annoyance, inconvenience or needless anxiety or be likely to upset, embarrass, alarm or annoy

any other person.

(f) Impersonate any person, or misrepresent Your identity or affiliation with any person or organization.

(g) Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex,

religion, nationality, disability, sexual orientation or age.

(h) Infringe any patent, trademark, trade secret, copyright, IP Rights or other intellectual property or other

rights of any other person.

(i) Involve commercial activities or sales, such as contests, sweepstakes or other sales promotions, barter

or advertising.

(j) Give the impression that the User Contributions emanate from or are endorsed by Split or any other

person or entity, if this is not the case.

6.4 Reliability of Content

(a) The information presented by Split on or through the Site, Application, Software, and Services is

made available solely for general information purposes. Split does not warrant the accuracy,

completeness or usefulness of such information. Any reliance You place on such information is strictly at

Your own risk. Split disclaims all liability and responsibility arising from any reliance placed on such

materials by You or any other visitor to the Site, or by anyone whom You may inform of any of its

contents.

(b) The Site and Application may include User Contributions. All statements, opinions and information

expressed in such User Contributions, and all articles and responses to such User Contributions, other

than the content provided by Split, are solely the responsibility of the person or entity who contributed or

otherwise submitted the User Contribution to the Site or Application. These User Contributions are not

reviewed by and do not reflect the opinion of Split. Split is not responsible or liable to You or any third

party for the content or accuracy of or reliance on User Contributions.

6.5 Monitoring and Enforcement of User Contributions

In connection with User Contributions, Split reserves the right to:

(a) Remove or refuse to transmit any User Contribution for any, or no reason at all, in Split’s sole

discretion; provided, however, that You will be promptly notified of any such refusal or removal by email at the address provided by You in Your User Account.

(b) Take any action with respect to any User Contribution that Split deems necessary or appropriate in

Split’s sole discretion, including, without limitation, in the event that Split believes that any User

Contribution violates these Terms of Use, including the Content Standards, infringes any IP Rights or

other right of any person or entity, threatens the personal safety of users of the Site and underlying

Software or Services or the public or could otherwise create liability for Split.

material posted by You violates their rights, including their intellectual property rights or their right to

privacy.

(d) Take appropriate legal action, including, without limitation, referral to law enforcement, for any illegal or unauthorized use of the Site, Application, Software or Services.

(e) Terminate or suspend Your access to all or part of the Site and Application, for any reason, or no

reason at all, including without limitation, any violation of these Terms of Use.

(f) Without limiting the foregoing, Split has the right to fully cooperate with any law enforcement

authorities or court order requesting or directing Split, directly or through its agents or assigns, to

disclose the identity or other information of anyone transmitting any information or materials on or through the Site or Application.

(g) YOU WAIVE AND HOLD HARMLESS SPLIT AND ITS AFFILIATES, LICENSEES AND SERVICE PROVIDERS, FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY SPLIT OR ANY OF THE FOREGOING PARTIES DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY SPLIT OR SUCH PARTIES IDENTIFIED ABOVE OR LAW ENFORCEMENT AUTHORITIES.

(g) Split cannot, and does not, undertake to review all User Contributions contributed or otherwise

submitted by any users or third party, and cannot ensure prompt removal of objectionable User

Contributions after such information or materials have been transmitted. Accordingly, Split assumes no

liability for any action or inaction regarding transmissions, communications or content contributed or

otherwise submitted by any user or third party. Split has no liability or responsibility to anyone for

performance or nonperformance of the activities described in this section.

6.7 External Links from Site

If the Site, Application, Software, Materials, Documents or other Split communications contain links to

external websites, applications and/or resources provided by third parties, these links are provided for Your convenience only. External links may include, but are not limited to, links contained in advertisements, including banner advertisements and sponsored links. Split has no control over the content of those externally linked websites, applications and resources, and Split accepts no responsibility for such content or for any loss or damage that may arise from Your use of the externally linked websites, applications, resources and corresponding content. If You decide to access any third party websites, applications or resources linked to the Site, Application, Software, Materials, or Documents, You do so entirely at Your own risk and subject to the terms and conditions of use for such externally linked websites, applications and resources.

IP Rights

7.1 Exclusive Ownership

(a) The Materials are owned by Split, its licensors or other providers of such material, and are protected

by United States and international copyright, trademark, patent, trade secret and other intellectual

property or proprietary rights laws.

(b) Any and all IP Rights, including patents, copyrights, Trademarks, trade secrets, and other IP Rights, in

the Site, Application, Software, Materials and the Documentation are and shall remain the exclusive

property of Split and/or its licensors. You do not acquire hereby any IP Rights or rights in any confidential information or trade secrets in or relating to the Site, Application, Software, Services, or any

part thereof. You are entitled only to the limited use of the IP Rights granted to You in these Terms of

Use. You will not take any action to jeopardize, limit or interfere with Split IP Rights. Any unauthorized

use of Split IP Rights is a violation of these Terms of Use as well as a violation of intellectual property

laws, regulations and treaties.

receive Services for limited Permissible Commercial Use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store or transmit any of the material on the Split Site, Application, Software, Materials, Documentation or Services, except as follows:

Temporary computer storage of copies of such information in RAM incidental to accessing or

viewing the information;

Files automatically cached by Your Web browser for display enhancement;
The Application is available for download to Your mobile or desktop device. You may download

a single copy of the Software underlying the Application to Your mobile or desktop device solely for the limited Permissible Commercial Use described herein, provided that You agree to be bound by the Terms of Subscription entered into on even date herewith.

(d) You must not (i) modify copies of any Materials from the Split Site, Application, Software, Application or Documentation; (ii) use any illustrations, photographs, video or audio sequences or any graphics separately from the accompanying text; (iii) delete or alter any IP Rights, including, without limitation copyright, trademark, or other proprietary rights notices from copies of materials from the Split Site, Application, Software, Materials or Documentation.

(e) You must not access or use any Services or Materials from the Split Site, Application, Software or

Documentation for any commercial purpose not identified as a Permissible Commercial Use as defined in

these Terms of Use. If You wish to make any commercial use of any Services or Materials from the Split Site, Application, Software or Documentation, other than that set out herein, please submit a request for such use to [email protected]. Split may, at its sole discretion, deny such request for any reason or no reason at all.

(f) If You print, copy, modify, download or otherwise use or provide any other person with access to any

part of the Split Site, Application, Software, and Materials and/or Documents in breach of these Terms

of Use, Your right to use the Site, Application, Software, Materials, Documents and Services will cease

immediately and You must, at Split’s option, return or destroy any copies of the materials You have

made. No right, title or interest in or to the Split Site, Application, Software, Materials, or Documents or

any content on the Split Site, Application, Software, Materials, or Documents is transferred to You, and

all rights not expressly granted are reserved by Split.

7.2 No Removal of Notices: You shall not remove, obscure, make illegible or alter any notices or indications of the IP Rights and/or Split rights and ownership thereof, whether such notice or indications

are affixed on, contained in or otherwise connected to any Materials.

Confidentiality.

You acknowledge and agree that Split developed the Site, Application, Software, Materials, Services and

Documentation at considerable time and expense. The Site, Application, Software, Materials and

Documents are confidential to and contain trade secrets of Split. You agree to maintain the Site,

Application, Software, Materials and Documents in strict confidence and not to disclose or provide access

thereto to any person except to those persons with a need for access to exercise the license rights

conferred to You under these Terms of Use.

Your Privacy.

Split is committed to respecting Your privacy and the confidentiality of Your Personal Information. By

submitting Personal Information to Split, including without limitation Your name, mailing address and

e-mail address, You consent to the collection, processing, transmission and disclosure of such Personal

Information by Split for the purposes of Split internal use and specifically the purposes for which such

information has been requested, such as billing requirements. Split adheres to its Privacy Policy, located at www.gosplit.go/privacy.

Term and Termination.

10.1 Effective Date. These Terms of Use shall be effective when You agree to be bound by these Terms

of Use, as manifested by your clicking on the appropriate checkbox during sign up.

10.2 Termination for Breach. If You breach any provision of these Terms of Use, Split may, in addition

to all other rights and remedies provided by these Terms of Use or by law, terminate Your permission to

use the Site, Application, Software, Materials, Documentation and/or Services. Split will have the right to terminate Your right to use the Site, Application, Software, Materials, Documentation and/or Services if:

(a) You fail to comply with or perform a term or condition herein, including the failure to pay any fees

when due;

(b) You interfere with Split customer service or business operations; or

these Terms of Use, the Privacy Policy , and any other policy of Split applicable to Your use of Site,

Application, Software, Materials, Documentation and/or Services, www.Split.com, or otherwise.

10.3 Termination Without Breach. In addition, Split may terminate Your right to use the Site,

Application, Software, Materials, Documentation and/or Services without any liability whatsoever if:

(a) Split is prevented from providing any portion or all of the Site, Application, Software, Materials,

Documentation and/or Services by any law, regulation, requirement or ruling issued in any form

whatsoever by judicial or other governmental body; or

(b) The provider of the technology used in conjunction with compatible devices ceases to make the

technology available to users of the Split Site and/or Application, including the underlying Software.

10.4 Upon termination of Your rights as provided in this Section, You will cease all use of the Site,

Application, Software, Materials, and Documentation and Split shall cease to provide the Services.

10.5 Split shall not have any liability to You arising from or related to the termination of these Terms of

Use in accordance with this Section.

Changes to the Terms of Use

Split reserves the right to make changes to these Terms of Use from time to time in its sole discretion.

All changes shall be effective immediately when posted and shall apply to all access and use of the Site,

Application, Software, Materials, Documents and Services, as may be applicable. Split will provide You

with reasonable notice of the change by e-mail or by posting notice of the change at www.gosplit.go. If You continue to use the Site, Application, Software, Materials, Documentation or Services more than thirty (30) days after notice of the change has been given, You shall be deemed to have accessed and accepted the Terms of Use and agreed to be bound and abide by the provisions of the Terms of Use. You are expected to check this page from time to time so that You are aware of any changes, as they will be binding on You.

Access and Account Security

(a) Split reserves the right to amend the Site, Application, Software, Materials, Documentation and/or

Services it provides to You in its sole discretion without notice. Split will not be liable if, for any reason,

all or any part of the Site, Application, Software, Materials, Documentation and/or Services Split

provides to You is out of date or unavailable at any time or for any period. From time to time, Split may

restrict access to some parts of the Site, Application, Software, Materials, Documentation and/or

Services, or the entire Site, Application, Software, Materials, Documentation and/or Services to users,

including registered users.

(b) You are responsible for making all arrangements necessary for You to have access to the Site and/or

Application, and for ensuring that all persons who access the Site through Your internet connection or

through Your mobile device are aware of these Terms of Use and comply with them.

includes Personal Information (as defined in the Privacy Policy). It is a condition of Your use of the Site

and/or Application that all the information You provide or otherwise contribute to the Site, Application or

Split generally is correct, current and complete. You agree that all information You provide or contribute

to Split through the Site, Application or other method, is governed by our Privacy Policy, and You

consent to all actions taken by Split with respect to such information consistent with these Terms of Use

and the Privacy Policy.

(d) If You choose, or are provided with, a User ID, Password or any other identifier or information as part

of the Split security procedures, You agree to treat such identifiers and information as confidential, and

You agree not to disclose it or them to any other person or entity. You also acknowledge that Your account is personal to You and agree not to provide any other person with access to the Site, Application, or Services using Your User ID, Password or other security identifiers or information. You agree to ensure that You exit from Your User account at the end of each session. You agree to notify Split immediately of any unauthorized access to or use of Your User ID or Password or any other breach of security. Split has the right to disable any User ID, Password or other identifier, whether chosen by You or provided by Split or its agent, at any time, in Split’s sole discretion, for any reason or no reason at all,

including if, in Split’s opinion, You have violated any provision of these Terms of Use or the Privacy

Policy.

(e) All information that Split will collect, transmit or maintain on the Site is subject to the Privacy Policy.

By using the Site and/or Application, You consent to all actions taken by Split with respect to Your information in compliance with the Privacy Policy.

Assumption of Liability and Release.

Assumption of Risk. You acknowledge and agree that riding as a passenger on a Vehicle or similar transportation comes with it inherent risks. RIDING ON A VEHICLE IS AN INHERENTLY DANGEROUS ACTIVITY AND INVOLVES RISKS THAT MAY CAUSE SERIOUS INJURY AND IN SOME CASES DEATH, because of the lack of safety features, road conditions, and behavior of drivers, among other reasons. You voluntarily assume the risk and danger of injury or death inherent in the use of the Vehicle provided by Split’s Driver. You represent that you have no history of epileptic seizures, heart condition, or any other medical problem that could be affected by riding a Vehicle. You represent that you are familiar with the operation of the Vehicle, and you are reasonably competent and physically fit to ride as a passenger. By choosing to ride a Vehicle, you agree to assume all responsibilities and risks for any injuries or medical conditions. You agree that you are responsible for determining whether conditions, including, without limitation, rain, fog, snow, hail, ice, heat or electrical storms, make it dangerous to ride on a Vehicle.

You agree that you will not:

ride a Vehicle while carrying any briefcase, backpack, bag, child, second person, or other item if it impedes your ability to safely ride the Vehicle.
use any cellular telephone, text messaging device, portable music player, or other device that may distract you from safely riding the Vehicle.
ride a Vehicle while under the influence of any alcohol, drugs, medication, or other substance that may impair your ability to safely ride on the Vehicle.
ask the Driver to race, stunt, or trick ride on the Vehicle, or go off of established, legal roads.
request that Driver operate Vehicle on unpaved roads, through water (beyond normal urban riding), or in any location that is prohibited, illegal and/or a nuisance to others.
use the Vehicle in violation of any law, ordinance or regulation.

ALL RIDERS MUST WEAR PROTECTIVE A HELMET. YOU AGREE THAT A PROTECTIVE HELMET IS REQUIRED TO RIDE ON THE VEHICLE AND YOU AGREE TO WEAR A HELMET AT ALL TIMES WHILE MOUNTED.

You must not exceed the maximum weight limit for the Vehicle (200 pounds).

You hereby acknowledge that you have been advised by legal counsel, you are familiar with and fully understand the provisions of California Civil Code Section 1542 which provides as follows: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.” Having been so advised, you nevertheless elect to and do assume all risks for Claims known or unknown, suspected or unsuspected, heretofore arising from the subject of this Agreement, and you specifically waive any rights you may have under Section 1542, as well as under any other statute or common-law principle in any jurisdiction with a similar effect.

Indemnification.

You shall defend, indemnify, and hold harmless Split, its Affiliates, and each of its and its Affiliate’s

employees, contractors, directors, officers, suppliers, service providers, licensors, successors,

representatives, agents and assigns (each a “Split Indemnified Party”) from any claims, damages,

losses, or expenses (including attorneys’ fees and costs) incurred by any Split Indemnified Party in

connection with all claims, suits, judgments and causes of action (i) for infringement of patents, IP Rights

or other intellectual property or proprietary rights arising from combining with or using any device, system or service in connection with the Site, Application, Software, Materials, Documents and Services or any portion thereof, (ii) for damages arising from Your breach of these Terms of Use, (iii) for libel, slander, defamation or infringement of any third party intellectual property rights with respect to material

transmitted by You using the Site, Application, Software, Materials, Documents or Services, or (iv) arising from Your use of the Site, Application, Software, Materials, Documents or Services. No remedy herein conferred upon Split is intended to be, nor shall it be construed to be, exclusive of any other remedy provided herein or as allowed by law or in equity, but all such remedies shall be cumulative.

DISCLAIMER OF WARRANTIES.

15.1 You understand that Split cannot and does not guarantee or warrant that files available for

downloading from the Internet, the Site or the Application will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy Your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to the Split Site and Application for any reconstruction of any lost data. SPLIT WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUS OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE SITE, APPLICATION, SOFTWARE, MATERIALS, DOCUMENTS OR SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.

15.2 YOUR USE OF THE SITE, APPLICATION, SOFTWARE, MATERIALS, DOCUMENTS, AND/OR SERVICES, OR THE CONTENT THEREOF, AND ANY ITEMS OBTAINED THROUGH THE SITE AND UNDERLYING SOFTWARE, MATERIALS, DOCUMENTS OR SERVICES IS AT YOUR OWN RISK. THE SITE, APPLICATION, SOFTWARE, MATERIALS, DOCUMENTS AND SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. ALL WARRANTIES AND CONDITIONS, EXPRESS, IMPLIED, AND STATUTORY, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR USE, ACCURACY OR COMPLETENESS, RELIABILITY, SATISFACTORY QUALITY, AND QUIET ENJOYMENT, OR OTHER WARRANTIES OR CONDITIONS ARISING BY STATUTE, OPERATION OR

LAW, COURSE OF DEALING, USAGE OF TRADE OR OTHERWISE ARE HEREBY DISCLAIMED.

SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF IMPLIED

WARRANTIES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO USER TO THE EXTENT

PROHIBITED BY LOCAL LAW OR REGULATION. SPLIT DOES NOT WARRANT THAT THE USE OF THE SITE, APPLICATION, SOFTWARE, MATERIALS, DOCUMENTS AND/OR SERVICES WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ANY DATA SENT BY OR TO YOU WILL BE TRANSMITTED IN UNCORRUPTED FORM OR WILL BE TRANSMITTED WITHIN A REASONABLE PERIOD OF TIME. THIS WARRANTY DISCLAIMER IS A FUNDAMENTAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN YOU AND SPLIT. SPLIT WOULD NOT PROVIDE THE SITE, APPLICATION, SOFTWARE, MATERIALS, DOCUMENTS OR SERVICES ABSENT SUCH DISCLAIMER. NO REPRESENTATIONS OR WARRANTIES ARE MADE BY ANY OF SPLIT’S LICENSORS UNDER OR BY VIRTUE OF THESE TERMS OF USE. THERE ARE NO SERVICE LEVEL GUARANTEES WHATSOEVER IN RESPECT OF THE SITE, APPLICATION, SOFTWARE, OR SERVICE.

15.3 WITHOUT LIMITING THE FOREGOING, NEITHER SPLIT NOR ANYONE ASSOCIATED WITH SPLIT REPRESENTS OR WARRANTS THAT THE SITE, APPLICATION, SOFTWARE, MATERIALS, DOCUMENTS, AND/OR SERVICES, OR THE CONTENT THEREOF, AND ANY ITEMS OBTAINED THEREFROM, WILL BE ACCURATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT THE SITE AND UNDERLYING SOFTWARE OR THE CLOUD THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE SITE, APPLICATION, SOFTWARE, MATERIALS, DOCUMENTS, AND/OR SERVICES, OR THE CONTENT THEREOF, AND ANY ITEMS OBTAINED THEREFROM, WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

15.4 YOU ACKNOWLEDGE AND AGREE THAT SPLIT AND ITS LICENSORS CANNOT TRANSMIT DATA VIA THE SITE, APPLICATION OR UNDERLYING SOFTWARE IF YOUR DEVICE IS UNREACHABLE (i.e., OUT OF CELLULAR COVERAGE, POWERED OFF, WITHOUT INTERNET CONNECTION, ETC.). SPLIT WILL ATTEMPT TO TRANSMIT DATA FOR UP TO EIGHT (8) HOURS. THE SITE, APPLICATION, SOFTWARE, AND SERVICES ARE NOT A GUARANTEED MEANS OF NOTIFICATION.

LIMITATION OF LIABILITY.

IN NO EVENT SHALL SPLIT, ITS AFFILIATES, AND EACH OF ITS AND ITS AFFILIATE’S

EMPLOYEES, CONTRACTORS, DIRECTORS, OFFICERS, SUPPLIERS, SERVICE PROVIDERS,

LICENSORS, SUCCESSORS, REPRESENTATIVES, AGENTS AND ASSIGNS BE LIABLE FOR ANY INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR INDIRECT DAMAGES OF ANY KIND (INCLUDING WITHOUT LIMITATION DAMAGES FOR INTERRUPTION OF BUSINESS, LOST DATA, LOST PROFITS, OR THE LIKE), REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE), STRICT PRODUCT LIABILITY, OR OTHER THEORY, EVEN IF SPLIT WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, FOR ANY ACTION ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SITE, APPLICATION, SOFTWARE, MATERIALS, DOCUMENTS, AND/OR SERVICES, OR THE CONTENT THEREOF, AND ANY ITEMS OBTAINED THEREFROM, ANY EXTERNALLY LINKED WEBSITE OR OTHER RESOURCE, ANY CONTENT OF THE SITE, APPLICATION, SOFTWARE, MATERIALS OR DOCUMENTS, OR EXTERNALLY LINKED WEBSITE OR OTHER RESOURCE. IN NO EVENT WILL THE CUMULATIVE LIABILITY OF SPLIT ARISING OUT OF OR RELATED TO THESE TERMS OF USE EXCEED THE AMOUNT PAID TO SPLIT IN RESPECT OF THE SUBSCRIPTION TO THE SOFTWARE AND SERVICES (AS DEFINED IN SECTION 6 HEREIN) GIVING RISE TO THE CLAIM. SPLIT SHALL HAVE NO LIABILITY WHATSOEVER TO YOU OR ANY PARTY CLAIMING BY OR THROUGH YOU FOR THE ACCURACY, TIMELINESS OR CONTINUED AVAILABILITY OF THE SITE,

APPLICATION, SOFTWARE, MATERIALS OR DOCUMENTS, OR ANY SERVICES OR ITEMS OBTAINED THEREFROM. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Assignment.

Split may assign its rights and obligations under these Terms of Use without notice to You. You shall not

assign Your rights or obligations under these Terms of Use without the prior written consent of Split

(such consent may be withheld or conditioned at Split’s sole discretion) and any assignment without

Split’s prior written consent shall be null and void and of no effect.

Notices.

All notices required under these Terms of Use will be given as follows: (a) in the case of notices to Split,

by certified mail, return receipt requested, to the following address: Split Rides, LLC, 506 S. Spring Street, #13308, Los Angeles, CA 90013 such notice to be deemed effective upon receipt by Split; and (b) in the case of notices to You, Split may deliver notices to You by e-mail to the e-mail address that You provided to Split upon registering for the Site and/or Application, such notice to be deemed effective upon the earlier of (i) twenty-four (24) hours after transmission, or (ii) Your actual receipt of any such e-mail.

Force Majeure.

Notwithstanding any other provision of these Terms of Use, no party shall be deemed in default of these

provision shall not be construed as excusing nonperformance of any obligation by a party to make payment to the other party under these Terms of Use.

General Provisions.

20.1 No Third Party Beneficiaries. Except as otherwise specifically stated in these Terms of Use, the

provisions herein are for the benefit of the You and Split and not for any other person or entity.

20.2 No Waiver. Waiver by You or Split of any default by the other party shall not be deemed a

continuing waiver of such default or a waiver of any other default.

20.3 Survival. The terms, conditions and warranties contained in these Terms of Use that by their sense

and context are intended to survive the performance hereof by either or both parties shall so survive the

completion of performance, cancellation or termination of these Terms of Use, which such terms,

conditions and warranties shall include, but not be limited to, those provided in sections 2, 4, 5, 6-11,

13-16, and 18-20 of these Terms of Use.

20.4 Geographic Restrictions. Split is organized in the state of California, United States of America. Split provides the Site, Application, Software, Materials, Documents and Services for use only by persons residing in the United States. Split makes no claims that the Site, Application, Software, Materials, Documents or Services, or any content therefrom, is accessible or appropriate outside of the United States. Access to the Site, Application, Software, Materials, Documents and Services may not be legal by certain persons or in certain countries. If You access the Site, Application, Software and/or Services from outside of the United States, You do so on Your own initiative and risk and You are solely responsible for compliance with local laws and regulations. The Services are currently provided only in the United States of America, in select metropolitan areas.

20.5 Governing Law and Dispute Resolution. These Terms of Use and all matters relating to the Site,

Application, Software, Services and these Terms of Use and any dispute or claim arising therefrom or

related thereto (in each case, including non-contractual disputes or claims), are to be construed under the

laws of the state of California, USA, excluding any body of law governing conflicts of law.

Any disagreement or dispute arising out of or relating to these Terms of Use, or the breach thereof which the parties are unable to resolve after good faith negotiations, if You and Split are unable to resolve such disagreement or dispute within thirty (30) days of meeting, shall be settled by final and binding arbitration to be conducted in Los Angeles, California, USA. You and Split shall each bear one half of the costs associated with the arbitration proceedings each party to bear their own attorney’s fees.

20.6 Severability. If a provision of these Terms of Use is held to be invalid or unenforceable, such

invalidity or unenforceability shall not invalidate or render unenforceable the entire Terms of Use, but

rather the entire Terms of Use shall be construed as if not containing the particular invalid or

unenforceable provision or provisions, and the rights and obligations of each party shall be construed and

enforced accordingly.

20.7 Entire Agreement. These Terms of Use constitute the entire agreement between You and Split

with respect to the subject matter hereof. You acknowledge that You have not relied on any statements

or representations made by or on behalf of Split in agreeing to enter into these Terms of Use.

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