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Terms & Conditions

Version 1.0 Effective Date: June 10, 2026 Operated by uDriveus, Inc. (“uDriveus”)

IMPORTANT NOTICE — PLEASE READ CAREFULLY BEFORE USING THIS PLATFORM

THESE TERMS OF USE CONTAIN AN ARBITRATION AGREEMENT (SECTION 22) AND A CLASS ACTION WAIVER (SECTION 22.6) THAT REQUIRE YOU TO RESOLVE DISPUTES WITH US ON AN INDIVIDUAL BASIS THROUGH BINDING ARBITRATION RATHER THAN IN COURT OR THROUGH A CLASS ACTION.  PLEASE READ THESE PROVISIONS CAREFULLY. YOU MAY OPT OUT OF THE ARBITRATION AGREEMENT AS DESCRIBED IN SECTION 22.10.

THESE TERMS ALSO CONTAIN SIGNIFICANT LIMITATIONS ON OUR LIABILITY TO YOU, INCLUDING A DISCLAIMER OF WARRANTIES (SECTION 18) AND A LIMITATION OF LIABILITY CLAUSE (SECTION 19) THAT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CAP OUR TOTAL LIABILITY TO YOU.

BY ACCESSING OR USING THE UDRIVEUS PLATFORM IN ANY MANNER, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD AND AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS IN THEIR ENTIRETY.  IF YOU DO NOT AGREE, YOU MUST IMMEDIATELY CEASE ALL USE OF THE PLATFORM.

1.  Acceptance of Terms

1.1  These Website Terms and Conditions (the “Terms”) constitute a legally binding agreement between you (“User,”“you,” or “your”) and uDriveus, Inc., a Delaware corporation (“uDriveus,”“we,”“us,” or “our”), governing your access to and use of the uDriveus website located at www.udriveus.com, any associated mobile applications, application programming interfaces, and all related services, features, content, and functionality collectively offered by uDriveus (collectively, the “Platform”).

1.2  By performing any of the following acts, you affirmatively and unconditionally accept and agree to these Terms, and all documents incorporated herein by reference, as of the earliest date on which such act occurs:

  • clicking or tapping any button or checkbox labeled “I Agree,”“Accept,”“Continue,” or bearing similar language;
  • accessing, browsing, or otherwise viewing any portion of the Platform;
  • creating or logging into a uDriveus account;
  • downloading, installing, or launching any uDriveus mobile application;
  • initiating, confirming, or completing any booking, transaction, or engagement through the Platform; or
  • otherwise using any product, service, or feature offered through the Platform.

1.3  If you do not agree to these Terms in their entirety, you are expressly prohibited from accessing or using the Platform in any manner, and you must immediately discontinue all use and uninstall any uDriveus application.

1.4  These Terms incorporate by reference the following additional policies and agreements, each of which is made a part hereof:

  • Privacy Policy — describes how uDriveus collects, uses, discloses, and safeguards personal information.
  • Driver Platform Agreement — governs the relationship between uDriveus and independent drivers who offer transportation-related services through the Platform.

1.5  In the event of any conflict between these Terms and any other policy or agreement incorporated herein, these Terms shall control unless the other document expressly states that it supersedes these Terms with respect to a specific subject matter.

1.6  uDriveus reserves the right to amend, modify, supplement, or replace these Terms at any time and in its sole discretion.  When material changes are made, uDriveus will provide notice through the Platform or by email to the address associated with your account at least thirty (30) days’ prior to the effective date of such changes, unless a shorter period is required by law.  Your continued use of the Platform after any amended Terms become effective constitutes your acceptance of such changes.  If you do not agree to the amended Terms, you must cease using the Platform and may close your account.

1.7  These Terms were last updated and are effective as of the date set forth on the cover page above.  Users are encouraged to review these Terms periodically.

2.  Platform Description

2.1  Nature of the Platform.  uDriveus is a pre-scheduled transportation marketplace platform that connects independent drivers with guests seeking pre-arranged transportation-related services.  The uDriveus Platform enables guests to search for, request, schedule and pay for transportation services provided directly by independent third-party drivers, all through a single digital interface.

2.2  uDriveus Is Not a Transportation Provider.  uDriveus is a technology company and marketplace operator, not a transportation company.  Specifically, uDriveus is NOT, and shall not be deemed to be, any of the following:

  • a transportation carrier;
  • a taxicab company or taxi service;
  • a limousine company or livery service;
  • a transportation network company (“TNC”) as defined under applicable state law, except to the extent uDriveus is expressly licensed as a TNC by a relevant regulatory authority;
  • a common carrier or contract carrier as defined under federal or state law;
  • a motor carrier;
  • a rideshare operator;
  • a charter transportation service;
  • a shuttle service;
  • a para-transit provider; or
  • an employer or staffing agency with respect to drivers.

2.3  uDriveus does not own, operate, control, or direct any vehicles used in connection with transportation services arranged through the Platform.  uDriveus does not set the routes, schedules or fares for individual trips beyond providing pricing guidance and algorithmic suggestions through the Platform.  All transportation services are provided solely by independent drivers who contract directly with guests.

2.4  Independent Contractor Status of Drivers.  Drivers who use the Platform are independent contractors and not employees, agents, joint venturers, or partners of uDriveus.  uDriveus does not control the manner in which drivers perform transportation services, the hours during which they are available, the vehicles they operate, or the routes they select.  uDriveus is not responsible or liable for the acts, omissions, conduct, or negligence of any driver.

2.5  Platform Services Only.  uDriveus provides the Platform solely as a technology service to facilitate connections between drivers and guests. uDriveus’srole is limited to:

  • operating and maintaining the Platform and its underlying technology;
  • processing payments on behalf of drivers and guests;
  • providing customer support services with respect to Platform-related matters;
  • establishing and enforcing community standards and eligibility requirements for Platform participation; and
  • providing access to reviews, ratings, and other Platform features intended to promote transparency and safety.

2.6  Pre-Scheduled Services Only.  The Platform is designed exclusively for pre-scheduled transportation engagements.  uDriveus does not facilitate or support on-demand, real-time, or hailed transportation services.  Guests must schedule transportation services in advance through the Platform in accordance with the booking procedures set forth in Section 5.

2.7  Geographic Availability.  The Platform is currently available in select markets within the United States of America.  uDriveus makes no representation that the Platform or any services offered through it are available or appropriate for use in any particular location.  Access to the Platform from jurisdictions where its contents are unlawful is prohibited.

3.  Eligibility

3.1  Age Requirement.  You must be at least eighteen (18) years of age to create an account or use the Platform in any capacity.  By using the Platform, you represent and warrant that you are at least eighteen (18) years old.  uDriveus does not knowingly permit the use of the Platform by persons under the age of eighteen (18).  If uDriveus discovers or has reason to believe that a user is under the age of eighteen (18), uDriveus reserves the right to immediately suspend or terminate such user’s account without notice.

3.2  Legal Capacity.  You represent and warrant that you have the full legal right, power, and authority to enter into these Terms and to perform all of your obligations hereunder.  If you are entering into these Terms on behalf of a legal entity, you further represent and warrant that you are duly authorized to bind such entity to these Terms.

3.3  Accurate Information.  You agree to provide accurate, complete, and current information in all interactions with the Platform, including during account registration, booking, and payment processes.  You represent and warrant that all information you submit to uDriveus is truthful and that you will promptly update such information to maintain its accuracy.

3.4  One Account Per Person.  You may maintain only one active personal account on the Platform.  Creating duplicate or multiple accounts is prohibited.  Corporate or business accounts are subject to separate terms available upon request.  uDriveus reserves the right to merge, suspend, or terminate duplicate accounts.

3.5  U.S. Residency.  The Platform is intended for use by persons who are residents of the United States of America.  By using the Platform, you represent that you are a U.S. resident or are otherwise authorized under applicable law to enter into binding contracts in the United States.  Access to or use of the Platform by persons in jurisdictions where such use is prohibited or restricted by applicable law is not authorized.

3.6  No Prior Suspension or Termination.  You represent and warrant that you have not been previously suspended or terminated from the Platform.  Any user whose account has been suspended or terminated may not re-register for a new account without uDriveus’s prior written consent.

3.7  Compliance with Law.  You represent and warrant that your use of the Platform will at all times comply with all applicable federal, state, and local laws, regulations, ordinances, and rules.

4.  Account Registration

4.1  Registration Requirement.  To access certain features of the Platform, including booking transportation services, you must create a uDriveus account.  Account registration requires you to provide certain personal information, including but not limited to your legal name, email address, telephone number, and payment information.  uDriveus may, in its sole discretion, require additional verification information.

4.2  Accuracy of Information.  You agree to provide accurate, complete, and truthful information during the registration process and to keep such information current and accurate at all times.  Providing false or misleading information during registration or at any subsequent time constitutes a material breach of these Terms and may result in immediate suspension or termination of your account.

4.3  Account Security.  You are solely responsible for maintaining the confidentiality and security of your account credentials, including your username and password.  You agree to:

  • select a strong, unique password for your account;
  • not share your password or account credentials with any third party;
  • not permit any third party to access or use your account;
  • log out of your account at the end of each session, particularly when using a shared or public device; and
  • take all reasonable precautions to prevent unauthorized access to your account.

4.4  Notification of Unauthorized Access.  You agree to notify uDriveus immediately at contact@udriveus.com upon becoming aware of any unauthorized access to or use of your account, any loss or theft of your credentials, or any other actual or suspected security breach affecting your account.  uDriveus will not be liable for any losses or damages arising from your failure to comply with this notification obligation.

4.5  Account Responsibility.  You are solely and fully responsible for all activities that occur under your account, whether or not authorized by you.  uDriveus shall not be liable for any loss or damage arising from unauthorized use of your account, except to the extent caused by uDriveus’s gross negligence or willful misconduct.

4.6  Suspension and Termination by uDriveus.  uDriveus reserves the right, in its sole and absolute discretion and without prior notice, to suspend, restrict, or permanently terminate your account and access to the Platform for any reason, including but not limited to:

  • actual or suspected violation of these Terms or any incorporated policy;
  • engagement in fraudulent, abusive, or illegal activity;
  • requests from law enforcement or other government authorities;
  • extended periods of account inactivity;
  • technical, security, or operational reasons; or
  • any other reason that uDriveus, in its sole discretion, deems appropriate.

4.7  Account Termination by You.  You may close your account at any time by submitting a request through the Platform’s account settings or by contacting uDriveus customer support.  Termination of your account will not relieve you of any obligations incurred prior to the effective date of termination, including any payment obligations.

4.8  Data Following Termination.  Upon termination of your account, uDriveus may retain certain data as required by applicable law, for legitimate business purposes, or as described in uDriveus’s Privacy Policy.  uDriveus has no obligation to retain any data following account termination.

5.  Booking and Engagements

5.1  Pre-Scheduled Engagements Only.  All transportation engagements facilitated through the Platform are pre-scheduled.  The Platform is not designed for, and does not support, on-demand or real-time hailing of vehicles or drivers.  By using the Platform, guests acknowledge and agree that they are arranging transportation services in advance, in accordance with the scheduling functionality provided.

5.2  Booking Process.  To book a transportation engagement, guests must:

  • log in to their uDriveus account;
  • enter the requested pickup location, destination, date, and time;
  • select from any available service options presented by the Platform;
  • review and confirm the estimated fare and any applicable fees;
  • provide valid payment information; and
  • receive a booking confirmation via the Platform or email.

A booking is not confirmed until the guest receives a booking confirmation notification from uDriveus.  uDriveus reserves the right to reject or cancel any booking request at any time prior to confirmation.

5.3  No Guarantee of Availability.  uDriveus does not guarantee the availability of drivers or transportation services at any particular time, location, or price point.  The availability of drivers and services is subject to supply, demand, geographic location, time of day, and other factors beyond uDriveus’s control.  uDriveus expressly disclaims any warranty of availability.

5.4  Independent Contractor Acknowledgment.  Guests acknowledge and agree that:

  • drivers providing services through the Platform are independent contractors, not employees, agents, or representatives of uDriveus;
  • uDriveus does not control the manner in which drivers perform services;
  • uDriveus is not responsible for the quality, safety, timeliness, or availability of any transportation service provided by a driver;
  • the transportation service is rendered by the driver, not by uDriveus; and
  • any dispute arising out of or relating to the actual performance of transportation services is between the guest and the driver, not uDriveus.

5.5  Guest Conduct During Engagements.  Guests agree to behave safely, respectfully, and lawfully during all transportation engagements.  Guests are responsible for ensuring that any passengers they bring comply with these Terms and applicable law.  Guests shall not engage in any conduct that threatens the safety of the driver, other passengers, or third parties.

5.6  Cancellation Policy.  Cancellation of confirmed bookings is subject to uDriveus’s Cancellation Policy, which is incorporated by reference and may be updated from time to time at uDriveus’s sole discretion.  Guests acknowledge that:

  • late cancellations may result in cancellation fees charged to the guest’s payment method;
  • the amount of any cancellation fee depends on the timing of the cancellation relative to the scheduled pickup time;
  • uDriveus’s current Cancellation Policy is available on the Platform and may be modified at any time with reasonable notice to guests; and
  • refunds for cancelled bookings are subject to the Cancellation Policy in effect at the time of cancellation.

5.7  No-Show Policy.  If a guest fails to appear at the designated pickup location within the time window specified in the booking confirmation (the “No-Show Period”), the booking may be marked as a no-show.  A no-show fee may be charged to the guest’s payment method in an amount determined by uDriveus in its sole discretion.  No-show determinations are final and non-appealable absent manifest error.

5.8  Driver Cancellations.  In the event a driver cancels a confirmed booking, uDriveus will use commercially reasonable efforts to locate an alternative driver for the guest.  uDriveus cannot guarantee that a replacement driver will be available.  In the event of a driver-initiated cancellation, guests will not be charged a cancellation fee.

5.9  Modification of Bookings.  Guests may request modifications to a confirmed booking through the Platform, subject to driver acceptance and platform availability.  Modifications may result in changes to the fare and applicable fees.  Not all modifications can be accommodated.

6.  Payment Terms

6.1  Agreement to Pay.  By completing a booking through the Platform, you unconditionally agree to pay all charges associated with such booking, including the base fare, any applicable surcharges, taxes, fees, and any cancellation or no-show fees that may apply.  All payment obligations arise at the time of booking confirmation unless otherwise specified.

6.2  Authorization for Payment Processing.  By providing payment information to uDriveus, you expressly authorize uDriveus and/or its designated third-party payment processor(s) to:

  • charge the payment method on file for all amounts owed in connection with bookings, fees, and charges under these Terms;
  • store your payment information securely in accordance with applicable Payment Card Industry Data Security Standards (PCI-DSS);
  • initiate payment transactions on your behalf at the time of booking confirmation or service completion, as applicable;
  • charge any applicable cancellation fees, no-show fees, or other charges as provided under these Terms; and
  • issue refunds to your payment method as provided herein.

6.3  Pricing and Fare Disclosure.  uDriveus will display the estimated fare and all material fees, surcharges, and taxes before a guest confirms a booking.  Estimated fares may differ from the final fare in the event of route deviations, additional stops, wait time charges, or other factors affecting service duration.  uDriveus uses dynamic pricing algorithms that may result in fares fluctuating based on demand, time of day, and other market conditions.

6.4  Taxes and Fees.  Fares displayed on the Platform may be exclusive of applicable federal, state, and local taxes and governmental fees.  All applicable taxes and fees will be disclosed prior to booking confirmation.  You are solely responsible for any taxes, duties, or charges imposed on you personally in connection with your use of the Platform.

6.5  Refund Policy.  Refunds, if any, are issued at uDriveus’s sole and absolute discretion and in accordance with the Cancellation Policy and these Terms.  uDriveus does not guarantee refunds in any circumstance.  Where a refund is determined to be appropriate, uDriveus will process the refund to the original payment method within a reasonable period of time.  Processing times may vary depending on the issuing financial institution.

6.6  Disputed Charges.  If you believe a charge to your account is incorrect, you must notify uDriveus in writing within thirty (30) days of the charge by contacting contact@udriveus.com and providing a description of the disputed charge, the date and amount of the charge, and the reasons for the dispute.  uDriveus will investigate all good-faith disputes and respond within a reasonable time.  You agree not to initiate a chargeback or dispute with your card issuer or bank prior to contacting uDriveus and allowing uDriveus a reasonable opportunity to resolve the matter.  Initiation of a chargeback without prior notice to uDriveus may result in suspension or termination of your account.

6.7  Failed Payments.  If a payment cannot be processed due to insufficient funds, expired payment information, or any other reason, you agree to promptly update your payment information and authorize uDriveus to re-attempt the charge.  uDriveus reserves the right to suspend access to the Platform until all outstanding balances are paid in full.

6.8  Third-Party Payment Processors.  uDriveus uses third-party payment processors to process transactions.  Your use of payment processing services is subject to the terms and conditions of the applicable payment processor, which are separate from these Terms.  uDriveus is not responsible for any errors, delays, or failures caused by or attributable to third-party payment processors.

7.  User Conduct and Prohibited Activities

7.1  General Standards of Conduct.  You agree to use the Platform only for lawful purposes and in a manner that does not infringe the rights of others or restrict or inhibit anyone’s use or enjoyment of the Platform.  You agree to comply with all applicable federal, state, and local laws, regulations, and ordinances in connection with your use of the Platform.

7.2  Prohibited Activities.  Without limiting the generality of Section 7.1, you expressly agree that you will NOT, directly or indirectly:

  • Illegal Activity: use the Platform to commit, facilitate, or promote any act that violates any applicable federal, state, or local law, regulation, or ordinance, including but not limited to laws relating to transportation, labor, privacy, consumer protection, anti-money laundering, and anti-terrorism;
  • Harassment and Abuse: harass, threaten, intimidate, stalk, abuse, defame, or otherwise engage in harmful or offensive conduct toward any other user, driver, uDriveus employee, contractor, or any third party;
  • Discrimination: discriminate against any person on the basis of race, color, religion, national origin, sex, disability, age, sexual orientation, gender identity, marital status, veteran status, genetic information or any other characteristic protected by applicable federal, state or local law;
  • Fraud and Misrepresentation: engage in any fraudulent, deceptive, or misleading conduct, including but not limited to creating false accounts, providing false information, impersonating any person or entity, misrepresenting your identity or affiliation, or falsifying reviews, ratings, or other user-generated content;
  • Intellectual Property Infringement: upload, transmit, or otherwise make available any content that infringes or misappropriates any patent, copyright, trademark, trade secret, or other intellectual property right of any third party;
  • Unauthorized Data Collection — Scraping: use any robot, spider, crawler, scraper, data mining tool, or other automated means to access, index, mine, or harvest any content or data from the Platform, or to bypass, circumvent, or defeat any measures employed by uDriveus to prevent unauthorized data collection;
  • Reverse Engineering: decompile, disassemble, reverse engineer, or otherwise attempt to derive the source code, algorithms, structure, organization, or underlying ideas of the Platform or any software component thereof;
  • Platform Interference: take any action that imposes an unreasonable or disproportionately large load on uDriveus’s infrastructure, interferes with or disrupts the integrity or performance of the Platform, or interferes with any other user’s access to or enjoyment of the Platform;
  • Impersonation: impersonate or falsely represent your affiliation with uDriveus or any other person or entity;
  • Malware and Harmful Code: upload, transmit, or otherwise introduce any virus, worm, Trojan horse, ransomware, spyware, adware, or any other malicious or harmful code, program, or file into the Platform or uDriveus’s systems;
  • Misuse of Other Users’ Data: collect, store, use, or disclose any personal information about other users without their express consent and except as reasonably necessary to complete a transportation engagement facilitated through the Platform;
  • Circumventing Security Measures: attempt to probe, scan, test, exploit or circumvent any security feature, authentication mechanism, or access control of the Platform or any uDriveus system;
  • Commercial Exploitation Without Authorization: use the Platform or any content derived from it for any commercial purpose, including advertising, solicitation, or the resale of Platform services, without uDriveus’s prior express written consent;
  • Circumventing Platform Fees: solicit, induce, or request any driver or other user to complete a transaction outside the Platform in order to avoid paying fees to uDriveus;
  • Spam and Unsolicited Communications: send any unsolicited or unauthorized advertising, promotional materials, spam, or chain letters to other users through the Platform;
  • Posting Objectionable Content: post, transmit, or make available any content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, pornographic, libelous, invasive of another’s privacy, or otherwise objectionable; and
  • Facilitation of Violations: assist, encourage, or enable any third party to engage in any of the activities prohibited in this Section 7.2.

7.3  Consequences of Prohibited Conduct.  Any violation of this Section 7 may result in, without limitation: (a) immediate suspension or termination of your account; (b) reporting of your conduct to appropriate law enforcement authorities; (c) civil legal action for injunctive relief, damages, or any other remedy available at law or in equity; and (d) any other action uDriveus deems appropriate in its sole discretion.

8.  User Content

8.1  Definition.  “User Content” means any content, information, data, text, photographs, images, videos, audio recordings, reviews, ratings, comments, feedback, or other material that you submit, upload, post, transmit, display, or otherwise make available through the Platform, whether publicly or privately.

8.2  License Grant.  By submitting User Content to the Platform, you hereby grant uDriveus a worldwide, non-exclusive, royalty-free, irrevocable, sublicensable, and transferable license to use, reproduce, modify, adapt, publish, translate, distribute, publicly display, publicly perform, and otherwise exploit your User Content, in whole or in part, in any media or format now known or hereafter developed, for the purposes of:

  • operating, maintaining, improving, and promoting the Platform;
  • verifying compliance with these Terms;
  • conducting safety, security, and fraud prevention activities;
  • fulfilling legal and regulatory obligations; and
  • any other purpose disclosed in uDriveus’s Privacy Policy.

8.3  Representations Regarding User Content.  By submitting User Content, you represent and warrant that:

  • you own or have all necessary rights, licenses, consents, and permissions to submit the User Content and to grant the license set forth in Section 8.2;
  • the User Content does not infringe or misappropriate any third-party intellectual property right, privacy right, or other proprietary right;
  • the User Content is accurate and not misleading;
  • the User Content does not violate any applicable law, regulation, or these Terms; and
  • the User Content does not contain any viruses, malware, or other harmful code.

8.4  uDriveus’s Right to Remove Content.  uDriveus reserves the right, but has no obligation, to review, screen, edit, modify, refuse to post, or remove any User Content at any time and for any reason, including but not limited to User Content that uDriveus determines, in its sole discretion, violates these Terms, is offensive, illegal, or otherwise objectionable, or that may expose uDriveus to liability.

8.5  No Obligation to Monitor.  uDriveus has no obligation to monitor User Content submitted to the Platform.  However, uDriveus reserves the right to monitor User Content for compliance with these Terms and applicable law.  uDriveus’s decision to monitor or not to monitor User Content shall not create any duty or liability on the part of uDriveus with respect to such content.

8.6  Feedback.  If you submit any suggestions, ideas, recommendations, or feedback to uDriveus regarding the Platform or its services (“Feedback”), you acknowledge and agree that such Feedback is non-confidential and that uDriveus may use and incorporate such Feedback into the Platform or its products and services without restriction, attribution, or compensation to you.

8.7  Retention.  uDriveus may retain User Content following the termination of your account to the extent required by law, for fraud prevention or safety purposes, or as otherwise set forth in the Privacy Policy.

9.  Intellectual Property

9.1  uDriveus’s Intellectual Property.  The Platform, including all of its components, is owned by or licensed to uDriveus and is protected by applicable federal and state intellectual property laws, including copyright, patent, trademark, and trade secret law.  Without limiting the foregoing, the following are the exclusive property of uDriveus or its licensors:

  • the Platform and all software, technology, code, scripts, and algorithms underlying or comprising the Platform;
  • the Platform’s user interfaces, visual design, graphics, layouts, icons, and look and feel;
  • all Platform content, including text, images, photographs, audio, video, and data compilations;
  • uDriveus’s trade names, trademarks, service marks, logos, slogans, and brand identifiers (collectively, “UDrive Marks”);
  • all patents, patent applications, and inventions relating to the Platform;
  • all trade secrets and confidential information relating to the Platform; and
  • all derivative works, modifications, enhancements, and improvements to any of the foregoing.

9.2  Limited License to Users.  Subject to your strict compliance with these Terms, uDriveus grants you a limited, personal, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Platform solely for your own personal, non-commercial purposes in accordance with these Terms.  This license does not include the right to:

  • copy, reproduce, or distribute any portion of the Platform or its content for any purpose;
  • modify, adapt, translate, or create derivative works based on the Platform or its content;
  • decompile, disassemble, or reverse engineer the Platform or any portion thereof;
  • remove, alter, or obscure any copyright, trademark, or other proprietary rights notices;
  • publicly display or perform the Platform or any portion thereof;
  • use the uDriveus Marks without uDriveus’s prior express written consent;
  • scrape, index, or otherwise extract data or content from the Platform by automated means; or
  • sublicense, sell, resell, transfer, assign, or commercially exploit the Platform or any portion thereof.

9.3  Reservation of Rights.  All rights not expressly granted in these Terms are reserved by uDriveus and its licensors.  No license or right is granted to you by implication, estoppel, or otherwise with respect to any intellectual property owned or controlled by uDriveus or its licensors.

9.4  Feedback License.  To the extent any User Content constitutes Feedback as defined in Section 8.6, you hereby assign to uDriveus all right, title, and interest in and to such Feedback, including all intellectual property rights therein.

9.5  Reporting Infringement.  If you believe that your intellectual property rights have been infringed through the Platform, please refer to Section 12 of these Terms for information regarding uDriveus’s DMCA notice and takedown process.

10.  Third-Party Links and Services

10.1  Third-Party Content.  The Platform may contain links to, integrations with, or advertisements for third-party websites, applications, services, or resources that are not owned, operated, controlled, or endorsed by uDriveus (collectively, “Third-Party Services”).  uDriveus provides such links and integrations solely as a convenience to users.

10.2  No Endorsement.  The presence of any link to or integration with a Third-Party Service on the Platform does not constitute or imply uDriveus’s endorsement, sponsorship, recommendation, or approval of such Third-Party Service or any content, product, or service offered therein.  uDriveus makes no representation or warranty regarding the accuracy, completeness, reliability, quality, or safety of any Third-Party Service.

10.3  Use at Own Risk.  Your access to and use of any Third-Party Service is entirely at your own risk.  uDriveus expressly disclaims all responsibility and liability for any loss, damage, or harm arising from your access to or use of any Third-Party Service, including without limitation harm caused by any virus, malware, or other harmful code originating from a Third-Party Service.

10.4  Third-Party Terms.  Your interactions with Third-Party Services are governed exclusively by the terms and conditions and privacy policies of those Third-Party Services.  uDriveus is not a party to, and has no responsibility with respect to, any agreement between you and any third party.

10.5  Third-Party Drivers and Partners.  For the avoidance of doubt, independent drivers who provide transportation services through the Platform are third-party service providers, not uDriveus employees or agents.  uDriveus’s role with respect to drivers is limited to providing the Platform as a technology marketplace, as further described in Section 2.

11.  Accessibility and Non-Discrimination

11.1  Commitment to Accessibility.  uDriveus is committed to ensuring that the Platform and the transportation services facilitated through it are accessible to all individuals, including persons with disabilities.  uDriveus strives to design and operate the Platform in a manner consistent with applicable accessibility standards and best practices.

11.2  ADA Compliance.  uDriveus is committed to compliance with the Americans with Disabilities Act of 1990, as amended (“ADA”), Title III of which prohibits discrimination against persons with disabilities in places of public accommodation, including applicable digital services.  uDriveus will make reasonable modifications to its policies, practices, and procedures to accommodate persons with disabilities, and will ensure that transportation services accessible to individuals using wheelchairs or other mobility devices are offered to the extent required by law.

11.3  Title II of the Civil Rights Act.  uDriveus is committed to compliance with Title II of the Civil Rights Act of 1964, as amended, and all other applicable federal civil rights statutes and regulations, which prohibit discrimination on the basis of race, color, and national origin in programs and activities receiving federal financial assistance.  To the extent applicable, uDriveus also complies with Executive Order 12898 on environmental justice and Executive Order 13166 on limited English proficiency.

11.4  State Civil Rights Statutes.  uDriveus is committed to compliance with applicable state civil rights statutes and transportation non-discrimination laws in each jurisdiction in which it operates, which may provide protections in addition to those afforded by federal law.

11.5  Non-Discrimination Policy.  uDriveus and all drivers using the Platform are strictly prohibited from discriminating against any user, guest, or prospective user on the basis of any protected characteristic, including without limitation:

  • race;
  • color;
  • religion or creed;
  • national origin or ancestry;
  • sex or gender;
  • disability (physical or mental);
  • age;
  • sexual orientation;
  • gender identity or expression;
  • marital or domestic partner status;
  • veteran or military status;
  • genetic information; or
  • any other characteristic protected by applicable federal, state, or local law.

11.6  Service Animals.  Consistent with the ADA and applicable state law, all drivers using the Platform are required to accommodate guests traveling with service animals trained to perform tasks for individuals with disabilities.  Drivers may not refuse service, charge additional fees, or otherwise discriminate against guests accompanied by service animals.  A driver’s personal allergies or religious beliefs do not exempt the driver from this requirement.  Any driver who violates this policy is subject to immediate suspension or deactivation from the Platform.

11.7  Reporting Discrimination.  If you believe you have experienced discrimination in connection with your use of the Platform, please contact uDriveus’s Civil Rights Compliance team at contact@udriveus.com.  uDriveus takes all reports of discrimination seriously and will investigate all good-faith complaints promptly.

11.8  Accessibility Assistance.  If you require assistance accessing the Platform due to a disability, or if you encounter accessibility barriers, please contact uDriveus at contact@udriveus.com uDriveus will make reasonable efforts to provide accessible alternatives or accommodations.

12.  DMCA and Copyright

12.1  Respect for Intellectual Property Rights.  uDriveus respects the intellectual property rights of others and expects all users of the Platform to do the same.  It is uDriveus’s policy to respond to valid notices of alleged copyright infringement that comply with the Digital Millennium Copyright Act of 1998 (“DMCA”), 17 U.S.C. § 512, and applicable law.

12.2  DMCA Takedown Procedure.  If you believe that any content available on or through the Platform infringes upon your copyright, you may submit a written notification of claimed infringement to uDriveus’s Designated Copyright Agent (identified in Section 12.6 below).  To be effective, your notification must include substantially all of the following information as required by 17 U.S.C. § 512(c)(3):

  1. a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
  2. identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works;
  3. identification of the material that is claimed to be infringing or to be the subject of infringing activity, and information reasonably sufficient to permit uDriveus to locate the material on the Platform (e.g., a URL or other specific description);
  4. information reasonably sufficient to permit uDriveus to contact you, the complaining party, such as an address, telephone number, and, if available, an email address;
  5. a statement that you have a good-faith belief that the use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
  6. a statement that the information in the notification is accurate and, under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

12.3  Counter-Notification Procedure.  If you believe that material you submitted to the Platform was removed or access to it was disabled as a result of a mistake or misidentification, you may submit a written counter-notification to uDriveus’s Designated Copyright Agent.  A valid counter-notification must comply with 17 U.S.C. § 512(g)(3) and must include substantially all of the following:

  1. your physical or electronic signature;
  2. identification of the material that has been removed or to which access has been disabled, and the location at which the material appeared before it was removed or access to it was disabled;
  3. a statement under penalty of perjury that you have a good-faith belief that the material was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled;
  4. your name, address, and telephone number; and
  5. a statement that you consent to the jurisdiction of the federal district court for the judicial district in which your address is located, or if your address is outside of the United States, the United States District Court for the District of Delaware, and that you will accept service of process from the person who provided the original takedown notification or their agent.

12.4  Repeat Infringer Policy.  In accordance with the DMCA and applicable law, uDriveus has adopted a policy of terminating, in appropriate circumstances and in uDriveus’s sole discretion, the accounts of users who are deemed to be repeat infringers.  uDriveus may also, at its sole discretion, limit or terminate access to the Platform for any user who infringes any intellectual property rights of others, whether or not there is any repeat activity.

12.5  Good-Faith Reliance.  uDriveus acts in good faith in responding to takedown notices and counter-notifications.  uDriveus reserves the right to seek damages from persons who submit DMCA notifications or counter-notifications containing materially false or misleading information.

12.6  Designated Copyright Agent.  uDriveus’s Designated Agent for receipt of DMCA notifications and counter-notifications is:

uDriveus, Inc.

Attn: Copyright Agent / Legal Department

Email: contact@udriveus.com

Telephone: +1 669 264 8803

uDriveus’s Designated Agent information is also available in the U.S. Copyright Office’s online directory of designated agents.  Please note that this contact is reserved exclusively for DMCA-related communications; all other inquiries should be directed touDriveus’s general support and legal contacts.

13. DISCLAIMERS – “AS IS” / “AS AVAILABLE”

READ THIS SECTION CAREFULLY. IT LIMITS UDRIVEUS’S LIABILITY TO YOU.

13.1  General Disclaimer. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE UDRIVEUS PLATFORM, ALL SERVICES, CONTENT, MATERIALS, FEATURES, AND FUNCTIONALITY MADE AVAILABLE THROUGH THE PLATFORM ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTY OR CONDITION OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE. UDRIVEUS, ITS PARENT, SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, CONTRACTORS, LICENSORS, SERVICE PROVIDERS, SUBCONTRACTORS, SUPPLIERS, INTERNS AND AGENTS (COLLECTIVELY, “UDRIVEUS PARTIES”) EXPRESSLY DISCLAIM ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO:

  • IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE;
  • IMPLIED WARRANTIES OF TITLE AND NON-INFRINGEMENT;
  • WARRANTIES ARISING OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE;
  • WARRANTIES THAT ACCESS TO OR USE OF THE PLATFORM WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE;
  • WARRANTIES THAT DEFECTS OR ERRORS IN THE PLATFORM WILL BE CORRECTED;
  • WARRANTIES THAT THE PLATFORM OR ANY SERVER THAT MAKES IT AVAILABLE IS FREE OF VIRUSES, MALWARE, OR OTHER HARMFUL COMPONENTS;
  • WARRANTIES REGARDING THE ACCURACY, RELIABILITY, COMPLETENESS, CURRENCY, OR QUALITY OF ANY CONTENT, INFORMATION, OR MATERIALS OBTAINED THROUGH THE PLATFORM.

13.2  No Guarantee of Availability. uDriveus does not warrant that the Platform will be available at any particular time or location, or that bookingsor driver availability will exist when you attempt to use the Platform. Listings, pricing, and availability are subject to change without notice.

13.3  No Guarantee of User Conduct. uDriveus is a technology platform that connects drivers to guests and does not control, and expressly disclaims all liability for, the conduct, representations, actions, or omissions of any guest, driver or other third party using the Platform. uDriveus makes no warranty, representation, or guarantee that any driver or guest will be honest, qualified, law-abiding or otherwise suitable.

13.4  No Guarantee of Payment Collection. uDriveus does not guarantee collection, receipt, or remittance of any payment, security deposit, or other amount from any user. Payment processing is subject to the terms and conditions of uDriveus’s third-party payment processors, and uDriveus shall not be liable for any failure, delay, or error by such processors.

13.5  No Guarantee of Route or Vehicle Safety. uDriveus does not inspect, certify or guarantee the safety, roadworthiness, mechanical condition, cleanliness, or legal compliance of any vehicle used in conjunction with theuDriveus Platform. uDriveus does not assess or guarantee the safety of any route, road condition, geographic area or destination. Users assume all risk associated with vehicle condition and travel.

13.6  Third-Party Content and Services. The Platform may contain links to, or integrate with, third-party websites, applications, services or content. uDriveus does not endorse, control or assume responsibility for any third-party content, products, or services. Your dealings with third parties are solely between you and such third parties.

13.7  No Guarantee of Insurance Coverage. While uDriveus maintains or arranges certain insurance coverages as required by applicable law and described in the Driver Platform Agreement, uDriveus makes no representation or warranty that such coverage will be adequate, applicable, or available in any particular circumstance. Users are encouraged to obtain independent insurance advice and maintain their own personal or commercial insurance coverages.

13.8  Geographic Limitations. Certain services, features, and legal protections described in these Terms may not be available in all jurisdictions. uDriveus makes no representation that the uDriveus Platform is appropriate or available for use in any particular location. Users who access the uDriveus Platform from locations where its contents are illegal do so at their own initiative and bear all responsibility for compliance with applicable local laws.

13.9  State Law Exceptions. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON CONSUMER RIGHTS. TO THE EXTENT SUCH LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS MAY NOT APPLY, AND YOU MAY HAVE ADDITIONAL RIGHTS.

14. LIMITATION OF LIABILITY

READ THIS SECTION CAREFULLY. IT SIGNIFICANTLY LIMITS UDRIVEUS’S FINANCIAL OBLIGATIONS TO YOU.

14.1  Exclusion of Consequential Damages. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL ANY UDRIVEUS PARTY BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY:

  • INDIRECT DAMAGES;
  • INCIDENTAL DAMAGES;
  • SPECIAL DAMAGES;
  • CONSEQUENTIAL DAMAGES;
  • PUNITIVE OR EXEMPLARY DAMAGES;
  • LOSS OF PROFITS OR ANTICIPATED PROFITS;
  • LOSS OF REVENUE OR BUSINESS OPPORTUNITIES;
  • LOSS OF DATA, GOODWILL, OR REPUTATION;
  • PERSONAL INJURY OR EMOTIONAL DISTRESS;
  • PROPERTY DAMAGE OR LOSS;
  • BUSINESS INTERRUPTION; OR
  • DAMAGES ARISING FROM THE ACTS, OMISSIONS, CONDUCT, OR NEGLIGENCE OF ANY GUEST, DRIVER, OR OTHER THIRD PARTY USING THE PLATFORM,

WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY UDRIVEUS PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

14.2  Aggregate Liability Cap. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE TOTAL, AGGREGATE LIABILITY OF ALL UDRIVEUSPARTIES TO YOU FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS, THE PLATFORM, OR THE SERVICES, REGARDLESS OF THE FORM OF ACTION, SHALL NOT EXCEED THE GREATER OF:

  • (i)  the total amounts actually paid by you through the Platform to uDriveus during the six (6) calendar months immediately preceding the date on which the claim first arose; or
  • (ii)  ONE THOUSAND DOLLARS (U.S. $1,000.00).

The existence of multiple claims shall not expand or increase this limitation. The parties acknowledge that the foregoing limitation of liability reflects a reasonable allocation of risk and that uDriveus would not enter into these Terms without such limitation.

14.3  Carve-Outs from Limitation. Notwithstanding the foregoing, nothing in these Terms shall limit or exclude uDriveus’s liability for:

  • uDriveus’s insurance obligations expressly required under applicable state transportation network company (“TNC”) statutes or regulations;
  • uDriveus’s own gross negligence or willful misconduct;
  • uDriveus’s own fraud or intentional misrepresentation;
  • Death or personal injury caused directly by uDriveus’s own negligence, to the extent such liability cannot be excluded or limited by applicable law; or
  • Any other liability that cannot be limited or excluded under applicable law.

14.4  Essential Basis. You acknowledge that the liability limitations and exclusions set forth in this Section 14 are fundamental elements of the basis of the bargain between uDriveus and you, and that uDriveus would not provide the Platform or enter into these Terms absent such limitations. The limitations will apply even if any limited remedy fails of its essential purpose.

14.5  State Law Exceptions. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. TO THE EXTENT SUCH LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE LIMITATIONS MAY NOT APPLY, AND YOU MAY HAVE ADDITIONAL RIGHTS.

15. INDEMNIFICATION

15.1  User’s Indemnification Obligation. To the maximum extent permitted by applicable law, you agree to defend, indemnify, and hold harmless uDriveus and each of the uDriveus Parties (as defined in Section 13.1), including uDriveus’s affiliates, officers, directors, shareholders, employees, independent contractors, service providers, insurers, investors, and agents (collectively, the “Indemnified Parties”), from and against any and all claims, demands, actions, proceedings, losses, liabilities, damages, judgments, fines, penalties, settlements, costs, and expenses, including reasonable attorneys’ fees and litigation costs (collectively, “Losses”), arising out of or relating to:

  • your access to or use of the Platform or any services provided through the Platform, including any bookingor ride-share transaction;
  • your conduct as a guest, driver, or otherwise while using or interacting with the Platform or any other user;
  • your violation of, or failure to comply with, any provision of these Terms, the Driver Platform Agreement, our Privacy Policy, or any other agreement with uDriveus;
  • your violation of any applicable federal, state, or local law, regulation, ordinance, rule, or order, including traffic laws, licensing requirements, and TNC regulations;
  • your infringement or alleged infringement of any patent, copyright, trademark, trade secret, right of publicity, privacy right, or other intellectual property or proprietary right of any third party;
  • any dispute between you and any other user of the Platform, including any guest, driver, passenger, or third party involved in a rental or transportation transaction;
  • any vehicle accident, personal injury, property damage, or loss arising from your use of a vehicle booked through the Platform;
  • your misrepresentation of any information provided to uDriveus or to any other user;
  • any tax liability incurred in connection with your use of the Platform; or
  • any claim by a third party arising from your Content or activity on the Platform.

15.2  Procedure. uDriveus will provide you with prompt written notice of any claim for which indemnification is sought under this Section, provided that failure to provide prompt notice shall not relieve you of your indemnification obligations except to the extent you are materially prejudiced by such failure. uDriveus reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you agree to cooperate with uDriveus in asserting any available defenses. You shall not settle any claim without the prior written consent of uDriveus, which consent shall not be unreasonably withheld.

15.3  No Limitation of Other Remedies. Your indemnification obligation is in addition to, and not in lieu of, any other remedies available to uDriveus at law or in equity.

16. DISPUTE RESOLUTION AND ARBITRATION

PLEASE READ THIS SECTION CAREFULLY. IT REQUIRES BINDING INDIVIDUAL ARBITRATION OF MOST DISPUTES AND WAIVES YOUR RIGHT TO A JURY TRIAL AND YOUR RIGHT TO PARTICIPATE IN CLASS ACTIONS, COLLECTIVE PROCEEDINGS AND REPRESENTATIVE ACTIONS.

16.1  Governing Statute. This Section 16 is governed by and shall be interpreted in accordance with the Federal Arbitration Act, 9 U.S.C. §§ 1–16 (“FAA”), and not by the law of any state. The FAA governs the arbitrability of all disputes between the parties.

16.2  Agreement to Arbitrate. Except as expressly set forth in Section 16.8 (Exceptions to Arbitration) and Section 16.9 (Small Claims Court), you and uDriveus agree to resolve any and all disputes, claims, or controversies arising out of or relating to these Terms, the Platform, any services, any transaction facilitated through the Platform, or the relationship between the parties (collectively, “Disputes”) exclusively through final, binding individual arbitration, rather than in a court of law. This agreement to arbitrate applies regardless of whether the claim arises in contract, tort, statute, equity, or otherwise.

16.3  Arbitration Rules and Administration. Arbitration shall be administered by the American Arbitration Association (“AAA”) in accordance with the AAA Consumer Arbitration Rules (“AAA Rules”) in effect at the time the claim is filed, which are available at www.adr.org. The arbitration shall be conducted by a single, neutral arbitrator. In the event of any conflict between the AAA Rules and this Section 16, this Section 16 shall control.

16.4  Venue and Format. Unless you and uDriveus agree otherwise, the arbitration shall be conducted: (a) in the county in which you principally reside at the time the claim is filed; or (b) by telephone or videoconference if mutually agreed by the parties or at the arbitrator’s direction. The arbitrator shall have authority to award any relief that a court of competent jurisdiction could award, limited by these Terms.

16.5  Fees and Costs. uDriveus shall pay all AAA filing fees, arbitrator compensation, and administrative costs that exceed the lesser of (i) the amount you would have been required to pay to file the equivalent action in a court of competent jurisdiction, or (ii) fifty dollars ($50.00). Each party shall bear its own attorneys’ fees, except that the arbitrator may award attorneys’ fees to the prevailing party if the claim or defense was frivolous or brought in bad faith.

16.6  Class Action Waiver. YOU AND UDRIVEUS EACH AGREE THAT ANY DISPUTE MAY ONLY BE BROUGHT IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, CONSOLIDATED ACTION, MASS ACTION, OR REPRESENTATIVE ACTION. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CLASS, COLLECTIVE, CONSOLIDATED, MASS, OR REPRESENTATIVE PROCEEDING.

16.7  Jury Trial Waiver. TO THE EXTENT ANY DISPUTE IS DETERMINED NOT TO BE SUBJECT TO ARBITRATION, YOU AND UDRIVEUS HEREBY IRREVOCABLY WAIVE ANY RIGHT TO A TRIAL BY JURY IN ANY ACTION, PROCEEDING, OR COUNTERCLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR THE PLATFORM.

16.8  Exceptions to Arbitration. Notwithstanding the foregoing, either party may bring an individual action in a court of competent jurisdiction seeking a temporary restraining order, preliminary injunction, or other provisional equitable relief to prevent irreparable harm arising from:

  • actual or threatened infringement of intellectual property rights;
  • actual or threatened misappropriation of trade secrets;
  • actual or threatened unauthorized access to or use of the Platform.

Such an action shall not constitute a waiver of any party’s right to demand arbitration with respect to the underlying merits of the Dispute.

16.9  Small Claims Court. Notwithstanding the agreement to arbitrate in Section 16.2, either party may pursue an individual action in a small claims court for Disputes that fall within the jurisdictional limits of such court, provided the action remains in small claims court and does not seek class, collective, consolidated, or representative relief.

16.10  Delegation Clause. All issues are for the arbitrator to decide, including issues relating to the scope, applicability, enforceability, revocability, and interpretation of this Section 16 and the arbitration agreement contained herein, except that issues relating to the enforceability of the Class Action Waiver in Section 16.6 shall be for a court to decide.

16.11  Opt-Out Right. You may opt out of the arbitration agreement in this Section 16 by providing written notice to uDriveus at 364 W Olive Ave, Apt 12, Sunnyvale 94086, CA within thirty (30) calendar days after the date you first accept these Terms. Your opt-out notice must include your full legal name, address, telephone number, and the email address associated with your uDriveus account. Timely opting out of arbitration will not affect any other provision of these Terms. If you do not opt out within the thirty (30) day period, you will be deemed to have consented to the arbitration agreement.

16.12  Informal Dispute Resolution. Before commencing any arbitration or filing any claim, each party agrees to provide the other party with written notice of the Dispute (“Notice of Dispute”) and to engage in good-faith negotiations for a period of thirty (30) days following receipt of such notice. A Notice of Dispute must describe the nature and basis of the claim and the relief sought. This informal dispute resolution requirement is a condition precedent to filing any arbitration demand.

16.13  Severability. If any provision of this Section 16 is found to be unenforceable, such provision shall be severed from these Terms and the remaining provisions shall continue in full force and effect. Notwithstanding the foregoing, if the Class Action Waiver in Section 16.6 is found to be unenforceable with respect to a particular claim, then the agreement to arbitrate shall not apply to that claim, and such claim shall proceed in a court of competent jurisdiction.

17. GOVERNING LAW

17.1  Delaware Law. Except as otherwise expressly provided in this Section 17, these Terms and any Dispute between you and uDriveus shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict-of-laws principles or rules that would cause the application of the law of any other jurisdiction.

17.2  Federal Arbitration Act. Notwithstanding Section 17.1, all disputes, claims, and proceedings subject to the arbitration agreement in Section 16 shall be governed by and construed in accordance with the Federal Arbitration Act, 9 U.S.C. §§ 1–16, which shall control over any conflicting state arbitration law.

17.3  State TNC Statutes. Notwithstanding Section 17.1, to the extent that applicable state transportation network company (“TNC”) statutes, regulations, or orders impose requirements relating to insurance coverage, driver licensing, vehicle permitting, operational safety standards, consumer protections, or other matters regulated under such statutes, such applicable state law shall govern those specific subject matters and shall not be displaced by the choice of Delaware law. uDriveus represents that it holds or will obtain all required TNC permits and authorizations in jurisdictions where it operates.

17.4  Jurisdiction and Venue for Non-Arbitrable Claims. For any Dispute determined not to be subject to arbitration under Section 16, you and uDriveus each consent to exclusive personal jurisdiction and venue in the state and federal courts located in the State of Delaware, and each party waives any objection to such courts on the grounds of inconvenient forum, improper venue, or lack of jurisdiction.

18. MODIFICATIONS TO THESE TERMS

18.1  Right to Modify. uDriveus reserves the right, in its sole discretion, to modify, amend, update, revise, supplement, or otherwise change these Terms at any time and for any reason, subject to the notice requirements set forth in this Section 18.

18.2  Notice of Material Changes. For any modification that uDriveus reasonably determines constitutes a material change to these Terms, uDriveus will provide you with at least thirty (30) calendar days’ advance notice prior to the effective date of such change. Such notice will be delivered by one or more of the following methods: (a) email to the address associated with your uDriveus account; (b) a prominent in-app notification; or (c) a conspicuous notice posted on uDriveus’s website. It is your responsibility to maintain a current and valid email address in your account settings.

18.3  Notice of Non-Material Changes. For modifications that uDriveus reasonably determines are non-material—such as corrections of typographical errors, clarifications that do not alter your substantive rights, or updates required by law—uDriveus will provide reasonable notice, which may include posting revised Terms on the Platform with an updated effective date. The thirty (30) day advance notice requirement shall not apply to such non-material changes.

18.4  Acceptance by Continued Use. Your continued access to or use of the Platform after the effective date of any modification constitutes your binding acceptance of the modified Terms. If you do not agree to any modification, you must discontinue your use of the Platform prior to the effective date of the change.

18.5  Special Rules for Arbitration Modifications. Any modification to the arbitration agreement in Section 16, including but not limited to changes to the dispute resolution process, class action waiver, or applicable arbitration rules, shall require your renewed affirmative consent and shall not take effect on the basis of continued use alone. Additionally, any such modifications to Section 16 shall apply prospectively only and shall not apply to any Dispute for which either party has provided a Notice of Dispute prior to the effective date of the modification.

19. FORCE MAJEURE

19.1  Excused Performance. Neither party shall be liable to the other for any failure to perform, delay in performance, or inability to perform any obligation under these Terms to the extent such failure, delay, or inability arises from causes beyond such party’s reasonable control (each, a “Force Majeure Event”), provided that the non-performing party: (a) could not have reasonably anticipated the Force Majeure Event at the time of entering into these Terms; (b) has taken commercially reasonable steps to prevent and mitigate the impact of such event; and (c) is not otherwise in material breach of its obligations under these Terms.

19.2  Force Majeure Events. Force Majeure Events include, without limitation:

  • acts of God, including earthquakes, floods, hurricanes, tornadoes, lightning, ice storms and other natural disasters;
  • epidemics, pandemics, public health emergencies, or quarantine restrictions declared by any governmental authority;
  • acts of war, armed conflict, invasion, or acts of foreign enemies;
  • acts of terrorism or sabotage;
  • civil unrest, riots, insurrections or social disturbances;
  • governmental laws, orders, regulations, embargoes, sanctions, or restrictions, including executive orders and declared states of emergency;
  • strikes, lockouts, labor disputes, or other industrial actions not involving uDriveus’s own employees;
  • cyberattacks, denial-of-service attacks, ransomware events, or other malicious attacks on uDriveus’s systems or infrastructure;
  • loss or interruption of power, utility services, or fuel supplies;
  • telecommunications failures, internet outages, or disruptions to third-party infrastructure providers;
  • fires, explosions, or chemical contamination; or
  • any other cause beyond such party’s reasonable control, whether or notsimilar to the foregoing.

19.3  Notice and Mitigation. A party seeking to invoke a Force Majeure Event shall provide prompt written notice to the other party describing the Force Majeure Event, its anticipated duration, and the obligations affected. Such party shall use commercially reasonable efforts to overcome or mitigate the effects of the Force Majeure Event and shall resume performance as promptly as reasonably practicable after the cessation of the Force Majeure Event.

19.4  No Financial Excuse. Force Majeure shall not excuse any party’s payment obligations for services already rendered or goods already delivered prior to the occurrence of the Force Majeure Event.

20. ELECTRONIC SIGNATURES AND COMMUNICATIONS

20.1  Consent to Electronic Records. By creating an account on the Platform or using any uDriveus service, you consent to receive all agreements, notices, disclosures, records, and other communications (collectively, “Communications”) from uDriveus in electronic form, including by email, in-app notification, push notification, SMS, or by posting on the Platform. You agree that all Communications provided to you electronically satisfy any legal requirement that such Communications be in writing.

20.2  Electronic Signatures. You agree that your electronic signature—whether provided by clicking “I agree,”“Accept,” or a similar button or checkbox (commonly known as “clickwrap” acceptance), by typing your name, or by any other electronic means—constitutes your legally binding signature on these Terms and any other agreements incorporated herein. Electronic signatures shall have the same legal effect, validity, and enforceability as original handwritten signatures pursuant to the Electronic Signatures in Global and National Commerce Act (E-SIGN Act), 15 U.S.C. § 7001 et seq., the Uniform Electronic Transactions Act (UETA), as enacted in applicable states, and any other applicable electronic transaction laws.

20.3  Online Delivery of Documents. uDriveus may deliver these Terms, amendments, disclosures, tax forms, insurance certificates, and other required documents electronically via your registered email address or through your in-app account portal. You are responsible for maintaining an active and accessible email account and for regularly checking your account on the Platform for Communications.

20.4  Hardware and Software Requirements. To access and retain electronic Communications, you must have: (a) a device with internet access and a compatible web browser or mobile application; (b) a valid email address; and (c) sufficient electronic storage capacity to retain Communications or the ability to print them. You may withdraw your consent to electronic Communications at any time by contacting uDriveus at contact@udriveus.com, provided that withdrawal of consent may result in termination of your access to the Platform.

20.5  Retention of Records. You should retain copies of all electronic Communications for your records. uDriveus may not retain Communications indefinitely and cannot guarantee their continued availability through the Platform after any applicable retention period.

21. PRIVACY

21.1  Privacy Policy. Your use of the Platform is subject to uDriveus’s Privacy Policy, which is incorporated into these Terms by reference and is available at https://udriveus.com/privacy (“Privacy Policy”). By using the Platform, you acknowledge that you have read and understand the Privacy Policy, and you consent to the collection, use, disclosure, transfer, and processing of your personal information as described therein.

21.2  Data Collection and Use. uDriveus collects and uses personal information, usage data, location data, vehicle data, payment information, communications, and other information in connection with the operation of the Platform and the provision of its services. The categories of data collected, the purposes for which such data is used, the parties with whom data is shared, and your rights with respect to your personal information are described in detail in the Privacy Policy.

21.3  Driver-Specific Data Provisions. Data collection, processing, and sharing practices applicable specifically to drivers—including telematics data, driving behavior data, background check information, earnings data, and data shared with regulatory authorities—are described in the Driver Platform Agreement, which supplements the Privacy Policy with respect to driver-specific personal information.

21.4  Changes to Privacy Policy. uDriveus may update the Privacy Policy from time to time. Material changes will be communicated in accordance with the notice provisions of Section 18. Continued use of the Platform after the effective date of any modification to the Privacy Policy constitutes acceptance of the modified Privacy Policy.

21.5  California and Other State Privacy Rights. Users in certain states, including California and others with comprehensive state privacy laws, may have additional rights with respect to their personal information, including rights of access, correction, deletion, and opt-out. These rights, and the procedures for exercising them, are described in the Privacy Policy.

22. MISCELLANEOUS

22.1  Severability. If any provision of these Terms is held to be invalid, illegal, unenforceable, or in conflict with applicable law by a court or arbitrator of competent jurisdiction, that provision shall be deemed modified to the minimum extent necessary to make it valid, legal, and enforceable, and the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired. The parties intend that no provision of these Terms that is found unenforceable shall cause the entire agreement to fail or be unenforceable.

22.2  Entire Agreement. These Terms, together with: (a) uDriveus’s Privacy Policy; (b) the Driver Platform Agreement (if applicable); and (c) any other policies or guidelines incorporated herein by reference, constitute the entire agreement between you and uDriveus with respect to the subject matter hereof, and supersede all prior and contemporaneous negotiations, representations, warranties, understandings, and agreements, whether written or oral, between the parties relating to such subject matter.

22.3  No Waiver. No failure or delay by uDriveus in exercising any right, power, or privilege under these Terms shall constitute or be deemed to constitute a waiver of that right, power, or privilege, nor shall any single or partial exercise of any right, power, or privilege preclude any other or further exercise thereof or the exercise of any other right, power, or privilege. A waiver by uDriveus of any breach of these Terms by you shall not be construed as a waiver of any subsequent breach.

22.4  Assignment. uDriveus may freely assign, transfer, or delegate any or all of its rights and obligations under these Terms, in whole or in part, to any affiliate, successor entity, or acquirer of all or substantially all ofuDriveus’s assets or business, without notice to you or your consent. You may not assign, transfer, or delegate any of your rights or obligations under these Terms without the prior written consent of uDriveus, and any purported assignment without such consent shall be null and void. Subject to the foregoing, these Terms shall bind and inure to the benefit of the parties and their respective permitted heirs, successors, and assigns.

22.5  Headings. Section headings and titles in these Terms are included for convenience of reference only and shall not affect the construction or interpretation of these Terms.

22.6  Survival. The following provisions shall survive any termination, expiration, or cancellation of these Terms or your account: Section 8 (User Content and License Grants), Section 9 (Intellectual Property), Section 13 (Disclaimers), Section 14 (Limitation of Liability), Section 15 (Indemnification), Section 16 (Dispute Resolution and Arbitration), Section 17 (Governing Law), Section 20 (Electronic Signatures and Communications), Section 21 (Privacy), and this Section 22 (Miscellaneous), as well as any other provisions that by their nature are intended to survive termination.

22.7  Independent Contractors. The relationship between uDriveus and you is that of independent contracting parties. Nothing in these Terms shall be construed to create an employment relationship, partnership, joint venture, agency, franchise, or fiduciary relationship between the parties. You have no authority to bind uDriveus to any contract, representation, or obligation.

22.8  No Third-Party Beneficiaries. Except as expressly provided with respect to the Indemnified Parties identified in Section 15.1, these Terms are for the sole and exclusive benefit of the parties hereto and are not intended to create, nor shall they be construed to create, any right or benefit in any third party.

22.9  Notices. Except as otherwise provided in these Terms, all notices, requests, demands, and other communications required or permitted under these Terms shall be in writing and shall be deemed duly given when: (a) delivered personally; (b) sent by nationally recognized overnight courier; (c) deposited in the U.S. mail, first-class postage prepaid, return receipt requested; or (d) sent by email with confirmation of receipt. Notices to uDriveus shall be sent to: contact@udriveus.com Notices to you shall be sent to the email address or mailing address on file in your uDriveus account.

22.10  Relationship with Driver Platform Agreement. In the event of any conflict or inconsistency between these Terms and the Driver Platform Agreement, the Driver Platform Agreementshall control with respect to the subject matter specifically addressed therein.

22.11  Construction. These Terms shall be construed without regard to any presumption or rule requiring construction against the drafting party. The words “include,”“includes,” and “including” shall be deemed to be followed by the phrase “without limitation.” References to statutes or regulations include all amendments thereto and successor provisions.

GUEST ACKNOWLEDGMENT AND ACCEPTANCE

PLEASE READ THE FOLLOWING ACKNOWLEDGMENT CAREFULLY BEFORE COMPLETING YOUR REGISTRATION OR BOOKING A VEHICLE THROUGH THE UDRIVE PLATFORM.

By clicking “I Agree,”“Accept,”“Confirm Booking,”“Create Account,” or any similar button or acknowledgment on the uDriveus Platform, or by otherwise accessing or using the Platform after having the opportunity to review these Terms, you, as a Guest user of the uDriveus Platform, hereby acknowledge, represent, warrant, and agree as follows:

  1. REVIEW OF TERMS. I have had a full and adequate opportunity to read and review the uDriveus Website Terms and Conditions (the “Terms”), the Privacy Policy, and any other applicable policies incorporated therein. I understand that these documents contain important legal provisions governing my use of the Platform.
  2. UNDERSTANDING AND AGREEMENT. I fully understand and voluntarily agree to be legally bound by the Terms in their entirety, including the Disclaimers in Section 13, the Limitation of Liability in Section 14, the Indemnification obligations in Section 15, and the binding individual Arbitration Agreement in Section 16, including the waiver of my right to a jury trial and my right to participate in class or collective actions.
  3. CAPACITY AND AUTHORITY. I represent that I am at least eighteen (18) years of age (or the age of majority in my jurisdiction of residence, if higher), that I have the legal capacity to enter into binding contracts, and that I am not prohibited by law from entering into these Terms.
  4. VALID DRIVER’S LICENSE. I represent that I hold a valid, unexpired driver’s license issued by the appropriate licensing authority in my jurisdiction, and that I will immediately notify uDriveus of any change in the status of my license.
  5. INSURANCE. I have reviewed the insurance disclosures applicable to Guest use of the Platform and understand the scope and limitations of any coverage uDriveus provides or arranges.
  6. VEHICLE INSPECTION. I agree to inspect any vehicle I book through the Platform prior to taking possession of it, to document any pre-existing damage through the Platform’s designated inspection process, and to operate the vehicle in a safe and lawful manner at all times to the extent applicable.
  7. COMPLIANCE WITH LAWS. I agree to comply with all applicable federal, state, and local laws, regulations, and ordinances in connection with my use of the Platform and any vehicle I book, including traffic laws, parking regulations, and geographic restrictions.
  8. ELECTRONIC SIGNATURE. I understand and agree that clicking “I Agree” or a similar button constitutes my electronic signature on these Terms and has the same legal effect as my handwritten signature pursuant to applicable electronic signature laws, including the E-SIGN Act.
  9. ARBITRATION OPT-OUT. I understand that I have thirty (30) calendar days from today to opt out of the binding arbitration agreement in Section 16 by sending written notice to contact@udriveus.com, and that if I do not timely opt out I will be bound by the arbitration agreement, including the class action waiver.
  10. NO RELIANCE. I am not relying on any oral representations, promises, or statements by uDriveus or any uDriveus representative that are inconsistent with these Terms.

BY PROCEEDING, I ACKNOWLEDGE THAT I HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS IN THEIR ENTIRETY.

If you do not agree to these Terms, do not click “I Agree” and do not access or use the uDriveus Platform. For questions about these Terms, please contact uDriveus at contact@udriveus.com

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