USER TERMS & CONDITIONS

General

These Terms of Use (“Terms”) govern the access and/ or use by you, an individual, from within any country in the world of applications, websites, content, products, and services made available by Dylyver LLP (“Dylyver”) company, established in United Kingdom, having its offices at 71-75 Shelton Street, London, United Kingdom, WC2H 9JQ with company registration number OC428203.

Contractual Relationship

You agree that by registering a user profile on Dylyver you are entering into a legally binding relation with Dylyver. Furthermore, by using the Service, you agree to those provisions of this document, which concern the content on the Service and your conduct thereon.

Dylyver reserves the right to amend the Agreement at any time. In the event of any change, we shall display a notice via the Dylyver App and Dylyver website or send you an email. The change shall be effective as of its notification to the User. 

These Terms expressly supersede prior agreements and any arrangements you might have with other third parties. Any general terms and conditions, exposal or reservation applied by you in accordance with using the Service is invalid and ineffective. Dylyver may immediately terminate these Terms or any Services with respect to you, or generally cease offering or deny access to the Services or any portion thereof, at any time for any reason.

Supplemental terms may apply to certain Services, such as policies for a particular event, activity or promotion, and such supplemental terms will be disclosed to you in connection with the applicable Services. Supplemental terms are in addition to, and shall be deemed a part of, the Terms for the purposes of the applicable Services. Supplemental terms shall prevail over these Terms in the event of a conflict with respect to the applicable Services.

Definitions

• Agreement shall mean every agreement or arrangement concluded between Dylyver and any User of the Dylyver App.
• Parties shall mean the User and/or Dylyver.
• Dylyver App shall mean the Dylyver application software which is available at the applicable online application stores. All intellectual property rights (included but not exclusively copyrights, marks, trademarks etc.) of the App belong to Dylyver.
• Service shall mean a community-powered technology platform offered by Dylyver that enables users of a mobile application provided as part of the Services to arrange and schedule taxi transportation services with independent third-party providers of such services for a fee. Dylyver does not provide passenger transportation service. 
• Users shall mean all Users of the Service. 
• Third Party Providers – shall mean independent third-party contractors that provide transportation services to Dylyver Users
• Website shall mean the www.dylyver.com website.
• Wallet shall mean a service provided by Dylyver or any of its partners where Users can see all their incomes and initiate withdrawals once they decide to transfer all or part of their balances to their bank accounts.
• Territory shall mean the scope, where the Dylyver application shall be available. Different general terms and conditions may be applied in some part of the Territory. Dylyver announce the countries list in the App which are the part of the Territory.

The Service

By entering into this Agreement, the User shall get access to the Service as it is offered from time to time. Dylyver is free to add, remove or change features or functionality of the Service. Dylyver shall make its best effort to inform you of such changes by making available such information on the app, website or by any other means.

The Services constitute a technology platform that enables users of Dylyver’s mobile application or websites provided as part of the Services to arrange and schedule transportation with independent third-party passenger transportation service providers of such services under agreement with Dylyver or certain of its affiliates. You acknowledge that Dylyver does not provide taxi or other passenger transportation services or does not function as a transportation carrier and that all such transportation services are provided by third party contractors who are not employed by Dylyver or any of its affiliates.

While Dylyver requests information to identify registered Users, the Service is dependent on the Users providing correct information. Consequently, Dylyver does not take any responsibility for the actions or omissions of any Users connecting via the Service and neither does Dylyver assume any responsibility for the accuracy or reliability of User information or any other information on the Service.

Provision of the Service

You acknowledge that portions of the Services may be made available under some of Dylyver’s brands or request options associated with transportation, including the transportation request brands currently referred to as “Dylyver Standard”, “Dylyver Premium”, “Dylyver Minivan”, “Dylyver SUV”and “Dylyver Bus”. You also acknowledge that the Services may be made available under such brands or in connection with certain of Dylyver’s subsidiaries and affiliates or independent Third-Party Providers, including transportation network company drivers, transportation charter permit holders or holders of similar transportation permits, authorizations or licenses.

Communications

As a User of the Service you agree to receive communications from Dylyver. This communication is related to you being a user of the Dylyver service, and might happen through e-mail, phone, sms, push messages or post service. The content of this communication might be service messages, status messages related to tasks, matching messages and newsletters from Dylyver. You can at any time unsubscribe from the newsletters and change the notifications settings. Some system critical messages cannot be turned off.

Registration and usage

In order to use most aspects of the Services, you must register for and maintain an active personal user account. You must be at least 18 years of age, or the age of legal majority in your jurisdiction (if different than 18), to obtain an Account.

Dylyver shall use the information you provide to facilitate the contact between different Users of the Service so that a request can be handled by the third-party provider undertaking to perform the transportation service.

Account registration requires you to submit to Dylyver certain personal information, such as full name, address, mobile phone, profile picture, email, facebook profile information (if you choose to register with facebook), credit card information for transportation charges and any other information about the User that will contribute to the verification process. 

The information is used to establish contact between Users, manage the Agreement and to take reasonable measures to verify the identity of Users.

In addition, you may need to provide further information regarding each individual transaction, which allows third-party providers to determine the means of transport, time of transportation and so on.

You agree to maintain accurate, complete, and up-to-date information in your Account. Your failure to maintain accurate, complete, and up-to-date Account information, including having an invalid or expired payment method on file, may result in your inability to access and use the Services or Dylyver’s termination of these Terms with you. You are responsible for all activity that occurs under your Account, and you agree to maintain the security and secrecy of your Account username and password at all times. You may only possess one Account.

Although we use techniques that aim to verify the accuracy and truth of the information provided by our users, online user verification is complicated. Dylyver cannot and does not confirm, and is not responsible for ensuring, the accuracy or truthfulness of Users' purported identities or the validity of the information which they post on our platform and website.

Dylyver stores every e-mail and message sent via the Dylyver App in-app chat in order to ensure User satisfaction, security and compliance.

You may not assign or otherwise transfer your Account to any other person or entity. In certain instances, you may be asked to provide proof of identity to access or use the Services, and you agree that you may be denied access to or use the Services if you refuse to provide proof of identity.

All personal information is stored securely and treated in accordance with applicable legislation. You have the right to information about the data we have stored about you and to demand that any errors are corrected. Further information regarding our use of personal information can be found in our Privacy Policy, which forms part of this Agreement.

User Provided Content

Dylyver may, in Dylyver’s sole discretion, permit you from time to time to submit, upload, publish or otherwise make available to Dylyver through the Services textual, audio or visual content and information, including commentary and feedback related to the Services, initiation of support requests, and submission of entries for competitions and promotions. Any User Content provided by you remains your property. However, by providing User Content to Dylyver, you grant Dylyver a worldwide, perpetual, irrevocable, transferrable, royalty-free license, with the right to sublicense, to use, copy, modify, create derivative works of, distribute, publicly display, publicly perform, and otherwise exploit in any manner such User Content in all formats and distribution channels now known or hereafter devised (including in connection with the Services and Dylyver’s business and on third-party sites and services), without further notice to or consent from you, and without the requirement of payment to you or any other person or entity.

You represent and warrant that you either are the sole and exclusive owner of all User Content or you have all rights, licenses, consents and releases necessary to grant Dylyver the license to the User Content as set forth above. You also warrant that neither the User Content nor your submission, uploading, publishing or otherwise making available of such User Content nor Dylyver’s use of the User Content as permitted herein will infringe, misappropriate or violate a third party’s intellectual property or proprietary rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.

Indemnification

By providing information to Dylyver, you as a User, represent and warrant that you are entitled to submit the information and that the information is accurate, true, not confidential, and not in violation of any contractual restrictions or other third-party rights.

You shall indemnify and hold Dylyver harmless for all damages, losses and costs related to all third-party claims, charges, and investigations, caused by your failure to comply with this Agreement, by any information you submit to the Service and by any activity in which you engage on or through the Service.

Dylyver makes all reasonable efforts to verify the identity of registered Users. However, Dylyver explicitly disclaims any liability in connection with Users who submit inaccurate or incorrect information. The User warrants and shall indemnify and hold harmless Dylyver for any loss due to inaccurate or incorrect information being submitted by the User, or the registered profile being used by someone else than the registered User.

Use of personal data

When registering with Dylyver you agree that Dylyver may use the information provided by you within the boundaries set by applicable law. The information will be stored and used by Dylyver to manage and maintain the relationship with the User. Dylyver may contact you at the email address specified in your profile with information about services and new offers from Dylyver.

You can find out more about our collection and use of personal information in connection with the Services in Dylyver’s Privacy Policy.

You have the right to request access to the information we have stored about you as well as requesting that we correct any erroneous information we have stored about you. For any queries regarding our use of personal data, please contact us at support@dylyver.com.

Dylyver will not sell, purchase, provide, exchange or in any other manner disclose Account or Transaction data, or personal information of or about a Cardholder to anyone, except, it’s Acquirer, Visa/Mastercard Corporations or in response to valid government demands.

Website www.dylyver.com is operated by Dylyver LLP with the registered address 71-75 Shelton Street, London, Greater London, United Kingdom, WC2H 9JQ, under the laws of United Kingdom.

User Requirements and Conduct

The Service is not available for use by persons under the age of 18. You may not authorize third parties to use your Account, and you may not allow persons under the age of 18 to receive transportation or logistics services from third-party providers unless they are accompanied by you. You may not assign or otherwise transfer your Account to any other person or entity. You agree to comply with all applicable laws when using the Services, and you may only use the Services for lawful purposes (e.g., no transport of unlawful or hazardous materials). You will not, in your use of the Services, cause nuisance, annoyance, inconvenience, or property damage, whether to the third-party provider or any other party. In certain cases, you may be asked to provide proof of identity to access or use the Services, and you agree that you may be denied access to or use of the Services if you refuse to provide proof of identity.

Third Party Services and Content

The Services may be made available or accessed in connection with third party services and content that Dylyver does not control. You acknowledge that different terms of use and privacy policies may apply to your use of such third-party services and content. Dylyver does not endorse such third-party services and content and in no event shall Dylyver be responsible or liable for any products or services of such third-party providers. 

Additionally, Apple Inc., Google, Inc. and/or their applicable international subsidiaries and affiliates will be third-party beneficiaries to this contract if you access the Services using Applications developed for Apple iOS, Android-powered mobile devices, respectively. These third-party beneficiaries are not parties to this contract and are not responsible for the provision or support of the Services in any manner. Your access to the Services using these devices is subject to terms set forth in the applicable third-party beneficiary’s terms of service.

Hardware and Network Access

You are responsible for obtaining the data network access necessary to use the Services. Your mobile network’s data and messaging rates and fees may apply if you access or use the Services from a wireless-enabled device and you shall be responsible for such rates and fees. You are responsible for acquiring and updating compatible hardware or devices necessary to access and use the Services and Applications and any updates thereto. Dylyver does not guarantee that the Services, or any portion thereof, will function on any particular hardware or devices. In addition, the Services may be subject to malfunctions and delays inherent in the use of the Internet and electronic communications. 

Dylyver hereby grants you a personal, non-exclusive, non-transferable license to install and use the Dylyver App on your Device for the purpose of using Transportation Services. You agree to not provide, distribute or share, or enable the provision, distribution or sharing of the Dylyver App (or any data associated therewith) with any third party.

Service Availability

Dylyver shall use reasonable endeavors to ensure that Service will be available at all times. However, the User acknowledges and agrees that events related to maintenance, security or capacity requirements, and/or events beyond Dylyver’s control may result in malfunctions or interruptions of the Services. Dylyver disclaims all liability for damages caused by any such interruption or errors in functioning. 

You agree that: (1) use of the Dylyver App on Your Device requires an active data plan with a wireless carrier associated with Your Device, which data plan will be provided by you at your own expense; and (2) use of the Dylyver App on Your Device as an interface with the Dylyver Services may consume large amounts of data through the data plan.

Dylyver advises that your device only be used under a data plan with unlimited or very high data usage limits, and Dylyver shall not be responsible or liable for any fees, costs, or overage charges associated with any data plan.

Liability

Neither Dylyver nor its directors, agents and employees, shall be liable to you in contract, tort, including negligence, or otherwise for any business losses, such as loss of data, profits, revenue, business, opportunity, goodwill, reputation or business interruption or for any losses which are not reasonably foreseeable by us arising, directly or indirectly from:

• your use of or your inability to use our Services;
• delays or disruptions in our Services;
• viruses or other malicious software obtained by accessing, or linking to, our Services;
• glitches, bugs, errors, or inaccuracies of any kind in our Services;
• damage to any electronic device using the Service.

You accept sole responsibility for the legality of your actions under laws applying to you and the legality of any items you transport using the Service.

Dylyver makes no representation, warranty, or guarantee regarding the reliability, timeliness, quality, suitability or availability of the services or any services or goods requested through the use of the services, or that the services will be uninterrupted or error-free. Dylyver does not guarantee the quality, suitability, safety or ability of third-party providers. You agree that the entire risk arising out of your use of the services, and any service or good requested in connection therewith, remains solely with you, to the maximum extent permitted under applicable law.

Dylyver makes no warranties or representations regarding any data and/or information published or otherwise made available on the Service from Users of the Service, or on any external websites linked to or referred to on the Service.

Restrictions

You may not: a) remove any copyright, trademark or other proprietary notices from any portion of the Services; (b) reproduce, modify, distribute, license, lease, sell, resell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Services except as expressly permitted by Dylyver; (c) decompile, reverse engineer or disassemble the Services; (d) link to, mirror or frame any portion of the Services; (e) cause or launch any programs or scripts for the purpose of scraping, indexing, or otherwise data mining any portion of the Services or unduly burdening or hindering the operation and/or functionality of any aspect of the Services; or (f) attempt to gain unauthorized access to or impair any aspect of the Services or its related systems or networks.

Prices and Payment

You understand that use of the Services may result in charges to you for the services you receive from a Third-Party Provider (“Charges”). After you have received services obtained through your use of the Service, Dylyver shall facilitate your payment of the applicable Charges on behalf of the Third-Party Provider as such Third-Party Provider’s limited payment collection agent. Payment of the Charges in such manner shall be considered the same as payment made directly by you to the Third-Party Provider. Charges paid by you are final and non-refundable, unless otherwise determined by Dylyver. 

All Charges are due immediately and payment will be facilitated by Dylyver using the preferred payment method chosen by you at the beginning of each trip, after which Dylyver shall send you a receipt by email. If your primary Account payment method is determined to be expired, invalid or otherwise not able to be charged, you agree that Dylyver may, as the Third-Party Provider’s limited payment collection agent, use a secondary payment method in your Account, if available.

As between you and Dylyver, Dylyver reserves the right to establish, remove and/or revise Charges for any or all services obtained through the use of the Services at any time in Dylyver’s sole discretion. Charges of the service are not changed after the start of the transportation service. 

You acknowledge and agree that additional charges may apply to you for the services you receive, including, but not limited to: road tolls, bridge, ferry, tunnel, airport and other fees. At the beginning of each trip you may notify the Third-Party Provider if you would like to take the toll road on the way to your destination or you would like to take alternative route. If you choose to take the toll road then you agree to pay the toll amount at the end of the service directly to Third-Party Provider.

Further, you acknowledge and agree that Charges applicable in certain geographical areas may increase substantially during times of high demand. Dylyver shall use reasonable efforts to inform you of Charges that may apply, provided that you shall be responsible for Charges incurred under your Account regardless of your awareness of such Charges or the amounts thereof. 

Dylyver may from time to time provide certain users with promotional offers and discounts that may result in different amounts charged for the same or similar services or goods obtained through the use of the Services, and you agree that such promotional offers and discounts, unless also made available to you, shall have no bearing on your use of the Services or the Charges applied to you. You may elect to cancel your request for services from a Third-Party Provider at any time prior to such Third-Party Provider’s arrival, in which case you may be charged a cancellation fee.

This payment structure is intended to fully compensate the Third-Party Provider for the services provided. Dylyver does not designate any portion of your payment as a tip or gratuity to the Third-Party Provider. You understand and agree that, while you are free to provide additional payment as a gratuity to any Third-Party Provider who provides you with services or goods obtained through the Service, you are under no obligation to do so. Gratuities are voluntary. After you have received services obtained through the Service, you will have the opportunity to rate your experience and leave additional feedback about your Third-Party Provider.

When setting up a transportation request User has three payment methods that he/she can choose from: (1) pay with Credit card, (2) pay with Cash or (3) pay using the balance of the app digital wallet.

Payment processing services for Users on Dylyver App are provided by our payment processing partners. As a condition of Dylyver enabling payment processing services through its partners, you agree to provide Dylyver accurate and complete information about you and you authorize Dylyver to share it and transact information related to your use of the payment processing services. By agreeing to these terms and conditions or continuing using the Dylyver App, you agree to be bound by current Dylyver User terms & conditions.

Repair or Cleaning Fee

You shall be responsible for the cost of repair for damage to, or necessary cleaning of, Third-Party Provider vehicles and property resulting from use of the Services under your Account in excess of normal “wear and tear” damages and necessary cleaning. In the event that a Third-Party Provider reports the need for repair or cleaning, and such request is verified by Dylyver in Dylyver’s reasonable discretion, Dylyver reserves the right to facilitate payment for the reasonable cost of such repair or cleaning on behalf of the Third-Party Provider using your payment method designated in your Account. Such amounts will be transferred by Dylyver to the applicable Third-Party Provider and are non-refundable.

Termination due to breach

Dylyver may restrict, suspend or terminate the account of any User who abuses or misuses the Services or if the User violates the Agreement, without further notice to the User.

Any attempt to circumvent the service would be grounds for suspension and termination. Circumvention of the service includes and not limited to conclude transactions outside the system (i.e. trying to avoid concluding transportation services within the Dylyver system etc.) with the attempt to avoid using Dylyver’s payment system and avoiding any fees associated with using Dylyver’s service.

Miscellaneous Provisions

Dylyver may transfer its rights and obligations under these terms to another organization. We shall inform you via the App, or via e-mail in this case.

If a court finds part of this contract illegal, the rest shall remain in force. Each of the clauses of these terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.

Communications

Any notice delivered by Dylyver to you under this Agreement will be delivered by email to the email address associated with your account or by posting on the portal available to you on the Dylyver Services. You are obligated to respond in reasonable time to the notifications and provide necessary information to Dylyver if necessary. Any notice delivered by you to Dylyver under this Agreement will be delivered by contacting Dylyver at “Contact us” section of Dylyver website. Additional Territory-specific notices may be required from time to time.

Any written notice delivered by you to Dylyver by post under this Agreement will be delivered to our CEE office address: Üllői út 101, Budapest, 1091, Hungary.

Disputes, Choice of law and jurisdiction

If a dispute arises between you and Dylyver, we encourage you to first contact us directly to seek to resolve the matter by contacting us at support@dylyver.com

We will consider reasonable requests to resolve the dispute through alternative dispute resolution procedures, such as mediation or arbitration, as alternatives to litigation.

This Agreement between you and Dylyver shall be governed by and construed in accordance with the laws of United Kingdom.

You and Dylyver both agree to submit to the exclusive jurisdiction of the United Kingdom Courts.

General Rules for Refunds

We refund all credit card charges that are related to potential technical errors in the Dylyver-system. Anyone requesting refunds should mail us at support@dylyver.com, stating the problems and the relevant order id.

Refunds are issued at the discretion of Dylyver's management within a 30-day period after date of order. In your claim, please, include explanation of reasons for a refund, and your order information.

DRIVER TERMS & CONDITIONS

This Agreement constitutes a legal agreement between you, an individual (“You”) and Dylyver LLP (“Dylyver”), a company registered in United Kingdom with registered address 71-75 Shelton Street, London, Greater London, United Kingdom, WC2H 9JQ.

Dylyver provides lead generation services to independent third-party providers of rideshare or peer-to-peer passenger transportation services (“Drivers”) using the Dylyver Services. The Dylyver Services enable an authorized Driver to seek, receive and complete requests for transportation services from an authorized user of Dylyver’s mobile applications. You acknowledge and agree that Dylyver is a technology services provider that does not provide transportation services.

In order to use the Dylyver Services, you must agree to the terms and conditions that are set forth below. Upon your execution of this Agreement, You and Dylyver shall be bound by the terms and conditions set forth herein.

Definitions

• Affiliate shall mean an entity that, directly or indirectly, controls, is under the control of, or is under common control with a party, where control means having more than fifty percent (50%) of the voting stock or other ownership interest or the majority of the voting rights of such entity.
• Company Data shall mean all data related to the access and use of Dylyver’s Services, including all data related to Users (including User Information), all data related to the provision of Transportation Services via the Dylyver Services and the Dylyver Driver App.
• Your Device shall mean Your mobile device owned or controlled by you on which the Dylyver Driver App has been installed.
• Dylyver App (“User App”) shall mean the Dylyver mobile application software which is available for download for Users at the applicable online application stores.
• Dylyver Driver App (“Driver App”) shall mean the mobile application provided by Dylyver that enables transportation providers to access the Dylyver Services for the purpose of seeking, receiving and completing on demand requests for transportation services by Users, as may be updated or modified from time to time.
• Fare shall mean a charge that Drivers are entitled to for each instance of completed transportation service provided to a User.
• Service Fee shall mean a percentage of the Fare that Dylyver takes for providing lead generation services to Drivers.
• Tolls shall mean any applicable road, bridge, ferry, tunnel and airport charges and fees, including inner-city congestion, environmental or similar charges that you incur while providing transportation services to Users.
• Transportation Services shall mean your provision of peer to peer passenger transportation services to Users via the Dylyver Services using your Vehicle.
• Dylyver Services shall mean Dylyver’s on-demand lead generation and other services that enable transportation providers to seek, receive and complete on-demand requests for transportation services by Users. Such Dylyver Services include access to the Driver App and Dylyver’s software, websites, payment services and related support services systems, as may be updated or modified from time to time.
• User shall mean an end user authorized by Dylyver to use the Dylyver Drive App for the purpose of obtaining Transportation Services offered by the Drivers.
• User Information shall mean information about a User made available to you in connection with such Dylyver’s request for and use of Transportation Services, which may include the User’s name, User’s Dylyver ID, User’s rating, pick-up location, drop off location, contact information and photo.
• Vehicle shall mean your vehicle that meets the then-current Dylyver requirements for a vehicle on the Dylyver Services.
• Territory shall mean the scope, where the Driver App is available. Different general terms and conditions may be applied on different Territories.
• User General Terms and Conditions shall mean general usage rules that apply to all Users of the the User App.

Use of the Dylyver’s Services

Provision of Transportation Services

When the Driver App is active, User requests for Transportation Services may appear to you via the Driver App if you are online and in the vicinity of the User. If you accept a User’s request for Transportation Services, the Dylyver Services will provide you with certain User Information via the Driver App, including the User’s name, User’s picture, User’s rating, number of people travelling, payment method, pickup location and destination. In order to enhance User satisfaction with the Driver App and your Transportation Services, it is recommended that you wait at least 10 minutes for a User to show up at the requested pick-up location after your arrival to that location. You acknowledge and agree that once you have accepted a User’s request for Transportation Services, User App may provide certain information about you to the User, including your first name, contact information, photo and location, and your Vehicle’s make, picture and license plate number. You shall not contact any Users or use any User’s personal data for any reason other than for the purposes of fulfilling Transportation Services. You acknowledge and agree that: (1) you shall be solely responsible for determining the most effective, efficient and safe manner to perform each instance of Transportation Services; and (2) except for the Dylyver Services you shall provide all necessary equipment, tools and other materials, at your own expense, necessary to perform Transportation Services. You understand and agree that where applicable you have a legal obligation to transport Users with Service Animals, including guide dogs for the blind and visually impaired Users, and there is no exception to this obligation for allergies or religious objections. Your knowing failure to transport a User with a Service Animal shall constitute a material breach of this Agreement.

Your Relationship with Users

You acknowledge and agree that your provision of Transportation Services to Users creates a direct business relationship between you and the User. Dylyver is not responsible or liable for the actions or inactions of a User in relation to you, your activities or your Vehicle. You shall have the sole responsibility for any obligations or liabilities to Users or third parties that arise from your provision of Transportation Services. You acknowledge and agree that you are solely responsible for taking such precautions as may be reasonable and proper regarding any acts or omissions of a User or third party. You acknowledge and agree that Dylyver may release your contact and/or insurance information to a User upon such User’s reasonable request. You acknowledge and agree that, unless specifically consented to by a User, you may not transport or allow inside your Vehicle individuals other than a User and any individuals authorized by such User, during the performance of Transportation Services for such User. You acknowledge and agree that all Users should be transported directly to their specified destination, as directed by the applicable User, without unauthorized interruption or unauthorized stops.

By using Driver App you shall constitute your consent that you acknowledge and accept the User General Term and Conditions.

Your Relationship with Dylyver

You acknowledge and agree that your usage of Driver App and the Dylyver Services creates a direct business relationship between Dylyver and you. Dylyver does not, and shall not be deemed to, direct or control you generally or in your performance under this Agreement specifically, including your provision of Transportation Services, your acts or omissions, or your operation and maintenance of your Vehicle. You retain the sole right to determine when, where, and for how long you will utilize the Driver App or the Dylyver Services. You retain the option, via the Driver App, to attempt to accept or to decline or ignore a User’s request for Transportation Services via the Dylyver Services, or to cancel an accepted request for Transportation Services via the Driver App, subject to Dylyver’s then-current cancellation policies. With the exception of any signage required by local law or permit/license requirements, Dylyver shall have no right to require you to: (1) display Dylyver’s or any of its Affiliates’ names, logos or colors on your Vehicle(s); (2) wear a uniform or any other clothing displaying Dylyver’s or any of its Affiliates’ names, logos or colors. You acknowledge and agree that you have complete discretion to provide services or otherwise engage in other business or employment activities.

Dylyver retains the right to deactivate or otherwise restrict you from accessing or using the Driver App or the Dylyver Services in the event of a violation or alleged violation of this Agreement, your disparagement of Dylyver or any of its Affiliates, your act or omission that causes harm to Dylyver’s or its Affiliates’ brand, reputation or business as determined by Dylyver in its sole discretion. Dylyver reserves the right to deactivate your Driver status if you have not fulfilled a request for Transportation Services using the Driver App at least once a month.

Ratings

You acknowledge and agree that after receiving Transportation Services User will be prompted by the User App to provide a rating of you and your Transportation Services and at the same time after providing Transportation Services, you will be prompted by the Driver App to provide a rating of the User.

You acknowledge that Dylyver desires that Users have access to high-quality services via the User App. In order to continue to receive access to the Driver App and the Dylyver Services, you must maintain an average rating by Users that exceeds the minimum average acceptable rating established by Dylyver, as may be updated from time to time by Dylyver in its sole discretion. Your average rating is intended to reflect Users’ satisfaction with your Transportation Services rather than your compliance with any of Dylyver’s policies or recommendations. In the event your average rating falls below the Minimum Average Rating, Dylyver will notify you and may provide you, in Dylyver’s discretion, a limited period of time to raise your average rating above the Minimum Average Rating. If you do not increase your average rating above the Minimum Average Rating within the time period allowed, Dylyver reserves the right to deactivate your access to the Driver App and the Dylyver Services. Additionally, you acknowledge that your repeated failure to accept User requests for Transportation Services while you are logged in to the Driver App creates a negative experience for Users of Dylyver’s mobile application. If you do not wish to accept User requests for Transportation Services for a period of time, you should go offline on the Driver App.

Dylyver and its Affiliates reserve the right to use, share and display your and User ratings and comments in any manner in connection with the business of Dylyver and its Affiliates without attribution to you or your approval. You acknowledge and agree that Dylyver and its Affiliates are distributors (without any obligation to verify) and not publishers of your and User ratings and comments, provided that Dylyver and its Affiliates reserve the right to edit or remove comments in the event that such comments include obscenities or other objectionable content, include an individual’s name or other personal information, or violate any privacy laws, other applicable laws or Dylyver’s or its Affiliates’ content policies.

Devices

You need to use your own device in providing Transportation Services. When you use Your Devices you are responsible for the acquisition, cost and maintenance of Your Devices as well as any necessary wireless data plan. Dylyver hereby grants you a personal, non-exclusive, non-transferable license to install and use the Driver App on Your Device for the purpose of providing Transportation Services. You agree to not provide, distribute or share, or enable the provision, distribution or sharing of, the Driver App (or any data associated therewith) with any third party. You agree that: (1) use of the Driver App on Your Device requires an active data plan with a wireless carrier associated with Your Device, which data plan will be provided by you at your own expense; and (2) use of the Driver App on Your Device as an interface with the Dylyver Services may consume large amounts of data through the data plan. Dylyver advises that your device only be used under a data plan with unlimited or very high data usage limits, and Dylyver shall not be responsible or liable for any fees, costs, or overage charges associated with any data plan.

Location Based Services

You acknowledge and agree that your geo-location information must be provided to the Dylyver Services via a Device in order to provide Transportation Services. You acknowledge and agree that your geo-location information may be obtained by the Dylyver Services while the Driver App is running and the approximate location of your Vehicle will be displayed to the User before and during the provision of Transportation Services to such User. In addition, Dylyver and its Affiliates may monitor, track and share with third parties your geo-location information obtained by the Driver App and Device for safety and security purposes.

Driver and Vehicle Requirements

Your Requirements

You acknowledge and agree that you possess and maintain a valid driver's license with the appropriate level of certification to operate your Vehicle and all licenses, permits, approvals and authority applicable to you that are necessary to provide passenger transportation services to third parties in the Territory. You also acknowledge that you possess the appropriate level of expertise and experience to provide Transportation Services in a professional manner with due skill, care and diligence and you will provide and maintain high standards of professionalism, service and courtesy.

You acknowledge and agree that you may be subject to certain background and driving record checks from time to time in order to qualify to provide, and remain eligible to provide, Transportation Services. You acknowledge and agree that Dylyver reserves the right, at any time in Dylyver’s sole discretion, to deactivate or otherwise restrict you from accessing or using the Driver App or the Dylyver Services if you fail to meet the requirements set forth in this Agreement.

Driver App is available to Drivers in multiple countries, which form a part of the Territory, and you acknowledge and agree to meet with the local legal requirements and other regulations in each country where you will Drive and use Dylyver Services.

Vehicle Requirements

You acknowledge and agree that your Vehicle shall at all times be: (1) properly registered and licensed to operate as a passenger transportation vehicle; (2) owned or leased by you, or otherwise in your lawful possession; (3) suitable for performing the passenger transportation services contemplated by this Agreement; and (4) maintained in good operating condition, consistent with industry safety and maintenance standards for a Vehicle of its kind and any additional standards or requirements in the applicable Territory, and in a clean and sanitary condition.

Dylyver reserves the right to choose and change the types, categories, models and makes of vehicles that you can have to provide transportation services using Driver App. You will be displayed the then current permitted vehicle list on the driver registration page.

Documentation

To ensure your compliance with all requirements above, you must provide Dylyver with copies of all such licenses, permits, approvals, authority, registrations and certifications prior to your provision of any Transportation Services. Thereafter, you must submit to Dylyver written evidence of all such licenses, permits, approvals, authority, registrations and certifications as they are renewed. Dylyver shall, upon request, be entitled to review such licenses, permits, approvals, authority, registrations and certifications from time to time, and your failure to provide or maintain any of the foregoing shall constitute a material breach of this Agreement. Dylyver reserves the right to independently verify your documentation from time to time in any way Dylyver deems appropriate in its reasonable discretion.

Fare, payments and Financial Terms

Fare Calculation and Your Payment

You are entitled to charge a fare for each instance of completed Transportation Services provided to a User that are obtained via the Dylyver Services, where such Fare is calculated based upon a base fare amount plus distance (as determined by Dylyver using location-based services enabled through the Device) and time amounts. You acknowledge and agree that this Fare is the only payment you will receive in connection with the provision of Transportation Services, and that Fare does not include any gratuity.

You are also entitled to charge User for any tolls or fees incurred during the provision of Transportation Services, if applicable. Where applicable, at the beginning of each instance of transportation service you shall ask User of the Transportation Service if the User wants to take route, where tolls will apply or if wants to take alternative routes. If a User chooses the route, where Tolls apply please collect the Toll amount that you paid during the provision of Transportation Service from the User directly at the end of the trip.

The Fare amounts vary by country. The Fare is calculated based on the starting country’s base fare amount and it is irrespectively of the destination country’s base fare amount.

Changes to Fare

Dylyver reserves the right to change the Fare at any time in Dylyver’s discretion based upon local market factors, and Dylyver will provide you with notice in the event of changes to the base fare, per mile, and per minute amounts. Continued use of the Dylyver Services after any such change in the Fare shall constitute your consent to such change.

Fare Adjustment

Dylyver reserves the right to: adjust the Fare for a particular instance of Transportation Services (e.g., you took an inefficient route, you failed to properly end a particular instance of Transportation Services in the Driver App, technical error in the Dylyver Services, etc.); or cancel the Fare for a particular instance of Transportation Services (e.g., User is charged for Transportation Services that were not provided, in the event of a User complaint, fraud, etc.). Dylyver’s decision to reduce or cancel the Fare in any such manner shall be exercised in a reasonable manner.

Service Fee

In consideration of Dylyver’s provision of the Driver App and the Dylyver Services for your use and benefit hereunder, you agree to pay Dylyver a service fee on a per Transportation Services transaction basis calculated as a percentage of the Fare, as provided to you via email or otherwise made available electronically by Dylyver from time to time for the applicable Territory. In the event regulations applicable to your Territory require taxes to be calculated on the Fare, Dylyver shall calculate the Service Fee based on the Fare net of such taxes. Service Fee is 15% and Dylyver reserves the right to change the Service Fee at any time in Dylyver’s discretion based upon local market factors, and Dylyver will provide you with notice in the event of such change. Continued use of the Dylyver Services after any such change shall constitute your consent to such change.

Cancellation Charges

You acknowledge and agree that Users may elect to cancel requests for Transportation Services that have been accepted by you via the Driver App at any time prior to your arrival. In the event that a User cancels an accepted request for Transportation Services, Dylyver may charge the User a cancellation fee on your behalf. If charged, this cancellation fee shall be deemed the Fare for the cancelled Transportation Services for the purpose of remittance to you hereunder. You agree to pay Dylyver Service fee on a per cancellation of the Transportation Service calculated as a percentage of the Cancellation charge.

Receipts

As part of the Dylyver Services, Dylyver provides you a system for the delivery of receipts to Users for Transportation Services rendered. Upon your completion of Transportation Services for a User, Dylyver prepares an applicable receipt and issues such receipt to the User via email on your behalf. Such receipts are also provided to you via email or your personal account or Driver app available to you through the Dylyver Services. Receipts include the breakdown of amounts charged to the User for Transportation Services and may include specific information about you, including your name, your User ID, contact information and photo, as well as a map of the route you took.

No Additional Amounts

You acknowledge and agree that, for the mutual benefit of the parties, through advertising and marketing, Dylyver and its Affiliates may seek to attract new Users to Dylyver and to increase existing Users’ use of User App. You acknowledge and agree such advertising or marketing does not entitle you to any additional monetary amounts beyond the amounts expressly set forth in this Agreement unless you have signed up to participate in Dylyver marketing program, where Dylyver marketing program Terms & Conditions will apply.

Taxes

You acknowledge and agree that you are required to complete all tax registration obligations and calculate and remit all tax liabilities related to your provision of Transportation Services as required by applicable law. You further acknowledge and agree that you are responsible for taxes on your own income arising from the performance of Transportation Services.

Payments

By registering as a Driver in the Driver App you acknowledge and agree with the Dylyver Payments policy, which includes available payment methods for the Drivers, the concerning settlements and disbursements methods of all fees as defined in this General Terms and Conditions.

Primarily the payments from Users will be made by credit or debit cards which are issued worldwide by known and reliable credit card issuers. Dylyver shall block the amount of the Fare and other determined fees on the User’s credit card when the Transportation service has started. The Fare shall be withdrawn from Users chosen credit card by the end of the Transportation Service. Dylyver shall withdraw the Services fee from the Fare by the end of the Trasportation Service, and will make the remaining amount available to the Driver. These amounts shall be quoted in the Driver’s wallet. Dylyver informs the Driver about the final amount they are entitled to and transfers it to their wallets.

Dylyver provides an option for Users to pay Drivers in cash. Dylyver reserves the right to specify the conditions of cash payment, these conditions can be changed time to time, and country to country. Amount of the fare includes Dylyver Service fee that is why after every instance of cash-payment Dylyver shall be entitled to withdraw the Service fee from the Driver credit card or Dylyver wallet balance.

Payment processing services are provided by our payment processing partners. As a condition of Dylyver enabling payments and payout processing services through its partners, you agree to provide Dylyver accurate and complete information about you and you authorize Dylyver to share it and transact information related to your use of the payment and payout processing services. By agreeing to these terms and conditions or continuing to operate as a Driver on Driver App, you agree to be bound by current Dylyver Terms & Conditions.

Payout processing services to Drivers are provided by Muchbetter (www.muchbetter.com) and Transferwise (www.transferwise.com). By agreeing to these Terms and Conditions or continuing to operate as a Driver on Driver App, you agree to be bound by Muchbetter Terms and Conditions and Transferwise Terms and Conditions, as the same may be modified from time to time.

Dylyver does not withdraw or transfer automatically any balance from your wallet to your chosen bank account. You can withdraw all or part of your wallet balance at any point in time by visiting your personal account at www.dylyver.com.

Dylyver does not take responsibility of any bank charges or fees. Dylyver does not take responsibility for any fault resulted from wrong account number, false data, deficiency, transfer or credit delay. Dylyver does also not takes responsibility if the Driver does not take under their control the access to the Driver App.

Proprietary Rights and License

License Grant

Subject to the terms and conditions of this Agreement, Dylyver hereby grants you a non-exclusive, non-transferable, non-sublicensable, non-assignable license, during the term of this Agreement, to use the Dylyver Services for providing Transportation Services to Users and tracking resulting Fares and Fees. All rights not expressly granted to you are reserved by Dylyver, its Affiliates and their respective licensors.

Restrictions

You shall not, and shall not allow any other party to: (a) license, sublicense, sell, resell, transfer, assign, distribute or otherwise provide or make available to any other party the Dylyver Services or Driver App in any way; (b) modify or make derivative works based upon the Dylyver Services or Driver App; (c) improperly use the Dylyver Services or Driver App, including creating Internet “links” to any part of the Dylyver Services or Driver App, “framing” or “mirroring” any part of the Dylyver Services or Driver App on any other websites or systems, or “scraping” or otherwise improperly obtaining data from the Dylyver Services or Driver App; (d) reverse engineer, decompile, modify, or disassemble the Dylyver Services or Driver App; or (e) send spam or otherwise duplicative or unsolicited messages. In addition, you shall not, and shall not allow any other party to, access or use the Dylyver Services or Driver App to: (i) design or develop a competitive or substantially similar product or service; (ii) copy or extract any features, functionality, or content thereof; (iii) launch or cause to be launched on or in connection with the Dylyver Services an automated program or script, including web spiders, crawlers, robots, indexers, bots, viruses or worms, or any program which may make multiple server requests per second, or unduly burden or hinder the operation and/or performance of the Dylyver Services; or (iv) attempt to gain unauthorized access to the Dylyver Services or its related systems or networks.

Ownership

The Dylyver Services, Driver App and Company Data, including all intellectual property rights therein shall remain (as between you and Dylyver) the property of Dylyver. Neither this Agreement nor your use of the Dylyver Services, Driver App or Company Data conveys or grants to you any rights in or related to the Dylyver Services, Driver App or Company Data, except for the limited license granted above. Other than as specifically permitted by Dylyver in connection with the Dylyver Services, you are not permitted to use or reference in any manner Dylyver’s, or its Affiliates’ company names, logos, products and service names, trademarks, service marks, trade dress, copyrights or other indicia of ownership, alone and in combination with other letters, punctuation, words, symbols and/or designs (the "Dylyver Assets") for any commercial purposes. You agree that you will not try to register or otherwise use and/or claim ownership in any of the Dylyver Assets, alone or in combination with other letters, punctuation, words, symbols and/or designs, or in any confusingly similar mark, name or title, for any goods and services.

Confidentiality

Each party acknowledges and agrees that in the performance of this Agreement it may have access to or may be exposed to, directly or indirectly, confidential information of the other party. Confidential Information includes Company Data, User Information, and the transaction volume, marketing and business plans, business, financial, technical, operational and such other non-public information of each party (whether disclosed in writing or verbally) that such party designates as being proprietary or confidential or of which the other party should reasonably know that it should be treated as confidential.

Each party acknowledges and agrees that: (a) all Confidential Information shall remain the exclusive property of the disclosing party; (b) it shall not use Confidential Information of the other party for any purpose except in furtherance of this Agreement; (c) it shall not disclose Confidential Information of the other party to any third party, except to its employees, officers, contractors, agents and service providers as necessary to perform under this Agreement, provided this entities are bound in writing to obligations of confidentiality and non-use of Confidential Information no less protective than the terms hereof; and (d) it shall return or destroy all Confidential Information of the disclosing party, upon the termination of this Agreement or at the request of the other party (subject to applicable law and, with respect to Dylyver, its internal record-keeping requirements).

Notwithstanding the foregoing, Confidential Information shall not include any information to the extent it: (a) is or becomes part of the public domain through no act or omission on the part of the receiving party; (b) was possessed by the receiving party prior to the date of this Agreement without an obligation of confidentiality; (c) is disclosed to the receiving party by a third party having no obligation of confidentiality with respect thereto; or (d) is required to be disclosed pursuant to law, court order, subpoena or governmental authority, provided the receiving party notifies the disclosing party thereof and provides the disclosing party a reasonable opportunity to contest or limit such required disclosure.

Privacy

Disclosure of Your Information

Subject to applicable law, Dylyver and its Affiliates may, but shall not be required to, provide to you, a User, an insurance company and/or relevant authorities and/or regulatory agencies any information (including personal information (e.g., information obtained about you through any background check) and any Company Data) about you or any Transportation Services provided hereunder if: (a) there is a complaint, dispute or conflict, including an accident, between you and a User; (b) it is necessary to enforce the terms of this Agreement; (c) it is required, in Dylyver’s or any Affiliate’s sole discretion, by applicable law or regulatory requirements (e.g., Dylyver or its Affiliates receive a subpoena, warrant, or other legal process for information); (d) it is necessary, in Dylyver’s or any Affiliate’s sole discretion, to (1) protect the safety, rights, property or security of Dylyver or its Affiliates, the Dylyver Services or any third party; (2) to protect the safety of the public for any reason including the facilitation of insurance claims related to the Dylyver Services; (3) to detect, prevent or otherwise address fraud, security or technical issues; (4) to prevent or stop activity which Dylyver or any of its Affiliates, in their sole discretion, may consider to be, or to pose a risk of being, an illegal, unethical, or legally actionable activity); or (e) it is required or necessary, in Dylyver’s or any Affiliate’s sole discretion, for insurance or other purposes related to your ability to qualify, or remain qualified, to use Dylyver Services. You understand that Dylyver may retain your personal data for legal, regulatory, safety and other necessary purposes after this Agreement is terminated.

Dylyver, its Affiliates and partners may collect your personal data during the course of your application for, and use of, the Dylyver Services, or may obtain information about you from third parties. Such information may be stored, processed, transferred, and accessed by Dylyver, its Affiliates, its partners, third parties, and service providers for business purposes, including for marketing, lead generation, service development and improvement, analytics, industry and market research, and such other purposes consistent with Dylyver’s and its Affiliates’ legitimate business needs. You expressly consent to such use of personal data.

Dylyver will not sell, purchase, provide, exchange or in any other manner disclose Account or Transaction data, or personal information of or about a Cardholder to anyone, except, it’s Acquirer, Visa/Mastercard Corporations or in response to valid government demands.

Website www.dylyver.com is operated by Dylyver LLP with the registered address 71-75 Shelton Street, London, Greater London, United Kingdom, WC2H 9JQ, under the laws of United Kingdom.

Insurance

You agree to maintain during the term of this Agreement on all Vehicles operated by you under this Agreement automobile liability insurance that provides protection against bodily injury and property damage to third parties at levels of coverage that satisfy the minimum requirements to operate a private passenger vehicle on the public roads within your Territory. This coverage must also include any no-fault coverage required by law in the Territory that may not be waived by an insured. You agree to provide Dylyver and its Affiliates a copy of the insurance policy, policy declarations, proof of insurance identification card and proof of premium payment for the insurance policy upon request. Furthermore, you must provide Dylyver with written notice of cancellation of any insurance policy required by Dylyver. Dylyver shall have no right to control your selection or maintenance of your policy. You must be a named insured or individually rated driver, for which a premium is charged, on the insurance policy at all times.

You agree to maintain during the term of this Agreement workers’ compensation insurance as required by all applicable laws in the Territory. If permitted by applicable law, you may choose to insure yourself against industrial injuries by maintaining occupational accident insurance in place of workers’ compensation insurance. Furthermore, if permitted by applicable law, you may choose not to insure yourself against industrial injuries at all, but do so at your own risk.

You understand and acknowledge that your personal automobile insurance policy may not afford liability, comprehensive, collision, medical payments, personal injury protection, uninsured motorist, underinsured motorist, or other coverage for the Transportation Services you provide pursuant to this Agreement. If you have any questions or concerns about the scope or applicability of your own insurance coverage, it is your responsibility, not that of Dylyver, to resolve them with your insurer(s).

You are required to promptly notify Dylyver of any accidents that occur while providing Transportation Services and to cooperate and provide all necessary information related thereto.

Representations and Warranties

By You

You hereby represent and warrant that: (a) you have full power and authority to enter into this Agreement and perform your obligations hereunder; (b) you have not entered into, and during the term will not enter into, any agreement that would prevent you from complying with this Agreement; and (c) you will comply with all applicable laws in your performance of this Agreement, including holding and complying with all permits, licenses, registrations and other governmental authorizations necessary to provide (i) Transportation Services using the Vehicles pursuant to this Agreement, and (ii) passenger transportation services to third parties in the Territory generally.

Disclaimer of Warranties

Dylyver and its affiliates provide, and you accept, the Dylyver Services and Driver App on an “As is” and “as available” basis. Dylyver and its affiliates do not represent, warrant or guarantee that your access to or use of the Dylyver Services or Driver App: (a) will be uninterrupted or error free; or (b) will result in any request for transportation services. Dylyver and its affiliates function as an on-demand lead generation and related service only and make no representation, warranties or guarantees as to the actions or inactions of the users who may request or receive transportation services from you, and Dylyver and its affiliates do not screen or otherwise evaluate users. By using the Dylyver Services and Driver App, you acknowledge and agree that you may be introduced to a third party that may pose harm or risk to you or other third parties. You are advised to take reasonable precautions with respect to interactions with third parties encountered in connection with the use of the Dylyver Services or Driver App. Notwithstanding Dylyver’s appointment as the limited payment collection agent of you for the purpose of accepting payment from users on your behalf as set forth in Payments above, Dylyver and its affiliates expressly disclaim all liability for any act or omission of you, any user or other third party.

No Service Guarantee

Dylyver and its affiliates do not guarantee the availability or uptime of the Dylyver Services or Driver App. You acknowledge and agree that the Dylyver Services or Driver App may be unavailable at any time and for any reason (e.g., due to scheduled maintenance or network failure). Further, the Dylyver Services or Driver App may be subject to limitations, delays, and other problems inherent in the use of the internet and electronic communications, and Dylyver and its affiliates are not responsible for any delays, delivery failures or other damages, liabilities or losses resulting from such problems.

Indemnification

You shall indemnify, defend (at Dylyver’s option) and hold harmless Dylyver and its Affiliates and their respective officers, directors, employees, agents, successors and assigns from and against any and all liabilities, expenses (including legal fees), damages, penalties, fines, social security contributions and taxes arising out of or related to: (a) your breach of your representations, warranties or obligations under this Agreement; or (b) a claim by a third party (including Users, regulators and governmental authorities) directly or indirectly related to your provision of Transportation Services or use of the Dylyver Services. This indemnification provision shall not apply to your breach of any representations regarding your status as an independent contractor.

Limits of Liability

Dylyver and its affiliates shall not be liable under or related to this agreement for any of the following, whether based on contract, tort or any other legal theory, even if a party has been advised of the possibility of such damages: (i) any incidental, punitive, special, exemplary, consequential, or other indirect damages of any type or kind; or (ii) your or any third party’s property damage, or loss or inaccuracy of data, or loss of business, revenue, profits, use or other economic advantage.

Term and Termination

Term

This Agreement shall commence on the date accepted by you and shall continue until terminated as set forth herein.

Termination.

Either party may terminate this Agreement: (a) without cause at any time upon seven (7) days prior written notice to the other party; (b) immediately, without notice, for the other party’s material breach of this Agreement; or (c) immediately, without notice, in the event of the insolvency or bankruptcy of the other party, or upon the other party’s filing or submission of request for suspension of payment (or similar action or event) against the terminating party. In addition, Dylyver may terminate this Agreement or deactivate your Account immediately, without notice, with respect to you in the event you no longer qualify, under applicable law or the standards and policies of Dylyver and its Affiliates, to provide Transportation Services or to operate the Vehicle, or as otherwise set forth in this Agreement.

Effect of Termination.

Upon termination of the Agreement all outstanding payment obligations, the obligations of discretion and confidentiality shall survive the termination.

Relationship of the Parties

Except as otherwise expressly provided herein with respect to Dylyver acting as the limited payment collection agent solely for the purpose of collecting payment from Users on your behalf, the relationship between the parties under this Agreement is solely that of independent contracting parties. The parties expressly agree that: (a) this Agreement is not an employment agreement, nor does it create an employment relationship, between Dylyver and you; and (b) no joint venture, partnership, or agency relationship exists between Dylyver and you.

You have no authority to bind Dylyver or its Affiliates and you undertake not to hold yourself out as an employee, agent or authorized representative of Dylyver or its Affiliates. Where, by implication of mandatory law or otherwise, you may be deemed an agent or representative of Dylyver, you undertake and agree to indemnify, defend (at Dylyver’s option) and hold Dylyver and its Affiliates harmless from and against any claims by any person or entity based on such implied agency or representative relationship.

Miscellaneous Terms

Modification

In the event Dylyver modifies the terms and conditions of this Agreement at any time, such modifications shall be binding on you only upon your acceptance of the modified Agreement. Dylyver reserves the right to modify any information referenced at hyperlinks from this Agreement from time to time. You hereby acknowledge and agree that, by using the Dylyver Services, or downloading, installing or using the Driver App, you are bound by any future amendments and additions to information referenced at hyperlinks herein, or documents incorporated herein. Continued use of the Dylyver Services or Driver App after any such changes shall constitute your consent to such changes.

Supplemental Terms

Supplemental terms may apply to your use of the Dylyver Services, such as use policies or terms related to certain features and functionality, which may be modified from time to time. You may be presented with certain supplemental terms from time to time. Supplemental terms are in addition to, and shall be deemed a part of, this Agreement. Supplemental terms shall prevail over this Agreement in the event of a conflict.

Severability

If any provision of this Agreement is or becomes invalid or non-binding, the parties shall remain bound by all other provisions hereof. In that event, the parties shall replace the invalid or non-binding provision with provisions that are valid and binding and that have, to the greatest extent possible, a similar effect as the invalid or non-binding provision, given the contents and purpose of this Agreement.

Assignment

Neither party shall assign or transfer this Agreement or any of its rights or obligations hereunder, in whole or in part, without the prior written consent of the other party; provided that Dylyver may assign or transfer this Agreement or any or all of its rights or obligations under this Agreement from time to time without consent: (a) to an Affiliate; or (b) to an acquirer of all or substantially all of Dylyver’s business, equity or assets.

Communications

Any notice delivered by Dylyver to you under this Agreement will be delivered by email to the email address associated with your account or by posting on the portal available to you on the Dylyver Services. You are obligated to respond in reasonable time to the notifications and provide necessary information to Dylyver if necessary. Any notice delivered by you to Dylyver under this Agreement will be delivered by contacting Dylyver at “Contact us” section of Dylyver website. Additional Territory-specific notices may be required from time to time.

Any written notice delivered by you to Dylyver by post under this Agreement will be delivered to our CEE office address: Üllői út 101, Budapest, 1091, Hungary.

Entire Agreement

This Agreement, including all Supplemental Terms, constitutes the entire agreement and understanding of the parties with respect to its subject matter and replaces and supersedes all prior or contemporaneous agreements or undertakings regarding such subject matter. In this Agreement, the words “including” and “include” mean “including, but not limited to.” The recitals form a part of this Agreement.

Notices

Any notice delivered by Dylyver to you under this Agreement will be delivered by email to the email address associated with your account or by posting on the portal available to you on the Dylyver Services. Any notice delivered by you to Dylyver under this Agreement will be delivered by contacting Dylyver at “Contact us” section of Dylyver website. Additional Territory-specific notices may be required from time to time.

Disputes, Choice of law and jurisdiction

If a dispute arises between you and Dylyver, we encourage you to first contact us directly to seek to resolve the matter by contacting us at support@dylyver.com. Dylyver will consider reasonable requests to resolve the dispute through alternative dispute resolution procedures, such as mediation or arbitration, as alternatives to litigation. This Agreement between you and Dylyver shall be governed by and construed in accordance with the laws of United Kingdom. You and Dylyver both agree to submit to the exclusive jurisdiction of the United Kingdom Courts.

DYLYVER MARKETING PROGRAM

Terms & Conditions

This Agreement (“Agreement”) constitutes a legal agreement between you, an individual (“You”) and Dylyver LLP (“Dylyver”), a company registered in United Kingdom with registered address 71-75 Shelton Street, London, United Kingdom, WC2H 9JQ.

Dylyver marketing program (“Marketing Program”) has been developed for users, who are interested to promote Dylyver services globally and receive commissions and rewards in return. In order to participate in marketing program, you must agree to the terms and conditions that are set forth herein. Upon your execution of this Agreement, You and Dylyver shall be bound by the terms and conditions set forth herein. Dylyver reserves the right to amend the Agreement at any time. In the event of any change, we shall display a notice via the Dylyver Applications, Dylyver Website or send you an email. The change shall be effective as of its notification to the Users.

By participating in Dylyver marketing program you accept Dylyver marketing program terms & conditions.

Definitions

1. Website shall mean Dylyver official web page (www.dylyver.com)
2. App shall mean Dylyver mobile application.
3. Services shall mean on demand peer-to-peer passenger transportation services.
4. Users shall mean all registered Users of the Program.
5. Driver shall mean a registered User that acts as an independent third-party contractor that provides transportation services.
6. User ID shall mean unique ID number that User receives during the registration.
7. Direct referral shall mean a User or Driver that you invited and that has registered in the Program using your User ID or your referral link.
8. 1^st level referral shall mean a User or Driver that has been invited by your direct referral and that has registered using your Direct referral’s User ID.
9. 2^nd level referral shall mean a User or Driver that has been invited by your 2^nd level referral and that has registered using your 2^nd level referral’s User ID.
10. Partner shall mean your direct referral that is participating in Leadership program and is building his own network.
11. Network shall mean a total number of Users registered under you or under any of your Partners. It includes all the Users at all levels without limitation.
12. Leadership units (“Units”) shall mean a Dylyver measurement value that User needs to collect in order to move up the leadership levels. One unit equals to 30 newly registered users.
13. Personal account shall mean Users personal account on the website, which is provided to the User by Dylyver right after registration. User can access his Personal account using his mobile number and password. With the help of the Personal account User can control his activities, check the status of his personal network, check the execution of orders, invite new Users into the program and learn more about the updates and services provided by Dylyver.
14. Wallet shall mean a payout service provided by Dylyver and its partners, where Users can withdraw all or part of their balance to their bank accounts.
15. Commission shall mean an incentive payment that is earned by a User during his participation in the marketing program. User can withdraw accumulated commissions from the wallet to any bank account that User specifies in his Personal account.

General

Dylyver marketing program consists of 2 subprograms:

• Referral program
• Leadership program

Referral program

Referral program is a 3-level program, where you receive commissions from every ride completed by Drivers in your network using Dylyver Driver application. Your commissions in referral program depend on the level of referred Driver that completes a ride.

• 1^st level: You are entitled to 2.5% as commission from every ride completed by Direct referrals.
• 2^nd level: You are entitled to 1.5% as commission from every ride completed by 1^st level referrals.
• 3^rd level: You are entitled to 1.0% as commission from every ride completed by 2^nd level referrals.

These commissions will appear in your wallet after every ride of your referrals. To participate in the referral program, you just need to invite new drivers to Dylyver using your referral ID or referral link.

Leadership program

The leadership program is an 8-level incentive program, where you earn commissions from every user taxi ride and every new tariff purchase in your network. To participate in the leadership program, you just need to invite new users to Dylyver using your referral ID or referral link. Your commissions in leadership program depends on the level you are currently at in the program.

As a user of the Dylyver program you start on level zero of the leadership program. On this level you earn commissions only from your direct partners that you invited personally into the program.

In order to move up the levels you need to accumulate leadership Units. You collect Units when you and your partners invite new users to Dylyver platform. One unit equals to 30 newly registered users.

Your commission in the leadership program depends on the difference between your level in the program and the level of your direct partners. The following table depicts the units required on each level and commissions that you are entitled to from every ride of users in your business network.

Your level	Units required	Your commission from every taxi ride in your network
0	0 units	1.7%
1	1 units	2.5%
2	6 units	3.1%
3	15 units	3.6%
4	47 units	4.0%
5	200 units	4.3%
6	800 units	4.5%
7	2,500 units	4.6%
8	10,000 units	4.65%

Special Conditions

In order to accelerate your growth in the leadership program and rapidly move up the levels you can optionally purchase one of the following Dylyver leadership packages “Tariffs”.

Tariff name	Tariff fee	Units you earn	You move to	Your bonus
Standard	120 EUR	1 unit	1 level	1200 DYC
Premium	240 EUR	2 unit	2 level	2400 DYC
Deluxe	480 EUR	4 unit	3 level	4600 DYC

By participating in the Dylyver marketing program you are entitled to receive commissions and units from every single tariff purchase made by partners in your network. You get 1 unit for every standard tariff sale in your network, you get 2 units for every premium tariff sale in your network and you get 4 units for every deluxe tariff sale in your network.

The following table depicts the commissions that you are entitled to from every tariff purchase by partners in your network. You receive the full commission from your direct partners tariff purchase. You receive the difference between your commission and commission of your direct partner from tariff purchases made by all the referrals in your direct partners network.

Your commission from tariff sales in your network
Your level	Standard tariff	Premium tariff	Deluxe tariff
0	17 EUR	34 EUR	68 EUR
1	25 EUR	50 EUR	100 EUR
2	31 EUR	62 EUR	124 EUR
3	36 EUR	72 EUR	144 EUR
4	40 EUR	80 EUR	160 EUR
5	43 EUR	86 EUR	172 EUR
6	45 EUR	90 EUR	180 EUR
7	46 EUR	92 EUR	184 EUR
8	46.5 EUR	93 EUR	186 EUR

You can monitor the growth of your network, track commissions and check your balances in your personal account on Dylyver website.

Dylyver marketing program participation fee

Participation in the Dylyver marketing program is free of charge.

Changes to program conditions and referral fees

Dylyver reserves the right to change the Dylyver marketing program conditions and referral fees at any time in Dylyver’s discretion based upon local market factors, and Dylyver will provide you with notice in the event of such changes to the fee structure or program condition changes in Dylyver marketing program. Continued use of the Dylyver marketing program after any such changes shall constitute your consent to such change.

Withdrawal policy

By participating in the Dylyver marketing program you acknowledge and agree with the Dylyver marketing program payments policy, which includes available payout methods of all earnings defined in this Terms and Conditions.

You acknowledge and agree that commissions that you earned from referral program and leadership program will be deposited to your Dylyver wallet immediately after every individual transaction. You can then withdraw your earnings or continue to accumulate the balance in your wallet. There is a withdrawal limit of 100 euro or equivalent in other currency. Dylyver charges administrative commission for each individual withdrawal.

Dylyver does not withdraw or transfer automatically any balance from your wallet to your chosen bank account. You can withdraw all or part of your wallet balance at any point in time by visiting your personal account at www.dylyver.com.

Payout processing services to Users are provided by Muchbetter (www.muchbetter.com) and Transferwise (www.transferwise.com). By agreeing to these Terms and Conditions or continuing to participate in Dylyver marketing program, you agree to be bound by Muchbetter Terms and Conditions and Transferwise Terms and Conditions, as the same may be modified from time to time.

Payment processing services to Users are provided by our payment processing partners. As a condition of Dylyver enabling payments and payout processing services through its partners, you agree to provide Dylyver accurate and complete information about you and you authorize Dylyver to share it and transact information related to your use of the payment and payout processing services. By agreeing to these terms and conditions or continuing participating in Dylyver marketing program, you agree to be bound by current Dylyver Terms & Conditions. Dylyver does not take responsibility of any bank charges, card charges, withdrawal fees or other fees. Dylyver does not take responsibility for any fault resulted from wrong account number, false data, deficiency, transfer or credit delay.

No Additional Amounts

You acknowledge and agree that, for the mutual benefit of the parties, through advertising and marketing, Dylyver and its Affiliates may seek to attract new Users to Dylyver and to increase existing Users’ use of Dylyver services. You acknowledge and agree such advertising or marketing does not entitle you to any additional monetary amounts beyond the amounts expressly set forth in this Agreement.

Taxes

You acknowledge and agree that you are required to complete all tax registration obligations and calculate and remit all tax liabilities related to your income generation activities as required by applicable law. You further acknowledge and agree that you are responsible for taxes on your own income arising from participation in Dylyver marketing program.

Proprietary Rights and License

License Grant

Subject to the terms and conditions of this Agreement, Dylyver hereby grants you a non-exclusive, non-transferable, non-sublicensable, non-assignable license, during the term of this Agreement, to use and participate in the Dylyver marketing program. All rights not expressly granted to you are reserved by Dylyver, its Affiliates and their respective licensors.

Restrictions

You shall not, and shall not allow any other party to: (a) license, sublicense, sell, resell, transfer, assign, distribute or otherwise provide or make available to any other party the Dylyver marketing program in any way; (b) modify or make derivative works based upon the Dylyver marketing program; (c) improperly use the Dylyver marketing program; (d) reverse engineer, decompile, modify, or disassemble the Dylyver marketing program; or (e) send spam or otherwise duplicative or unsolicited messages. In addition, you shall not, and shall not allow any other party to, access or use the Dylyver marketing program to: (i) design or develop a competitive or substantially similar product or service; (ii) copy or extract any features, functionality, or content thereof; (iii) launch or cause to be launched on or in connection with the Dylyver marketing program automated program or script, including web spiders, crawlers, robots, indexers, bots, viruses or worms, or any program which may make multiple server requests per second, or unduly burden or hinder the operation and/or performance of the Dylyver marketing program; or (iv) attempt to gain unauthorized access to the Dylyver marketing program or its related systems or networks.

Ownership

The Dylyver marketing program, including all intellectual property rights therein shall remain (as between you and Dylyver) the property of Dylyver. Neither this Agreement nor your use of the Dylyver marketing program conveys or grants to you any rights in or related to the Dylyver marketing program, except for the limited license granted above. Other than as specifically permitted by Dylyver in connection with the Dylyver marketing program, you are not permitted to use or reference in any manner Dylyver’s, or its Affiliates’ company names, logos, products and service names, trademarks, service marks, trade dress, copyrights or other indicia of ownership, alone and in combination with other letters, punctuation, words, symbols and/or designs (the "Dylyver Assets") for any commercial purposes. You agree that you will not try to register or otherwise use and/or claim ownership in any of the Dylyver Assets, alone or in combination with other letters, punctuation, words, symbols and/or designs, or in any confusingly similar mark, name or title, for any goods and services.

Confidentiality

Each party acknowledges and agrees that in the performance of this Agreement it may have access to or may be exposed to, directly or indirectly, confidential information of the other party. Confidential Information includes Company Data, User Information, and the transaction volume, marketing and business plans, business, financial, technical, operational and such other non-public information of each party (whether disclosed in writing or verbally) that such party designates as being proprietary or confidential or of which the other party should reasonably know that it should be treated as confidential.

Each party acknowledges and agrees that: (a) all Confidential Information shall remain the exclusive property of the disclosing party; (b) it shall not use Confidential Information of the other party for any purpose except in furtherance of this Agreement; (c) it shall not disclose Confidential Information of the other party to any third party, except to its employees, officers, contractors, agents and service providers as necessary to perform under this Agreement, provided this entities are bound in writing to obligations of confidentiality and non-use of Confidential Information no less protective than the terms hereof; and (d) it shall return or destroy all Confidential Information of the disclosing party, upon the termination of this Agreement or at the request of the other party (subject to applicable law and, with respect to Dylyver, its internal record-keeping requirements).

Notwithstanding the foregoing, Confidential Information shall not include any information to the extent it: (a) is or becomes part of the public domain through no act or omission on the part of the receiving party; (b) was possessed by the receiving party prior to the date of this Agreement without an obligation of confidentiality; (c) is disclosed to the receiving party by a third party having no obligation of confidentiality with respect thereto; or (d) is required to be disclosed pursuant to law, court order, subpoena or governmental authority, provided the receiving party notifies the disclosing party thereof and provides the disclosing party a reasonable opportunity to contest or limit such required disclosure.

Privacy

Disclosure of Your Information

Subject to applicable law, Dylyver and its Affiliates may, but shall not be required to, provide to you, a User, relevant authorities and/or regulatory agencies any information (including personal information (e.g., information obtained about you through any background check) and any Company Data) about you if: (a) It is necessary to enforce the terms of this Agreement; (b) it is required, in Dylyver’s or any Affiliate’s sole discretion, by applicable law or regulatory requirements (e.g., Dylyver or its Affiliates receive a subpoena, warrant, or other legal process for information); (c) it is necessary, in Dylyver’s or any Affiliate’s sole discretion, to (1) protect the rights, property or security of Dylyver, its Affiliates or any third party; (2) to detect, prevent or otherwise address fraud, security or technical issues; (3) to prevent or stop activity which Dylyver or any of its Affiliates, in their sole discretion, may consider to be, or to pose a risk of being, an illegal, unethical, or legally actionable activity). You understand that Dylyver may retain your personal data for legal, regulatory, safety and other necessary purposes after this Agreement is terminated.

Dylyver, its Affiliates and partners may collect your personal data during the course of your use of, the Dylyver marketing program, or may obtain information about you from third parties. Such information may be stored, processed, transferred, and accessed by Dylyver, its Affiliates, its partners, third parties, and service providers for business purposes, including for marketing, lead generation, service development and improvement, analytics, industry and market research, and such other purposes consistent with Dylyver’s and its Affiliates’ legitimate business needs. You expressly consent to such use of personal data.

Dylyver will not sell, purchase, provide, exchange or in any other manner disclose Account or Transaction data, or personal information of or about a Cardholder to anyone, except, it’s Acquirer, Visa/Mastercard Corporations or in response to valid government demands.

Website www.dylyver.com is operated by Dylyver LLP with the registered address 71-75 Shelton Street, London, Greater London, United Kingdom, WC2H 9JQ, under the laws of United Kingdom.

Representations and Warranties

By You

You hereby represent and warrant that: (a) you have full power and authority to enter into this Agreement and perform your obligations hereunder; (b) you have not entered into, and during the term will not enter into, any agreement that would prevent you from complying with this Agreement; and (c) you will comply with all applicable laws in your performance of this Agreement.

No Service Guarantee

Dylyver and its affiliates provide, and you accept, the Dylyver marketing program on an “As is” and “as available” basis. Dylyver and its affiliates do not represent, warrant or guarantee that your access to or use of the Dylyver marketing program will be uninterrupted or error free. Dylyver and its affiliates do not guarantee the availability or uptime of the Dylyver marketing program. You acknowledge and agree that the Dylyver marketing program may be unavailable at any time and for any reason (e.g., due to scheduled maintenance or network failure). Further, the Dylyver marketing program may be subject to limitations, delays, and other problems inherent in the use of the internet and electronic communications, and Dylyver and its affiliates are not responsible for any delays, delivery failures or other damages, liabilities or losses resulting from such problems.

Indemnification

You shall indemnify, defend (at Dylyver’s option) and hold harmless Dylyver and its Affiliates and their respective officers, directors, employees, agents, successors and assigns from and against any and all liabilities, expenses (including legal fees), damages, penalties, fines, social security contributions and taxes arising out of or related to: (a) your breach of your representations or obligations under this Agreement; or (b) a claim by a third party (including Users, regulators and governmental authorities) directly or indirectly related to your use and participation in Dylyver marketing program.

Limits of Liability

Dylyver and its affiliates shall not be liable under or related to this agreement for any of the following, whether based on contract, tort or any other legal theory, even if a party has been advised of the possibility of such damages: (i) any incidental, punitive, special, exemplary, consequential, or other indirect damages of any type or kind; or (ii) your or any third party’s property damage, or loss or inaccuracy of data, or loss of business, revenue, profits, use or other economic advantage.

Term and Termination

Term

This Agreement shall commence on the date accepted by you and shall continue until terminated as set forth herein.

Termination

Either party may terminate this Agreement: (a) without cause at any time upon seven (7) days prior written notice to the other party; (b) immediately, without notice, for the other party’s material breach of this Agreement; or (c) immediately, without notice, in the event of the insolvency or bankruptcy of the other party, or upon the other party’s filing or submission of request for suspension of payment (or similar action or event) against the terminating party. Dylyver may restrict, suspend or terminate your account if you will abuse or misuse the Services or if you violate this Agreement, without further notice.

You may terminate this agreement and simply continue using Dylyver Services (Dylyver website and Dylyver applications). Please email us at support@dylyver.com if you would like to terminate this Dylyver marketing agreement.

Effect of Termination

Upon termination of the Agreement all outstanding payment obligations, the obligations of discretion, confidentiality and any other Dylyver agreement that you accepted shall survive this termination.

Communications

Any notice delivered by Dylyver to you under this Agreement will be delivered by email to the email address associated with your account or by posting on the portal available to you on the Dylyver Services. You are obligated to respond in reasonable time to the notifications and provide necessary information to Dylyver if necessary. Any notice delivered by you to Dylyver under this Agreement will be delivered by contacting Dylyver at “Contact us” section of Dylyver website. Additional Territory-specific notices may be required from time to time.

Any written notice delivered by you to Dylyver by post under this Agreement will be delivered to our CEE office address: Üllői út 101, Budapest, 1091, Hungary.

Disputes, Choice of law and jurisdiction

If a dispute arises between you and Dylyver, we encourage you to first contact us directly to seek to resolve the matter by contacting us at support@dylyver.com.

This Agreement between you and Dylyver shall be governed by and construed in accordance with the laws of United Kingdom. You and Dylyver both agree to submit to the exclusive jurisdiction of the United Kingdom Courts.