TERMS OF USE

1.  Introduction

1.1  These Terms of Use set out the terms and conditions under which Hailio Pty Ltd ACN 644 423 781 (we, or us) will make  available for use the Hailio App (the App) to the person who downloads the App (you) (Terms of Use).

1.2  By downloading the App, you acknowledge that you have read and understood these Terms of Use and agree to be bound by them.

1.3  If you do not accept these Terms of Use, please delete the App immediately.

1.4  We reserve the right to amend these Terms of Use at any time and for any reason. If we make a change to these Terms of Use, we may, but are not obligated to, notify you of the changes only by:

(a) providing written or electronic notice to your nominated email contact; or

(b) on-screen in the App (which may include a notification when you next start the App).

1.5.  We may require that you provide us with confirmation that you have read and accepted any change to the Terms of Use prior to accessing and using the App following any such change.

2.  What the App does

2.1.  The App provides you with access to the Hailio streaming service, a music and news streaming service designed to be broadcast to users of ride hailing services (Hailio Services).

2.2.  In order to access and use the Hailio Services you must comply with these Terms of Use.

3.  Minimum Requirements for Use

3.1.  The App is available for use on Apple and Android devices (each a Mobile Device) which maintain the eligible operating system (OS) requirements (System Requirements).

3.2  In order to access the App you will require a Mobile Device, which meets the System Requirements, and a mobile internet connection (collectively the Minimum Requirements).

3.3.  Subject to you:

(a) meeting the Minimum Requirements; and

(b) agreeing to these Terms of Use,

we shall grant you a non-exclusive and non-transferable licence to download, install and use the App within Australia on any Mobile Device which you own or control subject to these Terms of Use (as amended from time to time) and as permitted by the terms of the app store provider or operator (the App Store) from which you downloaded the App.

3.4  If you do not meet the Minimum Requirements or do not agree to these Terms of Use, we will not license the use of App to you and you must uninstall the App from your Mobile Device immediately.

4.  Registration and your Account

4.1  To access and use the App you must have a registered account with us.

4.2. To be eligible to apply to register for (and where applicable continue to maintain) an account you must satisfy the following criteria:

(a) hold a current valid driver account with an eligible ride hailing service provider, a current list of which is published in the App, as updated from time to time (Ride Hailing Service Providers) and / or hold a New South Wales public passenger vehicle accreditation (or equivalent accreditation in another Australian State or Territory); and 

(b) hold a current Australian driver licence.

(collectively the Eligibility Criteria).

4.3  Prior to considering your request to register an account we may require you to provide us with confirmation that you satisfy the Eligibility Criteria. We may otherwise require you to provide us with confirmation that you satisfy the Eligibility Criteria on request at any time, and a failure to do so may result in your account (and your use of the App) being restricted.

4.4  When you apply to register your account, you will be required to create a username and password. You are solely responsible for keeping this username and password secure and are responsible for all use and activity, including activity in breach of these Terms of Use, carried out under your username.  

4.5  As part of the registration process and prior to us approving and activating your account we may request that you provide us with certain information, including:

(a)  details of which Ride Hailing Service Providers you are currently subscribed to drive for; and

(b)  the make and model of vehicle which you use in connection with delivering ride hailing services for a Ride Hailing  Service Provider.

4.6  Subject to you meeting the requirements set out in this clause 4 to our satisfaction we may approve or reject your request to register an account. Any decision to approve or reject your request is at our absolute discretion.

4.7  Without limiting our discretion under clause 4.6, you acknowledge and agree that we may limit the number of users of the App from time to time, which may delay or otherwise result in us being unable to approve your request for an account.  

4.8  We may place you on waitlist while we process the information which you have provided to us in connection with a request for an account and otherwise where we have reached our determined maximum number of users of the App.

4.9  By placing you on a waitlist we are not guaranteeing that we will approve your request for an account or otherwise that we agree to activate your account.

4.10  We will notify you in the App whether we have approved your application for an account and otherwise when your account has been activated. 

4.11  For the avoidance of any doubt you may only hold one (1) registered account at any time.

5.  Fees and Charges

5.1  You acknowledge that you may incur charges from your mobile service provider for downloading and using the App (including data usage in connection with your use of the App). You agree that any such charges are your sole responsibility and any matters regarding these charges should be raised with your mobile service provider.

6.  Using the App

6.1  Once you have successfully registered your account and we have activated your account for use you may use the App and access the Hailio Services.

6.2  You can use the App at any time you are providing ride hailing services in Australia by following the on screen prompts to login in and activate the App to deliver the Hailio Services through your vehicle's audio system at an audible noise level (Permitted Use). 

6.3  It is important to us that the App is used in accordance with the Permitted Use. We may from time to time request that you provide us with certain information in connection with your use of the App, including but not limited to smartphone ‘screen shots’ which evidence your use of the App in accordance with the Permitted Use (Information Request).

6.4  If you fail to respond to an Information Request under clause 6.3 within a reasonable period, or if we consider (acting reasonably) that the information you have provided in response to an Information Request is not satisfactory then we may elect to exercise out rights under clause 16.

6.5  For the avoidance of doubt, you may only use the App and the Hailio Services for the Permitted Use when engaged in providing ride hailing services on behalf of a Ride Hailing Service Provider.

6.6  Upon becoming aware of any unauthorised use, or suspected unauthorised use, of your account or if the security of your account is compromised in any way, you must notify us immediately by following the prompts in the App to contact us and request cancellation or suspension of your account.

6.7  We shall not be liable for any loss suffered or incurred by you as a result of any unauthorised use of your account.

6.8  Your right to access and use the App and the Hailio Services remains subject at all times to our rights of suspension and termination under clause 16.

7.  Earning User Fees

7.1  By downloading and using the App in accordance with the Permitted Use you may be eligible to earn fees (User Fees).

7.2  The App will automatically accurately track and record the amount of time that it is synced to your vehicle's audio system while delivering the Hailio Services (Hailio Hours).

7.3  Fees are calculated at a rate of $5 per 30 Hailio Hours. We may update the rate at which fees are paid at any time and we will notify you of any change in the App. You must record a minimum of 120 Hailio Hours before you can make a request to cash out your Hailio Hours for User Fees (Minimum Hailio Hours). You can track your Hailio Hours in the App at any time to monitor your progress.

7.4  Once you have recorded the Minimum Hailio Hours you can make a request to cash out your Hailio Hours at any time by following the prompts in the App.

7.5  When you submit a request to cash out we will ask you to provide your nominated account details to receive the cash out payment. Unless you elect not to, your account details will automatically retained for future cash out requests. You may update your account details at any time by following the prompts in the profile section of the App.

7.6  By submitting your account details to us you warrant that the account details are accurate and that you are the authorised holder of the account. We may at any time ask that you provide us with evidence to confirm that you are the authorised holder of the account. We may elect to withhold payment of any cash out amount until such evidence has been provided to our reasonable satisfaction.

7.7  Any information which you provide us in connection with clause 7.5 shall be kept secure and confidential.

7.8  We make payment of any cash out requests every 30 days on the 15th day of each month or where the 15th day is a weekend day or public holiday, on the next business day.  

7.9  Hailio Hours will remain valid for a period of 12 months from the date which they were recorded in the App, after which time they will expire and can no longer be used in connection with a cash out request.

8.  Eligibility for Rewards and Prizes

8.1  By downloading and using the App in accordance with the Permitted Use you may also be eligible to receive spot prizes from time to time.

8.2  Spot prizes are gifted by Hailio at random to users of the App who are delivering the Hailio Services (Spot Prize). Any spot prize is issued at our absolute discretion.

8.3  We will notify you in the App if you have been selected to receive a Spot Prize (Spot Prize Notification).

8.4  By accepting these terms you acknowledge and agree that we may elect to publish your details (including name) in the App in connection with a Spot Prize Notification and that these details may be viewed by other users of the App.

8.5  The issuing of Spot Prizes remains at our absolute discretion at all times and we may elect to stop issuing Spot Prizes at any time. If we make such an election we will provide appropriate notification in the App.

9.  Payment of Rewards and Prizes

9.1  We make payment of the Spot Prizes in third party gift vouchers, which may be exchanged for consumer goods. Spot Prizes will vary from time to time at our discretion.

9.2  Any Spot Prize which you may be entitled to receive will be sent to your designated email address provided to us at the time you registered your account within 10 business days of the date of the corresponding Spot Prize Notification (as applicable).

9.3  You acknowledge and agree that a Spot Prize may be subject to the terms and conditions of the relevant third party gift voucher provider and that by issuing you with a Spot Prize:

(a) we are not, nor do we hold ourselves out to be, affiliated in any way with the gift voucher provider; and 

(b) we do not endorse the products or services offered by the gift voucher provider nor do we provide any guarantee in connection with the products or services which you may obtain in connection with a gift voucher issued by us to you in connection with these Terms of Use.

10.  Third Party Promotions

10.1  We may from time to time offer you the ability to engage in promotional activities offered by third parties (Third Party Promotions).

10.2  The terms of any Third Party Promotions (including any benefits which you may be eligible to receive in connection with your involvement in a Third Party Promotion) will be posted in the App.

10.3. We may elect to remove a Third Party Promotion at any time (subject to the terms of that promotion) without notice to you.

10.4  You expressly acknowledge and agree that:

(a) Third Party Promotions are offered solely by third parties who have no affiliation to Hailio;

(b) by posting Third Party Promotions to the App Hailio does not endorse or otherwise recommend the promotions         
(including any activities associated with such promotions) to which they relate;

(c) you elect to engage in any Third Party Promotion at your own risk having satisfied yourself with the terms of the Third Party Promotion; and

(d) Hailio shall not be liable to you for any loss suffered or incurred as a result of your involvement in any Third Party  Promotion.  

11.  Collecting User Information

11.1  By using the App, you consent to us collecting and using your personal information (including information provided when registering an account to use the App).

11.2  In addition to collecting personal information, we may obtain location data through the use of location services in the App. By using the App and maintaining location services, you consent to us collecting and using your location data.

11.3  We may share any personal information which we collect from you in accordance with clause 11.1 or 11.2 with our related bodies corporate (as defined in the Corporations Act 2001 (Cth)) and / or third party service providers which we may have a relationship with from time to time. Our Privacy Policy details how we hold and handle your personal information and how you may access and correct your personal information which we hold.  

12.  User obligations

12.1. You acknowledge and agree that:

(a) we are the owner of all rights in the App, and shall remain the owner at all times; and

(b) the right to use the App is licensed to you, and you have no other rights in or in relation to the App, the underlying technology used or supported by the App or the Hailio Services other than those explicitly granted in these Terms of Use.

 

12.2  You agree that you will not:

(a) use the App to perform any act that is or may be directly or indirectly, unlawful, dishonest, offensive, threatening, abusive, harassing, defamatory or fraudulent, or perform any act that breaches the rights of any third party;

(b) reverse engineer, decompile or dissemble the App or its underlying software (or any part of it), or attempt to do any of those things;  

(c) use or attempt to use the App or the Hailio Service in a way that may interfere with or disrupt, damage, disable or impair the functions of the App (or the Hailio Services), our systems or our security;

(d) distribute viruses, malicious code, spyware, corrupted files or any other similar software or programs that may damage the operation of the App or any computer hardware or software;

(e) use the App or the Hailio Services for any in any manner not permitted by these Terms of Use;

(f) copy, transmit, reproduce (whether or not for compensation), publish, license, modify, or otherwise alter any part of the App in any way;

(g) develop or otherwise assist or be involved in any way in the development of a smart phone application which provides users with access to services which are substantially similar to the Hailio Services;

(h) encourage or enable any other individual to do any of the preceding.

12.3  You agree that you will:

(a) only download and access the App on your Mobile Device for the Permitted Use;

(b) promptly update, and keep updated, the OS and security software for your Mobile Device when released by the Mobile Device or system provider;

(c) keep any passwords used in connection with the App secure at all times; and

(d) delete the App from a Mobile Device if you intend to dispose of that Mobile Device.

12.4  You acknowledge and agree that the availability of the App is dependent on the App Store which you obtain the App from. Each App Store may have its own terms and conditions which you agree to comply with, and the licence granted under clause 3.3 is conditional on your compliance with any such terms and conditions.

12.5  You must comply with all applicable laws with respect to downloading and using the technology used or supported by the App.

13.  Liability

13.1  Without limiting any other exclusions or disclaimers in these Terms of Use, you expressly agree that you use the App at your sole risk and that we nor any of our related bodies corporate, directors, employees or agents shall not be liable to you for any direct, indirect, incidental or consequential loss or damage incurred or suffered by you in connection with the App, however caused, including but not limited to:

(a) by you downloading the App;

(b) by your use (or attempted use) of the App or the Hailio Services;

(c) any inability and/or failure of your Mobile Device to access or use the App or the Hailio Services; or

(d) any failure by us to perform, or delay in performing, any of our obligations under these Terms of Use.

Where our liability cannot be excluded and where liability may be lawfully limited, such liability is limited to the remedies required of us under any applicable law (including the Australian Consumer Law).

13.2  You expressly acknowledge and agree that:

(a) the content which you access through the App may be changed at our sole discretion and without notice to you and you will not attempt to object to any change made to such content;

(b) we shall not be responsible for any issues which arise in connection with the functions of the App, including the correction of any defects or any disruptions to the App or the Hailio Services;

(c) we do not warrant that the App will be secure or free of viruses or bugs; and

(d) you are solely responsible for ensuring that the App is updated to reflect the most current and up to date version of the App made available through the App Store. We have no responsibility for any loss which you may suffer or incur as a result of your failure to update the App.  

14.  Intellectual property

14.1  All intellectual property rights, including but not limited to all software (including underlying code), graphic design elements and text associated with the App is either owned by us or licensed to us by third parties and is protected by copyright, trade mark and intellectual property laws in Australia. You may not do anything which interferes with or breaches those laws or our intellectual property rights in the App (including in any of the underlying software).  

14.2  For the avoidance of doubt by downloading, using or attempting to use the App you will not obtain any interest in the intellectual property rights associated with the App.

15.  Third Party Content

15.1  You acknowledge that the App, and the Hailio Services, may contain third party advertisements or promotions (Third Party Content). We do not endorse and are not responsible for any Third Party Content and have no control over, or rights in, any Third Party Content.

15.2  If you elect to have any personal, professional or business dealings with any third party with respect to Third Party Content, you acknowledge and agree that such dealings are solely between you and the third party and you further acknowledge and agree that we do not have any responsibility or liability for any loss or damage you may incur or suffer as a result of such dealings.

15.3  We may use third party services, software and applications to provide the App, including for example analytics software. By using the App, you agree to our use of these third party services, software and applications, and their applicable licences, terms of use and other policies.

16.  Suspension and Termination

16.1  We may, with or without notice at any time and without liability to you:

(a) suspend or terminate your use of the App and/or the Hailio Services; or

(b) cease to provide the App and/or the Hailio Services and terminate these Terms of Use.

16.2  Upon termination, your right to use the App and the Hailio Services will end and you must immediately stop using the App and the Hailio Services and delete the App from all Mobile Devices which you own or control.

17.  Helpdesk

17.1. You can contact us at any time using the support contact in the App. Support is provided on the condition that neither we nor our employees or agents will be liable for any direct or indirect loss suffered by you, resulting from your use of our support service.

17.2. Our support service will not be responsible for providing advice specific to your Mobile Device, including data connections and cellular charges to your mobile device accounts.

18.  General

18.1  If any provision in these Terms of Use is deemed to be void or unenforceable, that provision will be read down to the extent necessary to make it valid and enforceable and to the extent that it cannot be so read down, will be severed from these Terms of Use.

18.2. Your rights and obligations under these Terms of Use are personal to you and you must not assign, transfer, sub-contract or otherwise dispose of any or all of your rights and/or obligations under these Terms of Use.

18.3  We may assign, transfer, sub-contract, novate or otherwise dispose of any or all of our rights and/or obligations under these Terms of Use without prior notice to you

18.4  If any dispute arises between you and us, the laws of Victoria, Australia will apply. By accepting these Terms of Use you irrevocably and unconditionally submit to the exclusive jurisdiction of the courts of Victoria, Australia and courts of appeal from them.

18.5. In relation to these Terms and Conditions, no delay or failure to act will be construed as a waiver of or in any way  prejudice, any of our rights. No waiver will be effective unless it is in writing. A waiver of a breach will not waive any other breach.

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