SHARINGOS TERMS OF BUSINESS

Hardware

SharingOS Holdings, Ltd., a UK corporation, provides micro mobility hardware and services pursuant to these Hardware Business Terms and the Hardware Order Form(s) agreed to by the Customer named in the Hardware Order Form and SharingOS. By signing a Hardware Order Form, Customer expressly agrees to these Hardware Business Terms.

1. Definitions.

• Agreement means these Business Terms, together with any applicable Order Form;
• Company or SharingOS means SharingOS, Inc., a Delaware corporation;
• Customer means the individual or organization named in the Order Form purchasing the Products;
• Order Form means a separate writing specifying the Products to be purchased by Customer;
• Business Terms means these business terms and any addenda and/or supplements thereto;
• Products means any of the Vehicles, digital locks, IoTs devices, battery packs and any other hardware that Customer may purchase from SharingOS as specified in the Order Form;
• Vehicles means the smart connected vehicles including but not limited to electric kick scooters, mechanical bicycles, electric bicycles, and electric mopeds;
• Warranty means the SharingOS limited warranty outlined in Section 4 of these Business Terms.

2. Delivery.

(a) Expected Delivery Date. The delivery of the ordered Products shall take place within the time period set forth on the completed Order Form. (b) Incorrect, Incomplete or Damaged Deliveries. If a delivery is incorrect, incomplete or damaged, Customer shall file a claim with the carrier within 48 hours and notify the Company.

3. Payment.

(a) Terms. Payment for the Products will be made in accordance with the Order Form. (b) Late Payments. All invoiced amounts which are not paid when due are subject to late fees.

4. Warranty.

(a) Warranty Time Period:

5. Warranty Servicing.

(a) Remedy. Company will make commercially reasonable efforts to return Customer’s initial request for warranty service. If Company is notified in writing of a breach of the warranty during the stated hardware warranty period, Company’s liability shall be to correct, repair or replace the Product(s) free of charge within a reasonable time.

6. What is Not Covered Under Warranty.

(a) Restrictions. The Warranty does not apply to repair or replacement caused by:

• accident;
• neglect; misuse; fluctuations in electrical power;
• force majeure;
• governmental actions;
• failure to follow usage instructions. (b) Non-SharingOS Products. This Warranty does not apply to any non-SharingOS hardware products or software not sold by SharingOS.

7. Limitation of Liability.

(a) Each party's total aggregate liability shall be limited to the greater of:

• 100% of the total Fees paid by the Customer during the 12 month period immediately preceding the cause of action;
• $10,000 USD. (b) Neither party excludes or limits liability for fraud, death or personal injury caused by negligence. (c) Neither party shall be liable for any indirect, incidental, special, punitive, or consequential damages.

8. Miscellaneous.

(a) Changes: SharingOS may change these Business Terms at any time. (b) Confidentiality: Each party shall maintain the confidentiality of the other party’s information. (c) Severability: If any provision is held to be invalid, the remaining provisions shall remain in effect. (d) Entire Agreement: These terms and the Order Form constitute the entire agreement. (e) Governing Law and Jurisdiction: This agreement shall be governed by the law of England.

9. Warranty Disclaimer.

TO THE EXTENT NOT PROHIBITED BY LAW, THESE WARRANTIES ARE EXCLUSIVE AND THERE ARE NO OTHER EXPRESS OR IMPLIED WARRANTIES.

10. Indemnification.

Customer will indemnify SharingOS against any third party liability arising from this Agreement.

11. Contact SharingOS.

The Company’s customer success team can be reached at: accounting@sharingos.co