Terms and Conditions

UBERCANN Terms of Service

UBERCANN is not part of or associated with Uber Technologies, Inc. (commonly known as Uber)  

Last Updated: December 22, 2021

Effective Date: January 1, 2022

INTRODUCTION

Welcome to UBERCANN, the premier technology platform connecting licensed cannabis retailers (“Retailers”) with verified consumers (“Consumers”). This Terms of Service Agreement (“Agreement”) describes the terms and conditions that govern your use of UBERCANN and its associated services, and constitutes a legal, binding agreement between you, UBERCANN carrier services, Inc., and its subsidiaries and affiliates (collectively, “UBERCANN”).

THE DISPUTE RESOLUTION SECTION OF THIS AGREEMENT CONTAINS A MUTUAL ARBITRATION AGREEMENT AND CLASS ACTION WAIVER THAT REQUIRES YOU AND UBERCANN TO RESOLVE DISPUTES WITH EACH OTHER ON AN INDIVIDUAL BASIS THROUGH FINAL AND BINDING ARBITRATION. PLEASE REVIEW THE DISPUTE RESOLUTION SECTION OF THIS AGREEMENT CAREFULLY. BY ENTERING INTO THIS AGREEMENT, YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND ALL OF THE TERMS OF THIS AGREEMENT AND HAVE TAKEN TIME TO CONSIDER THE CONSEQUENCES OF THIS IMPORTANT DECISION.

Acceptance Of This Agreement

By using, accessing, or downloading the UBERCANN Platform (defined below under the section entitled “The UBERCANN Platform”), you hereby expressly acknowledge and agree to be bound by all of the terms and conditions of this Agreement. If you do not agree to be bound by the terms and conditions of this Agreement, you may not use the UBERCANN Platform.

In addition to reviewing this Agreement, please review the UBERCANN Privacy Policy (“Privacy Policy”), the UBERCANN Card Present Payment Terms, the UBERCANN Online Payment Terms, the Shipping Terms, the Referral Program Rules (“Program Rules”) and, to the extent you are, or in the future become a Driver, the UBERCANN Driver App Terms of Service (“Driver App Terms”) (collectively, the “UBERCANN Terms”) each of which are incorporated by reference herein. If you do not agree to abide by the UBERCANN Terms, you automatically opt out of and are prohibited from using the UBERCANN Platform. If you violate the provisions of the UBERCANN Terms, UBERCANN may, in its sole discretion, suspend, discontinue, or change your account or any aspect of your access to or use of the UBERCANN Platform in whole or in part. By continuing to use the UBERCANN Platform, you agree to the UBERCANN Terms and any future amendments and additions to the UBERCANN Terms as published from time to time through the Platform.

Amendments To This Agreement

UERCANN may, in its sole discretion, modify or update this Agreement, or any policies relating to the UERCANN Platform, from time to time. Please review this page periodically to ensure you are up-to-date with any changes. Any changes to this Agreement or associated policies will be published through the UERCANN Platform, and are effective upon the publishing of said modification or update. If we make material changes to this Agreement, we will notify you via the email address associated with your Account or by posting a notice on the UERCANN Platform. Continued use of the UERCANN Platform after any such changes shall constitute your acceptance of such changes.

Terminology

For the purposes of this Agreement, the terms “cannabis” and “marijuana” are interchangeable, will be deemed under this Agreement to have the same legal meaning and significance, and do not encompass industrial hemp and products derived therefrom. “Industrial hemp” is defined by the Agriculture Improvement Act of 2018 as any part of the Cannabis sativa L. plant that contains less than 0.3 percent delta-9 tetrahydrocannabinol on a dry weight basis.

THE UERCANN PLATFORM

Your use of the “UERCANN Platform” consists of the Application and the Service. You may access services UERCANN provides through the UERCANN website located at UERCANN.com, Driver mobile applications for iOS and Android mobile operating systems (the “Driver App”), Consumer mobile applications for iOS and Android, and any other websites, applications, programs, or tools provided, owned, or operated by UERCANN (collectively, the “Application”). Use of the Application may include ordering and receiving medical or adult-use cannabis and cannabis accessories via on-demand delivery from licensed Retailers (“Delivery Services”), providing Delivery Services as an employee or independent contractor of a licensed Retailer (“Driver”), or any other services provided or facilitated by UERCANN including, without limitation, lead generation, logistical support, and customer engagement (collectively, the “Service”). Together, the Service and the Application are known as the UERCANN Platform.

DISCLAIMERS & ACKNOWLEDGMENTS

UERCANN Is a on-demand carrier platform and UBERCANN is not part of or associated with Uber Technologies, Inc. (commonly known as Uber)  

You expressly agree and acknowledge that UERCANN (i) is a on-demand carrier services provider; (ii) is not a licensed medical or adult-use cannabis Retailer, Brand (defined below in “Third-Party Providers”), or cultivator; (iii) does not itself provide Delivery Services to Consumers; (iv) does not employ or contract Drivers who provide Delivery Services; and (v) does not cultivate, manufacture, package, label, test, or sell medical or adult-use cannabis. It is the sole responsibility of the Retailer to offer its services to you in a legal and compliant manner, which are facilitated through its use of the UERCANN Platform. UERCANN has no responsibility or liability for any Delivery Services provided to you by Retailers or their Drivers, or provided by you as a Driver to Consumers.

Acknowledgment of Federal Law

UERCANN operates under applicable state laws. You expressly acknowledge and understand that marijuana (cannabis) is listed on Schedule I of the United States Controlled Substances Act. Under the federal laws of the United States of America, manufacturing, distributing, dispensing or possession of marijuana is illegal, and individuals are subject to arrest and/or prosecution for doing so. Pursuant to the Agricultural Improvement Act of 2018, industrial hemp is not listed on Schedule 1 of the Controlled Substances Act. You further acknowledge that medical use is not recognized as a valid defense under federal laws regarding marijuana. You also acknowledge and understand that the interstate transportation of marijuana is a federal offense.

Acknowledgment of State Law

You expressly acknowledge, agree, and understand that the use, possession, cultivation, manufacturing, transportation, and distribution of cannabis is illegal in your state of residence and in the state you are located unless all participants are acting completely within the scope of the state’s applicable laws.

Acknowledgment of the Laws of Your Location

While the Application or parts of the UERCANN Platform may be accessed from various locations, the Service is currently available only to Users and Retailers located in certain states, cities, counties, municipalities, and jurisdictions, determined at the sole discretion of UERCANN (“Service Area”). In all scenarios, you must abide by and follow the applicable laws of the state, city, county, municipality, or jurisdiction in which you are located in order to use the UERCANN Platform. You expressly acknowledge, agree, understand, and assume full responsibility for cooperating with the laws of your place of location while using the UERCANN Platform. UERCANN reserves the right to determine or change its Service Area in its sole discretion at any time.

Health Information

You expressly acknowledge, agree, and understand that any statements relating to cannabis goods, accessories or any other products available on the UERCANN Platform (“Products”) have not been evaluated by the FDA. Neither the Products nor the ingredients in any of the Products have been approved or endorsed by the FDA or any regulatory agency. The Products available on the UERCANN Platform are not intended to diagnose, treat, cure, mitigate, or prevent any medical condition, illness, or disease in humans or animals. The information provided is designed for educational purposes only and is not intended to be a substitute for informed medical advice or care. If you are pregnant, nursing, taking medication, or have a medical condition, we suggest consulting with a physician before using any Products.

USING THE UERCANN PLATFORM

Your User Account

In order to use most aspects of the UERCANN Platform, Consumers and Drivers (collectively “Users”) must register for and maintain an active personal User account (“Account”). Account registration requires you to submit to UERCANN certain information related to you that UERCANN collects from you, through your use of the UERCANN Platform, and from third parties as detailed in the Privacy Policy (“User Data”). To register an Account, you may be required to submit User Data, including personally identifiable information (“PII”) such as your name, phone number, email address, date of birth, or government-issued ID (i.e. driver’s license, state ID card, or passport). You grant UERCANN permission to collect and maintain your User Data, and to disclose the User Data you provide to third parties for verification purposes and to facilitate your use of the UERCANN Platform as detailed in the Privacy Policy or any “just-in-time” disclosures describing our data collection, use, and sharing practices of specific parts of our UERCANN Platform. A “just-in-time” notice may provide more information about our privacy practices, or provide you with additional choices about how we process your PII and/or User Data.

You agree to maintain accurate, complete, and up-to-date information in your Account and that we and others may rely on your information as accurate, current and complete. Your failure to maintain accurate, complete, and up-to-date Account information, including having an invalid or expired identification on file, may result in your inability to access or use the Service.

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. Unless otherwise permitted by UERCANN in writing, you may only possess one Account.

Your participation in using the UERCANN Platform is for your sole, personal use. You agree that you are the sole authorized user of your Account, and you may not assign or otherwise transfer your Account to any other person or entity. Any attempt by another individual to use your Account may result in your inability to use the Service, and/or suspension from the UERCANN Platform. You are responsible for the use of your Account and UERCANN expressly disclaims any liability arising from the unauthorized use of your Account. If you suspect unauthorized access of your Account or any other breach of security, you agree to notify us immediately.

UERCANN reserves the right, in its sole discretion, to set the requirements for, or to suspend, disable, deny access to, or disallow the registration of your Account for any reason. If you believe your inability to access your Account or the UERCANN Platform has been made in error, please contact our Customer Support team. You acknowledge and agree that UERCANN shall not be liable to you or any third party for any termination of your access to the UERCANN Platform. The terms and conditions of this Agreement and the UERCANN Terms shall survive and endure beyond any termination, deletion, or suspension of your Account, or if you cease using the UERCANN Platform.

If you wish to terminate, delete, suspend, or otherwise disable your Account or use of the UERCANN Platform, please contact Customer Support. By registering for an Account, you acknowledge and agree that UERCANN must maintain certain User Data, including PII, for business, legal and/or operational purposes, including to prevent account abuse, or as otherwise permitted under applicable law. Any remaining PII not necessary for this task will be deleted from your Account in a reasonable amount of time following the request. For further information on our privacy practices and how we handle your User Data, please review the Privacy Policy.

Age Restrictions

You must be at least 21 years old to use the UERCANN Platform, and must be at least 21 years old to use the UERCANN Platform to order, receive, or facilitate delivery of adult-use cannabis. By using the UERCANN Platform you expressly represent and warrant that you are at least 21 years old, are legally entitled to enter into this Agreement, and have the right, authority and capacity to enter into and abide by the terms and conditions of this Agreement. Users over the age of 21 but under 21 may, in certain circumstances determined by UERCANN, be permitted to order medical cannabis with a valid doctor’s recommendation pursuant to the laws of your jurisdiction. You acknowledge that UERCANN reserves the right to determine a minimum age for any User or Service Area in its sole discretion (“Qualifying Age”). You agree that if you are not of Qualifying Age while located in any Service Area, you are prohibited from using, and will not attempt to use, the Service.

UERCANN Communications

By entering into this Agreement or using the UERCANN Platform, you expressly consent and agree to accept and receive communications from UERCANN and/or Retailers (including Drivers) that you transact with, including via email, text message, calls, and push notifications to the cellular telephone number you provided to UERCANN.

By consenting to being contacted, you understand and agree that you may receive communications (including those generated by automatic telephone dialing systems and/or which will deliver pre recorded messages) sent by or on behalf of UERCANN, and/or Retailers (or their Drivers), including but not limited to: operational or transactional communications concerning your Account or use of the UERCANN Platform; updates concerning new or existing features of the UERCANN Platform; communications concerning Promotions (defined below) run by UERCANN, Retailers or third parties; and news or industry developments concerning UERCANN, Retailers, or third parties. Standard text messaging charges applied by your cell phone carrier will apply to text messages you receive.

IF YOU WISH TO OPT OUT OF PROMOTIONAL EMAILS, UNSUBSCRIBE FROM UERCANN’S PROMOTIONAL EMAIL LIST BY FOLLOWING THE UNSUBSCRIBE OPTIONS IN THE PROMOTIONAL EMAIL ITSELF, INCLUDING CLICKING THE UNSUBSCRIBE LINK PROVIDED AT THE BOTTOM OF THE EMAIL. IF YOU WISH TO OPT OUT OF PUSH NOTIFICATIONS YOU MAY DO SO THROUGH YOUR DEVICE SETTINGS. IF YOU WISH TO OPT OUT OF PROMOTIONAL CALLS OR TEXTS, YOU MAY TEXT “STOP” FROM THE MOBILE DEVICE RECEIVING THE MESSAGES TO THE PHONE NUMBER YOU RECEIVED THE MESSAGE FROM.

YOU ACKNOWLEDGE THAT YOU ARE NOT REQUIRED TO CONSENT TO RECEIVE PROMOTIONAL TEXTS OR CALLS AS A CONDITION OF USING THE UERCANN PLATFORM. IF YOU WISH TO OPT OUT OF ALL TEXTS OR CALLS FROM UERCANN (INCLUDING OPERATIONAL OR TRANSACTIONAL TEXTS OR CALLS), PLEASE CONTACT CUSTOMER SUPPORT BY VISITING UERCANN.CO/SUPPORT. HOWEVER, YOU ACKNOWLEDGE THAT OPTING OUT OF RECEIVING ALL TEXTS MAY IMPACT YOUR USE OF THE UERCANN PLATFORM.

Electronic Records & Signatures

You agree that your electronic signature on the UERCANN Platform is the legal equivalent of your manual or paper signature. You consent to receive any communications, records, receipts, notices, agreements, documents, and disclosures provided by UERCANN regarding your Account and the UERCANN Platform electronically (collectively, “Electronic Communications”). We may provide these Electronic Communications to you via the UERCANN Platform, email, text message, push notification, chat, customer support, or other electronic communications.

In order to access and retain Electronic Communications, you will need at least the following computer hardware and software:

• A      device with an Internet connection
• A      current web browser with cookies enabled
• A      valid email address
• Storage      space to save past Electronic Communications on your device or an      installed printer to print Electronic Communications

In order for us to send you Electronic Communications, you must ensure your contact information and email address is true, accurate and complete at all times. You acknowledge and agree UERCANN will be deemed to have provided Electronic Communications to you even if your contact information on file is incorrect, out of date, blocked by your service provider, or you are otherwise are unable to receive Electronic Communications. You can update your contact information at any time by logging into your Account and updating your profile settings, or by contacting Customer Support.

You can withdraw your consent to receive Electronic Communications at any time by sending us an email with the subject line “Withdrawing E-Sign Consent” to legal@UERCANN.com. However, if you withdraw your consent to receive Electronic Communications, UERCANN reserves the right to immediately close your Account as we may be unable to properly facilitate your legal use of the UERCANN Platform.

Charges, Billing, & Refunds

You understand and acknowledge that you may incur fees or charges from UERCANN, Retailers, or other third parties in connection with the goods and services purchased or facilitated through the UERCANN Platform (“Charges”). All Charges will be identified in your cart prior to or during checkout, and in your receipt. Such Charges may include some combination of the following:

• Retail      Price.      The “Retail Price” of goods and accessories are displayed with that item      on the UERCANN Platform. The displayed Retail Price may include discounts,      promotions, and price reductions at the sole discretion of UERCANN. At      checkout, the combined Retail Price of goods and accessories is the      subtotal of an order as shown in your cart.
• State      Taxes.      Retailers charge applicable “State Taxes,” such as cannabis excise taxes,      on sales of goods and accessories based on the state of your location,      pursuant to state laws and regulations.
• Local      Taxes.      Retailers charge applicable “Local Taxes” on sales of cannabis goods and      accessories. Local Taxes may be based on the city, county, municipality,      or other jurisdictional location of your delivery address, the Retailer      fulfilling your order, or both, pursuant to local laws and regulations.
• Sales      Tax.      Retailers charge applicable “Sales Tax” on all sales of goods and      accessories. Sales tax may be based on the state, city, county,      municipality, or other jurisdictional location of your delivery address,      the Retailer fulfilling your order, or both, pursuant to applicable laws      and regulations.
• Other      Taxes. You      may be charged additional taxes based on applicable laws and regulations.      Such taxes may vary depending on the laws and regulations in place at the      time of your purchase.
• Delivery      Fee.      You may be charged a “Delivery Fee” for each order you place.
• Cancellation      Fee.      After placing an order, you may cancel it through the Application, but you      may be charged a “Cancellation Fee” in certain circumstances. You may also      be charged if the Driver completing your order is unable to reach you to      complete delivery.
• Service      Fee.      In some instances, you may be charged a “Service Fee” for some orders. A      description for any applicable Service Fee will be available at checkout.
• Trust      and Safety Fee.      In some instances, you may be charged a “Trust and Safety Fee” for some      orders. This fee, if applied, is collected to promote the safe and      reliable operation of Retailers and their Drivers.
• Tips. You may elect to      “Tip” your Driver in cash or through the UERCANN Platform where available.
• Other      Fees.      Additional fees and charges may apply to your orders as determined by UERCANN,      the Retailers, and/or third parties with whom you transact. The      description of any such fees will be available at checkout. Your bank may      also charge additional fees.

UERCANN may change any Charges at its sole discretion and reserves the right to determine final prevailing pricing. Please note that pricing information published on the UERCANN Platform may not accurately reflect pricing. UERCANN may, at its sole discretion, make promotional offers with differing features and/or Charges to any individual or User. Such offers, unless made to you, have no bearing whatsoever on your use of the UERCANN Platform.

You may receive Promotions (defined below) or Referral Codes (defined below) that you can apply toward payment of certain Charges. Promotions or Referral Codes are only valid for use on the UERCANN Platform, and are not transferable or redeemable for cash except as required by law. Additional restrictions on Promotions or Referral Codes may apply as communicated to you in a relevant promotion.

All Charges are due immediately and are non-refundable. This no-refund policy shall apply at all times regardless of your decision to terminate usage of the UERCANN Platform, UERCANN’s decision to terminate your usage, any disruption to the UERCANN Platform, or any other reason whatsoever. If you are dissatisfied with any of the Products you receive, please contact Customer Support.

A third-party payment processor (“Payment Vendor”) may bill your purchase of Products purchased through the UERCANN Platform. Payment Vendor services may require you to visit, enter information into, or create an account with the Payment Vendor’s application, website, or platform, separate and distinct from the UERCANN Platform. By entering your payment, banking, or other billing information, you authorize UERCANN to send that information to or through the applicable Payment Vendor to charge your form of payment. The processing of payments, authorizations, holds, credits, and refunds will be subject to the terms and conditions and privacy policy of the Payment Vendor. If you do not wish you utilize the services of a Payment Vendor, you may pay for Products in cash.

Third-Party Providers

During your use of the UERCANN Platform, you may purchase goods and/or services from, correspond with, participate in the promotions of, or otherwise utilize third parties facilitating their business through the UERCANN Platform, including without limitation, (i) Retailers; (ii) manufacturers, cultivators, distributors, microbusinesses, or licensors who sell Products to, through, and/or as Retailers (“Brands”); (iii) advertisers, business partners, or affiliates; (iv) Payment Vendors; and (v) the respective employees of each of the preceding (“Third-Party Providers”). You agree and acknowledge that UERCANN is not a party to any transaction you enter into with any Third-Party Provider, unless otherwise indicated in this Agreement. Any such activity, and any terms, conditions, warranties, or representations associated with such activity is solely between you and the applicable Third-Party Provider. UERCANN and its licensors shall have no liability, obligation or responsibility for any such purchase, correspondence, promotion, or transaction between you and any Third-Party Provider. In no event shall UERCANN or its licensors be responsible for any content, products, services, or other materials on or available from Third-Party Providers.

UERCANN does not endorse any third-party advertisements, links, promotions, or websites linked through the UERCANN Platform, and in no event shall UERCANN or its licensors be responsible for any content, products, services or other materials on or available from such sites or Third-Party Providers. Certain Third-Party Providers may require you to agree to additional or different terms and conditions prior to your use of or access to their goods and/or services. UERCANN disclaims any and all responsibility or liability arising from such agreements between you and the Third-Party Providers.

UERCANN may make available materials by Third-Party Providers, such as their opinions, advice, statements, offers, other information or content concerning UERCANN or other materials made available through the UERCANN Platform (“Third-Party Materials”). Such Third-Party Materials are not provided by UERCANN and UERCANN is not responsible for the content of Third-Party Materials. The authors of the Third-Party Materials are solely responsible for such content. UERCANN disclaims responsibility for any loss or damage resulting from your reliance on information or other content posted by Third-Party Providers, whether on the UERCANN Platform or otherwise. We reserve the right, without any obligation, to monitor, remove or suspend any Third-Party Materials posted on the UERCANN Platform and remove any such material that, in our sole opinion, violates or is alleged to violate: (i) the law; (ii) this Agreement; (iii) the rights, or threatens to harm the safety or rights of Users or others.

The UERCANN Platform may contain third-party advertising and marketing. By agreeing to this Agreement, you agree to receive such advertising and marketing. UERCANN disclaims responsibility for any loss or damage resulting from or related to such advertising and/or marketing.

Product Descriptions

UERCANN attempts to be as accurate as possible in Product descriptions or images for Products available through the UERCANN Platform. However, UERCANN is not a Brand and does not itself package, test, or label the Products available on the Platform. UERCANN does not warrant that Product descriptions, images, or other Content (defined below) available on the UERCANN Platform is accurate, complete, reliable, current, or error-free.

You acknowledge and agree that Amounts (defined below) in Product descriptions on the UERCANN Platform are averages or estimates, and that Amounts may vary for individual items, packages, or orders that you receive. Amounts on the UERCANN Platform include without limitation the level (by weight, mass, volume, or percentage) of THC, CBD, other cannabinoids, and terpenes in a Product, the total weight, mass, or volume of a Product, the size, number of individual items, or servings, in a Product, and any other unit of measurement related to a Product.

Promotions

UERCANN may, in its sole discretion, make available certain promotions or offers, which may at times be redeemed by entering promotional codes, that may confer discounts, price reductions, features, benefits, related to the Service, subject to any additional terms that UERCANN establishes (“Promotions”). Promotions may be offered by UERCANN, Retailers, Brands, or other Third-Party Providers on the UERCANN Platform. Each Promotion is a limited time offer and is valid only for the time specified therein. Unless otherwise specified on the Promotion itself, you may only use one Promotion per Account, per day.

Each Promotion (i) must be used for the intended audience and purpose, and in a lawful manner; (ii) may not be duplicated, sold, resold or transferred in any manner, made available to the general public (whether posted to a public form or otherwise) or combined with any other offers unless otherwise permitted by UERCANN; (iii) may only apply to qualifying items and may require a minimum dollar order purchase; (iv) may be modified, disabled, or withdrawn by UERCANN at any time for any reason or no reason without liability to UERCANN; (v) is not valid for cash or credit, has no monetary value, and cannot be applied after an order is submitted; (vi) may expire prior to your use; and (vii) is void where prohibited by law. If you violate any of the Promotion terms, the Promotion will be invalid.

UERCANN, at its sole discretion, reserves the right to issue Promotions with different features, discounts, offers, or deals to any Users or groups of Users determined solely by UERCANN. These Promotions, unless made to you, shall have no bearing whatsoever on your use of UERCANN, or any Promotions offered to you.

Unless otherwise indicated by UERCANN, Promotions do not apply to taxes, fees, or any Charges other than Retail Price. Taxes and fees may apply to the full value of Products subsequently reduced in price by a Promotion.

Referral Codes

UERCANN may, in its sole discretion, create referral links or codes (“Referral Codes”) that may be redeemed for discounts on future Services, or other features or benefits related to the Service, subject to any additional terms that UERCANN establishes. You agree that Referral Codes: (i) must be used for the intended audience and purpose, and in a lawful manner; (ii) may not be duplicated, sold, resold, or transferred in any manner, made available to the general public (whether posted to a public form or otherwise) or combined with any other referral codes, promotional codes or other promotions, discounts, coupons, or any other UERCANN offers, unless in each case expressly permitted by UERCANN; (iii) may be disabled or withdrawn by UERCANN at any time for any reason or no reason without liability to UERCANN; (iv) may only be used pursuant to the specific terms set forth in the Program Rules; (v) are not valid for cash or credit; and (vi) may expire prior to your use. UERCANN reserves the right to withhold or deduct credits or other features or benefits obtained through the use of the referral system or Referral Codes by you or any other User in UERCANN’s sole discretion, including, without limitation, in the event that UERCANN determines or believes that the use of the referral system or use or redemption of the Referral Code was in error, fraudulent, illegal, or otherwise in violation of the Program Rules. The Program Rules are incorporated herein by reference. Please refer to them for the full terms and conditions applicable to your use of Referral Codes.

Mobile Data Fees & Usage

UERCANN is not responsible for any fees or usage charges related to your access of the UERCANN Platform. Your mobile network’s data and messaging rates and fees may apply if you access or use the UERCANN Platform from a device. You are solely responsible for acquiring and updating compatible hardware or devices necessary to access and use the UERCANN Platform and any updates thereto. UERCANN does not guarantee that the UERCANN Platform, or any portion thereof, will function on any particular network, hardware, or devices.

PRIVACY & CONFIDENTIALITY

Confidential Information

You agree not to use, disclose, or permit disclosure of, for any purpose other than as stated in this Agreement, (i) any technical, financial, strategic, and other proprietary and confidential information or data relating to UERCANN’s business, operations, and properties; (ii) the technical, financial, strategic, and other proprietary and confidential information or data relating to the business, operations, or properties of any Retailer, Brand, or other Third-Party Provider; (iii) the User Data, PII, or any other information or data related to any other User; (iv) any non-public information of UERCANN, any Retailer, Brand, or other Third-Party Provider, or any User 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 (collectively, “Confidential Information”).

You agree that all Confidential Information shall remain the exclusive property of the disclosing party. You agree not to disclose or permit disclosure of any Confidential Information to third parties for any purpose except as permitted under the UERCANN Terms, to take all reasonable measures to protect the secrecy of and avoid disclosure or use of Confidential Information, to prevent Confidential Information from falling into the public domain, and to return or destroy all Confidential Information of the disclosing party upon termination of this Agreement or at the request of the disclosing party subject to applicable law. In the event Confidential Information is required to be disclosed pursuant to the order or requirement of a court administrative agency, or other governmental body, you agree to provide prompt notice of such court order or requirement to UERCANN to enable UERCANN to seek a protective order or otherwise prevent or restrict such disclosure.

Notwithstanding the foregoing, Confidential Information shall not include any information to the extent it: (i) is or becomes part of the public domain at a time it is intentionally disclosed by UERCANN or has entered the public domain through no act or omission on the part of the receiving party; (ii) was possessed by the receiving party prior to the date of this Agreement without an obligation of confidentiality; (iii) is disclosed to the receiving party by a third party having no obligation of confidentiality with respect thereto; or (iv) 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.

User Privacy

UERCANN may collect User Data as detailed in the Privacy Policy. By entering into this Agreement, you affirmatively agree to UERCANN’s collection, use, and sharing of your information and data as described in the Privacy Policy and any subsequent and future updates thereto. You understand that UERCANN may retain your User Data for business, legal, regulatory, safety and other purposes after this Agreement is terminated, and agree to UERCANN’s use of your User Data.

Restricted Activities

With respect to your use of the UERCANN Platform, you agree you will not:

• Impersonate      any person or entity
• Stalk,      threaten, or otherwise harass any person, or carry any weapons
• Violate      any law, statute, rule, permit, ordinance, or regulation
• Post,      email, upload, deploy, send, or otherwise make available (“Transmit”) any      text, graphics, images, music, software, audio, video, code, files,      programs, information or other materials (“Content”) that is unlawful,      harmful, threatening, abusive, harassing, hateful, violent, pornographic,      defamatory, libelous, invasive of another’s privacy, harmful to minors in      any way, or otherwise offensive
• Transmit      any Content that advertises any illegal service or the sale of any items      which are prohibited by the laws of your state of location, or any other      jurisdiction of your location
• Access      the UERCANN Platform using unauthorized means, unauthorized applications,      or an unauthorized device; or Transmit any Content that attempts to gain      unauthorized access to UERCANN’s computer systems, networks, servers,      software, hardware, telecommunications equipment, or any other internal or      external UERCANN infrastructure (the “UERCANN Network”)
• Interfere      with, disrupt, diminish the quality or performance of, or impair the      functionality of the UERCANN Platform or the UERCANN Network, or Transmit      any Content designed to do the same
• Surreptitiously      intercept or expropriate any system, data, personal information, or any      portion of the UERCANN Network or the UERCANN Platform
• Use      the UERCANN Platform in any way that infringes UERCANN’s or a third      party’s rights, including intellectual property rights, copyright, patent,      trademark, trade secret, or other proprietary rights or rights of      publicity or privacy
• Modify,      adapt, translate, reverse engineer, decipher, decompile, or otherwise      disassemble any portion of the UERCANN Platform or the UERCANN Network
• Rent      lease, lend, sell, redistribute, license or sublicense the UERCANN      Platform or access to any portion of the UERCANN Platform
• Use      any robot, spider, site search/retrieval application or other manual or      automatic device or process to retrieve, index, crawl, scrape, “data      mine”, or in any way reproduce or circumvent the navigational structure or      presentation of the UERCANN Platform or its contents
• Forge      headers or otherwise manipulate identifiers in order to disguise the      origin of any information transmitted through the UERCANN Platform
• “Frame”      or “mirror” any part of the UERCANN Platform without UERCANN’s prior      written authorization or use meta tags or code or other devices containing      any reference to us in order to direct any person to any other website for      any purpose
• Use      the UERCANN Platform to design or develop a competitive or substantially      similar product or service
• Use      the UERCANN Platform to copy or extract any features, functionality, or Content
• Link      directly or indirectly to any other websites
• Transfer      or sell your Account, password, username, or identification to any other      party
• Discriminate      against or harass anyone on the basis of race, national origin, religion,      gender, gender identity, physical or mental disability, medical condition,      marital status, age or sexual orientation

LICENSING AND INTELLECTUAL PROPERTY

Limited License Granted By UERCANN

Subject to your compliance with the terms and conditions of this Agreement, UERCANN hereby grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to use the UERCANN Platform only as permitted by its functionality. This license permits you to download and install a copy of the Application on a mobile device or computer that you own or control and to run such copy of the Application solely for your own personal, non-commercial use. This license extends to the Driver App only to the extent that and during the time in which you are employed or contracted by a Retailer, and have agreed to the Driver App Terms. UERCANN may terminate this license at any time for any reason or no reason.

You will not use, copy, adapt, modify, prepare derivative works based upon, reverse engineer, decompile, disassemble, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the UERCANN Platform, Content, or Confidential Information, except as expressly permitted in this Agreement. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by UERCANN or its licensors, except for the licenses and rights expressly granted in this Agreement.

Furthermore, with respect to any form of the Application accessed through or downloaded from the Apple App Store, Android Market, Google Play Store, Amazon App Store, BlackBerry App World, Samsung Apps Store, Nokia OVI store, Windows marketplace for Mobile, or any online marketplace, you will use that version of the Application as permitted by any “Usage Rules” set forth in the respective third-party terms of service or use applicable to such version of the Application. UERCANN disclaims any and all responsibility or liability arising from such agreements between you and such third parties. UERCANN reserves all rights in and to the UERCANN Platform not expressly granted to you under this Agreement.

License Granted By User

The UERCANN Platform may allow you to post or submit feedback, comments, questions, and other content or information that a User submits, posts, uploads, or otherwise makes available on or through the UERCANN Platform (“User Content”). You are solely responsible for, and the sole owner of the User Content that you upload, publish, display, link to, or otherwise make available on the UERCANN Platform, and agree UERCANN is acting only as an interactive computer service for your publication of such User Content.

By making available any User Content, you hereby grant UERCANN a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free right and license, with the right to sublicense through multiple tiers, to use, view, copy, adapt, modify, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, distribute, broadcast and otherwise exploit such User Content in any media or format, or to prepare derivative works or incorporate into other works such User Content in any media or format.

Nothing in this Agreement will be deemed to restrict any rights that you may have to use and exploit any User Content. You acknowledge and agree that you do not acquire any rights to any research or commercial products that may be developed by UERCANN or its collaborating partners. You specifically understand that you will not receive compensation for any research or commercial products that include or result from your User Content.

You acknowledge and agree that you are solely responsible for all User Content that you make available through or to the UERCANN Platform. Accordingly, you represent and warrant that: (i) you either are the sole and exclusive owner of all User Content that you make available or you have all rights, licenses, consents and releases that are necessary to grant UERCANN the above license to such User Content; and (ii) neither the User Content itself, you making it available, or UERCANN’s use of the User Content will infringe, misappropriate or violate any third party rights, including, without limitation, any patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.

UERCANN reserves the right, but is not obligated, to review, monitor, reject or remove any User Content, at UERCANN’s sole discretion at any time and for any reason, without notice to you.

Intellectual Property Ownership

UERCANN (and its licensors where applicable) owns all intellectual property rights in and related to the UERCANN Platform absolutely and in their entirety. You acknowledge that any suggestions, ideas, enhancement requests, feedback, recommendations, or other information provided by you relating to the UERCANN Platform are non-confidential and shall become the sole property of UERCANN. This Agreement is not a sale and does not convey to you any rights of ownership in or related to the UERCANN Platform, or any intellectual property rights owned by UERCANN. Any trademarks, logos, service marks, company or product names displayed through the UERCANN Platform are trademarks of UERCANN or third parties, and no right or license is granted to use them.

Other than as specifically permitted by UERCANN, you are not permitted to use or reference in any manner UERCANN’s, its Brand and Retail partners, or any of their licensors’ company names, logos, product 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 “UERCANN Marks and Names”) for any commercial purposes.

You agree that you will not: (i) try to register or otherwise use and/or claim ownership in any of the UERCANN Marks and Names, 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; (ii) take any other action that would jeopardize or impair UERCANN’s rights as owner of the UERCANN Marks and Names or the legality and/or enforceability of the UERCANN Marks and Names, including, challenging or opposing UERCANN’s ownership in the UERCANN Marks and Names; or (iii) use the UERCANN Marks or Names on or in connection with any product, service, or activity that is in violation of any law, statute, government regulation or standard. Violation of this license may result in immediate termination of your license, at the sole discretion of UERCANN.

DISPUTE RESOLUTION

Agreement to Arbitrate

YOU AND UERCANN MUTUALLY AGREE TO WAIVE OUR RESPECTIVE RIGHTS TO RESOLUTION OF DISPUTES IN A COURT OF LAW BY A JUDGE OR JURY AND AGREE TO RESOLVE ANY CLAIM OR DISPUTE AGAINST EACH OTHER ON AN INDIVIDUAL BASIS IN ARBITRATION. This will prohibit you from bringing any class, collective, or consolidated action against UERCANN, and will also prohibit you from participating in or recovering relief under any current or future such actions brought against UERCANN by someone else. Arbitration is more informal than a lawsuit in court: there is no judge or jury in arbitration; discovery in arbitration may be more limited than discovery in litigation; and court review of an arbitration award is limited. This agreement to arbitrate (“Arbitration Agreement”) also applies to claims between you and UERCANN’s Third-Party Providers, and such Third-Party Providers will be considered intended third party beneficiaries of this Arbitration Agreement.

You and UERCANN agree that any dispute, claim, or controversy, whether based on past, present or future events, arising out of or relating to: this Agreement and prior versions thereof (including the breach, termination, enforcement