Subscription Agreement

This is an agreement to subscribe to a car rental service program that provides access to a Vehicle from SimpleCar, Inc., a Delaware corporation (“SimpleCar”).  The terms and conditions, as set forth herein and below, shall govern the (a) application, enrollment, ongoing subscription to SimpleCar Vehicle Subscription Program (the “Subscription Program”) and (b) the rentals of Vehicles from SimpleCar, by persons who apply, subscribe to, and participate in the Subscription Program (sometimes referred to as “Subscribers” or “You”). 

By participating in SimpleCar’s Subscription Program, You agree to all of its Terms and Conditions, as set forth below and as may be updated from time to time on its website, www.simplecar.com (the “Terms”).

You accept and agree to be bound by these Terms by clicking “I Accept” button or utilizing some other applicable means of electronic acceptance that coincides or applies to these Terms.

As of the date you are reading this paragraph, you represent to SimpleCar that your hardware and software meet the requirements for access to, receiving of, and retention of electronic records and email. You may receive a hard paper copy of these Terms by emailing hello@simplecar.com. You may withdraw consent to have Terms delivered electronically by emailing hello@simplecar.com. Please note that by withdrawing consent to receive electronic mail and records, you may not receive rental service at an intended level, or your reservation and Subscription may be cancelled by SimpleCar. You may update your contact information by emailing hello@simplecar.com or log in to SimpleCar.com, click on “My Account” and update on “My Profile”.

By clicking on the “I Accept” or similar button applicable to these Terms, you agree to both the SimpleCar Subscription Program Terms and electronic contracting/signature relating to your enrollment, Subscription, applicable reservations, and applicable rentals.

You agree to have your SimpleCar Subscription Program Agreements and receipts for every and any reservation and rental completed by You emailed to You rather than provided in paper or hard copy form.

You agree to electronic contracting and E-Consent/eSign for any and all transactions related to your use of your Subscription.

1. Definitions. Capitalized terms used herein shall have the meanings set forth below:

a)     “Agreement” means this agreement, which contains the terms and conditions for SimpleCar Vehicle Subscription Program and the Additional Terms attached as Exhibit A.

b)    “SimpleCar” means SimpleCar, Inc., a Delaware corporation.

c)     “Subscription” means Your exclusive access to the Vehicle from SimpleCar under the terms of this Agreement 

d)    “Subscription Period” means the initial subscription time period for the Vehicle that You have selected upon sign-up at www.simplecar.com.

e)     “Vehicle” means the hybrid vehicle or electric vehicle as identified herein and all its tires, tools, accessories, equipment, keys and vehicle documents or as otherwise confirmed at the time of sign-up to be the Vehicle that you will have access to during the Subscription.

f)     “You” or “Your” means the person identified as the Customer of the Subscription who will have access and shall be responsible for the Vehicle during the Subscription. All persons referred to as “You” or “Your” are jointly and severally bound by this Agreement.

2. Driver Eligibility; Consent to Collection of Information on DMV Driving Records. The Vehicle may be driven only by You and any other driver (i.e., a family member, spouse or otherwise) who is authorized by you and expressly approved in advance by SimpleCar (a
“Secondary Driver”) to drive the Vehicle and use our services under your account with us under the terms of this Agreement. Operation by an unauthorized driver voids any and all coverages. You agree and acknowledge that You are: (a) at least eighteen (18) years old; (b) have at least one (1) years’ driving experience; (c) have no major violations or alcohol/drug related incidents in the past three years; (d) have no more than two violations or accidents combined in the past three years; (e) have been licensed to drive for at least one year and are in possession of a valid driver’s license (you may be required to provide a copy of Your driver’s license when subscribing to a vehicle); and (f) have a valid payment method. By entering into this Agreement.  You hereby agree, fully consent and do hereby allow SimpleCar to obtain information on your past driving records with the applicable Department of Motor Vehicles (DMV).  You agree to provide documentation to SimpleCar at any time to confirm Your eligibility.

3. Operation of Vehicle; Use Restriction. As a condition of Your being eligible to subscribe to the SimpleCar service, You agree that You must obey all laws, traffic rules, and traffic regulations governing the operation of the Vehicle and will operate the Vehicle in a safe and prudent manner, and that the Vehicle will not be used or operated as follows: (a) by anyone other than You and any Secondary Driver, as authorized in advance by SimpleCar; (b) operation of the Vehicle under the influence of drugs or alcohol in violation of Section 23152 of the California Vehicle Code; (c) by anyone under the influence of any prescription or non-prescription drug for which driving during use is not recommended on the label, or by reasonable opinion of a pharmacist or doctor, or after You have consumed, vaporized, smoked, inhaled, or otherwise “used” any illegal, restricted, or controlled substances or drugs; (d) to propel or tow any trailer or other vehicle; (e) except in an emergency, upon other than paved public highways or paved or suitable graded private roads or driveways, or over bridges posted for a maximum weight of three (3) tons or less; (f) without making a reasonable effort to ensure that all occupants including You are wearing their seat belts; (g) for transporting groups, such as church groups, scout troops, athletic teams, etc.; (h) for transporting any property deemed hazardous by reason of being flammable, explosive, fissionable or corrosive, or any drugs or contraband material; (i) loaded beyond the manufacturer’s stated passenger capacity; (j) for carrying passengers other than in the interior or cab of the Vehicle; (k) for picking up or driving hitchhikers or persons unknown to You; (l) while operating devices that require one or both hands while driving, including but not limited to cell phones, mobile computers, or devices that allow texting, or without following any applicable local laws and regulations relating to mobile phone use; (m) while wearing any device that limits Your ability to hear, see, and otherwise judge driving conditions; (n) without following all applicable laws governing headphone use in vehicles (which may differ by state); (o) for use as a for-hire vehicle, for commercial purposes, or for anything other than personal use; (p) driven or transported to Canada, Mexico, or any other destination outside of the United States; (q) transported by truck, train, aircraft, or vessel for any reason, (except for pre-approved short-distance ferry transportation); (r) to carry out a crime or participate in any other illegal activity; or (s) without obeying all applicable seat-belt laws. 

4. Mileage Restriction. You agree that You will not exceed an average of 15,000 miles per year in your Vehicle over the course of your subscription (i.e., total miles driven divided by your subscription period as a percentage of a full year cannot exceed 15,000 miles). For example 3,000 miles on a 4 month subscription would equal 3,000/(4/12) = 9,000, four representing the subscription length, 12 representing the months in a year. Any overage will be billed at the rate of $0.35 per mile and will be charged upon Vehicle return.

5. Subscription, Indemnity and Warranties. This is a contract for subscription for access and use of a Vehicle from SimpleCar. SimpleCar may repossess the Vehicle at Your expense without notice to You if the Vehicle is abandoned or used in violation of law or this Agreement. Subject to the terms of this Agreement, You agree to indemnify SimpleCar including its officers, directors, shareholders, principals, owners, employees and agents (the “Indemnified Parties”), defend the Indemnified Parties and hold the Indemnified Parties harmless from all claims, liability, costs and attorney fees the Indemnified Parties incur resulting from, or arising out of, this Subscription and Your use of the Vehicle. SimpleCar makes no warranties, express, implied or apparent, regarding the Vehicle, no warranty of merchantability and no warranty that the Vehicle is fit for a particular purpose.  SimpleCar shall not be liable to you or any other party for your misuse of the Vehicle, negligence on your part, or any other actions taken by you.

6. Condition and Return of Vehicle. You must return the Vehicle to SimpleCar in the same condition that You received it, except for ordinary wear. Service to the Vehicle or replacement of parts or accessories during the Subscription must have SimpleCar’s prior approval. Also, if You fail to return the Vehicle, You will be deemed to be in unlawful possession of the Vehicle and SimpleCar may exercise all of its rights and remedies including the right to recover possession of the Vehicle.

7. Responsibility for Damage or Loss; Reporting to Police. You are responsible for all damage to or loss of the Vehicle caused by collision whether or not You are at fault that are in excess of the insurance coverage amounts applicable to the Vehicle. You are responsible for missing equipment and the cost of repair or the actual retail value of the Vehicle on the date of the loss if the Vehicle is not repairable. You are responsible for SimpleCar’s administrative expenses arising out of a Vehicle damage claim in accordance with law. You are responsible for all damage that occurs in connection with a theft of the vehicle in excess of the insurance coverage amounts applicable to the Vehicle. You are responsible for loss due to theft and all damage due to vandalism of the Vehicle if You fail to exercise ordinary care while in possession of the Vehicle that may not be covered by the current insurance policy for the Vehicle. Allowing a person to use the Vehicle is not an exercise of ordinary care, but a willful, and reckless act and is a breach of this agreement. You must report all accidents involving the Vehicle or theft of the Vehicle and vandalism to SimpleCar within twenty-four (24) hours of occurrence, and to the police as soon as You discover them. As part of such accident report you must provide a written description of the accident and the insurance information of the other parties involved. You must make a reasonable effort to secure evidence from any available witnesses to the accident.

8. Insurance and Liability Protection.   WITHIN THE LIMITS STATED IN THIS SUBPARAGRAPH, SIMPLECAR WILL INDEMNIFY, HOLD HARMLESS, AND DEFEND YOU AND ANY OTHER AUTHORIZED OPERATORS FROM AND AGAINST LIABILITY TO THIRD PARTIES, WHICH BY DEFINITION EXCLUDES ANY OF YOUR OR ANY AUTHORIZED OPERATOR’S FAMILY MEMBERS RELATED BY BLOOD, MARRIAGE OR ADOPTION RESIDING WITH YOU OR THEM OR DAMAGE TO PROPERTY OWNED BY YOU OR ANY FAMILY MEMBERS RELATED BY BLOOD, MARRIAGE OR ADOPTION, FOR BODILY INJURY (INCLUDING DEATH) AND PROPERTY DAMAGE, IF THE ACCIDENT RESULTS FROM THE USE OF SIMPLECAR’S VEHICLES AS PERMITTED BY THESE TERMS.  THE LIMITS OF THIS PROTECTION, INCLUDING OWNER’S LIABILITY, ARE $100,000 CSL (COMBINED SINGLE LIMIT) THESE LIMITS MAY NOT BE ADEQUATE TO FULLY COVER YOUR LIABILITY IN THE EVENT THAT YOU ARE INVOLVED IN AN ACCIDENT. THIS PROTECTION WILL CONFORM TO THE BASIC REQUIREMENTS OF ANY APPLICABLE MANDATORY “NO FAULT” LAW BUT DOES NOT INCLUDE “UNINSURED MOTORIST,” “UNDERINSURED MOTORIST,” “SUPPLEMENTARY NO FAULT” OR ANY OTHER OPTIONAL COVERAGE. TO THE EXTENT PERMITTED BY LAW, SIMPLECAR AND YOU HEREBY WAIVE AND REJECT THE INCLUSION OF ANY SUCH PROTECTION. If such protection is imposed by operation of law, then the limits of such protection will be the minimum required for primary liability protection by the law of the jurisdiction in which the accident occurs. SimpleCar warrants that the protection described in this subparagraph is primary with respect to any insurance coverage that You or an Authorized Operator may have. TO THE EXTENT PERMITTED BY LAW, SIMPLECAR’S DEFENSE OBLIGATIONS TO YOU OR ANY AUTHORIZED OPERATOR HEREUNDER SHALL CEASE AFTER THE APPLICABLE LIMITS OF LIABILITY PROTECTION ARE TENDERED OR EXHAUSTED.

You may, in your sole discretion, elect to purchase additional primary or excess insurance that covers you and your operation of our vehicle; provided, however, that you must inform us of such insurance; provide us with a copy of any policy upon request by us; identify us as an additional insured on any such policy; and name us as a loss payee with respect to coverage for any physical damage to our vehicle or our property payable under such policy.

You shall be responsible for all other damage or loss You cause to others, subject to your own insurance coverage or except as may be covered by the Vehicle insurance policy as included with your Subscription, as set forth hereinabove. 

For the avoidance of doubt, to the extent the insurance described in this Section, including but not limited to the insurance coverage provided by SimpleCar as stated above, does not cover any loss in whole or in part, regardless of the reason for such non-coverage, whether because of your breach of this Agreement or otherwise, you shall pay the uncovered portion of such loss as and when incurred. Losses include, but are not limited to, the repair costs (estimated or actual) for our vehicle and any third party property, injuries to third parties, damage to the property of third parties, costs associated with the recovery or transportation of our vehicle, costs associated with theft, flood, fire, weather and accident (including replacement cost) and the loss of use of our vehicle or any third party property, and all attorneys’ fees, costs and expenses incurred by you or by us in the defense of any claim by you, a Secondary Driver, or a third-party. You agree to indemnify us and to hold us harmless from any and all losses which are paid or incurred by us or for which we are found to be legally liable.

9. Charges and Costs. You hereby authorize, consent and confirm that SimpleCar may charge your authorized payment method, at the inception of this Subscription, and monthly thereafter, all charges due under this Agreement, including the upfront service charges and fees, including applicable taxes, as disclosed to you at the time of your sign-up or shown during your sign-up at www.simplecar.com and Exhibit A as well as: (a) all expenses SimpleCar incurs locating and recovering the Vehicle if You fail to return it or if SimpleCar elects to repossess the Vehicle under the terms of this Agreement; (b) all costs including pre- and post-judgment attorney fees SimpleCar incurs collecting payment from You or otherwise enforcing or defending its rights under this Agreement; and (c) a one percent (1.0%) per month late payment fee or the maximum amount allowed by law on all amounts past due. SimpleCar may require payment of a deposit at the time of subscription and may use Your deposit to pay any amounts owed under this Agreement.

10. Your Personal Property; Name and Likeness; Press and Social Media. You may return with the Vehicle to SimpleCar’s headquarters, or at one of its agreed upon fleet location, at a mutually agreed upon date and time at the end of your Subscription period; or alternatively, SimpleCar offers the pick-up of the Vehicle at the end of your Subscription period, provided that you have selected this option and have made arrangements for such pick-up with Simple.  You release SimpleCar and each of its directors, shareholders, officers, managers, members, agents and employees from all claims for loss of, or damage to, Your personal property or that of any other person, that was received, handled or stored, or that was left or carried in or on the Vehicle or in any service vehicle or in SimpleCar’s offices, whether or not the loss or damage was caused by SimpleCar’s negligence or was otherwise SimpleCar’s responsibility.

You hereby grant to SimpleCar the irrevocable right and unrestricted permission to use Your name, likeness, image, voice, and/or appearance as such may be embodied in any photos, video recordings, audiotapes, digital images, and the like, taken or made on behalf of SimpleCar. You agree that SimpleCar has complete ownership of such material and can use said material for any purpose consistent with SimpleCar’s business purpose. These uses include, but are not limited to, videos, publications, advertisements, news releases, websites, and any promotional or educational materials in any medium. You acknowledge that You will not receive any compensation for the use of such images, video, or likeness.

11. Limitation on Liability. UNDER NO CIRCUMSTANCES WILL WE BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, INCLUDING LOSS OF PROFIT, REVENUE, GOODWILL, BUSINESS OPPORTUNITY OR ANTICIPATED SAVINGS, ARISING FROM OR RELATED TO THIS AGREEMENT OR THE USE OF OUR VEHICLES OR SERVICES. Without limiting the foregoing, we shall have no liability for (1) any loss of, or damage to, any goods in or on any of our vehicles or in or on any third party vehicle, (2) any loss, damage, injury or death in relation to you, a Secondary Driver or any other third party arising from the use of one of our vehicles, (3) any loss or damage incurred by you or any Secondary Driver as a result of any claims made by a third party or (4) any loss or damage incurred by you or any Secondary Driver arising from or in relation to either (A) the non-availability, supply, operation or use of one of our vehicles or (B) any accessories in or to one of our vehicles, whether supplied by us or by you or such Secondary Driver (for example, luggage racks, bicycle racks, baby seats and the like, and in all cases, you or such Secondary Driver are responsible for the safe installation of such accessories and must check the condition and appropriate safety procedures of such accessories before each use), unless in each case such loss or damage is incurred due to our gross negligence or our failure to carry out our responsibility.  SimpleCar’s maximum aggregate liability arising out of or in connection herewith shall not exceed the aggregate fees paid to us pursuant to this Agreement.  Notwithstanding anything to the contrary herein, nothing in these Terms limits or disclaims any warranty or liability that cannot be limited or disclaimed pursuant to applicable law.

12. GPS Vehicle Tracking, Electronic Kill Switch and Dash Webcam. You acknowledge and agree that the Vehicle may be equipped with GPS tracking systems, an electronic fuel or ignition kill switch technology (such as a starter bypass switch or a GPS starter interrupt device, hereafter as a “Kill Switch”) and a real-time dash cam video recorder and that SimpleCar, third party operators of the GPS system or affiliates of such third parties may all have access to the location of the Vehicle or access to other information, including live video images supplied by the GPS system and webcam monitoring devices.  In the event that you have defaulted on your payments to SimpleCar beyond all applicable cure and grace periods, you have failed to timely return the Vehicle following the termination of the Subscription Period, there has been one or more violation of Vehicle Subscription Terms and Conditions, or if you have been deemed to be impaired, unsafe or an unfit driver, in SimpleCar’s reasonable judgment, SimpleCar reserves the right to implement the Kill Switch that has been installed in the Vehicle, which will make the Vehicle inoperable.

13. Prohibited Uses; Breach of Agreement; and Waiver. The acts listed in Paragraph 3 above are prohibited uses of the Vehicle and breaches of this Agreement. You waive all recourse against SimpleCar for any criminal reports or prosecutions that SimpleCar take against You that arise out of Your breach of this Agreement.

14. Entire Agreement; Expiration, Modifications. The agreement between You and SimpleCar comprises these Vehicle Subscription Terms and Conditions, and the Additional Terms in Exhibit A. Unless otherwise explicitly stated herein, no part of this Agreement can be waived or modified except by a writing that SimpleCar and You have signed.      Your Subscription Period will be automatically extended and will be renewed on a month-to-month basis, unless and until you have made an election to cancel your subscription by providing SimpleCar at least thirty (30) days’ notice prior to your subscription termination. This Agreement constitutes the entire agreement between You and SimpleCar. All prior representations and agreements between You and SimpleCar regarding this subscription are void.

15. Miscellaneous. A waiver by either You or SimpleCar of any breach of this Agreement is not a waiver of any additional breach or waiver of the performance of Your or SimpleCar’s obligations under this Agreement. SimpleCar’s acceptance of payment from You or SimpleCar’s failure, refusal or neglect to exercise any of its rights under this Agreement does not constitute a waiver of any other provision of this Agreement. If any provision of this Agreement is deemed void or unenforceable, the remaining provisions shall be valid and enforceable.  If any one or more provisions contained in this Agreement or any document executed in connection shall be deemed invalid, illegal or unenforceable under any law, (i) unless otherwise provided under law, the validity, legality and enforceability of the remaining provisions contained herein or shall not be affected or impaired and shall remain in full force and effect; and (ii) the invalid, illegal or unenforceable provision shall be replaced by SimpleCar with a term or provision that is valid, legal and enforceable and that comes closest to expressing the intention of such invalid, illegal or unenforceable term or provision. Failure or delay by us to exercise any right or privilege under these Terms shall not operate as a waiver nor shall any partial exercise of any right or privilege preclude any further exercise thereof.

16. Governing Law; Severability. This Agreement will be governed by, and construed in accordance with, the substantive laws of the State of California without reference or regard to the conflicts of law rules thereof.  In the event any provision of this Agreement or the application of any provision to any signatory hereto shall be held to be contrary to any applicable California or Federal law, the remaining provisions of this Agreement shall remain in full force and effect.

17. Electronic Document and Signature. You (i) consent to receive communications from SimpleCar in electronic form; and (ii) agree that all terms and conditions, agreements, notices, disclosures and any other communications that SimpleCar provides to You electronically satisfy any legal requirement that such communications would satisfy if they were in a print-on-paper writing. By selecting the “I Accept” button or signing Your name, You are signing this Agreement electronically, and either constitutes Your signature (“E-Signature”), acceptance and agreement as if this Agreement were actually signed by You in writing. By selecting “I Accept,” You consent to be legally bound by this Agreement’s terms and conditions, and You agree that Your electronic signature is the legal equivalent of Your manual signature on this Agreement. You also agree that no certification, authority or other third party verification is necessary to validate Your E-Signature and that the lack of such certification or third party verification will not in any way affect the enforceability of Your E-Signature or any resulting contract between You and Us.

18. Disputes; Mandatory Arbitration.

Any “Dispute” between You and SimpleCar (Collectively, “Parties”) shall be resolved by a neutral, binding arbitration, and not by a court. THIS AGREEMENT REQUIRES ARBITRATION OR A SMALL CLAIMS COURT CASE ON AN INDIVIDUAL BASIS, RATHER THAN JURY TRIALS OR CLASS ACTIONS. BY ENTERING INTO THIS AGREEMENT, YOU AGREE TO THIS ARBITRATION PROVISION. Except for claims for property damage, personal injury or death, ANY DISPUTES BETWEEN US MUST BE RESOLVED ONLY BY ARBITRATION OR IN A SMALL CLAIMS COURT ON AN INDIVIDUAL BASIS; CLASS ARBITRATIONS AND CLASS ACTIONS ARE NOT ALLOWED. YOU AND SIMPLECAR EACH WAIVE THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION, EITHER AS A CLASS REPRESENTATIVE OR CLASS SUBSCRIBER.  You and SimpleCar remain free to bring any issues to the attention of government agencies. This Arbitration Provision's scope is broad and includes, without limitation, any claims relating to any aspect of the relationship or communications between us, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory. It is governed by the Federal Arbitration Act, 9 U.S.C. §§ 1 et seq. In any arbitration under this Arbitration Provision, all issues are for the arbitrator to decide, including his or her own jurisdiction, and any objections with respect to the existence, scope or validity of this Arbitration Provision. The arbitration will take place in the county of Your billing address unless agreed otherwise. The American Arbitration Association ("AAA") will administer any arbitration pursuant to its Consumer Arbitration Rules (the "Rules"). You can obtain the Rules at www.adr.org. You or SimpleCar may commence an arbitration by providing a written demand for arbitration to the other (to SimpleCar at its headquarter office located at 4780 W Mission Blvd #202, Montclair CA 91762 Attn: Arbitration) and two copies of the demand to the AAA.  The arbitrator may award injunctive relief as well as money, but only in favor of and as warranted by the claim of the individual party seeking relief. Judgment on the arbitration award may be entered in any court having jurisdiction. An arbitration award and any judgment confirming it apply only to the specific parties in that case and cannot be used in any other case except to enforce the award itself. The arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of representative or class action.

If the Arbitration Provision in the subsection above is deemed not to apply by a court of competent jurisdiction, the following will apply: With regard to Your Enrollment or Subscription in the Subscription Program, You irrevocably and unconditionally consent and submit to the laws of the State of California.

a)     DISPUTE: “Dispute” means any action, claim, or controversy of any kind arising out of, in connection with or related to the Parties’ transaction(s), relationship or conduct. “Dispute” included without limitation: claims under federal or state consumer protection laws, tort or contract, statutes or common law, at law or in equity, counterclaims, cross-claims, third party claims, or interpleaders.

b)    FACTS ABOUT ARBITRATION: Arbitration is a private and less formal process in which a neutral arbitrator decides a dispute instead of a judge or jury. Each side has an opportunity to present some evidence to the arbitrator. A Party’s ability to discover things may be limited. Other rights Parties might have in court might not be available in arbitration. An arbitrator issues an award which a court may then enforce like a court judgment. Courts rarely overturn an arbitrator’s award.

c)     JURY TRIAL WAIVER: The Parties agree to give up their rights to a trial by a jury.

d)    CLASS ACTION WAIVER: The Parties agree to give up any right to bring a class action lawsuit or class arbitration, or to participate in either as a claimant. The Parties agree to give up any right to consolidate or join any arbitration proceeding with the arbitration of others.

e)     PUNITIVE DAMAGE WAIVER: The Parties waive any right to seek or recover punitive damages. No arbitrator shall have the power or authority to award punitive damages.

f)     FEES AND COSTS: The parties will split all costs of arbitration on a 50% / 50% basis. If a party fails to advance its portion of the arbitration costs or fees, any other party may advance those fees or costs without prejudice to the right to recoup the amount advanced as a prevailing party.

g)    EXCEPTIONS: The Parties agree that this arbitration agreement is not applicable to “Small Claims” meaning those claims that can be filed in an appropriate small claims court.

19.  Privacy.  You understand that by participating in SimpleCar’s Subscription Program, you consent to the collection, use, and disclosure of your personally identifiable information and aggregate data described in our Privacy Policy as set forth on our website (www.simplecar.com), and to have your personally identifiable information collected, used, transferred to, and processed in the United States. You acknowledge that SimpleCar has established a Privacy Policy for its customers (the "Privacy Policy") with respect to the use of personally identifiable data about individuals who are customers or prospective customers of SimpleCar. A full copy of the Privacy Policy may be viewed on www.simplecar or by clicking on the following links: Privacy Policy, EU Privacy Policy.  To the extent permitted by law, the Vehicle maintains an active wireless connection and provides certain data to SimpleCar, its affiliates, providers and vendors. You consent to this connection and to our collection, use, and potential selling of data describing the Vehicle and how you are operating it, including data describing Vehicle location, as described in our Privacy Policy.  We may also collect information from the device through which you are participating in the SimpleCar Subscription Program, such as device location, to provide the subscription service to you. Any such collection methods and uses will be outlined in the applicable device application Privacy Policy.

Exhibit A

SimpleCar Subscription– Additional Terms 

1. Reasonable Care: You must drive, follow all applicable motor vehicle law, and park with reasonable care, keep the Vehicle clean, and return it on time to an authorized location of SimpleCar.

2. No Smoking: No smoking is allowed in or directly around any Vehicle. You will be assessed a Cleaning Fee of $350, if You or any other individual violates this policy with the Vehicle. 

3. Cleaning: You must leave the Vehicle in a clean condition and remove any trash from the Vehicle prior to returning it. You may be assessed a cleaning fee of $350, if You violate this policy.

4. Equipment: You are responsible to maintain all equipment in the Vehicle in good condition, including but not limited to the car key (if one was provided). You shall not remove any Kill Switch device or starter bypass switch that may have been installed in the Vehicle. If You return such equipment damaged or fail to return it, You will be charged fees for such damage or replacement. In the event you lose the key, you will be charged the replacement value of the key plus a convenience fee of $150.

5. Authorized Drivers: If your subscription includes insurance, Only You may drive or operate the Vehicle during the Subscription Period. If an unauthorized individual operates the Vehicle during the Subscription Period, all insurance coverage furnished to you will be void, and You may be charged an unauthorized driver fee of up to $350 per month.

6. Documentation of Pre-existing Damage: Before driving the Vehicles, SimpleCar may inspect the Vehicle and take photos of any pre-existing damage. Nevertheless, it is ultimately Your responsibility to confirm that all pre-existing damage is noted, including any non-functional features or components of the Vehicle. You may be liable for any damage that is not documented before driving the Vehicle.

7. Parking Tickets and Traffic Violations: You agree to be solely liable for parking tickets, traffic citations, and other violations that occur during the Subscription, and all fees resulting from such violations, even if You are not driving. It is solely Your responsibility to pay these fees in a timely manner and to comply with all legal obligations that arise from such violations. If You do not pay the tickets or fees, SimpleCar will charge You for the amount of the ticket plus a $35 administrative fee to pay for the ticket.

8. Tolls: You are solely responsible for paying all tolls, and fines resulting from improperly paid tolls, incurred during the Subscription. In some markets, SimpleCar will install its own toll-paying device in the Vehicle for the duration of the Subscription, in which case You agree to reimburse the SimpleCar for the full amount of the charges on the device during Your Subscription. In markets where SimpleCar does not install a toll-paying device in the Vehicle, You will be held responsible for any toll invoices or tickets incurred during Your Subscription and any penalties associated with them.

9. Towing and Breakdowns: Roadside assistance may be provided for accidents and breakdowns that occur during a Subscription. If You request roadside assistance and it is determined that you have caused the issue requiring such assistance, the roadside assistance and towing charges will be your sole responsibility.

10. Electric Vehicle Charging: You are responsible for electric charging of your SimpleCar vehicle. SimpleCar may, at its sole discretion, provide you with a credit or reimbursement, not to exceed $25 per month, for charging your SimpleCar vehicle at SimpleCar partner locations.

11. Driving Safety: If You believe that a Vehicle is unsafe to drive due to an “easily” correctable problem (as determined solely by SimpleCar), for example, a flat tire, SimpleCar will work with You to remedy this issue quickly. If You remain uncomfortable with the Vehicle after a fix is performed by a certified, licensed mechanic, You may return the Vehicle to the original pickup location to exchange vehicles, based on availability. SimpleCar, however, is under absolutely no obligation to arrange for a different vehicle to be provided to You and under no circumstances will SimpleCar have an alternate vehicle brought to you.

12. Maintenance:  Your Subscription includes coverage for routine vehicle maintenance and repairs.  You agree to allow your Vehicle to be serviced by an authorized vehicle maintenance provider, such as Wrench, at your home where your Vehicle may be parked or at another agreed upon location.  You are responsible for reporting to SimpleCar immediately any serious issues, including but not limited to a Check Engine Light, as soon as they occur. You should discontinue driving immediately if You notice a serious issue and contact SimpleCar immediately. You must notify us immediately upon discovering any abnormality during your operation of our vehicles. For example, you should report any warning lights that stay on after ignition or that indicate that service or maintenance is required, any evidence of leaking fluids near the vehicle, any tire damage or excess wear on the tires, any cracked, broken or missing mirrors, any cracks or chips in the windshield, any other damage to the exterior of the vehicle, any inoperable signals, any unusual noises when the vehicle is operated, and any other condition that may render the vehicle unsafe or illegal to operate. It is important that you respond appropriately and promptly to all warning lights, chimes, indicators and alerts. Unusual noises or handling, including without limitation strange engine or other mechanical sounds, performance changes, warning or indicator lights or indicators, must be reported to us as soon as noted by contacting us immediately.  Failure to report such problems may result in the immediate suspension or termination of your Subscription as well as you being responsible for any damages resulting from continued use of the vehicle despite such irregularities.

13. Stickers and Car Modification: You may not place stickers, signs, symbols, or other devices, modifications, advertisements or publicity materials on the interior or exterior of the Vehicle.

14. Maintenance and Repairs:  Provided that you allow SimpleCar or one of its authorized mobile vehicle maintenance provider to perform periodic routine maintenance on the Vehicle, You will not be responsible for routine maintenance and repairs of the Vehicle.   If you fail to allow to SimpleCar or one of its authorized mobile vehicle maintenance provider to perform periodic routine maintenance on the Vehicle, you shall be fully responsible and shall be held liable for the costs of all subsequent maintenance and repairs of the Vehicle.  You will be held liable for the repair costs of all other repairs or damage to the Vehicle that are deemed not to be routine maintenance and repairs during the Subscription, and You must follow the reporting, claims processing, and repair procedure set forth below for all such damage.

15. Extensions:  During the extension period following your original Subscription Period, you will enter a new monthly subscription period that automatically renews monthly, terminable upon thirty (30) days’ notice. You will be assessed any additional charges for the new Subscription days based on current market pricing, with a minimum of one extra day worth of charges. Your original price may not be the prevailing price during the extension period. You should inquire as to the prevailing price that will apply to any extension period.

16. Termination Before End of Subscription Period: In the event You wish to return the vehicle prior to the expiration of your Subscription term, you will be charged the greater of: a) the difference between your agreed upon subscription rate and the rate you would have been charged for the shorter subscription, or b) the remainder of your subscription term. 

17. SimpleCar Termination Rights:  SimpleCar reserves the right to cancel or terminate Your Subscription at any time for any reason or no reason whatsoever.  In the event SimpleCar terminates your Subscription due to your violation of any terms or for other cause, You will be charged the remaining balance of your Subscription Fee, plus any fees resulting from the reason for Your termination, and will be notified by SimpleCar. If you fail to return the rental vehicle within 24 hours after termination, SimpleCar may report the vehicle as stolen, the vehicle may be repossessed, and You may be charged for any additional recurring Subscription Fees, plus a daily rate and any other applicable penalties and fees. If SimpleCar cancels the Subscription Program, You will only be charged the remaining active monthly Subscription Fee on a pro-rata basis up to the point the rental vehicle is returned.

18. Vehicle Return: You are responsible for coordinating the return of the Vehicle to SimpleCar, whether through a vehicle pick-up arrangement that will be provided by SimpleCar or by simply returning the Vehicle to one of its fleet locations.

19. Responsibility: You hereby agree that SimpleCar and its directors, officers, employees, affiliates, subcontractors and operating units are not responsible for consequential damages should any of them fail to meet their obligations in connection with a Subscription transaction.

20. Impound: If the Vehicle is impounded during Your Subscription, You will be fully responsible for any towing and storage fees that arise as a result of the impound, unless the impound was caused by an issue completely outside of Your control (such as the registration being expired). It will be Your responsibility to assist SimpleCar in retrieving the Vehicle, or to do it yourself, if it is possible.

21. Payments for Damage and Accidents: Your payment method on file may be charged for the entire amount of the damage repair cost for those repairs and maintenance that are not deemed to be routine and that are not covered by your maintenance coverage policy under your Subscription. You also agree to be held responsible for any reasonable administrative fees, as well as rental car costs while the Vehicle is being repaired.

22. Cooperation with Loss Investigation: If the Vehicle is damaged in any way or involved in a collision or accident, you agree to fully cooperate in any loss investigation that SimpleCar may choose to conduct.

23. Disclosure on Installation of Vehicle Kill Switch or Starter Bypass Switch in the Vehicle.  You are hereby informed that the Vehicle may be equipped with an electronic fuel or ignition kill switch technology (a “Kill Switch”). By participating in SimpleCar’s Subscription Program, you acknowledge and consent to the installation of a Kill Switch in the Vehicle and that SimpleCar shall have the right to implement the Kill Switch in accordance with the terms of the Vehicle Subscription Agreement.