By accessing or using this site, you signify that you have read, understood, and agree to be bound by the Terms of Use and non-disclosure obligations set forth below. This certification applies to all visitors, users, and others who access this tool.

Effective as of June 24, 2025

Uber EVI Estimator Terms of Use

These Uber Electric Vehicle Infrastructure Estimator (“EVIE”) Terms of Use ("Terms of Use") are hereby accepted and agreed to by the organization identified within the Uber EVIE login credential communication ("Organization"), and constitute a legally binding agreement by and between Organization and Uber Technologies, Inc., a Delaware corporation or its Affiliate (“Uber"). These Terms of Use set forth the terms and conditions under which Organization may establish an Uber EVIE account (“Account”), which Uber makes available to Organization through an electronic database containing selected EVI Estimator output information (“EVIE”). Organization’s access to and use of the EVIE is subject to these Terms of Use, as may be modified or updated by Uber from time to time. Uber will provide Organization with notice of any such modifications or updates through the Organization email address Uber has on file or through the EVIE. Organization is responsible for providing Uber with current Organization contact information. Continued use of the EVIE after any such modifications or updates shall constitute Organization’s consent to such changes.

1. DEFINITIONS.

The following terms, as may be used in these Terms of Use, shall have the meanings set forth below:

1.1. "Affiliate" means an entity that, directly or indirectly, controls, is under the control of, or is under common control with a party, where control means having more than fifty percent (50%) of the voting stock or other ownership interest, the majority of the voting rights of such entity, the ability of such entity to ensure that the activities and business of that Affiliate are conducted in accordance with the wishes of that entity or the right to receive the majority of the income of that Affiliate on any distribution by it of all of its income or the majority of its assets on a winding up of Organization.

1.2. “Authorized User” shall mean an individual authorized to use and link to the EVIE.

1.3. “Data Protection Law” means all laws and regulations applicable to personal data, including as applicable the laws and regulations of the European Union, the European Economic Area and their member states, Switzerland and the United Kingdom, including the EU General Data Protection Regulation (2016/679) (GDPR).

1.4. “Uber App” shall mean Uber’s mobile application or mobile website https://m.uber.com, as may be updated by Uber from time to time.

1.5. “Uber Eats App” means Uber’s mobile application that enables users to arrange food purchases and related food delivery services from independent third-party providers of such services and goods under agreement with certain of Uber’s Affiliates, as may be updated by Uber from time to time, where available.

1.6. “Uber EVI Data” means any information Uber provides to Organization in connection with these Terms of Use, through the EVI Tool, an Uber API, or a third party as applicable, relating to electric vehicle charging demand estimated under various assumed scenarios including prospective charging station and plug location(s), and all underlying data collected by Uber that supports the Uber EVI Data output.

1.7. “Uber Service” shall mean Uber’s technology service that, when used in conjunction with the Uber App, Uber Eats App, the EVIE, or an Uber API, as applicable and where available, enables Uber users to request ground transportation, logistics and/or delivery services from independent third-party providers.

2. TERM AND TERMINATION.

2.1. These Terms of Use shall commence upon Organization’s acceptance and shall remain in effect until terminated as set forth herein (the "Term"). Either party may terminate these Terms of Use with or without cause immediately written notice to the other party. Sections 1 (Definitions), 3 (Purpose & Account Administration), 4 (Proprietary Rights), 5 (Confidentiality), 6 (Privacy and Data Security), 7 (Warranties; Disclaimer), 8 (Indemnification), 9 (Limitation of Liability), and 10 (General) of these Terms of Use shall survive termination.

3. PURPOSE & ACCOUNT ADMINISTRATION.

3.1. Purpose. Organization agrees that any Uber EVI Data obtained in connection with these Terms of Use shall be used solely for the purpose of evaluating electric vehicle charging infrastructure and prospective demand to support transportation electrification and urban emissions reduction planning. Organization shall not use Uber EVI Data in any way that harms Uber or that benefits a competitor of Uber. Organization agrees that it shall not disclose Uber EVI Data to any third parties. Organization shall not rent or sell Uber EVI Data for any purpose.

3.2. Organization Access to EVIE. Upon execution of these Terms of Use, Uber will establish Organization’s Account that will enable Organization to access Uber’s EVIE. Uber’s contact with Organization shall be by way of any individual representative designated by Organization as an “administrator” through the EVIE (“Administrator”). The EVIE will enable Organization to view Uber EVI Data or other service information, which may include electric vehicle charging locations and demand data collected by Uber. Uber agrees to use commercially reasonable efforts to provide the EVIE to Organization as set forth herein.

3.3. Administration. Organization may appoint additional Administrators at its discretion. Organization agrees to (a) maintain all EVIE login credentials in confidence, (b) only permit an authorized Administrator to access the EVIE, and (c) update as necessary all information of the lead Administrator and other authorized Administrators to ensure that it is current, accurate, and complete. Organization shall be responsible for all activity that occurs under its EVIE login credentials.

3.4. Authorized User and Administrator Updates. It is Organization’s sole responsibility to keep and maintain an accurate list of current Authorized Users or Administrators authorized to access the EVIE. Uber may review the current list of Authorized Users and Administrators, as may be the case, from time to time to ensure compliance with these Terms of Use. Organization acknowledges that if Organization authorizes a third-party software, service, or other platform that is integrated with the Uber Service through an Uber API or otherwise (a “Third-Party Service”) to link to Organization’s Account, the Third-Party Service may have the ability to add, delete, change permissions of, and view a list of Authorized Users and Administrators on the Account. Organization shall be responsible for its Third-Party Service’s use of and access to the EVIE.

4. PROPRIETARY RIGHTS.

4.1. Use Restrictions. Except as expressly permitted herein, Organization shall not, and shall not authorize any third party to, (a) use, modify, display, perform, copy, disclose or create derivative works of any portion of the EVIE (including any documentation or tangible embodiments provided therefor or data provided through the same); (b) reverse engineer, decompile, disassemble, mimic, screen-scrape, frame, mirror, or otherwise attempt to derive the source code or underlying technology, methodologies or algorithms of the EVIE; (c) distribute, sublicense, assign, share, sell, rent, lease, give, pledge or otherwise transfer or provide information in the EVIE or the data therefrom; (d) knowingly transmit harmful, disabling or malicious code or devices, or infringing, defamatory, unlawful, tortious, deceptive, misleading, fraudulent, abusive, indecent or otherwise offensive content through, or otherwise access via automated or unauthorized means, knowingly interfere with or disrupt, or attempt to circumvent security measures for the EVIE (or fail to implement commercially reasonable measures designed to prevent the same); (e) obscure, remove or alter any proprietary rights or other notices on the EVIE; or (f) store, use, download or export such data in any manner not expressly authorized hereunder. Uber reserves all rights not expressly granted to Organization or a third party, including Administrators and Authorized Users, under these Terms of Use.

4.2. No Development. EACH PARTY ACKNOWLEDGES AND AGREES THAT THERE SHALL BE NO DEVELOPMENT OF TECHNOLOGY, CONTENT, MEDIA OR OTHER INTELLECTUAL PROPERTY BY EITHER PARTY FOR THE OTHER PARTY PURSUANT TO THESE TERMS OF USE. Any development activities relating to any technology, content, media or other intellectual property must be the subject of a separate written agreement between Uber and Organization prior to the commencement of any such activities.

4.3. Ownership. Uber and its Affiliates are and shall remain the owners of all right, title and interest in and to the EVIE, Uber Service, Uber App, Uber Eats App, and Uber EVI Data including any updates, enhancements and new versions thereof, all data related to the use of the EVIE and Uber Services, and all related documentation and materials provided or made available to Organization or any proposed or current Authorized User in connection with these Terms of Use.

4.4. No Publicity. Other than as expressly set forth herein, neither party may use or reference the other party’s name, logo, trademarks or service marks in a press release or otherwise without the prior written consent of such other party in each instance.

5. CONFIDENTIALITY.

5.1. The term "Confidential Information" means any non-public information of a party or its Affiliates that is disclosed or otherwise made available by or on behalf of such party or its Affiliates (“Disclosing Party”) to the other party (“Receiving Party”), before or after the effective date and whether orally, visually, in writing or in any other form, including, without limitation, the existence and terms of these Terms of Use and information about the Disclosing Party’s technology, products, properties, employees, finances, businesses and operations. Confidential Information includes all notes, analyses, compilations, interpretations or other documents prepared by or for the Receiving Party, to the extent they contain, reflect or are based upon the Disclosing Party’s Confidential Information. “Representative” means a Receiving Party, its controlled subsidiaries, and their respective officers, directors, employees, consultants and agents. Neither Party shall disclose or otherwise make available any personally identifiable information or protected health information under this Agreement.

5.2. The obligations set forth in Sections 5.3, 5.4 and 5.5 will not apply to Confidential Information that: (i) is or becomes generally available to the public, through no act or omission of the Receiving Party or its Representatives; (ii) was already known by the Receiving Party without any obligation of confidentiality; (iii) is lawfully disclosed by a third party to the Receiving Party without any obligation of confidentiality; or (iv) the Receiving Party independently develops without use of, or reference to, the Disclosing Party’s Confidential Information.

5.3. Each Receiving Party shall: (i) maintain the Disclosing Party’s Confidential Information in strict confidence using the same degree of care that it uses with regard to its own information of like nature, but never less than a reasonable degree of care; (ii) not disclose or make available such Confidential Information except as authorized herein; and (iii) not use such Confidential Information other than for the purpose set forth in Section 3.1. A Receiving Party may disclose the Disclosing Party’s Confidential Information only to its Representatives who need to know for, and only as necessary to pursue, the purpose set forth in Section 3.1, provided that: (a) each Representative is bound by written obligations of confidentiality (including, without limitation, non-use and non-disclosure) at least as protective of the Disclosing Party’s obligations contained herein, and (b) the Receiving Party informs its Representative of the confidential nature of the Confidential Information. Each Receiving Party is responsible for its Representatives’ breach of or non-compliance with this Agreement.

5.4. A Receiving Party may disclose the Disclosing Party’s Confidential Information as required by applicable law or regulation, provided that the Receiving Party, to the extent legally permissible, gives the Disclosing Party prompt written notice of such required disclosure and reasonably assists the Disclosing Party in protecting, preventing or limiting such disclosure at the Disclosing Party’s expense. The Receiving Party shall only disclose that portion of the Disclosing Party’s Confidential Information as legally required for disclosure, and shall exercise all reasonable efforts to receive confidential treatment for such Confidential Information.

5.5. Public Records Laws. Uber acknowledges that Organization may be subject to public records disclosure laws, including the federal Freedom of Information Act (“FOIA”) and analogous state and local laws (collectively “Public Records Laws”). Organization agrees to make diligent efforts to limit disclosure pursuant to any available bases stated in the applicable Public Records Laws or other applicable law, to notify Uber of such disclosure requirements promptly before disclosure, and to allow Uber reasonable opportunity to object to production. If Organization determines the material is not exempt from disclosure under applicable Public Records Laws, Organization will notify Uber of the request and allow Uber twenty (20) business days to take whatever action it deems necessary to protect its interests. If Uber does not take any such action within said period, Organization may release the portions of record(s) deemed by Organization to be subject to disclosure. If Organization is required to release Uber’s Confidential Information, it agrees to use any available authorities to redact personal or business Confidential Information from such records to the extent permissible by applicable law and final judgment.

6. PRIVACY AND DATA SECURITY.

6.1. Compliance with Data Protection Laws. Each party shall comply with all applicable Data Protection Laws.

6.2. Security. Organization shall implement appropriate technical and organizational measures to protect Uber EVI Data against unauthorized or unlawful processing and against unauthorized loss, destruction, damage, alteration, or disclosure, as well as any breach of Organization’s security measures ("Information Security Incident").

6.3. Notification. Organization shall promptly notify Uber in the event that Organization learns or has reason to believe that an Information Security Incident has occurred in relation to Uber EVI Data. This notification includes at least: (1) the nature of the breach of security measures, (2) the potentially compromised personal data and data subjects, (3) the duration and expected consequences of the Information Security Incident, and (4) any mitigation or remediation measures taken or planned in response to the Information Security Incident. Upon any such discovery, Organization shall (a) take all reasonable steps to investigate, remediate, and mitigate the effects of the Information Security Incident, and (b) provide Uber with assurances reasonably satisfactory to Uber that such Information Security Incident will not recur. Additionally, if and to the extent any Information Security Breach occurs as a result of an act or omission of Organization, and if Uber determines that notices (whether in Uber’s or Organization’s name) or other remedial measures are warranted, Organization shall, at Uber’s request and at Organizations cost and expense, undertake the aforementioned remedial actions.

7. WARRANTIES; DISCLAIMER.

7.1. Mutual Warranties. Each party hereby represents and warrants that (a) it has full power and authority to enter into these Terms of Use and perform its obligations hereunder, and (b) such party’s acceptance of these Terms of Use, as well as such party’s performance of the obligations set forth in these Terms of Use, does not and will not violate any other agreement to which such party is a party.

7.2. Organization Warranties. Organization represents and warrants that: (a) Organization will use Uber EVI Data solely for the purpose set forth in Section 3.1; (b) Organization is in compliance and shall remain in compliance during the Term, with all applicable local, city, state, federal, national, and international laws, rules and regulations, including those relating to data protection, privacy, identity theft, data breach, consumer protection, and data security, and any applicable industry standards relating to privacy and data security; (c) Organization will only share and provide access to Uber EVI Data to Organization Representatives who have an official businessneed to access such Uber EVI Data; (d) Organization will not disclose Uber EVI Data to any third party, unless expressly authorized in writing by Uber, and who are in each case bound by privacy and security obligations regarding Uber EVI Data at least as restrictive as those contained herein; (e) Organization will not rent or sell Uber EVI Data for any purpose not authorized in writing by Uber; (f) Organization will not use Uber EVI Data in any way that harms Uber or benefits a competitor of Uber; (g) Organization is not using the Uber Service for purposes necessary to the performance of any federal government contract or subcontract; and (h) Uber is not assuming any portion of Organization’s obligations under any federal government contract, subcontract or federal grant. Organization hereby represents that the individual who accepts these Terms of Use is authorized by Organization to bind, and does hereby bind, Organization to the terms hereof.

7.3. Disclaimer. EXCEPT AS EXPRESSLY PROVIDED HEREIN, UBER PROVIDES THE UBER EVIE, UBER SERVICE, UBER APP, AND UBER EATS APP "AS IS'' AND WITHOUT WARRANTY. UBER DOES NOT WARRANT THAT THE FUNCTIONS OR INFORMATION CONTAINED IN THE EVIE, UBER SERVICE, UBER APP, AND UBER EATS APP WILL MEET ORGANIZATION’S REQUIREMENTS OR THAT THE OPERATION OF THE EVIE, UBER SERVICE, UBER APP OR UBER EATS APP WILL BE COMPLETE, ACCURATE, UNINTERRUPTED OR ERROR FREE. UBER HEREBY DISCLAIMS ALL OTHER WARRANTIES WITH RESPECT TO THESE TERMS OF USE, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, (A) ANY IMPLIED OR STATUTORY WARRANTIES COVERING THE EVIE, UBER SERVICE, UBER APP, OR THE UBER EATS APP, AND (B) ANY IMPLIED WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE. ORGANIZATION ACKNOWLEDGES AND AGREES THAT THE UBER SERVICE IS A TECHNOLOGY SERVICE THAT ENABLES ACCESS TO REQUEST ON-DEMAND GROUND TRANSPORTATION, DELIVERY, AND LOGISTICS SERVICES PROVIDED BY INDEPENDENT THIRD-PARTY PROVIDERS. UBER IS NOT A TRANSPORTATION, DELIVERY, OR LOGISTICS PROVIDER. UBER DOES NOT GUARANTEE AVAILABILITY OF TRANSPORTATION, DELIVERY, OR LOGISTICS SERVICES, ON-TIME ARRIVALS OR DEPARTURES THEREOF, OR ANY OTHER SERVICES LEVELS RELATED TO INDEPENDENT TRANSPORTATION, DELIVERY, OR LOGISTICS PROVIDERS THAT MAY BE OBTAINED VIA THE UBER SERVICE.

8. INDEMNIFICATION.

8.1. Organization (the "Indemnifying Party") will indemnify, defend and hold harmless Uber (the “Indemnified Party”), its Affiliates and their respective directors, officers, employees, agents, successors and assigns against all claims, damages, losses and expenses (including reasonable outside attorney fees) with respect to any third-party claim arising out of or related to a breach (or claim that, if true, would be a breach) of any of the Indemnifying Party’s representations or warranties including without limitation, the obligations in Sections 3 (Purpose & Account Administration), 4 (Proprietary Rights), 5 (Confidentiality), and 6 (Privacy and Data Security).

8.2. The Indemnified Party shall provide prompt notice to the Indemnifying Party of any potential claim subject to indemnification hereunder. The Indemnifying Party will assume the defense of the claim through counsel designated by it and reasonably acceptable to the Indemnified Party. The Indemnifying Party will not settle or compromise any claim, or consent to the entry of any judgment, without written consent of the Indemnified Party, which will not be unreasonably withheld. The Indemnified Party will reasonably cooperate with the Indemnifying Party in the defense of a claim, at Indemnifying Party’s expense.

9. LIMITATION OF LIABILITY.

OTHER THAN WITH RESPECT TO (i) A PARTY’S INDEMNIFICATION OBLIGATIONS HEREIN, (ii) DAMAGES ARISING FROM EITHER PARTY’S BREACH OF ITS CONFIDENTIALITY OBLIGATIONS SET FORTH IN SECTION 5 (CONFIDENTIALITY) HEREIN, OR (iii) DAMAGES ARISING FROM EITHER PARTY’S BREACH OF THE REPRESENTATIONS OR WARRANTIES SET FORTH HEREIN, IN NO EVENT SHALL UBER OR ORGANIZATION BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, EXEMPLARY, SPECIAL OR CONSEQUENTIAL DAMAGES, OR FOR LOSS OF BUSINESS OR PROFITS, SUFFERED BY THE OTHER PARTY OR ANY THIRD PARTY ARISING OUT OF THESE TERMS OF USE, WHETHER BASED ON CONTRACT, TORT OR ANY OTHER LEGAL THEORY, EVEN IF UBER OR ORGANIZATION (OR THEIR AGENTS) HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

10. GENERAL.

10.1. Governing Law. These Terms of Use shall be governed by and construed in accordance with the laws of the following jurisdictions, without regard to its choice or conflict of laws provision:

• If the Organization is located in the United States, the laws of the State of Delaware.
• If the Organization is located in Australia, the laws of the State of New South Wales.
• If the Organization is located in Mexico, the laws of The Netherlands.
• If the Organization is located in Brazil, the laws of Brazil.
• If the Organization is located in India, the laws of the Republic of India.
• If the Organization is located in Europe, the laws of the Netherlands.
• If the Organization is Located in the United Kingdom, the laws of the United Kingdom.

10.2. Dispute Resolution. If any dispute between the parties arises out of any matter governed by these Terms of Use, each party will first attempt in good faith to reach a settlement through negotiation by its appointed representatives.

10.3.a. Arbitration - United States. In the event that the parties are unable to resolve any dispute, controversy, or any claim arising out of or relating to these Terms of Use, or the interpretation, enforceability, performance, breach termination or validity thereof, including, without limitation, this arbitration clause, must be adjudicated by confidential arbitration in California, in accordance with the JAMS Comprehensive Arbitration Rules & Procedures. An award rendered in connection with arbitration pursuant to this section shall be final and binding upon the parties, and any judgment upon such an award may be entered and enforced in any court of competent jurisdiction. No provision of this subsection limits the rights of a party to these Terms of Use to obtain provisional, injunctive, or ancillary remedies from a court of competent jurisdiction before, after or during the pendency of any arbitration. Neither party has the right to arbitrate on a class action basis any dispute, controversy, or claim arising out of or relating to these Terms of Use, or the interpretation, enforceability, performance, breach, termination, or validity thereof, including, without limitation, this arbitration clause.

10.3.b. Arbitration and Dispute Resolution - Australia. There are a number of mechanisms available to you to resolve any dispute, conflict, claim or controversy arising out of or broadly in connection with or relating to the Uber Services, including those relating to its validity, its construction or its enforceability (any “Dispute”). Uber or its affiliate operates a complaints process to allow you to make complaints about Uber, an Uber Affiliate or third-party providers. Uber or its affiliate will operate this complaints process in a reasonable manner. In addition, you may have rights to make a complaint to fair trading or consumer law bodies in relation to applicable consumer laws, including the non-excludable portions of the Australian Consumer Law.

In the event of a Dispute, either party may file an action in the courts of New South Wales, Australia or pursue final and binding arbitration or other alternative dispute resolution as agreed upon by the parties.

10.3.c. Arbitration and Dispute Resolution - Mexico. Unless otherwise specified herein, these Terms shall be governed by and interpreted exclusively under the laws of the Netherlands, excluding its conflict of laws rules. The Vienna Convention on Contracts for the International Sale of Goods of 1980 (CISG) will not apply. Any dispute, conflict, claim or controversy, of any type, that results from these Conditions or that is related to a large extent with them, including those related to their validity, interpretation and enforceability (any "Dispute"), agree to submit to mediation procedures under the Mediation Regulations of the International Chamber of Commerce (“ICC Mediation Regulations”). If said dispute is not resolved within a period of sixty (60) days from the date on which the request for mediation is formalized under the ICC Mediation Regulations, reference will be made to said dispute and it will be resolved exclusively and definitively through arbitration under the Arbitration Rules of the International Chamber of Commerce (“ICC Rules of Arbitration”). The Expedited Process and Emergency Referee provisions of the ICC Rules will not apply. The dispute will be resolved by one (1) arbitrator appointed for this purpose under the ICC Rules. The venue for both mediation and arbitration will be Amsterdam, the Netherlands, without prejudice to any rights that you may have according to article 18 of the Brussels I bis Regulation (OJ EU 2012 L351 / 1) and / or article 6: 236n of the Dutch Civil Code. The language of mediation and / or arbitration will be English, unless you do not speak English, in which case the mediation and / or arbitration will be conducted in English and your native language. The existence and content of the mediation and arbitration procedures, including the documents and reports submitted by the parties, the ICC correspondence, the mediator's correspondence, and the correspondence, orders and awards issued by the sole arbitrator shall remain in strict confidentiality and shall not be disclosed to any third party without the express written consent of the other party, unless: (i) the disclosure to the third party is reasonably necessary to carry out the mediation or arbitration procedure; and (ii) the third party unconditionally agrees in writing to be bound by the obligation of confidentiality stipulated in this document.

10.3.d. Dispute Resolution - Brazil. Solely with respect to services provided within Brazil, any conflict with Uber do Brasil involving exclusively the Brazilian Law may be settled by the local court of the city of São Paulo, State of São Paulo, Brazil.

10.3.e. Arbitration and Dispute Resolution- India.

In case of a dispute, the same shall be referred to arbitration under the provisions of the Indian Arbitration and Conciliation Act 1996. Each party shall appoint one arbitrator who shall jointly appoint a third arbitrator (Presiding Arbitrator). The seat of Arbitration shall be New Delhi. Subject to the arbitration process, the exclusive jurisdiction and venue of arbitration shall be New Delhi.

Any proceedings, including documents and briefs submitted by the parties, correspondence from a mediator, and correspondence, order and awards issued by an arbitrator, shall remain strictly confidential and shall not be disclosed to any third party without the express written consent from the other party unless: (i) the disclosure to the third party is reasonably required in the context of conducting the mediation or arbitration proceedings; and (ii) the third party agrees unconditionally in writing to be bound by the confidentiality obligation set out in these Terms of Use.

10.3.f. Arbitration and Dispute Resolution - Europe and the UK. Any dispute, conflict or controversy arising out of or broadly in connection with or relating to these Terms of Use, including those relating to its validity, its construction or its enforceability, shall be first mandatorily submitted to mediation proceedings under the International Chamber of Commerce Mediation Rules. If such dispute has not been settled within sixty (60) days after a Request for Mediation has been submitted under such ICC Mediation Rules, such dispute can be referred to and shall be exclusively and finally resolved by arbitration under the Rules of Arbitration of the International Chamber of Commerce. The ICC Rules' Emergency Arbitrator provisions are excluded. The dispute shall be resolved by one (1) arbitrator to be appointed in accordance with the ICC Rules. The place of arbitration shall be Amsterdam, The Netherlands. The language of the arbitration shall be English. The existence and content of the mediation and arbitration proceedings,including documents and briefs submitted by the parties, correspondence from and to the ICC, correspondence from the mediator, and correspondence, orders and awards issued by the sole arbitrator, shall remain strictly confidential and shall not be disclosed to any third party without the express written consent from the other party unless: (i) the disclosure to the third party is reasonably required in the context of conducting the mediation or arbitration proceedings; and (ii) the third party agrees unconditionally in writing to be bound by the confidentiality obligation stipulated herein.

10.4. Notices. Any notice required or permitted to be delivered to Organization by these Terms of Use shall be sent to the email address that Uber has on file for Organization. Any notice required or permitted to be delivered to Uber by these Terms of Use shall be submitted via email to evie-support@uber.com.

10.5. No Waiver. The failure of either party to enforce, at any time or for any period of time, the provisions hereof, or the failure of either party to exercise any option herein, shall not be construed as a waiver of such provision or option and shall in no way affect that party’s right to enforce such provisions or exercise such option.

10.6. Severability. In the event any provision of these Terms of Use is determined to be invalid or unenforceable by ruling of an arbitrator or court of competent jurisdiction, the remainder of these Terms of Use (and each of the remaining terms and conditions contained herein) shall remain in full force and effect.

10.7. Force Majeure. Any delay in or failure by either party in performance of these Terms of Use shall be excused if and to the extent such delay or failure is caused by occurrences beyond the control of the affected party including, but not limited to, decrees or restraints of government, acts of God, strikes, work stoppage or other labor disturbances, war or sabotage (each being a "Force Majeure Event"). The affected party will promptly notify the other party upon becoming aware that any Force Majeure Event has occurred or is likely to occur and will use commercially reasonable efforts to minimize any resulting delay in or interference with the performance of its obligations under the applicable agreement.

10.8. Assignment. These Terms of Use may not be assigned, in whole or in part, by a party without the prior written consent of the other party, provided that each party may assign this agreement, upon notice to the other party, to (a) an Affiliate of such party, or (b) in connection with the sale of all or substantially all of such party’s equity, business or assets. Subject to the foregoing, these Terms of Use shall be binding upon and shall inure to the benefit of each party hereto and its respective successors and assigns.

10.9. Relationship of the Parties. Nothing in these Terms of Use shall be deemed to create any joint venture, joint enterprise, or agency relationship among the parties, and no party shall have the right to enter into contracts on behalf of, to legally bind, to incur debt on behalf of, or to otherwise incur any liability or obligation on behalf of, the other party hereto, in the absence of a separate writing, executed by an authorized representative of the other party.

10.10. Unless otherwise agreed to in writing, nothing in these Terms of Use is intended to subject Uber or its Affiliates to any statutory or regulatory requirements or obligations that are not specifically referenced herein.

10.11. The parties acknowledge and agree that any services to be rendered under these Terms of Use may be performed by Uber directly, or by any of Uber’s Affiliates.