REBUILDING TECHNOLOGY PTE. LTD. (hereinafter referred to as “DiDi” or the “Company”), a company duly established according to the laws of Singapore, having its office at 163 Tras Street #03-01 Lian Huat Building Singapore (079024).

DiDi and its affiliates through the application named “DiDi Food” provide mobile applications and related services, which enable Users to arrange and schedule logistics and delivery services regarding goods, food and beverages from third party providers and restaurants under agreement with DiDi or its DiDi's affiliates (hereinafter referred to as the “Services”) on DiDi Food and DiDi’s relevant websites. Any User who is accessing, browsing or using DiDi Food and DiDi’s relevant websites in order to receive the delivery services which include the delivery of goods, food and beverages from delivery partners is hereinafter referred as the “User”.

1. The User’s Registration

1.1 To use and register the online Services, the User must download DiDi Food, install it on his or her mobile device, and successfully complete the registration procedures or switch to Food Function on DiDi ridesharing app. When registering, the User must ensure all the information provided is accurate, complete and valid. Failure of maintaining such information may result in the User’s inability to access or use the Services.

1.2 The User acknowledges and agrees that he/she will be responsible for all activities that occur under his/her Account and agrees to maintain the security and secrecy of his/her Account username and password at all times. Unless otherwise permitted by the Company in writing, the User may only possess one Account.

1.3 By registering on DiDi Food, the User agrees to receive relevant emails, phone calls, push notifications, SMS from DiDi. The User authorizes DiDi to display on DiDi Food his/her profile and contact information including name, telephone, and photo (if it is uploaded by the User); in order to enable delivery partners and restaurants to contact him or her.

1.4 The User must have full legal capacity in accordance with the Federal Civil Code. A person who is under the age of 18 cannot register an account on DiDi Food.

1.5 Unless otherwise agreed by the Company in a separate written agreement with the User, the Services are made available solely for the User’s personal and noncommercial use.

1.6 The User acknowledges that the delivery service of goods, food or beverages through the use of the Services does not establish DiDi as a provider of delivery services, or as a delivery carrier, or as a provider of goods, food or beverages.

2. Services

2.1 The User who is accessing, browsing or using DiDi Food and DiDi’s websites may enjoy online delivery services regarding goods, foods and beverages (“Commodities”) based on their needs through real-time online and offline information interaction and effective matching of offline resources through big data analytics (“Delivery Services”). Through the Services, the User may enjoy Delivery Services and receive the Commodities provided by the delivery partner/restaurant, who get the requests and order information through DiDi Food. Through DiDi Food, the User can enjoy the Services, including but not limited to getting Commodities from its favorite local restaurants or commercial establishments.

2.2 DiDi Food app will connect the User with restaurants, food providers and commercial establishments, so the User can order available Commodities from the full menus.

2.3 The User may order the Commodities by entering his/her address and by selecting the Commodities from the nearby local restaurant or commercial establishment which are available through DiDi Food.

2.4 Once an order has been placed by the User and accepted by the restaurant or commercial establishment, DiDi Food will provide the delivery partner with the order for Delivery Services that the User request through DiDi Food. DiDi through DiDi Food will provide to the delivery partner with the User´s information, information of the business or restaurant at where the delivery partner must pick up the Commodities, and instructions from the User including the locations of collection and destination of the corresponding Commodities that must be delivered.

2.5 The User acknowledges and accepts that he/she is solely responsible for what he/she orders and the restaurant or establishment that he/she picks; DiDi will not be responsible for the information that is posted by the restaurants or establishments on DiDi Food regarding the products, availability, images, costs, business hours and any other relevant information posted by the restaurants (the “Product Details”).

2.6 DiDi will use reasonable endeavors to make the Services available to the Users subject to the availability of delivery partners at the time that the User makes the order and the availability and business hours of the restaurants and commercial establishments.

2.7 The User shall not publicize or disclose any personal information of any delivery partner acquired in the Services to any party, unless for the purpose of the Services.

2.8 By using the Services, the User agrees that the delivery partner and the restaurant or commercial establishment may contact the User by telephone or text messages in order to confirm any information regarding the requested order.

2.9 The collection and use of personal information in connection with the Services is described in the Privacy Policy of DiDi Food.

2.10 The User acknowledge and agrees that provision of Delivery Service creates a direct business relationship between the User and the restaurants or commercial establishment, and the User and the delivery partner.

2.11 The User accepts and acknowledges that there is no subordinated or labor related relationship between the delivery partner and DiDi or any of its affiliates derived from any and all of the Delivery Services and activities performed by the delivery partner to which these Terms and Conditions apply. The User acknowledges that any individuals or entities managing or related to the activities performed by the delivery partner are not employed, owned or controlled by DiDi

3. Cancellation of Orders

3.1 The User acknowledges and agrees that if he/she decides to cancel an order for Delivery Services during the “Cancellation Period” (before the restaurant receives and accepts the order), DiDi may charge the User a cancellation fee.

Once the restaurant receives and start preparing the order, the User might not be able to cancel the order.

4 Commitments and Warranties

4.1 By using DiDi Food, the User agrees to the following:

a. the User will use the Delivery Services or DiDi Food in good faith;

b. the User will use the Delivery Services or download DiDi Food for personal use and will not resell the same to any third party;

c. the User will not use the Delivery Services or DiDi Food for any illegal purpose including without limitation, transmitting or storing illegal materials or for fraudulent purposes;

d. the User will not use the Delivery Services or DiDi Food to harass or obstruct others or cause inconvenience to others;

e. the User will not affect the normal operation of the network;

f. the User will not attempt to damage the Services or DiDi Food;

g. the User will provide identity documentation as reasonably requested by DiDi;

h. the User will conduct all the payments for the requested Delivery Services.

i. the User will comply with all applicable laws of the country/region, province and/or city in which the User use DiDi Food or the Delivery Services.

4.2 It is the User’s duty to keep all mobile device hardware or software upgraded to fit the then current requirements of the DiDi Food. The Company is not responsible for any problem that may arise when the User uses any non-latest updated version of DiDi Food or/and use DiDi Food on any mobile device which not reaches the then current relevant requirements of DiDi Food. The User agrees that the Company can update the requirements of the mobile phone hardware and software of DiDi Food from time to time.

5 Payment

5.1 The User agrees and accepts that for each order, he/she will pay the cost of the Commodities settled by the restaurant or commercial establishment, DiDi Food Delivery Services, and any applicable taxes.

5.2 The User understands and accepts that each restaurant or commercial establishment decides the cost of the dishes and Commodities, and that the prices and offers may vary from the ones offered directly in the restaurant or commercial establishment. The User shall confirm prices on DiDi Food before performing the order. These prices may change from time to time based on market supply and demand, and the User is solely responsible for monitoring these prices and selecting the services that are suitable to User. Price may be adjusted from time to time according to the real time requests.

5.3 When using the Services by making an order, the User shall promptly pay total charge of the order as presented by DiDi Food. If any charge is overdue, the Company shall have the right to refuse to provide the Services to the User. The User understands and agrees that the Company shall have the right to submit information in respect of the User’s breach of contract to a third-party credit reference agency.

5.4 The User acknowledges that LUIBIMEX, S.A. DE C.V. is the payment agent in respect of the Services.

5.5 The User may make payment on the DiDi Food via the User’s third party electronic payment account and online bank payment systems or other available payment methods. The processing of payments shall be subject to the terms and conditions of the electronic payment service providers and credit/debit card issuing banks. DiDi shall not be liable for any errors made by electronic payment service providers or banks. DiDi will obtain the details of the specific transactions relating to the User’s use of the Services. DiDi will strictly comply with relevant laws and regulations and the Company’s policies in using such information.

5.6 The User acknowledges that the issuance of any and all invoices that the User may require for the Commodities and Delivery Service shall be issued by the restaurant and/or commercial establishment (regarding the food and commodities) and the delivery partner (regarding the Delivery Services fee) or any individual or entity managing the activities of the restaurant and/or commercial establishment and the delivery partner, whoever applicable, as required by applicable laws or regulations. The User shall be responsible for (i) requesting any and all tax invoices that the User may require and (ii) providing any and all personal information required by the DiDi Food and relevant websites as from the date in which the means to request tax invoices.

5.7 DiDi shall not be responsible for the issuance of any invoice required by the User for the Commodities or the Delivery Service and shall not be liable for any error or failure to deliver the relevant tax invoice, since DiDi does not render such services. In no way shall DiDi be held liable or responsible for any error, inconsistency or malfunction of DiDi Food or relevant websites that may affect the provision of tax invoices. The User acknowledges that it is the sole responsibility of the restaurant, the commercial establishment (regarding the food and commodities) and/or the delivery partner (regarding the Delivery Services fee) to duly deliver tax invoices to the User.

5.8 The User shall check the User’s actual payment amount of the order immediately after the completion of each order. If the User have any objection with the payment amount, he/she shall contact DiDi immediately.

5.9 Telecommunication services and related fees, which may be incurred when using the DiDi Food, are provided and charged by the telecommunication operators, not by DiDi.

6 Indemnification

6.1 By using the Services on DiDi Food, the User agrees to indemnify DiDi for any and all claims, costs, compensation, losses, debts and expenses, including without limitation, attorneys’ fees and litigation costs, arising from or in connection with the following conducts (hereinafter referred to as “Wrongful Acts”):

a. If the User violates or breaches any term of the Terms and Conditions or any applicable law and regulation (whether they are referred to herein or not);

b. If the User infringes any right of any third party;

c. If the User abuses DiDi Food or the Services;

7 Local Regulatory Restrictions

7.1 DiDi Food does not direct or lead any person in any jurisdiction where (because of nationality, residence or otherwise) the access to or availability of DiDi Food is prohibited, or which would be subject to any restriction, including registration or other requirements within such jurisdiction, to act illegally. DiDi reserves the right to limit access to DiDi Food to any such person. Persons who access DiDi Food do so on their own initiative and are responsible for compliance with applicable local laws and regulations. DiDi will not be liable to any user for any loss or damage, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, even if foreseeable, arising under or in connection with use by a person in a jurisdiction where the access to or availability of DiDi Food is prohibited or subject to any restriction. For any doubt, the User should seek independent legal advice.

8 No Warranties

8.1 DiDi and its affiliates provide, and the User accepts, the Services on DiDi Food and DiDi’s relevant websites on an "as is" and "as available" basis. DiDi and its affiliates do not represent, warrant or guarantee that your access or use of the DiDi services or DiDi Food will be uninterrupted or error free. DiDi and its affiliates function as a mobile application provider, the application of which enables users to arrange and schedule logistics and delivery services, and make no representations, warranties or guarantees as to the actions or inactions of the restaurants and delivery partners. By using the DiDi services and DiDi Food, you acknowledge and agree that you may be introduced to a third party that may pose harm or risk to you or other third parties. The User is advised to take reasonable precautions with respect to interactions with third parties encountered in connection with the use of the DiDi services or DiDi Food. DiDi and its affiliates does not represent, warrant or guarantee the safety of any items provided to the Users for Delivery Services. DiDi and its affiliates expressly disclaim all liability for any act or omission of any User, delivery partner, restaurant and its employees or other third parties.

8.2 No express or implied warranty is given in respect of DiDi Food and in the material published on the app, including without limitation the content.

9 Limitation of DiDi’s Responsibility

9.1 The provided information and Services recommended to the User on DiDi’s websites or DiDi Food is for the User’s reference only. DiDi will use reasonable endeavor to ensure the accuracy of such information, provided that DiDi does not warrant that such information including the restaurant´s information is free from any error, defect, malicious software or virus.

9.2 The Commodities, products, availability, images, costs and any other relevant information contained in the menus or in the restaurant information is responsibility of each restaurant, and DiDi shall not be liable for any damage, resulting from the information posted by the restaurants or commercial establishments.

9.3 DiDi shall not be liable for any damage resulting from the use of (or any inability to use) DiDi’s websites or DiDi Food. In addition, DiDi shall not be liable for any damage resulting from the use of (or any inability to use) the electronic communication tools of DiDi’s websites or DiDi Food, including, without limitation, any damage caused by transmission failure, internet malfunction or delay of electronic communication, interception or manipulation of electronic communication by a third party or computer program used for electronic communication and virus transmission, power failure, strikes or any other labor dispute, riot, insurrection, upheaval, earthquake, fire, flood, storm, explosion, war, government act, order from judicial or administrative authorities, or any other force majeure event or third party omission.

9.4 DiDi shall not be liable for any indirect, incidental, special, exemplary, punitive, or consequential damage, including lost profits, lost data, personal injury, or property damage related to, or otherwise resulting from any use of the Services, regardless of the negligence (either active, affirmative, sole, or concurrent) of DiDi, even if DiDi has been advised of the possibility of such damages.

9.5 DiDi does not guarantee the accuracy, completeness, adequacy and reliability of the information and content contained on DiDi Food or DiDi’s websites, including but not limited to texts, pictures, data, opinions, webpages or links, despite its efforts to provide accurate and exhaustive information to the extent possible. DiDi disclaims any liability to any error or omission, nor makes any express or implied warranty.

9.6 The User understands and acknowledges that DiDi Food only constitutes a platform that allows Users getting Commodities from the selected restaurants or commercial establishments by uploading the order through DiDi Food, and conducts big data information processing on the backend based on such request in order to provide such information to the available delivery partner so he/she can provide the Delivery Services, after which the successfully matched delivery partner provides offline Delivery Services to the User. In this regard, the User acknowledges that it is the sole responsibility of the restaurant and the commercial establishment providing the food and commodities and the delivery partner providing the Delivery Services.

10 Authorization and License

10.1 Subject to the User’s compliance with these Terms and Conditions, DiDi grants to the User a limited, non-exclusive and non-transferable license to download and install a copy of the applications on a single mobile device that the User owns or controls to run such copy of the applications solely for the User’s own personal use.

10.2 The User shall not: (1) license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the services or applications in any way; (2) modify or create derivative works based upon the Services or applications; (3) create Internet “links” to the Services, or “frame” or “mirror” any application on any other server or wireless or Internet-based device; (4) reverse engineer or access the applications in order to design or build a competitive product or Service, design or build a product using similar ideas or graphics to the Services or applications, or copy any ideas, features, functions or graphics of the Services or applications; or (5) launch an automated program or script, or any program which may make multiple server requests per second, or unduly burdens or hinders the operation and/or performance of the Services or applications.

10.3 Furthermore, the User shall not: (1) send spam or otherwise duplicative or unsolicited messages in violation of applicable laws; (2) send or store infringing, obscene, threatening, libelous or otherwise unlawful or tortious material, including material violating third party’s privacy rights; (3) send or store material containing software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or programs; (4) interfere with or disrupt the integrity or performance of DiDi’s websites, applications or Services or the data contained therein; or (5) attempt to gain unauthorized access to DiDi’s websites, applications, Services or related systems or networks.

10.4 DiDi shall have the right to investigate and bring a lawsuit for any non-compliance set forth above to the fullest extent permitted by law. DiDi may participate in and assist law enforcement authorities with lawsuits against any User in breach of these Terms and Conditions. If DiDi finds that any content breaches these Terms and Conditions or otherwise prejudices DiDi’s websites, DiDi Food and/or the Services or applications therein, DiDi reserves the right to deleteor prohibit access to such content at any time without further notification.

11 Intellectual Property Policy

11.1 DiDi and its affiliates own the intellectual property rights of all content distributed on DiDi Food, including without limitation, provided software and related products or services. The absence of a statement of ownership in certain content does not constitute the failure of DiDi to be entitled thereto or assert the rights thereto, and the User shall respect the legitimate rights and interests of the right holder and lawfully use such content in accordance with applicable laws, regulations and the principle of good faith.

11.2 Without the written consent of DiDi, no entity or individual shall use, make copies of, modify, take extracts from, disseminate, bundle with other products for use or sale, link or transmit via hyperlink, store in an information retrieval system or use for any other commercial purposes any part of the aforesaid software, products, services, information or words in any way for any reason, except for downloading or printing for non-commercial personal use provided that no modification shall be made thereto and the statement of copyright or other ownership contained therein shall be retained.

11.3 The trademarks and logos (hereinafter collectively referred to as the “Trademarks”) used and displayed in such software shall be the registered and unregistered Trademarks of DiDi and its affiliates in related fields and protected by laws. No person shall use any content of such software, “DiDi”, “DiDi Chuxing”, “DiDi Food” and similar names as well as related Trademarks in any manner without the written consent of DiDi.

11.4 If the User prints off, copies, downloads, modifies or links any part of the content available via the websites or the applications in breach of these Terms and Conditions, the User’s right to use the Company websites and applications may be ceased immediately and the User must, at the Company’s discretion, return or destroy any copies (electronic or otherwise) of the materials the User have made.

11.5 The intellectual property rights of all the content posted by the restaurants and commercial establishments through DiDi Food (information, trademarks, slogans, images and menus) belong to each of the restaurants and commercial establishments and such intellectual property rights are protected by laws. The absence of a statement of ownership in certain content does not constitute the failure of DiDi, and the User shall respect the legitimate rights and interests of the right holder and lawfully use such content in accordance with applicable laws, regulations and the principle of good faith.

12 Third Party Links, and Services

12.1 While using relevant websites and applications, DiDi may from time to time provide the User with links to websites or applications owned and controlled by third parties to facilitate the User’s communication with, purchase products or services from, or participate in promotional activities offered by such third parties. By clicking such links, the User will leave DiDi’s websites or DiDi Food and visit websites or applications hosted by such third parties which are beyond DiDi’s control and have formulated their own terms, conditions and privacy policies. Therefore, DiDi shall not be responsible for the content and activities of such websites or applications, nor shall DiDi assume any obligation. The User shall fully understand the content and activities of such websites or applications and solely bear the legal liability and risks arising from the User’s browsing or access to such websites or applications.

13 Term

13.1 The Terms and Conditions between the User and DiDi shall have no fixed term.

13.2 The Company will determine, at its sole discretion, whether there have been Wrongful Acts from the User. If the User conducts any Wrongful Act, the Company may at its sole discretion take actions as it deems appropriate, including but not limited to terminate the Terms and Conditions with the User and stop providing the Service to the User as the case may require.

If the User conducts any Wrongful Act, the Company shall have the right to recover from the responsible party any portion exceeding the amount that is required to be indemnified under law, as well as to take action against infringing parties or breaching parties.

13.3 Although DiDi terminates the Terms and Conditions, the User shall comply with its payment obligations and shall be responsible for any damage or harm that might derive from such breach.

13.4 DiDi is not obligated to provide advance notice of termination of the Terms and Conditions. After termination, DiDi will give the relevant notice in accordance with the Terms and Conditions.

13.5 Even if DiDi terminates these Terms and Conditions, the User will continue to be responsible for any damage or harm that might derive from such breach.

14 Force Majeure

14.1 In case of a force majeure event, the affected party may temporarily suspend the performance of its obligations hereunder until the effect of such force majeure event ceases and shall bear no liability for breach of contract; provided, however, that such party shall use its best efforts to resolve such event and mitigate losses. Force majeure means any unforeseeable or unavoidable (even if foreseeable) event beyond the control of the parties which prevents, affects or delays a party’s performance of all or part of its obligations hereunder. Such events include but not limited to earthquakes, war, modification of government laws, regulations and policies, computer viruses, hacker attacks or suspension of services provided by telecommunication agencies.

15 Miscellaneous

15.1 If certain terms of these Terms and Conditions are held to be invalid but the other terms are able to remain valid and the enforceability thereof is not affected, DiDi shall determine whether to continue to perform such other terms.

15.2 DiDi may give a notice by posting a general notice on websites and/or DiDi Food or by sending an e-mail or text message to the e-mail address or mobile phone number registered in the User’s account information. The notices, which may be posted from time to time, constitutes a part of these Terms and Conditions.

15.3 The User shall not assign any rights under these Terms and Conditions without DiDi’s prior written consent.

16 Other Applicable Terms

16.1 These Terms and Conditions refer to the following additional terms, which also apply to the User’s use of the Company websites, content, products, Services and applications and which, by using, the User agrees to comply with:

i. The Privacy Policy of DiDi Food, which sets out the terms of the personal data and other information collected from or provided by the User.

17 Governing Law

17.1 These Terms and Conditions shall be governed by the federal laws of Mexico. Any conflict, claim or controversy arising out of or in connection with the breach, termination, performance, interpretation or validity of these Terms and Conditions or the use of DiDi’s websites or DiDi Food shall be subject to the jurisdiction of a federal court in Mexico City, Mexico, and the User hereby expressly and irrevocably waive any other jurisdiction he/she may be entitled to pursuant to his/her respective current or future domiciles.

18 Survival

18.1 Even if these Terms and Conditions are terminated or annulled, the clauses regarding liabilities for breach, intellectual property, confidential obligation of the User, governing law and jurisdiction shall survive.