The Company further reserves the right to refuse to provide the Services to the User or to refuse the User’s use of the Company’s websites or applications without any reason.

1. The User’s Registration

1.1 To register the online Services and use them, the User must download the DiDi Food application software, install it on his or her mobile device, and successfully complete the registration procedures or switch to the Food Function on the ridesharing app, which is provided by DiDi Mobility Japan Corp. 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 the Company. The User authorizes the Company to display on DiDi Food his/her profile and contact information including name, address, telephone number, and photo (if it is uploaded by the User) in order to enable Member Stores and delivery partners who are commissioned by the Member Stores to deliver the Products to contact the User.

1.4 The User must have full legal capacity in accordance with the Civil Code. A minor must obtain the consent of his/her legal guardian to 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 Company provides only DiDi Food and the relevant websites, and that the Company is neither a provider of delivery services, a delivery carrier, nor a provider of Products.

2. Services

2.1 The User who is accessing, browsing or using DiDi Food and the Company’s relevant websites may receive online delivery services regarding Products 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 receive Delivery Services and receive the Products provided by the delivery partner/Member Stores, who get the requests and order information through DiDi Food and the Company’s relevant websites. Through DiDi Food, the User can use the Services, including but not limited to getting Products from its favorite Member Stores.

2.2 With DiDi Food app, the User can order available Products.

2.3 The User may order the Products by entering the pick-up or delivery addresses of the Products and selecting the Products from a nearby local Member Store which is available through DiDi Food.

2.4 Once an order has been placed by the User and accepted by the Member Store, DiDi Food will provide the delivery partner with the order information for Delivery Services that the User request through DiDi Food. The Company through DiDi Food will provide to the delivery partner with the information related to the User, information of the business or Member Store at where the delivery partner must pick up the Products, and instructions from the User including the locations of collection and destination of the corresponding Products that must be delivered.

2.5 The User acknowledges and accepts that he/she is solely responsible for the transaction with the Member Store; The Company provides no warranty as to, and will not be responsible for, the information that is posted by the Member Stores on DiDi Food regarding the products, availability, consistency with the images, qualities, costs, business hours and any other relevant information posted by the Member Stores (the “Product Details”).

2.6 The Company 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 Member Stores.

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

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

2.9 The User must agree to the Privacy Policy of the Company before using the Service. The handling of personal information collected by delivery partners and Member Stores will be according to the respective privacy policies.

2.10 The User acknowledges and agrees that receiving the Delivery Service creates a direct business relationship between the User and the Member Stores, and the User and the delivery partner. The Products are offered and sold by the Member Stores. A sale of a Commodity is between the User and a Member Store. The Company will not be a party to, and will not be held liable in connection with the sale of the Commodity.

2.11 The User accepts and acknowledges that there is no subordinated or labor related relationship between the delivery partner and the Company or any of its affiliates on any and all of the Delivery Services and activities performed by the delivery partner. The User acknowledges that the Company does not manage any activities carried out by the delivery partner, and that any individuals or entities related to the Delivery Service or activities are not employed, owned or controlled by the Company

3. Cancellation of Orders

3.1 The User cannot cancel an order when it is received by the Member Store. For other terms of cancellation, the cancellation policy will apply.

4 Commitments and Warranties

4.1 By using DiDi Food, the User agrees to:

a. use the Services and DiDi Food in good faith;

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

c. not use the Services or DiDi Food for any illegal purpose including without limitation, for purposes of transmitting or storing illegal information or for fraudulent purposes;

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

e. not affect the normal operation of the network;

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

g. conduct all the payments for the requested Services; and

h. comply with laws.

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 does not fulfill the current requirements. The User agrees that the Company can update the requirements of the mobile device, 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 (i) the cost of the Products settled by the Member Store and DiDi Food, (ii) the fees for the Delivery Services, and (iii) any applicable taxes.

5.2 The User understands and accepts that the prices of the Products may vary from the ones offered directly in the Member Store. The User shall confirm prices displayed 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.

5.4 The User may make payment via a third party electronic payment service designated by the User on DiDi Food. The processing of payments shall be subject to the terms and conditions of the credit/debit card issuing companies and other electronic payment service providers (hereinafter referred to as the “Electronic Payment Service Providers”). The Company shall not be liable for any errors made by the Electronic Payment Service Providers. The Company will obtain the detail information of the specific transactions relating to the User’s use of the Services in accordance with applicable law and the policies of the Company. The Company warrants that it has the right and authority to receive the price of the relevant Products from the User on the Member Store’s behalf. The Member Store shall have duly received the payment, and the User is fully discharged of its obligation to make the payment, when the price for the Products is received by the Company.

If the User selects the offline payment, (i) the cost of the Products, (ii) the fees for the Delivery Services, and (iii) any applicable taxes will be collected upon the delivery of the Products by the delivery partner. The Delivery Partner has the right and authority to receive the price of the relevant Commodity from the User on the Member Store’s behalf. The Member Store shall have duly received the payment, and the User is fully discharged of its obligation to make the payment when the price for the Products is received by the delivery partner.

5.5 The User acknowledges that the issuance of any and all invoices that the User may require for the Products and Delivery Service shall be issued by the Member Store and/or commercial establishment (regarding the Products) and the delivery partner (regarding the Delivery Services fee) or any individual or entity managing the activities of the Member Store and the delivery partner, whoever applicable, as required by applicable laws or regulations. The User shall be responsible for (i) requesting any and all invoices that the User may require and (ii) providing any and all personal information required by the DiDi Food and relevant websites as necessary.

5.6 The Company shall not be liable for any error related to the issuance of any invoice or failure to deliver the relevant invoice. In no way shall the Company be held liable or responsible for any error, inconsistency or malfunction of DiDi Food or relevant websites that may affect the provision of invoices, unless when the Company is willful or grossly negligent.

5.7 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 the Company’s customer service immediately.

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

6 Indemnification

6.1 The User agrees to indemnify the Company for any and all damages, including without limitation, attorneys’ fees and litigation costs, incurred by the Company 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; or

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. The Company 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. The Company will not be liable to any user for any 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 The Company and its affiliates provide, and the User accepts, the Services on DiDi Food and the Company’s relevant websites on an "as is" basis. The Company and its affiliates do not represent, warrant or guarantee that your access or use of DiDi Food will be uninterrupted or error free. The Company 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 Member Stores and delivery partners. The User is advised to take reasonable precautions with respect to interactions with third parties encountered in connection with the use of DiDi Food. The Company and its affiliates does not represent, warrant or guarantee the safety of any Products provided to the Users for Services. The Company and its affiliates expressly disclaim all liability for any act or omission of any User, delivery partner, Member Store and its employees or other third parties.

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

9 Limitation of the Company’s Responsibility

9.1 The information provided on the Company’s websites or DiDi Food is for the User’s reference only. The Company will use reasonable endeavor to ensure the accuracy of such information, provided that the Company does not warrant that such information including the Member Store’s information is free from any error, defect, malicious software or virus. Such information includes but is not limited to texts, pictures, data, opinions, webpages or links. The Company disclaims any liability to any error or omission, nor makes any express or implied warranty.

9.2 The Products, products, availability, images, costs and any other relevant information contained in the menus or in the Member Store information is responsibility of each Member Store, and the Company shall not be liable for any damage, resulting from the information posted by the Member Stores.

9.3 The Company shall not be liable for any damage resulting from the use of (or any inability to use) the Company’s websites or DiDi Food. In addition, the Company shall not be liable for any damage resulting from the use of (or any inability to use) the electronic communication tools of the Company’s websites or DiDi Food.

9.4 The Company shall not be liable for any indirect, special, consequential or punitive damages, including lost profits, lost data, personal injury, or property damage related to, or otherwise resulting from any use of the Services, regardless of the Company’s negligence (either active, sole, or concurrent) or foreseeability on the damage.

9.5 Notwithstanding anything contrary in Clause 9, any full and complete disclaimer in these Terms and Conditions by the Company of its liability in connection with the use of DiDi Food shall not apply if a contract between the Company and the User in connection with DiDi Food constitutes a consumer contract as defined in Article 2, Paragraph 3 of the Consumer Contract Act (Act No. 61 of 2000). In such a case, the Company shall be liable for direct and actual damage sustained by the User, whether based on breach of contract or tort, the maximum liability of the Company for which shall not exceed the amount paid by the User for the respective order; provided, however, that this will not apply when the Company was willful or grossly negligent.

9.6 The User understands and acknowledges that DiDi Food only constitutes the role of a platform service that allows Users getting Products from the selected Member Stores who uploaded the Product Details through DiDi Food, and conducts big data information processing on the backend based on such request by the User in order to provide such information to the available delivery partner so he/she can provide the Services, after which the successfully matched delivery partner provides offline Services to the User. In this regard, the User acknowledges that it is the sole responsibility of the Member Store providing the food and Products and the delivery partner providing the Delivery Services.

10.1 Subject to the User’s compliance with these Terms and Conditions, the Company grants to the User a limited, non-exclusive and non-transferable license to download and install applications related to DiDi Food on a single mobile device that the User owns or controls to use such 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 information, including information violating third party’s privacy rights; (3) send or store files 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 the Company’s websites, applications or Services or the data contained therein; or (5) attempt to gain unauthorized access to the Company’s websites, applications, Services or related systems or networks.

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

11 Intellectual Property Policy

11.1 The Company and its affiliates own the intellectual property rights to all content distributed on DiDi Food (other than content generated by Users and Member Stores). The absence of a statement of ownership in certain content does not constitute the failure of the Company to be entitled thereto or to 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 the Company, the User shall not 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 (i) downloading or printing for non-commercial use provided that no modification, including the removal of a proprietary right notice, shall be made thereto, or (ii) accessing and using DiDi Food and the Company’s relevant websites in accordance with these Terms and Conditions.

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 the Company 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 the Company.

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 Member Stores through DiDi Food (information, trademarks, slogans, images and menus) belong to each of the Member Stores 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 the Company, 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 DiDi Food, the Company 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 the Company’s websites or DiDi Food and visit websites or applications hosted by such third parties which are beyond the Company’s control and have formulated their own terms, conditions and privacy policies. Therefore, the Company shall not be responsible for the content and activities of such websites or applications, nor shall the Company 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 the Company shall have no fixed term. The User may cease using the Service at any time by deleting the DiDi Food app on the mobile device owned or controlled by him/her.

13.2 If the Company determines that the User conducted a 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 the Company 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 The Company is not obligated to provide advance notice of termination of the Terms and Conditions. After termination, the Company will give the relevant notice in accordance with the Terms and Conditions.

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, the Company shall determine whether to continue to perform such other terms.

15.2 The Company 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 Company may amend these Terms and Conditions by posting the notice of the amendment on its websites or otherwise by making Users informed of the notice. The notice shall include the effective date of the amendment and the amended terms, and the amendment shall take effect on the effective date specified in the notice.

15.3 The User shall not assign any rights under these Terms and Conditions without the Company’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;

ii. The Cancellation and Return Policy; and

iii. Such other rules and policies as DiDi Food publishes on its website or on the applications.

17 No Anti-Social Forces

17.1 The User represents and warrants that:

i. It is not an organized crime group (boryokudan, as defined Article 2, Item 2 of the Act on Prevention of Unjust Acts by Organized Crime Group Members (the “Act”) or a member of an organized crime group (boryokudanin, as defined in Article 2, Item 6 of the Act), a sub-member of an organized crime group (boryokudan jun koseiin), a corporation related to an organized crime group (boryokudan kankei kigyo), a corporate racketeer (sokaiya), an advocate of social causes (shakai undo to hyobo goro), a special intelligence organized crime group (tokushu chino boryoku shudan), or a group or an individual who regularly commits violent tortious acts (as defined in Article 2, Item 1 of the Act) by violent or fraudulent means, or who commits such acts regularly to achieve its own end (collectively “Anti-Social Forces”);

ii. None of its representatives, officers, and major employees (regardless of the types of employment or contact) is an Anti-Social Force;

iii. Any major member, or anyone who is deemed to control its management is not an Anti-Social Force;

iv. No Anti-Social Force is involved in its management either directly or indirectly;

v. It does not, and will not improperly uses an Anti-Social Force with the aim of gaining illicit profits for itself or for a third party, or causing damage to any third party;

vi. It does not, and will not provide money or convenience to an Anti-Social Force; and

vii. any of its representatives, officers or persons who are substantially involved in its management has a socially condemnable relationship with an Anti-Social Force.

17.2 The User shall not conduct any of the following acts either by itself or through a third party:

i. Violent demand, as defined in Article 9 of the Act against the other party or any third party;

ii. Unreasonable demand against the other party or any third party that exceeds legal responsibility;

iii. Threatening behavior or use of violence against the other party or any third party;

iv. An act of using of fraudulent means or force to tarnish the credit of the other party or any third party, or to interfere with the business of a third party; and

v. An act of commencing or maintaining a transaction with an Anti-Social Force without obligation imposed by law.

17.3 The Company may terminate all or part of any and all of the agreements entered into between the Company and the User without affording any cure period if the User is in breach of any of the provisions in clause 17.1 or 17.2. In addition, the Company may request the User to take measures necessary to exclude the Anti-Social Forces.

17.4 The User shall not claim damages or reimbursement of expenses for whatever nature caused in connection with the termination of the agreements by the Company or measures requested to exclude the Anti-Social Forces pursuant to clause 17.3.

17.5 The Company may claim damages to the User, if it is prejudiced by terminating the agreements between the Company and the User according to clause 17.3.

18 Governing Law

These Terms and Conditions shall be governed by the federal laws of Japan. 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 the Company’s websites or DiDi Food shall be subject to the exclusive jurisdiction of Tokyo District Court, 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.

19 Survival

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.

Established: March 24, 2020

Amended: May 30, 2021