Terms and Conditions

1. UNDERSTANDING The terms defined below are capitalized in these Terms and Conditions and have the following meaning in these Terms and Conditions:
   • Contract: By agreeing to these General Terms and Conditions, the Contract is concluded that is concluded between the Company and the Participant to participate in the Pilot;
   • General Terms and Conditions: These General Terms and Conditions as well as the changes and / or additions to these General Terms and Conditions;
   • Participant: The natural person who participates in the MaaS Leidsche Rijn Pilot and is recognized as such by the Company;
   • Target groups: A group of potential Participants with a travel behavior that corresponds and fits the purpose of the Pilot as described in Article 2.2;
   • Surveys: Feedback in the form of anonymized data arising from surveys that the Participant fills in;
   • Fraud: Manipulation as well as any act or omission aimed at manipulating the purpose of the Pilot and / or otherwise spending the Travel Credit;
   • Card: An OV chip card issued as part of this Pilot to the Participant;
   • Leidsche Rijn: The postcode areas as described in article 3.1. This is roughly the territory of the municipality of Utrecht to the West of the A2 motorway, including a few areas to the east of this road, including the Papendorp industrial estate.
   • MaaS : (Mobility as a Service): The offer of mobility services, whereby customized travel options are offered to Participants via Tripps with real-time information, including any payment and transaction settlement;
   • Mobility providers : Mobility providers or facilities for this such as sharing bicycles, shared cars, public transport, parking etc. The condition of this

Mobility providers take effect as soon as an offer is used. The Participant may have to create an account with the Mobility Provider himself, where possible condition must still be explicitly accepted before the service can be used; The following Mobility providers are currently connected:

• Donkey republic: https://www.donkey.bike/terms-and-conditions/
  • City and regional transport:
• NS: https://www.ns.nl/binaries/_ht_1528981581245/content/assets/nsnl/onditions/general- conditions- city-and-streekransport.pdf

• Step-in: https://www.stappin.nl/nl/aleral-conditions
• Nu-Connect: https://nu-connect.nl/media/48491/algemenevoorwaardennlv13.pdf
• Greenwheels: https://www.greenwheels.com/en/prive/general conditions
• Felyx: https://felyx.com/docs/terms.pdf
• Company: Innovactory International BV established at Bolderweg 2 in Almere, and operator of the Pilot;
• Force majeure: A circumstance that is not due to fault, and / or neither by law, legal act or generally accepted opinion, is for the account of the Company. In addition to what is understood in this regard in law and jurisprudence, Force majeure includes in any case but not exclusively: strikes in the Company, government measures, extreme (weather) circumstances;
• Personnel: Persons working for or on behalf of the Pilot and or Enterprise;
• Pilot : The test with a select number of selected Participants;
• Privacy policy: Our privacy policy for the Tripps App (Menu> About> Legal information) and also directly via https://gaiyo.com/privacy-statement/ . Our policy regarding the privacy of the Pilot can be found at https://gaiyo.com/privacy-statement/ . The general terms and conditions can be found at https://gaiyo.com/aleral-conditions/ ;
• Travel Credit : The credit that a participant receives as a Travel Credit to participate in this test, and that contributes to achieving the objectives;
• Service Center : The help desk of the Pilot, where questions, complaints and / or comments can be asked, the Service Center can be reached via e-mail leidscherijn@gaiyo.com;
• Tripps: The Tripps app used for this Pilot (www.tripps.nl);
• Website: https://gaiyo.com;

2 GENERAL

2.1 Duration of the Pilot: The Pilot has a start date of 1 October 2019 and legally ends on 31 March 2020. The Company can adjust the duration of the Pilot. If this is the case, the Participant will be informed of this as soon as possible;

2.2 Purpose of the Pilot: Gaining insight into the conditions under which residents of a VINEX explanation location such as Leidsche Rijn are prepared to use the transport services offered by Tripps:

• Requirements and wishes of the Participants with regard to what is offered, as well
• Preconditions that the government must fulfill in order for the introduction of MaaS to succeed.

Insight into the effect of the offered MaaS: to what extent does the offer of MaaS lead to (sustainable, future-proof) adaptation of the mobility behavior of residents of Leidsche Rijn fitting in with Utrecht policy objectives? This provides insight into the extent to which MaaS can be used to achieve social objectives, including behavioral change for public objectives. Specifically, the following effects are considered:

• What share do the various means of transport have within a transport movement from A to B;
• the number of car movements during rush hour on the access roads and exits of the A2 and A12 motorways, the connecting roads between the city center and Leidsche Rijn, because residents are going to travel at a different time or with a different modality;
• the share of (second) car ownership in Leidsche Rijn and the share of car sharers as well as the related spatial implications. Insight into the extent to which the Company, with the consumer as a Participant, can realize a future business case;
  • Purpose of the Contract: The purpose of the Contract is to conclude an agreement to participate in the Pilot;
  • Duration of the Contract: The Contract between Participant and the Company is valid until the end date of the Pilot and then automatically terminates by operation of law;
  • Scope / Applicability: These General Terms and Conditions only apply to the Pilot;
  • Location: These General Terms and Conditions have been posted on the Website of the Pilot and can be consulted there;
  • Adjustment: The Company reserves the right to change the General

Conditions to change and / or supplement at any time. Changes will be made known via the Website. The adjusted or supplemented General

Terms and Conditions are binding on the Participant from the moment they take effect but not earlier than one calendar month after the Participant has been informed of the fact that these General Terms and Conditions have been amended and / or supplemented (via the Website), unless the Participant has canceled in time as referred to in article 7.1 The text of the amended and / or supplemented General Terms and Conditions can be consulted on the Website and will be sent by e-mail on request. If the Participant does not wish to agree to the adjustment / addition to the General Terms and Conditions, he is entitled to cancel the Contract in accordance with Article 7.1 of the General Terms and Conditions for one calendar month after the date in the general terms and conditions. The Contract will then be terminated by the Company the moment the amended or supplemented General Terms and Conditions take effect;

• Language: The General Terms and Conditions are drawn up in the Dutch language. If there is a translation of the General Terms and Conditions into another language, the Dutch text is binding;

3 TERMS AND CONDITIONS FOR PARTICIPATION

3.1 Criteria for participation

The Pilot defines criteria for participation. These criteria are that the Participant in the Pilot:

• Must have an iPhone (iOS 11.1 or higher) or Android (5.0 or higher) smartphone for which Tripps is available in the app store;
• The Tripps App must download and activate;
• Has completed the registration procedure correctly and has accepted these General Terms and Conditions;
• Has provided an existing and personal e-mail address for correspondence;
• You are at least 18 years old and hereby authorized to accept these Terms and Conditions;
• The home address of the Participant must match the address of registration;
• Living in a ZIP code area with initial letter (s):
  • 3451 A, B, C, D, E, G, H, J, K, L, P, R, S, T, V, W, X, Z
  • 3452 A, B, C, D, E, J, K, L, M, N, R, S
  • 3453 H, J, K, L, M, N, P, R, S, T, V
  • 3454 A, B, C, D, E, G, H, J, K, L, M, N, P, R, S, T, V, W, X
  • 3455 R, S
  • 3481 Z
  • 3528 A, B
  • 3541 A, B, C, D, E, R, S, T, V
  • 3543 A, B, C, D, E, G, H, J, K
  • 3544 A, B, C, D, E, H, J, K, L, M, NP, R, S, T, V, W, X, Z
  • 3545 D, E, N
  • 3546 P

3.2 Expired

3.3 Participant selection and registration: Participants who meet the Participation Criteria are eligible to participate in the Pilot. In the case of registrations, the Company is entitled to select the most suitable potential participants for the Pilot and to admit them to the Pilot. The Company reserves the right to refuse registrations for participation without specifying reasons or to place them on a waiting list.

3.4 Conclusion of Contract: The offer of the Pilot to conclude a Contract is made at all times subject to definitive acceptance by the Company and can be interpreted as a conditional offer. The Company will validate the data entered by the Participant and can, in case of doubt, make a request to the Participant to provide additional information. The Company is entitled at all times to refuse an application (afterwards) (for example if it does not meet the criteria for participation). The Company will notify the applicant as soon as possible by e-mail;

3.5 Acceptance condition Mobility providers: With the conclusion of the Contract, the Participant also indirectly accepts the conditions of the Mobility providers currently affiliated. These conditions can be found via the links in article 1.10.

3.6 Permission to request travel data: You explicitly give the Company permission to request the use of the Mobility Provider where you use your Travel Credit from the Mobility Provider concerned. This data is used in a consumption overview for the Participant, as well as this data is used to improve the Pilot; The Participant also agrees with the access that the participating authorities have access to this (anonymous) travel data, within the framework of the AVG. The aim of this is to take effective measures to achieve the public objectives of the pilot (Article 2.2).

4 Travel credit

4.1 The Participant receives a Travel Credit in the form of Travel Credit in order to achieve the Purpose of the Pilot. This Travel Credit can be exchanged at the affiliated Mobility Providers;

4.2 The period of use of the Travel Credit commences when the Participant has fully completed the registration and the Contract is final. The Travel Credit is available for a maximum of the duration of the Pilot, and expires when the Pilot ends; The Amount of Travel Credit may vary, the latest status can be found on the pilot webpage.

4.3 The Travel Credit can never be exchanged for money and / or other products other than intended in the design of the Pilot;

4.4 If the Participant uses more Travel Credit than the Company has made available for this Pilot, the Participant must reimburse this himself;

4.5 The Company may freeze the Travel Credit at any time if it sees fit;

4.6 Travel credit can only be used with affiliated Mobility providers;

4.7 Travel credit that is not used at the end of the term expires immediately.

4.8 No monetary claim can be made on Travel Credit.

4.9 The Company will announce the amount of the Travel Credit, specified per modality, after the second workshop session (the Participants will be informed in due time about the exact date).

4.10 The amount of the Travel Credit will be approximately € 100.

4.11 The Company makes a Tripps Card available which, after registration, is automatically sent home:

• The Card is on loan, and must be returned to the Company at the end of the Pilot;
• The Card is provided with a clear description of how this card can be activated, and is provided with part of the Travel Credit;
• You can request a replacement Card, the Participant pays € 15 for it

(excluding VAT) per replacement Card as administration costs;

• Upon activation of the Card, the Participant accepts the condition and privacy for use;
• The costs of traveling on balance with the Card, outside of the available Travel Credit, are entirely for the account of the Participant;

5 CONTROL (FRAUD)

5.1 In the context of combating Fraud, the Company reserves the right to carry out checks on the data provided by the Participant. The suspicion of Fraud is a reason to terminate the Contract with immediate effect in accordance with the relevant end-of-contract of these General Terms and Conditions. All Travel Credit will expire in the case of Fraud. In the event that the Company has already paid Travel Credit to the Participant, the Participant is obliged to repay this Travel Credit to the Company. In the event that the Company finds that the Participant has committed Fraud in any way, the Participant forfeits an immediately due and non-modifiable fine in favor of the Company amounting to the amount of the incorrectly used Travel Credit with a minimum of EUR 50 (-) fifty euros) per fraud act, without prejudice to the right of the Company to recover the damage actually suffered by the Company and / or related Mobility Providers from the Participant;

6 OBLIGATIONS AND LIABILITY

6.1 Obligations of the Participant: The Participant must behave as a good holder of the Tripps App made available and use it exclusively in the manner and for the purpose that he has agreed with the Pilot. The Participant must act in accordance with the purpose of the Pilot. By accepting these General Terms and Conditions, the Participant explicitly authorizes the Company to register the use of different Mobility providers with regard to travel movements and to process this data for determining the use of the Travel Credit as well as for the use of this data for implementing and improving the Pilot / further development of the Tripps app. The Participant is required to provide further information in the form of surveys during the Duration of the Pilot. The surveys are offered via e-mail. The Participant is also expected to come at least once to a workshop session in which Participant Experience is collected. In the event of a (temporary) change in the personal situation of a Participant that has consequences for participation in the Pilot, as stated in the criteria referred to in Article 3.1 or when staying abroad, the Participant is obliged to immediately report this to the Company . In the event of such a change in the situation, the Company will again consider whether the Participant meets the participation criteria for the Pilot. If the residential location changes during participation in the Pilot, the Participant must also adjust this change in the Tripps App within 5 working days. As soon as the location has changed, the Company will check whether the Participant still meets the participation criteria of the Pilot. If it appears that the Participant still complies with this, participation in the Pilot will be continued. If it appears that the Participant no longer meets the participation criteria of the Pilot, the Participation in the Pilot will be terminated. The Participant loses the outstanding Travel Credit, but does not have to repay the used Travel Credit. Participant is obliged to report the known failures with the use of the Tripps App to the Company if he is to be able to use the Travel Credit. The Tripps App and the Travel Credit is intended for strictly personal use and is not transferable. The Participant may not allow third parties to use the Travel Credit. If the smartphone with the Tripps App is used by others than the Participant without the consent of the Company, this will be regarded as Fraud;

6.2 Obligations of the Company : The Company endeavors to resolve any problems as quickly as possible, preferably before being addressed;

6.3 Force Majeure : The Company is not obliged to fulfill any obligation from the Contract if it is prevented from doing so due to Force Majeure. The Company may suspend its obligations under the Contract during the period that the Force Majeure continues. If the Company has not fulfilled its obligations under the Contract for more than the Term of the Pilot in connection with Force Majeure, the Company is entitled to cancel the Contract without any obligation to Travel Credit for any damage to the other party at the end of the Duration of the Pilot;

6.4 Liability of the Participant vis-à-vis the Company: The Participant is liable and fully indemnifies the Company for all damage suffered by the Company and / or claims by third parties for Travel credit of damage arising as a result of a. Any failure of the Participant to fulfill its obligations obligations under the Contract, the associated General Terms and Conditions and / or b. any unlawful act of the Participant. The Participant also indemnifies the

Company for all judicial, extrajudicial and other costs (including costs for legal assistance) related to the Participant’s shortcoming or unlawful act, or circumstances of the case that must be for the account and risk of the Participant;

6.5 Liability of Participant in relation to Third Parties: The Participant is liable to Third Parties for damage resulting from the Participant’s breach of the terms and conditions of the Contract and the applicable General Terms and Conditions. The Participant indemnifies the Company and / or the Pilot against claims in that regard;

6.6 Liability of the Enterprise towards the Participant: The Enterprise is not liable for damage that results directly from: the mutilation, delay, deviation as well as unauthorized inspection and / or sending of electronic data; the provision of non-current, incorrect or incomplete information. The Company is not liable for indirect damage, including, but not limited to, loss of profit, turnover or income and / or immaterial damage. Without prejudice to the provisions of Article 6., the possible liability of the

Company per damage-causing event limited to an amount of € 50.00 per Participant regardless of the nature of the liability. Legal claims of the Participant based on the Contract expire after six months, counting from the day following that on which the legal claim (s) arise. The Travel Credit expires at the end of the Pilot’s Duration. The Participant fully indemnifies the Company against all claims from third parties for Travel Credit from damage arising as a result of a. Any failure on the part of the Participant to fulfill its obligations under the Contract, the associated General Terms and Conditions.

Conditions and / or b. any unlawful act of the Participant. The Participant also indemnifies the Company against all judicial, extrajudicial and other costs (including costs for legal assistance) in connection with the Participant’s shortcoming or unlawful act;

7 END OF CONTRACT

7.1 Termination by Participant: The Participant has the right, without being obliged to pay any compensation in this regard and without prejudice to Participants’ other legal and contractual rights, to cancel the Contract with the Company in writing.

7.2 Termination by the Company: The Company has the right, without being obliged to pay any compensation and without prejudice to the other rights of the Company, to terminate the Contract with immediate effect if (not exhaustive);

7.3 The Participant does not (no longer) meet the criteria for participation as stated in Article 3.1;

7.4 The Participant does not or not properly fulfill any obligation under the Contract and this failure has not been remedied within a reasonable period of time after the Company has given the Participant a written notice of default, unless fulfillment by the nature of the failure is permanently impossible. In that case a notice of default is not required;

7.5 The Participant is guilty of Fraud as referred to in these General Terms and Conditions or there is good reason to believe so;

7.6 On the side of the Company during a period of Force Majeure;

7.7 When the client of the Pilot and / or the Company breaks off the Pilot;

8 ACQUISITION CONTRACT

8.1 Rights of the Company : The Company has the right to transfer its obligations or rights arising from the Contract or both, by means of resp. debt transfer, assignment or contract transfer. To the extent necessary, the Participant already cooperates with this when concluding the Contract, without prejudice to his right to cancel the Contract for one month after the date of the written notification to that effect. The Contract then ends when the assignment, debt transfer or contract transfer takes place;

• APPLICABLE LAW

9.1 Dutch law applies to the Contract and these General Terms and Conditions;

10 CORRESPONDENCE, COMPLAINTS AND DISPUTES

10.1 Correspondence: All written communication between the Participant and the Company in connection with the Contract must be sent by e-mail to the

Service Center (leidscherijn@gaiyo.com) The Company will send notifications to the Participant by email. The Participant is responsible for providing the correct e-mail address and must immediately report any changes to his e-mail address to the Company. The Participant cannot rely on not receiving messages from the Company because the e-mail address is no longer correct or because messages remain in a spam filter or because of (technical) problems at the Participant and / or at the Participant’s provider ;

10.2 Complaints: Complaints / comments about the Pilot can be reported to the Service Center;

10.3 Disputes: If a dispute arises between the Company and the Participant, these parties will first attempt to resolve their dispute amicably, possibly through mediation. However, the Company has the right to submit the dispute to the competent court;

11 OTHER PROVISIONS

11.1 The Participant is bound by the license of this app in connection with the use of the Tripps app. In the event that a provision of this license conflicts with the provisions of this Contract, the provision in the Contract will prevail. If part of these General Terms and Conditions turns out to be void or is legally annulled, the other terms and conditions will remain fully valid. Parties will then consult to come to a replacement of the void or voided condition (s) in accordance with what they had in mind when entering into the Contract;

Last Update September 26, 2019.