HopOver™ Terms of Use

Please read these terms and conditions of use ("Terms of Use") carefully before you launch HopOver™ ("HopOver") on your wireless device. Your use of HopOver indicates that you accept these terms and conditions. If you do not accept these terms and conditions, do not launch or otherwise use HopOver.
INTRODUCTION
These Terms of Use represent the agreement ("Agreement") between you and Telenav®, Inc. ("Telenav") with respect to HopOver. All references herein to "you" and "your" means you, your employees, agents, and contractors, and any other entity on whose behalf you accept these terms and conditions, all of whom shall also be bound by this Agreement. Telenav may revise these terms and conditions at any time, with or without notice to you. You should visit http://gethopover.com from time to time to review the then current terms and conditions for HopOver.
HOPOVER
HopOver allows you to connect with other individuals, share your location with others and meet up with them. Use of HopOver includes download to your wireless device of the HopOver software and any upgrades, modifications, or additions thereto (collectively, "HopOver Software"). A complete description of HopOver is available at http://gethopover.com. HopOver is for your personal use and is not for resale or other transfer or disposition to any other person or entity. HopOver utilizes map and other data licensed to Telenav by third parties for the benefit of you and other end users. This Agreement includes end-user terms required by these companies (set forth at the end of this Agreement), and thus your use of HopOver is limited by and subject to such terms.
YOUR LOCATION INFORMATION
For Telenav to provide HopOver, Telenav must periodically receive your GPS location from the GPS hardware associated with your wireless device. In using HopOver, you allow Telenav to access your GPS hardware and otherwise obtain this location, and to record, compile and display such information internally and within the application. Such information is subject to Telenav's privacy policy located at http://gethopover.com. Your use of HopOver indicates that you accept the terms of Telenav's privacy policy.
SAFE AND LAWFUL USE OF HOPOVER
You agree to comply with the following when using HopOver:

• Do not interact with HopOver unless your vehicle is stationary and parked.

• Do not use HopOver for any illegal, unauthorized, unintended, unsafe, hazardous, or unlawful purposes, or in any manner inconsistent with this Agreement.

TELEPHONE CHARGES
You are responsible for any fees assessed by your wireless telephone carrier to access HopOver, including any data plan charges, toll, out-of-area, roaming, or other telephone connection charges. Standard messaging rates and other charges may apply when using certain features in HopOver, such as sharing your Hops via SMS.
TERMINATION
Telenav reserves the right to terminate your access to HopOver at any time for any or no reason and without notice to you. You may terminate your HopOver account at any time by notifying Telenav via: (i) an email addressed to support@gethopover.com; or (ii) a letter addressed to Telenav, Inc., 950 DeGuigne Dr., Sunnyvale, CA 94085-3900. Any such cancellation by you shall become effective upon Telenav's receipt of your notice. Upon any termination of your HopOver account, Telenav shall have no liability to you or any further obligations under this Agreement.
ACCOUNT INFORMATION
You agree: (a) when signing up for HopOver, to provide Telenav with true, accurate, current, and complete information about yourself, and (b) to inform Telenav promptly of any changes to such information to keep it true, accurate, current and complete. You further agree that you are 13 years of age or older and have the authority and rights to download and use HopOver on this device. If you provide Telenav with any information that is untrue, inaccurate, not current or incomplete, or Telenav has reasonable grounds to suspect so, Telenav has the right to suspend or terminate your access to HopOver. All of your account information, as well as other personal information provided by you to Telenav, is subject to Telenav's privacy policy located at http://gethopover.com. Your use of HopOver indicates that you accept the terms of Telenav's privacy policy.
SOFTWARE LICENSE
Subject to your compliance with the terms of this Agreement, Telenav hereby grants to you a personal, non-exclusive, non-transferable license to: (i) download or otherwise copy the HopOver Software onto your wireless device, and (ii) use the HopOver Software (in object code form only) on such wireless device in order to access and use HopOver. This license shall terminate upon any termination of this Agreement, or upon any suspension, termination or cancellation of your access to HopOver. Except for the limited license expressly granted herein, Telenav shall own all right, title and interest in and to the HopOver Software, including without limitation all intellectual property rights therein. You agree not to do any of the following:

• Reverse engineer, decompile, disassemble, translate, modify, alter or otherwise change the HopOver Software, or any part thereof.

• Attempt to derive the source code, audio library or structure of the HopOver Software without the prior express written consent of Telenav.

• Remove from the HopOver Software, or alter, any of Telenav's or its suppliers' trademarks, trade names, logos, patent or copyright notices, or other notices or markings.

• Distribute, sublicense or otherwise transfer the HopOver Software to others.

USER CONTENT
You are solely responsible for your conduct and any data, text, information, usernames, images, graphics, and photos (the “Content”) that you submit, post or display on or via HopOver. Telenav does not claim ownership of any Content that you post on or through HopOver. You hereby grant to Telenav a non-exclusive, fully paid and royalty-free, transferable, sub-licensable, worldwide license to use the Content you post on or through HopOver, subject to the privacy policy, available at http://gethopover.com. You represent and warrant that (i) you own the Content posted by you on or through HopOver or otherwise have the right to grant the rights and licenses set forth in these Terms of Use; (ii) the posting and use of your Content on or through HopOver does not violate, misappropriate or infringe on the rights of any third party, including, without limitation, privacy rights, publicity rights, copyrights, trademark and/or other intellectual property rights; (iii) you agree to pay for all royalties, fees, and any other monies owed by reason of Content you post on or through HopOver; and (iv) you have the legal right and capacity to enter into these Terms of Use in your jurisdiction. You agree that Telenav is not responsible for, and does not endorse, Content posted within HopOver. Telenav does not have any obligation to prescreen, monitor, edit or remove any Content. If your Content violates these Terms of Use, you may bear legal responsibility for that Content.
DISCLAIMERS
You are solely responsible for your interaction with other users of HopOver. You agree that Telenav is not responsible or liable for the conduct of any user. Telenav reserves the right, but has no obligation, to monitor or become involved in disputes between you and other users. Exercise common sense and your best judgment when interacting with others, including when you submit or post content or any person or other information. To the fullest extent permissible pursuant to applicable law, in no event will Telenav, its licensors and suppliers, or agents or employees of any of the foregoing, be liable for any decision made or action taken by you or anyone else in reliance on the information provided by HopOver or the HopOver Software. You are responsible for the entire risk arising out of your use of HopOver and the HopOver Software. HopOver and the HopOver Software are provided "as is" and without warranties of any kind either express or implied. Telenav disclaims all warranties, express or implied, including, but not limited to, implied warranties of merchantability and fitness for a particular purpose. Applicable law may not allow certain warranty exclusions, so one or more of the above disclaimers may not apply to you.
OTHER QUALIFICATIONS
You understand and agree that the HopOver Software is downloaded to your wireless device at your own discretion and risk and that you will be solely responsible for any damages to your wireless device, or loss of data, that results from the download of such software. Telenav does not warrant that HopOver or the HopOver Software will not infringe on third party intellectual property rights. Telenav also does not warrant that your use of HopOver will be uninterrupted or error-free. Rather, temporary interruptions of HopOver may occur from time to time (such as when you are in an area that has no cell phone coverage or when HopOver or your carrier's network is undergoing maintenance). Telenav will exercise reasonable efforts to attempt to limit or prevent such occurrences, but in no event will Telenav be liable for any financial or other damages due to such interruptions. Telenav also does not warrant the accuracy of the map or other data used for HopOver. Such data may not always reflect reality due to, among other things, road closures, construction, new roads and other changing conditions. Telenav has technological and operational security policies and procedures to protect your information from loss, misuse, alteration, or unintentional destruction, but Telenav makes no representations or warranties regarding the security of HopOver or the transmission of data or information to and from Telenav and your wireless device. Telenav will not be liable to you or anyone else in the event of any unauthorized infiltration of any of its systems.
LIMITATION OF LIABILITY
To the extent permitted under applicable law, under no circumstances shall Telenav or its licensors (or their licensors and suppliers) be liable to you or anyone else for any loss, injury, or damages (including but not limited to any compensatory, punitive, special, incidental, indirect, exemplary or consequential damages) arising out of or in connection with the use by you or anyone else of HopOver or the HopOver Software, any defects in HopOver or the HopOver Software, or any breach of this Agreement, even if Telenav or its licensors have been advised of the possibility of such damages. Applicable law may not allow the limitation or exclusion of liability or incidental or consequential damages, so the above exclusion may not apply to you.
INDEMNIFICATION
To the extent permitted by applicable law, you agree to indemnify, defend and hold Telenav and its licensors (including their respective licensors, suppliers, assignees, subsidiaries, affiliated companies, and the respective officers, directors, employees, shareholders, agents and representatives of each of them) free and harmless from and against any liability, loss, injury (including injuries resulting in death), demand, action, cost, expense, or claim of any kind or character, including but not limited to attorney's fees, arising out of or in connection with (i) your Content or your access to or use of HopOver; (ii) your breach or alleged breach of these Terms of Use; (iii) your violation of any third-party right, including without limitation, any intellectual property right, publicity, confidentiality, property or privacy right; (iv) your violation of any laws, rules, regulations, codes, statutes, ordinances or orders of any governmental and quasi-governmental authorities, including, without limitation, all regulatory, administrative and legislative authorities; or (v) any misrepresentation made by you. You will cooperate as fully required by Telenav in the defense of any claim. Telenav reserves the right to assume the exclusive defense and control of any matter subject to indemnification by you, and you will not in any event settle any claim without the prior written consent of Telenav.
ARBITRATION AND GOVERNING LAW
You agree that any dispute, claim or controversy arising out of or relating to this Agreement, HopOver, or the HopOver Software, shall be settled by independent arbitration involving a neutral arbitrator and administered by the American Arbitration Association. The arbitrator shall apply the Commercial Arbitration Rules of the American Arbitration Association, and the judgment upon the award rendered by the arbitrator may be entered by any court having jurisdiction. Note that there is no judge or jury in an arbitration proceeding and the decision of the arbitrator shall be binding upon both parties. This Agreement and performance hereunder will be governed by and construed in accordance with the laws of the State of California, without giving effect to its conflict of laws provisions. You agree to submit to the exclusive jurisdiction of the courts of the County of Santa Clara, California.
MISCELLANEOUS
This Agreement constitutes the entire agreement between Telenav and you with respect to the subject matter hereof. Telenav's or your failure to require performance of any provision shall not affect that party's right to require performance at any time thereafter, nor shall a waiver of any breach or default of this Agreement constitute a waiver of any subsequent breach or default or a waiver of the provision itself. If any provision herein is held unenforceable, then such provision will be modified to reflect the intention of the parties, and the remaining provisions of this Agreement will remain in full force and effect. You may not resell, assign, or transfer any of your rights hereunder. Any such attempt may result in termination of this Agreement, without liability to Telenav. Notwithstanding the foregoing, Telenav may assign this Agreement to any affiliate at any time without notice. By using HopOver, you consent to receive from Telenav all communications, including notices, agreements, legally required disclosures or other information in connection with HopOver (collectively, "Notices") electronically. Telenav may provide such Notices by posting them on Telenav's website or by downloading such Notices to your wireless device. If you desire to withdraw your consent to receive Notices electronically, you must discontinue your use of HopOver. Telenav may email or send text messages to you from time to time to inform you about our products and services that we think will interest you, unless you inform us that you opt out from receiving such communications. If you have any questions regarding the terms of this Agreement, please contact Telenav by sending an email to support@gethopover.com or by writing to Telenav Customer Service, 950 DeGuigne Dr., Sunnyvale, CA 94085-3900. HopOver and Telenav and their logos are the trademarks and registered by Telenav. All other trademraks, service marks, logos and trade names used on the HopOver app or on www.gethopover.com are the property of their respective owners. NOTE: Additional terms and conditions applicable to you are as follows:
END-USER TERMS REQUIRED BY APPLE INC.
YOUR USE OF HOPOVER IS AT YOUR SOLE RISK. LOCATION DATA MAY NOT BE ACCURATE.

1. Acknowledgement: The Terms of Use are concluded between you and Telenav, and not with Apple, and Telenav, not Apple, is solely responsible for HopOver and the content thereof.

2. Maintenance and Support: You hereby acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to HopOver.

3. Warranty: In the event of any failure of HopOver to conform to any applicable warranty you may notify Apple, and Apple will refund the purchase price for HopOver to you; and, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to HopOver, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be Telenav's sole responsibility.

4. Product Claims: You hereby acknowledge that Telenav, not Apple, is responsible for addressing any claims of the end-user or any third party relating to HopOver or the end-user's possession and/or use of HopOver, including, but not limited to: (i) product liability claims; (ii) any claim that HopOver fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.

5. Intellectual Property Rights: You hereby acknowledge that, in the event of any third party claim that HopOver or your possession and use of HopOver infringes that third party's intellectual property rights, Telenav, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim.

6. Legal Compliance: You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.

7. Third Party Terms of Agreement: You must comply with applicable third party terms of agreement when using HopOver.

8. Third Party Beneficiary: You acknowledge and agree that Apple, and Apple's subsidiaries, are third party beneficiaries of the Terms of Use, and that, upon the your acceptance of the Terms of Use, Apple will have the right (and will be deemed to have accepted the right) to enforce the Terms of Use against you as a third party beneficiary thereof.

Effective as of September 15, 2014