1. ACCEPTANCE OF TERMS

These Terms of Service ("Agreement", "Terms", or "Contract") constitute a legally binding agreement between you ("User", "you", or "your") and Yahtra /BBARIVE Inc. ("BBARIVE", "the Company", "we", "our", or "us"), governing your use of the Yahtra website, mobile application, platform, and any associated services provided in Canada (collectively, the "Service").

By accessing, registering, or using the Service, you acknowledge that you have read, understood, and agree to be legally bound by these Terms. If you do not agree to these Terms, you must immediately cease using the Service.

Use of the Service constitutes acceptance of all terms, conditions, and policies referenced herein, including any amendments made from time to time.

2. DEFINITIONS

For the purpose of these Terms, the following definitions apply:

2.1 "User" means any person registered to use the Service, whether as a Driver, Rider, or both.

2.2 "Driver" refers to a person offering empty seats in their privately owned or authorized vehicle to share with other Riders in exchange for a cost contribution, without generating profit.

2.3 "Rider" refers to a person using the Service to book a seat in a Driver's vehicle for a shared Trip.

2.4 "Trip" means a planned journey between a specific origin and destination, created and managed by a Driver, including date, time, pick-up, and drop-off details.

2.5 "Booking" means the reservation of a seat by a Rider for a Trip, confirmed through online payment.

2.6 "Contribution" means the non-profit cost share paid by a Rider to a Driver to offset trip expenses such as fuel or maintenance.

2.7 "Platform Fee" means the service fee charged by Yahtra in addition to the Contribution, payable by the Rider upon Booking.

2.8 "Payment" means the total amount charged to a Rider at the time of Booking, which includes the Contribution and Platform Fee.

2.9 "Payout" means the transfer of Contributions from Yahtra to the Driver after Trip completion, net of applicable fees.

2.10 "Payout Method" means the method by which Yahtra remits funds to the Driver, such as direct deposit or debit card via Stripe.

2.11 "Cancellation Allowance" refers to the right of a Driver to cancel a limited number of approved Bookings or Trips within a six-month period without penalty.

2.12 "Account" means the unique registration profile created by a User to access the Service.

2.13 "Service" means all online platforms, mobile applications, communications, and tools operated by Yahtra/BBARIVE to facilitate carpooling and related transportation coordination.

2.14 "Arbitration" means a legally binding dispute resolution process as defined under the Arbitration Act, 1991 (Ontario).

2.15 "Stripe" refers to Stripe Payments Canada Ltd., BBARIVE's authorized third-party payment processor.

3. LEGAL FRAMEWORK AND APPLICABLE LAWS

3.1 The Service operates exclusively within Canada. All Users must comply with Canadian federal and provincial laws governing private carpooling, insurance, and highway safety.

3.2 The use of Yahtra is governed by, but not limited to, the following provincial and federal legislation:

Highway Traffic Act, R.S.O. 1990, c. H.8
Insurance Act, R.S.O. 1990, c. I.8
Bill 213 – Better for People, Smarter for Business Act (Ontario), which supersedes the Public Vehicles Act
Competition Act, R.S.C., 1985, c. C-34 (regarding fair commercial practices)

3.3 Users acknowledge that carpooling is lawful in Canada when:

(a) The trip is driver-directed — the Driver determines the schedule, origin, and destination.
(b) The trip is shared — both Driver and Rider travel toward the same destination.
(c) The Driver makes no profit — only cost recovery is permitted.
(d) The Driver conducts no more than one return trip per day.
(e) The vehicle has a limited passenger capacity, consistent with provincial limits.

3.4 It is the User's responsibility to verify the legality of carpooling in their province and confirm that they hold appropriate insurance coverage.

4. ELIGIBILITY

4.1 You must be at least 18 years of age and capable of entering a legally binding contract under Canadian law.

4.2 By creating an Account, you represent and warrant that:

(a) You are not barred from using the Service under applicable law.
(b) You hold a valid driver's licence (if acting as a Driver).
(c) You have never been convicted of a serious criminal offense, and you are not required to register as a sex offender.

4.3 The Service is not directed to persons under 18. Yahtra/ BBARIVE reserves the right to terminate any Account created by a minor.

5. ACCOUNT CREATION AND SECURITY

5.1 To use the Service, you must register by providing accurate and complete information, including your full name, valid email address, and mobile number. Account verification may be completed through a one-time password (OTP) sent to your registered mobile number to confirm your identity.

5.2 Authentication may be performed through email, mobile OTP verification, or third-party accounts such as Google, Apple, or Facebook. By using a third-party login, you authorize BBARIVE to access your account information as permitted under those providers' policies.

5.3 You are solely responsible for maintaining the confidentiality of your login credentials, including any OTPs or verification codes. BBARIVE is not liable for any unauthorized access resulting from your failure to safeguard your Account.

5.4 You agree that all activities conducted under your Account are your sole responsibility. Any suspicion of unauthorized access must be reported immediately to support@yahtra.com.

6. USER RESPONSIBILITIES

6.1 Users must exercise caution, good judgment, and common sense when interacting with others on the platform.

6.2 BBARIVE does not conduct criminal or background checks on Users. Each User is responsible for determining the suitability and reliability of other Users.

6.3 Users agree to comply with all laws, including:

(a) Driving under valid licence and insurance.
(b) Adhering to all traffic and safety regulations.
(c) Abstaining from impaired driving.
(d) Respecting the privacy and property of others.

6.4 BBARIVE reserves the right to suspend or terminate Accounts for behaviour deemed abusive, unsafe, or fraudulent.

7. USER CONDUCT AND PROHIBITED ACTIVITIES

Users shall not:

(a) Engage in harassment, discrimination, or abuse.
(b) Operate BBARIVE services commercially or for profit without written authorization.
(c) Offer illegal or unlicensed transport services.
(d) Post misleading Trip details or speculative Trips.
(e) Exchange Trips for goods, services, or other compensation.
(f) Circumvent BBARIVE's payment systems by accepting cash or external transfers.
(g) Violate any provincial or federal laws.

Violation of these terms may result in immediate suspension or permanent termination of the User's Account.

8. LEGALITY OF CARPOOLING

8.1 A carpool on BBARIVE means a private, cost-sharing arrangement where a Driver offers empty seats to Riders traveling in the same direction.

8.2 BBARIVE does not provide ride-hailing, taxi, or for-hire transportation services. The Company acts solely as an intermediary facilitating communication and payment between Drivers and Riders.

8.3 The Driver is solely responsible for route selection, driving conduct, and vehicle condition.

8.4 The Driver and Rider agree that their relationship is private and non-commercial.

9. BOOKINGS AND PAYMENTS

9.1 All Bookings must be completed through the BBARIVE application using Stripe as the payment processor.

9.2 Cash, e-transfer, or off-platform payments are strictly prohibited.

9.3 A Rider's payment includes the Contribution (Driver cost-share) and a Platform Fee (BBARIVE service fee).

9.4 Payments are securely held in escrow until Trip completion, after which the Driver's Payout is processed.

9.5 Drivers are responsible for ensuring seat availability, punctuality, and completion of the Trip.

10. CANCELLATIONS AND REFUNDS

10.1 Riders may cancel a Booking according to BBARIVE's published policy. Refunds are determined case-by-case based on timing, reason, and verification.

10.2 BBARIVE may issue partial refunds when fair and appropriate, including in cases of:

(a) Fraudulent payment.
(b) Verified Driver misconduct.
(c) Technical failure preventing completion of a Trip.

10.3 Refunds are always processed through Stripe.

10.4 Repeated cancellations or misuse of refund requests may result in Account restriction.

11. INSURANCE AND LIABILITY

11.1 Drivers must maintain a valid automobile insurance policy as required by law.

11.2 It is the Driver's duty to confirm with their insurer that their coverage extends to carpooling activities.

11.3 BBARIVE does not provide insurance for any Trip, vehicle, or User.

11.4 Riders accept that travel is at their own risk. BBARIVE is not liable for personal injury, property loss, or any damages arising during a Trip.

12. PAYOUTS

12.1 Driver Payouts are processed only after:

(a) Trip completion and Rider confirmation.
(b) Four (4) days of dispute clearance.

12.2 Payouts are made in Canadian Dollars (CAD) to verified accounts through Stripe.

12.3 BBARIVE is not responsible for payment delays caused by incorrect banking details or third-party processing.

12. APPLICABLE LAWS AND CARPOOLING REGULATIONS IN CANADA

12.1 Legal Compliance and Acknowledgment Users acknowledge that participation in carpooling activities in Canada is subject to federal and provincial regulations governing transportation, insurance, and driver responsibilities. By using BBARIVE's platform, you agree that it is your sole responsibility to comply with all applicable laws, statutes, and regulations in your province or territory, including those governing the operation of a motor vehicle, carpooling, and passenger transport.

12.2 User's Responsibility to Verify Legality and Insurance You acknowledge that you must ensure that your vehicle, insurance policy, and driver's licence comply with the relevant laws of your jurisdiction. You are responsible for contacting your vehicle insurer to confirm that your policy provides adequate coverage for carpooling activities and that you are not operating in violation of any insurance conditions. BBARIVE does not provide insurance coverage for Users and assumes no liability for any losses arising from lack of insurance or failure to comply with provincial carpooling laws.

12.3 Federal and Provincial Legislative Framework Carpooling in Canada is primarily governed at the provincial and territorial level. While regulations vary across jurisdictions, carpooling is generally permitted when:

The trip is driver-directed, meaning the driver determines the route, timing, and destination based on their own travel needs.
The driver and passengers share a common origin and destination.
The driver completes no more than one round trip per day.
The driver receives cost contributions only, not profits.
The vehicle is of standard passenger type (e.g., car, van, or minivan) and not a commercial vehicle.

This is distinct from ride-hailing or for-profit passenger transport services (e.g., Uber or Lyft), which are regulated under separate frameworks requiring commercial licensing and insurance.

12.4 Provincial Carpooling Statutes and References For informational purposes, the following legislative instruments govern or provide guidance on the legality of carpooling within each Canadian province and territory. Users are encouraged to review the applicable legislation in their jurisdiction before participating in any BBARIVE-facilitated trip:

Alberta – Traffic Safety Act, Section P23.
British Columbia – Passenger Transportation Act, Section 1(2).
Manitoba – Highway Traffic Act; no explicit provisions on carpooling, but confirmed permissible by the Department of Infrastructure where the driver does not profit.
New Brunswick – Motor Carrier Act, Section 1.
Newfoundland and Labrador – Motor Carrier Regulations, Section 2(j).
Northwest Territories – Motor Vehicles Act; no explicit provision, but carpooling not restricted when non-commercial.
Nova Scotia – Motor Carrier Act, Section 2(l).
Ontario – Bill 213, Better for People, Smarter for Business Act, 2020, replacing Public Vehicles Act, R.S.O. 1990, c. P.54 and permitting carpooling under non-commercial, cost-sharing arrangements.
Québec – Loi Concernant le Transport Rémunéré de Personnes par Automobile, 2019, c. 18, Section III.
Saskatchewan – Traffic Safety Act; no specific provision, but carpooling not restricted under non-commercial use.

12.5 Legal Disclaimer This information is provided for general awareness and does not constitute legal advice. BBARIVE makes no representations or warranties regarding the interpretation or enforcement of provincial laws. Users must consult the relevant provincial transportation authority or legal counsel if they have questions about the legality of their carpooling activities.

12.6 International Operations Currently, BBARIVE operates solely within Canada. Future expansion to international jurisdictions will be subject to separate compliance requirements and regulatory approvals, which will be reflected in updated Terms of Service at that time.

13. FRAUD PREVENTION AND IDENTITY VERIFICATION

13.1 Identity Verification Requirements To maintain the integrity and safety of the BBARIVE platform, all Users are subject to mandatory identity verification. BBARIVE uses Stripe's verification and onboarding system to confirm the identity of Drivers and, where necessary, Riders. As part of this process, Users are required to provide valid, government-issued photo identification and an active phone number linked to their Account.

The identity verification process may include the collection of additional documents such as driver's licences, vehicle ownership records, or proof of insurance. This information is used solely to verify authenticity and prevent fraud in compliance with applicable privacy laws.

13.2 Ongoing Monitoring BBARIVE reserves the right to perform periodic checks on User information to ensure continued compliance with these Terms and applicable regulations. Users may be required to reconfirm their identity or update documents at any time.

13.3 Fraud Detection and Prevention BBARIVE uses automated and manual fraud-detection systems to identify irregular patterns, suspicious transactions, duplicate accounts, and unlawful conduct. In cases where suspicious activity is detected—such as payment manipulation, false identity, unauthorized use of credit cards, or attempts to circumvent the platform—BBARIVE may immediately:

(a) Freeze the User's account and associated funds.
(b) Withhold Payouts or Payments pending investigation.
(c) Report such activity to law enforcement authorities or financial institutions.
(d) Terminate the User's access to the Service.

13.4 Cooperation with Authorities BBARIVE will cooperate fully with law enforcement agencies, regulators, and financial institutions as required by law or by good-faith belief that disclosure is necessary to investigate or prevent illegal activity.

13.5 User Obligations Users must respond promptly to BBARIVE's requests for verification or documentation related to identity, transactions, or Trip activity. Failure to comply within the specified time frame may result in suspension, forfeiture of funds, or permanent Account deactivation.

14. DISPUTES AND ARBITRATION

14.1 Mandatory Binding Arbitration All disputes, controversies, or claims arising out of or in connection with this Agreement, including its validity, interpretation, performance, or termination, shall be resolved exclusively through binding arbitration under the Arbitration Act, 1991 (Ontario).

By agreeing to these Terms, you expressly waive your right to bring any dispute to a court or to participate in a jury trial, except as provided under section 14.5 (Small Claims).

14.2 Arbitration Details

(a) Language and Venue – The arbitration shall be conducted solely in English and seated in Hamilton, Ontario, Canada.
(b) Appointment of Arbitrator – The parties shall mutually agree upon a single, neutral arbitrator. If the parties cannot agree, the arbitrator shall be appointed by the ADR Institute of Ontario in accordance with its rules.
(c) Procedure – The arbitration shall proceed on an individual basis, governed by the principles of procedural fairness, and conducted by written submissions unless an oral hearing is deemed necessary by the arbitrator.
(d) Costs and Fees – Each party shall bear its own costs and legal fees unless the arbitrator determines otherwise in the final award.
(e) Final and Binding – The arbitrator's decision shall be final, conclusive, and binding on all parties. Judgment upon the award may be entered in any court of competent jurisdiction.

14.3 Class Action Waiver All Users agree that disputes will be resolved solely on an individual basis. Users shall not bring or participate in any class, collective, consolidated, or representative action against BBARIVE, whether in arbitration or otherwise.

14.4 Arbitration Confidentiality All proceedings, documents, and awards related to arbitration shall be kept strictly confidential by both parties, except as required by law or necessary to enforce an arbitral award.

14.5 Small Claims Exception Either party may seek to resolve a dispute in the Ontario Small Claims Court for matters falling within that court's monetary jurisdiction, provided that such actions are brought in Cambridge or Hamilton, Ontario.

15. LIMITATION OF LIABILITY

15.1 General Limitation To the maximum extent permitted by applicable law, BBARIVE Inc., its affiliates, subsidiaries, officers, employees, contractors, successors, and assigns shall not be liable for any indirect, incidental, consequential, special, punitive, or exemplary damages, including but not limited to loss of income, profits, data, or goodwill, arising out of or in connection with the use or inability to use the Service.

15.2 Specific Limitations Without limiting the generality of the foregoing, BBARIVE is not responsible for:

(a) Accidents, injuries, or property damage resulting from Trips arranged through the platform.
(b) Actions or omissions of any User, Driver, or Rider.
(c) Delays, cancellations, or service interruptions.
(d) Unauthorized access to or alteration of your data.
(e) System outages, transmission errors, or platform malfunctions.

15.3 Aggregate Liability Cap In any event, BBARIVE's total cumulative liability for any and all claims arising under these Terms shall not exceed CAD $25, regardless of the nature or basis of the claim.

15.4 Essential Purpose The limitations set forth herein form a fundamental part of the contractual relationship between BBARIVE and the User and shall apply even if any limited remedy fails of its essential purpose.

16. INDEMNIFICATION

16.1 General Obligation You agree to defend, indemnify, and hold harmless BBARIVE Inc., its directors, employees, officers, contractors, affiliates, and agents from and against any claims, liabilities, damages, losses, and expenses (including legal and professional fees) arising out of or related to:

(a) Your breach of this Agreement.
(b) Your violation of any applicable law, regulation, or third-party rights.
(c) Your use or misuse of the Service.
(d) Any content, communication, or action conducted under your Account.

16.2 Procedure BBARIVE reserves the right, at its own expense, to assume the exclusive defence and control of any matter subject to indemnification. You agree to cooperate fully in the defence of such matters.

16.3 Continuing Obligation This indemnity shall survive termination of this Agreement and remain in effect indefinitely.

17. TERMINATION

17.1 Termination by BBARIVE BBARIVE reserves the right, in its sole discretion and without prior notice, to suspend or terminate any User's Account if:

(a) The User breaches these Terms.
(b) The User engages in fraudulent, abusive, or unlawful activity.
(c) The User's actions are deemed to damage or risk the reputation or operations of BBARIVE.

17.2 Effect of Termination Upon termination:

(a) Access to the Service will be revoked immediately.
(b) Any pending Payouts or refunds may be withheld pending review.
(c) All obligations relating to arbitration, indemnity, and limitation of liability shall survive termination.

17.3 Termination by User You may close your Account at any time through the platform settings or by contacting support@bbarive.com. Account closure does not absolve you of any obligations accrued prior to termination.

18. INTELLECTUAL PROPERTY

18.1 Ownership All content, technology, software, designs, interfaces, databases, trademarks, trade names, and logos associated with BBARIVE are the exclusive intellectual property of BBARIVE Inc. and are protected by copyright, trademark, and other proprietary laws.

18.2 Restrictions on Use Users may not, without prior written authorization from BBARIVE:

(a) Copy, reproduce, distribute, or modify the platform or its content.
(b) Create derivative works or reverse-engineer the application.
(c) Use BBARIVE's trademarks, names, or branding in any form of advertisement or representation.

18.3 No Transfer of Rights Nothing in this Agreement shall be construed as granting you ownership or license rights to any BBARIVE intellectual property except for the limited right to access and use the Service as provided herein.

19. GOVERNING LAW

19.1 Applicable Law This Agreement shall be governed and interpreted exclusively under the laws of the Province of Ontario and the laws of Canada applicable therein, without regard to conflict-of-law principles.

19.2 Jurisdiction All judicial proceedings, where arbitration does not apply, shall be brought before the courts of Hamilton, Ontario, which shall have exclusive jurisdiction over all such matters.

19.3 Language of Proceedings All legal proceedings and documents relating to this Agreement shall be conducted exclusively in the English language.

20. SEVERABILITY

If any provision of this Agreement is held invalid, illegal, or unenforceable by a court or arbitrator of competent jurisdiction, such provision shall be severed, and the remaining provisions shall remain valid and enforceable to the fullest extent permitted by law.

21. WAIVER

Failure by BBARIVE to enforce any term or condition of this Agreement shall not constitute a waiver of such term or any other provision. No waiver shall be binding unless made in writing and executed by an authorized representative of BBARIVE.

22. ENTIRE AGREEMENT

This Agreement constitutes the entire understanding between you and BBARIVE regarding your use of the Service and supersedes all prior agreements, representations, or understandings, whether oral or written. No modification shall be binding unless published by BBARIVE on its website or agreed to in writing.

Contact Information

BBARIVE Inc.

11 Queensbrook Crescent

Cambridge, Ontario, Canada

Email: support@yahtra.com

Effective Date: October 19, 2025

Language: English Only

Yahtra By BBARIVE INC. – TERMS OF SERVICE