Terms & Conditions

1. About Ryhms

Ryhms is a private mobility platform that connects Clients with independent operators and service providers (“Charter Partners”) offering mobility services and access to mobility assets.

These services may include private aircraft, helicopters, yachts, vehicles and other eligible mobility services made available through the Platform.

Ryhms provides marketplace, technology, verification, payment, coordination and related infrastructure.

Unless expressly stated otherwise, Ryhms is not the owner or operator of the Asset or the provider of the underlying mobility service. The applicable Charter Partner remains responsible for the operation, maintenance, personnel, safety, licensing, regulatory compliance and delivery of its service.

2. Definitions

For these Terms:

• “Client” means a person or entity that requests or Reserves a service through Ryhms.
• “Charter Partner” or “Operator” means an independent operator approved by Ryhms to provide Charters through the Platform.
• “Asset” means any vehicle, aircraft, yacht or other mobility asset made available by a Charter Partner through Ryhms.
• “Quoted Rate” means the price provided by the Charter Partner for a particular Charter, excluding the Ryhms Service Fee unless expressly stated otherwise.
• “Request” means a Client’s request for a Charter through Ryhms.
• “Reserve” or “Reservation” means confirmation of a Charter through the applicable Ryhms process.
• “Charter” means a specific mobility service Reserved through Ryhms.
• “Journey” means a single itinerary consisting of one or more Charters arranged through Ryhms.
• “Ryhms Service Fee” means the fee charged by Ryhms to the Client in addition to the Charter Partner’s Quoted Rate.
• “Ryhms Escrow” means the payment and escrow mechanism designated by Ryhms for holding transaction funds where applicable.

3. Using Ryhms

You agree to:

• provide accurate and complete information;
• maintain accurate account information;
• use the Platform only for lawful purposes;
• comply with applicable laws and regulations;
• comply with applicable Charter terms;
• follow reasonable instructions from Charter Partners concerning safety and operation; and
• ensure that guests or other persons included in your Reservation comply with applicable requirements.

You must not provide false information, impersonate another person, misuse another person’s account, interfere with the Platform, circumvent Ryhms payment mechanisms or fees, or use the Platform for unlawful activity.

4. Account and verification

Certain Ryhms services may require identity, financial, business, security or other verification before access or Reservation.

Ryhms may conduct or facilitate verification procedures, including identity verification, KYC, sanctions screening, PEP screening, biometric verification or other checks where applicable. Verification does not constitute a guarantee by Ryhms of the identity, financial condition, suitability, safety, legality or performance of a Client, Charter Partner or Asset.

You are responsible for maintaining the security of your account credentials and for activity conducted through your account.

5. Requests and Reservations

A Request does not automatically create a binding obligation.

A Charter becomes binding on the applicable Charter Partner only when the Request has been accepted and confirmed through the applicable Ryhms process, subject to the terms applicable to that Charter.

Once a Charter has been Reserved and the applicable payment requirement has been satisfied, the Charter Partner is expected to honour the accepted Charter materially as described, subject to applicable Charter terms, safety requirements, availability, applicable law and circumstances beyond its reasonable control.

Ryhms may facilitate communications and coordination between the Client and Charter Partner. Ryhms does not guarantee that every Request will be accepted or that any particular Asset or service will remain available.

6. Pricing

The Charter Partner establishes the Quoted Rate for each Charter.

Unless otherwise stated:

• The Charter Partner receives 100% of its Quoted Rate.
• Ryhms adds its applicable Service Fee separately to the Client’s price.

The Client’s total price may therefore consist of:

• the Charter Partner Quoted Rate;
• the Ryhms Service Fee; and
• applicable taxes, government charges and disclosed pass-through amounts.

7. Ryhms Service Fee

Unless otherwise stated at the time of Reservation, Ryhms’ standard Service Fee is:

The Service Fee is calculated separately for each Charter.

Where a Journey contains multiple Charters, the Charter values are not aggregated to determine the Service Fee tier.

Taxes, government charges and separately identified third-party pass-through amounts are excluded from the Service Fee calculation unless expressly stated otherwise.

Ryhms may change its Service Fee Schedule prospectively. A revised fee will not change the Service Fee applicable to a Charter that has already been Reserved.

8. Payment

Ryhms may make available different payment methods from time to time.

By submitting payment information, you authorize Ryhms and applicable payment providers to process amounts properly due in connection with your Reservation.

Where Ryhms Escrow is used, funds may be held through the applicable payment or escrow mechanism until the applicable release conditions are satisfied.

Ryhms may delay or withhold release of funds where reasonably necessary to address:

• refunds;
• chargebacks;
• disputes;
• suspected fraud;
• regulatory requirements; or
• other circumstances permitted under the applicable terms.

9. Cancellation, refunds and no-shows

Cancellation, refund and no-show rules may differ depending on:

• the Charter Partner;
• service category;
• Asset;
• Charter; and
• specific terms presented to the Client.

The applicable cancellation, refund and no-show terms will be presented to the Client before the Reservation where required.

Once a Charter has been Reserved, the cancellation, refund and no-show terms disclosed and accepted for that Charter will apply, subject to these Terms and applicable law.

Charter Partner-specific cancellation, refund and no-show terms are reviewed and approved by Ryhms before being presented to Clients.

10. Changes to a Reservation

Requests to change a Reserved Charter are subject to Charter Partner availability and the applicable Charter terms.

A requested change may result in additional charges where those charges are disclosed and accepted.

A change is not effective until confirmed through the applicable Ryhms process.

11. Charter Partner responsibilities

Charter Partners are independent businesses.

Each Charter Partner remains responsible for:

• operation of its Assets;
• maintenance;
• safety;
• personnel and crew;
• licensing;
• registration;
• insurance;
• regulatory compliance;
• service delivery; and
• the accuracy of information supplied to Ryhms.

Ryhms may review, approve, decline, suspend or remove an Asset or service listing where it reasonably considers that the listing does not meet Ryhms’ standards, applicable law, safety requirements, Client requirements or Platform policies.

12. Client responsibilities during a Charter

You must comply with applicable:

• airport requirements;
• port and marina requirements;
• transportation requirements;
• customs and immigration requirements;
• security requirements;
• operator instructions;
• safety requirements; and
• applicable laws.

You must not misuse an Asset, exceed applicable capacity restrictions, interfere with crew or personnel, or engage in conduct that creates a safety or security risk.

You are responsible for the conduct of guests or other persons included in your Reservation.

13. Asset information

Ryhms may display information about Assets and Charter Partners based on information provided by operators or other sources.

Ryhms may format, organize and display operator information through the Platform.

While Ryhms may take reasonable steps to maintain accurate information, Ryhms does not guarantee that every listing, availability indication, location, schedule, estimated arrival time or other information will always be complete, current or error-free.

14. Live tracking and Journey information

Where available, Ryhms may display Asset location, tracking, estimated timing and other journey information.

Such information may depend on third-party systems and data sources and may be delayed, unavailable or inaccurate.

Tracking information is provided for informational and coordination purposes and should not replace instructions from the applicable Charter Partner, crew, pilot, captain, driver or competent authority.

15. Third-party services

Ryhms may use third-party providers for services including:

• payment processing;
• identity verification;
• compliance screening;
• mapping;
• tracking;
• communications;
• insurance; and
• other Platform functionality.

Third-party services may be subject to their own terms and policies.

16. No agency or partnership

Nothing in these Terms creates a partnership, joint venture, employment relationship, agency relationship or fiduciary relationship between Ryhms and a Client or Charter Partner.

A Charter Partner is an independent business.

Neither Ryhms nor a Charter Partner has authority to bind the other except as expressly authorized.

17. Intellectual property

The Ryhms name, trademarks, logos, Platform, software, interfaces, designs, databases, content and other intellectual property are owned by or licensed to Ryhms.

You may use the Platform only for its intended purpose.

You may not:

• copy or reproduce the Platform;
• reverse engineer it;
• scrape or extract data without authorization;
• interfere with its operation;
• commercially exploit its content; or
• use Ryhms intellectual property without authorization.

18. User content

You may submit information, photographs, reviews, feedback or other content through the Platform.

You are responsible for ensuring that you have the necessary rights to submit that content and that it does not violate applicable law or third-party rights.

You grant Ryhms the rights reasonably necessary to operate and provide the Platform using content you submit, subject to applicable privacy requirements.

19. Privacy

Your use of the Platform is also subject to the Ryhms Privacy Policy, which describes how Ryhms collects, uses, stores and processes personal and transaction information.

Where payment, identity verification, security or other third-party services are used, additional privacy terms may apply.

20. Prohibited conduct

You may not use Ryhms to:

1. violate applicable law;
2. commit fraud;
3. provide false or misleading information;
4. circumvent Ryhms payment systems or Service Fees;
5. circumvent Ryhms verification procedures;
6. access another user’s account without authorization;
7. interfere with the Platform;
8. misuse another person’s personal or financial information;
9. misuse or damage a Charter Partner’s Asset;
10. engage in conduct that creates a safety or security risk; or
11. otherwise misuse Ryhms or its services.

21. Suspension and termination

Ryhms may suspend, restrict or terminate access to an account or Platform functionality where Ryhms reasonably believes that:

• these Terms have been violated;
• fraud or abuse has occurred;
• a security risk exists;
• required verification has failed;
• payment obligations have not been satisfied;
• continued access would violate applicable law; or
• action is necessary to protect Ryhms, Clients, Charter Partners or the Platform.

Termination does not automatically eliminate obligations relating to a Reservation that has already been accepted.

22. Disclaimers

To the maximum extent permitted by law, the Platform is provided on an “as available” basis.

Ryhms does not guarantee:

• uninterrupted Platform availability;
• that the Platform will always be error-free;
• that every Request will be accepted;
• that every Asset will remain available;
• that third-party tracking information will always be accurate;
• that a Charter Partner will meet every Client expectation; or
• that a particular service will operate exactly as anticipated where circumstances outside Ryhms’ reasonable control affect performance.

Ryhms does not control the day-to-day operation of Charter Partner Assets.

Nothing in these Terms excludes or limits liability that cannot legally be excluded or limited.

23. Limitation of liability

To the maximum extent permitted by applicable law, Ryhms and its officers, directors, employees and affiliates shall not be liable for indirect, incidental, special, consequential, exemplary or punitive damages, or for loss of profits, revenue, business, goodwill or data arising from or relating to your use of the Platform or a Charter, except where such limitation is prohibited by law.

Any liability limitations applicable to a particular Charter or Charter Partner may also be contained in the applicable Charter terms.

24. Client indemnification

To the extent permitted by applicable law, you agree to defend, indemnify and hold harmless Ryhms and its officers, directors, employees and affiliates against third-party claims, losses, liabilities, damages and reasonable costs arising from:

• your material breach of these Terms;
• unlawful conduct;
• fraud;
• misuse of the Platform; or
• your violation of another person’s rights.

This obligation does not apply to the extent a claim results from Ryhms’ own conduct or where prohibited by applicable law.

25. Force majeure

Ryhms will not be responsible for delay or failure caused by circumstances beyond its reasonable control, including severe weather, natural disasters, war, civil unrest, government action, airport or port closures, transportation disruption, strikes, telecommunications failures, payment-system failures or other events materially preventing performance.

26. Dispute resolution

The parties should first attempt in good faith to resolve any dispute through direct communication.

If a dispute cannot be resolved, and subject to applicable law, the exclusive forum for disputes arising out of or relating to these Terms or the Platform shall be the state courts located in New Castle County, Delaware, or, where federal jurisdiction exists, the United States District Court for the District of Delaware.

These Terms are governed by the laws of the State of Delaware, United States of America, subject to applicable law.

27. Changes to these Terms

Ryhms may update these Terms from time to time.

Updated Terms will be published through the Platform and will include a revised Effective Date.

Changes will generally apply prospectively.

A change to these Terms will not retroactively alter the terms of a Charter that has already been Reserved where those terms have already been accepted, except where required by law or otherwise permitted by the applicable Charter terms.

28. Electronic acceptance

You may accept these Terms electronically through the Platform.

By selecting “I Agree,” “Accept,” “Reserve,” or another equivalent electronic acceptance mechanism, you acknowledge that you have read and agreed to these Terms.

Electronic records and acceptance may be used as evidence of your agreement to the extent permitted by applicable law.

29. Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will continue to apply to the extent permitted by law.

Ryhms’ failure to enforce a provision immediately does not constitute a waiver of its right to enforce that provision later.

30. Assignment

You may not assign or transfer your rights or obligations under these Terms without Ryhms’ prior written consent, except where permitted by applicable law.

Ryhms may assign these Terms in connection with a merger, acquisition, reorganization, sale of assets or similar corporate transaction.

31. Entire agreement

These Terms, together with:

• the Ryhms Privacy Policy;
• applicable Charter terms;
• applicable cancellation and refund terms;
• the applicable Ryhms Service Fee Schedule; and
• any other terms expressly incorporated through the Platform,

constitute the applicable agreement governing your use of Ryhms.

If terms specific to a particular Charter conflict with these Terms, the specific Charter terms will govern that Charter to the extent of the conflict.

32. Contact

Ryhms

Email:

[email protected]

Website:

www.ryhms.com