TERMS & CONDITIONS

Take 5 Rewards Program

Terms and Conditions

February 14, 2024

PLEASE READ CAREFULLY. BY PARTICIPATING IN THE PROGRAM AND BY USING THE ASSOCIATED MOBILE APPLICATION (THE “APP”), YOU ACKNOWLEDGE, AGREE, AND CONSENT TO BE BOUND BY THESE TERMS AND CONDITIONS (THE “TERMS AND CONDITIONS” OR THE “AGREEMENT”), AS THEY MAY BE AMENDED FROM TIME TO TIME, AND THE DECISIONS OF DRIVEN BRANDS, INC., TAKE 5 FRANCHISOR SPV LLC; TAKE 5 PROPERTIES SPV LLC, AND BOING US HOLDCO, INC. (COLLECTIVELY, “DBI”), WHOSE DECISIONS SHALL BE FINAL AND BINDING IN ALL RESPECTS. YOUR CONTINUED USE OF THE PROGRAM WEBSITE LISTED BELOW AND PARTICIPATION IN THE PROGRAM CONFIRMS YOUR ACCEPTANCE OF ANY MODIFICATION TO THESE TERMS AND CONDITIONS.

THESE PROGRAM TERMS CONTAIN A BINDING ARBITRATION CLAUSE AND A WAIVER OF CLASS ACTION CLAIMS. PLEASE READ ALL TERMS HEREIN CAREFULLY AS THEY AFFECT YOUR RIGHTS.

DBI RESERVES THE RIGHT TO MODIFY, TERMINATE, OR OTHERWISE REVISE THE PROGRAM IN ANY MANNER, IN WHOLE OR PART, AT ANY TIME, AND THE ACCUMULATION OF TIER STATUS DOES NOT ENTITLE PROGRAM PARTICIPANTS TO ANY VESTED RIGHTS WITH RESPECT TO SUCH TIER STATUS, OR TO ANY REWARDS OR PROGRAM BENEFITS. THE PROGRAM IS VOID WHERE PROHIBITED BY LAW.

PROGRAM OVERVIEW AND KEY DATES: The Take 5 Rewards Program (the "Program") is a mobile application-based loyalty program offered by Take 5 Franchisor SPV, LLC, Take 5 Properties SPV, LLC, and Boing US Holdco, Inc., through which eligible participants (“Participants,” or individually, the “Participant”) can earn Tier Status (“Tier Status”) in connection with qualifying purchases at participating Take 5 Car Wash and Take 5 Oil Change locations (“Participating Locations”) in order to earn rewards (“Rewards”).

A. ELIGIBILITY & REGISTRATION

1. Eligibility: The Program is open to legal residents of the fifty (50) United States (including District of Columbia), who are at least 18 years of age or older (19 years of age or older in Alabama or Nebraska, or 21 years of age or older in Mississippi) at the time of sign-up and have downloaded and signed up for the App and continue to maintain an active App account at all times while participating in the Program (each, a “Participant,” and collectively, “Participants”). This Program is open only to individuals; corporations or other entities or organizations of any kind are not eligible to participate in this Program. Participation in the Program constitutes each Participant’s full and unconditional agreement to these Terms and Conditions, and representation that Participant meets the eligibility requirements and all other requirements set out in these Terms and Conditions.

2. Registration: To participate in the Program, you must have a mobile device that can access the internet. In order to register, complete the following steps:

   A. First, download the Take 5 Rewards mobile application for free. The App is available through the Apple App and Google Play stores.

   B. Once you have downloaded the App, create an account (“Account”) and enroll in the Rewards Program. When you register, you may be assigned a user ID that will be associated with your Account. You may also be required to provide your full name, mobile telephone number, email address, and mailing address. By registering and providing your email address (if required), you agree to be added to the Take 5 email mailing list, and consent to receive marketing email messages from DBI and DBI’s parents, subsidiaries, and affiliates. When registering, you must agree to these Terms and Conditions, and the App Terms and Conditions. Only the individual that completes the registration (the "Participant) will be entitled to access Account information.

Limit: One (1) Account per Participant. Any person attempting to obtain or use more than one Account, email address, identity, registration, or log-in, will be disqualified from participating in the Program in the DBI’s sole discretion. Disqualification from the Program may include disqualification of all Qualifying Actions (defined below), and disqualification of earned Tier Status and Accounts. Only the Participant whose Account has been associated with the Program will achieve Tier Status through Qualifying Actions and be eligible to receive Rewards as a result of such Tier Status. In the event that a Participant creates multiple accounts, DBI will not merge those Accounts.

Multiple Participants are not permitted to share the same Account, mobile number, or email address. Use of any automated system to participate is prohibited and will result in disqualification. DBI is not responsible for lost, late, incomplete, invalid, unintelligible, or misdirected registrations, which will be disqualified. In the event of a dispute as to any Account, the authorized account holder of the email address used to register will be deemed to be the Participant. The “authorized account holder” is the natural person assigned the email address by an Internet access provider, online service provider or other organization responsible for assigning email addresses for the domain associated with the submitted address. Entries specifying an invalid, non-working, or inactive email address will be disqualified and ineligible to participate.

Normal Internet access, phone, and usage charges imposed by your online or phone service may apply. Use of your mobile device and your wireless carrier’s network may result in standard data charges from your wireless carrier.

1. Participant’s Personal Information: To learn how DBI will use the personal information collected in connection with the Account and/or this Program, read DBI’s Privacy Policy at https://www.take5.com/privacypolicy/.

2. Participant’s Account: Participant is responsible for maintaining the confidentiality of and for restricting access to the Account and its password. Participants agree to accept responsibility for all activities that occur under their Account, including without limitation, a third party’s unauthorized use of the Participant’s username and password. Without limiting any other remedies, DBI may suspend or terminate a Participant’s Account, or deem a Participant ineligible, if DBI suspects that a Participant has engaged in fraudulent activity or any action that violates the intent of the Program Terms and Conditions in connection with the Program. Any failure to abide by these Terms and Conditions or any policies or procedures implemented by DBI, any conduct detrimental to DBI, or any misrepresentation in connection with the Program may result in the termination of participation in the Program, forfeiture of Credits or Rewards accrued to date, and any rights or remedies available to DBI in law or equity.

B. ACHIEVING TIER STATUS

1. Qualifying Activities and Actions: Participants may complete certain qualifying activities and actions (“Qualifying Action(s)”) during the plan year (“Plan Year”) towards achieving a particular tier status (“Tier Status”). Each Participant’s Plan Year is a 12 calendar-month period commencing on the first day of the month after Participant registration for the Program (the “Commencement Date”), and ending/restarting on the anniversary date of the Commencement Date. A Qualifying Action may includes one or both of the following two activities and actions, as available:

A. Purchase of a single car wash (any level), car wash subscription, combined subscription (car wash and maintenance) or multiple car wash ticket book (in which case each car wash included in the ticket book shall count as a Qualifying Action at a participating DBI location). In order for this Qualifying Action to count towards Tier Status, you MUST complete one of the following actions:

i. Open the App, log into your Account, navigate to the digital loyalty card screen, and scan your Account’s digital loyalty card at the time of purchasing the individual car wash or car wash coupon book; or

ii. Enter the code printed on the receipt of a Qualifying Action ; or .

iii. Scan any coupon issued by the app at the time of the Qualifying Action.

Car Wash purchases that are made without taking one of the steps above will not count towards Tier Status. Completing more than one of the above steps will not result in additional Qualifying Actions counted toward Tier Status. Printed copies of a digital loyalty card will not be accepted. For a list of participating locations where eligible oil change services are available, please visit https://www.take5.com/rewards/.

B. Purchase of an oil change service (any level) at a participating DBI location. In order for this Qualifying Action to count towards Tier Status, you MUST open the App, log into your Account, navigate to the digital loyalty card screen, and scan your Account’s digital loyalty card at the time of purchasing the oil change serviceprovide the same telephone number you used to register for the App at the time of service. . Oil change purchases that are made without scanning your Account’s digital loyalty card will not count towards Tier Status. Printed copies of a digital loyalty card will not be accepted. For a list of participating locations where to receive aneligible oil change services are available, please visit https://www.take5.com/rewards/.

Unless otherwise specified by DBI herein, now or in the future, all other services offered or purchased through the DBI Qualifying Actions for purposes of this Program will not be considered towards achievement of any Tier Status. Additionally, Qualifying Actions that are paid for in whole using a coupon to obtain that Qualifying Action for free (such as a coupon for a discount or a free car wash), will not be considered towards achievement of any Tier Status. No further activities or actions will qualify towards achievement of any Tier Status, including purchase of vehicle attachments and/or lobby products, except that subscription versions of either Qualifying Action will count towards achieving Tier 4, as described below.

There is no limit to the number of Qualifying Actions that a person may complete. Each individual Qualifying Action will count as a separate Qualifying Action, regardless of whether they are completed within the same transaction.

1. Tier Eligibility. The following table illustrates the minimum required Plan Year transactions to progress to each tier (the “Tier Eligibility Thresholds”):

Participants are eligible to advance to subsequent Tiers at any point during the Plan Year, and may advance more than once during their Plan Year. Participants may not automatically remain in their current Tier after the Eligibility Period as defined below, and may need to perform additional Qualifying Actions to remain in a certain Tier, and/or to advance to subsequent Tiers. Specifically:

A. Participants will never be downgraded from Bronze Tier (Tier 1). Bronze Tier is the base level.

B. Participants in Silver and/or Gold Tier (Tier 2 and/or Tier 3) will not be downgraded from that Tier during the course of the Plan Year of their Earning Date and the first full Plan Year thereafter, as described below.

C. Participants in Platinum Tier (Tier 4) will remain in Platinum Tier throughout their Plan Year for as long as their current subscription remains active and valid. Failure to continue with subsequent subscription payments (for example, if a Participant were to cancel a monthly subscription) will result in an immediate downgrade from Platinum Tier to the tier the Participant would otherwise have qualified for absent the active subscription following the end of the last paid subscription month. For subscriptions that are pre-paid for set period of time, the Participant’s status shall result in an immediate downgrade from Platinum Tier to the tier the Participant would otherwise have qualified for absent the Active Subscription following the end of the paid subscription period.

D. Tier Eligibility Timing and Expiration. Except as described above for the Platinum Tier, aA Participant’s eligibility for a particular tier will begin on the first full day following the Participant’s satisfaction of the particular Tier Eligibility Threshold (the “Earning Date”), and ends on the last day of the first full Plan Year after the Earning Date (“Eligibility Period"). A Participant’s Tier Status will not carry over after the expiration of the Eligibility Period to any subsequent Plan Years, except that each Participant’s will reset to Bronze TierTier 1 upon the start of a new Plan Year tier will be reevaluated at the end of beginning of the first Plan Year following the Eligibility Period.

1. No Cash Value or Transferability: Tier status does not constitute property, does not entitle Participant to a vested right or interest, and has no cash value. As such, Tier Status is not redeemable for cash, transferable or assignable for any reason, and is not transferable upon death, as part of a domestic relations matter or otherwise by operation of law. The sale or transfer of Tier Status is strictly prohibited. Tier Status may not be sold on any secondary market, and any transfer of Tier Status to a secondary market shall be deemed void. Any Tier Status remaining in a Participant’s Account if the Program is canceled will be forfeited without compensation. There shall be no carry over or transfer of Tier Status to other DBI programs, unless otherwise determined by DBI in its sole and absolute discretion. As such, all Tier Status and redemptions are only associated with the email address of the Account.

2. Promotional Earnings and Redemption Opportunities: From time to time, DBI may offer additional limited-time opportunities (“Promotional Opportunities”) to earn Tier Status and/or Rewards. DBI will provide notice of such additional opportunities via the mobile application. It is Participant’s responsibility to monitor the mobile application for any such Promotional Opportunities.

C. REDEMPTION FOR REWARDS:

Rewards (“Reward(s)”) will be available for redemption by Participants, and the Rewards that are available will depend on Participant’s Tier Status at the time of redemption. Participant must also have a valid credit card or debit card in their name in order to redeem certain Rewards, as explained further below. A Participant’s Tier Status will determine (a) what Reward the Participant is eligible to receive; (b) at what time they are eligible to receive the Reward; and (c) how many times the Participant may receive that particular Reward. Certain Rewards will be automatically distributed to a Participant upon their initial enrollment in the Program, and upon the anniversary of their initial enrollment.

The available Rewards may vary from time to time, and are subject to change at DBI’s discretion. For a current, updated list of available Rewards, details regarding the Reward and how to receive the Reward, and applicable conditions upon receiving any such Reward, please see the Rewards chart (“Rewards Chart”) located at the end of these Terms and Conditions. It is the responsibility of a Participant to frequently check the Rewards Chart to view updated Rewards information and any applicable expiration dates for current Rewards options.

DBI reserves the right to substitute any Reward with a product, item, or service of equal or greater value for any reason. Participants may not substitute, assign, or transfer Reward or redeem Rewards for cash. Transactions involving the redemption of a Reward may be cashless or require exact change and must be completed via an accepted credit card or debit card or with exact change, as applicable. Any taxes, fees, and other related costs incurred in conjunction with redemption, or receipt of any item in connection with the Program are the sole responsibility of the recipient. Reward is not transferable or reproducible and may not be sold, auctioned, or bartered. Any attempt to sell, auction, barter, or transfer items that have been earned as Rewards, online or otherwise, may result in their forfeiture, in the sole discretion of DBI. Rewards have no cash value and may not be redeemed for cash.

Participants may only redeem one (1) Reward code at a time, as applicable unless otherwise stated on the coupon. However, certain DBI locations may accept other, non-Reward Program coupons at the same time as a Reward, subject to the respective terms and conditions of the relevant coupon.

All Redemptions are final.

Any Physical Reward items that may be offered must be picked up by the participant at a Participating Location , as applicable and as instructed.

Gift cards, codes, credits, coupons, rebates, discounts, and certain other types of Reward items may have additional terms and restrictions, of which Participants are responsible for making themselves aware. Additionally, gift cards, codes, and credits should be treated by Participants like cash and will not be replaced by DBI if they are lost or stolen. Reward types may expire. The expiration date, if any, for each Reward type will be included with the Reward.

No refunds or partial redemptions will be provided on any Reward item. Rewards are awarded “as is” with no warranty or guarantee, either express or implied, by DBI. All Reward details are at DBI’s sole discretion. If for any reason a Reward item is received damaged, becomes unavailable, or cannot be fulfilled, DBI, in its sole discretion, will replace the Reward item with one of equal or greater value. Rewards may not be returned, and unless otherwise required by law or stated under these Terms and Conditions, DBI will have no obligation to refund eligible Rewards to a Participant’s Account. DBI reserves the right to modify, change, and otherwise revise Rewards on the Website. DBI reserves the right to discontinue any Rewards that become the subject of fraudulent activity, hacking, or other illegal activity, as determined by DBI in its sole discretion. Each Participant is responsible for ensuring that the email address, name, and mailing address associated with their Account are accurate and updated. DBI is not responsible for non-receipt of a communication or Reward that was sent to the email address. DBI is not responsible for any incorrect or inaccurate information supplied by any Participant. All Reward redemptions are final unless otherwise determined by DBI.

Except as specifically outlined in writing by DBI, Program cannot be combined with any other Take 5 offers or promotions. DBI makes no representation as to the availability of the Participating Products.

DBI reserves the right to change the Participating Locations, the Tier Eligibility Thresholds, and the Rewards.

D. TEXT MESSAGING

Participants must register their mobile phone number in order to receive Program updates and reminders via SMS text message. YOU MAY BE CHARGED A FEE FOR MESSAGE TRANSMISSION AND DELIVERY BY YOUR CELLULAR NETWORK CARRIER. Text messaging is governed by the mobile terms here: https://www.take5.com/mobileterms/. If you opt to participate in the Program via your wireless mobile device through the use of text messaging, standard text messaging and/or data rates may apply for each message sent or received from your handset according to the terms and conditions of your service agreement with your wireless carrier. Other charges may apply (such as normal airtime and carrier charges) and may appear on your mobile phone bill or may be deducted from your prepaid account balance. Wireless carriers’ rate plans may vary, and you should contact your wireless carrier for more information on messaging rate plans and charges relating to your participation in this Program. Text messaging may not be available from all mobile phone service carriers and handset models. Mobile device service may not be available in all areas. Check your phone’s capabilities for specific instructions. Text STOP to unsubscribe. Text HELP for help. If you unsubscribe, DBI may send you a text message confirming that you have been unsubscribed and you will not receive any additional messages unless you re-subscribe. DBI in its sole discretion may add or delete a cellular carrier at any time, without notice. Where applicable, proof of text messaging a Short Code is not considered proof of delivery to or receipt by DBI.

E. OTHER TERMS AND CONDITIONS:

1. Program Modification and/or Termination. DBI reserves the right, in its sole discretion and at any time, to cancel, modify, restrict, or terminate the Program, in whole or in part, or any aspect of the Program, in whole or in part, including, without limitation, Participating Locations, the Tier Eligibility Thresholds, the Tier Eligibility Timing Considerations and the Rewards. DBI may take any such action(s) without advance notice, and any changes or modifications to these Terms and Conditions or the Program will take effect immediately upon being posted to the mobile application or Website. However, for material changes to the Program, DBI may in its sole discretion provide notice to the email address associated with Participant’s Account. In the event that DBI suspends or terminates the Program early, DBI will provide a notice within the mobile application. DBI may make changes to any element of the Program to correct for typographical, printing, or other errors. At all times, Participants are solely responsible for remaining knowledgeable about and in compliance with these Terms and Conditions. Any questions relating to eligibility, these Terms and Conditions or any other questions concerning the Program will be resolved at the sole discretion of DBI and its decisions will be final and binding with respect thereto. No requests for exchanges, or redemption of cash equivalent for the Tier Status will be considered, and no substitutions will be made, except at DBI’s sole and absolute discretion. No responsibility is assumed by DBI or its affiliates for the unavailability of particular product or service a particular location. No groups, clubs, corporations, companies, partnerships, or organizations may participate in this Program or reproduce or distribute any portion of these Terms and Conditions to their participants. DBI is not responsible for incorrect or inaccurate Redemption or Program information, whether caused by Internet users or by any of the equipment or programming associated with or utilized in the Program or by any technical or human error which may occur regarding the Program. DBI reserves the right, in its sole discretion to cancel or suspend this Program should fraud, virus, bugs or other causes beyond the control of DBI corrupt the administration, security or proper conduct of the Program. DBI is not responsible for computer system, phone line, hardware, software or program malfunctions, or other errors, failures or delays in computer transmissions or network connections that are human or technical in nature. Automated redemption requests are prohibited, and any use of automated devices will cause disqualification. Participants may not participate with multiple email addresses or identities nor may Participants use any other device or artifice to request a redemption multiple times or as multiple Participants. DBI may reject any redemption request from any Participant who attempts to participate with multiple email addresses under multiple identities or uses any device or artifice to participate multiple times, and such Participant will forfeit any Redemption, in DBI’s discretion.

2. Account Termination: Accounts may be terminated for any of the following reasons: (a) Participant requests Account termination, (b) Participant is deceased, (c) Participant fails to respond to repeated emails or attempts to contact emails regarding the status of his/her Account, (d) Participant relocates to a jurisdiction outside of the stated eligibility; or (e) DBI determines that Participant has engaged in fraudulent behavior or any other behavior in violation of the Program Terms and Conditions.

If Participant is permitted to create a new Account, it will require opting into the program Terms and Conditions as of the date of the new Account and user will have zero (0) transactions towards the Tier Eligibility Threshold(s) at the time of reengagement.

1. Account Deactivation: Accounts will only be deactivated if Participant requests deactivation or if DBI determines that Participant has engaged in fraudulent behavior in violation of the Program Terms and Conditions. If re-engagement with the program is permitted, it will require opting into the program Terms and Conditions and user will be set to Tier 1 status at the time of re-engagement.

F. TAXES:

1. Participants are responsible for the payment of all taxes which may result from participation in the Program.

2. Participants may be required to complete tax documents, including an IRS W-9 or equivalent, in order to receive prizes won through promotional games offered by DBI in connection with this Program or if they win an aggregate value of $600 in prizes from DBI in one calendar year. Participant will then receive an IRS Form 1099 reporting the total value of all prizes won for the applicable calendar year.

G. GENERAL TERMS AND CONDITIONS:

1. DBI reserves the right to suspend or discontinue the eligibility of any person who uses or is suspected of using the Program in a manner inconsistent with these Terms and Conditions or any federal or state laws, statutes, or ordinances. In addition to suspension or discontinuance of Program eligibility, DBI shall have the right to take appropriate administrative and/or legal action against such persons, including criminal prosecution, as it deems necessary in its sole discretion.

2. Any attempt by a person to undermine the legitimate operation of the Program may be a violation of criminal and civil law, and should such an attempt be made, DBI may seek damages from any such person to the fullest extent permitted by law. DBI's failure to enforce any of these Terms and Conditions shall not constitute a waiver of this, or any other provision.

3. All questions or disputes regarding eligibility for the Program, the availability of Rewards or a Participant's compliance with these Terms and Conditions will be resolved by DBI in its sole discretion. By participating, Participants agree that all decisions made by DBI or its designated agents regarding the Program, Rewards or Participant's eligibility are final.

4. DBI is not responsible for any incorrect or inaccurate information supplied by Participants for the Program.

5. The Program is subject to all applicable laws and regulations.

H. FORCE MAJEURE:

Without limitation to DBI’s other rights set forth in these Terms, DBI hereby retains the right (in its sole discretion) to suspend, modify and/or terminate the Program in the event that completion of the Program is prevented or interrupted because of force majeure events, including any strike, fire, war, terrorist, or governmental action, epidemic, pandemic, or any disruptive event beyond our control. If the participation is suspended as set forth herein, the period of participation in the Program shall be deemed extended by a period equivalent to the periods of suspension, unless otherwise announced on the Website.

Notwithstanding the foregoing, no termination pursuant to these Terms shall affect DBI’s rights hereunder or any of its rights in and to the Program, which shall remain in full force and effect.

I. SEVERABILITY:

If any part of these Terms and Conditions, excluding the Disputes section below, is found by a court or arbitrator to be invalid, illegal, or unenforceable, as written or as applied, then such provision will be revised to the extent necessary to make it valid, legal, and enforceable, as written or as applied, and the remaining parts of these Terms and Conditions will remain in full force and effect.

J. DISPUTES:

Any controversy or claim arising out of or relating to the Program shall be settled by binding arbitration before Judicial Arbitration and Mediation Services (“JAMS”), in a location determined by the arbitrator as set forth herein (provided that such location is reasonably convenient for claimant), or at such other location as may be mutually agreed upon by the parties, in accordance with the procedural rules for commercial disputes set forth in the Comprehensive Arbitration Rules and Procedures of JAMS (“JAMS Rules and Procedures”) then prevailing, and judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. The arbitrator shall be selected pursuant to the JAMS Rules and Procedures. Please go to www.jamsadr.com to see a complete copy of the JAMS Rules and Procedures or to submit a claim for arbitration. In resolving a claim for arbitration, the arbitrator shall apply North Carolina law consistent with the Federal Arbitration Act and applicable statutes of limitations and shall honor claims of privilege recognized at law. In the event that the claimant is able to demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, DBI will pay as much of the claimant’s filing and hearing fees in connection with the arbitration as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive. If any part of this arbitration provision is deemed to be invalid, unenforceable or illegal (other than that claims will not be arbitrated on a class or representative basis), or otherwise conflicts with the rules and procedures established by JAMS, then the balance of this arbitration provision shall remain in effect and shall be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting provision were not contained herein. If, however, the portion that is deemed invalid, unenforceable or illegal is that claims will not be arbitrated on a class, representative, or collective basis, or as a private attorney general on behalf of other persons similarly situated, then the entirety of this arbitration provision shall be null and void, and neither claimant nor DBI shall be entitled to arbitrate their dispute. Upon filing a demand for arbitration, all parties to such arbitration shall have the right of discovery, which discovery shall be completed within sixty days after the demand for arbitration is made, unless further extended by mutual agreement of the parties. Disputes regarding the arbitrability of any claim shall be resolved by the arbitrator.

THE ARBITRATION OF DISPUTES PURSUANT TO THIS SECTION SHALL BE IN THE PARTICIPANT’S INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS PARTICIPANT IN ANY PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING. ENTRANT MAY NOT BRING ANY CLAIM AS A PRIVATE ATTORNEY GENERAL ON BEHALF OF OTHER SIMILARLY SITUATED PERSONS. THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN THE CLAIMS OF OTHER PERSONS OR PARTIES WHO MAY BE SIMILARLY SITUATED.

DO NOT PARTICIPATE IN THIS PROGRAM IF YOU DO NOT AGREE TO HAVE ANY CLAIM OR CONTROVERSY ARBITRATED IN ACCORDANCE WITH THESE TERMS AND CONDITIONS.

BY PARTICIPATING IN THIS PROGRAM, EACH PARTICIPANT AGREES THAT TO THE EXTENT PERMITTED BY APPLICABLE LAW, ANY AND ALL DISPUTES, CLAIMS AND CAUSES OF ACTION ARISING OUT OF OR CONNECTED WITH THE PROGRAM OR ANY REWARDS ITEMS, WILL BE RESOLVED INDIVIDUALLY THROUGH BINDING ARBITRATION AS SET FORTH ABOVE, WITHOUT RESORT TO ANY FORM OF CLASS OR REPRESENTATIVE ACTION. BY AGREEING TO THE ARBITRATION OF DISPUTES AS SET FORTH HEREIN, YOU AGREE THAT YOU ARE WAIVING YOUR RIGHT TO A JURY TRIAL AND LIMITING YOUR RIGHT TO APPEAL.

K. RELEASE AND LIMITATION OF LIABILITY:

1. To the maximum extent permitted by law, all Participants, as a condition of participation in this Program, agree to and hereby do release DBI, and its parent company, subsidiaries, affiliates, agents, promotion and advertising agencies, and each of their respective officers, directors, employees, shareholders, and successors, assigns, and service providers (the “Released Parties”) from and against any and all liability, claims or actions of any kind whatsoever for injuries, damages, or losses to persons or property which may be sustained in connection with accessing the Website, creating an Account, or otherwise participating in any aspect of the Program, the receipt, ownership, use, or misuse of any Reward or any typographical or other error in these Terms and Conditions or other Program materials (including, without limitation, on the Website, point of sale material, product packaging, email, or any other Program website). Participant bears all risk of loss or damage to any Reward (if any) after it has been delivered.

2. The Released Parties are not responsible for any printing or computer error, omission, interruption, irregularity, deletion, defect, delay in operations or transmission, theft or destruction or unauthorized access to or alteration of Program materials, or for technical, network, telephone equipment, electronic, computer, hardware or software malfunctions of any kind, or inaccurate transmission of Program information due to technical problems or traffic congestion on the internet, at any Website or any combination thereof. In the event that online access is temporarily corrupted and suspended, notice of such will be provided at the Website and Participants will be advised to hold Tier Eligibility Status until such time that the Program, as originally intended, may be resumed, as determined by DBI in its sole discretion.

3. By participating in the Program, each Participant accepts all responsibility for, and hereby releases and agrees to indemnify and hold harmless the Released Parties from and against any claims, liabilities, damages, or expenses that may arise from actions taken by such Participant and/or Participant’s participation in the Program, or for any harm or injury caused by any third party.

4. UNDER NO CIRCUMSTANCES SHALL THE RELEASED PARTIES BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF PARTICIPATION IN THE PROGRAM OR ANY PURCHASED OR REDEEMED ITEM, EVEN IF ANY OR ALL OF THE FOREGOING OR ANY OF THEIR AUTHORIZED REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES EVEN IF ARISING FROM NEGLIGENCE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES; THEREFORE, SUCH EXCLUSIONS MAY NOT APPLY TO YOU. IF DBI IMPROPERLY DENIES A PARTICIPANT ANY REDEEMED ITEM, LIABILITY WILL BE LIMITED TO THE EQUIVALENT FAIR MARKET VALUE OF ITEM. BY PARTICIPATING IN THE PROGRAM, A PARTICIPANT WAIVES ANY AND ALL RIGHTS TO BRING ANY CLAIM OR ACTION RELATED TO SUCH MATTERS IN ANY FORUM BEYOND ONE (1) YEAR AFTER THE FIRST OCCURRENCE OF THE KIND OF ACT, EVENT, CONDITION OR OMISSION UPON WHICH THE CLAIM OR ACTION IS BASED.

L. DISCLAIMER OF WARRANTY:

DBI MAKES NO WARRANTY OF ANY KIND REGARDING THE PROGRAM, WHICH IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. DBI EXPRESSLY DISCLAIMS ANY REPRESENTATION OR WARRANTY THAT ITS PROGRAM WILL BE ERROR-FREE OR AVAILABLE AT ALL TIMES. DBI FURTHER DISCLAIMS ANY WARRANTY AS TO THE ACCURACY, COMPLETENESS AND TIMELINESS OF ANY CONTENT OR INFORMATION DISTRIBUTED WITH RESPECT TO THE PROGRAM. DBI EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS, INCLUDING IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NONINFRINGEMENT, CONFORMITY WITH DESCRIPTION AND THOSE ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OF TRADE WITH RESPECT TO THE PROGRAM AND REWARDS OFFERED. SOME STATES DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES, SO THIS WARRANTY DISCLAIMER MAY BE LIMITED IN ITS APPLICABILITY TO YOU.

The Released Parties are not responsible for any products or services offered on the Website. TO THE FULLEST EXTENT ALLOWABLE BY LAW, DBI SPECIFICALLY DISCLAIMS ANY REPRESENTATIONS OR WARRANTIES, EXPRESSED OR IMPLIED, REGARDING THE PRODUCTS AND/OR SERVICES OFFERED THROUGH THE PROGRAM. Those include any implied warranty of merchantability or fitness for a particular purpose and implied warranties arising from course of dealing or course of performance. Some states do not allow limitations on how long an implied warranty lasts, so the above limitation may not apply to you.

Questions? If you have questions about the Take 5 Rewards Program, contact DRIVEN BRANDS, INC. at 440 South Church Street, Charlotte, NC 28202 or take5.com/rewards/support.

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