Website Terms of Use

Last Updated January 2023

Acceptance of Terms

Nikola Corporation (“Nikola,” “we,” or “us”) provides content, software, services, and features to you when you visit www.nikolamotor.com and www.hyla.co (“Sites”). By accessing or using the Sites, you agree to be bound by the following Terms of Use and all of the terms incorporated herein by reference (“Terms”) as updated by Nikola from time to time. By accepting these Terms, you represent that you are 18 years of age or older and that, if you have accepted these Terms on behalf of any person or entity, you represent that you have legal authority to do so and that such person or entity agrees to be responsible to us if you or such person or entity violates these Terms. IF YOU DO NOT AGREE TO EVERY PROVISION OF THESE TERMS, YOU MAY NOT, AND WE DO NOT AUTHORIZE YOU TO ACCESS OR USE THE SITES OR ANY FEATURES PROVIDED ON THE SITES. By accessing or using the Sites, you represent and warrant that you have not been previously suspended or removed from the Sites, or engaged in any activity that could result in suspension or removal from the Sites.

These Terms may be revised at any time for any reason, and Nikola may provide you notice of these changes by any reasonable means, including by providing notice through the Sites. You can determine when we last updated the Sites by referring to the “Last Updated” legend at the top of these Terms. Except to the extent that your express consent to any revised Terms is required under data protection law, by continuing to access, browse, or use the Sites, you confirm your acceptance of the revised Terms and all the terms incorporated herein by reference. We strongly recommend that you periodically visit this page of the Sites to review these Terms. If you do not agree to the revised Terms, you may not access or use the Sites.

Use of Sites

You may view and download materials on the Sites only for your personal, non-commercial use. You may not reproduce, modify, rent, lease, loan, sell, distribute, mirror, frame, republish, download, transmit, or create derivative works of the materials on the Sites, or otherwise use them for any public or commercial purpose.

You agree that you will not use the Sites to: (i) transmit spam, bulk, or unsolicited communications; (ii) pretend to be Nikola or spoof Nikola’s identity or misrepresent any affiliate of Nikola; (iii) forge headers or otherwise manipulate identifiers (including URLs) in order to disguise the origin of any content transmitted to or via the Sites; or (iv) disrupt the normal flow or otherwise act in a manner that negatively affects other users’ ability to use the Sites. Nikola reserves the right to report any wrongdoing to the applicable government agencies.

You agree you will not use any robot, spider, other automatic device, or manual process to monitor or copy content on the Sites without the prior, written permission of Nikola.

Privacy Policy

Nikola is committed to processing and protecting the personal data collected through the Sites when you use the Sites in compliance with its obligations under applicable privacy laws, laws governing the privacy of your personal data, including, if applicable to you, the European Union General Data Protection Regulation (“GDPR”). Nikola’s policy is to retain personal data necessary to provide our services, except that we may retain your personal data for longer periods where reasonably necessary to comply with our legal obligations (including law enforcement requests), meet regulatory requirements, resolve disputes, maintain security, prevent fraud and abuse, enforce these Terms, or fulfill your request to “unsubscribe” from further messages from us. This policy applies to personal data that you or others provided to us and personal data generated or inferred from your use of our services. When Nikola is the data controller, we will decide how your personal data is processed and for what purposes. For additional information about your rights and your personal data, what data is collected, how it is processed, protected, shared, and how long it is retained, please see the Nikola’s Privacy Policy located at https://nikolamotor.com/legal#privacy.

Where Nikola has a good faith belief that such action is necessary to comply with a judicial proceeding, court order, warrant, administrative order, civil investigative demand, subpoena, or other valid process, Nikola may disclose IP addresses, personal information, and any contents of the Sites where it is legally compelled to do so. We implement a number of security features to help guarantee and ensure to the greatest extent possible that your information is safe. We use industry standard technologies when transferring and receiving user data exchanged between Nikola and third parties to ensure its security. User data may be stored on servers maintained by our third-party partners and subject to their security safeguards which are periodically audited, with certifications from accreditation bodies across geographies and verticals. All financial transactions are made securely. Please see Nikola’s Privacy Policy located at https://nikolamotor.com/legal#privacy for additional information relating to the privacy and security of information collected hereunder.

Cautions Regarding Forward-looking Statements

Internet pages, press releases, investor relations releases, outlooks, presentations, audio and video files of events (live or recorded) and other documents and content on the Sites may contain forward-looking statements within the meaning of federal security laws with respect to Nikola, including statements relating to Nikola’s future financial and business performance and milestones and ability to execute on its business plan; expected timing of manufacturing facility buildout and production capacity; expected timing of completion of testing, production, and other milestones; expectations regarding Nikola’s dealer network, and terms and potential benefits of the planned collaborations with strategic partners. Forward-looking statements generally are identified by words such as “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” and similar expressions that predict or indicate future events or trends or that are not historical fact. Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially and reported results should not be considered as an indication of future performance. These risks and uncertainties include, but are not limited to: design and manufacturing changes and delays, including global shortages in parts and materials; general economic, financial, legal, regulatory, political and business conditions and changes in domestic and foreign markets; the potential effects of COVID-19; the outcome of development and testing of fuel-cell power modules and hydrogen storage systems; risks related to the rollout of the Nikola’s business and the timing of expected business milestones; the effects of competition on Nikola’s future business; the availability of capital; and the factors, risks, and uncertainties regarding Nikola’s business described in the “Risk Factors” section of Nikola’s annual reports filed with the SEC, in addition to Nikola’s subsequent filings with the SEC. If these other risks materialize, or assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. Forward-looking statements speak only as of the date they were made, and Nikola disclaims any obligation to update these forward-looking statements.

Disclosures

All product images shown are for illustrative purposes only and may not be exact representations of Nikola's products. While Nikola makes reasonable efforts to ensure that the material on the Sites is correct based on available information, absolute accuracy cannot be guaranteed and Nikola makes no warranties, representations, or guarantees for the accuracy, completeness, or authenticity of any information, including information pertaining to product specifications, features, performance data, safety features, and purchase or leasing terms. Nikola reserves the right to modify the information contained in the Sites at any time.

Merchandise Return Policy

Except as otherwise provided herein, you may exchange or return merchandise you order through the Sites for credit, different merchandise, or a refund to the original payment method within thirty (30) calendar days after your receipt of the merchandise ordered by notifying Nikola through https://nikolamotor.com/contact with a message that contains your name, the order number, and whether you would like to return or exchange any item associated with the order. Upon verification of your order, Nikola will provide you with further instructions regarding return or exchange of the merchandise.

Notwithstanding the foregoing, the following restrictions apply: (i) discounted merchandise is final sale and is not eligible for return or exchange; (ii) merchandise must be returned in original packaging; (iii) merchandise must be returned in like new condition with no visible signs of use or wear; and (iv) replacement merchandise is available without undue burden to Nikola.

Merchandise Transactions

Nikola reserves the right to refuse any order you place via the Sites and may, in Nikola’s sole and absolute discretion, limit or cancel quantities purchased per person, per household or per order. These restrictions may include orders placed by or under the same customer account, the same credit card, and/or orders that use the same billing and/or shipping address. In the event Nikola makes a change to or cancels an order, Nikola will attempt to notify you by contacting you per the information you provided at the time the order was placed. Nikola reserves the right to limit or prohibit orders that, in Nikola’s sole discretion, appear to be placed by unauthorized resellers or distributors.

Links to Third-Party Websites

The Sites may contain links to third-party websites. Nikola provides links to third-party websites solely as a convenience. Such third-party websites are subject to their own terms of use. Nikola does not monitor, approve, endorse, represent, warrant, or sponsor any information, conclusions, recommendations, opinions, advice, statements, products, materials or services described on those websites. The third-party linked websites are not under the control of Nikola, and Nikola is not responsible for, and disclaims liability with respect to, the quality, accuracy, reliability or condition of any information, conclusions, recommendations, opinions, advice or statements made on the linked websites or related to your access of such websites. If you decide to access any of such third-party websites linked to Sites, you do so entirely at your own risk.

Trademarks, Copyright, and Other Intellectual Property Provisions

The text, images, graphics, sound files, animation files, video files and their arrangement on the Sites are all subject to copyright and other intellectual property protection. These objects may not be copied for commercial use or distribution, nor may these objects be modified or reposted. Unauthorized use of any of the materials on the Sites may violate copyright, trademark, and other laws. The copyright in all materials provided on the Sites, and any underlying software for the Sites, is held by Nikola or its suppliers.

“Nikola Trademarks” means all names, marks, brands, logos, designs, trade dress, slogans, and other designations Nikola uses in connection with its products and services. You agree not to incorporate any Nikola Trademarks into your trademarks, service marks, company names, Internet addresses, domain names, or any other similar designations without the prior, written permission of Nikola. Any third-party trademarks included in the Sites are the property of their respective owners.

Unless explicitly stated herein, nothing in these Terms shall be construed as conferring to you any license to any Nikola or third-party intellectual property rights, whether by estoppel, implication, or otherwise.

Disclaimer of Warranties

NIKOLA PROVIDES THE SITES, AND ALL CONTENT AND MATERIALS ON THE SITES, “AS-IS” AND WITHOUT ANY WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY OF INFORMATIONAL CONTENT, AND NON-INFRINGEMENT. WHILE THE INFORMATION PROVIDED IS BELIEVED TO BE ACCURATE, IT MAY INCLUDE ERRORS OR INACCURACIES. NIKOLA’S OBLIGATIONS WITH RESPECT TO ITS PRODUCTS AND SERVICES ARE GOVERNED SOLELY BY AN AGREEMENT UNDER WHICH THE PRODUCTS AND SERVICES ARE PROVIDED. NOTHING ON THE SITES SHOULD BE CONSTRUED TO CREATE OR MODIFY ANY SUCH AGREEMENTS. NIKOLA MAKES NO WARRANTY THAT THE SITES WILL MEET YOUR REQUIREMENTS OR WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE, OR THAT ANY DEFECTS WILL BE CORRECTED. NIKOLA RESERVES THE RIGHT TO CORRECT ANY ERRORS, INACCURACIES, OR OMISSIONS AND TO CHANGE OR UPDATE INFORMATION OR CANCEL ORDERS IF ANY INFORMATION ON THE SITES IS INACCURATE, AT ANY TIME WITHOUT PRIOR NOTICE. THIS DISCLAIMER IS MADE TO THE FULLEST EXTENT PERMITTED BY LAW. SOME STATES AND COUNTRIES DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES, SO THE FOREGOING DISCLAIMER MAY NOT APPLY TO YOU.

Indemnification

You shall indemnify, hold harmless, and, at Nikola’s option, defend Nikola from and against any and all losses, damages, liabilities, costs (including reasonable attorneys’ fees) (“Losses”) incurred by Nikola resulting from any third-party claim, suit, action or proceeding relating to or arising from your use of the Sites, any Submissions or Postings you provide, any violation of these Terms by you, or any other act or omission by you, including your violation of any rights of another, arising from your use of the Sites or any of its features. You further agree that Nikola shall have control of the defense or settlement of any third-party claims, unless Nikola exercises its option to require you to defend Nikola. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and Nikola.

Colors

Nikola makes and has made reasonable efforts to render as accurately as possible the colors and styles of any items that appear on the Sites. Nikola cannot guarantee that your device’s display accurately renders the colors or the styles.

Prices

All prices specified are recommended retail prices. Prices are current at the time of publication and subject to change without notice.

Limitations of Liability

IN NO EVENT WHATSOEVER SHALL NIKOLA, ITS AFFILIATES, OR SUPPLIERS OR THEIR RESPECTIVE EMPLOYEES, SHAREHOLDERS, AGENTS, OR REPRESENTATIVES BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES, OR FOR ANY LOSS OF PROFITS OR REVENUE, INCLUDING BUT NOT LIMITED TO LOSS OF SALES, PROFIT, REVENUE, GOODWILL, OR DOWNTIME (ARISING UNDER TORT, CONTRACT, OR OTHER LAW), REGARDLESS OF SUCH PARTY’S NEGLIGENCE OR WHETHER SUCH PARTY KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. YOU UNDERSTAND AND AGREE THAT THE DOWNLOAD AND UPLOAD OF ANY MATERIAL THROUGH THE SITES IS DONE AT YOUR DISCRETION AND RISK AND THAT YOU ARE SOLELY RESPONSIBLE FOR ANY LOSS OR DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT MAY RESULT FROM THE DOWNLOAD OR UPLOAD OF ANY MATERIAL. NIKOLA ASSUMES NO LIABILITY IN CONNECTION WITH THE PROVISION OF THE SITES TO THE FULLEST EXTENT PERMITTED BY LAW. SOME STATES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR INCIDENTAL OF CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.

Submissions

Any material, information, or idea you transmit to Nikola or post on the Sites will be treated as non-confidential and non-proprietary. Nikola will have no obligations with respect to such submissions and Nikola will be free to copy, disclose, distribute, incorporate, and otherwise use any such submission for any and all commercial or non-commercial purposes.

In addition, if the Sites provide areas where users can post communications, Nikola may, but is not obligated to, monitor or review the content on the Sites where users post information. Nikola shall have the right to remove any communications from others on the Sites, in its sole discretion, including materials that Nikola deems to be abusive, defamatory, obscene, or otherwise unacceptable. Nikola shall have no liability related to the content in any communications by others, whether arising under the laws of copyright, libel, privacy, obscenity, or otherwise.

Modifications to the Sites

We reserve the right in our sole discretion to modify, suspend or discontinue, temporarily or permanently, the Sites (or any features or parts thereof) at any time.

Special Admonitions for International Use

The Sites are hosted in the United States of America. If you are located outside of the United States of America and you contact us, please be advised that any information you provide to us will be transferred to the United States of America and that by submitting information, you explicitly authorize such transfer.

Choice of Law; Jurisdiction

Nikola administers the Sites from its offices in Phoenix, Arizona, USA. Nikola makes no representation that materials or services on the Sites are appropriate or available for use outside the United States. If you choose to access the Sites from outside the United States, you are responsible for compliance with all applicable local laws. These Terms shall be governed by and construed in accordance with the laws of the state of Arizona, exclusive of its choice of law or conflicts of law rules. The exclusive venue for all litigation regarding or arising out of the Sites shall be in Maricopa County, Arizona and you agree to submit to the jurisdiction of the courts of Maricopa County, Arizona for such litigation.

Miscellaneous

In the event that one or more portions of these Terms shall, for any reason, be held to be invalid, illegal, or unenforceable in any respect, such validity, illegality, or unenforceability shall not affect any other provision contained in these Terms. Any delay or failure to require performance of any provision hereof shall in no manner affect any right at a later time to enforce such provision. Nikola may revise these Terms at any time by updating this posting. These terms are effective unless and until these Terms have been terminated by either you or Nikola. You may terminate these Terms at any time. Nikola also may terminate these Terms at any time without notice, and may deny you access to the Sites, if in Nikola’s sole judgment, you fail to comply with any term or provision of these Terms. The obligations and liabilities of the parties incurred prior to the termination date shall survive the termination of these Terms, for all purposes. You should visit this page from time to time to review the most current Terms because they will be binding on you.

Privacy Policy

Last Updated January 2023

Registration information and other personal identifiable information about you that may be collected during your use of various products and services provided to you by Nikola is subject to the Nikola Privacy Policy, which is set forth below.

This Privacy Policy ("Policy") informs you about the ways in which Nikola Corporation ("Nikola" or "we") knowingly collects and uses information collected via the websites www.nikolamotor.com and www.hyla.co ("Sites"), the Nikola NowTM mobile application (“App”), through Nikola’s vehicles (“Vehicle” or “Vehicles”), and various software as a service (SAAS) offerings (collectively, “Services”) or when you otherwise engage and interact with us.

This Policy does not address, and we are not responsible for the privacy, information, or other practices of any third parties, including any third party operating any site or service to which the Services link. The inclusion of a link on the Services does not imply endorsement of the linked site or service by us or by our affiliates, nor does it imply an affiliation with the third party.

Please note that we are not responsible for the collection, use, or disclosure policies and practices (including the data security practices) of other organizations, such as any other app developer, app provider, social media platform provider, operating system provider, or wireless service provider, including any personal information you disclose to other organizations through or in connection with our software applications or social media pages.

Compliance with Applicable Privacy Laws

Our processing of personal information, such as your name, address, email address, or credit card information, and that is not otherwise publicly available, is undertaken consistent with the requirements of applicable privacy laws.

If we process your personal data under the California Consumer Privacy Act (“CCPA”), please also refer to Privacy Notice for California Residents.

If we process your personal data under the GDPR as incorporated into United Kingdom ("UK") law by the Data Protection Act 2018 ("UK GDPR") and the privacy laws of the member states of the European Economic Area ("EEA"), please also refer to Additional Information if You Are Located in the EEA or UK.

Registration and Account Setup Information

In order to use certain aspects of the Services, including the Sites, App, and/or SAAS offerings, you will need to register for an account and may need to submit a username and valid email address. You may also provide your name and other personal information (address, phone number, etc.) in connection with your account and activity. You can edit or remove this information through your account settings. The information associated with your account (which you may modify in your account settings) is connected to your activities while using the Services.

Location Information

In order to provide you with access and enable you to use certain areas or features of the Services, we collect personal information about your physical location when you use the Sites or App on a device that has location enabled (including GPS, cellular, and Wi-Fi networks) or from your browser. We may also collect personal information about your physical location indirectly through the Vehicles, including current vehicle location, travel direction, speed, and other information obtained as a result of operating the Vehicles.

Other Information

In addition to other information described in this Policy, Nikola may also collect personal information from you through your use of the App. The information we collect may include information you provide to create an account or sign into an existing an account, such as name, email address, street address, telephone number, Vehicle Identification Numbers (VINs), and vehicle service records. We may also collect information regarding your mobile device to enable certain functionality such as Bluetooth, such as software or operating system and version, unique device identifiers, IP addresses, and mobile network information. When you use the App or mobile device to interact with the Vehicles, we may also collect information from this this interaction, for example, your location, climate settings and other Vehicle preferences, phone contacts, and call history.

When you operate the Vehicle, Nikola may collect certain information from the Vehicle remotely. While this information pertains to the Vehicle, your identity or other personal information may be indirectly obtained through this information. This information may include your location obtained through the Vehicle’s location, travel direction, speed, and information about the environment where the Vehicle is in operation, such as weather, road segment data, trail and road surface conditions, traffic signs, and navigation systems. We may also collect information that can be used to determine your driving behavior, such as speed, acceleration, steering, braking, and use of vehicle safety features such as seat belts and horn. In order to improve Vehicle performance and provide certain services (for example, telematics), Nikola may collect vehicle data such as information about the Vehicle’s components or systems, including their status and performance. Information collected may include vehicle mileage, battery state of charge (SOC), tire pressure, fuel or fluid levels, fault codes, power output, torque, warning indicators, alerts, sensor data, controller area network (CAN) signals, and software information. This information may be shared with third parties such as the owner of the Vehicle (including fleets), service and repair entities, insurance providers, warranty claim managers, data aggregators or other third parties. The Vehicle may also be equipped with forward and rear facing cameras that may capture images or videos of the immediate surroundings of the Vehicle. We may also record audio within the Vehicle cabin in order to provide certain functions, such as to enable voice commands to initiate outgoing or answer incoming phone calls. As a result, your voice and the content of your communications may be captured when the Vehicle’s voice recognition system is in an active listening state.

Communications

When you sign up to receive communications and marketing materials from the Sites you are also required to provide personal information such as your name, phone number, and email address.

Additional Information

In addition, you may be asked to provide optional personal information during registration to enhance the Sites experience. Additional personal information that you may provide to us includes personal information provided through feedback, pictures you upload, comments, ratings, reviews, messages, emails, posts to public discussion boards, event registrations, and/or answers to surveys or questionnaires that you may submit.

Payment Information

If you choose to purchase any of our products or services through the Sites or App, you will be required to provide personal information such as your name, email address, address, phone number, and payment information.

Automated Information Collection

In order to provide you with access and enable you to use certain features of the Services, including certain features of the Sites or App and to improve our Services, we may collect certain personal information about your use of the Services through the use of tracking technologies or by other passive means. For example, the domain name of the website that allowed you to navigate to the Sites, search engines used, the internet protocol (IP) address used, the length of time spent on the Sites or App, the pages you looked at on the Sites or App, other webpages you visited before and after visiting the Sites, the type of internet browser you have, the frequency of your visits to the Sites or App, and other relevant statistics, including the following:

• Log Information: When you access the Sites, our servers automatically record information that your browser sends whenever you visit a website. These server logs may include information such as your web request, IP address, browser type, browser language, the date and time of your request, your computer operating system, mobile device and mobile operating system, mobile device identifier (i.e., IDFA or Google ID), name of your internet service provider or your mobile carrier, and one or more cookies (small text files containing a string of characters) that may uniquely identify your browser. Our servers also automatically record what you click on while visiting the Sites.
• Location Information: We receive location data passed to us from location-enabled devices or that you have enabled, from your browser, or from third-party services.
• Links: The Sites may include links in a format that enables us to keep track of the IP addresses from which these links have been followed. We use this information to improve the quality of our Sites, product(s) and our business operations.
• URLs: When you visit or access the Sites, we receive the URL of the site from which you came and links you click on to leave the site. Additionally, advertisers receive the URL of the page you were on when you click on an ad on the Sites.
• Cookies: When you visit or access the Sites, we place cookies (small text files containing a string of characters) on your computer that uniquely identifies your browser. We use cookies to ensure our Sites function properly and to improve the quality of the Sites by storing user preferences, tracking user trends, and providing personalized content and ads. Most web browsers accept cookies automatically, but can be configured not to do so or to notify the user when a cookie is being sent. If you wish to disable cookies, refer to your browser help menu to learn how to disable cookies. Please note that if you disable cookies, you may not be able to use some customized features available through the Sites. For more information, including an opt-out, please visit our Cookie Policy.
• Web Beacons: Our Sites may contain electronic images known as web beacons (also called single-pixel gifs and transparent graphic images) that we use to help deliver cookies on our Sites, count users who have visited those Sites, deliver services, and analyze the effectiveness of our promotional campaigns, for example. We may also include web beacons in our marketing email messages or newsletters to determine whether an email is opened or if links are clicked. We use web beacons to facilitate site administration and navigation, to track the actions of users of the Sites, to compile aggregate statistics about website usage and response rates, and to provide an enhanced online experience for visitors to the Sites.
• Aggregate Information: We may compile and use certain personal information collected through the Sites on an aggregate basis. However, such aggregate information does not identify you individually.

Nikola also collects information from commercially available sources that may be used along with the information Nikola collects when you visit the Sites. For example, Nikola may compare the geographic information acquired from commercial sources with the IP address collected by the data collection tools to derive your general geographic area.

Use of Information

Nikola may use the information we collect from you and about you to help us personalize and continually improve your experience with our Services. You have no obligation to provide us with any of your personal information, but you may not be able to use or access certain portions of the Services if you do not provide us with information that is unique to you (and you cannot use our Services without agreeing to the terms of this Privacy Policy).

With Your Consent

We may share your information with other third parties to whom you explicitly ask us to send your information (or about whom you are otherwise explicitly notified and consent to when using a specific service).

Law Enforcement

Under certain circumstances, we may be required to disclose your personal information if required to do so by law or in response to valid requests by public authorities (e.g., a court or a government agency).

Legal Requirements

We may disclose your personal information in the good faith belief that such action is necessary to:

• To comply with a legal obligation;
• To protect and defend the rights or property of the Nikola;
• To prevent or investigate possible wrongdoing in connection with the Services; and
• To protect the personal safety of users of the Services or the public.

Service Providers

We may employ third-party companies and individuals, such as contractors, vendors, or distributors, including social media and additional websites to facilitate our Services, provide the Services on our behalf, perform Services-related services or assist us in analyzing how our Services are or should be used (“Service Providers”). These third parties have access to information that is unique to you only to perform these tasks on our behalf and are obligated not to disclose to third parties or use it for any other purpose and are additionally required to keep it confidential. In some cases, these Service Providers may be located outside of the United States, so your personal information may be exported in certain situations. Our Service Providers fall under the categories of:

• Financial, tax, legal, or regulatory institutions
• Auditors
• Energy companies
• Insurance firms
• Customers
• Authorized company independent dealers
• Suppliers and other commercial partners
• Part catalogue managers
• Warranty claim managers
• Shipping companies
• Data aggregators

Third Parties

As explained above, occasionally Nikola shares information that is unique to you with third parties and we may also utilize other, relevant personal information collected in digital offerings provided by us, our partners, or our agents.

Merger or Sale

If we sell all or part of our operations, or make a sale or transfer of our assets, or are otherwise involved in a merger or transfer of all or a material part of our operations Nikola may transfer your information to the party or parties involved as part of that transaction.

De-identified and Aggregated Information

We may disclose information that is neither personal information and/or has been de-identified and/or aggregated at our discretion.

We will store your information only for as long as we need to use your information for the above purposes.

Communications From Us

Nikola may use your phone number or email to provide you with product updates, marketing promotions and other communications when you provide your consent (if required). Message and data rates may apply based on your mobile provider’s standard rates for sending and receiving messages. You may unsubscribe from our messaging list(s) at any time by following the directions provided in the messages, clicking unsubscribe in the email communications or by using the contact details in the "How to Contact Us" section below.

Linked Internet Websites

The Sites may contain hyperlinks or data that can take you to other websites or mobile applications that are not operated by us, such as Facebook, Instagram, Twitter, and YouTube or other third-party websites, documents, file, or other materials. These third-party sites will contain their own, different privacy provisions. We encourage you to review the privacy policy of any company before submitting personal information to those sites. We are not responsible for the collection, use, or disclosure of information collected through these other web sites, and we expressly disclaim any and all liability related to such collection, use, or disclosure.

Security

We use reasonable organizational, technical, and administrative measures to protect information within our organization in accordance with applicable privacy laws and our data security policies and procedures. Unfortunately, no data transmission or storage system can be guaranteed to be 100% secure. If you have reason to believe that your interaction with us is no longer secure (for example, if you feel that the security of any account with us has been compromised), please immediately notify us of the problem by contacting us in accordance with the "How to Contact Us" section below.

If you sell or transfer the Vehicles to another person, please be aware that some of your personal information may be maintained or accessible through the Vehicles after the sale or transfer. Nikola disclaims any responsibility for removing your personal information from the Vehicles prior to, during, or after sale or transfer of the Vehicles.

Credit Card Security

Providing you with a secure ordering experience is a high priority. When you submit an order to the Sites, we encrypt your order information by using Secure Sockets Layer (SSL) software when it is transmitted for credit card processing. Encryption is a process by which software scrambles information in transit. The Sites are also registered with site identification authorities to enable your browser to confirm party companies, they have access to personal information and non-personal information as needed to perform their functions, but they may not use it for other purposes. We do not otherwise disclose any payment information to third parties, except if we believe release is necessary to comply with any law, regulation, subpoena, or court order; and to help prevent fraud or to enforce or protect the rights and properties of Nikola or its affiliates.

International users of the Services should note that the database of personal information is retained by Nikola in the United States. In addition, personal information may be shared with a third party to support services for us as described in the paragraph above, and such third party may store personal information on servers located in or outside the United States.

The identity of the Sites are automatically confirmed behind the scenes prior to the transmission of any personal information requested to complete an online order so that your data reaches your intended target.

When confirming an order to you, we will reveal only the last four digits of your credit card numbers. Of course, we transmit the entire credit card number to the appropriate credit card company during order processing.

Children

Our Services are not directed towards children 16 years of age or under and we do not knowingly collect any information from children 16 years of age or under through the Services.

Retention Period

We will retain your personal information for the period necessary to fulfill the purposes outlined in this Privacy Policy unless a longer retention period is required or permitted by law. In particular, we will retain your personal data where required to assert or defend against legal claims until the end of the relevant expiration of claims period or until the claims in question have been settled.

Do Not Track

As described in more in our Cookie Policy, you can configure your browser not to accept cookies or to notify you when a cookie is being sent.

California Disclosures

If you are a California resident and have an established business relationship with us, you can request a notice disclosing the categories of personal information we have shared with third parties, if any, for the third parties’ direct marketing purposes, during the preceding calendar year. To request a notice, please submit your request to the contact information provided below. California law permits residents of California to opt-out of Nikola’s disclosure of personal information to third parties for their direct marketing purposes. You may choose to opt-out of the sharing of your personal information with third parties for marketing purposes at any time by submitting a request in writing to the contact information provided below. Please note that this opt-out does not prohibit disclosures made by us for non-marketing purposes. For more information, see our Privacy Notice for California Residents.

International Data Transfers

As the Internet is a global environment, collecting and processing personal information may involve the transmission of this data internationally, including into and/or outside of the United States. Therefore, by communicating electronically with us, you acknowledge and agree to your personal information being processed in this way.

Specifically, if you are located outside of the United States, please be aware that by using our Services, your personal information may be transferred to the United States or other third-countries, the privacy laws of which may be deemed by your country to have inadequate data protection. When doing so, we will comply with applicable privacy laws and take appropriate safeguards to ensure the security and integrity of your personal data. Where required, we will enter into standard contract clauses, including as specifically set out in the below under Additional Information if You Are Located in the EEA or UK.

Additional Information if You Are Located in the EEA or UK

The below information applies if you are located in the EEA or the UK.

(a) Responsible Controller

A ‘controller’ is the entity responsible for deciding how and for which purposes your personal information is processed. The responsible controller for any personal information is:

• Nikola Corporation (4141 E. Broadway Rd, Phoenix, AZ 85040, United States); and/or
• any of our affiliates which is in business contact with you or identified in our communications with you

(b) Purpose and Legal Basis

We process your personal information for the following purposes and have identified the legal basis we rely on:

(c) Data Protection Principles

With respect to the collection, holding, storage, use, and processing of your personal information:

• We will process your personal information lawfully, fairly and in a transparent way.
• We will obtain your personal information only for valid purposes that we have clearly explained to you and not used in any way that is incompatible with those purposes.
• The personal information we collect will be relevant to the purposes we have told you about and limited only to those purposes.
• We will take reasonable steps to ensure that your personal information is accurate and kept up to date.
• Subject to applicable legal or other requirements, we will keep your personal information only as long as necessary.
• We will use appropriate technical and/or organizational measures to ensure appropriate security of your personal information.

(d) International Data Transfers

We will process your personal information in connection with the above purpose primarily in the United States. As the United States may not offer the same level of data protection as the laws of your home country, we will comply with applicable privacy laws and take appropriate safeguards to ensure the security and integrity of your personal information, in particular, where required, by entering into the EU Standard Contractual Clauses which are available here and the UK International Data Transfer Addendum which are available here.

(e) Your Rights

Subject to certain legal conditions, you have the right to request access to, correction, restriction, or deletion of your personal information. You may also object to processing or request data portability. You have the right to request a copy of the personal information that we hold about you. If your request is unfounded or excessive, we reserve the right to charge an administrative fee.

For any of the above requests, please send a description of the personal information concerned stating your name and your date of birth as proof of identity to the contact details below (see "How to Contact Us"). We may require additional proof of identity to protect your personal information against unauthorized access. We will carefully consider your request and may discuss with you how it can best be fulfilled.

PLEASE NOTE THAT, IN ACCORDANCE WITH ARTICLE 21 (2) OF THE GDPR, YOU MAY HAVE THE RIGHT TO OBJECT TO THE USE OF YOUR PERSONAL INFORMATION FOR DIRECT MARKETING PURPOSES.

If you have given us your consent for the processing of your personal information, you can withdraw the consent at any time with future effect, i.e., the withdrawal of the consent does not affect the lawfulness of processing based on the consent before its withdrawal. If consent is withdrawn, we may only further process your personal information where there is another legal basis for such processing.

You also have the right to lodge a complaint with the competent data protection supervisory authority in your country if you believe we are processing your personal information not in accordance with the applicable privacy laws. However, if you have any concerns about how your personal information is handled by us or wish to raise a complaint, we kindly ask you to contact us first at the contact details below (see "How to Contact Us") to have the matter investigated and resolved.

Changes to this Privacy Policy

Nikola may revise this Policy at any time by updating this posting or otherwise making it available to you. You should visit this page from time to time to review the current Policy that applies.

How to Contact Us

To contact us with a question or comment, to opt out from certain services, or to request access to, correction, or deletion of your personal information, please contact us at:

• Via Email:
  support@nikolamotor.com
• Via Mail:
  Nikola Corporation
  Attn: Legal Department
  4141 E. Broadway Road
  Phoenix, AZ 85040

Please note that email communications are not always secure, so please do not include credit card information or sensitive information in your e-mails to us.

Privacy Notice For EEA and UK Residents

Effective Date August 2022

Last Updated January 2023

This Privacy Notice for EEA and UK Residents (“Privacy Notice”) supplements the information contained in the Privacy Policy for Nikola Corporation (“Nikola” or “we”) when you use www.nikolamotor.com and www.hyla.co websites (“Sites”), Nikola NowTM mobile application (“App”), Nikola vehicles (“Vehicle” or “Vehicles”), various software as a service (SAAS) offerings, or otherwise engage or interact with us (collectively, the “Services”).

We adopt this Privacy Notice to comply with the General Data Protection Regulation (“GDPR”), the GDPR as incorporated into United Kingdom ("UK") law by the Data Protection Act 2018 and the privacy laws of the member states of the European Economic Area ("EEA"). This Privacy Notice applies if you are located in the EEA or the UK. If you are a resident of California, please see our Privacy Notice for California Residents..

Cookie Policy

Last Updated August 2022

Nikola Corporation (“Nikola,” “we,” or “us”) and our third-party providers set and use cookies and similar technologies to store and manage user preferences, enable content, and gather analytic and usage data. The use of cookies and other tracking technologies is standard across websites and apps through which information is collected about your online activities across applications, websites, or other services. This Cookie Policy provides information about how we use cookies and similar technologies in our Services, and how you can control and manage them.

What is a Cookie?

A cookie is a small text file that is placed on a computer or other device and is used to identify the user or device and to collect information. Cookies are typically assigned to one of four categories, depending on their function and intended purpose: absolutely necessary cookies, performance cookies, functional cookies, and cookies for marketing purposes.

Types of Cookies and Why We Use Them

• Absolutely necessary cookies: These cookies are essential to enable you to move around a website and use its features. Without these cookies, services you have asked for, like adding items to an online shopping cart, cannot be provided.
• Performance cookies: These cookies collect information about how you use our websites. Information collected includes, for example, the Internet browsers and operating systems used, the domain name of the website previously visited, the number of visits, average duration of visit, and pages viewed. Performance cookies are used to improve the user-friendliness of a website and enhance your experience.
• Functionality cookies: These cookies allow the website to remember choices you make (such as your username or ID, language preference, or the area or region you are in) and provide enhanced, more personal features. These cookies can also be used to remember changes you have made to text size, fonts, and other customizable parts of webpages. They may also be used to provide services you have asked for, such as watching a video or commenting on a blog. The information these cookies collect may be anonymized, and they cannot track your browsing activity on other websites.
• Targeting and advertising cookies: These cookies track browsing habits and are used to deliver targeted (interest-based) advertising. They are also used to limit the number of times you see an ad and to measure the effectiveness of advertising campaigns. They are usually placed by advertising networks with the website operator’s permission. They remember that you have visited a website and this information is shared with other organizations, such as advertisers.
• Embedded content: Some features you can find on our website use third party applications and services to enhance your experience (e.g., Facebook, embedded content from YouTube). As a result, cookies may be set by these third parties, and used by them to track your online activity. We have no direct control over the information that is collected by these cookies.

Managing Cookies

You can manage website cookies in your web browser (for example, Edge, Explorer, Chrome, Safari, etc.) settings, and you always have the choice to change these settings by accepting, rejecting, or deleting cookies. If you choose to change your settings, you may find that certain functions and features will not work as intended on the services. Cookie settings are slightly different depending on the browser used, so to manage cookies, you should refer to the program documentation and the relevant settings within your particular browser.

We understand that you may want to know more about cookies. Here are some useful resources that provide detailed information about types of cookies, how they are used, and how you can manage your cookie preferences: www.aboutcookies.org or www.allaboutcookies.org

Local Shared Objects/Flash Cookies

Flash cookies, also known as local shared objects, are designed to support browser content supported by Adobe Flash. They are usually used to enable ads and video content on websites. Like other cookies, they will store information on your device, some of which will be specific to the Flash-enabled content. Flash cookies can only be deleted within Adobe Flash rather than via your browser. Please refer to Adobe Flash’s help page for information on how to manage your privacy settings and deletion of Flash cookies.

Web Beacons

Our webpages may contain electronic images known as web beacons (also called single-pixel gifs and transparent graphic images) that we use to help deliver cookies on our sites, count users who have visited those sites, deliver services, and analyze the effectiveness of our promotional campaigns, for example. We may also include web beacons in our marketing email messages or newsletters to determine whether an email is opened or if links are clicked.

Web Server & Application Logs

Our servers automatically collect certain information to help us administer and protect the Services, analyze usage, and improve users’ experience. The information collected includes:

• IP address and browser type
• Device information including Unique Device Identifier (UDID), MAC address, Identifier For Advertisers (IFA), and similar identifiers we or others may assign
• Device operating system and other technical facts
• The city, state/province, and country from which you access our website
• Pages visited and content viewed, stored, and purchased
• Information or text entered
• Links and buttons clicked
• URLs visited before and after you use the Services

Do Not Track

Some browsers transmit Do Not Track (DNT) signals to websites. Due to the lack of a common interpretation of DNT signals throughout the industry, we do not currently alter, change, or respond to DNT requests or signals from these browsers. We will continue to monitor industry activity in this area and reassess our DNT practices as necessary.

Opting Out of Consent to Use Cookies

If we process cookies based on your consent (as indicated at the time of collection of such data), you have the right to withdraw your consent at any point in time by contacting us at: support@nikolamotor.com. Please note, that if you exercise this right, you may have to then provide your consent on a case-by-case basis for the use by us or disclosure of certain cookies, if such use or disclosure is necessary to enable you to utilize some or all of our Services.

Privacy Notice For California Residents

Effective Date June 2022

Last Updated January 2023

This Privacy Notice for California Residents (“Privacy Notice”) supplements the information contained in the Privacy Policy for Nikola Corporation (“Nikola” or “we”) for the www.nikolamotor.com and www.hyla.co websites (“Sites”), Nikola NowTM mobile application (“App”), Nikola vehicles (“Vehicle” or “Vehicles”), and various software as a service (SAAS) offerings (collectively, the “Services”), and applies solely to users of the Services who reside in the State of California (“consumers” or “you”). We adopt this Privacy Notice to comply with the California Consumer Privacy Act of 2018 (“CCPA”) and other California privacy laws. Any terms defined in the CCPA have the same meaning when used in this Privacy Notice.

Information We Collect

Our Services collect information that identifies, relates to, describes, references, is capable of being associated with, or could reasonably be linked, directly or indirectly, with a particular consumer or device (“personal information”). In particular, we have collected the following categories of personal information from its consumers within the last twelve (12) months:

Personal information does not include:

• Publicly available information from government records.
• Deidentified or aggregated consumer information.
• Information excluded from the CCPA's scope, like:
• health or medical information covered by the Health Insurance Portability and Accountability Act of 1996 (HIPAA) and the California Confidentiality of Medical Information Act (CMIA) or clinical trial data;
• personal information covered by certain sector-specific privacy laws, including the Fair Credit Reporting Act (FRCA), the Gramm-Leach-Bliley Act (GLBA) or California Financial Information Privacy Act (FIPA), and the Driver's Privacy Protection Act of 1994.

We obtain the categories of personal information listed above from the following categories of sources:

• Directly from you. For example, from forms you complete or products and services you purchase.
• Indirectly from you. For example, from observing your actions while using our Services, including through operation of the Vehicles.

Use of Personal Information

We may use, sell, or disclose the personal information we collect for one or more of the following purposes:

• To fulfill or meet the reason for which the information is provided.
• To provide you with information that you request from us.
• To provide you with email alerts, event registrations and other notices, events or news, that may be of interest to you.
• To carry out our obligations and enforce our rights arising from any contracts entered into between you and us.
• To improve our Services and present content to you.
• For testing, research, analysis and product development.
• As necessary or appropriate to protect the rights, property or safety of our technology or others.
• To respond to law enforcement requests and as required by applicable law, court order, or governmental regulations.
• As described to you when collecting your personal information or as otherwise set forth in the CCPA.
• To evaluate or conduct a merger, divestiture, restructuring, reorganization, dissolution, or other sale or transfer of some or all of our assets, whether as a going concern or as part of bankruptcy, liquidation, or similar proceeding, in which personal information held by us is among the assets transferred.

We will not collect additional categories of personal information or use the personal information we collected for materially different, unrelated, or incompatible purposes without providing you notice.

Sharing Personal Information

For information generally on how we share your personal information and to which entities, please refer to our Privacy Policy.

Disclosure of Personal Information

In the preceding twelve (12) months, we may have disclosed the following categories of personal information for a business purpose:

• Category A: Identifiers.
• Category B: California Customer Records personal information categories.
• Category D: Commercial information.
• Category F: Internet or other similar network activity.
• Category G: Geolocation data.
• Category H: Sensory data.
• Category K: Inferences drawn from other personal information.

We may disclose your personal information for a business purpose to the following categories of third parties:

• Financial, tax, legal, or regulatory institutions
• Auditors
• Energy companies
• Insurance firms
• Customers
• Authorized company independent dealers
• Suppliers and other commercial partners
• Part catalogue managers
• Warranty claim managers
• Shipping companies
• Data aggregators

Sales of Personal Information

In the preceding twelve (12) months, we may have sold the following categories of personal information:

• Category A: Identifiers.
• Category B: California Customer Records personal information categories.
• Category D: Commercial information.
• Category F: Internet or other similar network activity.
• Category G: Geolocation data.
• Category H: Sensory data.
• Category K: Inferences drawn from other personal information.

We sell your personal information to the following categories of third parties: insurance firms, customers, suppliers and other commercial partners

Your Rights and Choices

The CCPA provides consumers (California residents) with specific rights regarding their personal information. This section describes your CCPA rights and explains how to exercise those rights.

Access to Specific Information and Data Portability Rights

You have the right to request that we disclose certain information to you about our collection and use of your personal information over the past 12 months. Once we receive and confirm your verifiable consumer request, we will disclose to you:

• The categories of personal information we collected about you.
• The categories of sources for the personal information we collected about you.
• Our business or commercial purpose for collecting or selling that personal information.
• The categories of third parties with whom we share that personal information.
• The specific pieces of personal information we collected about you (also called a data portability request).
• If we sold or disclosed your personal information for a business purpose, two separate lists disclosing:
  
  • sales, identifying the personal information categories that each category of recipient purchased; and
  • disclosures for a business purpose, identifying the personal information categories that each category of recipient obtained.

Do Not Sell My Information

You have the right to opt out of sale of your personal information to a third party. Please note that this does not stop us from distributing this information within our organization across business units. Additionally, your right to opt out does not stop all transfers to third parties as we can continue to provide your personal information to our service providers pursuant to a written contract that meets requirements within the CCPA. Furthermore, we can continue to provide data that does not meet the definition of personal information.

This right to opt out applies to all California consumers ages 16 or older and may be exercised at any time. We will honor all such requests unless you subsequently decide to opt into the sale of your personal information.

The sale of personal information does not include if you direct us to interact with a third party, any third-party alerts that you have opted out of, the sharing of information is necessary to perform a business purpose and meets the other conditions specified, or the information is transferred as part of an asset in a merger, acquisition, bankruptcy or other change of control event.

If you wish to exercise your right to opt out, please submit a request via support@nikolamotor.com. We will honor your request for twelve (12) months before we ask you to opt into the sale of your personal information.

Deletion Request Rights

You have the right to request that we delete any of your personal information that we collected from you and retained, subject to certain exceptions. Once we receive and confirm your verifiable consumer request, we will delete (and direct our service providers to delete) your personal information from our records, unless an exception applies.

We may deny your deletion request if retaining the information is necessary for us or our service providers to:

• Complete the transaction for which we collected the personal information, provide a good or service that you requested, take actions reasonably anticipated within the context of our ongoing business relationship with you, or otherwise perform our contract with you;
• Detect security incidents, protect against malicious, deceptive, fraudulent, or illegal activity, or prosecute those responsible for such activities;
• Debug products to identify and repair errors that impair existing intended functionality.
• Exercise free speech, ensure the right of another consumer to exercise their free speech rights, or exercise another right provided for by law;
• Comply with the California Electronic Communications Privacy Act (Cal. Penal Code § 1546 seq.);
• Engage in public or peer-reviewed scientific, historical, or statistical research in the public interest that adheres to all other applicable ethics and privacy laws, when the information's deletion may likely render impossible or seriously impair the research's achievement, if you previously provided informed consent;
• Enable solely internal uses that are reasonably aligned with consumer expectations based on your relationship with us;
• Comply with a legal obligation; and
• Make other internal and lawful uses of that information that are compatible with the context in which you provided it.

Exercising Access, Data Portability, and Deletion Rights

To exercise the access, data portability, opt out, and deletion rights described above, please submit a verifiable consumer request to us by contacting us:

• Via Email:
  support@nikolamotor.com
• Via Mail:
  Nikola Corporation
  Attn: Legal Department
  4141 E. Broadway Road
  Phoenix, AZ 85040

Only you or a person registered with the California Secretary of State that you authorize to act on your behalf, may make a verifiable consumer request related to your personal information. You may also make a verifiable consumer request on behalf of your minor child.

You may only make a verifiable consumer request for access or data portability twice within a 12-month period. The verifiable consumer request must:

• Provide sufficient information that allows us to reasonably verify you are the person about whom we collected personal information or an authorized representative; and
• Describe your request with sufficient detail that allows us to properly understand, evaluate, and respond to it.

We cannot respond to your request or provide you with personal information if we cannot verify your identity or authority to make the request and confirm the personal information relates to you. Making a verifiable consumer request does not require you to create an account with us. We will only use personal information provided in a verifiable consumer request to verify the requestor's identity or authority to make the request.

Response Timing and Format

We endeavor to respond to a verifiable consumer request within forty-five (45) days of its receipt. If we require more time (up to 90 days), we will inform you of the reason and extension period in writing. If you have an account with us, we will deliver our written response to that account. If you do not have an account with us, we will deliver our written response by mail or electronically, at your option. Any disclosures we provide will only cover the 12-month period preceding the verifiable consumer request's receipt. The response we provide will also explain the reasons we cannot comply with a request, if applicable. For data portability requests, we will select a format to provide your personal information that is readily useable and should allow you to transmit the information from one entity to another entity without hindrance.

We do not charge a fee to process or respond to your verifiable consumer request unless it is excessive, repetitive, or manifestly unfounded. If we determine that the request warrants a fee, we will tell you why we made that decision and provide you with a cost estimate before completing your request.

Non-Discrimination

We will not discriminate against you for exercising any of your CCPA rights. Unless permitted by the CCPA, we will not:

• Deny you goods or services.
• Charge you different prices or rates for goods or services, including through granting discounts or other benefits, or imposing penalties.
• Provide you a different level or quality of goods or services.
• Suggest that you may receive a different price or rate for goods or services or a different level or quality of goods or services.

Changes to Our Privacy Notice

The effective date of this Privacy Notice is set forth at the top of this page. We will notify you of any material change by posting notice through the Services, such as on the website www.nikolamotor.com. Your continued use of the Services after the effective date constitutes your acceptance of the amended Privacy Notice. We encourage you to periodically review this page for the latest information on our privacy practices. Any amended Privacy Policy supersedes all previous versions. IF YOU DO NOT AGREE TO FUTURE CHANGES TO THIS PRIVACY NOTICE, YOU MUST STOP USING THE SERVICES AFTER THE EFFECTIVE DATE OF SUCH CHANGES.

Contact Information

If you have any questions or comments about this Privacy Notice, the ways in which we collect and uses your information described in this policy your choices and rights regarding such use, or wish to exercise your rights under California law, please do not hesitate to contact us:

• Via Email:
  support@nikolamotor.com
• Via Mail:
  Nikola Corporation
  Attn: Legal Department
  4141 E. Broadway Road
  Phoenix, AZ 85040

Nikola Service Portal Terms of Use

Last Updated June 2022

Acceptance of Terms

Nikola Corporation (“Nikola,” “we,” or “us”) provides content, software, and features (collectively, “Services”) to you when you visit or use the Nikola Service Portal (“Portal”). By accessing the Portal or using any portion of the Services, you agree to be bound by the following terms of use and all of the terms incorporated herein by reference (“Terms”) as updated by Nikola from time to time. For example, in addition to these Terms, by accessing the Portal or using the Services, you agree to the terms provided in the Nikola Sales and Service Agreement and Nikola’s Privacy Policy https://nikolamotor.com/legal#privacy. In the event any of these Terms are inconsistent with or contradict the terms in the Nikola Sales and Service Agreement or the Privacy Policy, the terms in the Nikola Sales and Service Agreement and Privacy Policy shall control.

By accepting these Terms, you represent that you are 18 years of age or older and that, if you have accepted these Terms on behalf of any person or entity, you represent that you have the legal authority to do so and that such person or entity agrees to be responsible to us if you or such person or entity violates these Terms. IF YOU DO NOT AGREE TO EVERY PROVISION OF THESE TERMS, YOU MAY NOT, AND WE DO NOT AUTHORIZE YOU TO ACCESS OR USE THE PORTAL OR SERVICES.

These Terms may be revised at any time for any reason, and Nikola may provide you notice of these changes by any reasonable means, including by providing notice through the Portal. You can determine when we last updated these Terms by referring to the “Last Updated” legend at the top of these Terms. Except to the extent that your express consent to any revised Terms is required under data protection law, by continuing to access, browse, or use the Portal or Services, you confirm your acceptance of the revised Terms and all terms incorporated herein by reference. We strongly recommend that you periodically visit this page to review these Terms. If you do not agree to the revised Terms, you may not access or use the Portal or Services.

Description of the Services

The Services, accessible through the Portal, are intended to provide a centralized and convenient solution for dealers in Nikola’s sales and service network to create, monitor, and manage warranty claims, repair and service requests, labor orders, parts orders, shipping statuses, and other tasks associated with the Nikola vehicles they sell and service.

Use of Portal and Services

You may access the Portal and use the Services only for lawful, authorized purposes and you agree not to misuse the Portal or Services in any manner. You agree to comply with any policies or notices Nikola provides you in connection with the Portal or Services from time to time.

You may view and download the materials in this Portal only for authorized use, as described in the Nikola Sales and Service Agreement. You may not reproduce, modify, rent, lease, loan, sell, distribute, mirror, frame, republish, download, transmit, or create derivative works of the materials on the Portal, or otherwise make the information on the Portal available to anyone other than yourself unless otherwise expressly authorized herein. You may not sell, resell, or lease the Portal or Services unless you have entered into a separate agreement with Nikola to do so.

You agree that you will not use this Portal or Services, or any materials on the Portal or Services, to: (i) transmit spam, bulk, or unsolicited communications; (ii) pretend to be Nikola or spoof Nikola’s identity or misrepresent any affiliate of Nikola; (iii) forge headers or otherwise manipulate identifiers (including URLs) in order to disguise the origin of any content transmitted to or via the Portal; or (iv) disrupt the normal flow or otherwise act in a manner that negatively affects other users’ ability to use the Portal or the Services. Nikola reserves the right to report any wrongdoing to the applicable government agencies.

You agree you will not use any robot, spider, other automatic device, or manual process to monitor or copy the Portal’s web pages or its content without the prior, written permission of Nikola.

You agree that you will not access, tamper with or use non-public areas of the Portal, Nikola’s computer systems, or the technical delivery systems of Nikola or its providers. You further agree not to attempt to probe, scan, or test the vulnerability of any Nikola system or network or breach any security or authentication measures. You also agree not to avoid bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by Nikola or any of Nikola’s providers or any third party to protect the Portal or the Services.

Modifications to the Portal or Services

We reserve the right in our sole discretion to modify, suspend or discontinue, temporarily or permanently, the Portal or the Services (or any features or parts thereof) at any time. We further reserve the right in the future to obtain fees for the usage of certain aspects of the Portal or the Services or for additional features or services provided in the Services which will be governed by a separate agreement.

Other Materials

Repairs and service of Nikola vehicles should be performed consistent with the processes and steps outlined in written materials provided by Nikola to you from time to time, including but not limited to, applicable operator’s manuals, service manuals, and the Nikola dealer policy & procedure manual.

Accounts

n order to use the Portal or certain features of the Services, you may have to create an account which may be set up through the Portal. You agree to only provide information for the account that is accurate, complete, and up to date. Nikola reserves the right to suspend or terminate your account if you provide inaccurate, incomplete, or out of date information.

You may not share your account information or permit any third party to access your account or account details unless otherwise authorized by these Terms. You may, however, allow certain authorized individuals (such as your employer or your employees) to access your account, provided they also comply with these Terms. You are ultimately responsible for any acts or omissions taken through your account. You agree to prevent any unauthorized access or use of your account and to terminate any unauthorized use or access to the Services. You agree to notify us as soon as reasonably possible in the event you determine your account has been compromised or has been used by any unauthorized person or entity.

The Services may permit designation of certain roles for end users, thereby permitting end users to access different features of the Services. While Nikola is able to access all information on the Portal, Nikola is not responsible for the internal management of end users and disclaims any liability resulting from the acts or omissions of end users or your failure to properly designate end user roles.

Personal Information

When you use the Services, you may be asked to provide personal information about yourself (for example, name, email address, phone number, or other personal information) (“Personal Information”). While you own your Personal Information, you understand Nikola requires the Personal Information in order to provide and/or improve the Services. As a result, by using the Services, you grant to us a royalty-free, non-exclusive, fully transferable, and non-revocable license to collect, store, transmit, display, analyze, aggregate, disclose, sell, or otherwise use your Personal Information. For more information about the information we may collect, use, disclose, or sell, please see our Privacy Policy Privacy Policy. Notwithstanding the above, our collection, use, disclosure, and sale of your Personal Information is limited to that permitted under local privacy laws such as the California Consumer Privacy Act (CCPA) or European Union or United Kingdom General Data Protection Regulation (GDPR).

Dealer Data

As part of the Services, you may post and upload data and information about your company and its operations (for example, dealer address, case descriptions, case status, labor completed, images of repairs, etc.) (“Dealer Data”). You are solely responsible for the accuracy, integrity, quality, reliability, and right to use the Dealer Data. You represent and warrant that you have sufficient rights to post and upload the Dealer Data you provide in accordance with these Terms and that none of the Dealer Data will: (i) violate or infringe any foreign, federal, state or local law or regulation; (ii) infringe any copyright, trademark, or other proprietary right of any third party; (iii) violate or infringe any party’s privacy right, right of publicity, or any other right of any person or entity; or (iv) contain any material that is unlawful, hateful, obscene, libelous, threatening, or defamatory. You understand and agree that Nikola requires the Dealer Data to provide and/or improve the Services. As a result, by using the Services or uploading Dealer Data to the Portal, you grant to us a royalty-free, non-exclusive, fully transferable, and non-revocable license to collect, store, transmit, display, analyze, aggregate, disclose, sell, or otherwise use the Dealer Data in connection with providing the Services. You acknowledge that Nikola has no obligation to monitor or verify the accuracy of the Dealer Data, but, in the event Nikola becomes aware that any Dealer Data does or may violate these Terms, Nikola may immediately remove or suspend access to such Dealer Data.

Source Data

As part of our Services, we or our service providers may provide you access to a database of information regarding replacement parts and repair operations which may include pricing data or other information (“Source Data”). This Source Data belongs to Nikola or its service providers and title to and ownership of such Source Data shall remain with Nikola or the service provider. Neither Nikola nor its service provider make any representations, warranties, guarantees, or promises as to the accuracy or completeness of the Source Data. You may use the Source Data only as part of the Services. You acknowledge that the Source Data may contain proprietary and confidential information, that you are only permitted to access the Source Data, and that no ownership rights in the Source Data are granted through these Terms. You agree that you will not copy, reproduce, download, disclose, or otherwise make available to any third party the Source Data and you agree to take all commercially reasonable actions to protect the confidentiality of the Source Data.

Links to Third-Party Websites

The Portal may contain links to third-party websites. Nikola provides links to third-party websites solely as a convenience. Such third-party websites are subject to their own terms of use. Nikola does not monitor, approve, endorse, represent, warrant or sponsor any information, conclusions, recommendations, opinions, advice, statements, products, materials or services described on those websites. The third-party linked websites are not under the control of Nikola, and Nikola is not responsible for, and disclaims liability with respect to, the quality, accuracy, reliability or condition of any information, conclusions, recommendations, opinions, advice, or statements made on the linked websites or related to your access of such websites. If you decide to access any of such third-party websites linked to the Portal, you do so entirely at your own risk.

Trademarks, Copyright, and Other Intellectual Property Provisions

The Services include software and content that may be made available by or on behalf of Nikola in connection with the Services. The Services may also give you access to certain information about the design or parameters of Nikola’s vehicles. All of this information is proprietary to Nikola or its licensors and is protected by applicable intellectual property and other laws. Subject to these Terms, Nikola only grants you a limited, non-exclusive, nontransferable, and revocable license to use the Services and any software and content that Nikola may make available. Any rights not expressly granted herein are reserved. All right, title, and interest in and to the Services and its components will remain with and belong exclusively to Nikola or its licensors, including any rights to any text, graphics, images, software, de-identified and aggregated data collected through the Services, and information and materials that are posted, generated, provided, or otherwise made available by us through the Services or Portal. You agree not to, directly or indirectly, reverse engineer or aid or assist in the reverse engineering of all of or any part of the Services or any associated hardware or software except and only to the extent that such activity is expressly permitted by applicable law.

The text, images, graphics, sound files, animation files, video files and their arrangement in the Services or on the Portal are all subject to copyright and other intellectual property protection. These objects may not be copied for unauthorized commercial use or distribution, nor may these objects be modified or reposted. Unauthorized use of any of the materials on the Portal may violate copyright, trademark, and other laws. The copyright in all materials provided on the Portal is held by Nikola or its suppliers.

“Nikola Trademarks” means all names, marks, brands, logos, designs, trade dress, slogans and other designations Nikola uses in connection with its products and services. You agree not to incorporate any Nikola Trademarks into your trademarks, service marks, company names, Internet addresses, domain names, or any other similar designations without the prior, written permission of Nikola. Any third-party trademarks included in the Services or on the Portal are the property of their respective owners.

Unless explicitly stated herein, nothing in these Terms shall be construed as conferring to you any license to any Nikola or third-party intellectual property rights, whether by estoppel, implication, or otherwise.

Disclaimer of Warranties

NIKOLA PROVIDES THE PORTAL AND ALL CONTENT AND MATERIALS ON THE PORTAL “AS-IS” AND WITHOUT ANY WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY OF INFORMATIONAL CONTENT, AND NON-INFRINGEMENT. WHILE THE INFORMATION PROVIDED IS BELIEVED TO BE ACCURATE, IT MAY INCLUDE ERRORS OR INACCURACIES. NIKOLA’S OBLIGATIONS WITH RESPECT TO ITS PRODUCTS AND SERVICES ARE GOVERNED SOLELY BY AN AGREEMENT UNDER WHICH THE PRODUCTS AND SERVICES ARE PROVIDED. NOTHING ON THE PORTAL SHOULD BE CONSTRUED TO CREATE OR MODIFY ANY SUCH AGREEMENTS. NIKOLA MAKES NO WARRANTY THAT THIS PORTAL OR THE SERVICES WILL MEET YOUR REQUIREMENTS OR WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE, OR THAT ANY DEFECTS WILL BE CORRECTED. NIKOLA RESERVES THE RIGHT TO CORRECT ANY ERRORS, INACCURACIES OR OMISSIONS AND TO CHANGE OR UPDATE INFORMATION OR CANCEL THE SERVICES IF ANY INFORMATION ON THE PORTAL IS INACCURATE, AT ANY TIME WITHOUT PRIOR NOTICE. THIS DISCLAIMER IS MADE TO THE FULLEST EXTENT PERMITTED BY LAW. SOME STATES AND COUNTRIES DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES, SO THE FOREGOING DISCLAIMER MAY NOT APPLY TO YOU.

Indemnification

You shall indemnify, hold harmless, and, at Nikola’s option, defend Nikola from and against any and all losses, damages, liabilities, costs (including reasonable attorneys’ fees)("Losses”) incurred by Nikola resulting from any third-party claim, suit, action or proceeding relating to or arising from your use of the Services, any violation of these Terms by you, or any other act or omission by you, including your violation of any rights of another, arising from your use of the Services or any of their features. You further agree that Nikola shall have control of the defense or settlement of any third-party claims unless Nikola exercises its option to require you to defend Nikola. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and Nikola.

Limitations of Liability

IN NO EVENT WHATSOEVER SHALL NIKOLA, ITS AFFILIATES, EMPLOYEES, SHAREHOLDERS, AGENTS, OR REPRESENTATIVES, OR SUPPLIERS BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES, OR FOR ANY LOSS OF PROFITS OR REVENUE, INCLUDING BUT NOT LIMITED TO LOSS OF SALES, PROFIT, REVENUE, GOODWILL, OR DOWNTIME (ARISING UNDER TORT, CONTRACT, OR OTHER LAW), REGARDLESS OF SUCH PARTY’S NEGLIGENCE OR WHETHER SUCH PARTY KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. YOU UNDERSTAND AND AGREE THAT THE DOWNLOAD AND UPLOAD OF ANY MATERIAL THROUGH THE PORTAL IS DONE AT YOUR DISCRETION AND RISK AND THAT YOU ARE SOLELY RESPONSIBLE FOR ANY LOSS OR DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT MAY RESULT FROM THE DOWNLOAD OR UPLOAD OF ANY MATERIAL. NIKOLA ASSUMES NO LIABILITY IN CONNECTION WITH THE PROVISION OF THE SERVICES OR THE PORTAL TO THE FULLEST EXTENT PERMITTED BY LAW. SOME STATES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR INCIDENTAL OF CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.

Special Admonitions for International Use

Certain portions of the Services may be hosted in the United States. If you are located outside the United States and you contact us, please be advised that any information you provide to us will be transferred to the United States and that by submitting information, you explicitly authorize such transfer.

Choice of Law; Jurisdiction

Nikola administers the Portal from its offices in Phoenix, Arizona. Nikola makes no representation that the Services or Portal are appropriate or available for use outside the United States. If you choose to access the Services or Portal from outside the United States, you are responsible for compliance with all applicable local laws. These Terms shall be governed by and construed in accordance with the laws of the state of Arizona, exclusive of its choice of law or conflicts of law rules. The exclusive venue for all litigation regarding or arising out of the Services shall be in Maricopa County, Arizona and you agree to submit to the jurisdiction of the courts of Maricopa County, Arizona for such litigation.

Assignment

You may not assign or transfer these Terms, by operation of law or otherwise, without Nikola’s prior, written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. Nikola may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors, and permitted assigns.

Termination

Your access to the Portal and the Services is contingent upon executing the Nikola Sales and Service Agreement. Should you or Nikola terminate the Nikola Sales and Service Agreement, your access to the Portal will no longer be authorized (even if your credentials still allow you to access the Portal) and you will no longer be permitted to use the Services. Your obligations under these Terms, including your obligation to not use materials on the Portal in an unauthorized manner continues after termination of the Nikola Sales and Service Agreement, and after termination of these Terms.

Miscellaneous

In the event that one or more portions of these Terms shall, for any reason, be held to be invalid, illegal, or unenforceable in any respect, such validity, illegality, or unenforceability shall not affect any other provision contained in these Terms. Any delay or failure to require performance of any provision hereof shall in no manner affect any right at a later time to enforce such provision.

Mobile Application And Telematics Terms of Use

Last Updated June 2022

Acceptance of Terms

Nikola Corporation ("Nikola,” “we,” or “us”) provides content, software, services, and features to you when you interface with or operate Nikola vehicles (“Vehicle” or “Vehicles”), visit or use the Nikola Fleet Command ™ telematics software as a service (SaaS) portal at https://flux.nikolamotor.com/ (“Portal”), download or use the Nikola Now™ mobile application (“Application”), or use any services associated with the Portal or Application (collectively, “Software Services”). By accessing or using any portion of the Software Services, you agree to be bound by the following terms of use and all of the terms incorporated herein by reference (“Terms”) as updated by Nikola from time to time. For example, in addition to these Terms, by using the Software Services, you agree to the terms provided in Nikola’s Privacy Policy https://nikolamotor.com/legal#privacy. By using the Application, you agree to the terms provided in the Mobile Application End User License Agreement https://nikolamotor.com/legal#mobile-application-terms In the event any of these Terms are inconsistent with or contradict the terms in the Privacy Policy or Mobile Application End User License Agreement, the terms in the Privacy Policy or Mobile Application End User License Agreement shall control.

By accepting these Terms, you represent that you are 18 years of age or older and that, if you have accepted these Terms on behalf of any person or entity, you represent that you have the legal authority to do so and that such person or entity agrees to be responsible to us if you or such person or entity violates these Terms. IF YOU DO NOT AGREE TO EVERY PROVISION OF THESE TERMS, YOU MAY NOT, AND WE DO NOT AUTHORIZE YOU TO ACCESS OR USE THE SOFTWARE SERVICES.

These Terms may be revised at any time for any reason, and Nikola may provide you notice of these changes by any reasonable means, including by providing notice through the Software Services. You can determine when we last updated these Terms by referring to the “Last Updated” legend at the top of these Terms. Except to the extent that your express consent to any revised Terms is required under data protection law, by continuing to access, browse, or use the Software Services, you confirm your acceptance of the revised Terms and all the terms incorporated herein by reference. We strongly recommend that you periodically visit this page to review these Terms. If you do not agree to the revised Terms, you may not access or use the Software Services.

Description of Software Services

The Software Services, through the Portal and the Application, are intended to provide a convenient solution for owners and fleets desiring to operate, monitor, and manage the Vehicles, vehicle drivers, vehicle hardware, vehicle firmware and software, and vehicle maintenance. In addition to allowing the Vehicles to operate, the Software Services enable authorized and designated drivers to interface with and remotely control the Vehicles, enable real-time monitoring of the status and location of the Vehicles, enable assignment and management of fleet Vehicles and drivers, and enable the management of over-the-air (OTA) updates to vehicle systems firmware and software.

Use of the Software Services

You may access and use the Software Services only for lawful, authorized purposes and you agree not misuse the Software Services in any manner. You agree to comply with any policies or notices Nikola provides you in connection with the Software Services from time to time. You further agree not to use the Portal or Application while driving the Vehicles.

You may not reproduce, modify, rent, lease, loan, sell, distribute, mirror, frame, republish, download, transmit, or create derivative works of the materials on the Software Services, or otherwise make the information on the Software Services available to anyone other than yourself unless otherwise expressly authorized herein. You may not sell, resell, or lease the Software Services unless you have entered into a separate agreement with Nikola to do so.

You agree that you will not use the Software Services, or any materials offered through the Software Services, to: (i) transmit spam, bulk, or unsolicited communications; (ii) pretend to be Nikola or spoof Nikola’s identity or misrepresent any affiliate of Nikola; (iii) forge headers or otherwise manipulate identifiers (including URLs) in order to disguise the origin of any content transmitted to or via the Software Services; or (iv) disrupt the normal flow or otherwise act in a manner that negatively affects other users’ ability to use the Software Services. Nikola reserves the right to report any wrongdoing to the applicable government agencies.

You agree that you will not use any robot, spider, other automatic device, or manual process to monitor or copy the Portal’s or the Application’s content without the prior, written permission of Nikola.

You agree that you will not access, tamper with, or use non-public areas of the Software Services, Nikola’s computer systems, or the technical delivery systems of Nikola or its providers. You further agree not to attempt to probe, scan, or test the vulnerability of any Nikola system or network or breach any security or authentication measures. You also agree not to avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by Nikola or any of Nikola’s providers or any third party to protect the Software Services.

Modifications to the Software Services

We reserve the right in our sole discretion to modify, suspend or discontinue, temporarily or permanently, the Portal or the Application (or any features or parts thereof) at any time. We further reserve the right in the future to obtain fees for the usage of certain aspects of the Software Services or for additional features or services provided in the Software Services which will be governed by a separate agreement.

We reserve the right to make modifications and updates to the Software Services at any time, including wirelessly pushing firmware or software updates to your Vehicle and modifying the features and functionality of the Software Services or the Portal or Application through which the Software Services are accessed. You understand that you may not be able to get software or firmware updates pushed to your Vehicle if it is out of range of wi-fi communication or has limited cellular or wi-fi connectivity.

We may also facilitate remote software or firmware updates to you Vehicle, which may reprogram one or more electronic control units (ECUs) and change the performance of the Vehicle. Once deployed, the operator will be required to accept the update, for example, through the Vehicle’s infotainment system, before it can proceed. When critical updates occur, we may elect to deploy them automatically. If you do not allow for these updates, you may run the risk of damage to the Vehicle and may void your warranty. If you represent a fleet, you are solely responsible for notifying all drivers of any affected Vehicle that an ECU update will be applied as the Vehicle may not be operated during the update and may perform differently following the update. Nikola disclaims any obligation to notify drivers of updates to the Vehicle and disclaims any liability for failing to do so.

The Software Services, including the Portal and the Application, may allow you to set and change certain operational parameters of the Vehicles you operate or manage. For example, you may be able to set cabin climate settings through the Application or set speed or battery state of charge limits through the Portal. Nikola disclaims any liability for the performance of your Vehicle from your use of the Software Services to modify any vehicle parameters.

If you operate or manage more than one Vehicle, you understand that the Vehicles you operate or manage may have different versions of software and may operate differently as a result. It is your responsibility to monitor and implement software updates to your Vehicles with the most recent software versions and to understand how the Vehicles may function differently under different software versions.

When you request repairs or service to the Vehicle through the dealer you purchased the Vehicle from, or from another authorized dealer of Nikola, you understand that the dealer may be required to implement ECU updates to the Vehicle in order to carry out such service or repairs. It is possible that these ECU updates may be made without advance notice to the driver of the Vehicle. It is your responsibility to communicate with dealer should you wish to forego such updates or other service or repairs.

When you sell your Vehicle, it is your responsibility to remove the Vehicle from your account on the Portal and the Application. Nikola disclaims any liability for any unauthorized programming or repairs that are performed by previous owners of the Vehicle. Nikola further disclaims any liability for any acts or omissions taken with respect to the Vehicle as a result of your failure to remove the Vehicle from your account or as a result of the unauthorized use of your personal identification number (PIN) used to operate the Vehicle.

Accounts

In order to use or access certain features of the Software Services, such as the Portal and the Application, you may have to create an account which may be set up via the Portal or the Application. You agree to only provide information for the account that is accurate, complete, and up to date. Nikola reserves the right to suspend or terminate your account if you provide inaccurate, incomplete, or out of date information.

You may not share your account information, including your PIN used to operate the Vehicle, or permit any third party to access your account or account details unless otherwise authorized by these Terms. You may, however, allow certain authorized individuals (such as fleets, your employer, or your employees) to access your account, provided they also comply with these Terms. You are ultimately responsible for any acts or omissions taken through your account. You agree to prevent any unauthorized access or use of your account and to terminate any unauthorized use or access to the Software Services. You agree to notify us as soon as reasonably possible in the event you determine your account has been compromised or has been used by any unauthorized person or entity.

The Software Services may permit designation of certain roles for end users, such as drivers or fleet administrators. Fleet administrators may have the ability to access, disclose, restrict, remove, or modify the information in your account. Nikola is not responsible for the internal management of fleet administrator activities.

Interactions Between Drivers and Fleets

The Software Services, including the Portal, may enable drivers to connect with fleets and may allow drivers to send messages and automatically share driving logs, documents, location information, and other data with the fleet. When drivers connect with a fleet through the Software Services, the fleet’s employees and other third-party contractors of the fleet may access this data and data associated with other drivers connected with the fleet.

If a fleet designates a driver, the fleet agrees to inform the driver that the driver’s data may automatically be shared with the fleet as well as Nikola, and that the company may be able to send messages to the driver. If you represent a fleet, you are solely responsible for notifying, obtaining consent, and ensuring compliance with these Terms for all drivers.

Personal Information

When you use the Software Services, including when you operate the Vehicles, you understand that you or the Vehicles may generate or record certain data about you or about the Vehicles. For example, when you use the Software Services, you may be asked to provide personal information about yourself (for example, name, email address, password, or other personal information) (“Personal Information”). While you own your Personal Information, you understand Nikola requires the Personal Information in order to provide and/or improve the Software Services. As a result, by using the Software Services, you grant to us a royalty-free, non-exclusive, fully transferable, and non-revocable license to collect, store, transmit, display, analyze, aggregate, disclose, sell, or otherwise use your Personal Information. For more information about the information we may collect, use, disclose, or sell, please see our Privacy Policy https://nikolamotor.com/legal#privacy. Notwithstanding the above, our collection, use, disclosure, and sale of your Personal Information is limited to that permitted under local privacy laws such as the California Consumer Privacy Act (CCPA) or European Union or United Kingdom General Data Protection Regulation (GDPR).

Vehicle Data

When you operate the Vehicles or use the Software Services, certain data relating to the Vehicles may be generated through the operation of the Vehicles or otherwise accessible to you through the Vehicles, the Portal, or the Application. This data may include, but is not limited to, vehicle status data (for example, software version data, GPS data, odometer data, battery state of charge (SOC) data, power output data, etc.), vehicle event data (for example, data relating to driver login and logout events, etc.), vehicle signal data (for example, gear position data, brake status data, stability control status data, etc.), vehicle fault data (for example, vehicle control module fault data, thermal management module fault data, battery control module fault data, etc.), vehicle communications data (for example, controller area network (CAN) signal data, etc.), and other data (collectively, Vehicle Data). The Vehicle Data specifically excludes any proprietary control logic, algorithms, or processes that utilize the Vehicle Data to improve the function of the Vehicles or their systems or components. Unless otherwise agreed to in a binding agreement between Nikola and the owner of the Vehicles, Nikola owns all right, title, and interest, including all intellectual property rights, in and to the Vehicle Data and, subject to these Terms, grants to you a non-exclusive, non-sublicensable, and non-transferrable license to use the Vehicle Data solely for internal business purposes, such as to operate, repair, or service the Vehicles or use the Software Services.

Links to Third-Party Websites

The Portal or Application may contain links to third-party websites. Nikola provides links to third-party websites solely as a convenience. Such third-party websites are subject to their own terms of use. Nikola does not monitor, approve, endorse, represent, warrant or sponsor any information, conclusions, recommendations, opinions, advice, statements, products, materials or services described on those websites. The third-party linked websites are not under the control of Nikola, and Nikola is not responsible for, and disclaims liability with respect to, the quality, accuracy, reliability or condition of any information, conclusions, recommendations, opinions, advice or statements made on the linked websites or related to your access of such websites. If you decide to access any of such third-party websites linked to the Software Services, you do so entirely at your own risk.

Trademarks, Copyright, and Other Intellectual Property

The Software Services include software and content that may be made available by or on behalf of Nikola in connection with the Software Services. The Software Services may also give you access to certain information about the design or parameters of the Vehicles. All of this information is proprietary to Nikola or its licensors and is protected by applicable intellectual property and other laws. Subject to these Terms, Nikola only grants you a limited, non-exclusive, nontransferable, and revocable license to use the Software Services and any software and content that Nikola may make available. Any rights not expressly granted herein are reserved. All right, title, and interest in and to the Software Services and its components will remain with and belong exclusively to Nikola or its licensors, including any rights to any text, graphics, images, software, and data collected through the Software Services, and information and materials that are posted, generated, provided, or otherwise made available by us through the Software Services. You agree not to, directly or indirectly, reverse engineer or aid or assist in the reverse engineering of all of or any part of the Software Services or any associated hardware or software except and only to the extent that such activity is expressly permitted by applicable law.

The text, images, graphics, sound files, animation files, video files and their arrangement in the Software Services, Portal, and Application, are all subject to copyright and other intellectual property protection. These objects may not be copied for unauthorized commercial use or distribution, nor may these objects be modified or reposted. Unauthorized use of any of the materials on the Software Services may violate copyright, trademark, and other laws. The copyright in all materials provided through the Software Services, and any underlying software for the Software Services, is held by Nikola or its suppliers.

“Nikola Trademarks” means all names, marks, brands, logos, designs, trade dress, slogans and other designations Nikola uses in connection with its products and services. You agree not to incorporate any Nikola Trademarks into your trademarks, service marks, company names, Internet addresses, domain names, or any other similar designations without the prior, written permission of Nikola. Any third-party trademarks included in the Software Services are the property of their respective owners.

Unless explicitly stated herein, nothing in these Terms shall be construed as conferring to you any license to any Nikola or third-party intellectual property rights, whether by estoppel, implication, or otherwise.

Disclaimer of Warranties and Other Disclaimers

NIKOLA PROVIDES THE SOFTWARE SERVICES AND ALL CONTENT AND MATERIALS IN THE SOFTWARE SERVICES “AS-IS” AND WITHOUT ANY WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY OF INFORMATIONAL CONTENT, AND NON-INFRINGEMENT. WHILE THE INFORMATION PROVIDED IS BELIEVED TO BE ACCURATE, IT MAY INCLUDE ERRORS OR INACCURACIES. NIKOLA’S OBLIGATIONS WITH RESPECT TO ITS PRODUCTS AND SOFTWARE SERVICES ARE GOVERNED SOLELY BY AN AGREEMENT UNDER WHICH THE PRODUCTS AND SERVICES ARE PROVIDED. NOTHING IN THE SOFTWARE SERVICES SHOULD BE CONSTRUED TO CREATE OR MODIFY ANY SUCH AGREEMENTS. NIKOLA MAKES NO WARRANTY THAT THE SOFTWARE SERVICES WILL MEET YOUR REQUIREMENTS OR WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE, OR THAT ANY DEFECTS WILL BE CORRECTED. NIKOLA RESERVES THE RIGHT TO CORRECT ANY ERRORS, INACCURACIES OR OMISSIONS AND TO CHANGE OR UPDATE INFORMATION OR CANCEL ORDERS IF ANY INFORMATION ON THE SOFTWARE SERVICES IS INACCURATE, AT ANY TIME WITHOUT PRIOR NOTICE. THIS DISCLAIMER IS MADE TO THE FULLEST EXTENT PERMITTED BY LAW. SOME STATES AND COUNTRIES DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES, SO THE FOREGOING DISCLAIMER MAY NOT APPLY TO YOU.

ALTHOUGH THE SOFTWARE SERVICES ALLOW YOU TO ACCESS CERTAIN DATA REGARDING THE OPERATION AND STATUS OF THE VEHICLES, THE SOFTWARE SERVICES DO NOT GUARANTEE ANY AND ALL FAULTS OR ERRORS ASSOCIATED WITH THE VEHICLES WILL BE FOUND OR ALL SOFTWARE OR SYSTEMS OF THE VEHICLES ARE UP TO DATE. NIKOLA MAKES NO WARRANTIES OR GUARANTEES THAT THE SOFTWARE SERVICES WILL CAPTURE ALL RELEVANT DATA OR THAT THE SOFTWARE SERVICES WILL RESULT IN ANY PARTICULAR OUTCOME.

NIKOLA DOES NOT WARRANT OR GUARANTEE THAT DRIVING LOGS PROVIDED THROUGH THE SOFTWARE SERVICES ARE OR WILL REMAIN SUFFICIENT FOR COMPLIANCE WITH ANY STATE OR FEDERAL LAWS OR REGULATIONS, INCLUDING BUT NOT LIMITED TO THE FEDERAL MOTOR CARRIER SAFETY ADMINISTRATION (FMCSA) HOURS OF SERVICE (HOS).

Indemnification

You shall indemnify, hold harmless, and, at Nikola’s option, defend Nikola from and against any and all losses, damages, liabilities, costs (including reasonable attorneys’ fees)(“Losses”) incurred by Nikola resulting from any third-party claim, suit, action or proceeding relating to or arising from your use of the Software Services, any violation of these Terms by you, or any other act or omission by you, including your violation of any rights of another, arising from your use of the Software Services or any of their features. You further agree that Nikola shall have control of the defense or settlement of any third-party claims unless Nikola exercises its option to require you to defend Nikola. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and Nikola.

Limitations of Liability

IN NO EVENT WHATSOEVER SHALL NIKOLA, ITS AFFILIATES, EMPLOYEES, SHAREHOLDERS, AGENTS, OR REPRESENTATIVES, OR SUPPLIERS BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES, OR FOR ANY LOSS OF PROFITS OR REVENUE, INCLUDING BUT NOT LIMITED TO LOSS OF SALES, PROFIT, REVENUE, GOODWILL, OR DOWNTIME (ARISING UNDER TORT, CONTRACT, OR OTHER LAW), REGARDLESS OF SUCH PARTY’S NEGLIGENCE OR WHETHER SUCH PARTY KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. YOU UNDERSTAND AND AGREE THAT THE DOWNLOAD AND UPLOAD OF ANY MATERIAL THROUGH THE SOFTWARE SERVICES IS DONE AT YOUR DISCRETION AND RISK AND THAT YOU ARE SOLELY RESPONSIBLE FOR ANY LOSS OR DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT MAY RESULT FROM THE DOWNLOAD OR UPLOAD OF ANY MATERIAL. NIKOLA ASSUMES NO LIABILITY IN CONNECTION WITH THE PROVISION OF THE SOFTWARE SERVICES TO THE FULLEST EXTENT PERMITTED BY LAW. SOME STATES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR INCIDENTAL OF CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.

NIKOLA, ITS AFFILIATES, EMPLOYEES, SHAREHOLDERS, AGENTS, REPRESENTATIVES, OR SUPPLIERS SHALL NOT BE LIABLE FOR ANY CLAIMS, DEMANDS, LOSSES OR DAMAGES MADE, CLAIMED, OR SUFFERED RESULTING FROM ANY ACT OR OMISSION WHEN OPERATING THE VEHICLES OR OTHERWISE USING THE SOFTWARE SERVICES, INCLUDING BUT NOT LIMITED TO ACTIONS RESULTING FROM MISTAKENLY LEAVING THE VEHICLE UNLOCKED OR UNLOCKING THE VEHICLE VIA THE APPLICATION, MISTAKENLY SETTING CERTAIN VEHICLE OPERATIONAL PREFERENCES VIA THE APPLICATION, UNAUTHORIZED OPERATION OF THE VEHICLES AS A RESULT OF A MISPLACED, LOST, OR STOLEN MOBILE DEVICE THAT INCLUDES THE APPLICATION, UNAUTHORIZED USE OF A PIN USED TO OPERATE THE VEHICLE, OR ANY OTHER ACT OR OMISSION WHEN OPERATING THE VEHICLES OR OTHERWISE USING THE SOFTWARE SERVICES. IT IS YOUR SOLE RESPONSIBILITY TO ENSURE ONLY YOU AND/OR YOUR AUTHORIZED DRIVERS ARE ABLE TO ACCESS AND USE THE VEHICLE SOFTWARE AND/OR OPERATE THE VEHICLES UNDER YOUR CONTROL.

Special Admonitions for International Use

Certain portions of Software Services, such as the Portal and the Application, may be hosted in the United States. If you are located outside of the United States and you contact us, please be advised that any information you provide to us will be transferred to the United States and that by submitting information, you explicitly authorize such transfer.

Choice of Law; Jurisdiction

Nikola administers the Software Services from its offices in Phoenix, Arizona. Nikola makes no representation that the Software Services are appropriate or available for use outside the United States. If you choose to access the Software Services from outside the United States, you are responsible for compliance with all applicable local laws. These Terms shall be governed by and construed in accordance with the laws of the state of Arizona, exclusive of its choice of law or conflicts of law rules. The exclusive venue for all litigation regarding or arising out of the Software Services shall be in Maricopa County, Arizona and you agree to submit to the jurisdiction of the courts of Maricopa County, Arizona for such litigation.

Assignment

You may not assign or transfer these Terms, by operation of law or otherwise, without Nikola’s prior, written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. Nikola may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors, and permitted assigns. You have the sole responsibility for notifying any subsequent purchasers of the Vehicles of your use of the Software Services and must promptly contact Nikola to terminate your account with respect to such Vehicles and notify us of the transfer of title.

Export Control

Certain portions of the Software Services, including certain portions of the Vehicles, may be controlled by the United States government and subject to Export Administration Regulations (EAR). If you sell or transfer the Vehicle to another person or entity located outside of the United States, you are solely responsible for obtaining proper approval from the United States government prior to your export of the Vehicle.

Miscellaneous

In the event that one or more portions of these Terms shall, for any reason, be held to be invalid, illegal, or unenforceable in any respect, such validity, illegality, or unenforceability shall not affect any other provision contained in these Terms. Any delay or failure to require performance of any provision hereof shall in no manner affect any right at a later time to enforce such provision. These Terms are effective unless and until these Terms have been terminated by either you or Nikola. You may terminate these Terms at any time but if you do so, you will no longer be permitted to use the Software Services, Portal, or Application. Nikola also may terminate these Terms at any time without notice, and may deny you access to the Software Services, if in Nikola’s sole judgment, you fail to comply with any term or provision of these Terms. The obligations and liabilities of the parties incurred prior to the termination date shall survive the termination of these Terms, for all purposes.

Quality, Environmental, and Occupational & Safety Policy

Last Updated May 2020

As a designer and manufacturer of battery-electric and hydrogen-electric vehicles, electric vehicle drivetrains, vehicle components, energy storage systems, and hydrogen station infrastructure, Nikola is driven to revolutionize the economic and environmental impact of commerce as we know it today. Our commitment to safety, quality, the environment, and to the continual improvement of everything we do is the key to our organization and is evident in our mission and core values.

We aim to implement this policy by adopting the following principles and practices:

• Keep everyone safe by reducing and eliminating workplace hazards and establishing guidelines to reduce health and safety risks for our workforce and all our stakeholders.
• Delivering high quality products to our customers as expected, when expected.
• Understanding and adhering to the laws, regulations, and requirements of our stakeholders.
• Communicating our safety, quality, and environmental expectations to the Nikola workforce and our stakeholders.
• Establishing metrics that measure and monitor the effectiveness of Nikola’s integrated management system and serve as a foundation for continual improvement.
• Creating a workplace environment where employees are empowered and encouraged to act as owners of the organization, to foster behaviors that drive efficient processes, continual improvement, and positive attitudes toward safety, quality, and the environment.
• Advocating that our supply base and customers adopt values and principles that support responsible safety, quality, and environmental practices.
• Establishing guidelines for the sustainable use of resources and to reduce and prevent environmental pollution during all phases of product and process design, development, manufacturing, and general business operations.
• Establish accountability forums to regularly report and review our performance against our metric objectives as we work to transform the transportation industry, improve lives, and leave the world a better place.

Mark Russell – Chief Executive Officer

Download the Quality, Environmental, and Occupational & Safety Policy