Agreement for Riders.

GENERAL TERMS FOR RIDERS

These General Terms set forth the main terms and conditions applying to and governing the usage of the VIZMO Services.

If you have to provide Dispatch/ Goods Transportation Services via using the VIZMO Platform you must agree to the terms and conditions that are set forth below:

1. DEFINITIONS.

1.1.      VIZMO (also referred to as “we”, “our” or “us”) – the legal personality registered with the CAC. The Management of the said Company providers of the VIZMO Platform/app.

1.2.      VIZMO Services – services that VIZMO provides, including provision and maintenance of VIZMO App, VIZMO Platform, In-app Payment, customer support, communication between the Rider and the Customer and other similar services.

1.3.      VIZMO App – a smartphone application for Riders and Customers to request and receive Dispatch Services.

1.4.      VIZMO Platform – technology connecting Customers with Riders to help them receive or send parcels/goods around the town or city more efficiently.

1.5.     Customer – a person requesting Dispatch/transportation of goods Services by using VIZMO Platform.

1.6.      Rider (also referred to as „you”) – the person providing Dispatch or Transportation Services via the VIZMO Platform. Each Rider will get a personal VIZMO Driver Account to use VIZMO App and VIZMO Platform.

1.7.      Agreement – this agreement between Rider and VIZMO regarding the use of VIZMO Services which consists of:

1.7.1.  These General Terms:

1.7.2.  Special terms displayed in VIZMO App, e.g. regarding price info or service descriptions;

1.7.3.  The Riders guidelines; and

1.7.4.  Other terms referred to in this Agreement as may be amended from time to time.

1.8.      Fare – the fee a customer is obliged to pay the Rider for provision of the Transportation/dispatch Services.

1.9.      VIZMO Fee – the fee that Rider is obliged to pay to VIZMO for using the VIZMO Platform.

1.10.   In-app Payment – cards, carrier billing and other payment methods used by the customer

via the VIZMO App to pay for the Transportation/Dispatch Services.

1.11.   VIZMO Rider Account – access to a website containing information and documents regarding usage of the VIZMO Services in course of provision of Transportation/Dispatch Services, including accounting documentation. Rider may access the VIZMO Rider Account at http://vizmo.ng by entering username and password.

1.12.   Dispatch/Transportation Services – Parcel transport/ Dispatch service a Rider is providing to a customer whose request a Rider has accepted through the VIZMO App.

1.13.  Payment Agent – VIZMO Operations, i.e., agent responsible for the technical support services for the provision of payment services to facilitate payments and/or invoicing on behalf of VIZMO. Payment agent may also discuss any complaints and settle any disputes in relation to payments made by VIZMO.

1. ENTRY INTO THE AGREEMENT

2.1.      Prior to using the VIZMO Services, you must sign up by providing the requested information in the signup application on website and uploading necessary documentation as required by us.

You may sign up either as a legal or a natural person.

Upon successful completion of the signup application, we will provide you with a personal account accessible via a username and password. By clicking the “Sign up” button located at the end of the signup application, you represent and warrants that:

pursuant to valid legal acts, you are entitled to enter into an agreement with us to use the VIZMO Platform for providing the Dispatch/Goods Transportation Service; you have carefully studied, fully understand and agree to be bound by these General Terms, including all obligations that arise as provided herein and from Agreement;

It is important you realize all the information you have presented to us is accurate, correct and complete;

You will keep VIZMO Driver Account accurate, for your use only and ensure your profile information is updated at all times;

You will not authorize other persons to use your VIZMO Rider Account nor transfer or assign it to any other person;

You will not use the VIZMO Services for unauthorized or unlawful purposes and impair the proper operation of the VIZMO Services;

At all times, you fully comply with all laws and regulations applicable in the state you are providing Dispatch/Transportation Services in, including (but not limited to) laws regulating Dispatch or goods transportation services;

2.2.   You are obliged to provide your bank requisites in course of filling the payment details upon

registration. In case you are a legal person, you must insert the bank account of the company. We are transferring In-app Payment fees to the bank account that you have provided. We are not liable for any incorrect money transactions in case you have provided wrong bank requisites.

2.3.   After submitting the signup application, you will receive an e-mail with additional conditions that must be met in order to use VIZMO Services. These conditions may include providing criminal records, valid driving license, satisfactory technical state of the vehicle, completion of a training course, owning a GPS-supporting mobile device and other conditions as described in the pertinent e-mail. The failure to comply with the provided requirements and conditions may result in termination of the Agreement and right to use the VIZMO Services.

2.4.   You agree that in specific cities or countries VIZMO Technology   may assign any of our obligations arising from the General Terms or Agreement to a group companies and partners. This includes, among else, assigning the rights and obligations regarding reviewing documents related to signup applications, trainings, collection of VIZMO Fees, forwarding you the fees due, mediating In-app Payment, licensing the VIZMO App, etc. Details of any of such group of companies and partners can be accessed here http://vizmo.ng.

2.5.   Registering the account as a legal person (i.e., a company). You are considered to be a legal person, if the recipient of the fees is marked as a legal person in payment details (as accessible in the VIZMO Rider Account). In such case, the indicated legal person is considered to be the provider of Dispatch/Transportation Services and a party to these General Terms, Agreement and any further agreements. Only the specific natural person indicated in the signup process may factually provide the Dispatch/Transportation Services. Such natural person may use the account of the Rider only if he/she has read and agrees to be bound by these General Terms and any further documentation that is part of the Agreement. THE LEGAL PERSON IN THE PAYMENT DETAILS AND THE NATURAL PERSON FACTUALLY PROVIDING THE DISPATCH/TRANSPORTATION SERVICES UNDER VIZMO ACCOUNT SHALL REMAIN JOINTLY AND SEVERALLY LIABLE FOR ANY INFRINGEMENT OF THE GENERAL TERMS AND AGREEMENT CONDUCTED BY THE RIDER.

2.6.    Registering VIZMO Rider Account as a fleet company. Upon concluding a separate agreement, a fleet company may itself register accounts to its employees and/or service providers. In such case the fleet company shall be required to ensure that its employees and/or service providers conform to the requirements of General Terms, Agreement and any further agreements and agrees to act in accordance and be bound with its conditions and obligations. The fleet company and its employees and/or service providers shall remain jointly and severally liable for any infringement conducted by such employee and/or service provider.

3. RIGHT TO USE VIZMO APP AND VIZMO RIDER ACCOUNT

3.1.    License to use the VIZMO App and the VIZMO Rider Account. We hereby grant you a license to use the VIZMO App and the VIZMO Rider Account. The license does not grant you the right to sublicense or transfer any rights to the third persons. Regardless of the above and if so, agreed separately, fleet companies may sub-license the VIZMO App and the VIZMO Rider Account to the members of its fleet.

3.2.   In course of using the VIZMO App and/or VIZMO Rider Account you may not:

decompile, reverse engineer, or otherwise attempt to obtain the source code of the VIZMO App, the VIZMO Rider Account or other software of VIZMO;

modify the VIZMO App or the VIZMO Rider Account in any manner or form or to use modified versions of the VIZMO App or VIZMO Rider Account;

transmit files that contain viruses, corrupted files, or any other programs that may damage or adversely affect the operations on VIZMO Platform;

attempt to gain unauthorized access to the VIZMO App, VIZMO Rider Account or any other VIZMO Services.

3.3.  The License granted herein revokes automatically and simultaneously with termination of the Agreement. After termination of the Agreement, you must immediately stop using the VIZMO App and the VIZMO Rider Account and we are entitled to block and delete Rider account without a prior notice.

3.4.      Using tags and labels of VIZMO.

Additionally, we may give you tags, labels, stickers or other signs that refer to VIZMO brand or otherwise indicate you are using the VIZMO Platform. We grant you a non-exclusive, non- sublicensable, non-transferable license to use such signs and only for the purpose of indicating you are providing Dispatch/ goods Transportation Services via the VIZMO Platform. After termination of the Agreement you must immediately remove and discard any signs that refer to VIZMO brand.

3.5.    All copyrights and trademarks, including source code, databases, logos and visual designs are owned by VIZMO and protected by copyright, trademark and/or trade secret laws and international treaty provisions. By using the VIZMO Platform or any other VIZMO Services you do not acquire any rights of ownership to any intellectual property.

4. PROVIDING THE DISPATCH/ GOODS TRANSPORTATION SERVICES.

4.1.    The Rider’s Obligations.

You hereby guarantee to provide Dispatch/ Goods Transportation Services in accordance with the General Terms, Agreement as well as laws and regulations applicable in the state (FCT) where you are providing Dispatch or Goods Transportation Services. Please note that you are fully liable for any violation of any local laws and regulations as may arise from providing Dispatch/goods Transportation Services.

4.2.   You must have all licenses (including a valid driver’s license), permits, bike or car insurance, liability insurance (if applicable), registrations, certifications and other documentation that are required in the applicable jurisdiction for providing the Dispatch or Goods Transportation Services. It is your obligation to maintain the validity of all aforementioned documentation. VIZMO reserves the right to require you to present evidence and submit for review all the necessary licenses, permits, approvals, authority, registrations and certifications.

4.3.   You must provide the Dispatch/ Goods Transportation Services in a professional manner in accordance with the business ethics applicable to providing such services and endeavor to perform the Customer’s request in the best interest of the Customer. Among else, you

(i)  must take the route least costly for the Customer, unless the Customer explicitly requests otherwise;

(ii) may not make any unauthorized stops;

(iii) may not have any other parcel or goods in the bike other than the Customer’s goods or parcel and the customer’s additional goods or where the Dispatch goods is in the same destination; and

(iv) must adhere to any applicable traffic acts and regulations, i.e. must not conduct any actions that may disrupt riding or the perception of traffic conditions, including holding a phone in his/her hand while the bike is moving.

4.4.  You retain the sole right to determine when you are providing the Dispatch/ parcel Transportation Services. You shall accept, decline or ignore Dispatch/ Goods Transportation Services requests made by Customers at your own choosing.

4.5.   Costs you incur while providing the Dispatch/ Goods Transportation Services.

You are obliged to provide and maintain all equipment and means that are necessary to perform the Dispatch/ Goods Transportation Services at your own expense, including a bike, smartphone, etc. You are also responsible for paying all costs you incur in the course of performing the Dispatch/ Goods Transportation Services including, but not limited to, fuel, mobile data plan costs, duty fees, amortization of the vehicle, insurance, relevant corporate or payroll taxes etc.

Please bear in mind that using the VIZMO App may bring about consummation of large amount of data on your mobile data plan. Thus, we suggest you to subscribe for a data plan with unlimited or very high data usage capacity.

4.6.      Fares.

You are entitled to charge a fare for each instance you have accepted a Customer on the VIZMO Platform and completed the Dispatch/ Goods Transportation Service as requested (i.e., Fare).

The Fare is calculated based on a default base fare, the distance of the specific journey as determined by the GPS-based device and the duration of the specific travel. The default base fare may fluctuate based on the local market situation. You may negotiate the Fare by sending us a pertinent request that has been either signed digitally or by hand. Additionally, you shall always have the right to charge the customer less than the Fare indicated by the VIZMO App. However, charging the Customer less than the VIZMO App indicates, does not decrease the VIZMO Fee.

4.7.      Upfront Fare.

A Customer may be offered to use a ride option that allows the Customer to agree to a fixed Fare for a given instance of Transportation Service provided by you (i.e. Upfront Fare). Upfront Fare is communicated via the VIZMO App to a Passenger before the ride is requested, and to you when the ride is accepted or at the end of the ride. The Fare calculated in accordance with section 4.6 shall be applied instead of Upfront Fare if the customer changes the destination during the ride, the ride takes materially longer than estimated due to traffic or other factors, or when other unexpected circumstances impact the characteristics of the ride materially (e.g. a route is used where tolls apply).

4.8.      If you find that there has been an error in the calculation of the Fare and wish to make corrections in the calculation of the Fare, you must submit a petition in the section „Fare Review” of the VIZMO App. If a petition in the section „Fare Review” of the VIZMO App has not been submitted, then VIZMO shall not recalculate the Fare or reimburse you for an error made in the calculation of the Fare.

4.9.      VIZMO may adjust the Fare for a particular order completed, if we detect a violation (such as taking a longer route or not stopping the fare meter of the VIZMO App after the Dispatch/ Transportation Services have been completed) or in case a technical error affecting the final fare is identified. VIZMO may also reduce or cancel the fare in case we have reasonable cause to suspect a fraud or a complaint by the Customer indicates a violation by you. VIZMO will only exercise its right to reduce or cancel the fare in a reasonable and justified manner.

4.10.   Customer may pay the fare for the Dispatch/ Goods Transportation Services either directly to you or via the In-app Payment as described in section 6 of these General Terms. In case the Customer pays the Fare directly, it is your obligation to collect the Fare. In case the Passenger fails or refuses to pay, VIZMO will send a notice of debt to the Customer on behalf of you. Such authorization derives from the mandate of paying agent given to VIZMO and does not entail that VIZMO or have an obligation to compensate the Fare not paid by the Customer. If the Receiver has received the good/dispatch or but does not agree to pay the Fare for the provision of Dispatch/ Goods Transportation Service, the Fare will be paid by the Customer who has ordered the provision of Dispatch/Goods Transportation Service. If Customer justifiably refuses to pay the Fare on the account that your information stated in the VIZMO App is incorrect, then VIZMO will not reimburse you for such expenses.

4.11.   Receipts. After each successful provision of Dispatch/ Goods Transportation Services, VIZMO shall create and forward a receipt to the Customer consisting of the following information: the company’s business name, place of business, the first name and surname of the Rider, a photo of the Rider, service license number (if applicable), the registration number of the Bike, the date-, the time-, the start and end locations-, the duration and length-, the Fare and the Fare paid for the provision of the Dispatch/Goods Transportation Services. The receipt of each provision of Transportation Services is available to you via the VIZMO Rider Account.

4.12.   Cancellation fee & wait time fee.

Customers may cancel a request for Dispatch/ Goods Transportation Services that Rider has accepted via the VIZMO App. Rider is entitled to the Fare for cancelled Dispatch/ Goods Transportation Services (Cancellation Fee) in the event that a customer cancel accepted request for Dispatch/ Goods Transportation Services after certain time period determined by VIZMO App.

4.13.   If, in the course of the provision of the Dispatch/ Goods Transportation Services, a Customer goods, parcel etc. causes damage to the bike or its furnishing (among else, by blemishing or staining the bike or causing the bike to stink), you shall have the right to request the customer to pay a penalty up to N2, 000 and request compensation for any damages exceeding the penalty. If the Customer does not consent to paying the penalty and/or compensating the damage, you must notify us and we will then try to collect penalty and/or relevant costs on your behalf from the Customer. However, bear in mind that we are not taking any liability for direct or indirect damages in relation to cleaning or maintenance of the bike caused by Customer.

4.14.   Your tax obligations.

You hereby acknowledge that you are obliged to fully comply with all tax obligations that arise to you from the applicable laws in relation to providing the Dispatch/ Goods Transportation Services, including (i) paying income tax, social security tax or any other tax applicable; and (ii) fulfilling all employee and tax registration obligations for calculations in regard to accounting and transfers to applicable State or FCT authorities as required by the applicable law. In case the Tax authority will submit a valid application to us to provide information regarding the activities of you, we may make available to the Tax authority the information regarding the activities of you to the extent set forth in valid legal acts. Additionally, it is your obligation to adhere to all applicable tax regulations that may apply in connection with the provision of Dispatch/ Goods Transportation Services. You hereby agree to compensate VIZMO logo

4.15.   The Rider’s authorization to issue invoices.

VIZMO has a right to issue an invoice on your behalf to the Customer in order to compensate you any Fares, contractual penalties or other fees that VIZMO mediates to you. The invoice will be made available to you via the VIZMO Rider Account.

5. VIZMO FEES.

5.1.      In order to use the VIZMO Services, you are obliged to pay to a fee (i.e. the VIZMO Fee). The VIZMO Fee is paid based on the Fare of each Dispatch/Goods Transportation Service order that you have completed. The amount of the VIZMO Fee is made available to you via e-mail, VIZMO

App, VIZMO Rider Account or other pertinent means. Please acknowledge that the VIZMO Fee may change from time to time. We shall send you a prior notification of each such change.

5.2.      You must pay the VIZMO Fee and any other fees due to us for the previous month at latest by the 10th date of the following month. Upon delay with payment of the VIZMO Fee, you shall

be obliged to pay a penalty of late payment in the amount of 0,04% (zero-point zero four percent) of the unpaid amount per day. You are obliged to cover all costs incurred by us, which are related to debt collection activities.

6. IN-APP PAYMENTS

6.1.      We may enable Customers to pay for the Dispatch / Goods Transportation Service via cards, carrier billing and other payment methods (VIZMO Business etc.) directly in the VIZMO App (i.e., In

-app Payment). You hereby authorize us to act as your limited commercial agent solely for the purpose of collecting, on your behalf, the Fares or other fees paid by the Customer via In-app Payment. Any payment obligation made by the Passenger via the In-app Payment shall be considered fulfilled as of the time that the payment has been made.

6.2.      You may not refuse payment by the Customer via the In-app Payment, or influence the Customer against the use of the In-app Payment. In case you refuse to accept an In-app Payment without just cause, we shall be entitled to charge you a contractual penalty in the amount of N5,000 for every refusal and/or block your right to use the VIZMO Services in case of repetitive behavior.

6.3.      VIZMO reserves the right to distribute promo code to riders at our discretion on a per promotional basis. You are required to accept the use of promo code only when the rider applies the code in-app to a trip using card payment. Promo codes may not be applied to cash paid trips. If the use of promo codes is suspected as being fraudulent, illegal, used by a VIZMO in conflict with our Terms and Conditions relating to promo code use, then the promo code may be canceled and the outstanding amount will not be reimbursed by VIZMO to the Rider.

6.4.      You are entitled to review In-app Payment reports in the VIZMO Rider Account or App. The reports will show the amounts of the In-app Payments brokered in the previous week as well as the withheld amounts of the VIZMO Fee. You must notify us of any important circumstances which may affect our obligations to collect and distribute the Fares paid via In-app Payment.

6.5.      We are not obliged to pay you the Fare due from the Customer if the In-app Payment failed because Customer’s credit card or other payment is cancelled or is unsuccessful for other reasons. In such case we will help you in requesting the Fare due from the Customer and shall transmit it to you once the Customer has made the requested payment.

6.6.      Before providing Dispatch/ Goods Transportation Services, you must verify that the service is being actually provided to the right Customer or the Customer has expressly confirmed he/she allows other customer to make a request under Customer’s account. If you make a mistake in identifying the Customer or Receiver, and the In-app Payment is charged to a person, who has not been provided or has not approved the Dispatch/Goods Transportation Services for other Customer, then we shall reimburse the person for the Fare. In such case you are not entitled to receive the Fare from us. Additionally, for every wrongfully applied In-app Payment, we shall be entitled to charge you a contractual penalty up to N5,000 or as may be agreed in the future.

6.7. Please note that we will set off any Fares paid via In-app Payment against the amounts that you are obliged to pay to us (i.e., VIZMO Fees and contractual penalties). We reserve the right to fulfil any of your financial liabilities to any authorized or group companies, in which case we will acquire the right to submit a claim against you. We may set off any of your financial liabilities against financial liabilities that you may have against us.

6.8. If we are not able to pay the Fees to you due to you not including your bank account details in your Rider´s account or if the bank account details have been noted incorrectly, then we will hold such payments for 30 days. If you do not notify us of the correct bank account details within 30 days from the date that the right to claim such payments has been established, your claim regarding the payment of the Fare not transferred to you shall expire.

7. CUSTOMER SUPPORT

We provide the Rider customer support regarding the use of the VIZMO Services. We have the right to stop providing the customer support services in case you are in delay with any of the payments for more than 5 (five) calendar days.

8. RATINGS AND ACTIVITY

8.1.      In order to guarantee high-quality service and provide additional reassurance to Customers, you hereby acknowledge that the Customer may provide you a rating and leave feedback regarding the quality of the Dispatch/ Goods Transportation Services that you have provided. Your average rating will be linked to your Dispatch´s account and will be available to Customer at VIZMO App. If we find out the rating or comment is not given in good faith, this rating or comment may not be projected in the calculations of your rating.

8.2.      In addition to the rating, we measure your level of activity and provide you with an activity score, which is based on your activity regarding accepting, declining, not responding and completing Dispatch/ Goods Transportation Service requests.

8.3.      In order to provide reliable services to Customers, we may determine a minimum average rating and a minimum activity score that Riders must establish and maintain. If, after a pertinent notification from us, you do not increase your average rating or activity score to minimum level within the prescribed time period, your Rider´s account will be automatically suspended either temporarily or permanently. We may reverse the suspension of your account if it is merited by any external circumstances or it is detected that the suspension was caused by a system error or false ratings.

9. MARKET OVERVIEWS AND CAMPAIGNS.

9.1. Market overviews. We may send you, via the VIZMO App, VIZMO Rider Account, SMS, e-mail or other means, market overviews, in order to increase your awareness regarding when the demand by the Customers is highest. Such market overviews are merely recommendatory and do not constitute any obligations for you. As the market overview estimations are based on previous statistics, we cannot give any guarantees that the actual market situation will correspond to or reflect the estimations provided in the market overview.

9.2. Campaigns promising minimum income. We may also provide campaigns, whereby we will guarantee a minimum income if you provide Dispatch/ Transportation Services within a specified timeframe. If the specified minimum is not reached by you, we shall compensate the gap. The specific requirements and conditions will be sent via the VIZMO App, VIZMO Driver Account, SMS, e-mail or other means. We have full discretion in deciding if, when and to which Drivers we provide such campaigns. If we have reasonable cause to suspect any fraudulent activity by you, we may withhold your Fare until the suspicion of fraud has been cleared.

9.3. Campaigns for Customers. We may also occasionally arrange various campaigns to Customers in order to promote the VIZMO Platform. If the Fare paid by the Customer is reduced as part of such campaign, we shall pay you compensation, amounting to the monetary value of the benefit offered to the Customers. We may set off the marketing compensation against the VIZMO Fee.

10. RELATIONSHIP BETWEEN YOU, US AND THE CUSTOMER

10.1.   You hereby acknowledge and agree that we provide an information society service and do not provide Dispatch/Goods Transportation Services. By providing the VIZMO Platform and VIZMO Services, we act as marketplace connecting Customers with Dispatch Riders to help them dispatch move their parcels or goods around cities more efficiently. You acknowledge that you are providing the Dispatch/Goods Transportation Services on the basis of a contract for carriage of goods and that you provide the Dispatch/Goods Transportation Services either independently or via a company as an economic and professional activity.

10.2.   You acknowledge that no employment agreement nor an employment relationship has been or will be established between you and us. You also acknowledge that no joint venture or partnership exists between you and us. You may not act as an employee, agent or representative of us nor bind any contract on behalf of us. If due to the implication of mandatory laws or otherwise, you shall be deemed an employee of us, you hereby agree to waive any claims against us that may arise as a result of such implied employment relationship.

10.3.   You agree not to transfer your rights and obligations deriving from the General Terms or Agreement to any third party.

11. PROCESSING OF PERSONAL DATA

Your personal data will be processed in accordance with the Privacy Notice, available at https://www.vizmo.ng/vizmo-policies/

12. LIABILITY

12.1.   The VIZMO Platform/App is provided on an “as is” and “as available” basis. We do not represent, warrant or guarantee that access to VIZMO Platform or App will be uninterrupted or error free. As the usage of VIZMO Platform for requesting Dispatch or goods transportation services depends on the behavior of Customer, we do not guarantee that your usage of the VIZMO Platform will result in any Dispatch/Goods Transportation Service requests.

12.2.   To the maximum extent permitted under the applicable law, we, nor VIZMO’s representatives, directors and employees are not liable for any loss or damage that you may incur as a result of using the VIZMO Services, including but not limited to:

any direct or indirect property damage or monetary loss; loss of profit or anticipated savings;

loss of business, contracts, contacts, goodwill, reputation and any loss that may arise from interruption of the business;

loss or inaccuracy of data; and any other type of loss or damage.

12.3.   Our financial liability if any in connection with violating the General Terms or Agreement will be limited to N10,000. You shall have the right to claim for damages only if we have deliberately violated the General Terms or Agreement.

12.4.   We shall not be liable for the actions or non-actions of the Customer or Receiver and shall not be liable for any loss or damage that may incur to you or your bike or vehicle as a result of actions or non-actions of the Customer or Receiver.

12.5.   You shall be fully liable for breach of the General Terms, Agreement or any other applicable laws or regulations and must stop and remedy such breach immediately after receipt of a respective demand from us or any state authority. You shall indemnify us for any direct and/or indirect loss and/or damage, loss of profits, expense, penalty, fine that we may occur in connection with your breach of the General Terms, Agreement and laws and regulations. If a Customer presents any claims against us in connection with your provision of Dispatch/ Goods Transportation Services, then you shall compensate such damage to us in full within 7 (seven) days as of your receipt of the respective request from us. In case we are entitled to present any claims against you, then you shall compensate us any legal costs related to evaluation of the damages and submission of claims relating to compensation for such damage.

13. TERM AND TERMINATION

13.1.   The conditions expressly specified in these General Terms shall enter into force as of submitting the signup application. Agreements and other terms shall enter into force once the specific document or message has been made available to you and you commence or continue providing Dispatch/Goods Transportation Services on VIZMO Platform.

13.2.   You may terminate the Agreement at any time by notifying VIZMO at least 7 (seven) days in advance, after which your right to use the VIZMO Platform and VIZMO Services shall terminate. VIZMO may terminate the Agreement at any time and for any reason at the sole discretion of us by notifying you at least 3 (three) days in advance.

13.3.   VIZMO entitled to immediately terminate the Agreement and block your access to VIZMO Platform without giving any advance notice in case you breach the General Terms or Agreement, any applicable laws or regulations, disparage VIZMO, or cause harm to VIZMO’s brand, reputation or business as determined by VIZMO in our sole discretion. In the aforementioned cases we may, at its own discretion, prohibit you from registering a new Driver or Rider account.

13.4.   We may also immediately block your access to the VIZMO Platform and to the VIZMO Rider Account for the period of investigation, if we suspect an infringement of the Agreement or fraudulent activity from your behalf. The block of access will be removed once the investigation disproves such suspicions.

13.5.   We are aiming to provide the highest quality service to all Passengers therefore we are monitoring the activity of Drivers on Bolt Platform. If you fail to meet the minimal service requirements, such as the minimal rating and activity score, we are entitled to immediately terminate the Agreement without giving any advance notice.

14. AMENDMENTS

14.1.   Any changes to the Agreement shall enter into force after they have been made available to you via e-mail, VIZMO App or VIZMO Rider Account and you have continued to provide the Transportation Services.

14.2.   In order to amend the General Terms, we shall post a revised version on the website (https://vizmo.ng/agreement-for-riders/          ) and give you at least 14 (fourteen) days prior notice. If you continue to use the VIZMO Services, you shall be deemed to have accepted the revised conditions.

15. APPLICABLE LAW AND COURT JURISDICTION

15.1.   The General Terms and Agreement shall be governed by and construed and enforced in accordance with the laws of the Federal Republic of Nigeria. If the respective dispute resulting from General Terms or Agreement could not be settled by negotiations, then the dispute shall be solved in an arbitration panel or the Abuja Mutli-Court House.

16. NOTICES

16.1.   You are obliged to immediately notify us of any changes to your contact information.

16.2.   Any notice required to be given under the General Terms and Agreement shall be sufficiently given if:

(i)         delivered personally,

(ii)        sent by courier with proof of delivery,

(iii)       sent by registered mail,

(iv)       sent by e-mail or

(v)        made available via the VIZMO App or Bolt Dispatch Rider Account. Any notice which is sent or dispatched in accordance with this clause shall be deemed to have been received:

(i)         if delivered personally, at the time of delivery to the party;

(ii)        if delivered by courier, on the date stated by the courier as being the date on which the envelope containing the notice was delivered to the party;

(iii)       if sent by registered mail, on the 10th day after handing the document over to the post office for delivery to the party;

(iv)       if made available via the VIZMO App or VIZMO Rider Account, or

(v)        if sent by e-mail, on the day the party receiving the e-mail confirms receiving the respective e- mail or on the 2nd day following the dispatch of the e-mail provided that the sender has not received an error notice (notifying that the e-mail was not delivered to the party) and has sent the e-mail again on the next calendar day and has not received a similar error notice.

17. FINAL PROVISIONS

If any provision of the General Terms is held to be unenforceable, the parties shall substitute for the affected provision an enforceable provision that approximates the intent and economic effect of the affected provision.

Agreement for Riders.

GENERAL TERMS FOR RIDERS

These General Terms set forth the main terms and conditions applying to and governing the usage of the VIZMO Services.

If you have to provide Dispatch/ Goods Transportation Services via using the VIZMO Platform you must agree to the terms and conditions that are set forth below:

1. DEFINITIONS.

1.1.      VIZMO (also referred to as “we”, “our” or “us”) – the legal personality registered with the CAC. The Management of the said Company providers of the VIZMO Platform/app.

1.2.      VIZMO Services – services that VIZMO provides, including provision and maintenance of VIZMO App, VIZMO Platform, In-app Payment, customer support, communication between the Rider and the Customer and other similar services.

1.3.      VIZMO App – a smartphone application for Riders and Customers to request and receive Dispatch Services.

1.4.      VIZMO Platform – technology connecting Customers with Riders to help them receive or send parcels/goods around the town or city more efficiently.

1.5.     Customer – a person requesting Dispatch/transportation of goods Services by using VIZMO Platform.

1.6.      Rider (also referred to as „you”) – the person providing Dispatch or Transportation Services via the VIZMO Platform. Each Rider will get a personal VIZMO Driver Account to use VIZMO App and VIZMO Platform.

1.7.      Agreement – this agreement between Rider and VIZMO regarding the use of VIZMO Services which consists of:

1.7.1.  These General Terms:

1.7.2.  Special terms displayed in VIZMO App, e.g. regarding price info or service descriptions;

1.7.3.  The Riders guidelines; and

1.7.4.  Other terms referred to in this Agreement as may be amended from time to time.

1.8.      Fare – the fee a customer is obliged to pay the Rider for provision of the Transportation/dispatch Services.

1.9.      VIZMO Fee – the fee that Rider is obliged to pay to VIZMO for using the VIZMO Platform.

1.10.   In-app Payment – cards, carrier billing and other payment methods used by the customer

via the VIZMO App to pay for the Transportation/Dispatch Services.

1.11.   VIZMO Rider Account – access to a website containing information and documents regarding usage of the VIZMO Services in course of provision of Transportation/Dispatch Services, including accounting documentation. Rider may access the VIZMO Rider Account at http://vizmo.ng by entering username and password.

1.12.   Dispatch/Transportation Services – Parcel transport/ Dispatch service a Rider is providing to a customer whose request a Rider has accepted through the VIZMO App.

1.13.  Payment Agent – VIZMO Operations, i.e., agent responsible for the technical support services for the provision of payment services to facilitate payments and/or invoicing on behalf of VIZMO. Payment agent may also discuss any complaints and settle any disputes in relation to payments made by VIZMO.

1. ENTRY INTO THE AGREEMENT

2.1.      Prior to using the VIZMO Services, you must sign up by providing the requested information in the signup application on website and uploading necessary documentation as required by us.

You may sign up either as a legal or a natural person.

Upon successful completion of the signup application, we will provide you with a personal account accessible via a username and password. By clicking the “Sign up” button located at the end of the signup application, you represent and warrants that:

pursuant to valid legal acts, you are entitled to enter into an agreement with us to use the VIZMO Platform for providing the Dispatch/Goods Transportation Service; you have carefully studied, fully understand and agree to be bound by these General Terms, including all obligations that arise as provided herein and from Agreement;

It is important you realize all the information you have presented to us is accurate, correct and complete;

You will keep VIZMO Driver Account accurate, for your use only and ensure your profile information is updated at all times;

You will not authorize other persons to use your VIZMO Rider Account nor transfer or assign it to any other person;

You will not use the VIZMO Services for unauthorized or unlawful purposes and impair the proper operation of the VIZMO Services;

At all times, you fully comply with all laws and regulations applicable in the state you are providing Dispatch/Transportation Services in, including (but not limited to) laws regulating Dispatch or goods transportation services;

2.2.   You are obliged to provide your bank requisites in course of filling the payment details upon

registration. In case you are a legal person, you must insert the bank account of the company. We are transferring In-app Payment fees to the bank account that you have provided. We are not liable for any incorrect money transactions in case you have provided wrong bank requisites.

2.3.   After submitting the signup application, you will receive an e-mail with additional conditions that must be met in order to use VIZMO Services. These conditions may include providing criminal records, valid driving license, satisfactory technical state of the vehicle, completion of a training course, owning a GPS-supporting mobile device and other conditions as described in the pertinent e-mail. The failure to comply with the provided requirements and conditions may result in termination of the Agreement and right to use the VIZMO Services.

2.4.   You agree that in specific cities or countries VIZMO Technology   may assign any of our obligations arising from the General Terms or Agreement to a group companies and partners. This includes, among else, assigning the rights and obligations regarding reviewing documents related to signup applications, trainings, collection of VIZMO Fees, forwarding you the fees due, mediating In-app Payment, licensing the VIZMO App, etc. Details of any of such group of companies and partners can be accessed here http://vizmo.ng.

2.5.   Registering the account as a legal person (i.e., a company). You are considered to be a legal person, if the recipient of the fees is marked as a legal person in payment details (as accessible in the VIZMO Rider Account). In such case, the indicated legal person is considered to be the provider of Dispatch/Transportation Services and a party to these General Terms, Agreement and any further agreements. Only the specific natural person indicated in the signup process may factually provide the Dispatch/Transportation Services. Such natural person may use the account of the Rider only if he/she has read and agrees to be bound by these General Terms and any further documentation that is part of the Agreement. THE LEGAL PERSON IN THE PAYMENT DETAILS AND THE NATURAL PERSON FACTUALLY PROVIDING THE DISPATCH/TRANSPORTATION SERVICES UNDER VIZMO ACCOUNT SHALL REMAIN JOINTLY AND SEVERALLY LIABLE FOR ANY INFRINGEMENT OF THE GENERAL TERMS AND AGREEMENT CONDUCTED BY THE RIDER.

2.6.    Registering VIZMO Rider Account as a fleet company. Upon concluding a separate agreement, a fleet company may itself register accounts to its employees and/or service providers. In such case the fleet company shall be required to ensure that its employees and/or service providers conform to the requirements of General Terms, Agreement and any further agreements and agrees to act in accordance and be bound with its conditions and obligations. The fleet company and its employees and/or service providers shall remain jointly and severally liable for any infringement conducted by such employee and/or service provider.

3. RIGHT TO USE VIZMO APP AND VIZMO RIDER ACCOUNT

3.1.    License to use the VIZMO App and the VIZMO Rider Account. We hereby grant you a license to use the VIZMO App and the VIZMO Rider Account. The license does not grant you the right to sublicense or transfer any rights to the third persons. Regardless of the above and if so, agreed separately, fleet companies may sub-license the VIZMO App and the VIZMO Rider Account to the members of its fleet.

3.2.   In course of using the VIZMO App and/or VIZMO Rider Account you may not:

decompile, reverse engineer, or otherwise attempt to obtain the source code of the VIZMO App, the VIZMO Rider Account or other software of VIZMO;

modify the VIZMO App or the VIZMO Rider Account in any manner or form or to use modified versions of the VIZMO App or VIZMO Rider Account;

transmit files that contain viruses, corrupted files, or any other programs that may damage or adversely affect the operations on VIZMO Platform;

attempt to gain unauthorized access to the VIZMO App, VIZMO Rider Account or any other VIZMO Services.

3.3.  The License granted herein revokes automatically and simultaneously with termination of the Agreement. After termination of the Agreement, you must immediately stop using the VIZMO App and the VIZMO Rider Account and we are entitled to block and delete Rider account without a prior notice.

3.4.      Using tags and labels of VIZMO.

Additionally, we may give you tags, labels, stickers or other signs that refer to VIZMO brand or otherwise indicate you are using the VIZMO Platform. We grant you a non-exclusive, non- sublicensable, non-transferable license to use such signs and only for the purpose of indicating you are providing Dispatch/ goods Transportation Services via the VIZMO Platform. After termination of the Agreement you must immediately remove and discard any signs that refer to VIZMO brand.

3.5.    All copyrights and trademarks, including source code, databases, logos and visual designs are owned by VIZMO and protected by copyright, trademark and/or trade secret laws and international treaty provisions. By using the VIZMO Platform or any other VIZMO Services you do not acquire any rights of ownership to any intellectual property.

4. PROVIDING THE DISPATCH/ GOODS TRANSPORTATION SERVICES.

4.1.    The Rider’s Obligations.

You hereby guarantee to provide Dispatch/ Goods Transportation Services in accordance with the General Terms, Agreement as well as laws and regulations applicable in the state (FCT) where you are providing Dispatch or Goods Transportation Services. Please note that you are fully liable for any violation of any local laws and regulations as may arise from providing Dispatch/goods Transportation Services.

4.2.   You must have all licenses (including a valid driver’s license), permits, bike or car insurance, liability insurance (if applicable), registrations, certifications and other documentation that are required in the applicable jurisdiction for providing the Dispatch or Goods Transportation Services. It is your obligation to maintain the validity of all aforementioned documentation. VIZMO reserves the right to require you to present evidence and submit for review all the necessary licenses, permits, approvals, authority, registrations and certifications.

4.3.   You must provide the Dispatch/ Goods Transportation Services in a professional manner in accordance with the business ethics applicable to providing such services and endeavor to perform the Customer’s request in the best interest of the Customer. Among else, you

(i)  must take the route least costly for the Customer, unless the Customer explicitly requests otherwise;

(ii) may not make any unauthorized stops;

(iii) may not have any other parcel or goods in the bike other than the Customer’s goods or parcel and the customer’s additional goods or where the Dispatch goods is in the same destination; and

(iv) must adhere to any applicable traffic acts and regulations, i.e. must not conduct any actions that may disrupt riding or the perception of traffic conditions, including holding a phone in his/her hand while the bike is moving.

4.4.  You retain the sole right to determine when you are providing the Dispatch/ parcel Transportation Services. You shall accept, decline or ignore Dispatch/ Goods Transportation Services requests made by Customers at your own choosing.

4.5.   Costs you incur while providing the Dispatch/ Goods Transportation Services.

You are obliged to provide and maintain all equipment and means that are necessary to perform the Dispatch/ Goods Transportation Services at your own expense, including a bike, smartphone, etc. You are also responsible for paying all costs you incur in the course of performing the Dispatch/ Goods Transportation Services including, but not limited to, fuel, mobile data plan costs, duty fees, amortization of the vehicle, insurance, relevant corporate or payroll taxes etc.

Please bear in mind that using the VIZMO App may bring about consummation of large amount of data on your mobile data plan. Thus, we suggest you to subscribe for a data plan with unlimited or very high data usage capacity.

4.6.      Fares.

You are entitled to charge a fare for each instance you have accepted a Customer on the VIZMO Platform and completed the Dispatch/ Goods Transportation Service as requested (i.e., Fare).

The Fare is calculated based on a default base fare, the distance of the specific journey as determined by the GPS-based device and the duration of the specific travel. The default base fare may fluctuate based on the local market situation. You may negotiate the Fare by sending us a pertinent request that has been either signed digitally or by hand. Additionally, you shall always have the right to charge the customer less than the Fare indicated by the VIZMO App. However, charging the Customer less than the VIZMO App indicates, does not decrease the VIZMO Fee.

4.7.      Upfront Fare.

A Customer may be offered to use a ride option that allows the Customer to agree to a fixed Fare for a given instance of Transportation Service provided by you (i.e. Upfront Fare). Upfront Fare is communicated via the VIZMO App to a Passenger before the ride is requested, and to you when the ride is accepted or at the end of the ride. The Fare calculated in accordance with section 4.6 shall be applied instead of Upfront Fare if the customer changes the destination during the ride, the ride takes materially longer than estimated due to traffic or other factors, or when other unexpected circumstances impact the characteristics of the ride materially (e.g. a route is used where tolls apply).

4.8.      If you find that there has been an error in the calculation of the Fare and wish to make corrections in the calculation of the Fare, you must submit a petition in the section „Fare Review” of the VIZMO App. If a petition in the section „Fare Review” of the VIZMO App has not been submitted, then VIZMO shall not recalculate the Fare or reimburse you for an error made in the calculation of the Fare.

4.9.      VIZMO may adjust the Fare for a particular order completed, if we detect a violation (such as taking a longer route or not stopping the fare meter of the VIZMO App after the Dispatch/ Transportation Services have been completed) or in case a technical error affecting the final fare is identified. VIZMO may also reduce or cancel the fare in case we have reasonable cause to suspect a fraud or a complaint by the Customer indicates a violation by you. VIZMO will only exercise its right to reduce or cancel the fare in a reasonable and justified manner.

4.10.   Customer may pay the fare for the Dispatch/ Goods Transportation Services either directly to you or via the In-app Payment as described in section 6 of these General Terms. In case the Customer pays the Fare directly, it is your obligation to collect the Fare. In case the Passenger fails or refuses to pay, VIZMO will send a notice of debt to the Customer on behalf of you. Such authorization derives from the mandate of paying agent given to VIZMO and does not entail that VIZMO or have an obligation to compensate the Fare not paid by the Customer. If the Receiver has received the good/dispatch or but does not agree to pay the Fare for the provision of Dispatch/ Goods Transportation Service, the Fare will be paid by the Customer who has ordered the provision of Dispatch/Goods Transportation Service. If Customer justifiably refuses to pay the Fare on the account that your information stated in the VIZMO App is incorrect, then VIZMO will not reimburse you for such expenses.

4.11.   Receipts. After each successful provision of Dispatch/ Goods Transportation Services, VIZMO shall create and forward a receipt to the Customer consisting of the following information: the company’s business name, place of business, the first name and surname of the Rider, a photo of the Rider, service license number (if applicable), the registration number of the Bike, the date-, the time-, the start and end locations-, the duration and length-, the Fare and the Fare paid for the provision of the Dispatch/Goods Transportation Services. The receipt of each provision of Transportation Services is available to you via the VIZMO Rider Account.

4.12.   Cancellation fee & wait time fee.

Customers may cancel a request for Dispatch/ Goods Transportation Services that Rider has accepted via the VIZMO App. Rider is entitled to the Fare for cancelled Dispatch/ Goods Transportation Services (Cancellation Fee) in the event that a customer cancel accepted request for Dispatch/ Goods Transportation Services after certain time period determined by VIZMO App.

4.13.   If, in the course of the provision of the Dispatch/ Goods Transportation Services, a Customer goods, parcel etc. causes damage to the bike or its furnishing (among else, by blemishing or staining the bike or causing the bike to stink), you shall have the right to request the customer to pay a penalty up to N2, 000 and request compensation for any damages exceeding the penalty. If the Customer does not consent to paying the penalty and/or compensating the damage, you must notify us and we will then try to collect penalty and/or relevant costs on your behalf from the Customer. However, bear in mind that we are not taking any liability for direct or indirect damages in relation to cleaning or maintenance of the bike caused by Customer.

4.14.   Your tax obligations.

You hereby acknowledge that you are obliged to fully comply with all tax obligations that arise to you from the applicable laws in relation to providing the Dispatch/ Goods Transportation Services, including (i) paying income tax, social security tax or any other tax applicable; and (ii) fulfilling all employee and tax registration obligations for calculations in regard to accounting and transfers to applicable State or FCT authorities as required by the applicable law. In case the Tax authority will submit a valid application to us to provide information regarding the activities of you, we may make available to the Tax authority the information regarding the activities of you to the extent set forth in valid legal acts. Additionally, it is your obligation to adhere to all applicable tax regulations that may apply in connection with the provision of Dispatch/ Goods Transportation Services. You hereby agree to compensate VIZMO logo

4.15.   The Rider’s authorization to issue invoices.

VIZMO has a right to issue an invoice on your behalf to the Customer in order to compensate you any Fares, contractual penalties or other fees that VIZMO mediates to you. The invoice will be made available to you via the VIZMO Rider Account.

5. VIZMO FEES.

5.1.      In order to use the VIZMO Services, you are obliged to pay to a fee (i.e. the VIZMO Fee). The VIZMO Fee is paid based on the Fare of each Dispatch/Goods Transportation Service order that you have completed. The amount of the VIZMO Fee is made available to you via e-mail, VIZMO

App, VIZMO Rider Account or other pertinent means. Please acknowledge that the VIZMO Fee may change from time to time. We shall send you a prior notification of each such change.

5.2.      You must pay the VIZMO Fee and any other fees due to us for the previous month at latest by the 10th date of the following month. Upon delay with payment of the VIZMO Fee, you shall

be obliged to pay a penalty of late payment in the amount of 0,04% (zero-point zero four percent) of the unpaid amount per day. You are obliged to cover all costs incurred by us, which are related to debt collection activities.

6. IN-APP PAYMENTS

6.1.      We may enable Customers to pay for the Dispatch / Goods Transportation Service via cards, carrier billing and other payment methods (VIZMO Business etc.) directly in the VIZMO App (i.e., In

-app Payment). You hereby authorize us to act as your limited commercial agent solely for the purpose of collecting, on your behalf, the Fares or other fees paid by the Customer via In-app Payment. Any payment obligation made by the Passenger via the In-app Payment shall be considered fulfilled as of the time that the payment has been made.

6.2.      You may not refuse payment by the Customer via the In-app Payment, or influence the Customer against the use of the In-app Payment. In case you refuse to accept an In-app Payment without just cause, we shall be entitled to charge you a contractual penalty in the amount of N5,000 for every refusal and/or block your right to use the VIZMO Services in case of repetitive behavior.

6.3.      VIZMO reserves the right to distribute promo code to riders at our discretion on a per promotional basis. You are required to accept the use of promo code only when the rider applies the code in-app to a trip using card payment. Promo codes may not be applied to cash paid trips. If the use of promo codes is suspected as being fraudulent, illegal, used by a VIZMO in conflict with our Terms and Conditions relating to promo code use, then the promo code may be canceled and the outstanding amount will not be reimbursed by VIZMO to the Rider.

6.4.      You are entitled to review In-app Payment reports in the VIZMO Rider Account or App. The reports will show the amounts of the In-app Payments brokered in the previous week as well as the withheld amounts of the VIZMO Fee. You must notify us of any important circumstances which may affect our obligations to collect and distribute the Fares paid via In-app Payment.

6.5.      We are not obliged to pay you the Fare due from the Customer if the In-app Payment failed because Customer’s credit card or other payment is cancelled or is unsuccessful for other reasons. In such case we will help you in requesting the Fare due from the Customer and shall transmit it to you once the Customer has made the requested payment.

6.6.      Before providing Dispatch/ Goods Transportation Services, you must verify that the service is being actually provided to the right Customer or the Customer has expressly confirmed he/she allows other customer to make a request under Customer’s account. If you make a mistake in identifying the Customer or Receiver, and the In-app Payment is charged to a person, who has not been provided or has not approved the Dispatch/Goods Transportation Services for other Customer, then we shall reimburse the person for the Fare. In such case you are not entitled to receive the Fare from us. Additionally, for every wrongfully applied In-app Payment, we shall be entitled to charge you a contractual penalty up to N5,000 or as may be agreed in the future.

6.7. Please note that we will set off any Fares paid via In-app Payment against the amounts that you are obliged to pay to us (i.e., VIZMO Fees and contractual penalties). We reserve the right to fulfil any of your financial liabilities to any authorized or group companies, in which case we will acquire the right to submit a claim against you. We may set off any of your financial liabilities against financial liabilities that you may have against us.

6.8. If we are not able to pay the Fees to you due to you not including your bank account details in your Rider´s account or if the bank account details have been noted incorrectly, then we will hold such payments for 30 days. If you do not notify us of the correct bank account details within 30 days from the date that the right to claim such payments has been established, your claim regarding the payment of the Fare not transferred to you shall expire.

7. CUSTOMER SUPPORT

We provide the Rider customer support regarding the use of the VIZMO Services. We have the right to stop providing the customer support services in case you are in delay with any of the payments for more than 5 (five) calendar days.

8. RATINGS AND ACTIVITY

8.1.      In order to guarantee high-quality service and provide additional reassurance to Customers, you hereby acknowledge that the Customer may provide you a rating and leave feedback regarding the quality of the Dispatch/ Goods Transportation Services that you have provided. Your average rating will be linked to your Dispatch´s account and will be available to Customer at VIZMO App. If we find out the rating or comment is not given in good faith, this rating or comment may not be projected in the calculations of your rating.

8.2.      In addition to the rating, we measure your level of activity and provide you with an activity score, which is based on your activity regarding accepting, declining, not responding and completing Dispatch/ Goods Transportation Service requests.

8.3.      In order to provide reliable services to Customers, we may determine a minimum average rating and a minimum activity score that Riders must establish and maintain. If, after a pertinent notification from us, you do not increase your average rating or activity score to minimum level within the prescribed time period, your Rider´s account will be automatically suspended either temporarily or permanently. We may reverse the suspension of your account if it is merited by any external circumstances or it is detected that the suspension was caused by a system error or false ratings.

9. MARKET OVERVIEWS AND CAMPAIGNS.

9.1. Market overviews. We may send you, via the VIZMO App, VIZMO Rider Account, SMS, e-mail or other means, market overviews, in order to increase your awareness regarding when the demand by the Customers is highest. Such market overviews are merely recommendatory and do not constitute any obligations for you. As the market overview estimations are based on previous statistics, we cannot give any guarantees that the actual market situation will correspond to or reflect the estimations provided in the market overview.

9.2. Campaigns promising minimum income. We may also provide campaigns, whereby we will guarantee a minimum income if you provide Dispatch/ Transportation Services within a specified timeframe. If the specified minimum is not reached by you, we shall compensate the gap. The specific requirements and conditions will be sent via the VIZMO App, VIZMO Driver Account, SMS, e-mail or other means. We have full discretion in deciding if, when and to which Drivers we provide such campaigns. If we have reasonable cause to suspect any fraudulent activity by you, we may withhold your Fare until the suspicion of fraud has been cleared.

9.3. Campaigns for Customers. We may also occasionally arrange various campaigns to Customers in order to promote the VIZMO Platform. If the Fare paid by the Customer is reduced as part of such campaign, we shall pay you compensation, amounting to the monetary value of the benefit offered to the Customers. We may set off the marketing compensation against the VIZMO Fee.

10. RELATIONSHIP BETWEEN YOU, US AND THE CUSTOMER

10.1.   You hereby acknowledge and agree that we provide an information society service and do not provide Dispatch/Goods Transportation Services. By providing the VIZMO Platform and VIZMO Services, we act as marketplace connecting Customers with Dispatch Riders to help them dispatch move their parcels or goods around cities more efficiently. You acknowledge that you are providing the Dispatch/Goods Transportation Services on the basis of a contract for carriage of goods and that you provide the Dispatch/Goods Transportation Services either independently or via a company as an economic and professional activity.

10.2.   You acknowledge that no employment agreement nor an employment relationship has been or will be established between you and us. You also acknowledge that no joint venture or partnership exists between you and us. You may not act as an employee, agent or representative of us nor bind any contract on behalf of us. If due to the implication of mandatory laws or otherwise, you shall be deemed an employee of us, you hereby agree to waive any claims against us that may arise as a result of such implied employment relationship.

10.3.   You agree not to transfer your rights and obligations deriving from the General Terms or Agreement to any third party.

11. PROCESSING OF PERSONAL DATA

Your personal data will be processed in accordance with the Privacy Notice, available at https://www.vizmo.ng/vizmo-policies/

12. LIABILITY

12.1.   The VIZMO Platform/App is provided on an “as is” and “as available” basis. We do not represent, warrant or guarantee that access to VIZMO Platform or App will be uninterrupted or error free. As the usage of VIZMO Platform for requesting Dispatch or goods transportation services depends on the behavior of Customer, we do not guarantee that your usage of the VIZMO Platform will result in any Dispatch/Goods Transportation Service requests.

12.2.   To the maximum extent permitted under the applicable law, we, nor VIZMO’s representatives, directors and employees are not liable for any loss or damage that you may incur as a result of using the VIZMO Services, including but not limited to:

any direct or indirect property damage or monetary loss; loss of profit or anticipated savings;

loss of business, contracts, contacts, goodwill, reputation and any loss that may arise from interruption of the business;

loss or inaccuracy of data; and any other type of loss or damage.

12.3.   Our financial liability if any in connection with violating the General Terms or Agreement will be limited to N10,000. You shall have the right to claim for damages only if we have deliberately violated the General Terms or Agreement.

12.4.   We shall not be liable for the actions or non-actions of the Customer or Receiver and shall not be liable for any loss or damage that may incur to you or your bike or vehicle as a result of actions or non-actions of the Customer or Receiver.

12.5.   You shall be fully liable for breach of the General Terms, Agreement or any other applicable laws or regulations and must stop and remedy such breach immediately after receipt of a respective demand from us or any state authority. You shall indemnify us for any direct and/or indirect loss and/or damage, loss of profits, expense, penalty, fine that we may occur in connection with your breach of the General Terms, Agreement and laws and regulations. If a Customer presents any claims against us in connection with your provision of Dispatch/ Goods Transportation Services, then you shall compensate such damage to us in full within 7 (seven) days as of your receipt of the respective request from us. In case we are entitled to present any claims against you, then you shall compensate us any legal costs related to evaluation of the damages and submission of claims relating to compensation for such damage.

13. TERM AND TERMINATION

13.1.   The conditions expressly specified in these General Terms shall enter into force as of submitting the signup application. Agreements and other terms shall enter into force once the specific document or message has been made available to you and you commence or continue providing Dispatch/Goods Transportation Services on VIZMO Platform.

13.2.   You may terminate the Agreement at any time by notifying VIZMO at least 7 (seven) days in advance, after which your right to use the VIZMO Platform and VIZMO Services shall terminate. VIZMO may terminate the Agreement at any time and for any reason at the sole discretion of us by notifying you at least 3 (three) days in advance.

13.3.   VIZMO entitled to immediately terminate the Agreement and block your access to VIZMO Platform without giving any advance notice in case you breach the General Terms or Agreement, any applicable laws or regulations, disparage VIZMO, or cause harm to VIZMO’s brand, reputation or business as determined by VIZMO in our sole discretion. In the aforementioned cases we may, at its own discretion, prohibit you from registering a new Driver or Rider account.

13.4.   We may also immediately block your access to the VIZMO Platform and to the VIZMO Rider Account for the period of investigation, if we suspect an infringement of the Agreement or fraudulent activity from your behalf. The block of access will be removed once the investigation disproves such suspicions.

13.5.   We are aiming to provide the highest quality service to all Passengers therefore we are monitoring the activity of Drivers on Bolt Platform. If you fail to meet the minimal service requirements, such as the minimal rating and activity score, we are entitled to immediately terminate the Agreement without giving any advance notice.

14. AMENDMENTS

14.1.   Any changes to the Agreement shall enter into force after they have been made available to you via e-mail, VIZMO App or VIZMO Rider Account and you have continued to provide the Transportation Services.

14.2.   In order to amend the General Terms, we shall post a revised version on the website (https://vizmo.ng/agreement-for-riders/          ) and give you at least 14 (fourteen) days prior notice. If you continue to use the VIZMO Services, you shall be deemed to have accepted the revised conditions.

15. APPLICABLE LAW AND COURT JURISDICTION

15.1.   The General Terms and Agreement shall be governed by and construed and enforced in accordance with the laws of the Federal Republic of Nigeria. If the respective dispute resulting from General Terms or Agreement could not be settled by negotiations, then the dispute shall be solved in an arbitration panel or the Abuja Mutli-Court House.

16. NOTICES

16.1.   You are obliged to immediately notify us of any changes to your contact information.

16.2.   Any notice required to be given under the General Terms and Agreement shall be sufficiently given if:

(i)         delivered personally,

(ii)        sent by courier with proof of delivery,

(iii)       sent by registered mail,

(iv)       sent by e-mail or

(v)        made available via the VIZMO App or Bolt Dispatch Rider Account. Any notice which is sent or dispatched in accordance with this clause shall be deemed to have been received:

(i)         if delivered personally, at the time of delivery to the party;

(ii)        if delivered by courier, on the date stated by the courier as being the date on which the envelope containing the notice was delivered to the party;

(iii)       if sent by registered mail, on the 10th day after handing the document over to the post office for delivery to the party;

(iv)       if made available via the VIZMO App or VIZMO Rider Account, or

(v)        if sent by e-mail, on the day the party receiving the e-mail confirms receiving the respective e- mail or on the 2nd day following the dispatch of the e-mail provided that the sender has not received an error notice (notifying that the e-mail was not delivered to the party) and has sent the e-mail again on the next calendar day and has not received a similar error notice.

17. FINAL PROVISIONS

If any provision of the General Terms is held to be unenforceable, the parties shall substitute for the affected provision an enforceable provision that approximates the intent and economic effect of the affected provision.