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Terms of Service

Contractual Relationship

These terms of service constitute a legally binding agreement (the 'Agreement') between you and Caboda Limited, a company with its registered office at P.O. Box 48015, Nairobi 00100, Kenya ('Caboda', 'we', 'us' or 'our'), by which expression includes our legal representatives, administrators, successors-in-interest, permitted assigns and affiliates.

 

This Agreement governs your use of the Caboda application, website, call centre and technology platform (collectively, the 'Caboda Platform') for the purpose of providing transportation provider services and Mobility services (collectively, the 'Mobility Services') as a Caboda Captain (a 'Caboda Captain') to users ('Riders') who have booked a trip from one geographic location to another (a 'Trip') via the Caboda Platform.

 

PLEASE READ THIS AGREEMENT CAREFULLY BEFORE ACCESSING OR USING THE CABODA PLATFORM.

 

Your access and use of the Caboda Platform as a Caboda Captain constitutes your agreement to be bound by this Agreement, which establishes a contractual relationship between you and Caboda. If you do not agree to this Agreement, you may not access or use the Caboda Platform or provide Mobility Services as a Caboda Captain. This Agreement expressly supersede prior agreements or arrangements with you. Caboda may immediately terminate this Agreement with respect to you, or generally cease offering or deny access to the Caboda Platform or any portion thereof, at any time for any reason.

 

Caboda may amend this Agreement from time to time. Amendments will be effective upon Caboda’s posting of such updated Agreement at this location. Your continued access or use of the Caboda Platform after such posting constitutes your consent to be bound by this Agreement, as amended.

   2. The Caboda Platform

YOU ACKNOWLEDGE THAT ALL MOBILITY SERVICES ARE PROVIDED BY YOU AS AN INDEPENDENT THIRD-PARTY CONTRACTOR WHO IS NOT EMPLOYED BY CABODA.

 

   3. License

Subject to your compliance with this Agreement, Caboda grants you a limited, non-exclusive, non-sub-licensable, revocable, non-transferrable license to: (i) access and use the Caboda Platform on your device solely to provide Mobility Services to Users; and (ii) access and use any content, information and related materials that may be made available to you through the Caboda Platform, in each case solely to provide Mobility Services to Users. Any rights not expressly granted herein are reserved by Caboda and Caboda’s licensors.

 

   4. Restrictions

You may not: (i) remove any copyright, trademark or other proprietary notices from any portion of the Caboda Platform; (ii) reproduce, modify, prepare derivative works based upon, distribute, license, lease, sell, resell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Caboda Platform except as expressly permitted by Caboda; (iii) decompile, reverse engineer or disassemble the Caboda Platform except as may be permitted by applicable law; (iv) link to, mirror or frame any portion of the Caboda Platform; (v) cause or launch any programs or scripts for the purpose of scraping, indexing, surveying, or otherwise data mining any portion of the Caboda Platform or unduly burdening or hindering the operation and/or functionality of any aspect of the Caboda Platform; or (vi) attempt to gain unauthorized access to or impair any aspect of the Caboda Platform or its related systems or networks.

 

    5. Ownership

The Caboda Platform and all rights therein are and shall remain Caboda’s property or the property of Caboda’s licensors. Neither this Agreement nor your use of the Caboda Platform convey or grant to you any rights: (i) in or related to the Caboda Platform except for the limited license granted above; or (ii) to use or reference in any manner Caboda’s company names, logos, product and service names, trademarks or services marks or those of Caboda’s licensors.

 

    6. Your Use of the Caboda Platform

a. User Accounts

In order to use the Caboda Platform, you must register for and maintain an active personal user account ('Account'). You must be at least 18 years to obtain an Account and hold a valid driving license for the jurisdiction in which you intend to drive. You must have no criminal convictions, no incidents of driving without a driver’s license or without necessary insurance, you must not have been involved in any fatal vehicular accidents and have no history of reckless driving. Account registration requires you to submit to Caboda certain personal information, such as your name, address, mobile phone number and age. Our collection and use of personal information in connection with the Caboda Platform is as provided in Caboda’s Privacy Policy located at https://www.caboda.app.

 

Further to the information provided in the Privacy Policy regarding personal information sharing and transfers, you agree to Caboda: (i) collecting information about you, including your driving history, security information and other records related to your ability to perform services as a Caboda Captain and (ii) providing to a claims processor or an insurer any necessary information (including your contact information) if there is a complaint, dispute or conflict, which may include an accident, involving you and such information or data is necessary to resolve the complaint, dispute or conflict.You agree to maintain accurate, complete, and up-to-date information in your Account, and to submit all required information in order to allow Caboda to communicate with you as needed. Your failure to maintain accurate, complete, and up-to-date Account information may result in your inability to access and use the Caboda Platform or Caboda’s termination of this Agreement with you.

 

You are responsible for all activity that occurs under your Account, and you agree to maintain the security and secrecy of your Account username and password at all times. Unless otherwise permitted by Caboda in writing, you may only possess one Account.

 

b. Access and Devices

You will ensure that any device provided by Caboda and/or any software incorporated in and/or accessed through the device ('Equipment') is used in accordance with the instructions provided from time to time, safely and with care. You will pay to Caboda any rental or recovery charges in respect of Equipment as notified to you by Caboda in writing. You will not misuse the Equipment (including the data and information related thereto or contained therein) and shall not allow any third party (including any competitor of Caboda) to operate or examine the Equipment (including the data and information related thereto or contained therein) without Caboda’s prior written consent.

 

You will not cause any damage to any Equipment and you will pay to Caboda any telecoms charges arising in connection with unauthorized use or damage by you of the Equipment.

 

c. Your Relationship with Caboda and Caboda Customers

 

d. Performance Reviews

Caboda reserves the right to review your performance from time to time while you are providing Mobility Services, and in some cases, such a review may be carried out anonymously by Caboda personnel or by an independent third party contracted by Caboda. You understand and agree that we may collect personal information about you, including but not limited to images and videos, during such a review.As a result of any such review, we may restrict your access and use of the Caboda Platform and/or terminate this Agreement with you.

 

e. Promotional Activities

While providing Mobility Service for Caboda, you will not promote or advertise companies or services which compete with Caboda. Your failure to comply with the terms of this section may result in your inability to access and use the Caboda Platform or Caboda’s termination of this Agreement with you.

 

f. Vehicle and Maintenance

The vehicle to be used for the transporting Customers must be registered under your personal name as a private vehicle or under the name of a registered transport service provider in your jurisdiction of operation. Requirements relating to the vehicle’s engine capacity and age will be notified to you by Caboda representatives and you must comply with such requirements at all times.

You will be exclusively responsible for maintenance of your vehicle. You will be responsible to obtain a full inspection of your vehicle from a service provider pre-approved by Caboda at least once in every calendar year and will keep valid your vehicle’s technical inspections certificate from the relevant government authorities.

 

g. Applicable Law, Authorizations and Insurance

You represent, warrant and undertake that: (i) your use of the Caboda Platform will be in compliance with all Applicable Laws (ii) you hold and will maintain all required permits (including residence permits), licenses, consents, registrations (whether from a sponsor, registered transport service provider, governmental agency or otherwise) and other governmental authorizations necessary for conducting, carrying out and continuing to use the Caboda Platform and providing Mobility Services, including a valid driver’s license for the jurisdiction in which you are providing Mobility Services to Users and/or using the Caboda Platform, and all expressly required commercial licenses, if any, required by applicable law and (iii) you have and will maintain a valid policy for the appropriate liability insurance and such other insurances as are considered market practice in your jurisdiction (all in industry standard coverage amounts and not less than the minimum coverage amounts required by applicable law) in order to use the Caboda Platform and provide Mobility Services to Riders.

 

h. Customer Care

You will transport Riders safely to their required destination without accident, collision, harassment or injury caused by you or any third party.You will not: (i) engage in reckless behaviour while driving (ii) operate a vehicle that is unsafe to drive (iii) permit an unauthorized third party to accompany you in the vehicle (iv) while acting as a Caboda Captain be under the influence of alcohol or narcotics, or (v) take any action or omit to take any action that harms or threatens to harm the safety of Riders or any third party.

 

You will not attempt to defraud Caboda, its Affiliates or Riders. If we suspect that you have engaged in fraudulent activity, we may suspend you from the platform while we conduct an independent investigation into the suspected behaviour. We reserve the right to take any appropriate measures including but not limited to terminating this Agreement with you, notifying the relevant authorities and/or filing criminal charges against you.

 

i. Training

You understand and agree that Caboda may interview and provide training to you from time to time. Any such training which Caboda provides will be without prejudice to your obligations under this Agreement and Caboda will have no responsibility or liability for your acts, performance or behaviour.

 

j. Good Condition

You represent, warrant and undertake that you will provide Mobility Services to Riders in a vehicle which is: (i) suitable in all material ways for the transportation of Riders (ii) kept in good operating condition and meets the industry safety standards for a vehicle of its kind in your jurisdiction (iii) is lawfully operated by you and (iv) complies with relevant regulations issued by the transportation authority in the jurisdiction in which you provide Mobility Services as a Caboda Captain.

 

k. Payments, Pricing and Charges

     I. Fees

Fees for Trips charged to Riders by you (excluding the Usage Fee (as defined below) will be agreed from time to time with Caboda. In the event that a Rider pays for a Trip with a credit card payment, Caboda will collect the fee on your behalf as a payment agent and ensure the same is delivered to you.

 

Caboda reserves the right to charge a separate usage fee for a Trip payable by the relevant Rider (the “Usage Fee”). In the event that a Rider pays for a Trip with a cash payment, it is your responsibility to collect the Usage Fee on behalf of Caboda and ensure the same is delivered to Caboda once the cash payments reach an amount determined by Caboda and notified to you from time to time by a Caboda representative. All such Usage Fees are due and payable by you to Caboda within 7 calendar days of receipt (the “Payment Period”).

 

In the event that you do not deliver any Usage Fee amount to Caboda within the Payment Period, Caboda and/or its relevant Affiliate reserves the right to offset any undelivered Usage Fees against credit card payments and, to the extent permitted by law, to engage a local collection agency in order to manage the collection of overdue Usage Fee amounts and any appropriate injunctive claims or actions necessary in relation to collecting such Usage Fee amounts.

 

With respect to any credit card payment or cash payment made by a Rider, you authorize Caboda to provide a receipt to such Rider for and on your behalf in order to affect the relevant transaction and you and Caboda have the right of set-off with respect to the foregoing.

 

You will be responsible for any taxes or charges payable with respect to the fees charged by you to a Rider relating to a Trip.

 

    II. Pricing

Pricing for Trips is determined at the sole discretion of Caboda on a distance travelled basis in kilometres or miles, depending on the jurisdiction in which you are providing Mobility Services.A list of pricing is available in the Caboda offices in your jurisdiction.Caboda reserves the right to amend any applicable pricing terms from time to time.

 

l. Caboda Standards

You are required to meet certain Caboda standards, including but not limited to providing excellent customer care and carrying out Mobility Services in a vehicle which meets the quality standards required by Caboda. You are responsible for expenses and charges associated with failing to meet any Caboda Standard and as a result Caboda will deduct an amount for violation of a Caboda Standard from any Fees payable to you.Caboda reserves the right to update Caboda Standards from time to time without written notice.

 

m. Repair and Cleaning

You are responsible for damage to, or necessary cleaning of, your vehicle and property. In the event that you report the need for Repair or Cleaning caused by a Rider to Caboda, and such Repair or Cleaning request is verified by Caboda in Caboda’s reasonable discretion, Caboda will attempt to facilitate payment from the Rider to you for the reasonable cost of such Repair or Cleaning.

 

   7. Disclaimers, Limitation of Liability and Indemnity

 

a. Disclaimer

THE CABODA PLATFORM IS PROVIDED 'AS IS' AND 'AS AVAILABLE.' CABODA AND ITS AFFILIATES DISCLAIM ALL REPRESENTATIONS AND WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, NOT EXPRESSLY SET OUT IN THIS AGREEMENT, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. IN ADDITION, CABODA AND ITS AFFILIATES MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE REGARDING THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY OR AVAILABILITY OF THE CABODA PLATFORM OR ANY SERVICES OR GOODS REQUESTED THROUGH THE USE OF THE CABODA PLATFORM, OR THAT THE CABODA PLATFORM WILL BE UNINTERRUPTED OR ERROR-FREE. NEITHER CABODA NOR ITS AFFILIATES GUARANTEE THE QUALITY, SUITABILITY, SAFETY OR ABILITY OF RIDERS. YOU AGREE THAT THE ENTIRE RISK ARISING OUT OF YOUR USE OF THE CABODA PLATFORM, AND ANY SERVICE OR GOOD REQUESTED OR PROVIDED IN CONNECTION THEREWITH, REMAINS SOLELY WITH YOU, TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW.

 

b. Limitation of Liability

NEITHER CABODA NOR ITS AFFILIATES NOR PARTNERS SHALL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOST DATA, PERSONAL INJURY OR PROPERTY DAMAGE RELATED TO, IN CONNECTION WITH, OR OTHERWISE RESULTING FROM ANY USE OF THE CABODA PLATFORM, EVEN IF CABODA OR ITS AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NEITHER CABODA NOR ITS AFFILIATES NOR PARTNERS SHALL BE LIABLE FOR ANY DAMAGES, LIABILITY OR LOSSES ARISING OUT OF: () YOUR USE OF OR RELIANCE ON THE CABODA PLATFORM OR YOUR INABILITY TO ACCESS OR USE THE CABODA PLATFORM; OR (ii) ANY TRANSACTION OR RELATIONSHIP BETWEEN YOU AND ANY USER, EVEN IF CABODA AND ITS AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NEITHER CABODA NOR ITS AFFILIATES NOR PARTNERS SHALL BE LIABLE FOR DELAY OR FAILURE IN PERFORMANCE RESULTING FROM CAUSES BEYOND CABODA’S REASONABLE CONTROL.

 

YOU AGREE THAT EACH OF CABODA, ITS AFFILIATES AND ITS PARTNERS HAS NO RESPONSIBILITY OR LIABILITY TO YOU RELATED TO ANY MOBILITY SERVICES PROVIDED BY YOU TO USERS OTHER THAN AS EXPRESSLY SET FORTH IN THIS AGREEMENT.

 

c. Indemnity

You agree to indemnify and hold Caboda and its Affiliates, officers, directors, employees, agents and partners harmless from any and all claims, demands, losses, liabilities, and expenses (including attorneys’ fees) arising out of or in connection with: (i) your use of the Caboda Platform or services or goods provided through your use of the Caboda Platform; (ii) your provision of Mobility Services; (iii) your breach or violation of any of this Agreement; or (iv) your violation of the rights of any third party, including Riders.

 

   8. Dispute Resolution

 

 a. Arbitration

You agree that any dispute, claim or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation or validity thereof or the use of the Caboda Platform (collectively, 'Disputes') will be settled by binding arbitration between you and any relevant Caboda Affiliate in your jurisdiction, except that each party retains the right toequitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party's copyrights, trademarks, trade secrets, patents or other intellectual property rights. You acknowledge and agree that you and Caboda are each waiving the right to a trial by jury or to participate as a plaintiff or class in any purported class action or representative proceeding. Further, unless both you and Caboda (or a relevant Affiliate) otherwise agree in writing, the arbitrator may not consolidate more than one person's claims and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this 'Dispute Resolution' section will be deemed void. Except as provided in the preceding sentence, this "Dispute Resolution" section will survive any termination of this Agreement. This 'Dispute Resolution' section applies to all Disputes (as defined below) between you and Caboda and/or any of its Affiliates.

 

b. Arbitration Process and Rules

Any dispute, conflict, claim or controversy arising out of or broadly in connection with or relating to the Caboda Platform, your provision of Mobility Services or this Agreement, including those relating to its validity, its construction or its enforceability (any 'Dispute') shall be first mandatorily submitted to mediation proceedings under the International Chamber of Commerce Mediation Rules ('ICC Mediation Rules'). If such Dispute has not been settled within sixty (60) days after a request for mediation has been submitted under such ICC Mediation Rules, such Dispute can be referred to and shall be exclusively and finally resolved by arbitration under the Rules of Arbitration of the International Chamber of Commerce ('ICC Arbitration Rules'). The ICC Rules' Emergency Arbitrator provisions are excluded.

 

The Dispute shall be resolved by one (1) arbitrator to be appointed in accordance with the ICC Rules. The place of both mediation and arbitration shall be in the city in which the applicable Affiliate with which you have a Dispute has its registered office. The language of the mediation and/or arbitration shall be English, unless you do not speak English, in which case the mediation and/or arbitration shall be conducted in both English and your native language.

 

The existence and content of the mediation and arbitration proceedings, including documents and briefs submitted by the parties, correspondence from and to the International Chamber of Commerce, correspondence from the mediator, and correspondence, orders and awards issued by the sole arbitrator, shall remain strictly confidential and shall not be disclosed to any third party without the express written consent from the other party unless: (i) the disclosure to the third party is reasonably required in the context of conducting the mediation or arbitration proceedings; and (ii) the third party agrees unconditionally in writing to be bound by the confidentiality obligation stipulated herein.

 

   9. Other Provisions

 

a. Choice of Law

This Agreement is governed by and construed in accordance with the laws of the jurisdiction in which the relevant Affiliate is incorporated, without giving effect to any conflict of law principles, except as may be otherwise provided in supplemental terms applicable to such jurisdiction.

b. Confidentiality

You agree to treat all information concerning Caboda and its Affiliates and all information concerning Riders which has been provided to you as Confidential Information and you will not, except as provided in this Agreement, disclose, use or permit the disclosure or use of such information to any third party.

 

c. Notice

Caboda may give notice by means of a general notice on the Caboda Platform or by electronic mail to your email address in your Account. You may give notice to Caboda or its Affiliates by written communication to Caboda's general email address at sema@caboda.app

 

d. General

You may not assign or transfer this Agreement in whole or in part without Caboda’s prior written approval. You give your approval to Caboda for it to assign or transfer this Agreement in whole or in part, including to: (i) a subsidiary or affiliate; (ii) an acquirer of Caboda’s equity, business or assets; or (iii) a successor by merger. No joint venture, partnership, employment or agency relationship exists between you, Caboda, its Affiliates or any User as a result of the contract between you and Caboda or use of the Caboda Platform.

 

If any provision of this Agreement is held to be illegal, invalid or unenforceable, in whole or in part, under any law, such provision or part thereof shall to that extent be deemed not to form part of this Agreement but the legality, validity and enforceability of the other provisions in this Agreement shall not be affected. In that event, the parties shall replace the illegal, invalid or unenforceable provision or part thereof with a provision or part thereof that is legal, valid and enforceable and that has, to the greatest extent possible, a similar effect as the illegal, invalid or unenforceable provision or part thereof, given the contents and purpose of this Agreement. This Agreement constitutes the entire agreement and understanding of the parties with respect to its subject matter and replaces and supersedes all prior or contemporaneous agreements or undertakings regarding such subject matter. In this Agreement, the words 'including' and 'include' mean 'including, but not limited to.'​