Service Provider/Vendor Terms of Service
1. ENTRY INTO THE AGREEMENT
a. Prior to using the Helloconnekt App you must sign up with Helloconnekt by providing the requested information in the signup application and uploading necessary documentation as required by Helloconnekt on the Website. Upon
successful completion of the signup application Helloconnekt will provide you with a personal account accessible via the user name and password that you have chosen. By clicking the „Sign up" button located at the end of the signup application, you represent and warrant that:
b. according to law you are entitled to enter into an agreement with Helloconnekt to use the Helloconnekt App for providing Service;
c. you have carefully studied, fully understand and agree to be bound by these General Terms, including all your obligations that arise as provided herein;
d. all the information you have presented to Helloconnekt is accurate, correct and complete;
e. you will not authorize other persons to use your account nor transfer or assign it to any other person;
f. you will not use the Helloconnekt App for unauthorized or unlawful purposes and impair the proper operation of the Helloconnekt App;
g. you will not copy or distribute the Helloconnekt App or other Helloconnekt content without the prior written permission from Helloconnekt;
h. you will keep you Helloconnekt account accurate and profile information updated always;
i. at all times you fully comply with all laws and regulations applicable in the state you are providing Services, including (but not limited to) laws regulating passenger services;
k. After submitting the signup application, you will receive an e-mail with additional conditions that must be met to provide Services. These conditions may include providing criminal records, valid driving license, completion of a training course, owning a smart mobile device and other conditions as described in the pertinent e- mail. The failure to comply with the provided requirements and conditions will result in termination of the Agreement and right to use the Helloconnekt App.
l. You agree that in specific cities or countries Helloconnekt may assign any of its obligations arising from the Agreement to its Affiliate or representative. This includes, among else, assigning the rights and obligations regarding reviewing documents related to signup applications, trainings, collection of Helloconnekt Fees, forwarding you the fees due, mediating In-app Payment, licensing the Helloconnekt App, etc.
m. Registering the account, you are a legal person. In such case the indicated legal person is the provider of Services and a party to these General Terms as well as any further documents of the Agreement. Regardless of the above, only the specific natural person indicated in the signup process may provide the Services.
n. Registering the account as a business. Upon concluding a separate agreement with Helloconnekt, a company may itself register accounts to its employees and/or service providers. In such case the company shall be required to ensure that its employees and/or service providers conform to the requirements of these General Terms and any other Agreement and agrees to act in accordance and be bound with its conditions and obligations. The company and its employees and/or service providers shall remain jointly and severally liable for any infringement of the agreement conducted by such employee and/or service provider.
2. YOUR RIGHT TO USE THE HELLOCONNEKT APP AND THE WEBSITE
a. The Helloconnekt App. The Helloconnekt App allows you to receive requests from the Customers interested in using Services, which you can either accept or ignore at your own choosing. For additional information about the Helloconnekt App please refer to the Website.
b. License to use the Helloconnekt App and the Website. Helloconnekt hereby grants you, subject to the provisions of the Agreement, a non-exclusive, non-sublicensable, non-transferable License to use the Helloconnekt App and the Website according to the terms referred to herein. Regardless of the above and if so agreed separately, Companies may sub-license the Helloconnekt App to the members of its employees.
c. In course of using the Helloconnekt App and/or the Website you may not:
d. decompile, reverse engineer, or otherwise attempt to obtain the source code of the Helloconnekt App and/or the Website;
e. modify the Helloconnekt App or Website in any manner or form or to use modified versions of the Helloconnekt App or Website;
f. transmit files that contain viruses, corrupted files, or any other similar Helloconnekt App or programs that may damage or adversely affect the operation of another person's computer, Helloconnekt Services, Website, Helloconnekt App or hardware, or telecommunications equipment;
g. attempt to gain unauthorized access to the Helloconnekt App, Website or any other Helloconnekt Services.
h. To use the Helloconnekt App and Website you are obliged to pay Helloconnekt or its Affiliates the Helloconnekt Fee as described in Fee section of these General Terms.
i. The License granted herein revokes automatically and simultaneously with termination of the Agreement. After termination of the Agreement you must immediately stop using the Helloconnekt App and Helloconnekt is entitled to block and delete your account without a prior notice.
j. Using tags and labels of Helloconnekt. Additionally, Helloconnekt and/or its Affiliates may give you tags, labels, stickers or other signs that refer to Helloconnekt or otherwise indicate that you are using the Helloconnekt App. Helloconnekt grants you a non-exclusive, non-sublicensable, non-transferable license to use such signs and only for indicating that you are providing Services via using the Helloconnekt App. After termination of the Agreement you must immediately remove and discard any signs that refer to Helloconnekt or its brand.
k. All copyrights and trademarks related to Helloconnekt, including source code, databases, logos and visual designs are owned by Helloconnekt and protected by copyright, trademark and/or trade secret laws and international treaty provisions.By using the Helloconnekt App, Website or any other Helloconnekt Services you do not acquire any rights of ownership to any intellectual property of Helloconnekt.
3. PROVIDING THE SERVICES
a. Your Obligations. You hereby guarantee to provide Services in accordance with the Agreement as well as laws and regulations applicable in the state where you are providing Services. Please note that you are fully liable for any violation of any local or international laws and regulations as may arise from providing Services.
b. You must, among else, have all licenses, permits, liability insurance (if applicable), registrations, certifications and other documentation that are required in the applicable jurisdiction for providing the Services. It is your obligation to maintain the validity of all documentation. Helloconnekt reserves the right to require you to present evidence and submit for review all the necessary licenses, permits, approvals, authority, registrations and certifications as well as their renewals.
c. You must abide by the applicable regulations (as per your service category) always. This means, among else.
d. You must provide the Services in a professional manner in accordance with the business ethics applicable to providing such services and endeavour to perform the Customer’s request in the best interest of the Customer.
e. You retain the sole right to determine when and for how long you are providing the Services. You shall accept, decline or ignore Customer’s Services requests at your own choosing.
f. Costs you incur while providing the Services. You are obliged to provide and maintain all equipment and means that are necessary to perform the Services at your own expense. You are also responsible for paying all costs you incur during performing the Services including, relevant corporate or payroll taxes etc.
g. Service fee(rate/charge). You are entitled to charge a service fee (rate/charge) for each instance you have accepted a Customer via the Helloconnekt App and completed the Service as requested (i.e. Service fee (rate/charge)). The service fee is set by yourself as a service provider which could be paid cash to you by the
customer upon completion of service.
h. Helloconnekt may adjust your service fee (rate/charge) for an order completed, if we detect a violation or in case a technical error affecting the final service fee (rate/charge) is identified. Helloconnekt may also reduce or cancel the service fee (rate/charge) in case we have reasonable cause to suggest a fraud or a complaint by
the Customer indicates a violation by you. Helloconnekt will only exercise its right to reduce or cancel the service fee (rate/charge) in a reasonable and justified manner.
i. Customer may pay the service fee (rate/charge) for the Service either directly to you or via the In-app Payment as described in these General Terms. In case the Customer pays the Service fee (rate/charge) directly, it is your obligation to collect the Service fee (rate/charge). In case the Customer fails or refuses to pay, Helloconnekt has no obligation to compensate the Service fee (rate/charge).
j. Receipts. Helloconnekt will send a receipt once the service is completed to both the customer.
k. 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 Services, including (if applicable) (i) acquiring a valid VAT number; (ii) paying income tax, social security tax or any other tax applicable; and (iii) fulfilling all tax registration obligations and calculating and remitting all tax liabilities related to
your provision of Services as required by the applicable law. Additionally, it is your obligation to provide Helloconnekt with all relevant tax information, including (among else) your VAT number. Please note that Helloconnekt may in its reasonable discretion and based on applicable tax law, collect and remit taxes resulting from your provision of Services and/or provide any of the relevant tax information directly to the applicable governmental tax authorities on your behalf.
l. Your authorisation to issue invoices. If you are using the Helloconnekt account as a business entity, you hereby authorise Helloconnekt to issue itself an invoice on your behalf to compensate you any expenses, referral fees, contractual penalties or other fees that you are due from Helloconnekt. Upon its issuance, the invoice will be
immediately made available to you via the Driver’s Portal.
4. HELLOCONNEKT FEES
a. To use the Helloconnekt App, you are obliged to pay to Helloconnekt a fee (i.e. the Helloconnekt Fee). The Helloconnekt Fee is paid based on the Service fee (rate/charge) of each Service request you have completed. The amount of the Helloconnekt fee is 17.5% of the service fee charged to the customer upon service request completion. Please acknowledge that the Helloconnekt Fee may change from time to time. Such changes will be updated on the general terms or Helloconnekt may send you a prior notification of each such change.
b. You must pay the Helloconnekt Fee and any other fees due to Helloconnekt for the previous month at latest by the 15th date of the following month. Upon delay with payment of the Helloconnekt Fee, you are 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 Helloconnekt, which are related to debt collection activities.
5. IN-APP PAYMENTS
a. Helloconnekt may enable its Customers a possibility to pay for the Service via bank card, Business or mobile carrier payment directly in the app (i.e. In-app Payment). You hereby authorise Helloconnekt to act as your limited commercial agent solely for collecting, on your behalf, the Service fee (rate/charge) s, applicable taxes or
other fees paid by the Customer via In-app Payment. You additionally agree that any payments made by the Customers via the In-app Payment shall be considered the same as payments made directly to you. You will be notified once online payment is activated.
b. 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, Helloconnekt shall be entitled to charge delete your account.
c. Helloconnekt will regularly transfer the amounts collected as In-app Payments, which have been credited to the Helloconnekt’ s bank account within 30 days of receiving the payment. The Helloconnekt Fee shall be deducted from your Service fee (rate/charge). If you request a review of the In-app Payment, then Helloconnekt may transfer the amounts collected after it has concluded the review.
d. You are entitled to review In-app Payment reports in the Helloconnekt app job list. The reports will show the amounts of the In-app Payments.
e. Please note that Helloconnekt is not obliged to pay you the Service fee (rate/charge) due from the Customer if the In-app Payment failed because Customer’s credit card or mobile payment is cancelled or is unsuccessful for reasons not attributable to Helloconnekt. In such case we will help you in requesting the Service fee (rate/charge) due from the Customer, and shall transmit it to you once the Customer has made the requested payment.
f. Before rendering Services, you must verify that the service is being provided to the Customer or that the Customer has expressly confirmed that it allows the other to get services under its account. If you make a mistake in identifying the Customer, and the In-app Payment is charged to a person, who has not been provided or has
not approved the Services, Helloconnekt shall reimburse the Customer for the Service fee (rate/charge). In such case you are not entitled to receive the Service fee (rate/charge) from Helloconnekt. Additionally, for every wrongfully applied In-app Payment Helloconnekt shall be entitled to charge you a contractual penalty up to
g. You hereby warrant that you understand that In-app Payment does not supersede the requirements established by the laws and regulations, e.g. your obligation to provide the Customer with a receipt printed out on the printer.
h. You must notify Helloconnekt of any important circumstances which may affect Helloconnekt’ s obligations to collect and distribute the Service fee (rate/charge) spaid via In-app Payment.
i. Please note that Helloconnekt may set off any Service fee (rate/charge) s paid via In-app Payment against the Helloconnekt Fees that you are obliged to pay to Helloconnekt.
6. CUSTOMER SUPPORT
a. As one of our services, we may provide you customer support regarding using the Helloconnekt App. The customer support may be provided either by Helloconnekt or its Affiliates. To email support in your app go to profile>settings>support or see email on our website.
7. RATINGS AND ACTIVITY
a. To guarantee high-quality service via the application provided by Helloconnekt and provide additional reassurance to our Customers, you hereby acknowledge that the Customers may provide you a rating and leave feedback regarding the quality of the Services that you have provided. Your average rating will be linked to your
Helloconnekt account and available to Customers when requesting Services. The Customer is obliged to provide the ratings and comments in good faith, and if we, in our discretion, find a rating or comment to not be in good faith, we may remove it.
b. In addition to the rating, Helloconnekt measures your level of activity and provides you with an activity score, which is based on your activity regarding accepting, declining, not responding and completing Service orders.
c. You hereby acknowledge that to provide reliable services to Customers Helloconnekt may determine a minimum average rating and a minimum activity score that all Drivers must establish and maintain. If, after a pertinent notification from Helloconnekt, you do not increase your average rating or activity score above the minimum within the prescribed time, your Helloconnekt account will be automatically suspended either for temporarily or permanently. Helloconnekt 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.
8. MARKET OVERVIEWS AND CAMPAIGNS
a. Campaigns for Customers. Helloconnekt may also occasionally arrange various campaigns to Customers to market the Helloconnekt applications, whereby the Service fee (rate/charge) paid by the Customer is reduced. In such case Helloconnekt will notify you about specific campaign terms and in most cases, shall pay you compensation, amounting to the monetary value of the benefit offered to the Customer (i.e. difference between the amount that the you should have received and receive due to the marketing campaign). Such compensation shall be paid you concurrently with payment of the Service fee (rate/charge) s. Helloconnekt may set off the marketing compensation against the Helloconnekt Fee.
b. Helloconnekt may also carry out other campaigns for service providers and/or the Customers under the terms accompanying the specific campaign.
9. RELATIONSHIP BETWEEN YOU, HELLOCONNEKT AND THE CUSTOMERS
a. You hereby acknowledge that by providing Services to the Customers, you and the Customer are bound by a service contract, to which Helloconnekt nor its Affiliates are not a party.
b. Helloconnekt and its Affiliates do not control or direct your provision of Services.You have the sole right to decide when and for how long to utilize the Helloconnekt App and whether to accept the Customer’s request received via the Helloconnekt App. You acknowledge and agree that you have complete discretion to provide services or otherwise engage in other business or employment activities.
c. You hereby acknowledge and agree that Helloconnekt and its Affiliates are merely providers of the Helloconnekt App and its supporting services and do not provide services. By providing the Helloconnekt App, Helloconnekt and its Affiliates act as facilitators of service between you and Customer. Helloconnekt may also act as your
commercial agent by collecting and forwarding the payments made by Customers for the Services via the In-app Payment.
d. You, Helloconnekt and its Affiliates hereby expressly agree that the relationship between the parties is not an employment agreement, nor does it create an employment relationship between you and Helloconnekt or Affiliate. The parties also agree that no joint venture or partnership exists between you and Helloconnekt or its Affiliates. You may not act as an employee, agent or representative of Helloconnekt or its Affiliates nor bind them to any contract.
e. If due to the implication of mandatory laws or otherwise, you are deemed as an employee of Helloconnekt or its Affiliate, you hereby agree to indemnify, defend and hold Helloconnekt and its Affiliates harmless from and against any claims by any person, entity, regulator or governmental authority based on such implied employment relationship.
10. PROCESSING OF PERSONAL DATA
a. Processing your personal data. Helloconnekt collects your personal data such as name, address, telephone number, e-mail address, vehicle information, license plate number and location based information to enable the intended functioning of the Helloconnekt App and provide you and our Customers Helloconnekt Services. We may also request you to provide your driver’s license and criminal or other necessary records, to identify whether you have qualifications for pursuing this professional activity and safeguarding the contractual relations associated with the Helloconnekt Services. We disclose your personal data to Affiliates and other third parties only for the purposes of providing Helloconnekt Services.
b. You may always request to see, update or remove your personal data. However, please note that if you request to remove your personal data, Helloconnekt may have to terminate your right to provide Services. After you delete your Helloconnekt account, Helloconnekt shall delete your personal data, but not before six (6) months has passed as of deleting your account (in case any contractual issues come forth). Certain personal data may be kept for a longer period, if so required by the applicable law.
c. Transmitting your geo-location and other information to Customers. To provide Helloconnekt Services, we collect your geo-location information while you are using the Helloconnekt App. This means that we monitor and track your geo-location and may share your current location via the Helloconnekt application to the Customers to provide them the Helloconnekt Services. Additionally, we will provide Customers your name, profile information and license plate number for your identification and safety reasons. If you would like your geo-location data and other information not to be available to Customers, you must close the Helloconnekt App or indicate in the Helloconnekt App that you are currently not looking to provide Services.
d. Your right to process personal data of Customers. You may not process the personal data of the Customers without the permission of Helloconnekt. You may not contact any Customer or collect, record, store, grant access, use or cross-use the personal data provided by the Customers or accessible to you via the Helloconnekt App for any reason other than for the purposes of fulfilling the Service request.
11. 11.5. Helloconnekt is the chief processor which processes personal data of you and the
Customers. You act as an authorised processor for the Customer data that Helloconnekt makes you available. In case you violate any of these privacy protection provisions, Helloconnekt can terminate the Agreement without notice and claim all costs and potential damages (including brand reputation) related to your infringement of the obligations.
a. The Helloconnekt App is provided on an "as is" and “as available” basis. Helloconnekt and its Affiliates do not represent, warrant or guarantee that access to Helloconnekt App will be uninterrupted or error free. As the usage of Helloconnekt App for requesting services depends on the behaviour of Customers, Helloconnekt
and its Affiliate do not guarantee that your usage of the Helloconnekt App will result in any Service requests. Helloconnekt is not liable for the proper functioning of the Helloconnekt App and any loss or damage that you may occur as a result.
b. To the maximum extent permitted under the applicable law, Helloconnekt and/or any of its Affiliates, representatives, directors and employees are not liable for any loss or damage that you may incur under or about the Agreement or because of using the Helloconnekt App, including but not limited to:
i. any direct or indirect property damage or monetary loss;
ii. loss of profit or anticipated savings; loss of business, contracts, contacts, goodwill, reputation and any loss that may arise from interruption of the business;
iii. loss or inaccuracy of data; and
iv. any other type of loss or damage.
c. For avoidance of doubt Helloconnekt does not guarantee the submission of requests by the Customers and can in no way be considered as a person acting on behalf or in the name of the Customer. Helloconnekt will strive to remove unwelcomed users of the Helloconnekt App. However, Helloconnekt and/or any of its Affiliates are not liable for the actions or non-actions of the Customers or their co-passengers using the Helloconnekt App and shall not be liable for any loss or damage that you may incur because of actions or non-actions of the Customers.
d. Please note that you are fully liable for breach of the Agreement and/or any other applicable laws or regulations and must stop and remedy such breach immediately after receipt of a respective demand from Helloconnekt, Affiliate or any state or other authority.
e. You are fully liable and shall indemnify Helloconnekt for any direct and/or indirect loss and/or damage, loss of profits, expense, penalty, fine that Helloconnekt and/or any of its Affiliates or representatives may occur about your breach of the Agreement and/or claim by a third party (including the Customer) directly or indirectly related to provision of Services. Should any of the Customers present any claims against Helloconnekt about your provision of Services, then you shall compensate such damage to Helloconnekt in full within 7 (seven) days as of your
receipt of the respective request from Helloconnekt.
f. You are obliged to comply with all tax obligations you may incur in relation to fulfilling your obligations arising from the Agreement or providing Services. You shall indemnify Helloconnekt and/or its Affiliates from all tax liabilities, duties, levies, claims and penalties that it incurs because of your failure to comply with your tax obligations (including, but not limited to, failure to pay income tax or social security tax).
g. In case Helloconnekt is entitled to present any claims against you, then you shall compensate Helloconnekt any legal costs related to evaluation of the damages and submission of claims relating to compensation for such damage.
13. TERM AND TERMINATION
a. The conditions expressly specified in these General Terms shall enter into force as of submitting the signup application located on the Website. Each other document that is part of the Agreement shall enter into force once the specific document has been made available to you and you commence or continue providing the Services, unless
prescribed otherwise in the Agreement.
b. You may terminate the Agreement at any time by notifying Helloconnekt at least 7 (seven) days in advance, after which your right to use the Helloconnekt App and Helloconnekt Services shall terminate. The Agreement will also terminate upon the deletion of your Helloconnekt account.
c. Helloconnekt may terminate the Agreement at any time and for any reason at the sole discretion of Helloconnekt.
d. Helloconnekt is entitled to immediately terminate the Agreement and block your access to Helloconnekt App without giving any notice in case you breach the Agreement, any applicable laws or regulations, disparage Helloconnekt or its Affiliates, or cause harm to Helloconnekt or its Affiliates’ brand, reputation or
business as determined by Helloconnekt in its sole discretion. In the cases Helloconnekt may, at its own discretion, prohibit you from registering a new account or take other necessary steps to stop you from providing Services.
e. Helloconnekt may also immediately block your access to the Helloconnekt App and other Services 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. Helloconnekt shall only use the right described herein in good faith.
f. Helloconnekt is aiming to provide the highest quality service to all Customers and is monitoring the activity of Drivers in its system. If you fail to meet the minimal service requirements, such as the obligation to possess a certain minimal rating and activity score, Helloconnekt is entitled to immediately terminate the Agreement
without giving any notice.
a. Helloconnekt has the sole right to make changes to any of the documents part of the Agreement. Any changes to the Agreement shall enter into force after they have been made available to you via e-mail, Helloconnekt App or website and you have continued to provide Services, unless prescribed otherwise in the Agreement.
b. To amend the General Terms, Helloconnekt shall post a revised version of it on the Website (http://Helloconnekt.com) and give you at least 7 days prior notice. If you continue to use the Helloconnekt App, you shall be deemed to have accepted the revised conditions.
15. APPLICABLE LAW AND COURT JURISDICTION
a. The Agreement shall be governed by, and construed and enforced in accordance with the laws of Republic of South Africa or the country of operation & international, without regard to conflict of law principles or the United Nations Convention on the International Sale of Goods.
b. Any dispute that may arise about this Agreement, whether with respect to its existence, validity, interpretation, performance, breach, termination or otherwise, shall be settled by way of negotiations. If the respective dispute resulting from this Agreement could not be settled by the negotiations, then the dispute will be finally solved in a Court of Law in South Africa or country of operation.
16. CONTACT INFORMATION
a. You are obligated to immediately notify Helloconnekt of any changes of your contact information and guarantee to keep the contact information accurate and up to date.
b. The contact information of Helloconnekt is available at the Website.