TERMS AND CONDITIONS
(Version: 20250409_2)
Our website & App is used for providing services to the Partner and it is a privacy policy governed by the owner and relationship with Partners who login on to our website & App and shall agree to be bounded to the terms and conditions below:
This document is put forth as per provision and according to the Rule 3 (1) of Information Technology Rules 2011. This document is an electronic generated record saved in the computer system which shall not require any physical or digital signatures.
The domain name www.cogostech.com & www.cogostrucks.com (hereinafter referred to as "Website") are owned by Cogos Technologies Pvt. Ltd., a private limited Company, having its registered office at # 38, 3rd Floor, 33 A Cross, 9th Main, Jayanagar 4th Block, Bengaluru 560011.
Access to and use of this website or App is subject to acceptance of the terms and conditions below which include our Privacy Policy. By accessing, moving past home page, once using or obtaining any content, products, or services through this Website & App shall mean that you have read and agreed to all of the policies so binding on you and that you have entered the contract with us and have undertaken to bind Yourself with the obligations, and the terms and conditions with us.
If you do not agree or accept all of these terms and conditions, please do not use this website or App.
"We" or "us" or “Company” or “Cogos Technologies Private Limited” or “www.cogostech.com" “www.cogostrucks.com” means Cogos Technologies Private Limited and its subsidiaries, affiliates, successors and assigns.
"You" or "User" or “member” or “Partner” or “Vehicle Owner” or “Driver” or “Broker” or “Supplier” or “Agent” or “Representative” or “Franchisee” or “Vendor” or “Provider” or “Freight provider” or “packager” or “Middle-men” or “Licensor” or “Information providers” or others who provide their products and services or a Company or group of Companies or individual person, natural or legal person, who browses, accesses, or utilizes the site, or any of its pages availing the services, by providing details, while registering on the Website or on the App or by other means and also those who lends, hires, rents, attaches vehicle(s) on Cogos Platform, has agreed with the terms and conditions and chooses to become a Member and an ID is issued with a password for the services offered by Cogos Technologies Pvt. Ltd,
"User ID" or “Member ID” means the email address or mobile no. you use (with your password) to login to our website or App.
"Content" means any materials, text, documents, video recordings, photographs, images, graphics, information, trademarks, logos, user interfaces, visual interfaces, sounds, music and artwork, data, articles, software, mobile applications, audio recordings, sounds, designs, features, and other materials that are available on the Website or App.
“Customer” or "member" means any Company or group of Companies or individual person, natural or legal person who browses, accesses, or utilizes the site, or any of its pages availing the services, by providing details, while registering on the Website or on the App, has agreed with the terms and conditions and chooses to become a Member and an ID is issued with a password for the services offered by Cogos Technologies Pvt. Ltd,
“Website” means the www.cogostech.com & www.cogostrucks.com or Website or Apps, its respective sub-sites, together with the respective Content, Marks, Products and Services available from these sites, Apps and sub-sites.
"Content" also includes Marks and Products and Services.
"Mark" means graphics or icon, Logo, trademark, trade name, service mark, trade dress etc.
"Product and Service" means the unaccompanied freight booking and other related services available through the website or the App or through other means.
Cogos Technologies Pvt. Ltd. has the exclusive rights and hold the sole right to modify the Terms and conditions of Service without obtaining prior permission from you or informing you. The relationship creates upon you a duty to periodically check the terms and stay updated on its requirements. And you agree that we shall not be liable to you for any damages, delay that might result from such modification, suspension or discontinuance. We have sole rights at any time, change or impose fees for certain services, or establish or change general practices and limits concerning certain services. If you continue to use the Website & App following such a change, it will be deemed as consent by you to the so amended policies by us. As long compliance is made by you with the terms of use, we shall permit and grant you to enter and use the Website & App with a personal, non-exclusive, non-transferable, non-sub-licensable limited privilege.
By accepting these Terms of Service either impliedly or expressly, you also accept and agree the rate card, penalty structure, discipline, and are bound by other Policies of Cogos Technologies Pvt. Ltd., inter alia Privacy Policy, and the General Terms and Conditions, which would be amended from time to time, unilaterally without pre-intimation by Cogos.
These Terms of Service are to be read in concurrence with any other agreement or contract that the user has with Cogos Technologies Pvt. Ltd.
ABOUT US
Cogos Technologies Pvt. Ltd. is an End-to-End logistic service Provider Platform, intends to provide diverse types of transport vehicles and services.
MODUS OPERANDI
Accept the terms and conditions
Login to the App
Enter the odometer reading.
Start the trip
Follow GPS Route,
Swipe after reaching the drop point
Capture Proof of Delivery
Press End button
PARTNER APP
Accept the Terms and conditions
Login to the App
Verify and correct KM, Timing for completed orders.
View payment details.
USER(S) ELIGIBILITY
Minors below the age of 18 years are not eligible to register for, use of Services available on our website or App.
WEBSITE OR APP
To use the website or App is in strict compliance with all mobile applicable Laws, rulings and regulations. These terms govern your use of all Content and its Services available through the website or App; you agree to be bound by these terms and in a manner that does not negatively reflect on the goodwill or reputation of www.cogostech.com & www.cogostrucks.com and its Providers.
We reserve the right, in our sole discretion, to terminate the access to the Website or App and the related services or any portion thereof at any time, without notice.
RESPONSIBILITY OF MEMBER
It is your responsibility to keep secrecy of User Name and Password. Also, you are solely accountable for all financial losses / implications incurred on using your password and login information by others. We shall not be held responsible of any misuse of your account by any third party or parties. In the event, if we come across that you have provided us with false information and inaccurate details by not disclosing the correct facts or we have logical reasons to believe that you have done so, we hold the sole rights to permanently suspend or terminate your account and we have right to proceed legally to claim for any losses or damages etc. caused.
Without our prior written permission, no one is permitted to limited or unlimited or whole or part reproduction, copying, modifying, editing, distributing, recreating, reverse engineering, posting, publishing or creating derivative works from or sell the content whatever way for commercial or non-commercial purposes and unwarranted modification of data and information of the Website or App.
You have also agreed not to attempt to access or access our website or App or services by any means other than through the interface that is provided by us. Use of deep-link, robot, spider or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the Website or App or content, or in any way reproduce or circumvent the navigational structure or presentation of the Website or App, materials or any content, to obtain or attempt to obtain any materials, documents or information through any means not specifically made available through the Website or App is hereby expressly prohibited. You shall acknowledge and agree that by accessing or using our Website or App or Services, you may be exposed to content from other users and vendors that you may consider offensive, indecent or otherwise objectionable for which we are not liable. We disclaim all liabilities arising in relation to such allegedly offensive content, which is been used as a Website or App.
In places where this Website or App allows you to post or upload data/information, you undertake to ensure that such material is not offensive and is in accordance with the current mobile applicable Laws, Rules and Regulations.
WEBSITE OR APP AS A TRANSITIONAL POINT
The Website or App is a base or platform that Users utilize to meet their requirements and interact with one another with their Vendors or Customers for transactions.
We are not liable for any communications or understanding or commitments made by you with the customers through our website or App. This includes, without any limitation, the details, date and warranties related to the services after booking. We do not have any control over such information, and we do not play any role in the deal/commitment and hence we do not stand liable for the outcome of such communications or understanding or commitments.
With reference to above clause and Subject to the above sub-clauses, a contract exists between the customer and the User and as such any breach of contract, if so happens and thus, any claim arising from such breach shall be the subject matter of your Vendor / Customer and the User alone and we are in no way a party to such breach or involved in any suit arising from the same breach. The contact/communication arising from such breach may entail between your Customer and the User directly without us being involved.
We shall be released, and you indemnify us and/or any of our officers, directors, employees, partners or suppliers and representatives from any cost, damage, liability or other consequence of any of your actions on the Website or App and specifically waive any claims that you may have in this behalf under any mobile applicable Law.
COMMUNICATIONS
The use of this Website or App is also your consent to receive SMSs, autodialed and/or pre-recorded message calls and phone calls from us and our vendors/Customers at any time, as we deem fit. This consent to be contacted is for purposes that include and are not limited to clarification calls and marketing and promotional calls. Also, sharing of the information provided by you to any third party including our service Providers is governed by the Privacy Policy and shall not be disclosed without our consent.
You hereby unconditionally have given consent that such communications via SMS and / or voice call is (a) upon your request and authorization, (b) ‘transactional’ and not an ‘unsolicited commercial communication’ as per the guidelines of Telecom Regulation Authority of India (TRAI) and (c) in compliance with the relevant guidelines of TRAI or such other authority in India and abroad.
You hereby agree and undertake to indemnify us against all types of losses and damages incurred by us due to any action taken by TRAI, Access Providers (as per TRAI Regulations) or any other authority due to any erroneous compliant raised by you against us with respect to the intimations mentioned above or due to a wrong number or email id being provided by you for any reason whatsoever or any act of you which give raise to any disputes.
CHARGES
No fee has to be paid for using this website or App for browsing. It is free of cost. However, we charge a fee or commission for the services provided by us, when you avail the service or being booked, or serve through our website or App. Any such service fee is non-refundable. In addition, you shall be liable, or you will be responsible for all charges, fees, duties, taxes, and assessment arising out of your use of the Products and Services available from the Website or App and you shall pay all charges incurred by us for the services provided to you.
You will be paid based on the terms agreed upon between Cogos and you. No penalty or interest or extra compensation shall be paid for delayed payments. Payments will be made only after receipt of the amount from the Customer(s) you have served. Any deductions made by the Customer for non-compliance of the agreed terms with the Customers by Cogos, like delay in reporting, penalty due to absentism, non-carrying of the required documents shall be deducted from your payment.
We reserve the right to deduct / charge / claim the balance amount subsequent to the over payment by us for any services or transaction fee or any other fee or service because of any technical or other reason at our own discretion. In the rare possibilities of the booking not getting confirmed for any reason whatsoever, we will intimate you of the same. We shall not be under any obligation to make another booking in lieu of or to compensate / replace / cancelled the unconfirmed / confirmed one. All subsequent further bookings will be treated as new transactions with no reference to the earlier unconfirmed / confirmed reservation of booking.
If any payment is arising from any transactions due to any cancellation of the booking or any reason whatsoever shall be processed by us in the same bank account, No cash transactions are done by Cogos and all payments shall be made through the bank account details given by you at the time of registration in the website or the App. Any change of bank details is to be communicated in writing with connected documents and it should be get approved.
INTELLECTUAL PROPERTY RIGHTS
This Website or App is the sole and exclusive property of Cogos Technologies Private Limited or its licensors and vendors. All the trademarks, logos, photographs, text, graphics, user interfaces, visual interfaces, sounds, music and artwork shall belong to us (collectively, "Content"). We shall retain all right, title and interest (including all copyright, trademark, patent, trade secrets, and all other intellectual property rights) in the website or App.
Use of any content on the Website or App and is being displayed publicly, transmitted, republished, reproduced, uploaded, posted, encoded, translated, or distributed in any way or to any other computer, server, Website or App or other medium for publication or distribution or for any commercial enterprise, without our prior written consent shall be liable to be prosecuted as per Law.
Whatever content posted or provided to www.cogostech.com & www.cogostrucks.com or App will become our sole property and gets irrevocable worldwide rights. We shall be entitled to use the Content or element for any type of use forever, whether now known or hereafter devised, including the creation of derivative works that may include the Content you provided, and you shall not be entitled to any payment or other compensation for such use.
APP PERMISSIONS & PURPOSE
Cogos uses the following data to provide, maintain, and improve the services provided by us. Our main aim in collecting this information is to provide best experience using the Services. Cogos uses your information to closely monitor each feature provided in the service and to view trip history, rate trips, locations, and phone usage etc. For the purpose of enhanced experience, Cogos uses the following data:
i. Location: Cogos has right to access Approximate location (network- based) and precise location (GPS and network – Based) for the following purposes.
For Driver: To track the driver location for the purpose of detecting the route taken by the trucks and to identify/know the position of loaded truck.
ii. Phone: To directly call the phone numbers available on the website for the purpose of delivery. To know phone status and identity of the person.
For Driver:To have a track of device unique ID and map along with the phone number in our system.
iii. Device ID & call information: To read phone status and identity for connecting purpose. This feature will enable that driver’s device is locked to his registered mobile number.
For Driver: To have a track of device unique ID and map along with the phone number in our system. This will make sure that driver doesn’t use more than one device with same mobile number.
iv. Photos / Media / Files: Cogos gets access to photos/media/ files for the following purpose:
To read the contents of External storage and to modify or delete the contents of External storage.
To take the image of License and other legal documents by the Drivers.
v. Camera: To take pictures and videos of the vehicles by the following personnel
For Driver: Cogos uses this feature to upload legal documents on the platform and to take pictures of delivery proof.
vi. Storage: To read the contents of External storage and to modify or delete the contents of External storage. To take the image of License and other legal documents by the Drivers.
vii. Wi-Fi connection information: Cogos is entitled to view Wi-Fi Connections of the device.
For Driver: The main purpose is to sync the data with the Cogos server as most of vehicles which run in local regions don’t get access internet all the time.
viii. Personal Information: We may collect the following personal information during your app usage. This information will help us in understanding and identifying app users:
Full name: To personalize your account and enhance user experience
Mobile number: To provide essential communication, account verification and to track the device.
Address: To enable certain location based functionality, such as GPS, verifying the users etc.
ix. App Info and Performance: Crash logs from the app are collected for troubleshooting and improving app quality/performance.
x. Others: Cogos is entitled to view Wi-Fi Connections of the device.
Cogos is entitled to receive data from Internet to check Internet connections and the status of the internet.
Drivers MUST enable “drawing over other apps” permission. This permission will enable Cogos app to display on other apps while they are driving.
DELETE USER ACCOUNT
The users have all the rights to access, correct, update or delete the personal information held by us. We will take all reasonable efforts to completely erase your details. However, it might not be possible to delete completely due to support data or deleted records.
You may exercise your rights or address any privacy concerns or request to delete your account and associated data by contacting us through email to support@cogostech.com
1. The Company, a technology platform, is in the business of providing technology solutions to address inefficiencies in transport industry and to seamlessly connect customers with vehicle drivers.
2. The Partner has represented to the Company that it is in the business of providing commercial transportation services (i.e., transporting goods) and furthermore is in full authority of the vehicles (the “Vehicles”)
3. The Partner has also represented that it has got the necessary infrastructure, licenses, permissions and is specialized in providing transportation services and has got sufficient experience towards the same.
4. Based on such representation, the Company wishes to engage the Partner to assist in commercial transportation of goods for its customers in accordance with the terms and conditions of this non-transferable and non-assignable Agreement.
5. For mutual interest and benefits, the Parties hereto are desirous of recording the terms and conditions of their understanding under this Agreement.
6. The Partner shall provide transportation services which shall include without limitation to:
6.1. making available the Vehicles for the exclusive use of the Company for providing services to its Customers on and from the Effective date of this Agreement or as communicated and mutually agreed deployment date;
6.2. providing one qualified and experienced driver and a helper for each vehicle for loading and unloading and other activities as specified by the Company.
7. The vehicles, designated drivers and helpers shall be made available by Partner to the Company during the tenure of this agreement at the designated place or such other place as may be decided and instructed by the Company at the scheduled time/s.
8. The Partner shall deliver the goods at the time and place as specified by the Company from time to time. In the event, the Vehicles are delayed by more than 15 minutes of the reporting time, the Company has the right to refuse the Vehicles. Any and all costs incurred by the Company due to the delay caused by the Partner, including without limitation to the costs of arranging a substitute vehicle shall be borne by the Partner.
9. The Partner shall ensure that:
9.1. all the Vehicle(s) shall be clean and well maintained and shall be in good working condition for carrying the Goods safely. All costs for maintenance of the Vehicles for carrying out activity contemplated under this Agreement will be borne by the Partner.
9.2. carry necessary safety and contingency equipment like fire extinguishers, torch light, tool kit, extra wheel (stepney) etc.
9.3. the vehicles shall not be Overloaded. Overloading of Vehicle is strictly not allowed.
9.4. all the vehicles shall have valid permits, necessary license(s), sanctions and approvals etc. The Partner shall furnish copies of the certificates of registration, taxation, PUC, fitness, permits of the Vehicles to the Company. Any fines, penalties, etc. relating to improper and invalid documents or papers in respect of the Vehicle will be solely the responsibility of Partner.
9.5. the vehicles shall have comprehensive insurance as per the laws applicable in India at all times including specific insurance covers for injury to its drivers, crew and supervisors.
9.6. the vehicles employed are in compliance with all statutory requirements.
9.7. the drivers have valid driving license to drive the vehicle.
10. Company reserves the right to determine the quality of the Vehicle and to demand maintenance for the same in such a manner which meets the standards of the Company.
11. The Partner shall ensure safe and secure delivery of the Goods and shall properly cover the Goods by using tarpaulin, if required.
12. The Partner at any time shall not engage employees, drivers or helpers below the age of 18 years. (Minors).
13. In case of Vehicle break down or any other emergencies during transit, the Partner shall within one hour arrange the delivery of the Goods by another Vehicle after intimating the Company. The Partner shall also provide backup Vehicle(s) to handle any contingency(ies).
14. The Partner while accepting the Goods from the Company shall count the cartons, crates, cases, bags or units received and confirm the same to the Company. The Partner shall check number of cartons, crates, cases, bags or units and physical appearance of the same as per invoice and by different locations where the same shall be delivered.
15. The Partner shall be responsible for providing the consignment note/e-consignment note as a proof of delivery of the goods to the customer and shall upload PODs immediately after the delivery/ies are completed. The Partner shall be responsible for collecting the payment from the customer, if any.
16. The Partner ensures that a Log sheet is maintained by the Driver and should obtain signature of the customer every day and should be submitted to the Company at the end of every week. Based on it, monthly amount will be calculated.
17. In the event of any accident, damage, pilferage, shortage or theft during the course of services provided, the Partner shall register a complaint with the nearest police station and FIR must be filed. If such event occurs solely on account of gross negligence and willful misconduct of the Partner or its employees, any such damage or loss shall be borne by the Partner. The Partner also acknowledges and agrees to provide blank cheque at the time of entering into this agreement as a security against the happening of any of the above-mentioned events.
18. The Company is only a facilitator of services. Any breach of contract due to not meeting the expectations of the customer or poor quality of service, if so happens and thus, any claim arising from such breach shall be the subject matter of the Partner and the Customer alone and the Company is in no way a party to such breach or involved in any suit arising from the same breach. The Partner indemnifies the Company and/or any of their officers, directors, employees or suppliers and representatives from any cost, damage, liability or other consequence of any of the Partner’s actions.
19. The Partner shall ensure that drivers convicted for criminal offences are not used or employed for the purpose of performing services under this Agreement. The Company reserves the right to require a security screening/Police verification by the concerned Department for all the drivers performing services under this Agreement. The Partner shall ensure its drivers comply with: (a) the speed limits and the site safety and traffic rules and Transport Department Rules & Regulations; (b) all instructions given by an authorized representative of the Company.
20. Partner shall ensure that its employees conduct themselves at all times in accordance with the highest standards of professionalism and display good behaviour towards all the Company’s employees, contractors, vendors or customers.
21. The Partner agrees and acknowledges that none of the employees of the Partner shall be deemed to be employees of the Company. The Partner further agrees and acknowledges that it is solely responsible and liable for the safety, security and welfare of the drivers and other persons who provide the Services under this Agreement and in the event the Company (or any of its affiliates) is made responsible for any such safety, security or welfare under law, the indemnity obligation of the Partner as detailed below in clause 3, shall apply.
22. The Partner agrees and acknowledges that it shall be solely liable and responsible for the payment of monthly salary(ies), wages, and all other compensations (statutory or otherwise) and allowances, subject to applicable tax and other deductions, to the employees, drivers and other persons who provide the Services under this Agreement. Company shall not be obligated to pay or be liable for any claims related to the compensation of Partner’s employees. Partner shall ensure that during the term of this Agreement and thereafter, such persons make no demand or claim whatsoever against the Company for any payments or compensation from the Company.
23. The Partner agrees and acknowledges that there shall be no cash handling. In case if there is any instance of cash handling, the Company shall in no way be responsible for the same.
24. The Partner agrees and acknowledges that wherever the company engages the Partner to provide services to its customers or clients, except for providing services to them under this agreement, shall not directly approach, engage or provide services to those customers or clients of the Company during the term of this agreement. At any given point in time the Partner is not expected to bypass the company and engage in any business activity directly with the customers introduced by the company.
25. The Partner agrees and acknowledges that any damage or injury caused to any goods or persons in the course of provision of Services under this Agreement, including but not limited to damage caused due to theft, robbery, pilferage, loss, damage, destruction of the consignment or any part shall be borne by the Partner and the same shall be charged on actuals. The Partner agrees that it is solely responsible and liable for any loss due to above mentioned events and in course of business if company is made liable to its customers for any of such events, the same shall be compensated in full by the Partner to Company.
26. The Partner shall indemnify and keep indemnified Company against any expenses, cost, claims, loss, damages or penalties incurred by the Company, including any damage or loss caused to any third parties, arising out of any acts or omissions including but not limited to gross negligence, willful misconduct, theft, misrepresentation or violation of any of Company’s Standard Operating Practices on the part of deployed Personnel of the Partner or the Partner itself and would compensate Company on actuals.
27. The Partner will compensate Company for any loss or damage of the product carried by the Partner’s vehicle.
27.1. Legal Requirement:Under Section 10 of the Motor Vehicles Act, 1988,you are required to have a valid commercial LMV-TR license to operate commercial vehicles.
27.2. Driver's Duty:It is the sole responsibility of the driver to obtain, maintain, and renew his commercial LMV-TR license. Ensure that the license is valid and suitable for the vehicle category the driver operates.
27.3. Company's Non-Liability:The company will not be held liable for any issues or consequences resulting from your failure to comply with licensing requirements. You are responsible for managing and resolving any licensing matters on your own.
27.4. Possible Consequences:Non-compliance with the licensing requirements may lead to actions such as suspension of your driving duties or termination of employment.
28. Obligations of the Company
28.1. The Company undertakes that the goods for transportation shall not contain anything which is hazardous, banned, prohibited or restricted for sale or carriage as provided by the Laws of India.
28.2. The company shall pay fees as specified in Schedule A to the Partner for services provided under this agreement.
29. Representations and Warranties
29.1. The Partner acknowledges and states that:
a) it has full authority to enter into this Agreement with the Company.
b) there are no pending proceedings in the nature of civil or criminal in any court of law in India or outside India.
c) Partner is the absolute owner of the Vehicles and that it has all the required authorizations, documents, permits and insurances to the Vehicle and the same is valid and subsisting.
d) partner shall not use the Vehicles for any purpose other than carrying the consignments entrusted by the Company as fully provided under this Agreement during the period of engagement with the Company.
e) it shall do or cause to do all acts, required for effecting this Agreement and ensure that the business of the Company is not compromised; and
f) it shall make all efforts to adhere to all the Standards provided by the Company and shall not be in breach of the Clauses of this Agreement.
30. Terms of Payment
30.1. In consideration for performance of Services in accordance with the requirements of this Agreement, the Partner shall be entitled to receive fees in accordance with ANNEXURE B (“Fees”) attached hereto and incorporated herein by reference.
30.2. Agreed rates are including loading and unloading by the Partner and the helper associated with the vehicle.
30.3. Goods and Service Tax, if applicable, shall be reimbursed by the Company as per the rate for the time being in force.
30.4. All payments shall be done through bank transactions and subject to deduction of tax at source.
30.5. Invoice along with the log sheets shall be submitted by the Partner on or before 5 th of every month for the services provided for previous month and the payment shall be made by the company latest by 20 th of every month.
30.6. In case of delay in submission of invoice beyond 5 th of every month, payment shall be made within 20 days from the submission of invoice.
31. Term and Termination
31.1. The duration of this Agreement is for a period of 12 months commencing from ________________ (the “Effective Date”). This Agreement shall become effective on the Effective Date and shall remain in full force unless terminated by either party by delivering to the other party a written notice of termination.
31.2. Either Party may terminate this Agreement upon giving 30 (thirty) days’ prior written notice of termination to the other Party, without assigning any reason whatsoever.
31.3. Either party shall be entitled to terminate this Agreement forthwith, upon providing written notice of termination to the other party in the event that the other party:
31.3.1. Commits a breach of the terms of this Agreement and does not rectify the breach within a period of fifteen (15) days from the date of the notice identifying the breach is received from the non-breaching Party.
31.3.2. Is subject to any action or proceeding, whether administrative or judicial, in respect of insolvency, winding up, dissolution or bankruptcy, which is not dismissed within 45 (forty-five) days thereafter.
31.3.3. Is liquidated, or ceases doing business as a going concern.
31.4. Other than as set out in this Agreement, neither Party shall have any further obligation to the other Party under this Agreement after its termination. However, termination of this Agreement, for any reason, shall not affect the accrued rights, remedies, obligations or liabilities of the Parties existing at termination.
32. Indemnity and Insurance
32.1. The Partner shall fully indemnify and hold harmless the Company against all actions, losses, liabilities, damages, claims, costs, charges, demands, expenses and reasonable legal fees that arise out of damage or injury caused to any goods or person in the course of provision of Services under this Agreement, including but not limited to damage caused due to theft, robbery, pilferage, loss, damage, destruction of the consignment or any part.
32.2. Specifically, the Partner shall indemnify and hold harmless the Company for any loss or damage suffered in the event the Partner, its driver, employees, or other agents; commit breach of any provision of this Agreement or applicable law including the Motor Vehicles Act, 1988, Motor Transport Workers Act, 1961 or any Rules made thereunder.
a) commit any omission, lapse, tort, fraud or negligence, any misconduct, illegality or misbehavior in connection with or in the course of the provision of Services under this Agreement;
b) provide any false, misleading or deceptive representation or statement regarding the Vehicles, the drivers, the place of business of the Partner, provision of Service under this Agreement (including on actual delivery time, delivery route taken etc.); and/or
c) any material breach by the Partner of this Agreement or any failure by the Partner to act in accordance with this Agreement, the Standards or any applicable duty or standard of care.
32.3. The Partner ensures that he shall maintain the insurance in full force and effect for so long as the Agreement is in force and shall show evidence of the insurance together with satisfactory evidence of payment of premium as and when requested by the Company. If any insurance is not effected or premium not paid, the Company is not liable for any payment towards any loss due to non-payment of premium. In the event of loss of business directly or indirectly due to the non-payment of premium by the Partner, the Company may deduct the cost/damage from the compensation payable by the Company to the Partner under this Agreement.
32.4. In the event where claim under any insurance is processed, the proceeds of such insurance claim shall be handed over to the Company. In the event where the loss suffered by the Company/ its customer exceeds the proceeds of such insurance claim, the Company shall, without prejudice to its rights under any law and/or contained elsewhere in this Agreement, be entitled to deduct the difference from the total payment due under this Agreement.
33. Relationship of the Parties
33.1. The Partner is and shall be in the performance of services under this Agreement an independent contractor, and the Parties acknowledge that each of them have entered into this Agreement on a principal to principal basis. Nothing in this Agreement shall be deemed to constitute a partnership, employment or joint venture between the Parties or constitute any Party the agent of any other Party for any purpose or entitle any Party to commit or bind another Party in any manner or give rise to fiduciary duties by one Party in favor of any other.
33.2. Partner covenants that all persons assigned by the partner to perform Services under this Agreement shall be employees and drivers of Partner or its affiliates and under no circumstances shall such persons be deemed to be employees of the Company. The Partner shall be solely responsible for payments and wages to its employees, drivers and other persons performing the services under this Agreement. The Partner shall solely be liable for all claims that may arise on account of such employees, drivers and other persons and shall, at all times, keep the Company fully indemnified against all claims, penalties etc., including claims under the labour laws.
34. Force Majeure
34.1. Neither Party shall be liable for any loss, damage or delay arising out of its failure to perform any of its obligations under the Agreement, due to the following causes beyond its control: acts of God, fires, natural disaster, explosion, floods, earthquake, epidemics/ pandemics, quarantine restrictions, war, terrorism, riots, civil disturbances, strikes, acts of civil or military authority, non-discriminatory acts of regulatory or governmental agencies, embargo, labor disputes, communication line failure (the “Force Majeure Events”).
34.2. If the Force Majeure Event lasts longer than 30 (thirty) days, either Party may terminate this Agreement forthwith by providing to the other Party a written notice thereof. However, the affected Party shall use its best efforts to continue to perform its obligations hereunder during the continuance of such Force Majeure Event. It is hereby clarified that no liability of any Party hereto which arose before the occurrence of the Force Majeure Event shall be excused as a result of the occurrence thereof.
35. Governing law and Dispute Resolution
35.1. This Agreement shall be governed in accordance with the laws of India.
35.2. If any dispute arising from this Agreement is not amicably resolved between the Parties within 15 (fifteen) days from the date the existence of dispute as notified by either Party to the other, then the dispute shall be referred to arbitration under the Arbitration and Conciliation Act, 1996. The proceedings shall be presided over by a panel of 3 (three) arbitrators. Each Party shall appoint 1 (one) arbitrator and the 2 (two) arbitrators shall appoint the third arbitrator mutually. The seat and venue of arbitration shall be Bangalore, India.
35.3. Subject to the foregoing, the courts at Bangalore, Karnataka shall have the exclusive jurisdiction to decide the disputes between the Parties.
36. Confidentiality
36.1. Partner shall strictly protect the confidentiality of all information related to the Company, its affiliates, customers or customers of affiliates including information relating to business plans, formulations, suppliers or buyers, product details, packaging information, commercial details and the facts and contents of this Agreement (“Confidential Information”), disclosed by either party or becoming known to either party during the term of this Agreement, whether or not in writing and whether or not designated to be confidential.
36.2. Nothing shall restrict any Party from disclosing any Confidential Information for the following purposes:
a) to the extent that such Confidential Information is in the public domain other than by breach of this Agreement.
b) to the extent that such Confidential Information is required to be disclosed by any applicable law or required to be disclosed to any governmental authority to whose jurisdiction such Party is subject or with whose instructions it is customary to comply; and
c) insofar as such disclosure is reasonably necessary to such Party’s employees, directors or professional advisers, provided that such Party shall procure that such employees, directors or professional advisors treat such Confidential Information as confidential. For the avoidance of doubt, it is clarified that disclosure of Information to such employees, directors or professional advisors shall be permitted on a strictly “need-to-know basis”.
36.3. This clause shall apply during the term of this agreement and shall survive the termination and/or expiry of this Agreement for a period of one year thereof after the termination/expiry of this Agreement.
37. Non- Compete Agreement
37.1. Without prejudice to every other duty to keep secret all information given to you or gained in confidence, you undertake that you will not, either during the duration of this agreement or after its termination, disclose to anyone, and will use your best endeavors to prevent the disclosure to anyone of; any confidential information concerning the customers, business, accounts, finances or affairs of the Company or any of its secret, dealings or transactions (including any information relating to any customer of the Company or anyone else with whom the Company has business dealings). You shall not use any such information or secrets in any such way for any purpose other than for the business of the Company.
37.2. You shall not at any time make any list of the Company's customers or any copy, abstract summary or precis of the whole, or any part, of a document relating to the business of the Company except when required to do so for the business in which event the list, copy, abstract summary, or precis shall be the property of the Company. Any such list must be returned should this agreement be terminated.
37.3. You undertake that (at the sole discretion of the company) You will not, for a period of up to twelve months be engaged or interested whether as vendor, contractor, principal, agent, consultant, or in any other capacity whatsoever in any customer/business concern in competition with the Company directly or indirectly in the provision of the services or products or sale or supply of services or products of any kind during your contract with the Company.
38. Intellectual Property Rights
38.1. Each Party is and shall remain the owner of all intellectual property that it owns or controls as of the Effective Date or that it develops or acquires thereafter. Nothing in this Agreement will function to transfer any of either Party's intellectual property rights to the other Party and each Party will retain exclusive interest in and ownership of its intellectual property developed before this Agreement or developed outside the scope of this Agreement.
38.2. The Partner further agrees and acknowledges that the ownership of any intellectual property created/discovered as a result of engagement of Parties as per the terms of this Agreement, shall be with the Company absolutely.
39. Entire Agreement
39.1. This Agreement, including any recitals, amendments, addendums, schedules and attachments to this Agreement, constitute the entire agreement between the parties and are binding on the Parties.
39.2. No modification, termination or waiver of any provisions of this Agreement shall be binding upon a Party unless in writing signed by an authorized signatory of both the Parties.
40. Severability
40.1. The invalidity, in whole or part, of any of the provisions of the Agreement will not affect the remainder of such provision or the remaining provisions of the Agreement.
41. Assignment
41.1. This Agreement shall not be assignable by the Partner without the prior written consent of the Company.
42. Waiver
42.1. Each Party agrees that any delay or omission on the part of the other Party to exercise any right, power or remedy under this Agreement will not automatically operate as a waiver of such right, power or remedy or any other right, power or remedy and no waiver will be effective unless it is in writing specifically identifying the right, power or remedy being waived and should be delivered to the other Party in the manner set out in this Agreement. The single or partial exercise of any right, power or remedy provided by applicable law or under this Agreement will not preclude any other or further exercise of it or the exercise of any other right, power or remedy.
43. Miscellaneous
43.1. This Agreement may be executed in counterparts, each of which taken together shall constitute one and the same agreement.
43.2. Each Party will bear its own costs and expenses incurred in connection with the transactions contemplated hereby including accounting, tax, legal and other advisors' expenses and expenses incurred in the preparation for this Agreement and other related documents.
43.3. No amendments or modifications of any provisions of this agreement shall be effective unless made in writing specifically referring to this agreement and signed by the parties to this agreement.
43.4. For all ambiguities regarding this agreement, the final decision will be that of the Company. These Terms of Service are to be read in concurrence with any other agreement or contract that the user has with Cogos Technologies Pvt. Ltd and the decision of the Company is final in all respects.
ADDITIONAL TERMS
These additional terms are found in the area of the website or App where you will avail Service, or where you will register for a special promotion.
Additional Terms may apply when you avail Services, or when you participate in special promotions or offers. You agree to abide by the terms and conditions imposed by the Provider, including payment of all the amounts when due and comply with all Rules and restrictions regarding the availability of services.
Cogos is purely a facilitator and neither a mover nor a packer. Cogos being only a Service Provider and not responsible for any damage or breakage or loss of the vehicle while transportation or at the time of loading or unloading.
Cogos shall be entitled to disclose to all companies within its group, or any government body as so required by the Law or by directive or request from any government body, the particulars of the Partner in the possession of Company in any way as Company in its absolute discretion, deems fit or if it considers it in its interests to do so.
Cogos shall not be responsible or liable for any loss or damage, howsoever caused or suffered by the Partner arising out of the use of vehicle service offered to Cogos or due to any reason whatsoever including but not limited to the Partner’s non-compliance with the Services' recorded voice instructions, malfunction, partial or total failure of any network terminal, data processing system, computer tele-transmission or telecommunications system or other circumstances whether or not beyond the control of Cogos or any person or any organization involved in the above mentioned systems.
INDEMNITY
The user by using the web or App shall indemnify, defend, hold harmless the website or App or any other subsidiaries or any officers, directors concerned to this website or App. Any claim made by any third party or any vendor shall be indemnified by the user. The usage of the website or App which is unlawful which is not permitted by the Law of land and breach of term and condition shall not be enforceable against us.
Partner further indemnifies Cogos that
a) consignment is properly described including the invoice, permits etc. are true
b) contents of the consignment are not prohibited items and legally tradable
c) All applicable Laws and regulations have been complied with.
If, despite the limitation above, we or a vendor is found liable for any loss or damage which arises out of or is in any way connected with any of the occurrences described in the limitation above, then we and the vendors’ liability will in no event exceed, in total, the sum of INR 5,000 (Rupees Five Thousand only).
TERMINATION
Cogos Technologies Pvt. Ltd. reserves the right to terminate or restrict the access to all or any component of the website or App. at any time for any reason, with or without notice, even if access continues to be allowed to others. Company also reserves universal right to deny access to particular users to any or all of its services without any prior notice or explanation in order to protect interests of Cogos and we shall not be accountable to the Partner to such suspension or termination. Accessing the website or App after such termination, suspension or discontinuation shall constitute an act of trespassing.
THIRD PARTY INFORMATION
Third party information provided by Cogos for convenience to user and Cogos has not have any control over such sites or on the contents or resources provided by them. Company shall not be responsible or liable to anyone for such third-party site or any product or service made available on such sites. Partner is responsible for evaluating the accuracy, completeness and usefulness of any opinion, advice or other content available through the Website or App or obtained from a linked site or App.
DISCLAIMER:
All vehicles registered with Cogos are continuously tracked using mobile technology to provide better service to the Customer.
Cogos has right to use the Partner contact information for its own and third-party vendors for marketing purpose. Cogos and the third parties may send regular SMS updates to the mobile numbers registered with it.
Company does not warrant the performance or the compatibility of the Application with Partner mobile device.
Company shall not be liable to the Partner for any damages, claims or costs whatsoever including any consequential, indirect, incidental damages or any loss of profit or damages to your mobile device as a result of your use of the Services or your installation and / or execution of the Software
It is expressly made clear that Cogos does not own any vehicles, nor does it directly or indirectly employ any drivers. Vehicles and drivers are all supplied by third parties and Cogos disclaims any and all liabilities in respect of the drivers and the vehicles.
Company shall not be liable for any loss or damages, including any injury which the vehicle may incur as a result of the trip hired through the services. All rights in relation thereto and in relation to the trip shall be a matter between Customer and the Partner only.
Tolls, helper charges and extra levies/fares as applicable are to be collected by the Partner.
PROMOTIONAL CODES
Company may at its sole discretion, create promotional codes which may be redeemed for account credit, or other features or benefits related to the services and or a third party provider’s services, subject to any additional terms Cogos establishes. You agree the promo codes, which may be sent for the intended audience with a purpose. These promo codes may be disabled at any time for any reason without liability to Cogos and may expire prior to your use.
Company reserves the right to withhold or deduct credits or other features or benefits at its own discretion.
COOKIES
Company may place ‘cookies’ on your computer or device, which may record information about your use of our domain, so that we can provide a continuous and better personalized services to accurately implement or communicate your browser preferences or settings. Without cookies, you may not be able to sign in or use Company’s other interactive features, which depend on cookies. Company does not control and is not responsible for the use of cookies by its third party partners or advertisers.
DISPUTES
Any dispute, controversy or claim arising out of the contract including claims seeking redress with our vendors or partners or any third parties, wherein we shall not be liable for any of the actions by you, if any party files any disputes shall be amicably settled through mutual consultation and escalation at such offices of Cogos as Cogos may designate. If the dispute is not settled amicably as aforesaid, then, it shall be subject to the exclusive jurisdiction of court of Law at Bengaluru, Karnataka State.
CANCELLATIONS & REFUNDS POLICY
Following terms and conditions shall be applicable to the Partner:
One full-day fare will be charged / deducted to the Partner, if
a. If booking is not accepted.
b. Not picking up the call / does not call back in 5 minutes after booking is accepted.
c. Does not report to the customer on time
d. Accepted and refused to go.
e. Asking for diesel amount from the customer
f. Switching off the mobile, data connection, GPS while on trip.
g. Denies to complete the trip half way
h. Rejecting the trip after reaching the customer
i. Trip delay intentionally and found true.
Amount so charged shall be deducted from the weekly / monthly payable amount.
Whenever situation arises for refunds to the Partner, Cogos, at its sole discretion, will review and decide for partial or full refund as appropriate.
Cogos reserves the right to amend / change / modify / delete at any time without any prior intimation to the Partner.