Terms and Conditions – LetsTransport

Last updated on 10 June 2021.

Welcome to LetsTransport.

THIS DOCUMENT IS AN ELECTRONIC RECORD IN TERMS OF THE INFORMATION TECHNOLOGY ACT, 2000 AND RULES THEREUNDER AS APPLICABLE AND THE PROVISIONS PERTAINING TO ELECTRONIC RECORDS IN VARIOUS STATUTES AS AMENDED BY THE INFORMATION TECHNOLOGY ACT, 2000. THIS ELECTRONIC RECORD IS GENERATED BY THE PARTNER’S USE OF THE PLATFORM AND BY AN INFORMATION TECHNOLOGY SYSTEM INCLUDING PHONES, LAPTOPS, COMPUTERS ETC., AND DOES NOT REQUIRE ANY PHYSICAL OR DIGITAL SIGNATURES. BY CLICKING ON THE “I AGREE/ I ACCEPT” BUTTON ON THIS ELECTRONIC CONTRACT, THE PARTNER IS CONSENTING TO BE BOUND BY THESE TERMS AND CONDITIONS ALONG WITH THE VARIOUS ANNEXURES ATTACHED HERETO.

WHEREAS

Diptab Ventures Private Limited, a private company incorporated under the Companies Act, 2013 (as amended from time to time) having its registered office at #545, S Lal Towers,1st Floor, Sector-20, Dundahera near Hanuman Mandir, Shankar Chowk Road, Gurgaon, Haryana – 122016, India, (hereinafter referred to as “LetsTransport” or the “Company” or “We” or “Us” or “Our”, which expression shall, unless it be repugnant to the context or meaning thereof, includes its successors, affiliates, partners, associates and, or assigns) owns and operates a platform through its website, through applications for any handheld devices or through offline mode (the “Platform”), which enables the Partners to access and view the demands, orders or requests placed by the clients of LetsTransport (“Clients”) seeking the Services (as defined below).
These terms and conditions, including the LetsTransport Policies (collectively, hereinafter referred to as the “Terms”) shall apply to all the persons who participates and provides the Services on the Platform, including an individual transport vehicle owner, an entity owning one or more transport vehicles or an entity which aggregates the transport vehicles (collectively the “Partners”).
If the Partner continue to access, browse, or use the Platform, the Partner is agreeing to comply with and be bound by the Terms, which together with the privacy policy of LetsTransport will establish a contractual relationship between the Partner and LetsTransport and will govern LetsTransport’s relationship with the Partner in relation to the Platform and the Services. These Terms shall be enforceable against the Partner in the same manner as any other written agreement. If the Partner does not accept these Terms, then the Partner shall not participate on the platform nor use any of LetsTransport’s services and shall discontinue the provision of the Services immediately.
These Terms apply to all Services, collectively with any LetsTransport Policies, supplemental terms and conditions that may be applicable to the specific Service provided by the Partner.
On the basis of the representations and warranties provided by the Partner herein and upon acceptance of the Terms by the Partner, LetsTransport has agreed to list the Partner and the vehicle(s) on the Platform to enable the Partner to provide the Services through the Platform in accordance with the terms and conditions as hereinafter provided.

YOU HEREBY AGREE TO BE BOUND BY THESE TERMS:

DEFINITIONS AND INTERPRETATION

1 Definitions

All of the defined and capitalized terms in these Terms will have the meaning assigned to them herein below, unless certain terms are defined within the body of these Terms.

“Account” refers to the unique and separate account created by LetsTransport to identify each of the Partners, subsequent to the Partner registering itself on the Platform by providing the required information and uploading the necessary documents and LetsTransport verifying the contents thereof;
“Allotted Request” shall have the meaning ascribed to such term in Clause 3.1;
“Applicable Laws” shall mean and include all applicable statutes, enactments, acts of the legislature or the Parliament, laws, ordinances, rules, by-laws, regulations, notifications, guidelines, policies, directions, directives and orders of any Governmental authority, tribunal, board, or a court, in India;
“Business Day” means a day on which banks are open for business in Bangalore, Karnataka;
“Cargo” shall mean goods, products, equipment or such other permitted cargo requested to be transported by the Clients through the Partner’s Vehicle from one location to another;
“Client” or “Clients” shall have the meaning ascribed thereto in Recital A; and
“COD Amount” shall have the meaning ascribed to such term in Clause 5.3;
“Competitor” shall have the meaning ascribed to such term in Clause 9.1;
“Confidential Information” shall have the meaning ascribed to such term in Clause 9.2;
“Deductible Amount” shall have the meaning ascribed to such term in Clause 4.3 (d);
“LetsTransport Policies” means the “Privacy Policy”, policies for Payment Factors, Penalty Amount, Deductible Amount, supplemental policies for specific Services, the Rating Policy and such other policies (including any amendments thereof), which LetsTransport may issue and make applicable to the Partner from time to time and which shall be binding on the Partner, irrespective of the date of intimation of such policies;
“LetsTransport Intellectual Property” shall have the meaning ascribed to such term in Clause 10.2;
“LT Device” means such device, asset, application or equipment, including a GPS tracking device, installed by LetsTransport on the Partner’s Vehicle or mobile devices;
“Partner Amount” shall have the meaning ascribed to such term in Clause 4.3 (a);
“Partner Information” shall mean the details, information and documents furnished by the Partner while registering to the Platform;
“Payment Factors” shall have the meaning ascribed to such term in Clause 4.3 (b);
“Penalty Amount” shall have the meaning ascribed to such term in Clause 4.3 (c);
“Platform” shall have the meaning ascribed to such term in Recital A;
“Rating Policy” means the policy to rate the Partners on the basis of certain parameters and conditions which will be communicated by LetsTransport to the Partners from time to time and depending upon the rating of a Partner, at its discretion, LetsTransport may offer incentives or impose penalties on the Partner;
“Referred Partner” shall have the meaning ascribed to such term in Clause 18.2 (b);
“Referring Partner” shall have the meaning ascribed to such term in Clause 18.2 (b);
“Service” means the various services to be provided by the Partner in accordance with these Terms;
“Service Request” means a request placed by the Client on the Platform to avail the Services offered by the Partner(s). A Service Request may either be: (i) a one time service request (termed as “On-demand Service Request”); or (ii) a periodic arrangement wherein Services are availed by the Clients regularly over a period of One (1) month (termed as “Scheduled Service Request”);
“Terms” shall have the meaning ascribed to such term in Recital B;
“Trip Documents” shall have the meaning ascribed to such term in Clause 3.5;
“Vehicle” shall mean ‘motor vehicle’, ‘commercial vehicle’ ‘goods carriage’, ‘medium goods carriage’ and/or ‘heavy goods vehicle’ as defined under the Motor Vehicles Act, 1988; and shall include vehicles used for any commercial purpose pursuant to the Service.

2 Interpretation

These Terms, shall form the entire agreement between LetsTransport and the Partner (collectively the “Parties”) and shall supersede and override all previous communications, either oral or written, between the Parties with respect to the subject matter covered herein, and no agreement or understanding varying or extending the same shall be binding upon any Party hereto unless arising out of the specific provisions of these Terms.

LetsTransport Policies may apply to certain component of the relationship between LetsTransport and the Partner, and such LetsTransport Policies will be disclosed to the Partner in connection with the applicable features, services and benefits. LetsTransport Policies are in addition to, and shall be deemed a part of, these Terms. LetsTransport Policies shall prevail over these Terms in the event of a conflict.

SCOPE AND OBLIGATIONS

Using one’s mobile number or such mode as accepted by LetsTransport, the Partner can apply and request for the creation of an account on the Platform and thereafter provide the information and upload the necessary documents as may be required by LetsTransport from time to time. LetsTransport will review and verify the information and documents submitted by the Partner and conduct Vehicle verification. Upon the successful registration and verification, LetsTransport may create the Account and thereafter the Partner shall be eligible to offer and provide its Services on the Platform, subject to these Terms.

The registration of the Partner and Vehicle(s) with LetsTransport shall at all times comply with these Terms herein including LetsTransport Policies. The Partner hereby understands and consents to the collection, storage and sharing of personal sensitive information as defined under Applicable Laws and any information obtained independently on the Partner, for the process of registration and background verification, provision of the Services and matters related to, and sharing such information with the Clients availing the Services.

The Partner acknowledges and agrees that all rights, obligations and liabilities of the Partner and LetsTransport shall be governed in accordance with these Terms. The Partner hereby represents that the Partner has read and understood these Terms fully and the terms contained herein are agreeable to the Partner.

The Partner undertakes and confirms that LetsTransport does not own or in any way control the Partner and/or the Vehicle used by a Partner to render the Services to the Clients.

SERVICE REQUESTS, ALLOTTED REQUEST AND SERVICES

On receipt of an On-demand Service Request from the Client, such requests will be offered to the Partner through the Platform and the Partner shall have the right to accept or reject the offered On-demand Service Request. Further, with respect to the Scheduled Service Request, LetsTransport and the Partner shall mutually discuss and agree to the terms applicable to such Scheduled Service Request, which shall be guided by factors such as the location of the Cargo in relation to the Partner, response time and the availability of the Partner. The On-demand Service Request upon acceptance by the Partner and the Scheduled Service Request upon mutual agreement between LetsTransport and the Partner shall be referred to as the “Allotted Request”, as the case may be, for the purpose of these Terms.

The Partner shall not cancel an Allotted Request, without the prior written consent of LetsTransport. The Partner shall immediately inform LetsTransport in case of any proposed cancellation or refusal of the Allotted Request. The Partner acknowledges and agrees that LetsTransport does not guarantee a minimum number of Allotted Requests to any Partner. The Allotted Requests are granted by LetsTransport at its sole discretion and LetsTransport shall have no liability towards the Partner in the event a particular Partner does not receive expected number of Service Requests.

Once a Service Request becomes an Allotted Request, LetsTransport may provide to the Client, the relevant information of the Partner, including the picture, details about the Vehicle (registration number and model), mobile phone number and such other information of the Partner as required under Applicable Laws or as LetsTransport may deem fit, which may be required by the Client to identify the Vehicle and the Partner who will provide the Services to the Client in relation to the Allotted Request.

LetsTransport will provide to the Partner all the relevant information of the Client to provide Services for the Allotted Request, including without limitation details of the pick-up location, drop location, nature of the Cargo and such other instructions which are necessary for the Partner to provide its Services to the Client. Such information shall be treated as confidential information by the Partner in terms of Clause 9 (Confidentiality) below.

Immediately upon providing the Services to the Client for the Allotted Request, the Partner shall obtain all the necessary confirmation and documents to evidence completeness of the Service, including obtaining a trip sheet, proof delivery, DRS (delivery run sheet), toll and parking receipts (the “Trip Documents”) and submit such documents to LetsTransport.

PAYMENT

Within Five (5) days from the end of the previous calendar month, the Partner shall submit the Trip Documents to LetsTransport in relation to the Services completed by it to the Clients for all the Allotted Request in the previous month. Thereafter, LetsTransport shall reconcile the details set out in the Trip Documents with its internal records and coordinate with the concerned Client(s) serviced by the Partner to get the details of the Services (provided by the concerned Partner), verified and validated by the Client(s).

LetsTransport shall pay the Partner Amount calculated on a monthly basis to the Partner within Thirty (30) days from the date of verification and validation of the Services provided by the Partner in consultation with the Client(s) serviced by such Partner, provided, however, that if the Partner has serviced more than One (1) Client, then LetsTransport’s obligation to pay the Partner Amount will commence from the date when the last of the Client verifies and validates the Services provided by the relevant Partner.

For the purpose of these Terms:

“Partner Amount” means an amount to be paid by LetsTransport to the Partner towards the Services completed for the Allotted Requests and calculated taking into account the Payment Factors, reduced by the Penalty Amount, Deductible Amount and taxes, if any;

“Payment Factors” means such factors and terms as may be communicated by LetsTransport to each Partner, from time to time;

“Penalty Amount” means the aggregate of the following amounts:

such Amount mentioned against grounds such as absence from service, late arrival, late delivery, among other grounds, as may be communicated by LetsTransport to each Partner, from time to time.

Amount levied by the Client on LetsTransport for deficiency in Services provided by the Partner for the Allotted Request;
An amount calculated up to the rate of Ten (10%) percent of the COD Amount for delay in depositing the collected COD Amount with LetsTransport in accordance with these Terms;

Amount equivalent to the maximum retail price of the Cargo or the debit note levied on LetsTransport by the Client, whichever is higher, in case of any theft/shortage of the Cargo or in case of loss, damage or pilferage of the cargo due to any actions or omissions by the Partner; and

such other amount as may be determined by LetsTransport from time to time, at its sole discretion and notified to the Partner in accordance with these Terms.

“Deductible Amount” means the aggregate of the following amounts:

cost of any LT Device, which shall be refunded to the Partner upon return of such LT Device to LetsTransport;

cost of any uniform, dress, materials as may be prescribed by LetsTransport to standardize the provision of Services;

advance amount, if any, paid by LetsTransport to the Partner;

any Tax Deducted at Source (“TDS”) under Section 194C of the Income Tax Act, 1961 and/or any Applicable Law, provided that any such TDS requirements is brought to the notice of LetsTransport as per Clause 5.4;

cost of insurance premium paid by LetsTransport for the insurance policy obtained for the benefit of the Partner;

cost of any amount (including principal, interest or EMI) paid by LetsTransport for and on behalf of the Partner, against any loan or financial assistance obtained by the Partner;

technology cost, fuel expenses, after-sales service or any other expense incurred by LetsTransport for the benefit of and on behalf of the Partners; and

such other amount as may be determined by LetsTransport from time to time, at its sole discretion and notified to the Partner in accordance with these Terms.

The Partner agrees and acknowledges that LetsTransport will reimburse, through the Partner Amount, the costs towards toll and parking only against the original receipts in respect of the same and that if the Partner fails to submit the original receipts of such toll and parking costs, such amount will not be reimbursed by LetsTransport. It is clarified that, the Partner alone shall be responsible and bear the cost towards, fuel, insurance, registration, service, permits, maintenance, penalty for violation of traffic rules and other related matters and costs.

For the Partner Amount paid by LetsTransport to the Partner in a calendar quarter, if any dispute or discrepancy arises with respect to the Partner Amount received during that calendar quarter, the Partner shall present such a claim of dispute or discrepancy either (i) in writing to the LetsTransport regional office; or (ii) by sending an email to finance@letstransport.in, within Seven (7) days from the end of that calendar quarter, failing which, the Partner Amount paid for such calendar quarter shall be deemed to be the full and final payment for all amounts that the Partner is entitled to receive from LetsTransport during that calendar quarter. If a dispute is raised, the Parties shall make reasonable efforts to promptly settle the dispute concerning the Partner Amount of a given month in accordance with Clause 14 (Dispute Resolution). If the dispute is determined in favour of the Partner then LetsTransport shall pay the amount adjudicated to be paid to the Partner and if on the other hand the dispute is determined in favour of LetsTransport, then the amount adjudicated to be paid shall be reduced from the subsequent Partner Amount(s) to be payable to the Partner.

The Partner will maintain all relevant books, records and accounts relating to the Services provided by Partner and payments collected. Upon reasonable notice, LetsTransport may audit, or may appoint a qualified independent auditor to audit, the books and records of the Partner to verify the accuracy of the amount of payments collected by the Partner. If such audit reveals any discrepancies with respect to the payment collected and submitted to LetsTransport, then in addition to LetsTransport retaining the right to exercise other remedies, may adjust the Partner Amount to the extent of the amount equal to such discrepancy.

OBLIGATIONS OF THE PARTNER

The Partner shall make available and operate the Vehicle for such number of days as mutually agreed between the Partner and LetsTransport. The Partner shall ensure that the Vehicle arrives prior to the specified pick-up time at the specified location to attend to the Allotted Request.

The Partner shall provide the highest quality of Services as per the industry standards and in accordance with the oral and written requirements as specified by the Clients or standards as set out on the Platform. The Partner shall provide the Service to the Clients in a courteous, effective and timely manner. The Partner shall not undertake or assist in any unlawful or illegal activity while performing the Services.

In cases where the Partner collects the cash corresponding to the Cargo (“COD Amount”), the Partner must deposit the collected COD Amount with LetsTransport at the end of the working day on which the COD Amount is collected, unless otherwise authorized by LetsTransport.

In the event that the Partner owns or is likely to own Ten (10) or more goods carriages, then the Partner shall promptly notify LetsTransport (but in no event later than Five (5) days from owning Ten (10) or more goods carriages) by sending an email to finance@letstransport.in. The Partner understands and acknowledges that: (a) LetsTransport would be obligated to deduct tax under the Income Tax Act, 1961 from any payments due to be made to the Partner, if the Partner owns or is likely to own Ten (10) or more goods carriages; and (b) in order for LetsTransport to comply with the requirements of the Income Tax Act, 1961, the Partner shall provide such declarations, documents and information as may be required by LetsTransport in this regard.

The Partner shall be deemed to be informed and shall also strive to stay informed about conditions such as bandhs, strikes, curfews, traffic disruptions, weather conditions and the like that could affect the Service. The Partner shall, immediately intimate LetsTransport, and disclose any such aforesaid calamity that he/ it may become aware of.

The Partner shall ensure use of only registered Vehicles for the purposes of performing the Services and shall update / renew all licenses and permits, at its cost, necessary for the use of the Vehicle to provide its Services through the Platform. The Partner shall not allow unauthorized persons to drive the Vehicle. The Partner shall keep all documents relating to their identity and Vehicle at all times in the Vehicle.

The Partner shall ensure that comprehensive insurance including, without limitation, third party insurance of Vehicles and for providing the Services and such other insurance as may be required by Applicable Law is obtained and always maintained, in each case at the cost of the Partner, and the Client and/or LetsTransport shall not be liable for taking insurance or paying premium thereof in respect of the Vehicle or any liability arising out of plying of such Vehicle or Cargo.

The Partner hereby acknowledges and agrees to abide by the Rating Policy pursuant to which LetsTransport shall have the sole discretion and authority to incentivize and/or penalize the Partner. The Partner shall accept such incentives offered and/or penalties imposed in accordance with the Rating Policy.
The Partner shall allow LetsTransport to install LT Devices in the Vehicles used for providing the Services, or the driving personnel’s mobile devices to track the Vehicle and the driving personnel. The Partner shall allow LetsTransport to install branding or logo of LetsTransport on the Vehicles.

The Partner shall ensure the safety and security of the self, Cargo and that of the Vehicle at all times. The Partner shall not create any lien, pledge, encumbrance or other third-party security interests in any manner on the Cargo(s). The Partner understands that it is not the owner of the Cargo and has no rights towards it. It is the responsibility of the Partner to ensure that it understands the same and that they shall co-operate to the maximum possible extent to ensure delivery of the Cargo in a timely manner.

The Partner shall immediately bring to the notice of LetsTransport any deviation from the provision of the Service(/s) as agreed with the Clients, including but not limited to any accidents, damage to life, property or the Cargo.

The Partner shall not pilfer or tamper with the Cargo of the Client and any such incidence shall be reported immediately by the Partner to LetsTransport. In the event the Partner or any third party, while the Cargo is in possession of the Partner, pilfers or tampers with the property of the Client, the Partner shall be solely liable for any damages claimed by the Clients and LetsTransport shall have the authority to include the loss incurred due to such damages as a Penalty Amount. In the event that the loss incurred under this Clause 5.12 arises due to the negligence of the Partner and such loss exceeds the Partner Amount, the Partner shall be liable to pay the difference between the loss and the Partner Amount to LetsTransport.

If the receiver of the Cargo refuses to accept delivery, the Partner shall immediately communicate the status to LetsTransport, which shall try to contact the concerned Client and agree on the appropriate next action. The same shall be notified by LetsTransport to the Partner as soon as practicably possible.

The Partner shall have a functioning mobile number and also have the ability to read text messages sent by LetsTransport, including the Client details and to convey Client feedback.

Upon providing prior information to LetsTransport, the Partner can take Two (2) days of leave per month where operation days are more than Twenty Eight (28) days and One (1) day of leave per month where operation days are less than Twenty Eight (28) days only. Any leaves taken by the Partner over and above the permissible limit shall attract penalty as may be specified by LetsTransport, from time to time.

The Partner hereby acknowledges and agrees that LetsTransport shall alone be responsible for settling any payment related issues between the Client and the Partner. In case of any conflict, the Partner shall seek instructions from LetsTransport. The Partner agrees that the decision taken by LetsTransport shall be final and binding on the Partner in the aforesaid case.

The Partner shall make himself/ herself available for such trainings as LetsTransport may be required to organize pursuant to Applicable Law or as LetsTransport may deem necessary from time to time.

The Partner shall not drive rashly, shall follow traffic regulations and all Applicable Laws during the performance of the Services, wear seat belt, not consume liquor / cigarette / bidi, or any other kind of intoxicant while performing the Service/(s) and shall have and hold a valid driving license and registration/insurance papers for the Vehicle at all times. The Partner shall take all calls from the Clients and LetsTransport only after stopping the Vehicle at an appropriate location to take the call, without being a hindrance to the traffic around him or without violating any traffic rules.

The Partner shall be solely responsible for:

any failure to complete an Allotted Request accepted by the Partner;

any failure to pick up the Cargo(s) at the allotted time and/or place;

any act or omission on the part of the Partner including any rash and negligent driving, verbal, physical or harassment of any nature;

any violation or non-adherence to the Applicable Law by the Partner;

any nuisance or damage caused to the property of LetsTransport or the Client by the Partner or any misbehavior with LetsTransport’s representatives or the Client; misbehavior shall include within its purview using abusive language, causing physical harm and making indecent gestures;

any physical and/or mortal danger caused to the Clients whilst using or in connection with the Service; and

any delay of more than One (1) hour caused to the Client(s).

The Partner, shall not either directly or indirectly engage in any conduct that damages the reputation or causes inconvenience in any manner, to LetsTransport; and, or be the reason for LetsTransport to be a part of any negative publicity.

The Partner hereby agrees that any complaint/(s) by Clients regarding the provision of Services or Partner will be considered to be a breach of the obligations by the Partner hereunder for which LetsTransport shall not be responsible in any manner.

The Partner shall not violate the intellectual property rights of LetsTransport, the Client or of any third party and shall be liable and indemnify LetsTransport for any breach or violation of such intellectual property rights;

REPRESENTATIONS AND WARRANTIES

The Partner represents and warrants that:

The Partner is eligible for registration on the Platform and creation of an Account in respect of these Terms and the Partner has all requisite power and authority to, deliver and perform the obligations imposed herein;

Save as notified in accordance with Clause 5.4, the Partner does not own more than Nine (9) transport vehicles or goods carriages;

Save as notified in accordance with Clause 5.4, Lets Transport is not required to deduct any tax at source from any amounts to be paid by Lets Transport to the Partner, including any deductions under Section 194C of the Income Tax Act, 1961 and/or any Applicable Law;

The execution and performance of the obligations do not and will not violate any provision of any existing agreement, law, rule, regulation, any order or judicial pronouncement to which the Partner is a party;

The Partner shall not and shall ensure that neither its driving personnel, affiliates, family, friends shall threaten any of the Clients, LetsTransport and/or their representatives, employees, management personnel or shareholders;

The Partner has all rights, licenses and permits as may be required by Applicable Laws to perform the Service in accordance with the terms herein.

The Partner has not been convicted by any court in India or any other country of any crimes including but not limited to involving moral turpitude. Further, the Partner is not a party to any pending litigation (criminal or civil) which shall materially affect the Partner’s obligations herein;

The Partner is the registered owner or in the lawful possession and use, as the case may be, of the Vehicle(s) and permit holder for the provision of Services of the Vehicle(s).

DISCLAIMER

LetsTransport disclaims all warranties that the Partner will be able to use the Platform and/ or will be able to provide the Service/(s) at all times or in all locations on the Platform or that the Platform and the Services provided through the Platform will be uninterrupted, error-free or free from any technical glitches or malicious software or that the defects will be capable of being corrected by LetsTransport in a timely fashion. LetsTransport’s Platform, are provided on an “AS IS” and “AS AVAILABLE” basis. LetsTransport also does not provide any warranties as regards the compatibility of LetsTransport’s Platform or any other installed technology with the devices of the Partner and the results as well as performance of the Platform may vary depending on the model of the device on which the Platform is being accessed.

The Partner agrees that LetsTransport’s role is limited to being a marketplace to display the Service Request raised by the Clients and to facilitate acceptance of the Allotted Request by the Partner and to facilitate the transactions between the Partner and the Clients.

To the extent permissible under Applicable Laws, LetsTransport disclaims and shall disclaim all liabilities, whether civil, criminal, tortious, or otherwise, that may accrue as a consequence of the breach by the Partner: (a) of the Applicable Laws in respect of the Services; (b) of the terms of the applicable licenses and permits that are issued by the transport authorities to the Partner; (c) of these Terms; or (d) of the duty of care the Partner owes to the Clients.

COMMUNICATION

When the Partner uses the Platform or sends emails or other data, information or communication to LetsTransport, the Partner agrees and understands that the Partner is communicating with LetsTransport through electronic records and the Partner hereby consents to correspond via electronic records from LetsTransport periodically and as and when required.

The Partner hereby expressly consents to receive communication from LetsTransport through the Partner’s registered phone number and/or e-mail id. The Partner consents to be contacted by LetsTransport via phone calls/SMS notifications. The Partner agrees that any communication so received by the Partner from LetsTransport will not amount to spam, unsolicited communication or a violation of the Partner’s registration on the ‘national do not call registry’.

By registering with LetsTransport, the Partner hereby agrees to (a) voluntarily provide updated Partner Information immediately (as and when there occurs a change in the original Partner Information furnished) and that LetsTransport has a legal duty to request from each Partner on account of the ‘Know Your Client’ norms under Applicable Laws including without limitation the Partner’s Permanent Account Number (PAN); and (b) undertake due diligence and update itself on Applicable Laws that may have implications on the Partner’s liability as a Partner.

The Partner acknowledges and agrees that Partner Information may be transferred or stored in a server (whether in or outside India or where the Partner is located) in order to perform LetsTransport’s obligations under this Agreement.

CONFIDENTIALITY

The Partner acknowledges that pursuant to these Terms, the Partner will have access to Confidential Information. The Partner shall not use the Confidential Information for Partner’s own purpose or distribute such data in any form or means except for the purposes of these Terms and shall keep it confidential at all times. Further, the Confidential Information at no times can be disclosed by the Partner to any party in the same or similar business as that of LetsTransport (“Competitor”). In the event, LetsTransport becomes aware that the Confidential Information has been disclosed to a Competitor by the Partner or has been used for the benefit/interest of the Competitor, LetsTransport can claim such direct and indirect damages from the Partner as it may suffer due to such losses.

“Confidential Information” shall mean and include all information, whether verbal or written, disclosed to the Partner by LetsTransport or the Clients, as the case may be, but not be limited to details of LetsTransport and/or the Client (i.e., personal information and sensitive personal information as defined under the Information Technology (Reasonable Security Practices and Procedures and Sensitive Personal Information) Rules, 2011), phone numbers, market information, all work products and documents related thereto, the contents of the Platform or any other information, whether provided orally or in writing, received or to be received by the Partner.

LICENSE AND PROPRIETARY RIGHTS

License Grant: Subject to these Terms, LetsTransport hereby grants to the Partner a limited, non-exclusive, non-transferable, non-sub licensable, non-assignable license, during the Term, to the use of the Platform of LetsTransport solely for the purpose of providing the Services in accordance with these Terms.

Ownership: The Platform, and Confidential Information of LetsTransport, including but not limited to all intellectual property rights such as company name, logos, product and service names, trademarks, services marks or other indicia of ownership (“LetsTransport Intellectual Property”), shall remain (as between the Partner and LetsTransport) the property of LetsTransport. Neither these Terms, nor the Partner’s use of the Platform conveys or grants to the Partner any rights: (a) in or related to the Platform, except for the limited license granted above; or (b) to use or reference in any manner LetsTransport Intellectual Property.

The Partner agrees that it shall not reproduce, transcribe or make any copies of the LetsTransport Intellectual Property, in any form or manner and not copy or reverse engineer, or attempt to derive the composition or underlying information, structure or ideas of any such LetsTransport Intellectual Property.

INDEMNIFICATION

The Partner agrees and undertakes to indemnify and to hold harmless LetsTransport, its affiliates, successors, assigns, and each of their directors, officers, employees, associates, agents, and representatives from and against any losses, damages, liability, claims, costs, penalty and expenses (including, without limitation, reasonable attorneys’ fees) incurred by reason of (a) any breach or alleged breach by the Partner of the Partner’s obligations herein, performance or observance of the Partner’s role, functions, responsibilities, representations, or warranties under these Terms; (b) any violation by the Partner of LetsTransport Policies or any other policies provided by LetsTransport or for any complaint from the Client with respect to the defective Service/(s) of the Partner; (c) any harm to the reputation and goodwill of LetsTransport due to the actions or omissions of the Partner; (d) any claim of violation of intellectual property of a third party by the Partner’s usage of LetsTransport Intellectual Property in a manner not permitted herein; (e) the Partner’s unauthorized access to or disclosure of the Confidential Information or permitting in any way by the Partner the transfer of such Confidential Information to any of the Competitor(s) or its affiliates or to any third party; (f) omission, fraud, negligence and misconduct by the Partner; (g) any misrepresentation made by the Partner under these Terms; (h) personal injury to any third person or Cargo damage of the Client, if any, asserted against LetsTransport by reason of the use and operation of Partner Vehicle(s); and (i) breach of or failure to furnish the required declarations or statements for the purpose of the Income Tax Act, 1961.

LetsTransport shall not be responsible or liable for any loss or damage, howsoever caused or suffered by the Partner arising out of the use of the service offered by LetsTransport to the Partner directly or indirectly, for any reason whatsoever, including but not limited to damage or loss caused to the Partner as a result of a Client’s non-compliance, which includes, but is not limited to, any incorrectly placed 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 LetsTransport or any person or any organization involved in the above mentioned systems. Without prejudice to the above, LetsTransport shall not be liable for any direct or indirect loss or damage, which may be suffered by the Partner as a result of any failure by a Client or his/its representative to show up for loading of the Cargo or any failure to make the Cargo unavailable within any stipulated time even if LetsTransport has agreed to such timing or even if the Client has advised LetsTransport of the possibility of a delay that might take place on part of the Client for loading of the Cargo within the stipulated time.

TERM AND TERMINATION

These Terms shall be valid for a period of Eleven (11) months from the effective date of the successful verification of the Partner and shall be renewed automatically for the same duration, unless otherwise agreed between the Parties.

The Partner or LetsTransport shall be entitled to terminate these Terms with a prior written notice of Ten (10) days to the other Party without assigning any reason for the termination.

LetsTransport shall be entitled to terminate these Terms with respect to any Partner:

if the Partner is found to be involved in gross misbehavior, misconduct, negligence in driving, the safety of the Cargo, and is unable to provide the Services in accordance with these Terms;

in case of conviction of, or passing of order against the Partner, by a government authority, for fraud, a crime which sentences the Partner, and, or any individual driving personnel of the Partner with imprisonment of any term or any offence involving moral turpitude;

a breach by Partner of any of the provisions of these Terms, or representations and warranties and if the Partner fails to rectify such breach within thirty (30) calendar days from the date on which the Partner receives a notice of breach from LetsTransport. In such event, these Terms will terminate forthwith upon the expiry of the said Thirty (30) day period.

Upon the expiry or early termination of as mentioned hereinabove:
The Partner shall pay to LetsTransport all amounts due and owing to LetsTransport, including any COD Amount;

LetsTransport may at its sole discretion terminate the Partner’s registration and disable the Partner’s Account and access to the Platform and cause its delisting from the Platform;

LetsTransport shall settle the Partner Amount which has become due and payable to the Partner, prior to the date of termination;

The Partner shall promptly return to LetsTransport all property and materials including the LT Device and Confidential Information, provided however where the Confidential Information cannot be returned in material form, the Partner shall destroy such Confidential Information and provide sufficient proof of such destruction to LetsTransport;

The Partner shall cease acting in a manner that would imply a continuing relationship between the Parties. The Partner shall ensure that LetsTransport branding affixed / displayed on the Vehicle and / or any other branding affixed / displayed on the Vehicle (as directed by LetsTransport and mutually agreed between the Parties), if any, shall be immediately removed.

RELATIONSHIP BETWEEN PARTIES

The Partner shall operate as and have the status of an independent contractor and shall not act as, be or construed to be an agent or employee of LetsTransport. The relationship between the Parties is on a principal-to-principal basis, and none of the provisions of these Terms shall be interpreted as creating the relationship of employer and employee between the Partner and LetsTransport at any time, under any circumstances or for any purpose. Therefore, the Partner will not be entitled to any employee benefits, statutory or otherwise, offered by LetsTransport to its employees including but not limited to wages, vacation pay, sick leave, retirement benefits, social security, worker’s compensation, health or disability benefits, or employee benefits of any kind. The Partner shall be responsible for the payment of all applicable taxes to which it/he may be subject as an independent contractor.

The Partner agrees not to assume or create any obligation or responsibility, express or implied, on behalf of or in the name of LetsTransport. The Partner does not have the authority to create, modify or terminate a contractual relationship(s) between LetsTransport and any third party or act for or bind LetsTransport in any respect. Any act of the Partner on behalf of LetsTransport which may be regarded as over and above the duties and responsibilities as provided herein, shall be deemed to be unauthorized, unlawful and the Partner shall be personally liable for the same.

In the event the Partner is not the individual driving the Vehicle, however, the Partner employs or hires the driving personnel, then it is the sole responsibility of the Partner to ensure that such employed or hired driving personnel strictly comply with these Terms and for any and all actions or omissions of such employed or hired driving personnel the Partner shall be vicariously liable under these Terms.

DISPUTE RESOLUTION, GOVERNING LAW AND JURISDICTION

These Terms shall be governed by and construed in accordance with the laws of India.

If any dispute arises between the Partner and LetsTransport, in connection with, or arising out of, these Terms, the dispute shall be referred to arbitration under the Arbitration and Conciliation Act, 1996 (Indian) to be adjudicated by a sole arbitrator to be appointed by LetsTransport. The seat and venue of arbitration shall be in Bangalore. The proceedings of arbitration shall be in the English language. The arbitrator’s award shall be final and binding on the Parties.

Subject to Clause 14.2 above, the courts in Bangalore shall have the exclusive jurisdiction in connection with these Terms.

In addition to above remedies, LetsTransport shall be entitled to an interim injunction, restraining order or such other equitable relief as a court of competent jurisdiction may deem necessary or appropriate to restrain the Partner from committing any violation of Partner covenants and obligations. These injunctive remedies are cumulative and are in addition to any other rights and remedies LetsTransport may have at law or in equity.

The Partner agrees that any breach of these Terms by him/her is likely to cause LetsTransport substantial and irreparable damage and therefore, in the event of any such breach, in addition to such other remedies which may be available to LetsTransport, LetsTransport shall have the right to specific performance and injunctive relief and further the Partner shall indemnify and hold harmless LetsTransport and/or the Clients from any claims and losses suffered by such parties.

AMENDMENT

LetsTransport reserves the right to change, modify or amend these Terms or update, suspend or discontinue the provision of the Platform at any time. LetsTransport may also impose limits on the Partner on certain features or restrict access to parts of the Platform or Service Requests (as defined below) from specific Clients without notice or liability.

LetsTransport may from time to time vary or amend these Terms by posting the amended Terms on this Platform without any notice to the Partner. It is the responsibility of the Partner to review these Terms periodically for any updates / changes. Amendments will be effective upon LetsTransport’s posting of such updated Terms at this location or the amended LetsTransport Policies or supplemental terms on the applicable Service Request. Any provision of the Services after the amendment of these Terms will be deemed to be acceptance of the amended Terms by the Partner. If the Partner does not agree to the amended Terms, the Partner has the right to close its Account and, or cease providing the Services immediately.

NOTICES

LetsTransport may give notice by means of a general notice on the Platform, electronic mail to the Partner’s email address or by written communication sent to the Partner’s address as set forth in the Partner’s Account. The Partner may give notice to LetsTransport by means of electronic mail to ‘hr@letstransport.in’ or by written communication LetsTransport, 2nd Floor, Sri Vasavi Arcade, 100 feet Road, HRBR Layout, 1st Block, Kalyan Nagar, Bengaluru, Karnataka – 560 043.

OTHER PROVISIONS

Assignment – The Partner shall not assign its rights under these Terms without the prior written approval of LetsTransport. However, LetsTransport can assign its rights under these Terms to any of its affiliate.

Waiver – The failure of LetsTransport to exercise any rights or to demands the performance by Partner of duties required hereunder shall not constitute a waiver of any rights or obligations provided for herein.

Force Majeure – LetsTransport shall not be liable for any failure to perform any obligations under these Terms, if the performance is prevented, hindered or delayed by a force majeure event and in such case our obligations under these Terms shall be suspended for so long as the force majeure event continues.

REWARDS PROGRAMME

LetsTransport reserves the right to award rewards or such other benefits to the eligible Partners in accordance with these Terms. The rewards programme is open to all the Partners and the Partners are eligible to participate in the rewards programme only as long as their Accounts are valid and the Vehicles are verified, to the satisfaction of LetsTransport. The rewards: (a) may expire prior to it being utilized by the Partner; (b) must not be clubbed with any other program/offer; (c) may be denied by LetsTransport on the grounds of suspicion or abuse of the Reward by any Partner without providing such a Partner any explanation thereof; and (d) may be subject to such other terms as may be specified by LetsTransport from time to time. LetsTransport reserves the right to modify, suspend or terminate the rewards programme without any prior intimation or cause to any person, including the Partners.

As on the date of these Terms, LetsTransport is awarding the rewards set out below to the eligible Partners, subject to the following conditions and these Terms:

Registration Reward: Upon the successful registration and attachment of its first Vehicle to the Platform, the Partner will become entitled to receive a one-time reward from LetsTransport in such form and manner as may be decided by LetsTransport.

Referral Rewards: Each Partner (“Referring Partner”) may be given a referral code from LetsTransport. In the event the Referring Partner refers LetsTransport’s services to another Person (“Referred Partner”) who has not previously engaged with LetsTransport and on the basis of such reference the Referred Partner registers itself on the Platform and gets successfully verified by LetsTransport to provide Services, then the Referring Partner will become entitled to receive an one-time reward from LetsTransport, in such form and manner as may be decided by LetsTransport. Provided however that: (i) the Referred Partner enters the unique referral code of the Referring Partner; and (ii) the Email ID and/or phone number through which the Referred Partner signs up on the Platform, must not have been previously used for registering on the Platform by any other Person.