Fleet

EFFECTIVE FROM April 1, 2018 IF THIS DOCUMENT IS NOT IN A LANGUAGE THAT YOU UNDERSTAND, YOU SHALL CONTACT RIVIGO AT SUPPORT@VYOM.COM. FAILURE TO DO SO WITHIN 12 (TWELVE) HOURS FROM THE TIME OF RECEIPT OF THIS DOCUMENT AND SUPPLY PARTNER’S ACCEPTANCE OF THIS DOCUMENT BY CLICKING ON THE ‘send OTP’ BUTTON SHALL BE CONSIDERED AS YOUHAVE READ AND UNDERSTOOD OF THIS DOCUMENT.

GENERAL TERMS (For Fleet Owners)

Disclaimer:

This document is an electronic record in terms of Information Technology Act, 2000 and rules there under as applicable and the amended provisions pertaining to electronic records in various statutes as amended by the Information Technology Act, 2000. This electronic record is generated by a computer system and does not require any physical or digital signatures.

This document is published in accordance with the provisions of Rule 3 (1) of the Information Technology (Intermediaries guidelines) Rules, 2011 that require publishing the rules and regulations, privacy policy, general terms and terms of use for the access of usage of the Platform.

This Platform (as defined below) is owned/ provided by Rivigo Services Private Limited. Rivigo Services Private Limited, a Company incorporated under the Companies Act, 2013 with its registered office at 4^th floor, Plot No. 88, Sector-44, Gurugram, Haryana, India (hereinafter referred to as "Rivigo/ RFPL").

The Terms and Conditions of use of Web Site (‘Terms of Use’) govern Supply Partner’s (as defined below) use of our website (the “Web Site”) and our “Rivigo” application for mobile and handheld devices (the “Rivigo App(s)”). The Web Site and Rivigo App(s) are jointly referred to as the “Platform”. The Terms of Use are published on Rivigo’s Web Site https://www.rivigo.com/relay/terms-of-use.

These general terms for Fleet Owners/ Supply Partners (hereinafter referred as to ‘General Terms’) are to be read along with RFPL’s Privacy Policy, Terms of Use, Product Terms (if those products are opted by the Supply Partner), or other RFPL’s policies (published on Platform) (collectively referred as to “RFPL’s Terms”).

By clicking on ‘send OTP’ button, at the time of registering the account on RFPL’s App which is particularly for the ‘fleet owners’ (hereinafter referred as to “RFPL’s Fleet App”), you are consenting that you have read and understood these General Terms, RFPL’s Terms and agree to be bound by these General Terms and RFPL’s Terms.

For the purpose of these General Terms and RFPL’s Terms, wherever the context so requires the supply broker / supply fleet owner (hereinafter referred as “You or Fleet Owner or Supply Partner”) agree to use Platform or RFPL’s Fleet App by registering themselves on RFPL’s Fleet App using the computer systems or mobile.

This RFPL’s Fleet App has been developed by RFPL to be used by Supply Partners for connecting with RFPL’s customers to meet their logistics needs i.e. providing of transportation services.
The Supply Partners understand that RFPL receives available market Relay loads shared by its customers which is available on Platform for which Supply Partners agrees to provide trucks on non-exclusive basis for transportation.
Supply Partner’s agreement to the General Terms and RFPL’s Terms shall operate as a binding agreement between Supply Partner and RFPL in respect of the usage and services of the Platform.

Terms and Conditions:

These terms and conditions of General Terms (hereinafter referred as to “General Terms”) govern the use of Services by Fleet Owner on the RFPL’s Platform.

Services: The Supply Partner shall use this Platform through mobile applications- RFPL Fleet App or Web Site (if applicable) for providing the services relating to arranging and scheduling transportation vehicle and/or logistics services to RFPL’s customers. The Supply Partner shall register/ login itself on RFPL Fleet App or Web Site (if applicable) to receive/accept market Relay loads and provide trucks for those Relay loads. RFPL enables transactions between customers and Supply Partners, to meet logistics needs i.e. providing of transportation services (hereinafter referred as to “Platform Services/Services”).

Registration: The Supply Partner shall ensure that Data (as defined below) provided for the registration on Platform to RFPL is accurate, complete, current, valid and true and is updated from time to time.
Supply Partner represents that Supply Partner shall promptly inform RFPL on any change in the Data provided by Supply Partner to RFPL.
Supply Partner further represents that if the Data provided is found to be false or incorrect anytime by RFPL or the customer the Supply Partner shall be liable for appropriate legal action.
RFPL shall bear no liability for the incorrect, false, incomplete Data provided for the registration provided by Supply Partner.
In case, Supply Partner is unable to access its own account register with RFPL, Supply Partner shall inform RFPL at support@vyom.com.
Supply Partner shall not transfer, assign, let, or sale its account registered in Platform to a third party. RFPL shall not be liable for any loss that Supply Partner may incur as a result of someone else using its account, either with or without its knowledge.
Supply Partner agrees and permits RFPL to share the Data and / or other information / data submitted by Supply Partner during the use of Services or any other services offered through Platform with the third parties.
Account Suspension: RFPL reserves its right to suspend or terminate Supply Partner’s account and the access to the Platform and the Services with immediate effect if:
1. the Data provided by Supply Partner is incorrect, forged or false;
2. Supply Partner is found to be non-compliant or in violation to the General Terms, or RFPL’s Terms;
3. it is believed that Supply Partner’s actions may cause legal liability for you, other users or us; and
4. at RFPL’s sole discretion without notice for causes which includes but not limited to (i) requests by law enforcement or other government agencies, (ii) unexpected technical issues or problems, (ii) a request by you (self-initiated account deletions), or (iv) discontinue or material modification of the Platform or any Service offered on or through the Platform.
  After termination of Supply Partner’s Account with RFPL, RFPL shall destroy all the Data collected from Supply Partner, except the records and the data pertaining to the transactions undertaken using the Services on the Platform.
  RFPL reserves the right to accept or reject its registration of any Partner on RFPL platform. RFPL has right to remove any Supply Partner from its platform without any prior notice. RFPL can use data analytics or on its sole discretion decide to block, suspend, remove any Supply partner account from its Platform.
  Supply Partner also agrees that any violation by you of these General Terms or RFPL’s Terms will constitute an unlawful and unfair business practice, and will cause irreparable harm to RFPL, for which monetary damages would be inadequate, and you consent to RFPL obtaining any injunctive or equitable relief that RFPL deems necessary or appropriate in such circumstances. These remedies are in addition to any other remedies RFPL may have at law or in equity.
Account Reinstatement: RFPL has right to ask for any required documentation for re-instating any suspended, blocked account on its platform.
Ratings: The Supply Partner gives consent to RFPL to have a rating criteria on its platform wherein customers on RFPL platform can rate their experience of interaction/ transaction with the Supply Partners. RFPL can use such ratings to optimize further its product. RFPL may also create rating profile of Supply Partner /user based on their algorithms taking into consideration factors like user profile and behavior, over and above the feedback of Relay customer.
Communication: The Supply Partner agrees to receive service or RFPL service or promotional communications on registered mobile no. or email id through various source of RFPL. The user may opt out of any alert or notification through App settings options.
Permission to use Data: The Supply Partner gives permission to RFPL to use its Data collected either during the registration or use of RFPL Fleet App or Web Site (if applicable) for product improvement or sharing with the respective customer for invoicing purposes or service enhancement in any kind.
For the purpose of these General Terms, “Data” shall include but not limited to government approved identification documents.
The Supply Partner authorizes RFPL to generate the number of vehicles declaration form for declaring that Supply Partner has less than ten (10) vehicles, to enable respective customer to not deduct TDS of Supply Partner from invoice payment in such cases.
Confidentiality/ Non-Disclosure: As a result of the performance of obligation under these General Terms and whether due to any intentional or negligent act or omission, RFPL may disclose to Supply Partner or Supply Partner may otherwise learn of or discover, RFPL documents, business practices, object code, source code, management styles, day-to-day business operations, capabilities, systems, current and future strategies, marketing information, financial information, technologies, processes, procedures, trademarks, copyrights, trade secrets, methods and applications, or other aspects of our business, or graphics, user interface, content, technologies, scripts and software used to implement the Platform Services contains proprietary information and material that is owned by RFPL and is protected by applicable intellectual property, ("Our Information/RFPL’s Information"). Supply Partner hereby agree and acknowledge that any and all of RFPL information is confidential and shall be RFPL’s sole and exclusive intellectual property and proprietary information. Supply Partner agree to use RFPL’s Information only for the specific purposes as allowed for the performance of Services. Any disclosure of RFPL’s Information to a third party specifically including a direct competitor is strictly prohibited and will be vigorously challenged in a court of law. Furthermore, Supply Partner acknowledge that RFPL’s information is proprietary, confidential and extremely valuable to RFPL, and that RFPL would be materially damaged by Supply Partner disclosure of RFPL’s Information. Supply Partner acknowledge and agree that monetary damages provide an insufficient remedy for the breach of this confidentiality obligation, and that RFPL shall be entitled to injunctive relief.
Supply Partner undertakes that “RIVIGO” (logo & word mark) are the proprietary of RFPL. Supply Partner must not use on (online/ offline media platform) Supply Partner’s website, promotion materials or any other documents / medium used for marketing, or in any other manner any RFPL’s trademarks or service marks or any content belonging to RFPL and appearing on the Platform, including any logos or characters, without RFPL’s express written consent.
No portion of the Platform may be reproduced in any form or by any means, except as expressly permitted in these General Terms.
Supply Partner must not represent to any third party that they are in any manner the affiliates, representatives, subsidiaries or in any manner connected with RFPL. Further, the Supply Partner must not use the trade dress of RFPL on their website, advertisement and promotional materials.
Load Guarantee: RFPL shares available market loads with Supply Partners based on purely tech algorithms. RFPL does not guarantee any minimum load or any Relay load conversions on registration to RFPL Fleet App.
Pricing:
For all loads shared by RFPL with the Supply Partners, RFPL will display a price at which transportation services are required from Supply Partner on the RFPL Fleet App. The Supply Partner can accept /give confirmation this price on this App / CRM to close the deal.
* RFPL may also introduce various schemes and offers for the Supply Partners on case to case basis, the terms and conditions of such schemes will be communicated from time to time vide notifications. RFPL shall not be responsible for any loss of communication/ information of such schemes sent to Supply Partner’s registered contacts (mobile number or electronic mails).
Payment Flow: RFPL would release advance payment to Supply Partner for any trip basis post completion of certain criteria / pre-requisites/documents which may change from time to time. E.g.
1. Truck details (truck registration number, insurance certificate, fitness certificate, route permit),
2. Driver details (name of driver, driver phone number, sim tracking, driving license number)
3. KYC details (PAN, TDS declaration)
4. Statutory documents (e.g. EWB number).
  The advance percentage (%) will vary for every trip basis Supply Partner profile and loads profile using tech algorithms. The advance % for any trip will be communicated to the Supply Partner through the RFPL Fleet App and/or through sms/call from RFPL teams.
  In cases where the Supply Partner moves the truck without receiving the advance, RFPL will not be responsible for any additional charges for late payment nor would RFPL be responsible if customer refuses to pay for that trip. Any such differences would need to be settled between customer and Supply Partner.
  In certain cases, i.e. where customer is not the consignor itself, the balance payment between the customer and the Supply Partner can be settled directly between them outside RFPL’s network. In all such cases, standard requirements related to balance payment processing like POD submission, detention charges adjustment, late delivery charges etc. adjustment would be settled directly between the customer & the Supply Partner. RFPL would not be liable to any claim by either party with respect to such balance trip payments. For trips where balance payment is settled through RFPL, RFPL holds the rights to finalize the additional charges (e.g. detention, loading etc.) and penalties. RFPL will pay the Supply Partner the balance payment as per RFPL’s balance payment terms which are subject to change.
  In the event of Supply Partner receiving any payment, which Supply Partner was not entitled to receive for the particular trip, from RFPL or from RFPL& customer, Supply Partner will refund the additional payment to RFPL as per timelines mandated by RFPL.
  In event of delayed / missed payment to Supply Partner due to technical glitches (e.g. NPCI, RBI servers down etc.), Supply Partner will inform RFPL about the same and allow RFPL time up to 7 working days to track the reason for failure and settle the payment. No penalties or additional payment would be applicable on RFPL.
  Based on the declaration provided by Supply Partner, payments would be done by RFPL to Supply Partner after deduction of TDS or any other deductions as and in when applicable. Supply Partner is responsible to provide corrects details of its PAN, etc. and in case of false information submitted by Supply Partner the same shall be considered as a cyber-crime and RFPL has right to take necessary legal action against the such supply partner.
Invoicing, Payment Terms:
Invoice raised by Supply Partner to Customer:
The Supply Partner hereby authorizes RFPL to generate system invoices on its behalf to for the Services rendered by the Supply Partner to the customers.
The Supply Partner also authorizes RFPL to collect the ‘invoice amount’ from the customers on behalf of the Supply Partner. RFPL shall transfer the ‘invoice amount’ post deducting the Charges (as defined below) to the Supply Partner’s account (net of applicable TDS, if any), within two (2) business days provided Supply Partner’s KYC documents are completed and verified.
Invoices for the Charges:
The Supply Partner agrees that use of the Services provided by RFPL may result in charges to the Supply Partner for the Services Supply Partner receives from RFPL ("Charges").
Charges will be inclusive of applicable taxes where required by law.
RFPL shall raise invoices for Charges to Supply Partner for each trip at the Platform.
Supply Partner duly authorizes RFPL to deduct the Charges from the ‘invoice amount’ collected on the behalf of Supply Partner from the customer.
Charges paid by Supply Partner are final and non-refundable, unless otherwise determined by RFPL.
Out of Agreement: Any commitment with the Supply Partner or fleet owner which is done outside the RFPL Fleet App by any individual including RFPL sales team shall not be valid or binding on RFPL or its customers.
Legal Compliance: Supply Partner shall comply with all applicable provisions, as amended from time to time, of a) the Information Technology Act, 2000 and the rules thereunder; (b) all applicable domestic laws, rules and regulations (including the provisions of any applicable exchange control laws or regulations in force); and (c) international laws, foreign exchange laws, statutes, ordinances and regulations (including, but not limited to taxation laws of the country such as GST, income tax, local levies) regarding Supply Partner’s use of our Services. You shall not engage in any transaction in an item or Service, which is prohibited by the provisions of any applicable law including exchange control laws or regulations for the time being in force.
Insurance:
1. Where the customer is consignor itself and consignment is insured by RFPL, for any loss/damage to consignment due to accident, theft, hijack of vehicle etc., RFPL shall be authorized to claim such loss/damage through insurance. The Supply Partner shall be responsible to pay for the damages partially / completely as decided by RFPL. RFPL will determine the amount basis the claim amount covered by insurance partner and RFPL’s cost of insurance.
  Moreover, Supply Partner shall support with all documentation in a time bound manner work for insurance claims either by RFPL or by its customer. The Supply Partner cannot raise any claims (including third party claims) on RFPL.
2. In cases where the customer is not the consignor itself, Supply Partner would be responsible for all liabilities in event of loss / damage to the consignment. In event of any liabilities charged to RFPL by the customer, Supply Partner agrees to compensate for the liabilities to RFPL as desired by RFPL if not exceeding the total value of damage / loss. The claim / liability policy may change in future and Supply Partner shall be liable to update itself of such changes, if any, by accessing the changes on the Platform. Supply Partner shall, at all times, be responsible for regularly reviewing these General Terms, RFPL’s Terms and note the changes made on the Platform. Supply Partner’s continued usage of the Services after any change is posted constitutes Supply Partner’s acceptance of the amended General Terms, RFPL’s Terms and the changes made on the Platform.
Detention and Penalties: RFPL keeps defining a standard service quality norms in-line with changing norms in order to serve the Supply Partner and other RFPL partner and customer. These charges include detention, penalty or any other such charges and shall be applied for all RFPL If any deviation from the same is agreed directly between Supply Partner and the customer, the same has to be settled between them mutually and may / may not happen through Platform as preferred by RFPL. However, it is clarified for the sake of emphasis that RFPL in no way is a party to any such financial relationship or dispute between the two parties i.e. Supply Partner and customer.
Indemnity: Supply Partner agrees to defend, indemnify and hold harmless the RFPL and its licensors, officers, directors, employees, agents and affiliates from any claim, liability, loss, damage, cost, or expense (including without limitation reasonable attorney's fees) arising out of or in connection with : (a) Supply Partner’s violation of any term of this General Terms or any applicable law or regulation, whether or not referenced herein; (b) Supply Partner’s use or misuse of the services or Platform; (c) downloading or uploading any materials by Supply Partner or its representative, through the service; (d) any actions taken by Relay customers in connection with use of the service; (e) Supply Partner’s any violation of any third party's rights or an violation of law or regulation; (f) any breach of these General Terms by Supply Partner. This Section will not be construed to limit or exclude any other claims or remedies that the RFPL may assert under this General Terms or by law.
Limitation of Liability: In no event RFPL or its licensors, its suppliers or any third parties mentioned on the Platform shall be liable for any damages (including, without limitation, direct, indirect, incidental, special, consequential or exemplary damages, damages arising from personal injury/wrongful death, and damages resulting from lost profits, lost data or business interruption) , resulting from or in connection the General Terms or its use, , whether based on warranty, contract, tort, or any other legal theory and whether or not we are advised of the possibility of such damages.
RFPL shall not be responsible for any unauthorised transactions made through Supply Partner’s account.
Liability of the Supply Partner: The Supply Partner shall be fully liable for all expenses / losses incurred by customer/ RFPL due to poor Services rendered by it or it’s sub-supplier and will bear 100% financial implications of the same. The Supply Partner shall have no lien of the consignment in its possession and shall ensure that either the Supply Partner or its sub supplier does not hold the consignment during the transportation. Any attempt to hold vehicle or demanding pre-payment (other than those agreed as per the payment terms) etc. would be considered as criminal breach of trust and mala fide intent and RFPL /Customer have right to take appropriate legal action against the Supply Partner.
Force Majeure: RFPL shall not be liable for any failure to perform any obligations under this General Terms, if the performance is prevented, hindered or delayed by a Force Majeure Event and in such case RFPL’s obligations under this General Terms shall be suspended for so long as the Force Majeure Event continues.
For this General Terms, Force Maejure Event shall mean any act, event, non-happening, omission or accident beyond RFPL’s reasonable control and includes in particular (without limitation) an event arising due to acts of God, fire, flood, landslides, hurricanes, sabotage, labor disputes or other industrial disturbances, strikes, embargoes, acts of government, riots, war, terrorism, revolt, , electrical or power outages, utilities or other telecommunications failures, acts/omissions of public/local authority, acts of local, state or governmental action prohibiting or impeding RFPL from performing its respective obligations under the General Terms etc.
Record Keeping/ Audit: RFPL reserves the right to keep all records of any and all transactions and communications between Supply Partner and other members for administration or audit purposes.
Jurisdiction & Dispute Resolution: If any dispute is reported to RFPL, RFPL will make every effort to help both parties communicate; however, all disputes must be resolved directly between them. Thus, if RFPL is contacted by customers who claims to have a dispute regarding the services and they request Supply Partner’s contact information (including but not limited to any of Supply Partner’s provided phone numbers and/or addresses) to settle the dispute, Supply Partner expressly authorize RFPL to release such contact information to the customer and Supply Partner agree to discharge RFPL from any and all liability associated therewith. If after making constant endeavors still issue persist, then parties can take the resort of available legal remedies. If Supply Partner’s have an issue w.r.t. payments made by customers, RFPL shall help Supply Partner fully communicate with customer. The Supply Partner undertakes not to make/ implead RFPL as a party to any litigation that arises between the customer and Supply partner.
However, if any dispute arises between RFPL and Supply Partner, RFPL and Supply Partner hereby agree that these General Terms shall be governed by and interpreted in accordance with the laws of India and the competent Court at Gurugram, shall have exclusive jurisdiction.
A printed version of this General Terms and of any notice given in electronic form shall be admissible in judicial or administrative proceedings to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in the printed form.
System Security: RFPL uses industry standard practices to safeguard personal information, include different security techniques to protect Data from unauthorized access, but it does not guarantee the security beyond a reasonable care. RFPL also do not guarantee uninterrupted or secure access to its system, as the operation of Platform can be interrupted by numerous factors outside its control.
General Terms Updation/modification: RFPL may from time to time update/modify certain or entire terms and conditions of this General Terms. On any such occasion modified/updates General Terms will be uploaded on RFPL Fleet App and Supply Partner’s acceptance on the platform will be treated as its consent.
Supply Partner shall be liable to update itself of such changes, if any, by accessing the changes on the Platform. Supply Partner shall, at all times, be responsible for regularly reviewing the General Terms, RFPL’s Terms and note the changes made on the Platform. Supply Partner’s continued usage of the Services after any change is posted constitutes Supply Partner’s acceptance of the amended General Terms, RFPL’s Terms and the changes made on the Platform.
Notice:
1. RFPL may give notice by means of a general notice on the Platform/ RFPL Fleet App, or by electronic mail to Supply Partner’s e-mail address or a message on Supply Partner’s registered mobile number, or by written communication sent by regular mail to Supply Partner’s address on record in RFPL’s account information.
2. Supply Partner may contact RFPL by electronic mail on e-mail address support@vyom.comand by written communication sent by regular mail to our corporate address at
  Rivigo Services Private Limited
  4^th floor, Plot No. 88, Sector-44, Gurugram, Haryana, India
No Agency: These General Terms shall not be construed as creating a partnership, joint venture, agency relationship or granting a franchise with the Supply Partner. The Supply Partner shall have no authority to make or accept any offers or representations on the behalf of RFPL. Further this General Terms does not create an exclusive relationship between the Supply Partner and RFPL.
Waiver: RFPL’s failure, delay or omission to exercise or enforce any rights or provisions of these General Terms will not constitute a waiver of such rights or provisions. RFPL’s failure to insist upon or enforce Supply Partner’s strict compliance with these General Terms or applicable laws will not constitute a waiver of any of our rights.
Severability: If any part of this General Terms is determined to be invalid or unenforceable pursuant to the applicable laws then the invalid or unenforceable provisions will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of these General Terms will continue in effect.
Disclaimer of Warranties: This Platform is provided by RFPL on “as is” and “as available” basis. RFPL makes no representations and warranties of any kind, express or implied; as to the operation of the Platform or information, contents, materials, prices or products included on this Platform. The Supply Partners expressly agree to use this Platform on their sole risk. RFPL reserves its rights to withdraw or delete any information from this Platform at any time and on its discretion.