Wefast

Wefast-courier (05-1- 17)  

SERVICES AGREEMENT (Wefast-courier)

This Agreement constitutes a legal agreement between you (“Courier” or “You”) and Wefast INDIA PRIVATE LIMITED., an Indian company (“Wefast”), a corporation organized and existing under the laws of the New Delhi of India, with its head office located at: L-11 Lower Ground Floor, Malviya Nagar, New Delhi- 110017.

Wefast is the developer of a mobile application and associated software (the “Software” as defined below) and the Wefast Services (as defined below). The mobile application and Software enables a person who has downloaded a copy of the Wefast App (as defined below) and signed up as a Client to request courier services from courier companies who have executed this Agreement and have downloaded and are using the Delivery App (as defined below).

Wefast does not provide courier services.

You are an independent company/person in the business of providing courier/goods delivery services, which business you are authorized to conduct in the state(s) and jurisdiction(s) in which you operate. As used herein, “You” and “courier”, all of which shall be bound by the terms of this Agreement. You desire to enter into this Agreement for the purpose of accessing and using the Wefast Services and Software to increase your courier business.

In order to use the Wefast Services and the associated Software, You must agree to the terms and conditions that are set out below. Upon Your electronic execution of this Agreement, You and Wefast shall be bound by the terms and conditions set forth herein.

1.DEFINITIONS

In addition to the terms defined elsewhere in this Agreement, the following definitions apply:

1.1 "App" means the software application developed, owned, controlled, managed, maintained, hosted, licensed and/or designed by Wefast to run on smartphones, tablet computers and/or other devices, through which the Wefast Service is made available.

1.2 “Change Notice” has the meaning as set out in Section 5.3 (Invoice Terms).

1.3"City" means the state, city, municipality, place, region or territory in which the Delivery Service shall be made available by the Courier.

1.4" Courier" means the person who shall render the Delivery Service of whom the relevant contact details (including copy of the courier person’s ID, i.e Adhaar. D.L., Election card etc) are provided to Wefast. .

1.5“Courier App” means the software application developed, owned, controlled, managed, maintained, hosted, licensed and/or designed by Wefast (or its Affiliated Companies) to run on the Device.

1.6 “Courier ID” means the identification and password key allotted by Wefast to a Courier by which the Courier person can access and use the App and Device.

1.7"Courier Service" means the courier service as provided, made available or rendered by   the Courier person on request of the Client through the App.

1.8 "Client" means a person who has signed up and is registered with Wefast for the use of  the App and/or the Wefast Service.

1.9 “Client Information” Information provided by Wefast to the courier via the Courier App indicating the Client’s name, the Client’s pick-up location.  

1.10 “Data” means all data with regard to or transmitted using the Device, the App, the Delivery

Person App, the Wefast Service or the Delivery person ID, or data relating to the Client and/or the Delivery service.

1.11 "Delivery" means the pick-up of the goods of the Client by the Courier from the point of pick-up, until the point of drop-off of the good of Client at the desired address/place of client.

1.12 "Device" means the relevant smart phone or such other device as owned by the Courier in order for the Courier to use and have (limited) access to the Wefast Service and to enable the Courier in providing the Courier Service to the Clients.

1.13 “Fee” means the commission paid by the courier to Wefast for the Service.

1.14 "Intellectual Property Right" means any patent, copyright, invention, database right, design right, registered design, trademark, trade name, brand, logo, slogan, service mark, know-how, utility model, unregistered design or, where relevant, any application for any such right, know-how, trade or business name, domain name (under whatever extension, e.g. .com, .nl, .fr, .eu, etc.) or other similar right or obligation whether registered or unregistered or other industrial or intellectual property right subsisting in any territory or jurisdiction anywhere in the world.

1.15 "Service fee" means the amount (including applicable taxes and fees) that the Courier is entitled to charge the Client for the delivery, based on the recommended Service Fee for the City as set out on http:// www.Wefast.inor on the App.

1.16 “Software” means Wefast’s mobile application and associated software, including but   not limited to the App and Courier App.

1.17 "Wefast Service" means the on demand, lead generation service through the App, SMS (text messaging), web based requests or such other platforms, communication media or channels as are from time to time operated and made available by or on behalf of Wefast that allow a Client to request courier Service from a Courier person (who shall render the Courier Service) as available to and accepted by the Client. “Wefast Service” also includes Wefast’s arrangement for a third party payment processor or mobile payment platform to process the Charge for a Delivery requested via the App and distribution of the Charge (minus the Fee) to the Courier. .

1.18  “Website” means the Wefast website www.Wefast.in.

2. LICENSE GRANT

2.1 Use of and access to the Courier App

 Wefast hereby grants courier person a non-exclusive, non-transferable, right to use the  Software and Wefast Service, subject to the terms and conditions of this Agreement for the sole purpose of providing and rendering the Courier Service in and/or from within the City to and for the benefit of the Clients. All rights not expressly granted to you are reserved by Wefast and its licensors.

2.2 Restrictions.

Courier shall not and will ensure that he does not
(i) license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Wefast Service, the Software, or the Device in any way; modify or make derivative works based upon the Wefast Service or the Software;

(iii) create Internet “links” to the Wefast Service or Software or “frame” or “mirror” any Software on any other server or wireless or Internet-based device;

(iv) reverse engineer, decompile, modify, or disassemble, except as allowed under the applicable law;

(v) access the Software in order to (a) build a competitive product or service, (b) build a product using similar ideas, features, functions or graphics of the Wefast Service or Software, or (c) copy any ideas, features, functions or graphics of the Wefast Service or Software; or

(vi) launch an automated program or script, including, but not limited to, web spiders, web crawlers, web robots, web ants, web indexers, bots, viruses or worms, or any program which may make multiple server requests per second, or unduly burdens or hinders the operation and/or performance of the Wefast Service or Software.

Courier may not use the Software and Wefast Service to:

1. send spam or otherwise duplicative or unsolicited messages in violation of applicable laws;
2. send or store infringing, obscene, threatening, libelous, or otherwise unlawful or tortious material, including material harmful to children or violative of third party privacy rights;
3. send or store material containing software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or programs;
4. interfere with or disrupt the integrity or performance of the Software or Service or the data contained therein; or
5. attempt to gain unauthorized access to the Software or Service or its related systems or networks.

2.3 Unavailability. The Courier acknowledges and agrees that the Software or the Wefast Service may, from time to time, be unavailable (e.g. Due to scheduled maintenance or system upgrades) and that Wefast cannot, and does not, guarantee a specific or minimum availability of the Software or the Wefast Service.

2.4 Ownership. Wefast shall own and have all rights (including Intellectual Property Rights) in and to the Device, the Software, the Wefast Service, the courier person ID and the Data. Insofar the courier may, by operation of applicable law or otherwise, obtain any rights (including Intellectual Property Rights) in relation thereto, these rights shall be and are hereby transferred (insofar permitted under the applicable law, in advance) to Wefast. Where a transfer may not be permissible under the applicable mandatory law, the courier hereby undertakes to grant to Wefast of a perpetual, exclusive, worldwide and transferable right and license under any such non-transferable rights.

3. OBLIGATIONS OF THE COURIER

3.1 Courier shall have the sole responsibility for any obligations or liabilities to, Clients or third parties that arise from its provision of the Courier Service.

3.2 By using the Courier Services to receive and accept requests for delivery of goods and by providing the Delivery Service to the Client, the Courier accepts, agrees and acknowledges that a direct legal relationship is created and assumed solely between the Courier and the Client.

3.3 Wefast shall not be responsible or liable for the actions, omissions, and behavior of the Client in or in relation to the activities of the Courier.

3.4 Courier acknowledges and agrees that it is solely responsible for taking such precautions as may be reasonable and proper (including taking out adequate insurance in conformity with standard market practice and in conformance with any applicable regulations or other licensing requirements) regarding any acts or omissions of the Client.

3.5 The Courier represents and undertakes to procure that it shall comply with, adhere to and observe the terms and conditions set forth in this Agreement, and all applicable laws, regulations, rules, statutes or ordinances governing or otherwise relating to the Courier Service. To the extent required, the courier hereby agrees and ensures that the rights, covenants, undertakings, representations and obligations of the Courier as set out in this Agreement shall apply to, and be assumed, accepted and taken over by the courier.

 3.6 The Courier acknowledges and agrees that it will comply with all applicable laws and regulations (including tax, social security and employment laws) governing or otherwise applicable to its relationship with the Delivery of goods. Wefast does not and does not intend to exercise any control over the Courier’s actions or the operation of delivery (except as provided under the Agreement).

3.7 Courier  undertakes that it will, safeguard, protect and keep the Courier ID at all times confidential and safely stored and shall not disclose it to any person other than those who need to have access to the Courier ID in order to render and/or provide the Courier Service.

3.8 Courier undertakes that it will, safeguard, protect and keep the Client Information received from Wefast and the details of any Delivery, at all times confidential and shall not disclose it to any person or store the information in any manner, except as required by law.

3.9 Courier will immediately notify Wefast of any actual or suspected security breach or improper use of the Device, the App, the Courier ID, and the Data or of the Client’s Information.

4. USE OF Wefast SERVICE AND SOFTWARE BY COURIER

4.1 Courier ID

4.1.1 Wefast will issue the courier a courier ID to enable Courier to access and use the Courier App and the Device in accordance with the agreement. Wefast will have the right, at all times and at Wefast's sole discretion, to reclaim, prohibit, suspend, limit or otherwise restrict the Courier from accessing or using the Courier App.

4.2 Information provided to clients

4.2.1 Once the Courier has accepted a Client’s request for Delivery of goods, Wefast will provide the Client Information to the courier via the Courier App, including the location where the pick-up of good/items for delivery has to be taken. The Client shall inform the courier of the destination, i.e where the goods need to be delivered and the same address of desired destination for delivery must be put while making a request via Wefast . Courier acknowledges and agrees that once the Courier has accepted a Client’s request for Delivery of goods, Wefast may provide specific information to the Client regarding the Courier in relation to the Courier Service, including but not limited to the Courier’s name, Courier’s photo and contact information.

4.2.2 The Courier retains the sole right to determine when and for how long each of them will utilize the Software and Services to receive lead generation service. The courier also retains the option to accept or reject each request for Delivery of items/goods/parcels received via the Courier App.

4.3 Courier and Client Review.

4.3.1. Clients who have used the Courier Service will be asked by Wefast to comment on the Courier Service and to provide a score for the courier Service and the Courier. Wefast reserves the right  to  post  these  comments  and  scores  on  the  App  or  the  Website  (or  such  other platforms as owned, managed, and controlled  by Wefast) without reference to the Customer/ client or courier. Wefast shall also request the courier to comment on and to provide a score for the Client on the Courier App. The Courier will provide accurate and objective feedback that does not violate any applicable laws and regulations.

4.3.2 The Courier acknowledges that Wefast is a distributor (without any obligation to verify) and not a publisher of these comments and scores. Wefast reserves the right to refuse, edit or remove unfavorable reviews in the event that such reviews include obscenities, or mention an individual’s name or violate any privacy laws or any other applicable laws and regulations. Beyond the legal and regulatory requirements, Wefast shall not have and hereby disclaims any liability and responsibility for the content and the consequences of (the publication or distribution of) any comments, scores or reviews howsoever or whatsoever.

4.3.3 The Courier acknowledges that Wefast desires to provide clients of its Software with the opportunity to connect with Couriers that maintain the highest standards of professionalism. The Courier agrees that it will maintain high standards of professionalism and service, including but not limited to professional attire and maintaining an average Customer score set by Wefast based on feedback from clients of its Software. Wefast utilizes a five-star rating system designed to allow the Clients of its Software to provide feedback on the level of service provided by those Courier providers who accept requests for Delivery of goods/parcel received via the Service. Courier understands that there is a minimum star-rating Couriers must maintain to continue receiving access to the Service and Software. In the event a Courier’s star-rating falls below the applicable minimum star-rating, Wefast will notify Courier by email or other written means. In the event the star-rating (based on Client feedback) has not increased above the minimum, Wefast may deactivate the Courier’s access to the Software and Service. Wefast reserves the right, at all times and at Wefast's sole discretion, to reclaim, prohibit, suspend, limit or otherwise restrict the Courier from accessing or using the Courier App, if the Courier fail to maintain the standards of appearance and service required by the Clients of the Wefast Software.

4.4 Disclosure of Information. In case of a complaint, dispute or conflict between the Courier on the one hand and the Client on the other hand or in other appropriate instances where a legitimate reason for such disclosure exists (for example, receipt by Wefast of a summons or warrant requesting information), Wefast may, but shall not be required to – to the extent permitted by applicable laws and regulations – provide the client, courier and/or the relevant authorities the relevant data (including personal data) of the Courier. Wefast may also disclose certain information of the Courier as set forth in this Agreement.

5. CALCULATION OF SERVICE FEE AND CHARGES

5.1 Service Fee

Be found at www.Wefast.in or on the App or can at any time be communicated to the courier by Wefast.

5.1.2 As part of its Services provided by Courier, Wefast will arrange for a third party  payment  processor  or  mobile  payment  platform  to  process  the  fee  for  a  Delivery requested via the App to the Client designated credit card or mobile payment platform.

5.2 Fee

5.2.1 Courier shall pay Wefast a Fee/commission per Delivery of parcel, which shall be set by Wefast at Wefast’s sole discretion based upon local market factors and may be subject to change. The Fee/commission is calculated as a percentage of each Charge. The Charge will be collected by Wefast for and on behalf of the Courier. Courier agrees and requests that Wefast deduct its commission payable on all Service Fee earned by the Courier and remit the remainder of the Charge to Courier. The FEE may change from time to time. Courier can always view the most current Fee at http://www.Wefast.in and also will receive notice in Courier App/website in the event of a change in Fee percentage. The complex the route is, the more Fee will be charged for such Services.

5.3  Invoicing and payment terms

5.3.1 Payment of the Service Fee to Courier shall be made in accordance with the payment method as set forth in the agreement.

5.3.2 Wefast operate, and the Courier accepts, a system for receipts being issued by Wefast for and on behalf of the Courier to the Client. The receipts, which are issued by Wefast for and on behalf of the courier to the client shall be sent in copy by email or made available online to the Courier. The receipts may include specific information regarding the Courier in relation to the Courier Service, including but not limited to the courier’s name, courier’s photo and contact information.

The Courier represents that it will ensure that the Courier will notify Wefast of any corrections necessary to the receipt for a delivery of parcel/goods within 1 business day after each successful delivery/parcel. Unless Wefast receives timely notification of any correction needed, Wefast shall not be liable for any mistakes in the receipt or in any calculation of the Service Fee that are remitted to the courier pursuant to the terms of section 5.2.

6.  REPRESENTATIONS

6.1 Courier representations

6.1.1 The courier represents to Wefast and shall ensure , that for the term of this Agreement:

(i) (i) It holds, complies and shall continue to hold and comply with all permits, licenses and other governmental authorizations necessary for conducting, carrying out and continuing their activities, operations and business in general and the Courier Service in particular;

(ii)  Shall comply with all local laws and regulations, including the laws related to the authorization for delivery of parcels, Courier service and will be solely responsible for any violations of such local laws and regulations;

(iii) The Courier has a valid driver's license and is authorized to operate the Vehicle in case courier opts to use vehicle for delivering parcels and has all the appropriate licenses, approvals and authority to provide Courier services to third parties in the City where the courier Service is rendered or performed;

(iv) It has appropriate and up-to-date level of expertise and experience to enable and provide the courier Service and the courier Service will be supplied, provided and supported by appropriately qualified and trained Couriers acting with due skill, care and diligence;

(vi) The Courier  Service Provider shall maintain at its sole expense, throughout the tenure of this Agreement and the extensions thereto, sufficient insurance coverage in respect of all possible threats / losses that may result from the obligations under this Agreement and in the form and manner satisfactory to cover any anticipated risks, damages and losses related to the damage and loss of goods/parcel during delivery(i.e after collection of parcel from client till its delivery point), and not less than the minimum coverage amounts required by applicable law. The courier employees are covered by workers’ compensation insurance, as required by law. If permitted by law, Courier may choose to insure itself against industrial injuries by maintaining insurance in place of workers’ compensation insurance.

(vii) The courier maintains at all times the star rating quality described in Section 4.3.3 above.

(viii) Courier is the owner or lessee, or is otherwise in lawful possession of a Vehicle or Vehicles, for performing the commercial carriage and courier services contemplated by this Agreement, which equipment complies with all applicable, state and local laws.

6.2 Disclaimer

6.2.1 Wefast provides, and the courier accepts, the Service, and Courier App on an "as is" and "as available" basis. Wefast does not warrant or guarantee that the Courier, or the Client’s access to or use of the Service, the Website, the App or the courier App will be uninterrupted or error free.

6.2.2 Internet Delays. THE Wefast SERVICE AND SOFTWARE MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS. THE COMPANY IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, OR OTHER DAMAGE RESULTING FROM SUCH PROBLEMS.

6.3  Courier indemnifications

6.3.1 Subject to the exceptions set forth in this Agreement, the courier agrees and undertakes and ensures that the courier will indemnify, defend and hold Wefast (and its Affiliated Companies and employees and, at the request of Wefast, Wefast’s licensors, suppliers, officers, directors) harmless from and against any and all claims, demands, expenses (including legal fees), damages, penalties, fines, social contributions and taxes by a third party (including Clients, regulators and governmental authorities) directly or indirectly related to this Agreement.

6.3.2 The courier is solely responsible for ensuring that Couriers take reasonable and appropriate precautions in relation to any third party with which they interact in connection with the Courier Service. Where this allocation of the parties’ mutual responsibilities may be ineffective under applicable law, the Courier undertakes to indemnify, defend and hold Wefast harmless from and against any claims that may be brought against Wefast in relation to the Courier provision of the courier Service under such applicable law as hereabove set forth in Section 6.3 (Indemnification).

7.  RELATIONSHIP BETWEEN THE PARTIES

7.1 The relationship between the Parties is solely that of independent contracting parties.

7.2 The Parties expressly agree that this Agreement is not an employment agreement or employment relationship. The parties further agree that no employment contract is created between Wefast and Couriers.

7.3 The Parties expressly agree that no joint venture, partnership, employment, or agency relationship exists between you, Wefast or any third party provider as a result of this Agreement or use of the Wefast Service or Software.

7.4 The Courier acknowledges and agrees that it has no authority to bind Wefast and undertakes not to hold itself out and to ensure that the courier does not hold himself or herself out, as an employee, agent or authorized representative of Wefast Where, by implication of mandatory law or otherwise.

8. LIABILITY

8.1 IN NO EVENT SHALL Wefast’s AGGREGATE LIABILITY EXCEED THE FEES/COMMISSION ACTUALLY PAID BY AND/OR DUE FROM COURIER IN THE 1 DAY PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM. IN NO EVENT SHALL Wefast BE LIABLE TO ANYONE FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGES OF ANY TYPE OR KIND (INCLUDING PERSONAL INJURY, LOSS OF DATA, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE). Wefast SHALL NOT BE LIABLE FOR ANY LOSS, DAMAGE TO PARCELS WHICH MAY BE INCURRED BY COURIER. INCLUDING BUT NOT LIMITED TO LOSS, DAMAGE OR INJURY ARISING OUT OF, OR IN ANY WAY CONNECTED WITH THE Wefast SERVICE OR SOFTWARE, INCLUDING BUT NOT LIMITED TO THE USE OR INABILITY TO USE THE Wefast OR SOFTWARE.

8.2 The disclaimer of liability by Wefast as set out in Clause 8.1 shall, have effect in all circumstances.

8.3 All defenses (including limitations and exclusions of liability) in favor of Wefast apply (i) Regardless of the ground upon which a liability is based (whether default, tort or otherwise),

(ii) Irrespective of the type of breach of obligations (guarantees, contractual obligations or otherwise), (iii) for all events and all agreements together, (iv) insofar no event of wilful misconduct or gross negligence of Wefast or its management has occurred.

8.4 Wefast makes no guarantees, warranties, or representations as to the actions or conduct of any clients who may request courier service from the courier. Responsibility for the decisions courier makes regarding courier services offered via the Software or Wefast Service (with all its implications) rests solely with the courier. Courier agrees that it is Your responsibility to take reasonable precautions in all actions and interactions with any third party You interact with through the Wefast Service.

8.6 The courier services that You provide pursuant this Agreement are fully and entirely Your responsibility. Wefast does not screen or otherwise evaluate potential Clients of Your courier services. You understand, therefore, that by using the Software and the Wefast Service, You may be introduced to third parties that may be potentially dangerous, and that You use the Software and the Wefast Service at Your own risk. Notwithstanding the Courier’s right, the courier, acknowledges and agrees that it is at all times responsible and liable for the acts and omissions of the client and Wefast, even where such vicarious liability may not be mandated by applicable law.

8.7 Wefast WILL NOT ASSESS THE SUITABILITY, LEGALITY OR ABILITY OF ANY SUCH THIRD PARTIES AND YOU EXPRESSLY WAIVE AND RELEASE Wefast FROM ANY AND ALL LIABILITY, CLAIMS, CAUSES OF ACTION, OR DAMAGES ARISING FROM YOUR USE OF THE SOFTWARE OR Wefast SERVICE, OR IN ANY WAY RELATED TO THE THIRD PARTIES INTRODUCED TO YOU BY THE SOFTWARE OR SERVICE. YOU EXPRESSLY WAIVE AND RELEASE ANY AND ALL RIGHTS AND BENEFITS UNDER CODE OF CIVIL PROCEDURE.

9. TERM, TERMINATION, AND SUSPENSION

9.1 This COURIER Agreement shall commence on the date this Agreement is accepted, for an indefinite period of time, unless terminated by either party by written notice with due observance of a notice period of 14 calendar days. Wefast may terminate this Agreement automatically, without any notice requirement, at such moment when the courier no longer qualifies, under the applicable law or the quality standards of Wefast to provide the courier services diligently.

9.2 Each party may terminate this Agreement or suspend the Agreement in respect of the other party, with immediate effect and without a notice of default being required in case of:

(a) A material breach by the other party of any term of the Agreement (including but not limited to, breach of representations or receipt of a significant number of Clients complaints); or

(b) Insolvency or bankruptcy of the other party, or upon the other party’s filing or submission of a request for suspension of payment (or similar action or event) against the terminating party.

9.3 Upon termination of the Agreement, the courier shall return all Data provided to Courier by Wefast without withholding a copy thereof. In case Courier does not return such Data, Wefast will be bound to take legal action against Courier.

10. CONFIDENTIALITY

10.1 The parties understand and agree that in the performance of this Agreement, each party may have access to or may be exposed to, directly or indirectly, confidential information of the other party (the "Confidential Information"). Confidential Information includes Data, transaction volume, marketing and business plans, business, financial, technical, and operational and such other non-public information that either a disclosing party designates as being private or confidential or of which a receiving party should reasonably know that it should be treated as private and confidential.

10.2 Each party agrees that: (a) all Confidential Information shall remain the exclusive property of the disclosing party and receiving party shall not use any Confidential Information for any purpose except in furtherance of this Agreement; (b) it shall maintain, and shall use prudent methods to cause its, representatives, contracting parties and agents (the "Permitted Persons") to maintain, the confidentiality and secrecy of the Confidential Information; (c) it shall disclose Confidential Information only to those Permitted Persons who need to know such information in furtherance of this Agreement; (d) it shall not, and shall use prudent methods to ensure that the Permitted Persons do not, copy, publish,

Disclose to others or use (other than pursuant to the terms hereof) the Confidential Information; and (e) it shall return or destroy all ((hard and soft) copies of) Confidential Information upon written request of the other party.

10.3 Notwithstanding the foregoing, (a) Confidential Information shall not include any information to the extent it (i) is or becomes part of the public domain through no act or omission on the part of the receiving Party, (ii) was possessed by the receiving Party prior to the date of this Agreement, (iii) is disclosed to the receiving Party by a third party having no obligation of confidentiality with respect thereto, or (iv) is required to be disclosed pursuant to law, court order, summon/warrant or governmental authority, and (b) nothing in this Agreement shall prevent, limit or restrict a Party from disclosing this Agreement (including any technical, operational, performance and financial data (but excluding any Client Data) in confidence to an Affiliated Company.

11.  LOCATION-BASED SERVICES

11.1. For the purpose of rendering the Service, the courier explicitly agrees and acknowledges, location information regarding the courier who is available for the courier Service shall be monitored and traced through the courier App via GPS tracking. The Device and the relevant details of the Courier and the position of the Courier who is near the point where the pick-up of a parcel is required shall also be disclosed to the client on the App.

11.2  Information You provide may be transferred or accessed by entities around the India. Wefast abides by the law regarding the collection, use, and retention of personal information collected by organizations in India. You expressly consent to Wefast’s use of locations-based services and You expressly waive and release Wefast from any and all liability, claims, causes of action or damages arising from Your use of the software or Wefast service, or in any way relating to the use of the location-based services.

11.3  The location of intended delivery shall also be provided to Courier via Wefast and the client must provide the same to Wefast at the time of requesting for a courier service through Wefast.

12. MODIFICATIONS

12.1 Wefast reserves the right to modify the terms and conditions of this Agreement at any time, effective upon publishing an updated version of this Agreement at http://www.Wefast.in or on the Software or website.

12.2 Courier hereby expressly acknowledges and agrees that, by using or receiving the Wefast Service, that is by downloading, installing or using the Software, Courier and Wefast are bound by any future amendments and additions to this Agreement or documents incorporated herein, including the Fee/commission schedule. Continued use of the Wefast Service or Software after any such changes shall constitute your consent to such changes. Courier is responsible for regularly reviewing this Agreement.

13. MISCELLANEOUS

If any provision of this Agreement is or becomes invalid or non-binding, the parties shall remain bound by all other provisions hereof. In that event, the parties shall replace the

Invalid or non-binding provision by provisions that are valid and binding and that have, to the greatest extent possible, a similar effect as the invalid or non-binding provision, given the contents and purpose of this Agreement.

13.2 Neither party shall be entitled to assign, transfer, encumber any of its rights and/or the obligations under this Agreement without the prior written consent of the other party, provided that Wefast may assign, transfer, encumber any of its rights and/or the obligations under this Agreement (in whole or in part or from time to time) to (a) an Affiliated Company or (b) in the event of a merger or sale of assets without the prior written consent of the courier.

13.3 This Agreement (including the schedules, annexes and appendixes, which form an integral part of this Agreement) constitutes the entire agreement and understanding between the parties with respect to its subject matter and replaces and supersedes all prior agreements, arrangements, offers, undertakings or statements regarding such subject matter.

14. GOVERNING LAW AND JURISDICTION

14.1 This Agreement shall be governed by Indian law, without regard to the choice or conflicts of law provisions of any jurisdiction, and any disputes, actions, claims or causes of action arising out of or in connection with this Agreement or the Wefast Service or Software shall be subject to the exclusive jurisdiction of the Indian courts (new Delhi). If any provision of the Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced to the fullest extent under law. The failure of Wefast to enforce any right or provision in this Agreement shall not constitute a waiver of such right or provision unless acknowledged and agreed to by Wefast in writing. This Agreement and the documents incorporated by reference therein comprise the entire agreement between you and Wefast and supersedes all prior or contemporaneous negotiations, discussions or agreements, whether written or oral, between the parties regarding the subject matter contained herein.

14.2 Other than disputes regarding the Intellectual Property Rights of the parties, any disputes, actions, claims or causes of action arising out of or in connection with this Agreement or the Wefast Service or Software may be subject to arbitration pursuant to Section 14.3.

14.3  Arbitration.

i.   How This Arbitration Provision Applies.

This Arbitration Provision is governed by Indian Arbitration and conciliation act 1996. This Arbitration Provision applies to any dispute arising out of or related to this Agreement or termination of the Agreement and survives after the Agreement terminates.

Except as it otherwise provides, this Arbitration Provision is intended to apply to the resolution of disputes that otherwise would be resolved in a court of law or before a forum other than arbitration. This Arbitration Provision requires all such disputes to be resolved only by an arbitrator appointed by Dayal legal associates through final and binding arbitration and not by way of court trial.

Except as it otherwise provides, this Arbitration Provision also applies, without limitation, to disputes arising out of or related to this Agreement and disputes arising out of or related to Your relationship with Wefast, including termination of the relationship. This Arbitration Provision also applies, without limitation, to disputes regarding any city, county, state or , trade secrets, unfair competition, compensation, breaks and rest periods, expense reimbursement, termination, harassment and claims arising under any of the acts viz Industrial dispute act, The workmen compensation act, The Code of civil procedure, The Insurance act etc.

iii. Selecting the Arbitrator and Location of the Arbitration.

The Arbitrator shall be appointed by Dayal legal associates, new delhi India., the Arbitrator shall be an attorney licensed to practice in the location where the arbitration proceeding will be conducted and shall be anyone as deems fit to Dayal legal associates, who in its capacity of appointing the arbitrator, has the sole discretion of taking decision of appointment of such arbitrator. The seat of arbitration will exclusively be India.

iv.  Paying for The Arbitration.

Each party will pay the fees for his, her or its own attorneys, subject to any remedies to which that party may later be entitled under applicable law. However, in all cases where required by law, Wefast will pay the Arbitrator's and arbitration fees. If under applicable law Wefast is not required to pay all of the Arbitrator's and/or arbitration fees, such fee(s) will be apportioned between the Parties in accordance with said applicable law, and any disputes in that regard will be resolved by the Arbitrator.

v.  The Arbitration Hearing and Award.

The Parties will arbitrate their dispute before the Arbitrator, who shall confer with the Parties regarding the conduct of the hearing and resolve any disputes the Parties may have in that regard. Within 15 business  days of the close of the arbitration hearing, or within a longer period of time as agreed to by the Parties or as ordered by the Arbitrator, any party will have the right to prepare, serve on the other party and file with the Arbitrator a brief. The Arbitrator may award any party any remedy to which that party is entitled under applicable law, but such remedies shall be limited to those that would be available to a party in his or her individual capacity in a court of law for the claims presented to and decided by the Arbitrator, and no remedies that otherwise would be available to an individual in a court of law will be forfeited by virtue of this Arbitration Provision. The Arbitrator will issue a decision or award in writing, stating the essential findings of fact and conclusions of law. Except as may be permitted or required by law, as determined by the Arbitrator, neither a party nor an Arbitrator may disclose the existence, content, or results of any arbitration hereunder without the prior written consent of all Parties. A court of competent jurisdiction shall have the authority to enter a judgment upon the award made pursuant to the arbitration. The Arbitrator shall not have the power to commit errors of law or legal reasoning, and the award may be vacated or corrected on appeal to a court of competent jurisdiction for any such error.

vi.    Your Right to Opt out Of Arbitration.

Arbitration is not a mandatory condition of your contractual relationship with Wefast. If you do not want to be subject to this Arbitration Provision, you may opt out of this Arbitration Provision by notifying Wefast in writing of your desire to opt out of this Arbitration Provision, which writing must be dated, signed and delivered by a addressed to the attention of the Dayal legal associates. In order to be effective, the writing must clearly indicate your intent to opt out of this Arbitration Provision and the envelope containing the signed writing must be postmarked within 15 business days of the date this Agreement is executed by you. Your writing opting out of this Arbitration Provision will be filed with a copy of this Agreement and maintained by Wefast. Should You not opt out of this Arbitration Provision within the 15 days period, You and Wefast shall be bound by the terms of this Arbitration Provision. You have the right to consult with counsel of Your choice concerning this Arbitration Provision. You understand that You will not be subject to retaliation if You exercise Your right to assert claims or opt-out of coverage under this Arbitration Provision.

vii. Enforcement Of This Agreement.

This Arbitration Provision is the full and complete agreement relating to the formal resolution of disputes arising out of this Agreement in the event any portion of this Arbitration Provision is deemed unenforceable, the remainder of this Arbitration Provision will be enforceable.

By clicking “I accept”, You expressly acknowledge and agree to be bound by the terms and conditions of the Agreement, and further acknowledge that You are legally competent to enter into this Agreement with Wefast.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written.

 OWNER                                                                                              RECIPIENT

(Wefast India Pvt ltd)

Authorized Signature                                                                      Authorized Signature