EFFECTIVE FROM 1st MAY 2019

 

IF THIS DOCUMENT IS NOT IN A LANGUAGE THAT YOU UNDERSTAND, YOU SHALL CONTACT TAXIEMALL TECHNOLOGIES PRIVATE LIMITED AT GoKAR.LEGAL@GMAIL.COM. FAILURE TO DO SO WITHIN 12 (TWELVE) HOURS FROM THE TIME OF RECEIPT OF THIS DOCUMENT AND YOUR ACCEPTANCE OF THIS DOCUMENT BY CLICKING ON THE ‘I ACCEPT’BUTTON SHALL BE CONSIDERED AS YOUR UNDERSTANDING OF THIS DOCUMENT.

 

SUBSCRIPTION AGREEMENT

 

THIS DOCUMENT IS AN ELECTRONIC RECORD IN TERMS OF INFORMATIONTECHNOLOGY ACT, 2000 AND RULES THEREUNDER AS APPLICABLE AND THEPROVISIONS PERTAINING TO ELECTRONIC RECORDS IN VARIOUS STATUTES ASAMENDED BY THE INFORMATION TECHNOLOGY ACT, 2000. THIS ELECTRONIC RECORD IS GENERATED BY A COMPUTER SYSTEM AND DOES NOT REQUIRE ANY PHYSICAL OR DIGITAL SIGNATURES. BY CLICKING ON THE “I ACCEPT” BUTTON ON THIS ELECTRONIC CONTRACT, YOU ARE CONSENTING TO BE BOUND BY THIS SUBSCRIPTION AGREEMENT ALONG WITH THE VARIOUS EXHIBITS ATTACHED TO THE SUBSCRIPTION AGREEMENT. PLEASE ENSURE THAT YOU READ AND UNDERSTAND ALL THE PROVISIONS OF THIS SUBSCRIPTION AGREEMENT AND EXHIBITS BEFORE YOU START USING THE PORTAL / APPLICATION, AS YOU SHALL BE BOUND BY ALL THE TERMS HEREIN UPON CLICKING ON THE “ACCEPT & CONTINUE” BUTTON ON THIS ELECTRONIC CONTRACT. IF YOU DO NOT ACCEPT ANY OF THE TERMS CONTAINED HEREIN, THEN PLEASE DO NOT USE THE APPLICATION / PORTAL OR AVAIL ANY OF THE SERVICES BEING PROVIDED THEREIN. YOUR AGREEMENT TO THE SUBSCRIPTION AGREEMENT SHALL OPERATE AS A BINDING AGREEMENT BETWEEN YOU AND TAXIEMALL TECHNOLOGIES PRIVATE LIMITED IN RESPECT OF THE SERVICES OF THE PORTAL. IT IS HEREBY EXPRESSLY CLARIFIED THAT THE PROVISIONS OF THIS SUBSCRIPTION AGREEMENT WILL NOT APPLY TO YOUR SERVICES PROVIDED FOR ‘TAXIEMALL TECHNOLOGIES PRIVATE LIMITED’ I.E., ARRANGEMENTS ENTERED INTO BY TAXIEMALL TECHNOLOGIES PRIVATE LIMITED WITH VARIOUS CORPORATE ENTITIES.

 

This Agreement is made between TAXIEMALL TECHNOLOGIES PRIVATE LIMITED, a company registered under the Companies Act, 2013 and having its corporate office at Plot No. 131B, H.No. 1-4-300, Eshwaripuri Colony, Sainikpuri, Hyderabad, Telangana, India (herein after referred to as “GoKAR” which expression shall mean and include its representatives, successor’s in–office, affiliates and assigns) on the ONE PART; 

 

AND

 

A transport service provider who is a taxi operator, which provides vehicles on hire and is desirous of listing itself and its fleet of vehicles on the Portal / App, details of which are provided in Exhibit A (“Vehicle(s)”), so as to provide transportation services through the Vehicle(s) to the users of Portal / App. The transport service provider has represented that the transport service provider fulfills the eligibility criteria annexed hereto as Exhibit D and is in compliance with all applicable laws for the provision of transport services through the Portal / App (hereinafter referred to as the “Transport Service Provider”) of the OTHER PART.

 

GoKAR and the Transport Service Provider shall hereinafter individually be referred to as “Party” and collectively as “Parties”.

Exhibits ‘A’, ‘B’, ‘C’ and ‘D’ are collectively referred to as ‘Exhibits’.

WHEREAS GoKAR owns and operates an online software called “GoKAR Driver” an online booking platform, and any upgrades from time to time and any other software that enables the use of the application or such other URL as may be specifically provided by GoKAR Driver (“Portal”) that lists and aggregates the cab service providers and motor cabs registered with it.

AND WHEREAS on the basis of the representations and warranties provided by the Transport Service Provider, GoKAR has agreed to list the Transport Service Provider and the Vehicle(s) on the Portal (“Service Provider App”) to enable the Transport Service Provider to provide transport services (“Transport Services”) through ‘Service Provider’s App’ in accordance with the terms and conditions as hereinafter provided.

 

NOW THEREFORE THE PARTIES HERETO AGREE AS FOLLOWS

 

1. Scope and Obligations

1. The execution of this Agreement and providing the details in Exhibit A (herein after referred to as “Registration Data”) shall affect in the registration of the Cab Service Provider and the Vehicle(s) with GoKAR and shall make the Cab Service Provider eligible for an online account

on the Service Provider’s App (“Account”) for providing Transport Services through the Service Provider’s App.

 

2. The Transport Service Provider and Vehicle(s) registration with GoKAR shall at all times be subject to compliance with the requirements set out in Exhibit D and Exhibit B respectively. The Transport Service Provider and Vehicle(s) registration with GoKAR shall further be subject to such other details and documents in respect of the Transport Service Provider and the Vehicle(s) as is more fully described in Exhibit A. The Transport Service Provider hereby understands and consents to the collection, storage and sharing of Identification card and any information extracted there from with Third Party Vendors and/or Government Authorities, for the process of on-boarding and background verification.

 

3. The Transport Service Provider acknowledges and agrees that all rights, obligations and liabilities of the Transport Service Provider and GoKAR shall be governed in accordance with this Agreement and the Transport Service Provider terms and conditions available at the offices of GoKAR (“Transport Service Provider T&C”) and, a copy of which is annexed as Exhibit B to this Agreement. The Transport Service Provider hereby represents that the Transport Service Provider has read and understood this Agreement and the Transport Service Provider T&C fully and the terms contained therein are agreeable to the Transport Service Provider.

 

II. Device

 

For registration on the Service Provider App, the Mobile or other electronic device of the Transport service provider shall be registered in GoKAR by installing “GoKAR Driver” App.

1. GoKAR shall assist the Transport Service Provider in installing the Service Provider App and other programs including but not limited to software, applications, and content, as may be solely determined by GoKAR. GoKAR will instruct and train the Transport Service Provider for use GoKAR Driver App, if required.

2. In the event the GoKAR Application is not functioning properly or if there is any technical issue in relation to the GoKAR Driver Application, the Transport Service Provider shall immediately notify at GoKAR’s designated office for necessary support.

3. GoKAR shall be entitled to call upon the Transport Service Provider for review and inspection. On being called upon, Transport Service Provider shall report to the designated offices of GoKAR within two (2) days from the date of request from GoKAR. In the event, the Transport Service Provider fails to produce the Vehicle for inspection within the prescribed timeline set out in this Clause II(13) or doesn’t cooperate with GoKAR for inspection, GoKAR shall be entitled to take legal action under this Agreement and applicable laws.

 

III. Representations and Warranties

1. The Transport Service Provider represents and warrants that the Transport Service Provider is the registered owner or the lessee, as the case may be, of the Vehicle(s) and permit holder for the provision of Transport Services of the Vehicle(s).

 

2. The Transport Service Provider represents and warrants that the Transport Service Provider has all requisite power and authority to deliver and perform the obligations imposed herein.

 

3. The Transport Service Provider represents and warrants that entering into and performance of the transactions contemplated by this Agreement and Transport Service Provider T&C does not and will not conflict with any law or regulation applicable to the Transport Service Provider or any guidelines, rules, regulations including any judicial, official, governmental and/or statutory and/or regulatory orders and/or judgments whether interim, final or otherwise or with any other contract to which the Transport Service Provider is a party.

 

4. The Transport Service Provider represents and warrants that the Transport Service Provider has not been convicted by any court in India for any cognizable offence or an offence punishable with imprisonment for more than 3 years, under the laws of India.

 

IV. Disclaimer

 

1. You agree that GoKAR’s role is limited to (a) managing and operating the Portal and the Service Provider App and being a market place solely for the display of the Transport Services in the manner decided by GoKAR unilaterally, (b) being an online booking platform facilitating the Provision of Transport Services by the Transport Service Provider to the users of the Portal, and(c) payment collection through available e-wallets (Google Pay, PayTM, PhonePhe etc) to facilitate the transactions between Transport Service Provider and the users of Portal. Accordingly, GoKAR is merely an intermediary providing online marketplace services and the Service Provider App is only a platform where Transport Service Provider shall offer Transport Services to the users on execution of the Agreement and registration and acceptance by users of the customer terms and conditions on the Portal / App.

2. GoKAR disclaims and shall disclaim all representations and warranties to the Transport Service Provider, of any kind, whether express or implied as to condition, suitability, quality, merchant ability and fitness for any purposes in respect of the GoKAR Service Provider’s App and Portal or the services provided through the Service Provider App on the Portal and accordingly, disclaims all liabilities, whether civil, criminal, tortious, or otherwise, that may accrue as a consequence of the use and access of GoKAR Service Provider’s App and Portal.

3. To the extent permissible under applicable laws, GoKAR disclaims and shall disclaim all liabilities, whether civil, criminal, tortious, or otherwise, that may accrue as a consequence of the breach by the Transport Service Provider (a) of the applicable laws in respect of the Transport Services; (b) of the terms of the applicable licenses and permits that are issued by the transport authorities; (c) of the terms of the Transport Service Provider T&Cs; or (d) of the duty of care the Transport Service Provider owes to the users of the Portals.

4. GoKAR does not warrant to the Transport Service Provider that the Transport Service Provider will be able to use the GoKAR Service Provider App on the Portal at all times or locations or that the GoKAR and Service Provider App on the Portal and the Transport Services provided through the Service Provider App on the Portal will be uninterrupted or virus free or error-free or free from any technical glitches or malicious software and that the defects will be corrected by GoKAR.

5. GoKAR Driver App is merely an online mobile application platform and is being used by Transport service provider as “Pay as you use” model. Which means Transport provider shall pay the rent to GoKAR for making use of their software application called “GoKAR Driver”.

6. GoKAR is nowhere related with the payment related issues arouse between Transport Service Provider and the passenger.

 

V. Payment Terms

In consideration of GoKAR is providing the Transport Service Provider’s and the Vehicle’s information on the Portal, and for enabling the Transport Service Provider to provide Transport Services through Service Provider App on the Portal, various payments, more particularly set out

in the Commercial Terms Segment annexed hereto as Exhibit C, between the Transport Service Provider and GoKAR (“Fees”) shall be settled in the manner set out and paid in the manner set out in the Commercial Terms Segment annexed hereto as Exhibit C.

 

VI. Confidentiality

 

The Transport Service Provider acknowledges that pursuant to this Agreement, the Transport Service Provider will have access to confidential information of GoKAR and its affiliates, which has been provided by GoKAR. The Transport Service Provider undertakes to keep confidential all data and other confidential information of GoKAR and shall not sell or otherwise make that information available to any third party. Confidential information shall mean and include all information, whether verbal or written, disclosed to the Transport Service Provider by GoKAR or GoKAR Driver App users, as the case may be, but not be limited to Portal users details (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 Service Provider App / Portal or any other information, whether provided orally or in writing, received or to be received by the Transport Service Provider. Further, the Confidential Information at no times can be disclosed to any party in the same or similar business as that of GoKAR (“Competitor”). In the event, GoKAR becomes aware that the Confidential Information has been disclosed to a Competitor or has been used for the benefit/interest of the Competitor, GoKAR can claim such direct and indirect damages as it may suffer due to such losses.

 

VII. License and Proprietary Rights

 

1. License Grant: Subject to the terms and conditions of this Agreement, GoKAR hereby grants the Transport Service Provider a limited, non-exclusive, non-transferable, non-sub licensable, non-assignable license, during the term of this Agreement, to the Service Provider App on the Portal of GoKAR solely for the purpose of providing Transport Services to the Portal users and also for settlement of Fees between GoKAR and Transport Service Provider. All rights not expressly granted to the Transport Service Provider are reserved by GoKAR.

2. Ownership: The Portal, Service Provider App and Confidential Information, 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 (“GoKAR Intellectual Property”), shall remain (as between the Transport Service Provider and GoKAR) the property of GoKAR. Neither this Agreement, the Transport Service Provider T&C nor Transport Service Provider’s use of the Portal and Service Provider App conveys or grants to the Transport Service Provider any rights:

(a) In or related to the Portal and Service Provider App, except for the limited license granted above; or (b) to use or reference in any manner GoKAR’s Intellectual Property.

3. The Transport Service Provider agrees that it shall not reproduce, transcribe or make any copies of the GoKAR 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 GoKAR Intellectual Property.

 

VIII. Indemnification

 

1. The Transport Service Provider agrees and undertake to indemnify and to hold harmless GoKAR and other parties determined by GoKAR, GoKAR affiliates, successors, agents, 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 (i) any breach or alleged breach by the Transport Service Provider of the Transport Service Provider’s obligations, responsibilities, representations, or warranties under the Subscription Agreement and/or Transport Service Provider T&C; (ii) breach of any service level commitments provided in Exhibit B; (ii) any infringement or unauthorized use of intellectual property rights of GoKAR including but not limited to infringement of intellectual property rights of GoKAR in the Service Provider App or Portal (iii)any breach of the confidentiality obligations of the Transport Service Provider under this Agreement or Transport Service Provider T&C (iv) any violations of the applicable law, applicable license and permit terms of the transport authorities; (v) any violation of GoKAR policies by the Transport Service Provider; (vi) any harm to the reputation and goodwill of GoKAR directly attributable to the Transport Service Provider; (v) damage, unauthorized use or loss of the Service Provider App in the Device; (vii) death, fraud, theft, misconduct, negligence or deficiency of Transport Services by the Transport Service Provider; any negligent act or omission committed in the course of Transport Services hereunder, or any misrepresentation made during the course of Transport Services hereunder; (xi) personal injury to or property damage of user of Portal including but not limited motor accident claims, if any, asserted against GoKAR and its associates by reason of the use and operation of Transport Service Provider’s Vehicle(S); (viii)civil or criminal offense under law or in the opinion of GoKAR; (xii) failure of the Transport Service Provider to make tax payments in accordance with applicable laws.

2. The Transport Service Provider shall be liable to indemnify and hold GoKAR harmless against all damages, losses, costs and expenses incurred by GoKAR as a consequence of any complaint from any user of the GoKAR Passenger App received by GoKAR with respect to deficient Transport Services.

3. Notwithstanding anything contained in this Agreement, however, subject to applicable laws, the total aggregate liability of GoKAR under this Agreement or Transport Service Provider T&C whether in contract (including in respect of the indemnity), tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise, arising out of or in connection with the performance or contemplated performance of this Agreement shall be limited to INR 1000/- (Rupees One Thousand).

 

IX. Specific Indemnity

 

The Driver shall be solely liable for any and all accidents/incidents involving the Vehicle, while providing the taxi Services. GoKAR shall not be held liable for any such accidents/ incidents involving the Driver’s Vehicle. All miscellaneous expenses pertaining to the Vehicle, such as maintenance expenditures, penalty for violation of traffic rules, etc., shall be borne solely by the Driver, and GoKAR shall not be held liable or responsible for the same.

 

X. Entire Agreement

 

This Agreement along with, various Exhibits and Transport Service Provider T&C, which Exhibits and Transport Service Provider T&C will be e-contracts, shall form the entire agreement between the Parties and shall supersede and override all previous communications, either oral or written, between the Parties with respect to the subject matter of this Agreement, 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 this Agreement or Transport Service Provider T&C. In the event of any contradiction between the terms contained under this

Agreement and the Transport Service Provider T&C, the terms of the Transport Service Provider T&C shall prevail.

 

XI. Term and Termination

1. This Agreement shall be valid for a period of 1 (One) year and shall be renewed automatically, unless otherwise agreed between the Parties.

2. The Parties to this Agreement shall be entitled to terminate this Agreement with a prior written notice of 7 (seven) business days to the other Party without assigning any reason for the termination.

3. GoKAR shall be entitled to terminate this Agreement immediately for breach of any terms in this Agreement by the Transport Service Provider.

4. Upon termination of this Agreement, the registration of the Transport Service Provider with GoKAR shall stand cancelled and the Account shall be terminated, and the Transport Service Provider shall not be eligible to ply his Vehicle(s) on the Service Provider “GoKAR Driver” App.

 

XII. Notice

 

1. Any notices, requests and other communications required or permitted hereunder shall be in writing and may be sent by any of the following means to the receiving Party at the relevant addresses set forth in this Agreement:

i. By electronic mail. For the purposes of this sub-clause the Parties’ electronic mail addresses shall be the following, unless otherwise intimated by the Parties to each other,

GoKAR: gokar.legal@gmail.com;

Transport Service Provider: As provided during attachment.

ii. By SMS sent to mobile number at:

GoKAR: Not Applicable;

Transport Service Provider: As provided during attachment.

iii. By hand, against a written acknowledgement of receipt by the receiving Party.

iv. By registered mail.

2. In the event the delivery of the notice is attempted to be made by means set out in clauses XI(1)(iii) and (iv) by the Party, the notice shall be deemed delivered on the third day from the date of the notice.

 

XIII. Relationship between Parties

 

i. During the Term of this Agreement, the Transport Service Provider 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 GoKAR. The relationship between the Parties is on a principal-to-principal basis, and none of the provisions of this Agreement shall be interpreted as creating the relationship of employer and employee between the Transport Service Provider and GoKAR at any time, under any circumstances or for any purpose. Therefore, the Transport Service Provider will not be entitled to any employee benefits, statutory or otherwise, offered by GoKAR 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 Transport Service Provider shall be responsible for the payment of all applicable taxes to which he may be subject as an independent contractor.

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

 

XIV. Governing Law and Dispute Resolution

 

1. If any dispute arises between the Transport Service Provider and GoKAR, in connection with, or arising out of, this Agreement, 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 GoKAR. Arbitration shall be held in Hyderabad. The proceedings of arbitration shall be in the English language. The arbitrator’s award shall be final and binding on the Parties.

2. This Agreement shall be governed by and construed in accordance with the laws of India. Subject to clause XII (1), the courts in Hyderabad shall have the exclusive jurisdiction in connection with this Agreement.

3. In addition to above remedies, GoKAR 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 Transport Service Provider from committing any violation of the covenants and obligations set out in this Agreement. These injunctive remedies are cumulative and are in addition to any other rights and remedies GoKAR may have at law or in equity.

 

XV. Amendment

 

GoKAR may amend the provisions of this Agreement and Exhibits annexed to this Agreement at its own discretion and notify in accordance with the means provided in clause XI such amendments to the Transport Service Provider.

 

EXHIBIT-A

 

DETAILS OF VEHICLE AND THE TRANSPORT SERVICE PROVIDER

Part I- Details of Vehicle:

A. Information to be provided:

- Vehicle’s license plate number;

- Chassis and engine number;

- Such other information as may be required by GoKAR.

B. Documents to be provided:

- PUC;

- Copy of Certificate of Registration;

- Copy of Certificate of Fitness;

- Copy of permit, as may be required under applicable law, to ply the Vehicle;

- Road tax receipts;

- Copy of commercial insurance policy covering the third party risks; and

- Such other documents as may be required by GoKAR.

 

Part II- Details of the Transport Service Provider:

A. Information to be provided:

Name:

Permanent Address:

Current Address:

Phone no.:

Email id:

Bank Account details of the Transport Service Provider (Bank name, account number and IFSC Code);

Bank Account details of the Beneficiary (if any);

Contact details of 2 (two) family members of the Transport Service Provider; and Such other documents/ information as may be required by GoKAR

B. Documents to be provided:

- A passport size photograph of the Transport Service Provider;

- Copy of valid Driving License of drivers who will be employed by Transport Service Provider to provide services on GoKAR Driver App platform;

- Copy of the Public Service Badge issued by the relevant Transport Department of drivers who will be employed by Transport Service Provider to provide services on GoKAR platform;

- Copy of the Police verification report of the drivers who will be employed by Transport Service Provider to provide services on GoKAR platform. Provided that, for purposes of the police verification, if GoKAR or GoKAR’s authorized agency is assisting the Transport Service Provider with police verification process, the Transport Service Provider authorizes GoKAR or GoKAR’s authorized agency, as the case may be, for appearing, signing and executing documents in respect of police verification of the Transport Service Provider from time to time;

- Self attested copy of the EPIC Card;

- Self attested copy of PAN Card of Transport Service Provider;

- Copy of residential proof such as utility bill, ration card, passport etc. of the Transport Service Provider’s and drivers employed by Transport Service Provider to provide services on GoKAR Platform;

- Passbook or cancelled cheque of Transport Service Provider;

- Vehicle ownership document and

- Such other documents/ information as may be required by GoKAR.

Notes:

*Complete details on the GoKAR Registration on GoKAR Driver App

**In case of operator attachments, for Part I) and Part II (B), please provide information /documents of all the Vehicles / drivers proposed to be used for Transport Services.

***The Exhibit A is not applicable to the existing Transport Service Providers, whose information / documents are already available with GoKAR. Provided that if any information /document listed in the Exhibit A was not provided by the existing Transport Service Provider at The time of attachment to GoKAR Driver App, the Transport Service Provider shall contact the nearest GoKAR attachment offices and submit such information / documents to GoKAR.

 

EXHIBIT-B

 

TRANSPORT SERVICE PROVIDER TERMS AND CONDITIONS

DRIVER TERMS AND CONDITIONS

 

These Terms and Conditions (as defined) shall be applicable as set out below-

1. If the Transport Service Provider (as defined in the Subscription Agreement) is an Operator providing Services to the Customers through the Drivers employed by the Operator, these Terms and Conditions shall be interpreted in the manner so as to apply to the Operator as well as to the Drivers employed by the Operator; and

2. If the Transport Service Provider is an individual providing Services to the Customers directly, these Terms and Conditions shall be interpreted in the manner so as to apply to an individual Transport Service Provider Operator.

 

DEFINITIONS:

All of the defined and capitalized terms in these Driver T&C will have the meaning assigned to them herein below. Any term not defined here shall have the meaning assigned to it in the Subscription Agreement.

“Acceptance” means your affirmative action of clicking on the box against the words “ACCEPT& CONTINUE” provided at the end of these Driver T&C, by which action, you unequivocally accept the Driver T&C and any modifications thereof.

“Account” refers to the account created by GoKAR at its sole discretion, for the Driver subsequent to the Driver submitting and GoKAR verifying the Registration Data “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.

“Booking” shall mean the allotted Service Request.

“Business Day” means a day on which banks are open for business in the City of Operation.

“Cancellation Fee” shall mean the fare payable by the Customer towards cancellation of a Booking made by a Customer.

“City of Operation” shall mean the city in which the Subscription Agreement is executed by and between the Driver and GoKAR.

“Commercial Term Segment” shall mean Exhibit C of the Subscription Agreement, which contains the commercial terms for Service provided by the Drivers.

“Content” shall have the meaning given to it in 7.1.

“Convenience Fee” shall mean the fee payable by the Customer for availing the technology services offered by GoKAR. Convenience Fee will be charged for each Service Request placed by the Customer on the Portal.

“Customer” shall mean such person, who places a Service Request on the Portal and has accepted the Customer Terms of Use and Privacy Policy of the Portals (as applicable).

“Customer’s Terms of Use” shall mean the Customer Terms and Conditions as provided on the GoKAR Portal for availing the Service.

“Device” shall mean GoKAR Device or Non-GoKAR Device, as the case may be, used for performance of the Services.

“Driver” or “You” or “Your” or “Yourself” shall mean an individual, who has an Account with GoKAR and in the event of Operator Drivers, shall include the Operator Drivers for purposes of compliance with these Terms and Conditions.

“Driver App” means the electronic interface on the GoKAR Driver App from where the Driver’s Account is accessible to the Driver. Login credentials (User ID and Password) for the Driver App shall be provided by GoKAR.

“Driver Proceeds” shall mean the net amount receivable by the Driver after deduction of GoKAR’s commission and such other amounts as may be provided in the Commercial Terms Segment or notified otherwise.

“Fare” shall mean the Fare payable to the Transport Service Provider as is also reflected on the Device after completion of the Service. 

“Force Majeure” shall have the meaning given to in Clause 16.4.

“Information” shall mean the details furnished by the Driver at the time of signing the Subscription Agreement and/or otherwise during and after the Drivers registration on the Driver App on the Portal and successful creation of an Account.

“GoKAR” or “We” or “Us” or “Our” shall mean TAXIEMALL TECHNOLOGIES PRIVATE LIMITED, a company registered under the Companies Act, 2013 and having its corporate office at Plot No. 131B, H.No. 1-4-300, Eshwaripuri Colony, Sainikpuri, Hyderabad, Telangana, India which expression shall, unless it be repugnant to the context or meaning thereof, be deemed to mean and include all its successors, affiliates and permitted assigns.

“GoKAR Driver” shall mean a proprietary in-car and cloud technology platform owned and operated by GoKAR, which is intended to provide a fully connected interactive experience to the Customer.

“Operator” shall mean a transport service provider who has listed himself / itself and his / its fleet of vehicles on the Portal to provide Services to the Customers through the Drivers employed by the Operator.

“Operator Drivers” shall mean the Drivers employed by the Operator for providing Services to the Customers.

Parties” shall mean, collectively, the Driver and GoKAR and “Party” shall refer to any one of them.

“Portal” shall mean such features of the GoKAR mobile application or other programs, software, mobile applications including but not limited to GoKAR Driver App, owned by, licensed to and controlled by GoKAR, and other URLs as may be specified by GoKAR from time to time.

“Posted Content” shall have the meaning given to in Clause 7.4.

“Service” means the service of picking a Customer from the pick-up point as prompted on the Device and dropping the Customer at the drop point entered by the Customer at the time of placing his / her Service Request and accepted by the Driver.

“Total Ride Fee” shall include the Fare, the Convenience Fee, Additional Fee (if any) and the Cancellation Fee (if any), reflected on the Device and such other fee, as may be applicable.

“Service Request” means a request placed by the Customer on the Portal to avail the Service offered by the Driver.

“Subscription Agreement” shall mean the agreement entered into between GoKAR and the Driver /Operator pursuant to which the Driver / Operator has agreed to provide transport Services in accordance with these Driver T&C, as amended from time to time.

“Subscription Amount” shall mean the amount paid by the Driver at the time of subscription to Portal of GoKAR, if any.

“GoKAR Policies” means the “Privacy Policy”, Zero Tolerance Policy & such other policies(including any amendments thereof), which GoKAR may issue and make applicable to Driver from time to time and make available to the Driver on the Driver’s request.

“Term” means the period commencing from the date of acceptance of the Driver T&C by the Driver up to the date of termination of the Subscription Agreement and/or these Driver T&C.

“Terms and Conditions” or “Driver T&C” refers to these Driver T&C which are available at the Portal, as may be amended from time to time.

“Vehicle” shall mean ‘Motorcabs’ as defined under the Motor Vehicles Act, 1988.

“Wallet” shall mean the prepaid payment instruments available for payments in the GoKAR Portal.

“Zero Tolerance Policy” shall mean the policy of GoKAR as detailed under the Annexure to these Driver T&C, as may be amended from time to time.

 

1. APPLICABILITY OF DRIVER T&C

These Driver T&C together with the Subscription Agreement, Commercial Term Segment, Zero Tolerance Policy, GoKAR Policies, shall be deemed to be incorporated by reference into these Driver T&C and shall form the complete understanding between the Parties. By accepting the Driver T&C, You acknowledge and agree to the Subscription Agreement and various Exhibits to the Subscription Agreement, GoKAR Policies and any other policy that GoKAR makes applicable to You from time to time, to the fullest extent possible. Additionally, You hereby understand and consent to the collection, storage and sharing of Aadhar card and any information extracted there from with Third Party Vendors and/or Government Authorities, for the process of onboarding and background verification.

 

2. SCOPE OF SERVICES

2.1 You agree that GoKAR’s role is limited to being a market place solely for managing and operating the Portal for the display of the Service in the manner decided by GoKAR unilaterally and not the payment collection through cash, or Wallet to facilitate the transactions between You and the Customers. Accordingly, GoKAR is merely an intermediary providing online marketplace services and the Portal is only a platform where You shall offer Service to the Customers. The contract for availing the Service shall be a contract solely between You and the Customer. At no time shall GoKAR have any obligations or liabilities in respect of such contract.

 

2.2 The Driver confirms and undertakes that GoKAR does not own or in any way control the Vehicle used by a Driver rendering the said Service to the Customer. GoKAR shall not be held liable or responsible in any manner whatsoever for any insufficiency or deficiency of the Service rendered by the Driver to the Customer. GoKAR does not make any representations or warranties regarding the quality of the Service provided by You.

 

3. SERVICE REQUESTS

3.1 On receipt of a Service Request, Booking will be allotted to the Driver on the Device or in such other manner as may be agreed between the Driver and GoKAR from time to time.

3.2 The Driver shall duly complete all Bookings allotted in connection with the Services and promptly notify in GoKAR Driver App immediately after completion of trip. Any changes / deviations to the Booking are not allowed. In case of any deviation in destination point after starting the trip then passenger must end the trip immediately and has to book a new trip.

 

3.3 In the event the Driver requires any assistance in connection with the Portal, Service Requests etc. therein, he / she should contact the GoKAR call center or concerned authorized person of GoKAR. If the assistance pertains specifically to the GoKAR Driver App, Portal or anything therein, then such issue may be directed to the call centers of GoKAR.

3.4 Upon a Service Request being allotted to the Driver on the Driver App, GoKAR may provide to the Customer, the picture of the Driver, details of the Vehicle including vehicle number and model, mobile phone number of the driver and such other information as required under Applicable Laws or as GoKAR may deem fit, as the case may be, required by the Customer to identify the Driver and Vehicle.

3.5 Once a Booking is allotted, GoKAR will provide the Driver with the necessary Customer information in order to enable the Driver to satisfactorily provide the Service. Such information shall be treated as confidential information in terms of Clause 13 below.

3.6 In the event, the Driver is a female; the Driver shall not accept Service Requests from 20:00 hours in the evening to 08:00 hours in the morning.

 

4. COMMUNICATION

4.1 When You use the Driver App on GoKAR’s Portal or send emails or other data, information or communication to GoKAR, You agree and understand that You are communicating with GoKAR through electronic records and You consent to receive communications via electronic records from GoKAR periodically and as and when required. GoKAR may communicate with You by email or by such other mode of communications, electronic or otherwise.

4.2 You hereby expressly consent to receive communication from GoKAR through Your registered phone number and/or e-mail id. You consent to be contacted by GoKAR via phone calls/SMS notifications. You agree that any communication so received by You from GoKAR will not amount to spam, unsolicited communication or a via Your registration on the ‘national do not call registry’.

4.3 By registering with GoKAR, You hereby agree to (i) provide Information that GoKAR has a legal duty to request from a Driver on account of the Know Your Customer norms under Applicable Laws including without limitation your Permanent Account Number (PAN); and (ii)undertake due diligence and update Yourself on Applicable Laws that may have implications on Your liability as a Driver.

4.4 You acknowledge and agree that Your Information may be transferred or stored in a server outside India or the country where You are located in order to perform GoKAR’s obligations under these Driver T&C.

 

5. OBLIGATIONS OF THE DRIVER

5.1 The Driver shall ensure and confirm that he understands the language of the GoKAR Driver App /Portal and shall ensure that he/she bests understands that the GoKAR Driver App / Portal supports.

5.2 The Service provided through the GoKAR Driver App / Portal by the Driver shall be of the highest quality asper industry standards and in accordance with the oral and written requirements of GoKAR. The Driver shall be liable for any loss caused to GoKAR and/or the Customer due to negligence of the Driver in the performance of the Service.

5.3 The Driver 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 Driver shall, immediately intimate GoKAR, and disclose any such

Aforesaid calamity that he may become aware of.

5.4 The Driver shall provide the Service to the Customers in a courteous, effective and timely manner.

5.5 The Driver shall ensure registration of Vehicle at all times and shall hold and keep updated / renewed all licenses, insurance and permits necessary for the use of Vehicle on the Portals.

5.6 The Driver shall not undertake or assist in any unlawful or illegal activity while performing Services.

5.7 The Driver, or any Transport Service Provider shall not allow unauthorized persons to drive the Vehicle. GoKAR reserves the right to take any action at its sole discretion for any violation by the Driver or the Transport Service Provider, which may extend to but not limited to termination and /or other legal action.

5.8 The Driver or any Transport Service Provider shall ensure the safety and security of the customers, his own self and that of the vehicle at all times. The Driver shall immediately bring to the notice of GoKAR any deviation from the provision of the Service/s as required under the terms of these Driver T&C, including but not limited to any accidents, damage to life or property.

5.9 The Driver agrees that any breach of the Subscription Agreement or these Driver T&C by him/her is likely to cause GoKAR substantial and irreparable damage and therefore, in the event of any such breach, in addition to such other remedies which may be available GoKAR shall have the right to specific performance and injunctive relief.

5.10 The Driver shall ensure comprehensive insurance including without limitation third party insurance of Vehicles and such other insurance as may be required by Applicable Law is obtained and always maintained, and the Customer and/or GoKAR 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.

5.11 The Driver shall ensure that he is not using the GoKAR Driver App for any purpose other than for providing Service in the manner provided under these Driver T&C. The Driver shall ensure that the Device is not busy for long, unavailable or switched off while the Vehicle is being plied on the Portal.

5.12 The Driver shall not use / access video / interactive content on the Portal when the Drivers driving the Vehicle. However, during halts / stops requested by the Customer, Driver may access video / interactive content on the Portal, provided that the Driver shall ensure that such access / use during halts / stops doesn’t lead to deficiency of Service or negligence towards the customer.

5.13 On allotment of a Booking in response to a Service Request, the Driver shall ensure that the Vehicle arrives prior to the pick-up time.

5.14 The Driver shall ensure that the Customer pays the Total Ride Fee as well as additional surcharge (if applicable) and any fee or levy presently payable or hereinafter imposed by Applicable Law. In the event, the Customer pays by cash for the Services.

5.15 The Driver will have a functioning mobile number and also have the ability to read text messages sent by GoKAR, regarding the Customer details and to convey Customer feedback.

5.16 In the event any Customer leaves his/her property in the Vehicle, the same shall not be pilfered or tampered with by the Driver and shall be reported immediately by the Driver directly to GoKAR or nearest Police station. In the event the Driver pilfers or tampers with the property of the Customer, the Driver shall be solely liable for any damages claimed by the Customer and GoKAR may at its sole discretion terminate the Driver’s registration and disable the Driver’s access to the Portal. GoKAR shall in no event be liable for loss of or damage caused to the property of the Customer.

5.19 The Vehicle shall be the sole responsibility of the Drivers and the Driver shall be liable or responsible for any loss or damage to the Vehicle caused by a Customer or any other third party for any reason whatsoever.

5.20 The Driver 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 Driver shall not take any personal calls except in the event of an emergency, without prejudicing the safety of the Vehicle and the Customer. Driver shall take all calls from the Customer and GoKAR 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.

5.21 Any cancellation of the allotted Booking is prohibited except in exceptional circumstances based on a justifiable explanation provided by the Driver. The Driver shall immediately inform GoKAR in case of any cancellation or refusal of allotted Booking. Further, the Driver hereby agrees such cancellation or refusal to provide Service may, lead to a deduction inform of withholding of part or whole of the Driver Proceeds.

5.22 The Driver agrees that the costs associated with the maintenance of the Vehicle shall be borne by the Driver.

5.23 The Driver shall be solely responsible for:

i. any failure to complete a Service Request accepted by the Driver;

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

iii. any act or omission on the part of its Drivers including any rash and negligent driving, verbal, physical or harassment of any nature;

iv. any violation or non-adherence to the Applicable Law by it;

v. any nuisance or damage caused to the property of GoKAR by the Driver or any misbehavior with GoKAR representatives; misbehavior shall include within its purview using abusive language, causing physical harm and making indecent gestures;

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

vii. any delay of more than 10 (ten) minutes caused to the Customer(s);and

viii. charging excess Total Fee from the Customer or charging the Customer more than what is displayed on the meter; and

5.24 The Driver, shall not either directly or indirectly:

i. engage in any conduct that damages the reputation or causes inconvenience in any manner, to GoKAR; or

ii. be the reason for GoKAR to be a part of any negative publicity.

5.25 The Driver hereby agrees that any complaint/s by Customers regarding the Vehicle or Driver will be considered to be a breach of the obligations by the Driver hereunder for which GoKAR shall not be responsible in any manner. If there is any serious complaint regarding any particular Vehicle and/or Driver, GoKAR may, in its sole discretion, immediately terminate the Account of such Driver, by providing a written notice to Driver to this effect.

5.27 GoKAR may require the Driver to affix GoKAR brand including but not limited to its logo /sticker on the Vehicle. In such event, Driver shall extend all necessary support and assistance to GoKAR for affixing GoKAR brand on the Vehicle. It is hereby clarified that Driver will not be entitled for any additional payments for the GoKAR logo / sticker affixed on the Vehicle, if any. GoKAR logo /sticker / brand will be affixed subject to the provisions of Clause 14.4(v) of these Driver T&C.

 

6. DEVICE

The provisions relating to GoKAR Device(s) and Non-GoKAR Device shall be as set out in the Subscription Agreement.

 

7. CONTENTS POSTED ON PORTAL / DRIVER APP

7.1 All text, graphics, user interfaces, visual interfaces, photographs, trademarks, logos, sounds, music, artwork and computer code (collectively, “Content”), including but not limited to the design, structure, selection, coordination, expression, “look and feel” and arrangement of such Content, contained on the Portal / Driver App is owned, controlled or licensed by or to GoKAR and is protected under the Applicable Law.

7.2 Except as expressly provided in these Driver T&C, the Driver shall not:

(i) Copy, reproduce, modify, damage, disassemble, decompile, reverse engineer or create derivative works including, without limitation, translations, transformations, adaptations or other recast or altered versions) from the Portal / Driver App, or any portion thereof;

(ii) Breach, disable, tamper with, or develop or use (or attempt) any workaround for any security measure provided in the Portal / Driver App;

(iii) Send spam or otherwise duplicative or unsolicited messages in violation of applicable laws, send or store infringing, obscene, threatening, libelous, or otherwise unlawful or tortuous material, including material harmful to children or violate of third party privacy rights;

(iv) Store or disseminate material containing software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or programs;

(v) Use the Portal / Driver App in a way that infringes or misappropriates a third party’s intellectual property rights or personal rights;

(vi) Use any device, software, or routine to interfere or attempt to interfere with the proper working of the Portal / Driver App or any activities conducted on the GoKAR’s servers;

(vii) Copy, sell, sub-license or assign the Portal / Driver App, and its rights under these Driver T&C, without the prior written consent of GoKAR;

(viii) Distribute, disclose or allow use of the Portal / Driver App by any third party in any format, through any timesharing service, service bureau, network or by any other means; or

(ix) Merge or combine the Portal / Driver App with any other technology not provided by GoKAR.

7.3 You may use information on the Portal / Driver App purposely made available by GoKAR for downloading from the Portal / Driver App, provided that You:

(i) do not remove any proprietary notice language in all copies of such documents; or

(ii) use such information only for Your personal, non-commercial informational purpose and do not copy or post such information on any networked computer or broadcast it in any media; or

(iii) make no modifications to any such information; or

(iv) do not make any additional representations or warranties relating to such documents.

7.4 You shall be solely responsible for any notes, messages, e-mails, billboard postings, photos, drawings, profiles, opinions, ideas, images, videos, audio files or other materials or information posted or transmitted to the Portal / GoKAR Driver App (“Posted Content”), provided that such Posted Content is not restricted or prohibited under Applicable Laws or such Posted Content is not infringing any third party’s proprietary rights. Subject to the foregoing, such Posted Content will become GoKAR’s property and You grant GoKAR the worldwide, perpetual and transferable rights in such Posted Content. GoKAR shall be entitled to, use the Posted Content or any of its elements for any type of use forever, including but not limited to promotional and advertising purposes and in any media whether now known or hereafter devised, including the creation of derivative works that may include Posted Content. You agree that any Posted Content may be used by GoKAR in the manner that GoKAR deems fit, consistent with Applicable Laws and You are not entitled to any payment or other compensation for such use of Posted Content by GoKAR. GoKAR will use such information in accordance with the Driver T&C including any GoKAR Policies. You hereby represent and warrant that You have necessary rights to all the Posted Content and information You provide and are authorized to provide such Posted Content and information for the Portal. Notwithstanding anything contained in this Section, You shall be solely responsible for any liability arising out of the Posted Content on the Portal.

 

8. GoKAR’S RESERVED RIGHTS

8.1 GoKAR may, upon notice to the Driver, delist or remove the Information pertaining to the Driver from the Portal / Driver App.

 

9. PRIVACY TERMS

9.1 GoKAR stores and processes Your Information, including any sensitive financial information, in accordance with the Information Technology Act, 2000 and the Rules made thereunder as well as the Privacy Policy of GoKAR as will be notified to you via text message and/or email from time to time. If You object to Your Information being used in the manner prescribed bylaw or under GoKAR’s Privacy Policy, please refrain from continuing to use and registering on the Portal / Driver App.

9.2 Notwithstanding the foregoing, GoKAR shall be entitled to disclose to all companies within its group, or any government body as may be required by law or by any official directive or request from such government body or any third party through a court process or other official agency, Your particulars, in any way as GoKAR, in its absolute discretion, deems fit or if it considers it in its interests to do so.

 

10. REPRESENTATIONS AND WARRANTIES

10.1 You represent and warrant that:

i. You are eligible for registration on the Portal / Driver App and creation of an Account in terms of these Driver T&C.

ii. You have all requisite power and authority to, deliver and perform the obligations imposed herein;

iii. 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 You are a party;

iv. You are the rightful owner of the Vehicle or have the requisite authority or assignment to drive the Vehicle and there are no restrictions with respect to the use of the Vehicle that will hinder You from the performance of the Services;

v. You have all rights, licenses and permits as may require by Applicable Laws to perform the Service in accordance with the terms of the Driver Agreement and these Driver T&C. The Driver hereby represents that he shall maintain and continue to maintain all local licenses, permits, approvals and consents in respect the Vehicle. You shall be responsible and liable for any violation of any law, rule or regulation in the performance of its obligations under these Driver T&C.

vi. You have not been convicted by any court in India or any other country of any crimes including but not limited to involving moral turpitude. Further, You are not a party to any pending litigation which shall materially affect Your obligations under these Driver T&C.

10.2 You undertake that, at all times during the Term, You will:

i. abide by these Driver T&C, Zero Tolerance Policy and the GoKAR Policies, as may be made applicable to You from time to time;

ii. Perform the Service/(s) in accordance with all Applicable Laws;

iii. Not violate the intellectual property rights of GoKAR or of any third party and for any breach or violation of such intellectual property rights,

iv. be solely responsible to comply with GoKAR Policies and adopt appropriate processes to prevent offering any illegal gratification in the form of bribes or gifts either in cash or in kind in the course of all dealings with GoKAR or the Customer or any other third parties.

 

11. DISCLAIMER

11.1 You understand and acknowledge that GoKAR disclaims and shall disclaim all representations and warranties to the Customer, of any kind, whether express or implied as to condition, suitability, quality, merchantability and fitness for any purposes in respect of any and all Vehicles of the Driver that are used by the Customers as a part of the Services and Services offered by the Driver through the Portal.

11.2 GoKAR does not warrant that You will be able to use the Portal / Driver App and/ or will be able to provide the Service/(s) at all times or locations on the Portal or that the Portal / Drive Rapp and the Services provided through the Portal / Driver App will be uninterrupted or error-free or that the defects will be capable of being corrected by GoKAR in a timely fashion. GoKAR’s Portal, and all other technology developed and installed on the Device by GoKAR are provided on an “ASIS” and “AS AVAILABLE” basis and GoKAR specifically disclaims all warranties and indemnities, express, implied or statutory, including without limitation any warranty of merchantability, fitness for a particular purpose, accuracy, completeness, or any other warranty arising from the course of performance or course of dealing. GoKAR also does not provide any warranties as regards the compatibility of GoKAR’s Portal, Driver App or any other installed technology with the Device of the Driver and the results as well as performance of the Portal / Driver App may vary depending on the model of the Device.

 

12. CONFIDENTIALITY

12.1 You acknowledge that pursuant to this Driver T&C, You will have access to confidential information of GoKAR and its affiliates which has been provided by GoKAR. You undertake to keep confidential all data and other confidential information of GoKAR and shall not sell or otherwise make that information available to any third parties.

12.2 Except as otherwise agreed, the data of Customers will be the exclusive property of GoKAR, and You will not use the same for Your own purpose or distribute such data in any form or means except for the purpose of these Driver T&C and shall keep it confidential at all times.

Confidential information would include but not be limited to Customer details, market information, all work products and documents related thereto, the contents of the Portal, Drive Rapp or any other information which is treated as confidential by GoKAR, and any other information, whether orally or in writing, received or to be received by You which is agreed to be treated as confidential, whether expressly or by implication.

 

13. INDEMNIFICATION AND LIMITATION OF LIABILITY

13.1 You agree and undertake to indemnify and to hold harmless GoKAR its affiliates, successors, agents, 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 (i) any breach or alleged breach by You of the Your obligations, performance or observance of Your role, functions, responsibilities, representations, or warranties under the Driver T&C; (ii) any violation of GoKAR Policies or any other policies provided by GoKAR; (iii) any harm to the reputation and goodwill of GoKAR; (iv) any claim of GoKAR intellectual property of a third party by Driver’s usage of GoKAR’s intellectual property in a manner not permitted under these Driver T&C; (v)Driver’s misconduct or unauthorized access to data on the Portal or permitting in any way by the Driver the transfer of such data to the competitors of GoKAR or its affiliates or to any third party; and (vii) fraud, negligence and misconduct of the Driver.

13.2 You shall be liable to indemnify and hold GoKAR harmless against all damages, losses, costs and expenses incurred by GoKAR as a consequence of any complaint from any Customer received by GoKAR with respect to defective Service/(s).

13.3 In addition to the indemnification rights of GoKAR under these Driver T&C, GoKAR shall also be entitled to such other remedies available under Applicable Laws.

13.4 In no event will GoKAR be liable for any losses arising from or in connection with these Driver T&C, pursuant to any claim by the Driver against GoKAR under contract, tort or otherwise, if such losses could have been avoided by the Driver using reasonable efforts to mitigate them.

Further, GoKAR shall also not be liable to the Driver in contract, tort or otherwise for indirect, special, incidental, exemplary, punitive, or consequential damages of any kind whatsoever even if advised of the possibility of such damages. Notwithstanding anything contrary contained elsewhere in the Agreement, the total cumulative liability of GoKAR to the Driver or to any person claiming under or through it, shall not exceed INR 1000/- (Rupees One Thousand only).

13.5 GoKAR shall not be responsible or liable for any loss or damage, howsoever caused or suffered by the Driver arising out of the use of the service offered by GoKAR to the Driver directly or indirectly, for any reason whatsoever, including but not limited to damage or loss caused to

You as a result of a Customer’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 GoKAR or any person or any organization involved in the above mentioned systems. The Driver shall also be liable to GoKAR for any loss caused to GoKAR due to the negligence of Driver or any unlawful act or omission in the performance of the Service. Without prejudice to the above, GoKAR shall not be liable for any direct or indirect loss or damage, which may be suffered by the Driver as a result of any failure by a Customer to show up within any stipulated time even if GoKAR has agreed to such timing or even if the Customer has advised GoKAR of the possibility that he / she may not show up within the stipulated time.

 

14. TERMINATION OF DRIVER REGISTRATION

14.1 The Parties to these Driver T&C shall be entitled to terminate these Driver T&C with prior written notice of 7 (seven) Business Days to the other Party without assigning any reason for the termination.

14.2 The Parties to these Driver T&C shall be entitled to terminate these Driver T&C for any breach of any obligations, representations or warranties, or any other material terms as contained in this Driver T&C by a Party which is not the Party proposing to terminate the Driver T&C at the end of 5 (five) days from the intimation of such breach to the breaching Party, if such breaches not rectified within 5 (five) days.

14.3 Upon termination of these Driver T&C in the manner set out in Clause 14.1 and 14.2above, the registration of the Driver on the Portal shall stand cancelled and the Account shall be terminated and the Driver shall not be eligible to ply his Vehicle on the Portal.

14.4 Upon the expiry or early termination of these Driver T&C:

i. The Driver shall pay to GoKAR all amounts due and owing to GoKAR.

ii. GoKAR may, at its own discretion, return the Subscription Amount with such deductions as may be required to be made for the amounts and penalties/ Suspect Charges due to be paid by the Driver to GoKAR under these Driver T&C.

iii. Each Party shall promptly return to the other Party all property and materials including all devices and including confidential information and materials, furnished to it by the other Party pursuant to these Driver T&C and/or the Subscription Agreement between the Parties. Where the confidential information cannot be returned in material form, the Party shall destroy the other Party’s confidential information.

iv. The Parties shall cease acting in a manner that would imply a continuing relationship between the Parties and shall cease all marketing and other activities contemplated under these Driver T&C and/or the Subscription Agreement. In connection with the marketing activities, on termination or expiration of the Subscription Agreement along with the Driver T&C, the Driver shall ensure that GoKAR branding affixed / displayed on the Vehicle and / or any other branding affixed / displayed on the Vehicle (as directed by GoKAR and mutually agreed between the Parties),if any, shall be immediately removed. If the Driver is unable to remove the branding himself, Driver shall promptly approach GoKAR’s nearest office for removal of the branding. GoKAR disclaims all liabilities, whether civil, criminal, tortious, or otherwise, that may accrue as a consequence of continued use of any branding by the Driver after expiry or termination of the Subscription Agreement and Driver T&C.14.5 Clauses 7 (Contents Posted on Mobile Application), 9 (Privacy Terms), 11 (Disclaimer),12 (Confidentiality), 13 (Indemnification and Limitation of Liability), 14 (Termination of Driver Registration) and 15 (Dispute Resolution, Governing Law and Jurisdiction) shall survive the expiry/termination of these Driver T&C in accordance with their terms.

14.6 Expiry or earlier termination of this Agreement will not prejudice any rights of the Parties that may have accrued prior to expiry or termination.

14.7 Without prejudice to the foregoing, the termination of Your registration pursuant to any of the provisions contained herein above shall not limit or otherwise affect any other remedy(including a claim for damages), which GoKAR may have, arising out of the event which gave rise to the right of termination.

 

15. DISPUTE RESOLUTION, GOVERNING LAW AND JURISDICTION

15.1 If any dispute arises between You and GoKAR, in connection with, or arising out of, these Driver T&C, 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 GoKAR. Arbitration shall be held in Hyderabad. The proceedings of arbitration shall be in the English language. The arbitrator’s award shall be final and binding on the Parties.

15.2 These Driver T&C shall be governed by and construed in accordance with the laws of India.

15.3 Subject to clause 15.1, the courts in Hyderabad shall have the exclusive jurisdiction in connection with this Agreement.

15.4 In addition to above remedies, GoKAR 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 You from committing any violation of Your covenants and obligations. These injunctive remedies are cumulative and are in addition to any other rights and remedies GoKAR may have at law or in equity.

 

16. MISCELLANEOUS

16.1 Entire Agreement: The Parties hereby agree that the Subscription Agreement, Exhibits and these Driver T&C along with Commercial Term Segment, GoKAR Policies, Zero Tolerance Policy and any other policy that GoKAR notifies to the Driver from time to time shall constitute the entire agreement between them and shall supersede and override all previous communications, either oral or written, between the parties with respect to the subject matter of this Agreement. In the event of any contradiction or inconsistency between the Driver T&C and any other agreement executed between the parties, the terms of the Driver T&C shall prevail unless the exception has been expressly agreed to in writing by making reference to the relevant Clauses ought to be modified under these Driver T&C.

16.2 Independent Contractor Status: The relationship created by Driver T&C is that of independent contractors, and not partners, franchisees or joint ventures. No employees, consultants, sub-contractors or agents of one party is or will be deemed to be employees, consultants, contractors or agents of the other party, nor do they have any authority to bind the other party by contract or otherwise to any obligation, except as expressly set forth herein. The Driver shall not be deemed for any purpose to be an employee of GoKAR or any of its Affiliates. GoKAR shall not be responsible to the Driver or any governing body for any payroll-related taxes related to the performance of Services hereunder, including but not limited to, withholding or other taxes related to central or state income tax, social security benefits or unemployment compensation.

16.3 Assignment: Neither these Driver T&C nor any of the rights, interests nor obligations hereunder shall be assigned by the Driver to any third party, without the prior written consent of GoKAR. GoKAR may, at its sole discretion, assign the rights, interests or obligations hereunder to any person whosoever.

16.4 Force Majeure: Any delay in or failure to perform any obligations by either party under the Driver T&C shall not constitute default hereunder if and to the extent caused by force majeure, which is defined to be occurrences beyond the reasonable control of such Party committing default, including and limited to acts of the government authorities, acts of God, fire, flood, explosion, riots, war, rebellion, insurrection (“Force Majeure”). Provided, however, You shall give prompt written notice within a period of 7 (seven) days from the date of the force majeure occurrence to GoKAR. You shall use all reasonable efforts to avoid or remove such cause of non-performance and shall continue performance hereunder whenever such causes of force majeure are removed. In the event the Force Majeure event continues for a period of 7 (seven) days from the date on which GoKAR receives the notice from You as above, GoKAR shall have the right to terminate these Driver T&C.

16.5 Notices: Any notices, requests and other communications required or permitted hereunder shall be in writing and may be sent by any of the following means to the receiving Party at the relevant addresses set forth in these Driver T&C:

i. By electronic mail.

For the purposes of this sub-clause the Parties’ electronic mail addresses shall be the following, unless otherwise intimated by the Parties to each other, GoKAR: gokar.legal@gmail.com;

Transport Service Provider: As provided during attachment.

ii. By SMS sent to mobile number at:

GoKAR: Not Applicable;

Transport Service Provider: As provided during attachment.

iii. By hand, against a written acknowledgement of receipt by the receiving Party. 

Transport Service Provider: As provided during attachment.

iv. By registered mail. Same as mentioned in 16.5(iii) above.

In the event the delivery of the notice is attempted to be made at all the contact addresses provided by the party, the notice shall be deemed delivered on the third day from the date of the notice.

16.6 Waiver: Either party may exercise a right, power or remedy at its discretion and separately or concurrently with another right, power or remedy. No failure or delay on part of any Party hereto exercising any right, power or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right, power or privilege hereunder preclude any other or further exercise thereof or the exercise of any other rights, powers or privileges by such party.

16.7 Severability: Any provision that is prohibited or unenforceable in any jurisdiction will, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining portions hereof or affecting the validity or enforceability of such provision in any other jurisdiction.

16.8 Amendment: These Driver T&C may be modified or amended by GoKAR at its sole and absolute discretion.

 

ZERO TOLERANCE POLICY

Driver will strictly follow ZERO TOLERANCE policy which shall be subject to change and any changes shall be intimated to the Driver from time to time via SMS or e-mail. ZEROTOLERANCE policy is mentioned below:

Breach/Fine Consequences: AS INFORMED BY GoKAR FROM TIME TO TIME Breach Cases:

2. Wasting Customer’s Time:

Driver shall not stop the Vehicle for filling fueling between the journeys. Driver shall not make any Personal stops during the journey.

3. Personal hygiene:

Driver shall wear neat GoKAR cabs uniform & badge (if provided by GoKAR Private Limited) at all times during duty hour. Driver shall maintain personal hygiene.

4. Customer Service:

Driver shall greet Customers both at pick up and drop. Driver shall manage the luggage (both at pick-up and drop point). Driver shall ensure that vehicle’s AC is turned on before Customer sits in the Vehicle.

5. Vehicle Cleanliness:

Driver shall keep the Vehicle and dashboard clean. Driver shall make the Vehicle available for field audit within 2 days’ time period from such breach. Till then no bookings shall be provided and the Vehicle will be blocked from the device.

6. Disturbing Customer:

Driver shall not play loud music (above mid-level of the stereo) or music through any kind of earphone device. Driver shall not unnecessarily blow horn. Driver shall not proactively engage into a personal conversation with the Customer and shall not resort to any kind of unpleasant behavior with Customers.

7. No Smoking/Tobacco/Pan/Masala/Food Item:

Driver shall not smoke inside the Vehicle. Driver shall not chew any masala or chewing gum or any other food item while a ride is in progress.

8. The Driver shall ensure that he has adequate change with him so that at all times he is in the position to return the balance amount tithe Customer.

9. The Driver should not make any fake calls or give any missed calls to the Customer’s contact number. The Driver should only give a call to the Customer informing the Customer about the arrival of the Vehicle at the destination. Driver shall not make unwarranted use of the Customer contact details after the customer has been dropped at the destination.

10. The Drivers shall be well versed with the routes. The Driver shall not take any long route when there is another short route known to him for reaching the destination. The Drivers are not expected to halt at several places during the journey due to lack of knowledge of the routes.

11. Delay In Pick – Up:

Driver should reach the pickup point (before pick-up time). Driver must intimate the Customer that he has reached at the pick - up location.

12. Driver should keep his mobile ‘ON’ while he is logged into the GoKAR Portal and he should receive every call of the Customer. Driver should not make any deliberate attempt to park the Vehicle in ‘non-network’ area while the Customer is away for his/her personal work.

13. Vehicle Branding:

GoKAR Sticker, if any, on the Vehicle should not be removed till the Vehicle is active on the Platform.

14. Rude Behavior with Female Customer:

Driver shall not under any circumstance argue with the Customer/use abusive words / raise his voice tone while talking to the Customer. Driver should follow the instructions given by Customer as well as by GoKAR Call Centre.

 

15. Mobile Phone Usage:

Driver shall not use mobile phones (unless for emergency purposes) while driving. This includes but not limited to SMS, video calls, voice, MMS and downloading. However, this shall not apply in case of calls from GoKAR representatives and the Customer.

16. Reporting To GoKAR :

Driver shall not lie about Vehicle’s position to the GoKAR representative. Driver shall not report meter readings incorrectly. Driver shall provide opening and closing readings of the odometer on time as and when such reading is required to be provided by the GoKAR representatives.

17. Rash Driving:

Driver shall not exceed the speed limit of:

(i) 50 Kms per hour within the city;

(ii) 60 Kms per hour on state highways; and

(iii) 80 Kms per hour on National highways.

If any other speed limits prescribed for any road which is lower than the speed limits specified in (i), (ii) and (iii) above, the Driver shall follow the said prescribed lower speed limits. Driver should not apply sudden breaks and should not take sharp turns that may cause inconvenience to the Customer.

18. Driving License (DL) & Other RTO Documents:

While on duty hours with GoKAR it is mandatory to keep DL and all relevant RTO impacting papers (T-permit, PUC, Insurance, RC, etc.).

19. While performing the Taxi Services, Driver should not sleep in the Vehicle.

21. Driver shall not reject a booking or a Customer once he has accepted the duty and logged in and shall not switch off his mobile under any circumstances.

22. Missing luggage:

Driver should hand over the luggage or bags to the office, if the Customer has mistakenly left any luggage in his cab or the Driver should call to the Customer and inform him that he has forgotten his belonging in the cabs.

24. Traffic Rules:

Driver shall obey all traffic rules including traffic signals.

Driver shall keep all statutory documents (insurance documents, vehicle registration book/card, PUC Certificate, etc.) at all times. Driver shall wear seat belt all the time while driving.

25. Driver lying or completing service in bad-faith:

Driver should follow the best and shortest possible route to reach the destination. Driver should not misrepresent or misguide the routes or duty slips to increase the fare.

26. Driver shall not consume/intake or be under the influence of alcohol or narcotic substances while logged into the GoKAR Portal.

27. Abusive or discriminatory Driver:

Driver should not do anything like abusing the Customer, talking to Customer or any such behavior which shall make the Customer feel uncomfortable during journey. Driver should not discriminate against Customer for any reason, including on the basis of sex, race, caste, creed, religion, disability or nationality.

28. Rude behavior/ Customer inconvenience:

Driver should not ask the Customer to get down from his vehicle in the middle of the journey even if any misunderstanding or verbal fights happen between the Customer and the Driver. If his Vehicle gets breakdown he himself should call the GoKAR office and make arrangement for another vehicle at any cost for the Customer and drop the Customer to the drop location.

29. Extra Ordinary Circumstances:

Any instance of Driver’s behavior that directly or indirectly impacts the Company’s “Brand Image”.

30. Maximum Weight

Never load the vehicle above the manufacturer’s maximum specified weight.

31. Medically Fit

Never drive the vehicle if medical conditions will impact the driving.

32. Unauthorized Goods or Persons

Not carry any unauthorized goods or persons till the completion of the Ride.

 

EXHIBIT-C

COMMERCIAL TERMS SEGMENT

Details of the following commercial terms will be informed by GoKAR from time to time:

Description of Commercial Terms

1. Transport Service Provider Device Model & Serial No.

2. Platform Subscription Fees for the use of GoKAR technology platform:

    (a) GoKAR shall charge the Transport Provider for making use of their “GoKAR Driver” online platform. These charges shall be notified to Transport Provider while registering with GoKAR.

    (b) GoKAR has right to modify the “GoKAR Driver” software subscription fees time to time.

    (c) GoKAR may offer the “GoKAR Driver” software subscription on monthly / Quarterly or Yearly as per the business requirement.

    (d) GoKAR may also offer the “GoKAR Driver” software subscription based on the credit point-based system where in these points may be awarded on a prepaid basis. The computation of these points against the subscription shall be deemed by GoKAR.

3. Incentives:

    (a) GoKAR may award incentives to Transport Provider subject to their performance and as per the business needs.

    (b) These incentives shall be awarded in the form of Credit points.

 

To be informed by GoKAR from time to time. Key Terms:

You authorize GoKAR to make deductions from the Transport Service Provider Proceeds which includes the following:

(a) Tax Deduction at Source (TDS) as per the Income Tax Act, 1961, where applicable;

(b) GST as per GST Act, 2017 and other applicable taxes; and

(c) And any other Taxes imposed by Income Tax as and when with necessary amendments to Income Tax Act, 1961. 

(d) And any other amounts due and payable by the Transport Service Provider to GoKAR as per applicable law.

(iv) The terms in this Commercial Terms Segment is subject to change and will be communicated to the Transport Service Provider via SMS/call to registered mobile number.

(v) The Transport Service Provider hereby agrees that discounts given to the users of the Portal, if any, will be decided by GoKAR on a case-to-case basis which shall be informed to the Transport Service Provider by GoKAR, and the Fee finally appearing on the Device configured by GoKAR for settlement between the Transport Service Provider and GoKAR shall be final and binding on the Transport Service Provider. The Transport Service Provider shall agree to the same without demur or protest.

(vi) GoKAR reserves the right to change the rates and payment terms between the Transport Service Provider and GoKAR mentioned in the Commercial Term Segment at any given point in time, which shall be notified to the Transport Service Provider.

(vii) Notwithstanding anything contained in this Agreement, where GoKAR has reason to believe that any charges/debits in respect of the Fee have been fraudulently incurred (“Suspect Charge”) GoKAR will always be entitled to deduct an amount equivalent to Suspect Charge from the Subscription Amount or in the event of insufficient Subscription Amount, GoKAR will be entitled to require the Transport Service Provider to remit the Suspect Charge in cash with GoKAR.

(viii) Credit Limit: The Transport Service Provider shall be allowed with 100 Credit points as the Credit Limit for each vehicle registered to operator on GoKAR platform. “Credit Limit” means allowable outstanding receivables of GoKAR from the Transport Service Provider. The Transport Service Provider shall ensure that the Credit Limit shall not exceed 100 points at any point in time. However, GoKAR shall at its sole discretion change the allowable Credit Limit for the Transport Service Providers from time to time and shall notify the same to the Transport Service Provider.

(ix) GoKAR shall notify the Transport Service Provider as soon as the Credit Limit is reached. Once, the Credit Limit exceeds the above specified limit, the Account will become inactive without any further notification. The Vehicle(s) will not be allotted any further bookings until the Transport Service Provider loads his account with credit points after exceeding the credit limit. The Transport Service Provider can load the points to his account via any online payment methods offered by GoKAR. 

(x) Settlement: Pursuant to any settlement (“Settlement”) that the Transport Service Providers required to make with GoKAR, under the terms of this Agreement and/or these the Transport Service Provider T&C, whether for a breach of this Agreement and/or the Transport Service

Provider T&C or otherwise, GoKAR shall send a report of the Settlement by short message service(SMS) / email / post, giving full details of the amounts and reasons thereof, forming part of the Settlement, to the Transport Service Provider. The Transport Service Provider shall make payment of the amounts mentioned in the Settlement to GoKAR within 7 (seven) days from the date of receipt of such Settlement details. If the Transport Service Provider fails or refuses to make payment in respect of such Settlement within such seven 7 (seven) days, GoKAR shall have the right thereafter without any reference to the Transport Service Provider, to deduct the amounts mentioned in the Settlement details from the Subscription Amount. If the Subscription Amount is insufficient to meet the Settlement amount, then the balance shall be recoverable forthwith from the Transport Service Provider by GoKAR.

 

EXHIBIT-D

ELIGIBILITY CRITERIA

i. The Transport Service Provider must be competent to contract within the meaning of the Indian Contract Act, 1872.

ii. The Transport Service Provider must have a ‘Reserve Bank of India KYC compliant ‘bank account.

iii. The Transport Service Provider must not be convicted of any offence for the preceding 10years.

iv. The Transport Service Provider must be a man of good repute and character and must never have been convicted of an offence involving moral turpitude and that no warrant, summons, FIR or any other process must have been initiated against or issued in Transport Service Provider’s name by any court of law, Governmental authority or law enforcement agency. Further, no proceeding must be pending against the Transport Service Provider regarding and neither have Transport Service Provider been convicted of (a) driving under the influence of drugs or alcohol or (b) any cognizable offence under the Code of Criminal Procedure, 1973, including fraud, sexual offences, use of a motor vehicle to commit cognizable offence, or of any crime involving property damage, theft, acts of violence, or acts of terror.

v. The Transport Service Provider must have identity proof / badge and commercial driving license as required under the Motor Vehicles Act, 1988 and the rules made thereunder

OR

The Transport Service Provider must provide identity proofs / badges and commercial driving licenses in respect of the drivers proposed to be used for the Transport Services and as required under the Motor Vehicles Act, 1988 and the rules made thereunder.

vi. The Transport Service Provider must have registration certificate, fitness certificate, pollution certificate, contract carriage permit and mandatory insurance policy in respect of each Vehicle of the Transport Service Provider proposed to be used for the Transport Services.