TERMS AND CONDITIONS FOR PROVIDING DELIVERY SERVICES

Introduction

Scoot Logistics (Pty) Ltd is a privately-owned youth citizen company that provides on-demand, same day scooter/motorbike delivery servicesin and around Gaborone, Botswana. Scoot is an e-commerce business that operates on an online platform (www.scootbw.com) and specializes in the delivery of small parcels, envelope items and retail good for individuals and organizations amongst other related messenger and courier services.

1 Terms and Conditions

1.1.These terms and conditions (“terms and conditions”) apply in respect of the Scoot Logistics (Pty) Ltd services, which may be accessed throughwww.scootbw.com (“the website”), (also referred to as “IT platforms” and a reference to IT platform shall be a reference to the website and or as the context may require). Please read these terms and conditions carefully prior to accessing and using the Scoot services as defined herein.

1.2. Please browse or use the IT platform/s for your own personal and non-commercial use only, and for no other purpose. By using the IT platform/s you indemnify Scoot against all loss, damage, expense, harm, claim and any other cost whatever that you may incur as a result of your use of the IT platform/s and/or its/their contents contrary to these terms and conditions.

1.3. By using the IT platform/s, you confirm that you have read and understood the terms and conditions and agree to be bound by them. These terms and conditions constitute the whole of the agreement between Scoot and you relating to the matters dealt with herein and save to the extent otherwise provided herein, no undertaking, representation, term or condition relating to the subject matter of these terms and conditions not incorporated in these terms and conditions shall be binding on Scoot and yourself.

1.4. Scoot reserves the right to suspend the IT platform/s or any parts thereof at any time, at its sole discretion.

2 Interpretation and Definitions

In these terms and conditions, a reference to –

2.1. “additional location/s” means the additional location/s the driver must visit, as stipulated by you to Scoot in your order on the IT platform/s;

2.2. “applicable laws” means all laws, statutes, ordinances, by-laws or other legislative measures relevant and applicable to the implementation of these terms and conditions;

2.3. “business day” means any day other than a Saturday, Sunday or public holiday in the Republic of Botswana;

2.4. “business hours” means the hours between 08h00 and 17h00 on a Monday to Friday;

2.5. “cancellation fee” means the amount of P20 (twenty Pula);

2.6. “collection location” means the location at which the delivery package must be collected, as stipulated by you to Scoot in your order on the IT platform/s;

2.7. “delivery package or parcel” means the items required to be collected and delivered by the driver/s, but specifically excluding the restricted items listed in clause 8.3.1;

2.8. “driver” means a driver employed by Scoot or declared by Scoot as an approved driver;

2.9. “delivery location” means the location at which the delivery package must be delivered, as stipulated by you to Scoot in your order on the IT platform/s;

2.10. “ECT Act” means the Electronic Communications and Transactions Act, 2014, as amended, from time to time;

2.11. “Scoot services” means the receipt, processing of an order by Scoot through the IT platform/s and the procurement thereafter by Scoot of the collection of the delivery package from the collection location and delivery thereof to the delivery location, by the driver/s;

2.12. “mobile device” means any portable computing device capable of accessing the internet, including without limitation a smartphone or tablet computer;

2.13. “order” means a request submitted by you through the use of the IT platform/s for the Scoot services at the prices reflected on the IT platform/s;

2.14. “personal information/data” shall have the same meaning as is ascribed to it in Part 1 of the Data Protection Act, 2018, and which includes without limitation, information in respect of – allay

2.14.1. an individual, such individual’s name, identity number, age, email addresses, telephone/mobile number/s, physical addresses and credit or debit card details; and

2.14.2. an entity, such entity’s name, registration number, VAT number, email addresses, telephone/mobile number/s, physical addresses and credit or debit card details and. If necessary, details of the directors and employees of such entity as well as the banking details;

2.15. “Predefined operating area” will initially be in Gaborone and the greater parts including Tlokweng, Mogoditshane, Gaborone North and Phakalane or a radius not greater than 25km from Gaborone New Central Business District (New CBD);

2.16. “transaction currency” for the Scoot services will be billed in Botswana Pula (BWP)

2.17. “VAT” means value added tax as defined in the Value Added Tax Act, as amended from time to time.

3 Registration

3.1. The IT platforms are supplied by Scoot.

3.2. In order to register and create a personal account (“Scoot account”) with Scoot for the provision by Scoot of the Scoot services, you shall be required –

3.2.1. as an individual or entity, to –

3.2.1.1. access the website directly; and/ or

3.2.1.2. if applicable, download the application onto a mobile device (when the mobile application is available). Please ensure that you download the correct application and that the application is compatible with the mobile device. For the purposes of clarity, the application will only apply in respect of the single mobile device onto which the application is downloaded; or

3.2.1.3. provide Scoot with your/the entity’s personal information and any other information which Scoot may deem to be necessary in order to render the Scoot services;

3.3. Upon registration with Scoot, whether through the application and/or the website, you shall be provided with a Scoot account and a password of your choice which will enable you to access your Scoot account in order to place and order.

4 Orders and Pricing

4.1. In order to place an order, you shall be required, as an individual or entity –

4.1.1. to open the application on your mobile device and follow the instructions set out therein; or

4.1.2. to access the website and follow the instructions set out therein;

4.1.3. to utilize any other alternative method as agreed by both Scoot and the client in writing;

4.1.4. (i) agree that the package meets the requirements/specifications as set out in clause 5 below;

(ii) specify the details of the collection location as well as the individual/s who will hand over the delivery package at the collection location;

(iii) specify the details of any additional location/s as well as the individual/s who will receive/hand over the delivery package at the additional location;

(iv) specify the details of the delivery location as well as the individual/s who will receive the delivery package at the delivery location; and

(v) specify any specific instructions required at the collection location, the additional location/s and delivery location.

4.2. Whenusing the application or the website, you will be required to enter your collection location, should the location service function on the mobile device be disabled, you will manually enter the location which shall include Unit Number (if applicable),Plot Number, Street, Area and City. For the purposes of clarity, the delivery package must be situated at the collection location. The driver will wait for a maximum of before cancelling the trip in accordance with clause 8 below. Notwithstanding anything to the contrary contained herein, Scoot shall not be liable for any failure by it to facilitate communication between you and the driver, at any time, in respect of any order placed by you.

4.3. It is specifically recorded that Scoot reserves the right to refuse and/or reject your order.

4.4. Scoot shall use its reasonable endeavors to reach the Collection location within a period of 90 minutes (3 hours) from acceptance of the order.

4.5. Upon acceptance of your order, you shall be notified thereof via email or SMS which may include;

4.5.1. “Tracking Link” which allows you to track the progress of the driver on a map, in real-time, as soon as the driver is dispatched.

4.6. On confirmation of the delivery, your invoice, will be emailed to the address specified by you either at the time of registration or when you were placing the order.

4.7. When placing an order, you are required to (i) be over the age of 18 years; (ii) be able to process payment in the methods stipulated by Scoot; and (iii) follow the instructions set out on the IT platform/s with respect to payment for Scoot services.

4.8. Should any order be received by Scoot reflecting your name as the party placing such order, Scoot shall not be obliged to verify that such order has been placed by you.

4.9. Upon placing any order, you agree to the prevailing prices (“prices”) reflected and quoted on the IT platform/s in respect of the Scoot services.

4.10. Scoot shall be entitled, in its sole discretion, to adjust the prices from time to time. The prices can be viewed at the time of placing a delivery order. The pricing is “live” and quoted based on the location and type of parcel being transported. Pricing will always be displayed or quoted including VAT.

4.11. Scoot shall be entitled, in its sole discretion, to route, consolidate and schedule deliveries taking into account effective and efficient route planning and logistics, within the context of multiple delivery considerations, as and when required.

5 Packaging Restrictions

5.1. In order for the –

5.1.1. Scoot services to be rendered, each driver shall be equipped with a scooter or motor bike with a secured delivery box (“delivery box”) attached thereto in which the delivery packages shall be stored for delivery;

5.1.2. delivery package to fit within the delivery box, the delivery package –

5.1.2.1. must not exceed a maximum weight of 10 kilograms. For the purposes of clarity, a delivery package may consist of various other packages which in aggregate weigh a maximum of 10 kilograms; and

5.1.2.2. dimensions must not exceed 30cm x 30cm x 30cm, unless a special arrangement has been made with Scoot

5.2. Should the delivery package exceed the maximum requirements contemplated in clause 5.1.2, the driver shall be authorized or be at liberty to refuse delivery thereof.

5.3. Notwithstanding anything to the contrary contained herein –

5.3.1. the following list comprises, inter alia, certain items (each a “restricted item”) which may not, in any manner or circumstance whatever, be delivered by the driver/s in respect of any order –

5.3.1.1. any items prohibited by any applicable law;

5.3.1.2. human beings or animals of any size;

5.3.1.3. any illegal items;

5.3.1.4. items of a fragile nature;

5.3.1.5. dangerous items, including without limitation, firearms, weapons, flammable items, explosives and knives;

5.3.1.6. stolen items;

5.3.1.7. items that you don’t have the right or authorization to deliver;

5.3.1.8. physical cash; and

5.3.1.9. any item/s which require approval/s and/or license/s, of any nature whatever, to be transported in accordance with these terms and conditions.

5.3.2. should the driver be of the reasonable opinion or suspicion that the delivery package contains any one or more restricted items, upon collection thereof from the Collection location or any additional location, the driver shall then be entitled to require you to reveal and/or expose the content of such delivery package to the extent that such contents are not visible. Should you fail and/or refuse, for any reason whatever, to reveal such contents, the driver shall be entitled, in his reasonable discretion, to refuse to accept the delivery package.

5.4. To the extent that the driver refuses to accept the delivery package as contemplated in clauses 5.2 and 5.3.2, you shall be liable to pay the cancellation fee which shall be billed and paid by the client in the manner contemplated in clause 6.

5.5. It is your responsibility to ensure that (i) the person indicated by you; and/or (ii) any other person specifically authorized by such person; to receive delivery of the delivery package as contemplated in clause 4.1.4 (collectively “the receiver”), shall be present at the address provided by you for delivery thereof. Should the receiver not be present at such address, then the provisions of clause 8.1.2 shall apply.

5.6. Delivery of the delivery package shall be deemed to occur upon the receiver signing receipt of the delivery, as requested and prompted to do so by the driver.

6 Methods of Payment

6.1. The use of the IT platform/s are free of charge, however Scoot is entitled, in its discretion, to introduce a fee for the use of the IT platform/s.

6.2. All payments made by you in respect of the Scoot services (as contemplated in 4.10) shall be paid directly to Scoot.

6.3. Upon the confirmation of the delivery order, Scoot shall be entitled to a payment equal to the amount invoiced by way of;

6.3.1 debit payment from your credit or debit card, the details of which shall have been provided by you to Scoot; or

6.3.2 Cash on Delivery; or

6.3.3 Direct Payment to the Scoot Logistics Bank Account with the following banking details:

Scoot Logistics (Pty) Ltd

Bank: First National Bank Botswana

Account Number: 62822631588

Branch: Riverwalk

All payments made by you to Scoot in terms of these terms and conditions shall be non-refundable, unless Scoot fails to deliver a package as confirmed with the clients and/or as specified in clause 4.4, in which case a refund will be processed. Should a cancellation feebe levied, in terms of clause 8.1.1 below, the original quoted delivery charge will be refunded net of the cancellation fee.

6.4. The online payment system used by Scoot is a third-party payment processor (“the payment processor”), which links your credit or debit card account to the IT platform/s. The processing of any payments or credits, as applicable, in connection with your use of the IT platform/s shall be subject to the terms, conditions and privacy policies of (i) the payment processor; and (ii) your credit or debit card issuer; in addition to these terms and conditions. Scoot is not responsible for any errors by the payment processor and you hereby indemnify Scoot for all loss, liability, damage and/or expense of every nature whatever (including without limiting the generality of the aforegoing, all party and party and attorney and own client costs (and additional costs) incurred by Scoot which Scoot may directly or indirectly suffer and/or incur and/or which may be directly and/or indirectly attributable to any such error/s made by the payment processor in respect of your order.

6.5. It remains your responsibility to ensure that there are sufficient funds in the credit or debit cardaccount contemplated in clause 6.2 in respect of your order/s. To the extent that there are insufficient funds in such account, payment of all amounts outstanding from time to time must be paid by you to Scoot within 48 hours of receiving notice of such insufficient funds. An invoice will be emailed to you in this regard.

7 Warranties

7.1. You hereby warrant that –

7.1.1. all information, including without limitation, all information in respect of (i) registration contemplated in clause 3; and (ii) your use of the Scoot services; provided by you to Scoot are true and correct in all respects. Scoot reserves the right to verify, at any time without your prior consent, all information provided by you to Scoot as aforesaid;

7.1.2. your use of the IT platform/s shall be solely in respect of your own personal use or for the use required by an entity and not for a commercial purpose;

7.1.3. your Scoot account shall be accessed and used solely by you as an individual or entity, as the case may be, and no other person shall be entitled, in any manner whatever and whether with or without your consent, to access and/or use your Scoot account;

7.1.4. you shall not, in any manner whatever, delegate any obligations or cede any rights to any other person in respect of your Scoot account, unless an arrangement is made by the client to have representatives utilize the service, which the client will still be liable to all obligations relating to the Scoot account;

7.1.5. your use of the (i) IT platform/s; and/or (ii) Scoot services; shall at all times be lawful and shall not be used, whether directly and/or indirectly, for illegal and/or fraudulent purposes;

7.1.6. the IT platform/s shall not be used in a manner which may cause, whether directly and/or indirectly, disruption and/or damage to any third party;

7.1.7. you, nor any other person/s acting under your direction and/or control, shall not in any manner whatever (i) impair, obstruct and/or harm the operation of the network and/or the software used in respect of the IT platform/s; and/or (ii) damage or destroy the IT platform/s;

7.1.8. you shall not reproduce or distribute, in any manner or form whatever, inter alia, the content and/or software of the IT platform/s.

8 Cancellation

8.1. Should –

8.1.1. you or the person stipulated by you not be present at the collection location, the driver shall attempt to contact you and remain at such location for a maximum period of 10 minutes whereafter the driver shall then cancel the service, informing you thereof via sms, whatsapp or via electronic mail; and

8.1.2. the receiver be unavailable to take receipt of the delivery package at any additional location or at the final delivery location, for any reason whatsoever, the driver will attempt to contact you and wait for a maximum time of ten minutes; where after, if no alternative plan has been made at the discretion of Scoot, the driver will return the package to the original collection location. Should you or the person stipulated by you not be present at the original collection location, the driver shall wait for a maximum of ten minutes, where after the driver shall then leave the delivery package at a place at the collection location deemed appropriate by the driver. Scoot shall not be responsible or liable in any manner whatever for any loss or damage suffered or caused to the delivery package, including without limitation theft and/or destruction of the delivery package in such circumstances.

8.2. Should the provisions of clauses 8.1.1 and 8.1.2 be applicable, you shall be liable for payment of (i) the cancellation fee as contemplated in in 8.1.1; and (ii) the full price in respect of the Scoot services as contemplated in in 8.1.2.

9 Protection of Personal Information (POPI)

9.1. You hereby –

(i) agree and acknowledge that in order for Scoot and the driver/s to render the Scoot services, Scoot shall require access to and use of your personal information and shall be required to furnish the driver/s therewith for the drivers’ use in order to fulfil the Scoot services; and

(ii) consent to Scoot accessing and using such personal information and furnishing the driver/s therewith for the drivers’ use in order to fulfil the Scoot services.

9.2. Scoot agrees that it shall –

9.2.1. safeguard and protect your personal information in its possession and/or under its control;

9.2.2. use your personal information only for –

9.2.2.1. the purposes for which such information was received (i.e.in order for Scoot to render the Scoot services); and

9.2.2.2. marketing special offers in respect of the Scoot services, unless indicated otherwise by you in writing;

9.2.3. not use your personal information for any purposes other than those contained in clause 12.2.2;

9.2.4. not disclose, sell or rent your personal information to third parties without your consent unless Scoot is compelled to do so by law. Scoot may do so if you have granted consent thereto;

9.2.5. update your personal information as and when required by you, in writing. For clarity purposes, it is recorded that Scoot shall not update and/or verify your personal information without having acquired your prior written instructions and Scoot shall not be liable for, inter alia, any errors, omissions and/or unauthorized access to your personal information; and

9.2.6. allow you access to your personal information as and when required by you.

9.3. Notwithstanding the provisions of this clause 10, Scoot cannot guarantee the absolute security of any information you exchange with it. Scoot will however take reasonable steps to protect and safeguard your personal information.

10 Limitation of Liability

10.1. Your use of the IT platform/s is entirely at your own risk. Scoot makes no representations or warranties of any kind, whether express or implied. Scoot accepts no liability, to the extent permitted by law, for any damages, however arising, whether direct, indirect, incidental, special or consequential loss from the access or use of the IT platform/s or the provision of any of the Scoot services.

10.2. Scoot shall not be liable for any damages arising out of the use (or inability to use) the IT platform/s, including without limitation, damages resulting from any (i) failure and/or delay in the transmission of electronic correspondence and/or communication; and/or (ii) unauthorised access and/or manipulation of such correspondence by third parties and/or computer program/s.

11 Indemnities

11.1.By using the IT platform/s, you hereby indemnify Scoot, its shareholders, affiliates, employees and its directors (collectively, ‘the indemnifieds”) against all loss, liability, damage and/or expense of every nature whatever (including without limiting the generality of the aforegoing, all party and party and attorney and own client costs (and additional costs) incurred by the indemnifieds) which the indemnifieds may directly or indirectly suffer and/or incur and/or which may be directly and/or indirectly attributable to, inter alia (i) a breach by you of these terms and conditions and/or any applicable law; (ii) any misuse by you of the IT platform/s; and/or (iii) a violation or infringement by you of the rights of any third party in respect of the Scoot services, including without limitation the rights of the driver/s.

12 Insurance

12.1.It shall remain your sole responsibility to ensure that the delivery packages and/or their contents are fully insured by you or on your behalf at all times, to the extent required by you. Scoot shall not be liable, at any time and in any manner whatsoever, to insure any delivery package/s and/or its/their contents. Scoot may, from time to time or as agreed with the client, provide special cover for packages transported on behalf of the client up to an amount agreed by both parties, and at the discretion, and subject to the terms and conditions of its insurers.

13 Intellectual Property

13.1.Scoot owns all rights, title and interest, including without limitation, all related intellectual property rights in and to the IT platform/s and/or other material on the IT platform/s. You are only permitted to view, print or store electronically a copy of any information on the IT platform/s, including these terms and conditions, solely for your personal, lawful, noncommercial use and a failure to do so will constitute an unlawful infringement of the intellectual property rights of Scoot or its licensors.

14 Amended or Updated Terms

14.1. Scoot may periodically update or change these terms and conditions without notice. Please ensure that you check them from time to time, as your continued use of the IT platform/s shall mean that you accept any updated or revised terms and conditions.

14.2. Accordingly, you agree to review these terms and conditions periodically, and your continued access or use of the IT platform/s shall be deemed to be your acceptance, from time to time, of the terms and conditions as amended.

15 General

15.1. These terms and conditions shall commence from the date on which they are shared with the client or published on the IT platform/s and continue indefinitely, as amended by Scoot from time to time, for so long as the IT platform/s exist and are operational. Scoot shall be entitled to terminate these terms and conditions and/or shut down the IT platform/s at any time (subject to still processing any orders then already placed and accepted by Scoot).

15.2. No failure or delay by Scoot in exercising any right under these terms and conditions shall operate as a waiver of such right or extend to or affect any other or subsequent event or impair any rights or remedies in respect of it or in any way modify or diminish the rights of Scoot under these terms and conditions.

15.3. All copyright subsisting in the IT platform/s vests in Scoot or its licensors, as the case may be, and all rights not expressly granted are reserved.

16 Electronic Communications and Transactions Act, 2014

16.1. These terms and conditions are subject to the provisions of the ECT Act and any of the terms that are in conflict with any of the compulsory provisions of the ECT Act will be deemed to have been modified so as to comply with such provisions of the ECT Act.

16.2. In terms of the ECT Act, Scoot will provide you with the opportunity to review the entire transaction, correct any mistake and withdraw from the transaction before placing an order.