Terms of Service

HYPAX Logistic and Transport Platform

Before publishing

1. Reconcile the party name. The source Terms are branded KagoAfrica / "Kago Africa (KagoAfrica.com)"; the platform and the Privacy Policy are branded HYPAX. Pick one brand and make the identifiers identical on both documents.
2. Fill every placeholder in square brackets — especially §8, where the commercial terms are not yet decided.
3. Clauses marked [ADDED] are not in the source Terms. They were added because the source is silent on matters this platform cannot operate without — escrow and payment handling, role-specific duties, confidentiality of commercial data, indemnity, and dispute resolution. Each needs your review and, where marked, a commercial decision.

1. The Agreement

1.1 These Terms of Service (the "Terms") are the legal agreement between you and HYPAX ("HYPAX", "we", "us", "our") for your use of the HYPAX Logistic and Transport Platform and any other HYPAX service (together, the "Services"). The Services include our website and all its subdomains, our mobile applications including driver and fleet companion applications, and our support, notification and public tracking channels.

1.2 By creating an account, downloading or installing an application, or otherwise using the Services, you accept these Terms and agree to be bound by them. If you do not accept them, do not use the Services.

1.3 These Terms and the Privacy Policy are separate documents. These Terms govern what you may do with the Services and what we owe each other. The Privacy Policy governs how we collect, use, share and protect your personal data. Where this document mentions personal data at all, it does so only to tell you which document governs it — the detail is in the Privacy Policy and is not restated here. If the two documents conflict on the handling of personal data, the Privacy Policy governs.

1.4 Eligibility. You must be 18 years of age or older and have the legal capacity to enter into this agreement. If you are entering into it for a company, you confirm you are authorised to bind that company.

1.5 If you do not comply with these Terms, we may restrict or terminate your access. You may also stop using the Services at any time.

2. The Services

2.1 The Platform coordinates haulage end to end between Clients (Cargo Owners) and Transporters, and supports the people who work for them. It lets a Cargo Owner post a load or request a quote, lets Transporters submit offers and take up an awarded load, dispatches a driver and vehicle, and tracks the cargo from loading at origin to delivery at the destination designated by the Client.

2.2 The Services include, as applicable to your role: account registration and profiles; posting and responding to tenders; awarding orders; fleet and vehicle records; driver rosters; in-transit tracking and public shipment tracking; escrow and invoicing; payments; documents including lorry receipts and proofs of delivery; reporting; and notifications by email, SMS and in-app message.

2.3 The Services are provided for the purposes set out in these Terms only. Any right not expressly granted to you is reserved by us.

2.4 Availability. The Services are provided on an "as is" and "as available" basis — see §13. We do not warrant that the Services will be uninterrupted, error-free, or continuously available.

2.5 No agency or employment. Your use of the Services does not make you an employee, agent, partner, franchisee or representative of HYPAX, and it does not create a partnership or joint venture. You have no authority to bind us.

2.6 Third parties. The Services connect you with other users, including Transporters and drivers who are independent of us. We introduce parties; we do not employ, vet, supervise or guarantee them. Your contract for the carriage of a load is with the Transporter, not with HYPAX. Your decision to use a particular Transporter is your own — see §14 and §15.

3. Accounts and Registration

3.1 To use most of the Services you must register and keep an active account. Registration requires an email address, which is also your sign-in identifier, and a mobile number.

3.2 You must provide accurate, current and complete information at registration, and keep it accurate. In particular you must provide verification information that genuinely identifies you or your business, and you must not register on behalf of anyone else or using details that are not yours.

3.3 You are responsible for all activity under your account, including activity by anyone you give access to. You must notify us promptly of any unauthorised use.

3.4 We may require verification of your identity, your business registration, your driving licence or a vehicle's registration before you post a load, bid for one, or take up an awarded load. We may suspend the relevant feature until verification is complete.

3.5 One user, one account. You may not have more than one account, and you may not share, transfer or sell an account.

4. Roles and Obligations

4.1 The obligations that apply to you depend on how you use the Services.

As a Cargo Owner you confirm that you own the goods or are authorised to offer them for carriage; that the information you give about the load — description, type, weight, dimensions, loading and delivery points, dates, and any handling, hazardous or customs requirements — is accurate and complete; and that you hold the consignee's authority to disclose their details for the purpose of the load.

As a Transporter you confirm that you hold any licence, permit, vehicle registration and insurance required to carry the load lawfully; that each vehicle in your fleet is roadworthy and each driver is duly licensed, rested and fit to drive; that the load will be carried with the care and skill expected of a professional carrier; and that you will comply with customs and cross-border requirements.

As a Driver you confirm that your licence, identity documents and contact details are valid and current, and that you will share position information while on an active trip as the Platform requires.

4.2 All users must not submit another person's personal data unless the law allows it and you have that person's authority.

4.3 You are responsible for your own tax position arising from payments you make or receive through the Services.

5. Licence to Use the Services

5.1 HYPAX grants you a limited, revocable, non-exclusive, non-transferable licence to access and use the Services to make legitimate requests and to fulfil haulage operations end to end, and for no other purpose.

5.2 You may use the Services only for the intended purpose, as permitted by this agreement, and only in accordance with applicable federal, state or local laws, codes, rules, regulations or orders of any governmental authority ("Applicable Law").

5.3 The licence is personal to you. You may not share, transfer, sublicense or make your credentials available to anyone else. Access credentials are proprietary to HYPAX.

5.4 The licence ends immediately on termination of your account. Nothing in these Terms grants you any right in the intellectual property in the Services — see §10.

6. Acceptable Use — Misuse

6.1 You must not, and must not encourage or authorise any third party to, directly or indirectly access or use the Services to do any of the following. Each is a "Misuse".

6.2 You must not:

• distribute, sell, resell, license, sublicense, rent or lease the Services, outsource or offer them to others, or otherwise access or use the Services other than as expressly permitted by HYPAX;
• make any fictitious, fraudulent or abusive request;
• distribute any data, information or material that degrades, embarrasses, harasses, humiliates or threatens any individual or group;
• abuse, stalk or otherwise violate another person's legal rights, including rights of privacy and publicity;
• download or upload files you know, or reasonably should know, cannot be legally distributed through the Services;
• modify, copy, adapt, translate, enhance or otherwise improve the Services or any part, feature, function or user interface;
• frame or copy any part of the Services;
• access the Services in order to build a competitive product or service, or for the purpose of monitoring its availability, performance or functionality, or for any other benchmarking or competitive purpose;
• reverse engineer, disassemble, decompile, decode or otherwise attempt to derive or gain access to the source code of the Services or any component, except to the extent permitted by Applicable Law;
• collect information from the Services — including about other users, or about offerings, products or services available on or through the Services — using an automated software tool, or manually on a mass basis;
• integrate or link to any open-source or freeware software with the Services;
• scrape, probe, overload, flood or otherwise attack the Services or attempt to gain unauthorised access to any account, system or data;
• use the Services to send unsolicited marketing, or to transmit malware, or to carry anything unlawful.

6.3 We enforce these restrictions with rate limits, monitoring and access controls, and we may suspend or terminate accounts that Misuse the Services. Where a Misuse exposes another person's personal data, we will also act under the Privacy Policy.

6.4 We may modify your requests, or deny you access to the Services or any part of them, at any time and for any lawful reason, including where a request is unlawful, incomplete, inconsistent with these Terms, or where we suspect Misuse. We will give notice and a reason where we can.

7. User Content and Confidential Information

7.1 "User Content" means the content, documents, shipment details, images, instructions and other materials you upload to, create in or transmit through the Services. You retain ownership of your User Content.

7.2 By submitting User Content you grant us a limited, non-exclusive, worldwide licence to host, process, transmit, display and reproduce it, and to use it for the limited purpose of operating, securing and supporting the Services and performing the haulage services you request. That licence ends when we no longer need the content for those purposes.

7.3 You confirm that you hold the rights necessary to submit your User Content, that doing so does not infringe anyone else's rights, and that you have the authority of any person whose personal data it contains. See §4.2.

7.4 We may remove User Content that is unlawful, that infringes someone's rights, that is misleading about a load, or that exposes another person's personal data.

7.5 Commercial information you post — for example rates, margins, volumes, customer lists and lane details — is confidential to you and to the parties on that load. You must not disclose it except as the Platform requires to complete a load. The Platform is not a general-purpose confidentiality undertaking between unrelated users: information shown to a party on a load, or to an awarded Transporter, is available to that party. [ADDED — decide whether a formal mutual non-disclosure agreement is required for anchor accounts.]

7.6 You must not use the Services to obtain another user's confidential information, whether commercial or personal. See §6.2 and the Privacy Policy.

8. Orders, Payment, Escrow and Fees [ADDED]

8.1 The Terms supplied to us are silent on how money moves through the Platform. The Platform holds funds in escrow and pays Transporters, drivers, agents and staff, so it cannot operate without a payment section. The following is a framework, not agreed commercial terms.

8.2 Quotes and rates. A quote, rate card, tender price or cost-per-kilometre figure shown or accepted through the Services is an offer. A contract for carriage is formed between the Cargo Owner and the Transporter when the Cargo Owner awards the load, not when the Platform records it. Rates shown are exclusive of taxes, duties, tolls and charges that law requires the Cargo Owner or Transporter to bear.

8.3 Escrow. Where the Services hold funds in escrow, we do so as agent for the parties, on the terms shown in the escrow record for that order. We may release funds on the instruction recorded for the order. We are not a bank, and the Services are not a deposit-taking or banking service. [confirm — escrow terms, release conditions, dispute handling and the fee, if any]

8.4 Platform fees. [confirm — whether HYPAX charges a commission, booking fee, subscription or per-transaction fee; the amount; who bears it; whether it is deducted from escrow or invoiced; and the refund position on a cancelled or failed load.]

8.5 Payment to and from the Platform. We process payments through a regulated third-party payment provider. Card and mobile-money authorisation happens on the provider's own secured page; we do not store full card numbers or your PIN. Payment is treated as made when the provider confirms it, not when you initiate it. A payment that fails may leave an order unpaid; the Platform withholds a party's names, documents and details until the order is paid.

8.6 Late payment and recovery. Amounts not paid when due may accrue [confirm — interest or administration fee]. We may recover unpaid amounts by suspending the account and by claiming in accordance with §15.

8.7 Refunds and claims for short delivery or damage. These are matters between the Cargo Owner and the Transporter under their contract, not between you and HYPAX. Where a claim is recorded on the Platform, we will make the records available to both parties and will act on a court or regulator's order. [confirm — whether HYPAX offers any dispute-resolution or intermediation service, and on what terms.]

9. Third-Party Services and Other Websites

9.1 The Services link to, and integrate with, third-party websites, applications and services — for example payment processing, SMS, email, mapping and routing, and connected business systems. Links are provided solely to convey information and for convenience.

9.2 We do not control third-party websites and applications, and we are not responsible for their content, products, services, security or availability. We are not liable for any damage arising from your use of them. You assume responsibility for using links to third parties and for the terms you accept there.

9.3 A third party's use of your data is governed by its own privacy policy, not this one. Where a third party acts on your behalf, the Privacy Policy says which data it receives and why.

9.4 Your communications with us through any contact function provided by our site or applications must be for business purposes related to the Services. Do not use them to send unsolicited marketing.

10. Intellectual Property

10.1 Unless otherwise expressly noted, HYPAX is the sole and exclusive owner of all intellectual property in and to the Services and all information associated with them, including all right, title and interest in modifications and improvements, and in account credentials, information, articles, blog posts, chat, data, images, passwords, screens, text, user identification, web pages, software, trademarks, service marks, logos, domain names and any other materials associated with the Services.

10.2 Use of or access to the Services does not grant you any right, licence or ownership in or related to the Services. Nothing in these Terms authorises you to use our name, trade mark or logo.

10.3 You keep ownership of your User Content (§7.1), and you grant us the licence in §7.2.

10.4 These Terms do not transfer any intellectual property in your business name, references or trade marks. Feedback you send us about the Services may be used by us without restriction or obligation to you.

11. Account Security, Suspension and Termination

11.1 Account credentials. While account credentials are proprietary to HYPAX, you must take precautions to keep your account secure: use a strong unique password, enable every available verification factor, never share a one-time sign-in code, and do not let anyone else use your credentials. Ensure the information you gave at registration remains accurate and up to date.

11.2 We assume no responsibility and accept no liability where a third party interferes with your credentials and uses them to access your account. Keep your credentials confidential and tell us immediately if you suspect compromise.

11.3 Suspension or discontinuance. We may suspend or discontinue your access to the Services, or the Services themselves, with or without notice. We are not liable to you, your company or any other third party for a modification, suspension or discontinuance of the Services.

11.4 Termination. We may terminate your account at any time, for no reason or for any reason, and without notice, including where you breach these Terms. We may then permanently delete the information we hold on file for you, including your credentials, without liability. What we must retain for tax, employment, customs or dispute purposes is handled under the Privacy Policy.

11.5 Effect of termination. On termination your licence under §5 ends. Your outstanding obligations — including amounts owed and confidentiality — survive. We will not notify the other party on a load that your account has been closed, except where disclosure is required by law or needed to complete a load already in progress.

12. Privacy and Personal Data

12.1 HYPAX respects your privacy and is committed to protecting your personal data. The attached Privacy Policy is the sole and complete statement of how we collect, use, share, store and protect your personal data, how long we keep it, and the rights you have under the law. It also explains what we cannot promise: no method of transmission or storage is completely secure, and we make no warranty, express, implied or otherwise, that we will prevent every unauthorised access to your private information or User Content.

12.2 A summary only: the Privacy Policy covers collection through our website system, mobile applications, email, forms and other intermediary means; tells you what we collect, why, who we share it with, where it is processed, how long we keep it, and how to exercise your rights. Please read it — it is part of this agreement.

12.3 It is very important that the personal data we hold about you is accurate and current. Please keep us informed of any change during your relationship with us.

12.4 The Services are not intended for children and we do not knowingly collect data relating to children, with or without parental consent. Consistent with §1.4 you must be 18 or older to hold an account.

12.5 We have procedures to detect and investigate a suspected personal data breach and will notify you and any competent authority where the law requires it. Details are in the Privacy Policy.

13. Disclaimer of Warranties

13.1 The Services are provided "as is" and "as available" and without warranty of any kind, whether express, implied or statutory, including any implied warranty of merchantability, fitness for a particular purpose, title or non-infringement.

13.2 We make no representation, warranty or guarantee regarding the reliability, timeliness, quality, suitability, completeness or accuracy of the Services, or that the Services will be uninterrupted or free of errors or viruses.

13.3 We make no warranty about the Services' fitness for carriage of any particular load. It is your responsibility to describe a load accurately and to select and instruct a Transporter you consider suitable. We do not warrant the fitness, licensing, insurance, solvency or conduct of any Transporter, driver or other user.

13.4 We do not warrant that information posted by other users is accurate, and we are not responsible for the acts or omissions of other users.

13.5 We may change, suspend, withdraw or discontinue any part of the Services at any time.

14. Limitation of Liability

14.1 To the maximum extent permitted by Applicable Law, and in no event shall HYPAX or its affiliates, officers, employees or agents be liable for any damages, including lost profits, lost data, lost revenue, personal injury or property damage, arising from or related to your use of, or inability to use, the Services, however caused and regardless of the theory of liability, whether in contract, tort (including negligence), strict liability or otherwise.

14.2 In no event will HYPAX or its affiliates be liable for any damages arising from third parties' unauthorised access to your private information, including account credentials, or your User Content.

14.3 HYPAX shall not be liable for any delay or failure in delivering goods resulting from causes beyond our reasonable control, including weather, road conditions, border delays, port or customs delays, strikes, civil unrest, and the acts or omissions of a Transporter, driver, consignee or receiver.

14.4 Nothing in these Terms excludes or limits our liability for death or personal injury caused by our negligence, for fraud or fraudulent misrepresentation, or for any liability that cannot lawfully be excluded or limited. If any part of §14 is unenforceable, it is enforced to the maximum extent permitted and the remainder continues in effect.

15. Indemnity [ADDED]

15.1 You agree to indemnify, defend and hold harmless HYPAX, its affiliates, officers, employees and agents from and against any third-party claim, demand, loss, expense or liability, including reasonable legal fees, arising out of or connected with: your breach of these Terms; your Misuse of the Services; your submission of User Content that infringes a third party's rights or that you had no right to submit; your breach of Applicable Law; or your failure to obtain the authority of any person whose personal data you submit.

15.2 This indemnity survives termination. [confirm — whether HYPAX requires carriers to hold third-party cargo insurance at a minimum value, and whether the Platform records and checks that cover. This is a significant commercial and regulatory point for a freight platform.]

16. Compliance With Law

16.1 Each party must comply with Applicable Law in performing these Terms, including employment, transport, road safety, customs, tax, and data protection law.

16.2 The Services are not directed to anyone under 18. If you believe a child has used or provided data through the Services, contact us immediately.

16.3 We may disclose information about you or your use of the Services to a court, regulator or law enforcement body where required by law or necessary to protect the Services or another person. Where we are not legally required to, we do not disclose personal data; see the Privacy Policy.

17. Disputes and Governing Law

17.1 Before starting proceedings, you and HYPAX will each nominate a senior representative to meet in good faith and try to resolve the dispute informally within 30 days. This does not prevent either party from seeking urgent injunctive relief.

17.2 These Terms are governed by the laws of the United Republic of Tanzania, without regard to its conflict of laws rules. [confirm — governing law and jurisdiction, and whether you want an arbitration clause. Tanzanian and cross-border haulage frequently requires arbitration and a freight-claims process rather than ordinary court litigation.]

17.3 [confirm — whether a liability cap applies, and at what value, and whether it applies to claims between you and a Transporter as well as to claims against HYPAX.]

17.4 If any provision of these Terms is held unenforceable, that provision is modified to the minimum extent necessary to make it enforceable, or severed if it cannot be modified, and the remaining provisions continue in effect.

17.5 You may not assign or transfer your rights under these Terms without our written consent. We may assign these Terms to a successor of the business, as part of a reorganisation, merger or sale. On assignment you will be notified.

18. Changes to These Terms

18.1 We may update these Terms from time to time to reflect changes in our Services, our business, or our legal obligations.

18.2 We will post the updated Terms on our website and in our mobile applications, and update the "Last updated" date. For a material change we will give you additional notice — by email, by in-app notice, or by a notice at sign-in — at least [confirm — notice period, commonly 14 or 30 days] before the change takes effect.

18.3 Previous versions are available on request.

18.4 If you do not accept a change, you must tell us before it takes effect, and you may close your account under §11.4. By continuing to use the Services after a change takes effect, you accept the updated Terms. If a change materially reduces your rights, we will not rely on your continued use alone — we will ask you to accept the change explicitly.

19. Notices and Contact

19.1 Notices we send you under these Terms are given by email to the address on your account, or by in-app notification. Notices you send us must be given in writing to the address below.

19.2 Notices take effect on delivery, or on the second business day after posting, whichever is earlier.

HYPAX [legal entity name and registration number] [registered address] Email: info@hypax.co.tz · Data protection queries: privacy@hypax.co.tz Website: https://hypax.co.tz

19.3 Nothing in these Terms limits our right to serve papers or notices by any other lawful method.

Appendix — Key Terms at a Glance