General Terms and Conditions of Usage (Partner/Rider Agreement)
For independent couriers, drivers, riders, business partners and employees using the Cuzoo Platform.
Entity: Cuzoo Limited ("Cuzoo", "Company", "We", or "Us").
Counterparty: Independent Courier, Driver, Rider, Business Partner, or Employee ("User", "You", or "Your").
Recitals and Interpretation
1.1 Corporate Authority — Cuzoo Limited is a corporate entity duly incorporated and operating pursuant to the provisions of the Companies and Allied Matters Act 2020 (CAMA) of the Federal Republic of Nigeria ("the Territory").
1.2 Platform Description — The Company operates an online, on-demand digital platform—comprising the Cuzoo User Application and the Cuzoo Riders Application (collectively, the "Platform")—designed to bridge the commercial gap between consignors ("Customers") seeking delivery services and pre-vetted courier agents or agencies ("Users").
1.3 Binding Acceptance — This General Terms and Conditions document ("Agreement" or "Terms of Usage") constitutes a legally binding contract between the User and Cuzoo. Accessing, registering for, or utilizing the Platform in any capacity constitutes unconditional assent to all provisions herein.
Definitions
For the purposes of this Agreement, the following terms shall bear the respective meanings ascribed hereunder:
- "Account": The personalized digital portal and user interface assigned on the Platform for profile management, notification review, and order acceptance.
- "Business Partner": Any corporate body, firm, or Small and Medium Enterprise (SME) utilizing the Platform to coordinate logistics and delivery services for its clientele.
- "Customer": The individual or entity contracting for courier and logistics services via the Cuzoo User application.
- "Dispatch Vehicle": Any motorized or non-motorized conveyance (including automobiles, trucks, motorcycles, buses, and bicycles) formally approved by the Company for delivery fulfillment.
- "Independent Courier": A licensed driver or rider utilizing the Platform as an independent contractor, subject to commission deductions per successful delivery, and expressly excluded from employee status.
- "Recipient": The designated destination party or individual authorized to receive the consignment.
- "Third Party": Any natural or legal person extraneous to this Agreement.
Registration, Screening, and Account Integrity
3.1 Mandatory Registration — Access to and utilization of the Platform is strictly conditioned upon successful completion of the registration protocol and identity verification.
3.2 Prerequisite Submissions — Applicants must furnish authentic credentials, including:
- (a) A valid government-issued photo identification (International Passport, National Identity Card, or Voter's Card);
- (b) A valid Driver's License or approved rider permit;
- (c) A duly executed and notarized/downloadable Guarantor's Form;
- (d) Verifiable proof of residential address (utility bills); and
- (e) A recent passport-sized photograph.
3.3 Screening and Vetting — All prospective Users shall undergo mandatory in-person interviews and credential verification prior to platform activation.
3.4 Suspension for Discrepancies — Cuzoo reserves the unilateral right to suspend, terminate, or deny access to any Account wherein biographical data, submitted documents, or profile information exhibit material discrepancies or falsehoods.
Platform Governance and Permitted Use
4.1 Operational Architecture — The Platform features integrated mapping (Google Maps), online/offline status toggles, order history logs, automated commission calculations, and notification dispatch centers.
4.2 Prohibited Conduct — Users are strictly barred from engaging in any of the following activities:
- (a) Reverse-engineering, decompiling, hacking, or testing the vulnerability of the Platform;
- (b) Executing unauthorized data mining, harvesting, or automated scraping;
- (c) Transmitting malware, spyware, or malicious code; or
- (d) Utilizing the Platform for any unlawful, fraudulent, or unethical purpose.
Courier Obligations and Operational Covenants
5.1 Order Acceptance — Online Users are obligated to accept incoming dispatch requests transmitted via app notifications.
5.2 Identity & Cargo Verification — Users must verify that the physical Customer matches the app profile prior to package acceptance and ensure consignments comply with statutory laws.
5.3 Carriage Restrictions — Users shall refuse and report any prohibited cargo, including contraband, legal tender, perishable goods, toxic substances, flammables, radioactive materials, firearms, and ammunition.
5.4 Professional Conduct — Users shall maintain professional decorum, refrain from hostile altercations, and exercise a high standard of care over all accepted consignments. Users are strictly liable for any cargo loss or damage resulting from personal negligence or recklessness.
Financial Terms and Commission Structure
6.1 Remuneration Basis — Independent couriers are compensated based on completed delivery volumes, subject to deduction of platform fees.
6.2 Commission Rates:
- (a) Independent couriers/drivers are subject to a 20% commission deduction on each successful delivery.
- (b) Business partners are subject to a 15% commission deduction.
6.3 Cash Settlements — Where cash is collected directly from a Customer, the User covenants to remit the Company's commission to Cuzoo's corporate office or designated bank account within FORTY-EIGHT (48) HOURS of the transaction. Failure to remit shall trigger immediate Account suspension.
Limitation of Liability and Company Covenants
7.1 Exclusion of Consequential Loss — Cuzoo shall not be held liable for indirect losses, loss of profits, business interruptions, or damage resulting from Force Majeure events.
7.2 Cap on Liability — The aggregate liability of Cuzoo under any legal theory arising out of or related to Platform usage shall not exceed the fees paid or payable to Cuzoo for the specific service package giving rise to the claim.
7.3 Cargo Transit Risk — Cuzoo assumes no liability for cargo damage caused by User negligence or intervening Acts of God during transit.
Intellectual Property Rights
8.1 Exclusive Ownership — All intellectual property rights—including software algorithms, source code, designs, trademarks, logos, and proprietary documentation—remain the exclusive property of Cuzoo Limited.
8.2 Limited License — This Agreement grants the User a revocable, non-exclusive, non-transferable license to access the Platform solely for authorized courier and logistics operations.
Breach, Suspension, and Indemnification
9.1 Unilateral Suspension/Termination — Breach of any covenant herein shall result in immediate Account suspension or permanent deletion, blocking of IP addresses, and, where warranted, criminal prosecution.
9.2 Indemnification — The User covenants to defend, indemnify, and hold harmless Cuzoo, its officers, employees, and affiliates from and against any claims, liabilities, damages, judgments, and legal costs arising out of the User's breach of this Agreement, willful misconduct, or negligent performance.
Governing Law and Dispute Resolution
10.1 Governing Law — This Agreement shall be construed, interpreted, and governed by the laws of the Federal Republic of Nigeria.
10.2 Jurisdiction — Any legal action, dispute, or proceeding arising under this Agreement shall be subject to the exclusive jurisdiction of the competent courts located within the Territory.
10.3 Severability — If any provision of this Agreement is held to be invalid or unconstitutional by a court of competent jurisdiction, such provision shall be severed, and the remaining provisions shall remain in full force and effect.