TERMS OF USE OF THE SPEDIMO PLATFORM

I. RULES OF ACCESS TO THE SPEDIMO PLATFORM

1. These Regulations define the terms and conditions of use of the Spedimo platform and the rules for the provision of electronic services by the Service Provider.

2. The concepts and names indicated in this document are as follows:

2.1 Regulations – these Regulations of the Spedimo platform.

2.2 Platform – Spedimo’s online platform for searching for transport services, available at www.spedimo.eu and in the mobile application, where Users can publish offers and announcements of loads and vehicles.

2.3 Web application – a website in the domain www.spedimo.eu, owned and administered by SPEDIMO GT Spółka z ograniczoną odpowiedzialnością SKA, used to publish offers and announcements of cargo and vehicles.

2.4 Mobile application – Software called Spedimo, created by SPEDIMO GT Spółka z ograniczoną odpowiedzialnością SKA, made available to the User and intended for installation in the memory of a mobile device, with limited functionality in relation to the web application.

2.5 Service Provider – SPEDIMO GT Spółka z ograniczoną odpowiedzialnością SKA with its registered office in Kalisz (62-800), ul. Kazimierzowska 6/16, NIP: 6182089137, REGON: 300897699, entered into the register of entrepreneurs of the National Court Register maintained by the District Court Poznań-Nowe Miasto and Wilda in Poznań, 9th Commercial Division of the National Court Register under the KRS number: 0001191545, with the share capital of PLN 50 000.00, fully paid up.

2.6 Service Recipient/Business Owner – a natural person with full legal capacity, a natural person conducting business activity, a legal person or an organizational unit without legal personality that has concluded an Agreement with the Service Provider.

2.7 Company Administrator – A User authorized by the Company Owner to manage the company account and the User Account.

2.8 Main User – Service User/Company Owner, to whose account additional accounts can be created.

2.9 Additional User – a natural person who is in an employment relationship with the Main User on the basis of an employment contract or other civil law contract.

2.10 User – Service Recipient/Company Owner, Main User, Additional User.

2.11 Driver – A function assigned to an additional User who has access only to the mobile application and is authorized to use the functions related to the messenger.

2.12 Agreement – Agreement for the provision of services concluded between the Service Provider and the Company Owner.

2.13 User Account – an account assigned to the User, containing his/her data necessary to authenticate the User and grant access to the Platform and the mobile application.

2.14 Main Account – the User’s individual source of access to the Platform, within which the Service Provider provides the User with the ability to use the Platform’s functionalities in accordance with the agreement.

2.15 Additional account – an account created based on the main account under which the Service Provider allows additional Users to use the Platform.

2.16 Active Account – an account to which the Main User or Company Administrator has assigned the status of “active”.

2.17 Inactive Account – an account to which the Main User or Company Administrator has assigned the status of “inactive”.

2.18 Account Registration – a one-time activity consisting in creating a User Account on the Spedimo Platform, in accordance with the principles set out in Section II of these Regulations.

2.19 ID – A string of characters assigned to the company and Users, enabling authorized access to the Platform and assigned during Account Registration.

2.20 Customer Service Office (CSO) – the entire social and technical infrastructure created by the Service Provider for the purpose of communication with Users.

2.21 Messenger – a program enabling instant messaging between Users within the Platform.

2.22 Database – a set of data entered by the Main User and the Additional User.

2.23 Load/Vehicle Offer – a load/vehicle offer issued by an Additional User, which is made available after the form is correctly completed and published on the Platform.

2.24 Billing Period – the period during which the User uses the Platform and for which an invoice is issued. The billing period begins on the first day and ends on the last day of the month. If the contract begins on a day other than the first day of the month or ends on a day other than the last day of the month, the fee is calculated pro rata.

2.25 Invoice – a sales document issued in electronic and paper form for a given settlement period.

II. REGISTERING A COMPANY ACCOUNT ON THE SPEDIMO PLATFORM

1. Registration of a User Account is effected by completing and accepting the registration form available on the website www.spedimo.eu.

2. User Account registration can only be performed via the web application.

3. During Registration, the User accepts the content of these Regulations and the Privacy Policy, confirming that he or she has read their provisions and consents to the processing of personal data.

4. During registration, the User is obliged to provide the following data:

– company name,

– address, registered office,

– Tax Identification Number,

– telephone number,

– email.

5. Additionally, the User is obliged to attach documents confirming the carrier’s authorization and insurance confirmation, in particular the third party liability insurance policy, licenses, and certificates.

6. The Platform User may only use one active User Account.

7. The Main User Account may only be used by one entrepreneur.

8. Upon Account Registration, the User is assigned an individual ID number.

9. A user may only have one ID number.

10. Within the User Account, it is possible to create additional Accounts, which will be assigned to natural persons employed by a given User under an employment contract or other civil law contract.

11. Account Registration containing false data is prohibited.

12. In order to use the Platform, it is necessary to have at least a device with Internet access, an electronic mailbox, and a web browser with Cookies enabled.

13. The User is obliged to immediately inform the Service Provider about any restructuring, liquidation or bankruptcy proceedings initiated against him.

III. REGISTERING A USER ACCOUNT ON THE SPEDIMO PLATFORM

1. After registering a Company Account in the Spedimo Application, the additional User indicated by the Company Owner is sent information about the company registration and login details.

2. During Registration, the Additional User accepts the content of these Regulations and the Privacy Policy, confirming that he or she has read their provisions and consents to the processing of personal data.

3. The provisions of section II, paragraphs 2, 4, 5, 6, 11 and 12 shall apply accordingly.

IV. USER VERIFICATION

1. In order to verify the User, the Service Provider reserves the right to request that the User submit the documents it specifies. Failure to submit the documents requested by the Service Provider will result in a refusal to positively verify the User’s Account.

2. A User who has branches, subsidiaries or offices in more than one place is obliged to register each branch as a separate Service Recipient.

3. The Service Provider reserves the right to contact the User by telephone or by means of distance communication in order to verify the data provided by the User.

4. The Service Provider reserves the exclusive right to change User data, verify and authorize the User Account.

5. The User is prohibited from changing the Account data on his/her own, except for the data available to the User for editing.

6. The User can only change his/her Account details via the web application.

7. Information about positive or negative verification will be sent to the User to the e-mail address provided in the registration form.

8. Positive verification of the User allows the Service Provider to send the password for the first login to the e-mail address.

9. After entering the login and password sent by e-mail, the User sets a new, individual password.

10. The User’s login is the email address they provide. One email address can only be assigned to one User.

11. The Service Provider reserves the right to negatively verify the User without giving a reason.

12. The Main User may create any number of Additional Accounts for his/her employees and other persons in legal relationship with him/her.

13. It is prohibited to share your password with third parties. All actions performed on the platform using a User’s login and password are considered actions performed by that User.

14. If the User has a problem with accessing the Platform, he/she should report the problem via the Customer Service Office mailbox: spedimo@spedimo.eu or by phone at 62 580 20 60. The provisions of point V 11-13 apply accordingly.

V. ACCESS TO THE PLATFORM

1. Spedimo provides Users with the right to use the Spedimo Platform for a fee agreed individually with the Platform User based on the Agreement and the Price List.

2. The Service Provider reserves the right to change the Price List, of which the User will be notified via email. The effective date of each price list change will be determined by the Service Provider.

3. The contract is concluded for a fixed term of 12 months. If the service recipient does not cancel 30 days before the contract expires, it will automatically be extended for an indefinite period with a one-month notice period in accordance with the current price list.

4. Under the concluded Agreement, the Service User is entitled to 30 calendar days of free access to the Spedimo exchange (hereinafter referred to as the “trial period”). The Service User may terminate the Agreement without incurring any costs by submitting a notice of termination before the end of the trial period.

5. The Service User is entitled to free access to the Platform referred to in section 4 above only once.

6. Access to the platform is automatically extended upon payment of the monthly/annual subscription fee for the next billing period. Subscription fees are due for the current month by the 10th of each month, while fees for Additional Accounts are due for the previous month by the 10th of the month following the month in which the Additional Accounts were active.

7. For the price of the Subscription, the User receives one Main Account and one Additional Account free of charge.

8. Additional accounts paid outside of the subscription fee will be charged based on their activity during a given billing period. The Primary User or Company Administrator assigns status to Additional Accounts by selecting the appropriate option: Active Account / Inactive Account. If the account is assigned the “Active” status at any time during the billing period, the fee will be charged.

9. Payment is equivalent to the money being credited to the Service Provider’s bank account.

10. Failure to pay on time will result in receiving a reminder note, the cost of which is PLN 100.

11. In the event of non-payment of two consecutive invoices, the Service Provider has the right to block the User’s accounts without the need to request payment.

12. The Service Provider may temporarily or permanently block access to the platform with immediate effect if the User:

– violates the provisions of the Regulations;

– undertakes actions that threaten the security of data collected on the Platform;

– performs illegal activities via the platform;

– acts to the detriment of the Service Provider;

– provides illegal content;

– provided false data during the Account Registration process.

13. Imposing a block on the Main Account is tantamount to blocking all Additional Accounts.

14. The Service Provider may block a single Additional Account in order to clarify any irregularities on the part of the User’s employee.

15. The Service Provider may unblock access to the Platform after the reasons for which access was blocked cease to exist.

16. In order to unblock access to the Platform, the User may submit a request to the Service Provider by e-mail to the following address: spedimo@spedimo.eu.

17. In the event of lack of access to the Platform for reasons attributable to the Service Provider, the User has the right to file a complaint.

18. The Service Provider is obliged to consider the complaint within 30 days from the date of its submission.

19. The Service Provider is obliged to remove the Platform failure within 48 hours.

20. The User is entitled to compensation proportionally to the value of the concluded Agreement for the period when the Platform was unavailable for reasons attributable to the Service Provider.

21. The right referred to in the preceding paragraph applies only if the interruption in access to the Platform lasted longer than 48 hours.

22. The Service Provider is not liable for any lost profits resulting from the lack of access to the Platform.

23. The Service Provider recommends logging out of the platform after each use of the Platform and not remembering the User’s password by web browsers.

24. For security reasons, it is recommended to change your Platform password every 90 days.

25. If the User forgets the password, he/she can use the “Reset password” option.

26. If the account is inactive for a period of 180 days, the Service Provider has the right to re-authorize the User Account.

VI. MOBILE APPLICATION

1. In order to install the Application on a Mobile Device, the User downloads the Application via Google Play or the App Store.

2. Registration of a User Account is possible only via the Web Application.

3. The Mobile Application may only be used for activities on the Exchange and Messenger.

4. The User may install the Application on the Mobile Device by following the instructions

displayed on the screen of the Mobile Device during installation.

5. The procedure for obtaining access to the Application includes the User submitting a statement of acceptance of the Regulations and Privacy Policy.

6. It is not possible to contact the Customer Service Office via Chat via the Application.

7. The principles set out in point V shall apply accordingly.

VII. RULES FOR PUBLISHING INFORMATION AND DATA ON THE SPEDIMO PLATFORM

1. The User is entitled to a Service that allows him to add and present vehicle and cargo offers on the Platform.

2. The User has the option to independently determine the content of vehicle and cargo offers, subject to paragraphs 3 and 4.

3. In the case of a cargo and vehicle offer, the User is obliged to complete the required fields in the form.

4. All information must be factually and legally accurate.

5. The description of vehicle and cargo offers should be clear and not misleading to other Users regarding the Shipment and the terms of the Advertisement.

6. It is prohibited to:

a) placing/repeating more than one offer of vehicles and loads for the same Shipment more than once every 15 minutes.

b) copying offers posted on the Platform to other transport exchanges,

c) posting inappropriate or offensive content towards other Users,

d) using vulgarisms and words commonly considered offensive in conversations with other Users,

e) publishing comments of a racist nature,

f) publicly discussing the services provided by other Users,

g) presenting false information to other Users or the Service Provider,

h) Public discussion of the work and decisions made by the System Administrator is prohibited,

i) publicly promoting services competitive with the Service Provider, also in messages with other Users.

7. As part of the performance of technical support tasks, the Service Provider has the right to remove content published by the User if it violates the provisions of the Regulations.

8. For copying offers to other transport exchanges, the Service Provider reserves the right to impose a contractual penalty of PLN 50,000.00 on the User.

9. Offers made available on the Platform are visible only to Platform Users.

10. Advertisements posted on the Platform are for informational purposes only and are intended to invite other Users to submit Offers.

11. As part of the Platform’s operation and the posting of offers, Users may use the Messenger, which allows them to send written content, voice recordings, photos, and files in .jpg and .pdf formats, as well as a link with the device’s location.

12. The Service Provider is not a party to contracts concluded by Users.

13. Platform Users will be assessed to establish the credibility and security of their collaboration with the User. The assessment provided is for informational purposes only, and Platform Users have the final say in establishing collaboration with a given User.

14. The Service Provider reserves the right to interfere with the content of ratings and comments, in particular if they violate the provisions of the Regulations.

15. A user who has been given a rating or comment may submit a request via the Customer Service Centre to edit the rating or comment.

16. The Service Provider reserves the right to refuse to edit a rating or comment without giving a reason.

17. The Service Provider is fully exempt from any consequences resulting from negative ratings given to the User by other Platform Users.

18. The Service Provider is also exempt from liability for the assigned rating and, consequently, for any lost profits by the User.

19. The User has the right to access information and to have archived data sent by the Service Provider.

20. Access to the above-mentioned information is provided through the Customer Service Center or using the form available at www.spedimo.eu. The provision of this information by the Service Provider is subject to a fee. The fee is determined individually.

VIII. DATABASE AND SOFTWARE PROTECTION

1. The Database is the exclusive property of the Service Provider.

2. All proprietary copyrights belong exclusively to the Service Provider.

3. Users and Derivative Users are prohibited from:

– using the Database and software in a manner inconsistent with these Regulations, generally applicable legal provisions and good practices.

– Intentional/deliberate interference with the Database and Software that disrupts their operation,

-Copying, modifying and downloading data, as well as making data available to other Users or third parties,

– Using the Account of another User and sharing your Account with other Users.

IX. COMPLAINTS

1. The User has the right to file a complaint regarding the provision of Services.

2. A complaint may be filed:

3. The complaint should include at least the following information:

4. The Service Provider undertakes to consider the complaint immediately, no later than within 14 days from the date of its submission by the Service User.

5. If the complaint contains any deficiencies, the Service Provider will request the User to rectify them within 7 days of the request. The 14-day period for considering the complaint will begin again from the date the deficiencies are rectified.

6. If it is impossible for the Service Provider to consider the complaint within the time limit specified in point IX. 4., the Service Provider will inform the User about the new deadline for considering the complaint.

7. If the User does not fill in the gaps that would enable, in particular, the identification of the complainant or the Service Provider to provide a response, the Service Provider reserves the right to leave the complaint unanswered.

8. In the event of a negative decision for the User, the User has the right to file an appeal against the complaint within 7 days.

9. The Service Provider’s decision regarding the appeal against the complaint is final.

X. LIABILITY AND RIGHTS OF THE SERVICE PROVIDER

1. The Service Provider will make every effort to ensure the proper operation of the Platform.

2. The Service Provider reserves the right to interfere with the technical structure of the Platform in order to diagnose irregularities in its operation, as well as to make necessary changes, and to influence the technical aspect of the Platform in any other way in order to restore its proper operation or modify it.

3. The Service Provider is not liable for any technical failures resulting from reasons beyond the Service Provider’s control, including prohibited interference by Platform Users or third parties.

4. The Service Provider is not responsible for the actions and omissions of Platform Users.

5. The Service Provider has the right to impose a financial penalty on the User if he or she engages in activities that violate the Regulations.

6. The financial penalty will be the amount of the one-month subscription fee applicable to the User, excluding any applicable promotions.

XI. RE-JOINING THE SPEDIMO PLATFORM

1. Re-joining the platform is possible for all Users with whom the service provider terminated the service provision agreement with immediate effect or rejected the User Account Registration process, after meeting all of the following conditions.

2. The User’s request to rejoin the Platform may be submitted no earlier than six months/one year after the immediate termination of the Agreement.

3. The User may rejoin the Platform only once. Subsequent requests will not be considered by the Service Provider.

4. The User may apply to rejoin the Platform if:

1. has adequate financial capacity;
2. there is no information about outstanding financial liabilities towards other entrepreneurs;
3. no liquidation, bankruptcy, arrangement or restructuring proceedings are underway;
4. did not suspend business activity.

5. The Service Provider reserves the right to verify the application and request the User to confirm that there are no grounds for refusing a positive decision on the application.