M-SPEED USER TERMS OF USE

  1. About these Terms of Use

Please read these Terms of Use carefully. This is an electronic agreement and by registering for or using any part of the System, You confirm that You have read, understood, accepted and agreed with these Terms of Use and will be bound by them. If You do not agree to be bound by these Terms of Use, You may not access or use any part of the System. These Terms of Use constitute a binding legal agreement between You, an individual User (“You” or “Your”) and the applicable M-SPEED entity (“M-SPEED”). If applicable, Your use of the System as a Transportation Provider will be governed by the M-SPEED Driver Services Agreement.

  1. About M-SPEED

M-SPEED is a technology services company. It provides a system to connect individual drivers, vehicle operators or service providers with Users. M-SPEED does not provide transportation services, nor act as a transportation carrier or provider, courier, postal services provider, delivery services provider, food and beverage supplier or operator, taxi or private hire operator, nor act as an agent for any such person or entity. All Transportation Services are provided directly to You by the Transportation Provider, who is an independent, third party contractor, carrying out business on his/her own account, not under the employment of any Tech MS Viet Nam Joint Stock Company.

  1. Definitions and Interpretation

3.1 In these Terms of Use, the following terms have the following meanings:

Account means the registered account You obtain to access the System as a User;

Affiliate means, in relation to a party, any entity that controls, is under the control of, or is under common control with, that party, where control means the direct or indirect ownership of more than 50 per cent of the voting capital or similar right of ownership of that party or the legal power to direct or cause the direction of the general management and policies of that party, whether through the ownership of voting capital, by contract or otherwise, and controls and controlled shall be interpreted accordingly;

Applicable Law means all applicable laws, by-laws, enactments, regulations, regulatory policies, ordinances, protocols, industry codes, road traffic codes, regulatory permits, regulatory licences or requirements of any court, tribunal or governmental, statutory, regulatory, judicial, administrative or supervisory authority or body, which are in force from time to time during the term of these Terms of Use;

Driver Application means the electronic application supplied by TECH MS VIET NAM JSC. for Transportation Providers to connect with Users;

M-SPEED Credits means the credits that You may be entitled to use via the User Application;

Group Companies means a person and its Affiliates (and Group Company will be construed accordingly);

Mobile Device is the smartphone, tablet or other mobile device owned or controlled by You which You use to connect to the User Application;

Policies means any policies, guidelines or directions applicable to Users, as notified to You by M-SPEED from time to time, and as may be updated by M-SPEED from time to time;

Specific Terms means the supplementary or alternative terms which may apply to certain specific parts of the System and/or Transportation Services, as may be notified to You from time to time;

System means the system provided by TECH MS VIET NAM JSC. to connect Transportation Providers with Users, including the Driver Application, the User Application and related software, websites, platforms, payment services and other support systems and services, including the Websites. For the avoidance of doubt, the System provided by TECH MS VIET NAM JSC. does not include the Transportation Services themselves, as these are provided by Transportation Providers directly to You;

Terms of Use means these M-SPEED User Terms of Use and all applicable Specific Terms;

Territory means the territory in which You use the Transportation Services;

Transportation Provider means the independent third party service provider who offers Transportation Services having been connected to You via the System;

Transportation Services means the transportation services provided by Transportation Providers when they are connected to You via the System, which may, depending on Your Territory, include point-to-point delivery of goods, transportation services, food delivery services, personal shopping services, and other services available from Transportation Providers via the System from time to time;

User means a registered end user of the User Application;

User Application means the electronic application supplied by TECH MS VIET NAM JSC. for Users to connect with Transportation Providers;

User Fees is defined in clause 8.2;

Vehicle means the vehicle used by a Transportation Provider for the purpose of providing Transportation Services; and

Websites means any websites operated by TECH MS VIET NAM JSC. from time to time.

3.2 In these Terms of Use (except where the context otherwise requires): (a) a reference to “writing” does not include email unless otherwise specified; and (b) any phrase introduced by the terms “including”, “include”, “in particular”, “for example”, or any similar expression is illustrative and does not limit the meaning of the words preceding those terms. These Terms of Use are drafted in the Vietnamese and English languages. If there is any inconsistency between the English and Vietnamese languages of this Terms of Use, the Vietnamese language text will prevail. In the event of any inconsistency, the following order of precedence applies: first, (i) the Specific Terms; and then (ii) the other parts of these Terms of Use.

  1. Your responsibilities

Your commitments to M-SPEED

4.1 You confirm that:

4.1.1 You have full power and authority to enter into and be legally bound by these Terms of Use and to perform Your obligations under these Terms of Use;

4.1.2 You have attained at least the age at which You are capable of being legally bound by these Terms of Use by Applicable Law in the Territory;

4.1.3 You will comply at all times with all Applicable Laws and the Policies, and will notify M-SPEED if You are in breach of any Applicable Laws or the Policies;

4.1.4 You will only use the System for lawful purposes and only for the purposes for which it is intended to be used;

4.1.5 You shall ensure that any documents and information provided by You (or on Your behalf) to M-SPEED or otherwise via the System are at all times accurate, current, complete and not misleading;

4.1.6 You shall only use an internet access point and data account which You are authorised to use;

4.1.7 You shall not engage in any fraudulent, deceptive or misleading conduct; and

4.1.8 You shall not impair or circumvent the proper operation of the network which the System operates on.

Your interactions with Transportation Providers and other Users

4.2 Your order for Transportation Services from Transportation Providers creates a direct relationship between You and the Transportation Provider, to which M-SPEED is not a party. To the maximum extent permitted by Applicable Law, M-SPEED is not responsible or liable for the acts or omissions of a Transportation Provider in relation to You. You have the sole responsibility for any obligations or liabilities to Transportation Providers or any other third parties that arise from Your use of the Transportation Services.

4.3 You agree:

4.3.1 to treat Transportation Providers and other Users with respect, in compliance with the Policies, and not to engage in any unlawful, threatening or harassing behaviour or activities whilst using the Transportation Services or the System;

4.3.2 not to cause any damage to third party property; and

4.3.3 not to contact Transportation Providers for purposes other than to receive and use the Transportation Services.

4.4 The Transportation Provider has sole discretion whether to accept or reject requests for Transportation Services for any reason. Without limiting the foregoing, the relevant Transportation Provider reserves the right to refuse accepting Your order if it has reasonable grounds to suspect a violation of these Terms of Use, the Policies or Applicable Law.

4.5 For the avoidance of doubt, M-SPEED does not endorse any third party providers (including the Transportation Providers), applications or websites that are available or to which You are connected through the System, and in no event shall M-SPEED, its licensors or any of its Affiliates be responsible for any content, products, services or other materials on or available from such third party providers. Any Transportation Provider ratings are intended to be indicative of ratings provided by other Users but do not constitute an endorsement (or otherwise) by M-SPEED of that Transportation Provider.

Complaints

4.6 Although the Transportation Provider is solely responsible for the Transportation Services, if You have a complaint about the Transportation Services You have received, M-SPEED has the right to deal with any such complaints through M-SPEED’s complaints handling process. You agree to cooperate fully with such process and to submit any complaint You may have via the User Application. M-SPEED also reserves the right to redirect Your complaint to the relevant Transportation Provider and may choose, but is not obliged, to facilitate discussions with the Transportation Provider. M-SPEED’s complaints handling process shall not exclude any rights or remedies that cannot be excluded or limited under Applicable Law.

4.7 If M-SPEED receives a complaint from a Transportation Provider or another person about You, M-SPEED has the right to redirect the complaint to You or deal with such complaint via its complaints handling process. Again, You agree to cooperate fully with such process.

  1. Your Account

5.1 In order to access the System as a User, You must register for and maintain an Account as a user of the User Application.

5.2 You are responsible for all activities conducted on Your Account. You:

5.2.1 must only have one Account;

5.2.2 must keep Your Account information (including Your login details and payment details) confidential and secure;

5.2.3 must not provide any other person with access to Your Account, including to transfer the Account or information from Your Account to any other person;

5.2.4 must promptly notify M-SPEED if You suspect any unauthorised access to or use of Your Account; and

5.2.5 must not, if You are also a Transportation Provider, use Your Account to make an order as a User that You will accept as a Transportation Provider, or otherwise collaborate with other Transportation Providers or Users in any similar scheme.

5.3 M-SPEED reserves the right to block or deny access to Your Account, and/or block features available in the User Application, without prejudice to its other rights and remedies:

5.3.1 if M-SPEED deems, in its sole discretion, that You have violated any term of these Terms of Use;

5.3.2 during an investigation;

5.3.3 if You owe any money to M-SPEED or its Group Companies;

5.3.4 if these Terms of Use are terminated for any reason; or

5.3.5 at any other time in M-SPEED’s reasonable discretion.

  1. Your use of the System

Rights granted and reserved

6.1 Subject to Your compliance with these Terms of Use, M-SPEED and its licensors grant You a revocable, limited, non-exclusive, non-transferable, royalty-free licence during the term of these Terms of Use and in the Territory, to access and use the System solely for Your personal use for the purpose of connecting You with Transportation Providers in respect of Transportation Services.

6.2 All rights not expressly granted to You under these Terms of Use are reserved by M-SPEED and its licensors. Nothing in these Terms of Use transfers any ownership in or to the System (in whole or in part)to You.

Prohibited conduct

6.3 In using the System, You shall not:

6.3.1 license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the System in any way;

6.3.2 modify or make derivative works based on the System, or reverse engineer or access the underlying software for any reason;

6.3.3 use the System to build a competitive product or service, build a product using similar ideas, features, functions or graphics as the System, copy any ideas, features, functions or graphics of the System, or launch an automated program or script which may make multiple server requests per second, or which unduly burdens or hinders the operation and/or performance of the System, or attempt to gain unauthorised access to the System or related systems or networks;

6.3.4 use any application or process to retrieve, index, “data mine”, or in any way reproduce or circumvent the navigational structure, presentation or content of the System;

6.3.5 post, distribute or reproduce in any way any copyrighted material, trademarks, or other proprietary information without obtaining the prior consent of the owner of such proprietary rights, or remove any copyright, trademark or other proprietary rights notices contained in the System;

6.3.6 send or store any material for unlawful or fraudulent purposes;

6.3.7 send spam or other unsolicited messages, or otherwise cause nuisance, annoyance, inconvenience or make fake bookings;

6.3.8 send or store infringing, obscene, threatening, libelous, or otherwise unlawful or tortious material;

6.3.9 send material containing software viruses, worms, trojan horses or other harmful computer code, files, scripts, agents or programs;

6.3.10 interfere with or disrupt the integrity or performance of the System or the data contained therein;

6.3.11 impersonate any person or entity or otherwise misrepresent Your affiliation with a person or entity;

6.3.12 deliberately misrepresent Your location; or

6.3.13 damage M-SPEED’s or any of its Group Companies’ reputation in any way.

Restrictions on Your use of Transportation Services

6.4 You shall not use Transportation Services to:

6.4.1 commit a crime or do anything contrary to Applicable Law; or

6.4.2 harm or injure another person or infringe another person’s rights.

6.5 Where the Transportation Services involve a Transportation Provider transporting, obtaining or purchasing items on Your behalf, You agree and grant to the Transportation Provider the full power and authority necessary for the Transportation Provider to do so.

6.6 Transportation Providers are required to agree that they will be careful and provide the Transportation Services safely. However, You are ultimately responsible for Your own safety in Your use of the Transportation Services, and You shall take all necessary precautions.

  1. Your Mobile Device

7.1 Your access to the User Application will be through a Mobile Device. It is Your responsibility to check and ensure that You download the correct software (including the latest version of the User Application) for Your Mobile Device. M-SPEED is not liable if You do not have a compatible device or if You do not have the latest version of the software (including the latest version of the User Application) for Your Mobile Device.

7.2 If a Mobile Device is lost, stolen, broken and/or no longer in Your possession, and this exposes Your Account information to someone else or otherwise affects M-SPEED’s legal rights and/or remedies, You must immediately notify M-SPEED and follow the procedures notified by M-SPEED.

7.3 You are solely responsible for having in place an appropriate internet and mobile plan and for any fees charged by Your telecommunications service provider, such as telephone, SMS and internet data fees. You acknowledge that Your use of the System may consume large amounts of data and that You will be solely responsible for such usage and the associated fees.

  1. Financial terms

User Application

8.1 The download and/or use of the User Application is provided for You to use the System and is provided on a royalty-free basis.

User Fees

8.2 Transportation Providers are entitled to charge You a fee for the Transportation Services, which may include:

8.2.1 a fee for each instance of Transportation Services;

8.2.2 any tolls, road-usage charges, parking charges, and building or area entrance charges necessarily incurred by the Transportation Provider when You or the goods are on-board the Vehicle during (but not before or after) such provision of Transportation Services (without mark-up);

8.2.3 any applicable cancellation charges; and

8.2.4 any applicable taxes calculated in accordance with Applicable Law (together, the User Fees). The fee for each instance of Transportation Services, any cancellation charges and/or taxes (as applicable) will be calculated via the User Application and all other charges will be manually entered by the Transportation Provider into the Driver Application (without mark-up) and are payable by You via the User Application or otherwise in accordance with the Policies. You have the right to agree with the Transportation Provider on a different fee for provision of the Transportation Services, such agreed fare to be applied only after notification to M-SPEED and reflected as the fee for Transportation Services in the Driver Application.

8.3 The fee component of User Fees may increase based on demand and other factors in Your location. M-SPEED will always endeavour to inform You about any such increase via the User Application and it is Your responsibility to review the User Fees (or the basis on which they will be calculated) carefully before electing to purchase Transportation Services. You will be deemed to be aware of, and You accept responsibility for, all User Fees incurred under Your Account.

8.4 M-SPEED may update the basis on which User Fees are calculated via the System at any time in its absolute discretion. Any User Fees on or after the date on which the update takes effect shall be subject to the updated calculation.

8.5 The User Application may provide You with an option to cancel certain Transportation Services before such Transportation Services commence. If You choose to do so, You may be required to pay a cancellation charge.

8.6 When using Transportation Services, You must make Yourself available at the relevant location by the relevant time specified via the User Application. If You fail to do so, the Transportation Provider is entitled to cancel the Transportation Services and You may be charged a cancellation charge.

8.7 You acknowledge and agree that M-SPEED may, to the extent permitted by Applicable Law, adjust or cancel the User Fees payable in connection with a particular instance of Transportation Services, acting reasonably (for example, where M-SPEED determines that there is an error in the original calculation, that You have not complied with these Terms of Use, that a fee was charged when it should not have been (or vice versa), or in the case of a complaint).

Promotions

8.8 In order to promote usage of the System, M-SPEED may from time to time, in its sole discretion, offer promotions based on You meeting specified criteria and complying with specified conditions. You may choose whether or not to participate in the promotion. If You do decide to participate, Your right to benefit from the relevant promotions is conditional on You meeting all of the specified criteria and complying with all of the specified conditions, to M-SPEED’s reasonable satisfaction. If You do not do so, You will not be entitled to the benefits of the relevant promotions. You agree that You will only use such promotions for their intended use and will not abuse, duplicate, sell or transfer the promotions in any manner. You also understand that the promotions cannot be exchanged for cash and may expire on a certain date, even before You use them.

Payment

8.9 You must pay the User Fees using the payment methods offered via the User Application from time to time, including (where applicable) by cash, credit or debit card or by using M-SPEED Credits.

8.10 Where You choose to pay the User Fees via the User Application, You grant to M-SPEED the full power and authority to debit the relevant amount of User Fees using Your registered payment method and remit the money on Your behalf to the Transportation Provider, after deduction (where applicable) of the relevant amounts by M-SPEED in accordance with its arrangements with the Transportation Providers.

8.11 All payments must be in the local currency in the Territory.

8.12 If M-SPEED Credits are available in Your Territory, Your use of M-SPEED Credits may be subject to Specific Terms. Please check these carefully before using M-SPEED Credits. M-SPEED may at its absolute discretion reject Your request to purchase M-SPEED Credits for any reason. For the avoidance of doubt, M-SPEED Credits are not redeemable for cash, are not refundable under any circumstances and cannot be resold or exchanged for value.

Taxes

8.13 These Terms of Use shall be subject to all applicable prevailing statutory taxes, duties, fees, charges and/or costs, however denominated, as may be in force and in connection with any applicable future taxes that may be introduced at any point of time.

8.14 You agree to do everything necessary and required by Applicable Law to enable, assist and/or defend M-SPEED to claim or verify any applicable input tax credit, set off, rebate or refund in respect of any taxes paid or payable in connection with the System and/or the Transportation Services.

  1. Indemnities and liability

Indemnities

9.1 You shall defend, indemnify and hold harmless M-SPEED, its licensors and each such party’s Affiliates and their respective officers, directors, members, employees and agents from and against any and all claims, costs, damages, losses, liabilities and expenses (including attorneys’ fees and costs) arising out of or in connection with:

9.1.1 Your breach of any term of these Terms of Use or any Applicable Law; and

9.1.2 Your use of the System and/or the Transportation Services, including:

(a) any claim by You or a person acting on Your behalf that any M-SPEED Group Company, rather than a Transportation Provider, is the provider of the Transportation Services;

(b) any third party claims (including claims by any Transportation Providers) arising from Your use of the System and/or the Transportation Services; and

(c) in respect of any items that You purchase, obtain and/or transport using the Transportation Services.

Basis on which the System is provided

9.2 The System is provided “as is” and “as available”. To the maximum extent permitted by Applicable Law, M-SPEED disclaims all representations and warranties, express, implied or statutory, save as expressly set out in these Terms of Use, including any warranties of merchantability, fitness for a particular purpose, reasonable care and skill, and non-infringement.

9.3 Without limitation to clause 9.2, M-SPEED makes no representation, warranty, or guarantee regarding the reliability, timeliness, quality, suitability or availability of the System, or that the System will be uninterrupted or error-free, or will operate in combination with any other hardware, software, system or data, or that any data will be accurate or reliable.

9.4 M-SPEED does not provide and is not responsible for providing or ensuring the provision of the Transportation Services. M-SPEED does not guarantee the quality, suitability, safety or ability of the Transportation Providers or any other third party providers.

9.5 The System may be subject to limitations, delays, and other problems inherent in the use of the internet and electronic communications including the device used by You or the Transportation Provider being faulty, not connected, out of range, switched off or not functioning. M-SPEED is not responsible for any delays, delivery failures, damages or losses resulting from such problems.

9.6 Timelines specified for Transportation Services are, unless expressly agreed otherwise by M-SPEED in writing, indicative. Neither M-SPEED nor the Transportation Providers make any warranty, representation or undertaking that specified timelines will be met.

Exclusions and limitations of liability

9.7 Nothing in these Terms of Use limits or excludes a party’s liability for death or personal injury caused by such party’s negligence, for fraud, or for any other liability to the extent it cannot be limited or excluded under Applicable Law.

9.8 To the maximum extent permitted by Applicable Law, M-SPEED shall not be liable for:

9.8.1 indirect, incidental, special, exemplary, punitive or consequential damages;

9.8.2 loss of use, lost profits, lost data, lost business, lost goodwill, lost contracts or lost opportunity; and

9.8.3 personal injury or property damage, arising from, related to or otherwise in connection with the System or the Transportation Services, whether in contract, tort, breach of statutory duty or otherwise.

9.9 To maximum extent permitted by Applicable Law, and unless otherwise specified in the Specific Terms, in no event shall M-SPEED’s maximum aggregate liability arising under and in connection with the System, the Transportation Services and/or these Terms of Use, whether in contract, tort, breach of statutory duty or otherwise, exceed the User Fees paid by You to M-SPEED in connection with the first event giving rise to a claim under these Terms of Use.

9.10 Unless otherwise specified in the Specific Terms, any claims You have against M-SPEED under or in connection with the System, the Transportation Services or these Terms of Use must be notified to M-SPEED within one (1) year after the events giving rise to such claim, failing which (to the maximum extent permitted by Applicable Law) You will forfeit any rights and remedies You have in respect of such claim.

  1. Term and termination

10.1 These Terms of Use shall continue until terminated in accordance with their terms.

10.2 M-SPEED may terminate these Terms of Use, and/or suspend or terminate Your use of the System in whole or in part:

10.2.1 at any time for any reason by giving notice to You; and

10.2.2 immediately, with or without notice, if You are in breach of any term of these Terms of Use, without prejudice to M-SPEED’s other rights and remedies.

10.3 You are under no obligation to use the System and may cease using them at any time by cancelling Your Account and permanently deleting the User Application from Your Mobile Device, thus disabling Your use of the User Application. These Terms of Use are automatically terminated when You permanently delete the User Application from Your Mobile Device.

10.4 On termination or expiry of these Terms of Use for any reason, You shall:

10.4.1 promptly (and in any event within three days), pay any money owed to M-SPEED (which shall become immediately due and payable on termination or expiry), including any outstanding payments in connection with Transportation Services ordered by You prior to termination or expiry; and

10.4.2 immediately delete and fully remove the User Application from Your Mobile Device.

10.5 The parties shall have no further obligations or rights under these Terms of Use after termination of the Terms of Use, without prejudice to any obligations or rights which have accrued to either party at the time they are terminated, save that the provisions of clauses 2, 3, 8.13, 8.14, 9, 10, 11, 12 and 13, of these Terms of Use and any other clause which expressly or by its nature is intended to survive, shall continue to have effect after the end of these Terms of Use.

  1. Privacy

You agree and consent to M-SPEED using and processing Your personal information as set out in the Privacy Policy at https://www.mspeed.vn/bao-mat/, as amended from time to time.

  1. Disputes

12.1 These Terms of Use (and any and all disputes arising out of or in connection with these Terms of Use (including any alleged breach, or challenge to the validity or enforceability, of these Terms of Use or any provision hereof)) will be subject to the laws of Singapore unless the law in Your Territory requires otherwise, in which case the governing law of these Terms of Use shall be that of Your Territory.

12.2 Any and all disputes arising out of or in connection with these Terms of Use will be finally settled by binding arbitration under the Arbitration Rules of the Singapore International Arbitration Centre (“Rules”) (which Rules are deemed to be incorporated by reference into these Terms of Use) by one arbitrator, appointed in accordance with the Rules. The arbitration will take place in Singapore and the language of the arbitration will be English.

  1. General

13.1 M-SPEED shall not be liable for delay or failure in performance resulting from causes beyond M-SPEED’s reasonable control.

13.2 You shall not at any time disclose to any person any confidential information concerning the business, affairs, customers, clients or suppliers of M-SPEED or any of its Affiliates.

13.3 M-SPEED may amend these Terms of Use at its sole discretion from time to time. M-SPEED will use its reasonable endeavours to notify You of any material changes to the Terms of Use; however You agree that it is Your responsibility to review the Terms of Use regularly and Your continued use of the System will constitute Your acceptance to the amendments. Otherwise, no addition to or modification of these Terms of Use will be binding on the parties unless made in writing by the parties.

13.4 The rights of each party under these Terms of Use may be exercised as often as necessary, are cumulative and not exclusive of rights or remedies provided by law and may be waived only in writing and specifically. Delay in the exercise or non-exercise of any right is not a waiver of that right.

13.5 These Terms of Use constitute the entire agreement and understanding of the parties relating to the subject matter of these Terms of Use and supersedes any previous agreement or understanding between the parties in relation to such subject matter. The parties also hereby also exclude all implied terms in fact. In entering into these Terms of Use, the parties have not relied on any statement, representation, warranty, understanding, undertaking, promise or assurance of any person other than as expressly set out in these Terms of Use. Each party irrevocably and unconditionally waives all claims, rights and remedies which but for this clause it might otherwise have had in relation to any of the foregoing. Nothing in these Terms of Use excludes liability for fraud or any other liability that cannot be limited or excluded under Applicable Law.

13.6 You may not assign, sub-license, transfer, subcontract, or otherwise dispose of any of Your rights or obligations, under these Terms of Use without M-SPEED’s prior written consent. M-SPEED may at any time assign, sub-license, transfer, subcontract or otherwise dispose of its rights or obligations under these Terms of Use without notice or consent (save to the extent required by Applicable Law).

13.7 If any Court or relevant authority determines that any part of these Terms of Use is illegal, invalid or unenforceable under Applicable Law, the remaining parts of these Terms of Use will remain in full force and effect and the relevant part will be replaced with a provision that is legal, valid and enforceable and that has, to the maximum extent possible, an equivalent effect to the substituted part of these Terms of Use.

13.8 A person who is not a party to these Terms of Use has no right to rely upon or enforce any term of these Terms of Use.

13.9 M-SPEED may give notice to You by means of a general notice published on the User Application or the Website or to Your email address set out in Your Account. You must give notice to M-SPEED by email to care@mspeed.vn.

SPECIFIC TERMS FOR THE USE OF S-FOOD

  1. Additional definitions

The definitions and rules of interpretation set out in the Terms of Use apply to these Specific Terms. In addition:

F&B Items means the food and/or drinks a User can purchase from the S-FOOD Merchant via S-FOOD;

S-FOOD means the Transportation Service provided by a Transportation Provider, which allows a User to order F&B Items from menus of S-FOOD Merchants listed in the User Application, which will be delivered by the Transportation Provider; and

S-FOOD Merchant is the restaurant, eatery, store, café, bar, cart, stall or other merchant who provides the F&B Items ordered by a User via the User Application.

  1. Additional terms for S-FOOD

2.1 M-SPEED does not guarantee that S-FOOD will be available in Your Territory.

2.2 You may only order F&B Items from the available menu of each S-FOOD Merchant on the User Application. Neither M-SPEED nor S-FOOD Merchants guarantee the availability of specific F&B Items. Menus are subject to change with or without notice.

2.3 Your order is subject to acceptance by the S-FOOD Merchant and this will be notified to You via email or otherwise via the User Application. The S-FOOD Merchant can accept or reject Your order at its sole discretion.

2.4 S-FOOD orders are non-cancellable from the time that You receive an email or notification via the User Application confirming acceptance of Your order.

2.5 You shall not order alcoholic beverages via S-FOOD unless You are legally entitled to do so by Applicable Law. By ordering alcoholic beverages, You agree to show Your proof of identity to be verified by the Transportation Provider when delivering Your order in Your designated delivery destination.

2.6 Images and descriptions of F&B Items are for illustrative purposes only and may not be representative of the final F&B Items You receive.

2.7 S-FOOD Merchants may use nuts or other allergens in the preparation of the F&B Items. It is also possible that nuts or other allergens could be introduced during transportation of the F&B Items. You should not assume that F&B Items are free from nuts or other allergens.

2.8 You must only purchase F&B Items for Your own personal consumption or at the request of the person You designate as the recipient of the F&B Items and You must not place orders with an objective of causing harm or inconvenience to the S-FOOD Merchant or Your designated order recipient.

2.9 You agree and understand that by using S-FOOD, You authorise the Transportation Provider to purchase, collect, and/or deliver the F&B Items from the S-FOOD Merchant for and on Your behalf and any amounts payable for the F&B Items will be in addition to the User Fees payable by You to the Transportation Provider. The Transportation Provider and/or the S-FOOD Merchant is entitled to contact You to obtain Your confirmation or clarification regarding Your order of F&B Items (including in the case of unavailability of one of Your orders or clarifying the address and the recipient of the order delivery). You must make Yourself available via the contact details provided in order to deal with the confirmation or clarification request.

2.11 You agree and understand that the price of the F&B Items displayed on the User Application is merely an estimation and may change from time to time. You agree to pay the price of the F&B Items as reflected in the receipt or purchase bill issued by the S-FOOD Merchant, as produced by the Transportation Provider upon delivery of the F&B Items at Your designated delivery location. If there is a significant difference between the price of the F&B Items as listed on the User Application, please let us know by submitting a complaint via the User Application.

2.12 If You fail to make Yourself available to receive an order of F&B Items at the delivery location specified in the User Application, You may forfeit Your order and still be charged in full for the relevant F&B Items and the User Fees for the Transportation Service in accordance with the Terms of Use, and a cancellation charge may be applicable.

Without prejudice to the other provisions of the Terms of Use, M-SPEED is not liable for:

  1. the condition of F&B Items;
  2. the quality of F&B Items; or
  3. the difference of price between the one shown on the S-FOOD service in the User Application and the one charged by the S-FOOD Merchant where You order the F&B Items.

SPECIFIC TERMS AND CONDITIONS FOR THE USE OF S-SEND

  1. Additional definitions

The definitions and rules of interpretation set out in the Terms of Use apply to these Specific Terms. In addition:

Goods means the goods or other items sent or to be sent by a User to a third party recipient by using S-SEND; and

S-SEND means the Transportation Service provided by a Transportation Provider, to transport Goods in a Vehicle from a pick-up location designated by the User to a third party recipient at a destination location designated by the User.

  1. Additional terms for S-SEND

2.1 M-SPEED does not guarantee that S-SEND will be available in Your Territory.

2.2 Where the Territory is Vietnam, Transportation Services provided using S-SEND shall expressly exclude instant courier services under the Law on Post or any other postal regulations as may be issued by the Ministry of Information and Communications from time to time.

2.3 You must provide complete and accurate information regarding the Goods to be delivered (e.g. name of goods, weight of goods, type of goods, and other details) via the User Application.

2.4 M-SPEED does not provide any boxes, cardboard or other packaging as part of the S-SEND service. You are responsible for packing the Goods to be delivered according to the characteristics of those Goods. Special packaging is advised for fragile or non-durable Goods such as cakes, ice cream, food, fruits and fresh flowers. M-SPEED is not liable for any damages or changes of form that occur during delivery.

2.5 You represent and warrant that You have been, are, or will be a legal owner of or otherwise have to right to handle the Goods to be delivered via S-SEND and that the Goods meet all the requirements as mentioned in the Terms of Use and these Specific Terms.

2.6 Unless expressly notified to You, M-SPEED does not insure the Goods and You are responsible for Your own insurance arrangements. If M-SPEED offers self-help insurance in Your Territory, additional terms and conditions will apply and Your rights to claim in respect of such insurance are subject to Your compliance with the Terms of Use, including these Specific Terms for S-SEND. The types of Goods that are not included in the insurance protection are as follows:

Prohibited Goods

  1. Money (cash, coins, foreign currencies and other bearer negotiable instruments);
  2. Narcotics, marijuana, morphine, and other addictive products;
  3. Pornography in any form;
  4. Living animals and plants;
  5. Food, drinks, or food or drink ingredients that require a cooler or a controlled environment;
  6. Items with a pungent odour, such as durians;
  7. Explosives and other inflammable substances and goods, firearms, weaponry, and their parts;
  8. Hazardous or toxic substances;
  9. Gambling devices or lottery tickets;
  10. Any controlled goods, or goods prohibited for import, export, or circulation under Applicable Law.

Extraordinary Goods

  1. Artworks, including works that are made and created using skills, sense or creative talents to be sold, displayed, or collected. Including goods (and their parts) such as paintings, pictures, vases, tapestries;
  2. Movies, photographed pictures, including photograph negatives, photograph chromes, photograph slides;
  3. Commodities that are naturally susceptible to damage, or of highly variable market value, or difficult to confirm;
  4. Antiques or other commodities displaying styles or modes of past era where their history, age or rarity contributes to their value, including furniture, tableware, glasses, and collectibles such as coins and stamps;
  5. Glassware in the form of jewelry, including costume jewelry, watches and their parts, gemstones or industrial diamond stones (precious or semi-precious) and jewelry made of precious metals;
  6. Animal fur, including clothing or other items comprising animal fur;
  7. Precious metals, including gold or silver bars or powder, sediment or platinum (except as an integral part of an electronic machine);
  8. Prepaid phone cards;
  9. Stamps, excise for liquor, duty stamps.

Valuable Documents

  1. Certificates of title;
  2. Passports and identification cards;
  3. Bank certificates, deposits, securities (including but not limited to shares, bonds, other documents or Goods that M-SPEED defines as a Valuable Document in its discretion).

2.7 If You intend for the Goods to be delivered to a specific person, You must specify the intended recipient on the Goods. Notwithstanding, You agree that the Transportation Provider may leave the Goods with any person present at Your designated destination location or otherwise handle the Goods as required by Applicable Law, if Your intended recipient is not present at such location at the time of delivery.

2.8 You agree that the Transportation Provider will return the Goods to Your designated pick-up location if Your intended recipient refuses to accept the Goods, or if there is no person available to receive the Goods at Your designated destination location. In such an event, You will still be charged the User Fees for the Transportation Service in accordance with the Terms of Use, and a cancellation charge may be applicable. If You wish to re-deliver the Goods, You must submit a new S-SEND order via the User Application.

2.9 You shall not use the S-SEND service to:

  1. transport, obtain and/or purchase items prohibited by Applicable Law, items that require a licence or permit from an authority in order to be transported, stolen or misappropriated items, or items that are harmful (including items containing hazardous or toxic materials, drugs or illegal substances);
  2. transport, obtain and/or purchase any of the Goods listed in clause 2.6 of these Specific Terms;
  3. transport, obtain and/or purchase pets or any other animals;
  4. transport items from or to prisons;
  5. transport items that do not safely fit within the Vehicle or that may damage such Vehicle or create an unsafe condition (and, in any event, to transport items with dimensions of more than 70cm (length), 50cm (width), 50 cm (height) or items weighing more than 20kg); or
  6. transport, obtain and/or purchase valuable items, including valuable documents (e.g. land certificates, licences or important agreements), or items valued above VND 2,000,000 (whether individually or in aggregate) or items where non-delivery, late delivery or damage during delivery could expose You, the recipient or another person to damage, injury or other liability (such as medical products, medical devices or organs for transplant).

2.10 If the Goods have been packed, the Transportation Provider may ask You to open and show the inside of a package to ensure that the contents are as You have represented, and You agree to cooperate with such requests.

2.11 Upon Your submission of an order for S-SEND services, the estimated time for the Transportation Provider to: (a) pick up the Goods from the designated pick-up location; and (b) deliver the Goods to the designated destination location, will be shown on the User Application.

2.12 If You have a complaint regarding S-SEND, including in respect of any loss or damage of the Goods during the provision of the Transportation Service, please submit a complaint via the User Application. In relation to damaged Goods, You must preserve the damaged Goods or, if the Goods are perishable items, take photographs and other reasonable evidence of the damaged Goods. M-SPEED will investigate Your complaint and endeavour to resolve Your complaint within 60 days from Your submission of the same.

2.13 Following such investigation, if M-SPEED finds that the relevant Goods have been lost or damaged during the provision of the Transportation Service notwithstanding Your compliance with the Terms of Use (including these Specific Terms), M-SPEED may compensate You for such loss or damage in accordance with the compensation schedule set forth by M-SPEED at its discretion from time to time, if Applicable Law requires a higher compensation than the relevant amount set by M-SPEED, the amount required under Applicable Law.

SPECIFIC TERMS AND CONDITIONS FOR THE USE OF S-BIKE

  1. GENERAL TERMS

The definitions and rules of interpretation set out in the Terms of Use apply to these Specific Terms. In addition:

S-BIKE is the Transportation Service provided by the Transportation Provider using a two-wheel motorised Vehicle (motorcycle) to transport a User from a pick-up location to a destination location designated by the User.

  1. TERMS OF SERVICE

2.1 M-SPEED does not guarantee that S-BIKE will be available in Your Territory.

2.2 S-BIKE is not intended for use in transporting goods or other items. If You wish to transport goods or other items, You are encouraged to use S-SEND or another applicable service.

2.3 Transportation Providers are required to agree that they will be careful and provide the S-BIKE services safely. However, in accordance with the Terms of Use, You as the User of S-BIKE service shall be liable for Your own safety and if You feel uncomfortable with the manner in which the Transportation Provider drives his/her Vehicle, You are encouraged to remind the Transportation Provider to be more careful. You acknowledge that transportation via a two-wheeled Vehicle carries certain inherent risks and, by using S-BIKE, You accept such risks.

2.4 You must wear a suitable helmet provided by the Transportation Provider during the trip using the S-BIKE service. If no helmet is available, You should cancel Your order and notify M-SPEED.

2.5 You must not interfere with the Transportation Provider’s ability to operate the Vehicle safely.

2.6 You undertake that there will only be one passenger for every Transportation Provider. The Transportation Provider is entitled to decline or cancel Your order if the Transportation Provider finds that there are additional passengers.

2.7 If You allow a person other than Yourself to use a S-BIKE service requested by You via the User Application (whether or not accompanied by You), You shall be responsible for the safety of such person.

2.8 Vehicle descriptions are indicative only. To the maximum extent permitted by Applicable Law, M-SPEED does not guarantee that the Vehicle will match its description.

2.9 Pick-up and drop-off locations are approximate. The Transportation Provider may elect to pick You up or drop You off at an alternative location nearby where the Transportation Provider reasonably determines that it is dangerous or it is prohibited by Applicable Law to pick You up or drop You off at the original location.