Terms of Service

These Terms of Service ("Terms") govern your access to and use of the GoGoo Fleet platform, website (www.gogoofleet.com), WhatsApp service, GPS hardware and related services (together, the "Service"), provided by:

GoGoo Fleet GmbH (name to be confirmed on incorporation) ("GoGoo", "we", "us", "our"), a company registered in Germany, commercial register HRB number, local court, registered office address, which is also the data controller for personal data as described in our Privacy Policy.

Local delivery of the Service in Ghana — including hardware installation, support and the collection of payments — is carried out on our behalf by our local operating partner, Local Operating Partner name, as described in clause 10A. Your contract for the Service is with GoGoo Fleet GmbH.

By creating an account, ordering hardware, or using the Service, you agree to these Terms. If you do not agree, do not use the Service.

These Terms apply to customers and users in Ghana and other African markets where GoGoo operates. Mandatory consumer- and data-protection laws of your country continue to apply and are not excluded by these Terms.

• "Customer" — the business (or individual operating a business) that enters into a contract with us for the Service.
• "Authorised User" — a person the Customer permits to use the Service on its behalf.
• "Hardware" — GPS tracking devices and related equipment supplied by GoGoo.
• "Order" / "Service Plan" — the order form, plan or subscription that records the Service, fees and any hardware ordered.
• "Customer Data" — data, including vehicle and driver data, that the Customer or its Authorised Users provide to, or that is generated through, the Service.
• "Driver" — an individual operating a vehicle monitored through the Service.

• You must be at least 18 years old and have authority to bind the business you represent.
• You are responsible for providing accurate registration information and keeping it current.
• You are responsible for safeguarding your account credentials and authentication tokens, and for all activity under your account. Notify us immediately at hello@gogoofleet.com of any unauthorised use.
• You are responsible for your Authorised Users' compliance with these Terms.

GoGoo provides an AI-native fleet intelligence service, accessed primarily through WhatsApp and through web dashboards, supported by GPS Hardware fitted to vehicles, delivering features such as location tracking, trip and route information, driving-behaviour insights, alerts and reporting, as described in your Service Plan and on www.gogoofleet.com.

We may add, change or remove features over time. We will not materially reduce the core functionality you are paying for during a paid term without notice.

• Hardware is supplied subject to your Order and any associated deposit or financing terms set out in your Service Plan. Specific prices, deposits and fees are stated in the Order/Service Plan and are not fixed by these Terms.
• Title to and risk in the Hardware are governed by the Order. Where Hardware is provided on a deposit, instalment or "work-and-pay"-style basis, ownership transfers only on full payment of the amounts due.
• You must install, use and maintain Hardware in accordance with our instructions, must not tamper with, remove, resell or disable it without authorisation, and are responsible for loss or damage other than fair wear and tear.
• Installation and activation of Hardware may be carried out by authorised local installation partners on our behalf (see Section 10A). You agree to provide reasonable access to vehicles for installation, servicing and removal.
• On termination, you must return Hardware that you do not own, or pay the amounts required to acquire it, as set out in your Order.

• You agree to pay the fees set out in your Service Plan. Fees may be payable by mobile money, bank transfer, card or other accepted methods. Payments in Ghana may be collected on our behalf by our local operating partner acting as our collection agent; payment to that partner discharges your payment obligation to us to that extent.
• Unless stated otherwise, fees are exclusive of applicable taxes, levies and charges (including VAT/NHIL/GETFund and similar), which you are responsible for.
• We may change fees for future billing periods with reasonable prior notice. Continued use after the change takes effect constitutes acceptance.
• Late or failed payments may result in suspension (Section 12). We may charge reasonable costs of recovery where permitted by law.

You agree that you and your Authorised Users will:

• use the Service lawfully and only for legitimate business purposes;
• not use the Service to track any person unlawfully, or in breach of any individual's privacy or employment rights;
• not attempt to gain unauthorised access to, interfere with, reverse-engineer, or disrupt the Service or Hardware;
• not introduce malware or use the Service to infringe third-party rights;
• comply with all applicable laws, including road-traffic, labour, consumer-protection and data-protection laws.

• Personal data is processed in accordance with our Privacy Policy, which is incorporated into these Terms.
• For Customer Data that we process on your behalf (including vehicle and Driver data), we act as your processor, and the processing is governed by our Data Processing Agreement (DPA), which forms part of your contract. We process such data only on your documented instructions, in compliance with GDPR (Article 28) and the Ghana Data Protection Act, 2012 (Act 843).
• You warrant that you are entitled to provide Customer Data to us and to have it processed as contemplated by the Service.

• The Service, platform, software, Hardware designs, GoGoo branding, and all related intellectual property are owned by GoGoo and its group (with platform IP held by GoGoo Fleet GmbH). Nothing in these Terms transfers that IP to you.
• We grant you a limited, non-exclusive, non-transferable, revocable licence to use the Service during your subscription, solely for your internal business purposes.
• You retain ownership of your Customer Data. You grant us a licence to host, process and use Customer Data as needed to provide and improve the Service and as permitted by the DPA and Privacy Policy.
• We may use aggregated and de-identified data (which does not identify you or any individual) to operate, analyse and improve the Service.

The Service relies on third parties, including WhatsApp/Meta, Google, mobile-network operators, GPS satellite systems, and payment providers. Your use of those services is subject to their own terms. We are not responsible for third-party services or for interruptions, changes or failures caused by them.

• We deliver the Service locally through an authorised local operating partner (and may use other authorised partners), who installs and services Hardware, deploys and supports the software, supports local sales, and collects payments on our behalf.
• Such partners are independent contractors, not our employees, and (except as expressly authorised in writing, such as collecting payment on our behalf) have no authority to bind us, to vary these Terms, or to make commitments on our behalf.
• Only these Terms, your Order/Service Plan, the DPA and the Privacy Policy govern the Service. Any statement, representation, promise or assurance made by a partner that is not set out in those documents is not binding on us and you should not rely on it. In particular, no partner is authorised to promise outcomes the Service does not provide (see Section 11), such as the prevention or recovery of vehicle theft.
• We remain responsible to you for the parts of the Service we are contracted to provide, including where they are performed through our partners. Where partners process personal data on our behalf, they do so as our sub-processors under data-protection terms (see Section 8 and the Privacy Policy).
• Our partners are required to comply with applicable law, including anti-bribery, anti-corruption and data-protection laws. If you become aware of any improper conduct by a partner, please report it to us at hello@gogoofleet.com.

• We aim to provide a reliable Service but do not guarantee uninterrupted, error-free or always-available operation. Location and telematics data depend on GPS satellite coverage, mobile-network availability, electrical power, and correct Hardware function, all of which can be delayed, interrupted or inaccurate.
• The Service provides information and insights only. It is not a security, anti-theft, emergency, recovery or safety system, and must not be relied on as one. We do not guarantee the prevention or recovery of vehicle theft, loss or damage, and you should maintain appropriate insurance and security independently.
• Insights, scores and analytics are estimates and should not be the sole basis for safety-critical, employment, financial or insurance decisions.
• To the maximum extent permitted by law, the Service is provided "as is" and "as available", and we disclaim all implied warranties (including merchantability, fitness for a particular purpose and non-infringement). Nothing in these Terms excludes liability that cannot lawfully be excluded, including under Ghanaian consumer-protection law and mandatory provisions of applicable law.

We may suspend your access, in whole or in part, if: (a) payment is overdue; (b) we reasonably believe the Service is being used unlawfully or in breach of these Terms; (c) there is a security risk; or (d) we are required to do so by law. Where practical, we will give notice and an opportunity to remedy.

• These Terms apply for as long as you use the Service or have an active Service Plan.
• Either party may terminate as set out in the Order, or on notice period written notice where no fixed term applies.
• Either party may terminate for material breach not remedied within 30 days of written notice, or immediately on insolvency.
• On termination: your licence ends; you must pay outstanding fees; you must return or pay for Hardware as set out in your Order (Section 5); and we will handle Customer Data in accordance with the DPA and Privacy Policy, returning or deleting it as required.

To the maximum extent permitted by law:

• Neither party is liable for indirect, incidental, special, consequential or punitive damages, or for loss of profits, revenue, data, goodwill or business, however arising.
• Our total aggregate liability arising out of or in connection with the Service and these Terms in any 12-month period is limited to the total fees paid by you to us in the 12 months preceding the event giving rise to the claim.
• These limits do not apply to liability that cannot be limited or excluded by law, including liability for death or personal injury caused by negligence, for fraud, or for breach of mandatory data-protection obligations.

You will indemnify and hold us harmless against third-party claims, losses and costs arising from: (a) your breach of these Terms; (b) your unlawful or unauthorised tracking of, or failure to inform, Drivers or other individuals (Section 7); (c) your Customer Data; or (d) your violation of applicable law.

Each party will keep the other's confidential information confidential and use it only for the purposes of the Service, except where disclosure is required by law or to professional advisers under confidentiality.

Neither party is liable for failure or delay caused by events beyond its reasonable control, including network or power outages, acts of government, civil unrest, natural events, or third-party service failures.

We may update these Terms from time to time. We will post the updated version at www.gogoofleet.com with a revised "Last updated" date and, where changes are material, give reasonable notice. Continued use after changes take effect constitutes acceptance.

• These Terms are governed by the laws of the Republic of Ghana, without prejudice to mandatory consumer- and data-protection protections of your country of residence.
• The parties will first attempt to resolve disputes amicably. Failing resolution, disputes will be subject to the exclusive jurisdiction of the courts of Ghana / arbitration in Accra under the Alternative Dispute Resolution Act, 2010 (Act 798).

• Assignment: You may not assign these Terms without our consent; we may assign to a group company or successor.
• Entire agreement: These Terms, your Order/Service Plan, the DPA and the Privacy Policy form the entire agreement between us.
• Severability: If any provision is unenforceable, the remainder stays in effect.
• No waiver: Failure to enforce a right is not a waiver of it.
• Notices: We will send notices to your registered contact details; you may contact us at hello@gogoofleet.com.
• Order of precedence: If there is a conflict, the order of priority is: the DPA (for data-processing matters), then your Order/Service Plan, then these Terms, then the Privacy Policy.

• GoGoo Fleet GmbH (provider and data controller) — address — hello@gogoofleet.com — +233 247 549 967
• Local operating partner (Ghana) — name and address