General Terms and Conditions of Use and Contracting for Partners

These General Terms and Conditions of Use (hereinafter, “T&Cs”) apply to restaurants, supermarkets, pharmacies, grocery stores, shops, freelancers, handymen, etc. (hereinafter, the “Partner” or the “Partners”) who provide on-demand services (hereinafter, the “Services”) on the Potolo mobile application (hereinafter, “the App” or “the Platform”). These T&Cs apply to each Partner’s use of the Platform.

By using the Platform, the Partner indicates that they have read and understand these T&Cs and agree to abide by them at all times

Meaning of Expressions and Terms Used

For these General Terms and Conditions of Use, several terms and expressions are used. Here’s a detailed explanation of what they mean :

  • Potolo: A technology company offering a digital marketplace for local businesses to sell on-demand goods and services to customers.
  • Partner/s (Vendor/s): These are businesses or individuals who offer services in a specific field. Their Potolo wallets are credited after the service has been rendered.
  • Services: The products and services offered on the App by the Partners. Examples include Restaurant, delivery, grocery, shop, home services, freelancer services, pharmacy, entertainment, and much more…
  • Publish a service: the act of posting and publishing a product or service on the App by a Partner.
  • Customer/s: An individual or organization registered on the Platform that purchases
  • products/services from one or more Partners. Their needs can be wide-ranging, as the App offers a wide range of products and services in different categories.
  • Potolo wallet: The electronic wallet of the App, where Customers and Partners can make deposits to purchase products/services on the Platform.
  • Delivery address: This is the Customer’s location, which can be configured according to their geographical position.
  • Agent: Potolo’ Delivery personnel or external contractors in charge of picking up orders from the Partner and delivering them to the Customer.
  • Order: The action of purchasing a product or service from a Partner on the platform by a Customer.
  • Pick-up: Order phase when an Agent/Customer (for local pickups) arrives at the pick-up point and collects the Customer’s order from the Partner.
  • Delivery: order phase when an Agent arrives at the delivery point to hand over the order to the Customer.
  • Return: order phase when a Customer returns the item ordered to the Partner’s address (pick-up point) for a specific reason, not limited to the quality issues or wrong items being ordered.

1. Potolo’s Responsibilities

1.1 Potolo shall do its best efforts to provide the Platform in a specific location for Partners in the said location to sell their Products and Services.
1.2 Potolo will endeavor to make the Platform and Agents accessible during operating hours. However, due to the Agents’ availability and saturation of the delivery area, there might be delays in assigning an Agent to deliver an order. Potolo promises to promptly assign an Agent to an order as soon as one becomes available.
1.3 Potolo shall onboard the Vendor on the Potolo App and provide technical support in case of any difficulties encountered in using the application.
1.4 Potolo shall collect Payments from Customers on behalf of the Partner in respect of the orders received through the Platform.
1.5 Potolo agrees to credit the Partner’s wallet after deducting the delivery fee (calculated during the ordering process) and the percentage of the transaction amount based on the Partner’s Commission.
1.6 Potolo commits to deliver the order to the Customer in not more than 60 minutes after pick up from the Partner.
1.7 Potolo’s Agent will make one delivery attempt when delivering a package from the Partner to the Customer. Three communication attempts will be made to contact the Customer using the contact details provided by the Customer in the event that the delivery cannot be completed. Following these efforts, Potolo shall not be held responsible for an unsuccessful delivery. The Agent shall return the item to the Partner while the Customer will be charged accordingly.

2. Partner’s Responsibilities

It is the responsibility of Partners to obtain all licenses or permits required by law for the supply and offering of their products or services. By offering their products or services via the Platform, Partners declare that they have obtained the necessary legal authorizations. Under these T&Cs, the Partner agrees to the following responsibilities;

2.1 Create their business on the Potolo Manager App (the “Manager App”) by filling out the required fields with the correct details and providing the necessary documents before their business can be validated on the app.
2.2 Upload high-quality product images, descriptions, delivery timelines, disclaimers, prices, and other details for the products displayed and offered for sale through the said platform.
2.3 Ensure not to upload any description, image, graphic, or text that is unlawful, objectionable, obscene, opposed to public policy, vulgar, or in violation of the intellectual property rights of any third party. 
2.4 Provide a correct, full, true, and accurate description of the product or service they offer to enable the Customers to make an informed decision.
2.5 Agrees not to sell any counterfeit goods or services on the platform. The Partner agrees not to conduct any such activities as described in Section 6.
2.6 Be responsible for the quantity, quality, and merchantability of the products offered for sale by their business on the App.
2.7 Must ensure that the products ordered on their business page are similar products dispatched for delivery.
2.8 On receipt of a delivery order, the Partner agrees to process the order for Potolo’s agents to pick up and deliver, while local pickup orders will be processed and picked up by the Customer.
2.9 Ensure that they remain available via telephone, WhatsApp, or email to Potolo’s customer support team during the processing and delivery of an order.
2.10 Must package items appropriately for transportation and ensure that collectively the items for a specific order do not exceed 7 kilograms.
2.11 Agrees to confirm orders from Customers within 5 minutes of receiving the orders.
2.12 Agrees to maintain an order cancellation rate of less than 5%.
2.13 Undertakes not to make the Agent wait for more than 10 minutes after their arrival. Consistent delays by the Partner might result in suspension or complete removal from the Platform.

3. Prices of Products/Services on the Platform

The prices of the goods and services on the platform are set by the Partners. The Partner agrees to the following under these T&Cs;
Partners shall not price items on the App at a significantly higher price than the amount the Partner charges offline for the same or similar products or at a higher price than the amount the Partner is charging for the same or similar items through any of Potolo’s competitors.

4. Cancellation of Orders and Refund

According to the terms of Potolo’s service, the Partner and Customer understand that once an order has begun processing, the purchase mandate is deemed to have started, and as a result, the Customer or Partner may no longer be eligible to cancel the service request free of charge.
Cancellation fees may be incurred in the following scenarios;

4.1 Customer-initiated cancellation
  1. For all items, if the Partner hasn’t started processing the order, the Partner agrees that the Customer is entitled to cancellation and the Customer will be charged the cancellation fee. The Customer’s Potolo wallet will be credited with the amount they spent minus the cancellation fee for orders paid via Mobile Money or the Potolo Wallet. For Cash on delivery orders, the cancellation fee will be deducted from the Customer’s Potolo wallet.
  2. For food and perishable items, if the Partner has accepted the order and started processing, the Customer is no longer entitled to cancellation. The Customer will be charged the full amount of the order.
  3. For non-perishable items, if the Customer cancels the order after a delivery agent has picked up the order, the Customer will be charged both the cancellation and delivery fees. The Agent will return the package to the Partner’s pickup point.
4.2 Partner-initiated cancellation

Partners are entitled to the cancellation of orders which have not been dispatched for delivery in which case, the Partner will be charged the cancellation fee, and the Customer is fully refunded. However, Potolo reserves the right to investigate the reasons for the cancellation and could sanction Partners who consistently cancel orders.
Potolo reserves the right to cancel an order due to poor quality, suspected fraudulent activity, and any other unavoidable circumstances.  In the event of such, the Customer shall be entitled to a full refund while the Partner may be investigated. 

4.3 Refund on Order being late.

Customers are entitled to a full refund on the order amount, for orders that fall under the following guildlines

  • The customers delivery address at the time of the order, is where delivery is being done any changes invalidates the order for a refund on late
  • All Items in the order carry the badge of refund
  • Situations not under our control and unforseens like, weather, accidents, road blocks e.t.c
  • The client is accessible, (Call, sms,whatsapp) at the time of the order

5. Return Process

  1. The Partner agrees under these T&Cs that the Customer may be eligible for a return of non-perishable products if the claim is made at most 48 hours after the fulfillment of the order.
  2. In the event that a Customer wishes to return any non-perishable products, the Customer must contact Potolo’s customer support services via the app or other available channels, who would liaise with the Partner to resolve the issue.
  3. In cases where the reason for the return is because there is a mismatch between the product that was ordered on the platform and that which was delivered, the Customer is required to provide photographs of what was delivered as well as any other proof.
  4. Under no circumstances shall perishable products such as food, groceries, and products sealed for hygiene and health purposes be returned after fulfillment of the order.

6. Prohibited Activities on the Platform

The following is a non-exhaustive list of prohibited activities on the Platform:

  1. The sale and delivery of illegal goods or products restricted by the applicable law in the jurisdiction of the activity. The Partner agrees to ensure that products packaged for delivery will strictly consist of food, drinks, groceries, and other manufactured products with no bans on them.
  2. The sale of stolen goods, unauthorized copies of media, counterfeits, damaged products, and offensive products is not allowed on the platform.
  3. Money laundering, drug trafficking, identity and information theft, business impersonation, and the sale of human body parts, weapons, etc. are strictly prohibited on the Platform.

Potolo may suspend the Partner’s account at any time, without prior notice if it notices any indications of misuse, prohibited activities, or fraudulent use of the Platform. Potolo reserves the right to conduct an investigation and pursue legal action depending on the gravity of the situation at hand.

7. Devices

If Potolo leases a device/mobile phone to the vendor, the vendor agrees that;

  1. The device will come with the necessary Potolo apps installed on the device.
  2. The device will be dedicated to accepting orders placed by customers via the Potolo App.
  3. Potolo may deduct the cost of the device from payments due to the vendor. This deduction will be done in four installments after the Alpha launch period.

8. Promocodes and Coupons

Potolo may unilaterally provide at any time credits for use within the APP, discounts, free shipping as well as any other promotion, to certain Users (hereinafter, the “Discounts and/or Promotions”). Any of these discounts and promotions may unilaterally be cancelled at any time by Potolo . 

The User acknowledges and accepts that any Discounts or Promotions granted must be used only within the validity period established by Potolo for each Discount and/or Promotion. If no validity period is specified by Potolo at the moment of communicating and/or granting such Discount or Promotion, the validity period applicable by default will be of six (6) months from the date on which they were made available to the User. Any other validity period set by Potolo at the moment of communicating or granting the said Discount and/or Promotion will prevail over the six (6) months default validity period stated above.

Similarly, the User acknowledges and accepts that any Discounts and/or Promotions granted may be applicable only to certain products and/or services offered through Potolo’s APP or only under specific circumstances and conditions (e.g. first order, order within a territory, order at a specific time of the day, order of a certain type, Small Order Surcharge, etc). 

Discount and/or Promotions granted to Users must be correctly entered in the APP by the User before placing the order. Otherwise, they will not take effect and the User will be unable to enjoy them. The User is responsible for making sure that the Discount and/or Promotion is applicable for the specific products or services requested through the APP and that the Discount or Promotion is still valid and fully effective. 

The User acknowledges that Discounts and/or Promotions may experience a delay in its application from the moment in which these are communicated and/or granted to the User. In particular, among others, the Discounts and/ or Promotions offered by Potolo for first Users or first orders in the APP may take between 24 and 72 hours from the time of the creation of the User account to be available. The User is responsible for making sure that the Discount and/or Promotion has been correctly entered in the APP and to review that it has correctly been applied to the order. If this delay in application exceeds 72 hours, the User can use the Help Section to contact Potolo ’s User Support. 

The User acknowledges and accepts that all Discounts and/or Promotions are valid only once per User and, therefore, may be restricted based on various characteristics such as device, credit/debit card, email address, phone number or user ID, save expressly provided otherwise by Potolo in reference to the specific Discount and/or Promotion. 

The User acknowledges and accepts that Offers and promocoeds are useable once except specifically stated otherwise by Potolo. 

In any case, Potolo reserves the right to unilaterally cancel and withdraw any Discount and Promotion either offered or already granted if it becomes aware of a fraudulent use thereof (such as, among others, a promotional code being redeemed by someone who is not its legitimate recipient, the mass communication of codes or the sale of codes or discounts). Furthermore, it reserves the right to apply sanctions to Users for the amount for which Potolo has been defrauded as well as for the suspension and/or cancellation of User’s Potolo account.

Potolo will accept no liability if, due to an event of force majeure or other events beyond its control or whose need is justified, it is forced to cancel, shorten, extend or amend the conditions of Discounts and Promotions. In particular, Potolo will accept no liability if the website is not available at any time during Discounts and Promotions or for a malfunction in the automated promotion system.

9. Limitations of Potolo’s Responsibility

  1. Potolo shall not be held responsible for any business interruptions or compensations to the Partner related to downtime or defects of the Platform and makes no guarantees regarding the availability or functionality of the Platform or any technical systems (including hardware and software) necessary for providing the Services on the App.
  2. Potolo does not check the products packaged for delivery from orders placed on the App. Therefore, Potolo does not assume any liability for any wrong or incomplete order for reasons attributed to the Partner. Potolo is also not liable for the delivery of products prohibited by applicable laws or products requiring special permissions for transportation.
  3. If there is a delay in our performance or failure to fulfill our obligations due to any cause or circumstance outside of our reasonable control, such as, but not limited to traffic, accident, power outage, equipment breakdown, or fire, Potolo will not be held liable to a breach of these T&Cs.
  4. Potolo and our directors, officers, agents, employees, subsidiaries, and affiliates will not be liable for any actions, claims, losses, damages, liabilities, and expenses including legal fees from your use of the Platform.

10. Dispute Resolution

Subject to any exceptions specified in these Terms and Conditions, if the Partner and Potolo are unable to resolve any dispute through informal discussion, then the Partner and Potolo agree to submit the issue first before a non-binding mediator and to an arbitrator if mediation fails. The decision of the arbitrator will be final and binding. Any mediator or arbitrator must be a neutral party acceptable to both the Partner and Potolo. The costs of any mediation or arbitration will be shared equally between the Partner and Potolo.
Notwithstanding any other provision in these T&Cs, the Partner and Potolo agree that they both retain the right to bring an action in small claims court and to bring an action for injunctive relief or intellectual property infringement.

11. Severability

If at any time any of the provisions outlined in these T&Cs are found to be inconsistent or invalid under applicable laws, those provisions will be deemed void and will be removed from these Terms and Conditions. All other provisions will not be affected by the removal and the rest of these Terms and Conditions will still be considered valid.

12. Indemnity

Except where prohibited by law, by using the Platform the Partner indemnifies and holds harmless Potolo and our directors, officers, agents, employees, subsidiaries, and affiliates from any actions, claims, losses, damages, liabilities, and expenses including legal fees arising out of your use of the Platform or your violation of these T&Cs.

13. Updates and Changes

These T&Cs may be amended from time to time to maintain compliance with the law and to reflect any changes to the way we operate the Platform and the way we expect Partners to use the Platform. We will notify Partners by email of changes to these T&Cs or post a notice on our website.

14. Additional Terms

The Partner agrees not to disclose any confidential information or business secrets about Potolo to its competitors or any other company.
The Partner and Potolo agree to identify their professional relationship in public as partners for marketing and customer acquisition purposes. However, the Partner commits not to tarnish Potolo’s image and reputation in any way.
By no means will Potolo grant access to information about a Partner to any other Partner on the Platform? Notwithstanding, Potolo can share aggregated information and statistics on order volumes, delivery times, or any other relevant aggregated information that could be of value to all Partners.
When opted-in, Partners will receive text messages (SMS/MMS) to your mobile number. These kinds of messages may include password verifications (2FA), offers, coupons, or other relevant information about the Partner’s Business. The Partner can opt out of this service at any time.