OSA Go terms of use

1. Introduction

    1. Please read these terms and conditions carefully.
    2. The following Terms of Use govern your use and access of the OSA Go Services and the use of the Transportation Services. By accessing the OSA Go Services and/or using the Transportation Services, you agree to be bound by these Terms of Use. If you do not agree to these Terms of Use, do not access and/or use OSA Go Services or the Transportation Services.
    3. Access to and use of password protected and/or secure areas of the OSA Go Services and/or use of the Transportation Services are restricted to Users with accounts only. You may not obtain or attempt to obtain unauthorized access to such parts of the OSA Go Services and/or Transportation Services, or to any other protected information, through any means not intentionally made available by us for your specific use.
    4. If you are below 18 years old you must obtain the prior consent from your parent(s) or legal guardian(s), their acceptance of these Terms of Use and their agreement to take responsibility for: (i) your actions; (ii) any charges associated with your use of any of the Transportation Services; and (iii) your acceptance and compliance with these Terms of Use. If you do not have consent from your parent(s) or legal guardian(s), you must stop using/accessing the OSA Go Services and using the Transportation Services.
    5. If you are using the OSA Go Services on behalf of your employer or principal: you must obtain the prior consent/authorization from your employer or principal, their acceptance of these Terms of Use and their agreement to take responsibility for: (i) your actions; (ii) any charges associated with your use of any of the Transportation Services; and (iii) your acceptance and compliance with these Terms of Use. If you do not have the prior consent/authorization from your employer or principal, you must stop using/accessing the OSA Go Services and using the Transportation Services; otherwise you will be held personally liable/responsible for any charges associated with your usage/access to the OSA Go Services and the Transportation Services.
    6. Unless otherwise defined, the definitions and provisions in respect of interpretation set out in Clause 2 and 3 will apply to these Terms of Use.

2. Agreed Terms

    1. App: a mobile application for Drivers and Users to request and receive Transportation Services and a technology connecting Users with Drivers to help them move around more efficiently, as may be updated or modified by OSA at its discretion from time to time.
    2. Driver: an individual who is of legal age and has entered into a Driver Agreement, meets the requirements of OSA or any of its Affiliates from time to time to be an active driver and has been authorized to access OSA GO Services for the purpose of providing Transportation Services within the Territory.
    3. Driver Agreement: the agreement which the Driver must execute before the Driver is granted access to the OSA Go Services for the provision of Transportation Services.
    4. Fare: the fee the Driver is entitled to charge from the User for the provision of Transportation Services in each instance.
    5. In-App Payment: payment by cards, carrier billing and other payment methods used by the User to pay for Transportation Services through the App.
    6. Intellectual Property: all copyright, patents, utility innovations, trademarks and service marks, geographical indications, domain names, layout design rights, registered designs, design rights, database rights, trade or business names, rights protecting trade secrets and confidential information, rights protecting goodwill and reputation, and all other similar or corresponding proprietary rights and all applications for the same, whether presently existing or created in the future, anywhere in the world, whether registered or not, and all benefits, privileges, rights to sue, recover damages and obtain relief or other remedies for any past, current or future infringement, misappropriation or violation of any of the foregoing rights.
    7. Losses: all penalties, losses, settlement sums, costs (including legal fees and expenses on a solicitor-client basis), charges, expenses, actions, proceedings, claims, demands and other liabilities, whether foreseeable or not.
    8. Materials: collectively, all web pages on the OSA Go Services, including the information, images, links, sounds, graphics, video, software, applications and other materials displayed or made available on the OSA Go Services and the functionalities or services provided on the OSA Go Services.
    9. OSA, we, our and us: Osa Go Ride Limited, a company incorporated pursuant to the laws of Nigeria under company number 1706370 and having its registered address at 25b Marine Road, Apapa, Lagos, Nigeria.
    10. OSA Go Services: OSA’s electronic services rendered through a digital technology platform, being on-demand intermediary and related services that enables OSA to provide Transportation Services to Users seeking Transportation Services. Such services include provision and maintenance of the App, In-App Payment, customer support, communication between Driver and User, websites and related support services systems, as may be updated or modified by OSA at its discretion from time to time.
    11. OSA Indemnitees: OSA and all of its respective officers, employees, directors, agents, contractors and assigns.
    12. Password: the valid password that a User who has an account with OSA may use in conjunction with the Username to access the relevant OSA Go Services and/or Transportation Services.
    13. Personal Data: data, whether true or not, that can be used to identify, contact or locate you. Personal Data can include your name, e-mail address, billing address, shipping address, phone number and credit card information. “Personal Data” shall be deemed to include any data that you have provided to us when placing an Order, regardless of whether you have an account with us.
    14. Privacy Policy: the privacy policy set out at www.uniondata.co/osago-privacy -policy.html
    15. Prohibited Material: any information, graphics, photographs, data and/or any other material that:
      1. contains any computer virus or other invasive or damaging code, program or macro;
      2. infringes any third-party Intellectual Property or any other proprietary rights;
      3. is defamatory, libellous or threatening;
      4. is obscene, pornographic, indecent, counterfeited, fraudulent, stolen, harmful or otherwise illegal under the applicable law and/or
      5. is or may be construed as offensive and/or otherwise objectionable, in our sole opinion.
    16. Submission: as defined in Clause 12 of these Terms of Use.
    17. Transportation Services: services, information and functions made available by us through the OSA Go Services.
    18. Terms of Use: the recitals, Clauses 1 to 16 and any Schedules to these terms and conditions.
    19. Trademarks: the trademarks, service marks, trade names and logos used and displayed on the OSA Go Services.
    20. User: any individual using the OSA Go Services and Transportation Services to arrange and schedule transportation, logistics and/or delivery services.
    21. Username: the unique login identification name or code which identifies a User who has an account with OSA.
    22. You and your: the individuals over the age of 18 or otherwise under the supervision of a parent or legal guardian; and/or the individuals over the age of 18 acting with the prior consent/authorization from and acting for and on behalf of an employer or principal.

3. Interpretation

    1. Any reference in these Terms of Use to any provision of a statute shall be construed as a reference to that provision as amended, re-enacted or extended at the relevant time.
    2. In these Terms of Use, whenever the words “include”, “includes” or “including” are used, they will be deemed to be followed by the words “without limitation”.
    3. Unless expressly indicated otherwise, all references to a number of days mean calendar days, and the words “month” or “monthly” as well as all references to a number of months means calendar months.
    4. Clause headings are inserted for convenience only and shall not affect the interpretation of these Terms of Use.
    5. In the event of a conflict or inconsistency between any two or more provisions under these Terms of Use, whether such provisions are contained in the same or different documents, such conflict or inconsistency shall be resolved in favour of us and the provision which is more favourable to us shall prevail.

4. General use of transportation services and/or access of the OSA Go Services

    1. You agree to comply with any and all guidelines, notices, operating rules and policies and instructions pertaining to the use of the Transportation Services and/or access to the OSA Go Services, as well as any amendments to the aforementioned, issued by us, from time to time. We reserve the right to revise these guidelines, notices, operating rules and policies and instructions at any time and you are deemed to be aware of and bound by any changes to the foregoing upon their publication on the OSA Go Services, provided that if there are any substantial amendments made to these guidelines that may affect the use of OSA Go Services, OSA Go will notify the User by e-mail or App notifications, and the continuous use of the App will be deemed to be acceptance of the amendments.
    2. You agree and undertake not to:
      1. impersonate any person or entity or to falsely state or otherwise misrepresent your affiliation with any person or entity provided a User requesting the use of OSA Go Services for a third party with such third party’s consent shall not be deemed to be impersonation;
      2. use the OSA Go Services or Transportation Services for illegal purposes;
      3. attempt to gain unauthorized access to or otherwise interfere or disrupt other computer systems or networks connected to the OSA Go Services or Transportation Services;
      4. post, promote or transmit through the OSA Go Services or Transportation Services any Prohibited Materials;
      5. interfere with another’s utilization and enjoyment of the OSA Go Services or Transportation Services;
      6. use or upload, in any way, any software or material that contains, or which you have reason to suspect that contains, viruses, damaging components, malicious code or harmful components which may impair or corrupt the OSA Go Services’ data or damage or interfere with the operation of another User’s computer or mobile device or the OSA Go Services or Transportation Services; and
      7. use the OSA Go Services or Transportation Services other than in conformance with the acceptable use policies of any connected computer networks, any applicable Internet standards and any other applicable laws.
    3. We may, from time to time and without giving any reason or prior notice, upgrade, modify, suspend or discontinue the provision of or remove, whether in whole or in part, the OSA Go Services or any Transportation Services and shall not be liable if any such upgrade, modification, suspension or removal prevents you from accessing the OSA Go Services or any part of the Transportation Services.
    4. We reserve the right, but shall not be obliged to:
      1. monitor, screen or otherwise control any activity, content or material on the OSA Go Services and/or through the Transportation Services. We may in our sole and absolute discretion, investigate any violation of the terms and conditions contained herein and may take any action it deems appropriate;
      2. prevent or restrict access of any User to the OSA Go Services and/or the Transportation Services;
      3. report any activity it suspects to be in violation of any applicable law, statute or regulation to the appropriate authorities and to co-operate with such authorities; and/or
      4. to request any information and data from you in connection with your use of the Transportation Services and/or access of the OSA Go Services at any time and to exercise our right under this paragraph if you refuse to divulge such information and/or data or if you provide or if we have reasonable grounds to suspect that you have provided inaccurate, misleading or fraudulent information and/or data.
    5. Your use of the Transportation Services and/or access to the OSA Go Services is also subject to the Privacy Policy.

5. Use of services

    1. In addition to all other terms and conditions of these Terms of Use, the provisions in this Clause 5 are the additional specific terms and conditions governing your use of the App and the Transportation Services.
    2. Use of the App and Transportation Services is limited to authorized Users that are of legal age and who have the legal capacity to enter into and form contracts under any applicable law. Users who have breached or are in breach of the terms and conditions contained herein and Users who have been permanently or temporarily suspended from use of any of the App or the Transportation Services may not use the App or the Transportation Services even if they satisfy the requirements of this Clause 5.2.
    3. You agree:
      1. to access and/or use the App or the Transportation Services only for lawful purposes and in a lawful manner at all times and further agree to conduct any activity relating to the App or the Transportation Services in good faith; and
      2. to ensure that any information or data you post or cause to appear on the OSA Go Services in connection with the App or Transportation Services is accurate and agree to take sole responsibility for such information and data.

6. Fares, fare calculation and payment

    1. We are entitled to charge a Fare for each completed Transportation Services provided to you through the App.
    2. Such Fare shall be calculated based on a default base fare amount, distance of the specific journey as determined by the location-based services through the Device and the duration of the travel. We are also entitled to charge you for any Tolls, taxes or fees incurred during the provision of Transportation Services, if applicable.
    3. All Fares are subject to taxes, unless otherwise stated. We reserve the right to amend the Fares at any time without giving any reason or prior notice.
    4. We reserve the right, in a reasonable manner, to either adjust the Fare for a particular instance of Transportation Services (including but not limited to instances where a Driver fails to properly end a particular instance of Transportation Services on the App or there is a technical error on the OSA Go Services) or cancel the Fare for a particular instance of Transportation Services (including but not limited to instances where you are charged for Transportation Services that were not provided or in the event of a complaint which is upheld).
    5. You may elect to cancel requests for Transportation Services that have been accepted by a Driver at any time prior to the Driver’s arrival. In the event that you cancel an accepted request for Transportation Services, we may charge you a cancellation fee. If charged, this cancellation fee shall be deemed the Fare for the cancelled Transportation Services (“Cancellation Fee”).
      In-App Payment
    6. The payment of Fare for the Transportation Services shall be made through In-App Payment. All charges and payments will be enabled by us using the preferred payment method designated by you on the App or through OSA Go Services, after which you will receive a receipt by email. If your primary payment method is determined to be expired, invalid or otherwise not able to be charged, you agree that we may use a secondary payment method designated by you on the App or through OSA Go Services, if available. Payments made by you are final and non-refundable unless otherwise determined by us.
    7. Where you fail or refuse to pay, we shall, solely for the purpose of accepting the Fare, send a notice of debt to you.
    8. Any payment obligation made by you via In-App Payment shall be considered fulfilled as of the time that the payment is made.

7. Ratings

    1. You acknowledge and agree that in order to guarantee high-quality service and to provide additional reassurance to other Users:
      1. you would be prompted by the App to provide a rating of the Transportation Services and the Drive and to, optionally, provide comments or feedback about such Transportation Services and the Driver after receiving the Transportation Services; and
      2. the Driver would be prompted by the App to provide a rating of you and to provide comments or feedback about you after providing Transportation Services.
    2. We reserve the right to use, share and display Driver and User ratings and comments in any manner in connection with the business of OSA without attribution to the approval of you or the applicable driver.

8. Users with OSA accounts

    1. Certain Services that may be made available through OSA Go Services may require creation of an account with us or for you to provide Personal Data. If you request to create an account with us, a Username and Password may either be:
      1. determined and issued to you by us; or
      2. provided by you and accepted by us in our sole and absolute discretion in connection with the use of the App or the Transportation Services and/or access to the relevant OSA Go Services. We may at any time in our sole and absolute discretion, request that you update your Personal Data or forthwith invalidate the Username and/or Password without giving any reason or prior notice and shall not be liable or responsible for any Losses suffered by or caused by you or arising out of or in connection with or by reason of such request or invalidation. You hereby agree to change your Password from time to time and to keep the Username and Password confidential and shall be responsible for the security of your account and liable for any disclosure or use (whether such use is authorized or not) of the Username and/or Password. You are to notify us immediately if you have knowledge that or have reason for suspecting that the confidentiality of the Username and/or Password has been compromised or if there has been any unauthorized use of the Username and/or Password or if your Personal Data requires updating.
    2. You agree and acknowledge that any use of the App or the Transportation Services and/or any access to the OSA Go Services and any information, data or communications referable to your Username and Password shall be deemed to be, as the case may be:
    3. Access to the relevant OSA Go Services and/or use of the App or the Transportation Services by you; or
    4. Information, data or communications posted, transmitted and validly issued by you.
      You agree to be bound by any access of the OSA Go Services and/or use of any Transportation Services (whether such access or use are authorized by you or not) and you agree that we shall be entitled (but not obliged) to act upon, rely on or hold you solely responsible and liable in respect thereof as if the same were carried out or transmitted by you. You further agree and acknowledge that you shall be bound by and agree to fully indemnify us against any and all Losses attributable to any use of any Transportation Services and/or or access to the OSA Go Services referable to your Username and Password.

9. Intellectual property

    1. The Intellectual Property in and to the OSA Go Services and the Materials are owned, licensed to or controlled by us, our licensors or our service providers. We reserve the right to enforce its Intellectual Property to the fullest extent of the law.
    2. No part or parts of OSA Go Services, or any Materials may be reproduced, reverse engineered, decompiled, disassembled, separated, altered, distributed, republished, displayed, broadcast, hyperlinked, mirrored, framed, transferred or transmitted in any manner or by any means or stored in an information retrieval system or installed on any servers, system or equipment without our prior written permission or that of the relevant copyright owners. Subject to Clause
    3. Permission will only be granted to you to download, print or use the Materials for personal and non-commercial uses, provided that you do not modify the Materials and that we or the relevant copyright owners retain all copyright and other proprietary notices contained in the Materials.
    4. The Trademarks are registered and unregistered trademarks of us or third parties. Nothing on OSA Go Services and in these Terms of Use shall be construed as granting, by implication, estoppel, or otherwise, any license or right to use (including as a meta tag or as a “hot” link to any other website) any Trademarks displayed on the Transportation Services, without our written permission or any other applicable trademark owner.

10. Disclaimer

    1. The OSA Go Services are provided “as is” and “as available.” OSA Go disclaims all representations and warranties, express, implied or statutory, not expressly set out in these terms, including the implied warranties of merchantability, fitness for a particular purpose and non-infringement.
    2. Additionally, OSA Go makes no representation, warranty, or guarantee regarding the reliability, timeliness, quality, suitability or availability of the OSA Go Services or any services or goods requested through the use of the OSA Go Services, or that the OSA Go Services will be uninterrupted or error-free. OSA Go does not guarantee the quality, suitability, safety or ability of third- party providers.
    3. It is agreed that the entire risk arising out of the use of the OSA Go Services, and any service or goods requested in connection therewith, remains solely with you, to the maximum extent permitted under applicable law.

11. Our limitation of responsibility and liability

    1. The App, Transportation Services, OSA Go Services and the Materials are provided on an “as is” and “as available” basis. All data and/or information contained in OSA Go Services, the Transportation Services or the Materials are provided for informational purposes only. No representations or warranties of any kind, implied, express or statutory, including the warranties of non-infringement of third-party rights, title, merchantability, satisfactory quality or fitness for a particular purpose, are given in conjunction with the OSA Go Services, the Transportation Services or the Materials. Without prejudice to the generality of the foregoing, we do not warrant:
      1. the accuracy, timeliness, adequacy, commercial value or completeness of all data and/or information contained in the OSA Go Services, the Transportation Services or the Materials;
      2. that the OSA Go Services, the Transportation Services or that any of the Materials will be provided uninterrupted, secure or free from errors or omissions, or that any identified defect will be corrected;
      3. that the OSA Go Services, the Transportation Services or the Materials are free from any computer virus or other malicious, destructive or corrupting code, agent, program or macros; and
      4. the security of any information transmitted by you or to you through the OSA Go Services or the Transportation Services, and you accept the risk that any information transmitted or received through the Transportation Services or the OSA Go Services may be accessed by unauthorized third parties and/or disclosed by us or our officers, employees or agents to third parties purporting to be you or purporting to act under your authority. Transmissions over the Internet and electronic mail may be subject to interruption, transmission blackout, delayed transmission due to internet traffic or incorrect data transmission due to the public nature of the Internet.
    2. We shall not be liable to you for any Losses whatsoever or howsoever caused (regardless of the form of action) arising directly or indirectly in connection with:
      1. any access, use and/or inability to use the OSA Go Services or the Transportation Services;
      2. reliance on any data or information made available through the OSA Go Services and/or through the Transportation Services. You should not act on such data or information without first independently verifying its contents;
      3. any system, server or connection failure, error, omission, interruption, delay in transmission, computer virus or other malicious, destructive or corrupting code, agent program or macros; and
      4. any use of or access to any other website or webpage linked to the OSA Go Services, even if we or our officers or agents or employees may have been advised of, or otherwise might have anticipated, the possibility of the same.
    3. At your own risk: Any risk of misunderstanding, error, damage, expense or Losses resulting from the use of the OSA Go Services is entirely at your own risk and we shall not be liable therefor.
    4. To the maximum extent permitted under Applicable Law, we are not liable for any loss or damage that you may incur as a result of using the OSA Go Services, including but not limited to the following types of losses:
      1. loss of profits;
      2. loss of sales, goodwill or business;
      3. loss of agreements or contracts;
      4. loss or inaccuracy of data;
      5. loss of use or corruption of software, data or information;
      6. loss of or damage to goodwill; and
      7. indirect or consequential loss.
    5. Unless you notify us that you intend to make a claim in respect of an event within a notice period, we shall have no liability for that event. The notice period for an event shall start on the day on which you became, or ought reasonably to have become aware of the event having occurred.
    6. You agree that any and all claims you has or purports to have against us shall be notified to us within three (3) months after the event(s) that gave rise to such claim and that you forfeit all rights in respect of that claim if you fail to do so, provided that nothing in this clause shall purport to limit or exclude liability that cannot be limited or excluded by applicable law.
    7. The notice must be in writing and must identify the event and the grounds for the claim in reasonable detail.

12. Hyperlinks, alerts and advertising

    1. For your convenience, we may include hyperlinks to other websites or content on the Internet that are owned or operated by third parties. Such linked websites or content are not under our control and we are not liable for any errors, omissions, delays, defamation, libel, slander, falsehood, obscenity, pornography, profanity, inaccuracy or any other objectionable material contained in the contents, or the consequences of accessing, any linked website. Any hyperlinks to any other websites or content are not an endorsement or verification of such websites or content and you agree that your access to or use of such linked websites or content is entirely at your own risk.
    2. We may attach banners, java applets and/or such other materials to the OSA Go Services for the purposes of advertising our products and/or services. For the avoidance of doubt, you shall not be entitled to receive any payment, fee and/or commission in respect of any such advertising or other promotional materials.

13. Your submissions and information

    1. You grant us a non-exclusive licence to use the materials or information that you submit to the OSA Go Services and/or provide to us, including but not limited to, questions, reviews, comments, and suggestions (collectively, “Submissions”). When you post comments or reviews to the OSA Go Services, you also grant us the right to use the name that you submit or your Username in connection with such review, comment, or other content. You shall not use a false e-mail address, pretend to be someone other than yourself or otherwise mislead us or third parties as to the origin of any Submissions. We may, but shall not be obligated to, publish, remove or edit your Submissions.
    2. You consent to and authorize the use by us of any information provided by you (including Personal Data) for the purposes of sending informational and promotional e-mails to you. Your agreement to the provisions of this Clause 12.2 shall constitute your consent for the purpose of the provisions of any spam control laws. You may subsequently opt out of receiving promotional e-mails by clicking on the appropriate hyperlink in any promotional e-mail.
    3. You acknowledge that you have read and agree to the Privacy Policy and consent to our collection, use and disclosure of your Personal Data for the purposes as set out in the Privacy Policy.

14. Termination

    1. In our sole and absolute discretion, we may with immediate effect upon giving you notice, terminate your use of the OSA Go Services and/or Transportation Services and/or disable your Username and Password. We may bar access to the OSA Go Services and/or Transportation Services (or any part thereof) for any reason whatsoever, including a breach of any of these Terms of Use or where if we believe that you have violated or acted inconsistently with any terms or conditions set out herein, or if in our opinion or the opinion of any regulatory authority, it is not suitable to continue providing the services relating to the OSA Go Services.
    2. You may terminate these Terms of Use by giving seven days’ notice in writing to us.

15. Notices

    1. All notices or other communications given to you if:
      1. communicated through any print or electronic media as we may select will be deemed to be notified to you on the date of publication or broadcast; or
      2. sent by post or left at your last known address will be deemed to be received by you on the day following such posting or on the day when it was so left.
    2. You may only give notice to us in writing sent to our designated address or e-mail address, and we shall be deemed to have received such notice only upon receipt. While we endeavour to respond promptly to notices from you, we cannot guarantee that we will always respond with consistent speed.
    3. Notwithstanding Clauses 14.1 and 14.2, we may from time to time designate other acceptable modes of giving notices (including but not limited to e-mail or other forms of electronic communication) and the time or event by which such notice shall be deemed given.

16. General

    1. Unless otherwise provided under these Terms of Use, the provisions of these Terms of Use and our rights and remedies under these Terms of Use are cumulative and are without prejudice and in addition to any rights or remedies we may have in law or in equity, and no exercise by us of any one right or remedy under these Terms of Use, or at law or in equity, shall (save to the extent, if any, provided expressly in these Terms of Use or at law or in equity) operate so as to hinder or prevent our exercise of any other such right or remedy as at law or in equity.
    2. Our failure to enforce these Terms of Use shall not constitute a waiver of these terms, and such failure shall not affect the right later to enforce these Terms of Use. We would still be entitled to use our rights and remedies in any other situation where you breach these Terms of Use.
    3. If at any time any provision of these Terms of Use shall be or shall become illegal, invalid or unenforceable in any respect, the legality, validity and enforceability of the remaining provisions of this Agreement shall not be affected or impaired thereby, and shall continue in force as if such illegal, invalid or unenforceable provision was severed from these Terms of Use.
    4. A person or entity who is not a party to these Terms of Use shall have no right under Nigerian law to enforce any term of these Terms of Use, regardless of whether such person or entity has been identified by name, as a member of a class or as answering a particular description. For the avoidance of doubt, nothing in this Clause shall affect the rights of any permitted assignee or transferee of these Terms of Use.
    5. We may seek immediate injunctive relief if we make a good faith determination that a breach or non-performance is such that a temporary restraining order or other immediate injunctive relief is the only appropriate or adequate remedy.
    6. We may by notice through the OSA Go Services or by such other method of notification as we may designate (which may include notification by way of e-mail), vary the terms and conditions of these Terms of Use, such variation to take effect on the date we specify through the above means. If you use the OSA Go Services or the Transportation Services after such date, you are deemed to have accepted such variation. If you do not accept the variation, you must stop access or using the OSA Go Services and the Transportation Services and terminate these Terms of Use. Our right to vary these Terms of Use in the manner aforesaid will be exercised with may be exercised without the consent of any person or entity who is not a party to these Terms of Use.
    7. Any typographical, clerical or other error or omission in any acceptance, invoice or other document on our part shall be subject to correction without any liability on our part.
    8. Money references under these Terms of Use shall be in Nigerian Naira.
    9. In the event that these Terms of Use is executed or translated in any language other than English (“Foreign Language Version”), the English language version of these Terms of Use shall govern and shall take precedence over the Foreign Language Version.
    10. These Terms of Use shall constitute the entire agreement between you and us relating to the subject matter hereof and supersedes and replaces in full all prior understandings, communications and agreements with respect to the subject matter hereof.
    11. You acknowledge and agree that any records (including records of any telephone conversations relating to the Transportation Services, if any) maintained by us or our service providers relating to or in connection with the OSA Go Services and Transportation Services shall be binding and conclusive on you for all purposes whatsoever and shall be conclusive evidence of any information and/or data transmitted between us and you. You hereby agree that all such records are admissible in evidence and that you shall not challenge or dispute the admissibility, reliability, accuracy or the authenticity of such records merely on the basis that such records are in electronic form or are the output of a computer system, and you hereby waive any of your rights, if any, to so object.
    12. We reserve the right to delegate or sub-contract the performance of any of our functions in connection with the OSA Go Services and/or Transportation Services and reserve the right to use any service providers, subcontractors and/or agents on such terms as we deem appropriate.
    13. You may not assign your rights under these Terms of Use without our prior written consent. We may assign our rights under these Terms of Use to any third party.
    14. We shall not be liable for non-performance, error, interruption or delay in the performance of its obligations under these Terms of Use (or any part thereof) or for any inaccuracy, unreliability or unsuitability of the OSA Go Services and/or Transportation Services’ contents if this is due, in whole or in part, directly or indirectly to an event or failure which is beyond our reasonable control.

17. Governing law and jurisdiction

    1. This agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the Federal Republic of Nigeria.
    2. In the event of a dispute arising out of or relating to this agreement, including any question regarding its existence, validity or termination, the parties shall first seek settlement of that dispute by mediation in accordance with the Lagos Court of Arbitration (LCA) and Mediation Rules, which Rules are deemed to be incorporated by reference into this clause.
    3. If the dispute is not settled by mediation within 14 days of the commencement of the mediation, or such further period as the parties shall agree in writing, the dispute shall be referred to and finally resolved by arbitration under the LCA Rules, which Rules are deemed to be incorporated by reference into this clause.
    4. The language to be used in the mediation and in the arbitration shall be English.
      1. In any arbitration commenced pursuant to this clause,
      2. the number of arbitrators shall be three; and
    5. The seat, or legal place, of arbitration shall be Lagos.