Sign The Contract

WORKER (Driver) TERMS AND CONDITIONS: SUMMARY

The summary below is designed to be a helpful guide for quick reference, but it not intended to replace the full Worker Terms and Conditions, which we recommend all Drivers read before providing any Driver Services.

Worker must follow the rules below, failure to do so could result in removal from the platform:

Only accept jobs once all booking details have been checked and they are able to commit to the delivery
Only use the vehicle/s registered on their Shopmat account
Ensure all relevant driver and vehicle documentation is up to date
Go direct to the delivery destination
Co-loading is not permitted on bookings (including Shopmat jobs) unless agreed by the Shopmat team.
Only enter residential property with public liability insurance
Drivers are entirely responsible for their vehicle cleanliness, capacity and weight of goods being collected. Drivers accept all responsibility for their vehicle(s)
Drivers must NOT be late to collection or deliveries
All individuals in the vehicle must be over the age of 18

Full driver pay is based on providing customers with a full service. Failure to adherence to all the requirements below will result in a minimum 30% reduction in driver pay:

Provide live tracking on all jobs
Provide real time status updates by following the prompts in the App
Arrive within the collection/delivery times
Inform Shopmat team if there are any issues during the delivery for lateness, damage and any other issue



Drivers Accept full liability for the following:

At collection if drivers notice any damage to goods, they must refuse the load and call Shopmat team immediately
Drivers should not accept any goods where the packaging has been tampered with, damaged or is open. They must refuse the load, take a photo and call our Shopmat team immediately. Drivers may become liable for damage or loss if this is not followed.
If drivers notice any potential hazard at any time, they must refuse the job and call our Shopmat team immediately. Failure to do so, will result in drivers taking full liability for any damage and Shopmat will not assist in any claim or complaint by drivers for losses
Drivers must not agree to any services which are not stated as part of the job without prior agreement from Shopmat. Additional payments cannot be granted without prior authorisation.

Drivers MUST call the Shopmat team as soon as they become aware of any issue relating to the points listed above, (07429112423) Shopmat will not tolerate mistreatment of its staff and customers.

All complaints must be following our Claims and Complaints Procedure

In case of any discrepancy between this summary and the full Driver Terms and Conditions, then the Driver Terms and Conditions shall prevail.


Driver Terms & Conditions

Our Terms

THESE TERMS
1.1 What these terms cover. These are the terms and conditions on which we supply services to you via our App and Website.
1.2 Why you should read them. Please read these terms carefully before you start to use the App, the Website, or register with us. By registering with us you indicate that you have read, understood and accept these Terms and Conditions, Privacy Policy; Cookie Policy; Cancellation Policy, Fair Use Policy, Mobile App Terms & Conditions, Terms of Use and Acceptable Use Policy and Website Acceptable Use Policy and that you agree to be bound, without limitation or qualification to all of those terms.
1.3 Amendments. We reserve the right to amend these driver terms periodically by uploading such amended Terms to the Website/ App and will notify you via email address you have provided to us or via a push notification via the app. Should You object to any term, you may terminate your Driver Membership I accordance with Clause 18 of these driver terms.
We may amend these Driver Terms from time to time by uploading such amended Driver Terms to the App and sending out a copy of such amended Driver Terms to the email address you have provided to Us. If You object to any amended Driver Terms, you may terminate your Driver Membership in accordance with clause 18 of these Driver Terms.
INFORMATION ABOUT US AND HOW TO CONTACT US
2.1 Who we are. We are Shopmat LTD (Shopmat/we/us/our) a company registered in England and Wales. Our company registration number is 13103092 and our registered office is at Suite 18 Equity Chambers, 249 High Street North, Poole, United Kingdom, BH15 1DX. Our registered VAT number is 392249574.
2.2 What we do. We provide an online platform to connect suppliers of Driver services with Customers. The Customer is a business or consumer who uses the App or Website to request Driver services. We have agreed that we will allow you to use our App and Website to connect with Customers requesting delivery services. You acknowledge that by entering into a Services Contract you are entering into a contractual relationship with the Customer and that Shopmat is at no time a party to your contract with the Customer.
2.3 How to contact us. You can contact us by email at office@shopmat.co.uk or by contacting our Operations team on (07429112423)
2.4 How we may contact you. If we have to contact you we will do so by either writing to you at the email address provided when you register with us; sending an SMS or calling you on the phone number provided when you registered with us.
DEFINITIONS AND INTERPRETATION
3.1 In this agreement, unless the context requires otherwise:
Advertising means your placing of any information on our App or Website in respect of the services you supply;
App means the Shopmat mobile application;
Business Day means a day other than a Saturday, Sunday or bank or public holiday in England;
Cancellation Policy means the rules that will apply to both Customer and Driver on the cancellation of Driver services, as notified by us to you from time to time;
Co-loading means having multiple customer deliveries in your vehicle at once;
Complaint Policy means our complaints policy that will apply upon receipt of any complaint from a Customer or Driver, as amended from time to time;
Customer means a business, an individual or consumer requesting information or the provision of services from the Driver;
Driver means you, as a business, who has or is requesting Driver membership whether acting as a limited company or sole trader and includes all employees and agents.
Driver Documentation are the documents Shopmat to verify your driver membership
Driver Pay means the amount of money you receive from Shopmat for the Driver Services/ Job Requests
Driver Services means the courier or delivery services provided by you to a Customer;
Driver Membership means the access that you will have to our Services, the App and the Website when you create an account with us which is subsequently verified and approved;
Fees means the amount of commission you agree to pay us for each successfully completed Job Request;
Force Majeure means an event or sequence of events beyond reasonable control preventing the Seller or Us delaying from performing the obligations under this Agreement save that an inability to pay is not a Force Majeure event;
Goods means the physical items which are being delivered by the Driver Service/Job Request
Handballing means the manual loading/ unloading of goods from a vehicle, typically multiple items, bulky items or the breaking down of a palletised delivery. This term is widely used in the context of many (items/parcels/pallets) that may take a prolonged amount of time to complete.
Intellectual Property Rights means copyright, rights in confidential information, Know-how, trade secrets, trademarks, service marks, trade names, design rights and all similar rights of whatever nature and, in each case: (i) whether registered or not, (ii) including any applications to protect or register such rights, (iii) including all renewals and extensions of such rights or applications, (iv) whether vested, contingent or future and (v) wherever existing;
Job Requests means the Job that is booked on the platform inviting Drivers to perform Driver Services
Services means, permitting the Driver access to the App/Website which allows the Driver to connect with Customers requiring courier services;
Services Contract means the contract that the Driver enters into with the Customer;
Stripe means our third-party payment processing agent;
Successfully Completed Transaction means when a Driver has confirmed that the Services Contract has been completed by submitting proof of delivery through the App or via the Website and payment has been made by the Customer;
Website means https://shopmat.co.uk
Writing or written shall include emails.
DRIVER MEMBERSHIP
4.1 Drivers must be over the age of 18 and have an address in the United Kingdom or UE to have a Driver Membership with us.
4.2 Upon completion of a Driver Membership request form, we will ask you to provide us with verification information. This may include, but is not limited to the information detailed in Clause 4.3 and any other information that we believe is, at our sole discretion, required by us to continue with your driver membership request.
4.3 All Drivers shall hold and provide evidence of the following as part of the Verification Information:
(a) Valid Driving Licence and Driving License Information (front and back of Licence)
(b) Proof of Address via a bank statement or utility bill less than 3 months old
(c) Proof of Right to Work in the UK, either a British Passport, a UK Birth Certificate or a Right to Work Check Code
(d) Satisfactory biometric test, either via a third party provider or completed via video call with Shopmat
(e) Proof of vehicle ownership; either- A copy of the V5 for a vehicle owned by the Driver, or
– A copy of the lease or rental agreement, or
– Evidence that the Driver shares the same primary residential address as the vehicle owner and authority to drive the vehicle(f) Vehicle Insurance for the vehicle with Hire and Reward for carriage of goods limitations
(g) Goods in Transit insurance with a minimum cover of at least £5,000 for car owners/drivers and £10,000 for commercial vehicle owners/drivers (where car drivers do not have this, Shopmat will cover the cost of any genuine claim up to £250)
(h) DVLA Check Code
(i) Fleets Only: Employer’s Liability InsuranceOptional
(j) Satisfactory Disclosure and Barring Service (DBS) check
(k) Proof of Public Liability insurance4.4 There may be Job Requests which require additional driver documentation for specialist services. These will be detailed in the Job Request notes.
4.5 Where you are agreeing to these terms on behalf of a fleet business, you must also sign and agree to the terms of our separate Flett Declaration which will be provided to you.
4.6 The submission of a Driver Membership request form will constitute an offer by you to perform the Driver Services on the terms of this Agreement in accordance with these Driver Terms.
4.7 We may accept or reject a Driver Membership request at our discretion. A Driver Membership request will not be accepted, and no binding obligation to supply any Services will arise, until the earlier of:
(a) our written acceptance of the request; or
(b) our supplying the Services or notifying you that we have commenced supply of the Services (as the case may be).4.8 Rejection by us of a Driver Membership request, including any communication that may accompany such rejection, will not constitute a counter-offer capable of acceptance by you.
4.9 We may request Verification Information at any time during the Term of your Driver Membership.
4.10 The Driver understands and accepts that, part of the services we provide to Customers is the ability for Customers to be able to track the Driver when the Driver is completing a Job Request as part of the Driver Services. Therefore, by submitting a Driver Membership request form, the Driver hereby consents to our transmission, collection, retention, maintenance, processing and use of your location data to provide the Services and improve location-based and road traffic-based products and services. If you turn off your location services at any time whilst completing a delivery to a customer, then this will be considered a Failure of Driver Services as detailed in Clause 8 and a material breach of this Agreement.
4.11 We are engaging with You under these terms either as an individual or as a company which employs the Drivers carrying out the Driver Services. We do not enter into any arrangements with Drivers who may be engaged through an intermediary Personal Service Company (as defined by s.51, Chapter 8, Part 2 of the Income Tax (Earnings & Pensions) Act 2003), requiring Us to carry out an IR35 employment status review.
4.12 Once a Driver Membership request has been approved, the Driver will be able to connect with Customers who place Advertisements on the App and Website and can begin to Accept Driver Services/ Job Requests.
4.13 We reserve the right, at Our discretion, to cancel any Driver Membership with immediate effect and without entering into dialogue, for any reason that We consider to be in the best interests of all users of the Shopmat Website and App platform. [This may include but is not limited to where We have evidence or reason to believe a Driver has been dishonest or deceitful, has been verbally or physically abusive, has displayed suspicious behaviour or is not considered suitable to perform Driver Services for another reason
ACCEPTING DRIVER SERVICES/ JOB REQUESTS
5.1 Customer requests for Driver Services, ‘Job Requests’, are booked on the platform and are matched to Drivers based on location, size and other information. Drivers can accept Job Requests strictly on a first come first served basis.
5.2 Drivers must only accept a Job Request when they have read and understood all the details and any instructions of the job request including but not limited to; collection time, customer requirements, location(s), delivery expectations, and can confirm they are able to complete the Driver Services. By Accepting a Job Request a Driver is confirming they can meet all of the Job Request Requirements. Accepting Job Requests without understanding of the requirements and then cancelling them is a breach of these terms.
5.3 Shopmat believes that accepting Work Orders and then canceling them before the Driver Services begin is considered “order hoarding.” After accepting a Work Order, the Driver has a maximum of 5 minutes to cancel it, after which the order is deemed accepted and must be completed. Failure to complete the order will result in a fine of 20% of the order amount, which will be deducted from the funds in the Driver’s account. You may not accumulate overlapping jobs, as this severely impacts the quality of service provided to Shopmat Customers and prevents other Drivers from accepting Job Orders. This is not in the best interests of either the Drivers or the Customers engaging through the platform. This is considered a material breach of these Driver Terms.
SUBSITITUTION
6.1 We understand that there may be circumstances in which Drivers may wish to replace another Driver activated on Shopmat to provide Services. Drivers have the right to substitute for other Drivers, providing the Shopmat team with prior notice and providing the driver’s details, driver’s license number, and vehicle registration number of the vehicle being used as a replacement.
UNDERTAKING DRIVER SERVICES/ JOB REQUESTS
7.1 Drivers and any other individuals in the vehicle must be over the age of 18 whilst completing a job request for Shopmat
7.2 Drivers must only use the vehicle/s registered on their Shopmat account.
7.3 Vehicles must be clean and empty
7.4 Customers may add notes to the Job Request for instructions to the Driver or any other information that the Driver needs to be made aware of. Drivers must adhere to any instructions detailed (within reason). These requests form part of the Job request. Any non-adherence to these instructions will be deemed a failure of Driver Services, please see Clause 8.
7.5 Drivers must use all reasonable endeavours not to be late. Drivers must arrive within the collection window. If Drivers encounter any issues which result in lateness they must notify Shopmat team immediately, to allow the Job Request to be fulfilled by another Driver or seek permission from the Customer that a later collection time is acceptable. All lateness MUST be approved prior to collection window. Any lateness that has not been approved will be deemed a failure of Driver Services. Repeated lateness may result in Drivers being suspended from the platform.
7.6 Following acceptance of a Job Request, Drivers must go directly to collect the Goods and must not partake in co-loading during any Driver Services unless agreed between the Parties
7.7 Drivers are free to choose what delivery route they wish to take; Shopmat does not dictate this. However, Drivers must arrive within the collection window, must not co-load, must go direct to delivery and arrive within delivery window times, where possible. Failure to do so will be deemed a failure of Driver Service, please see Clause 8
7.8 Drivers must ensure live tracking is activated at all times whilst performing Driver Services. Location services must be enabled throughout the entire time of completing each and every Job Request. Failure to do so will be deemed a failure of Driver Services, please see Clause 8.
7.9 Drivers must provide real time live status updates, as prompted in the app, for example: ‘On my way to Pick-Up’; ‘Arrived at Collection’ , ‘En-route to delivery’. Failure to do so will be deemed a failure of Driver Services, please see Clause 8
7.10 Drivers must not agree to any services which are not stated in the original Job Request without prior agreement from Shopmat. Additional payments for Driver Services cannot be granted without prior authorisation from the Customer. If at collection or delivery additional Driver Services are required, please notify Shopmat immediately.
7.11 At collection, if Drivers notice any damage to packaging or goods, or it seems the goods have been opened or tampered with, they must refuse the load and call Shopmat team immediately. Failure to follow these instructions, may result in a damage or loss claim being made to the Driver and the Driver may be deemed liable for such damage or loss.
7.12 Drivers must inform Shopmat team if there are any issues during the delivery for lateness, damage and any other issue.
7.13 If Drivers notice any potential hazard at any time, they must refuse the Job Request and call Shopmat team immediately. Failure to do so, will result in Drivers taking full liability for any damage and Shopmat will not assist in any claim or complaint by Drivers for losses
7.14 Drivers must notify Shopmat of the successful completion of the Driver Services in connection with each and every Job Request accepted as soon as possible, following completion/delivery by closing the Job Request with Proof of Delivery (POD). Timely notification of POD is a condition of each successfully complete Job Request, therefore any failure or delay in doing so may result in negative Driver reviews on the Shopmat platform, and/or delays in releasing payment of Driver Pay to the Driver.
7.15 All delivery costs that will be paid by Customers are pre-determined and listed on the App.
7.16 Drivers must not enter a residential property without public liability insurance. Failure to adhere to this Clause will be deemed a material breach of these Terms
FAILURE OF DRIVER SERVICES/ JOB REQUESTS
8.1 A failure of Driver Services is when a Job Request has not been fulfilled as per the information detailed on the Job Request: for example, but not limited to: collection windows, delivery windows, live tracking, adherence to any additional request detailed in the notes for the Driver
8.2 In the event of a failure of Driver Services, the Customer has the right to a reduction in the price paid for the Job Request and this reduction will be passed on to the Driver in the way of a comparable reduction in Driver Pay.
8.3 There will be a minimum of 30% reduction of the Driver Pay for failure to complete the Driver Services, as outlined in this clause 8.
8.4 Repeated failure of Job Requests will be deemed a Material Breach of these Terms and the Driver will be removed from the Shopmat platform and unable to accept any new Job Requests.
PAYMENT AND PAYMENT SERVICE
9.1 The Driver hereby appoints Shopmat as the Driver’s limited payment collection agent solely for the purpose of:
(a) accepting payment via Stripe of the charges payable by the Customer in consideration for fulfilment of the Services Contract; and
(b) transferring to the Driver the Driver Pay payable by the Customer in consideration for fulfilment of the Services Contract, less the retained Fees and any other monies due to Us.
9.2 The Driver agrees that payment collected by Shopmat on the Driver’s behalf will be considered the same as payment made directly to Driver and shall satisfy the Customer’s obligation to make payment.
9.3 By accepting these Driver Terms you agree to be bound by all of the terms and conditions set out by Stripe. Drivers must register and be approved for a Stripe account.
9.4 We use Stripe as a payment gateway. The Stripe account allows for us to send payments direct to the Driver’s bank account for all successfully completed Job Requests made using our Services.
All security checks are handled directly by Stripe.
9.6 When creating an Account, the Driver need to open account on Stripe’s website to setup a Stripe account, if the Driver already has an existing account this can be connected. Stripe offers differing types of account, it will be the Driver’s responsibility to set up the Stripe account that best suits the Drivers’ business model. We have no control over the transactions and the Stripe accounts.
9.7 Payments from Customers must not be accepted by Drivers directly and must be made by the Customer via our payment service.
9.8 Payments are only released to Drivers Stripe Account once the Driver has completed the Driver Services/ Job Request. This means the Driver has successfully delivered the Goods and Provided POD (Proof of Delivery) and completed the Job Request on the App.
9.9 In most circumstances we will pay Drivers for Driver Services performed, less the applicable ransaction Fees, within 14 days of the Driver Services being completed.
9.10 We reserve the right to suspend payment to Drivers pending investigation of a complaint – see our Complaints Policy for more details.
9.11 Drivers accept that once payment has been made to Stripe, We have no control over any transaction charges made by Stripe. Shopmat has no authority to discuss a Driver’s account with Stripe and any queries must be directed to Stripe.
SHOPMAT WARRANTIES
10.1 Shopmat warrants that the Services delivered by Us will be supplied with reasonable skill and care.
10.2 We will not be liable for any failure of the Services to comply with Clause 11:
(a) where such failure arises by reason of the Driver’s wilful damage or negligence; or
(b) to the extent caused by the Driver’s failure to comply with the Our reasonable instructions as to:
– use or benefit from the Services, or
– good practice in relation to use or benefit from the Services;
(c) to the extent caused by us following any specific requirement of the Driver in relation to the Services;
(d) to the extent caused by us changing our host server.
10.3 We will comply with all UK / UE applicable laws, standards and good industry practice in the supply and delivery of the Services.
DRIVER WARRANTIES
11.1 The Driver warrants that they/he/she:
(a) is acting as a trader i.e. that you are acting in the course of a business, trade or profession.
(b) will ensure that, both in relation to the Services Contract and generally, it complies with all statutory requirements relating to the provision of services in the United Kingdom specifically pursuant to English Law including (but not limited to) the Consumer Rights Act 2015 and section 2 of the Supply of Goods Act 1982 any other information which it is obliged to give consumers under UK law and that all goods and services provided will comply with a Customer’s legal rights as required by the laws of England.
(c) will ensure that you are responsible for complying with any applicable legislation and/or rules on drivers’ hours, breaks and rests, including but not limited to the rules of Great Britain, EU and The European Agreement Concerning the Work of Crews of Vehicles Engaged in International Road Transport (AETR), depending on individual circumstances. In the unlikely event you feel you may breach any applicable legislation and/or rules during the provision of Driver Services, please take any remedial steps to ensure you do not do so and contact our live Shopmat team who will update their systems and/or Customer.
(d) will ensure that Customers are fully aware of any of the Driver’s own terms and conditions.
(e) will ensure that it complies with all national Codes of Practice including Codes of Conduct laid down by the British Code of Advertising Practice.
(f) will ensure that you are responsible and fully aware of your own vehicle payload capacity and that you check the weight of any Goods being collected and/or loaded on-site and that the Goods do not exceed your payload limit. You should refuse to undertake any Job Request where goods exceed your payload capacity and notify us and the Customer you are collecting from immediately, stating that you are unable to collect and/or load the Goods due to these exceeding your payload capacity. You will be liable for any third party and/or Customer costs, fines and/or fees incurred as a result of you breaching your payload capacity.
(g) will read the Customer term and conditions from time to time that apply to the Customer’s use of the App and Website so that it remains fully aware of what terms the Customers are entering when using the App, the Website, and our Policies.
(h) will read all instructions specified in relation to each particular Job Request prior to accepting a Job Request, including but not limited to; collection time, customer requirements, location(s), delivery expectations. The Driver will only accept a Job Request when they have read and understood all the details of the Driver Services and can confirm they are able to complete the Driver Services.
(i) will notify us promptly of any unauthorised use of the Driver’s account details or the Website.
(j) will make it clear in any advertising or listing material that the advertisement has been placed by the Driver acting in the course of a trade or business.
(k) will be solely responsible for providing and maintaining all computer equipment and software necessary for the Driver to access the Service.
(l) will be solely responsible for any data, information or advertising material submitted by the Driver on our App or Website or to Us in connection with the Service;
(m) shall, at its own cost, be responsible for obtaining (or obtaining relief from any requirements for) all regulatory approvals which it is required to obtain.
(n) will ensure that all information that the Driver inputs into the App or Website or makes available via the App or Website for Customers is true and accurate and further confirms that:
– the publication of the advertisement will not breach any contract, infringe the copyright, trademark or other right of any third party and is not libellous of any person;
– all licences and consents from third parties necessary for the publication of the advertisement have been obtained and paid for, including consent from living persons identified in copy or pictures (photographic or otherwise);
– the advertisement does not unlawfully discriminate on grounds of age, sex, race or religion;
– the advertisement is not promoting illegal goods and/or services;
– a Seller using a third-party service provider shall be solely responsible for ensuring the accuracy of copy and the timeliness of its delivery and that no advertisement will be placed by the Driver in regards to adult services and pornography, which is offensive in any way, illegal or immoral.
(o) will follow a formal complaints procedure in accordance with our Complaints Policy, will inform us at the earliest opportunity of the receipt of any complaint, and shall keep us regularly appraised of the status of the complaint.
(p) will comply with all income and other tax and VAT legislation in force within the country in which the Driver resides or the Services Contract is performed.
(q) will inform us immediately of any change in the Driver’s trading status, driver memberships or of any factor that it is reasonable to assume would affect its Driver Membership.
(r) will agree to the Customer using our feedback portal to leave feedback in regard to the services provided by the Driver. We will not review any information posted by Customers about You on the App and Website. If you believe that information given is incorrect or in breach of these terms You must inform Us immediately, and we will aim to remove it (if at our total discretion We believe it should be removed) within a reasonable period of time.
(s) will act in good faith at all times in accepting the Services and fulfilling a Service Contract with each and every Customer for the mutual benefit of both parties under this Agreement. Examples of not acting in good faith would include but limited to: Accepting Job Requests before reading the Job Request instructions and then cancelling before the Driver Services are to be undertaken. This is deemed as ‘job hoarding’. Job hoarding severely impacts Shopmat’ Customers and prevents other Drivers from accepting jobs.
(t) In the course of providing the Services, the Driver will come to know of or be introduced to third parties they did not know of or had not met before. The Driver undertakes not to make any direct approach to these third parties without Our express permission in advance, for the purpose of procuring and providing the same or similar services to those set out in any Service Contract. In the event of any circumvention or attempted circumvention of this agreement, directly or indirectly, we will be entitled to claim or deduct a financial penalty equal to the Fee we should have realised from providing the Service, plus any and all expenses including but not limited to all legal costs and expenses incurred to recover the lost revenue, from any Fees due to the Driver. If the Driver is found to be or suspected of circumventing or attempting to circumvent Our commercial interests during the term of the Services provided under this Agreement, we reserve our rights to suspend or determine the Driver Membership pending further investigation, or permanently in the event of a proven breach of this warranty.
11.2 Where You are entering into these Terms and also a separate Fleet Declaration as a manager of a business which will employ other drivers to perform the Driver Services, you warrant that you will ensure all drivers performing Driver Services will receive adequate information and training in order to comply with these Terms in all material respects at all times.
SUPPLY OF SERVICES
12.1 Shopmat will make Services available to the Drivers with a Driver Membership, however there is no obligation for Drivers to accept Job Requests.
12.2 During the Term of the Driver Membership We hereby grant the Driver a non-exclusive, non-transferable license to use the App and Website solely for the purpose of accessing and using the Service in accordance with the terms of the Agreement and for no other purpose whatsoever.
12.3 Shopmat does not guarantee the availability of the App or Website, and the Driver acknowledges that the App or Website may be unavailable at any time and for any reason (e.g., due to scheduled maintenance or network failure). Further, the App or Website may be subject to limitations, delays, and other problems inherent in the use of the internet and electronic communications, and Shopmat are not responsible for any delays, delivery failures, or other damages, liabilities or losses resulting from such problems.
12.4 A Customer has the right to cancel a Job Request. Please see our Cancellation Policy for further details. Should a Customer cancel a Job Request, you shall be notified by the App or Website if you have accepted a Job.
12.5 Shopmat shall supply payment collection services as outlined in Clause 9.
12.6 Shopmat acknowledge and appreciate that Drivers will work for other companies and/or competitors in similar provision of Services. This is encouraged by Shopmat as Drivers are able to work with whomever they choose, at their own frequency. There is no obligation on Drivers to accept work from the Shopmat App and Website.
DRIVER PAY
13.1 The Driver Pay is shown on the Job Request. This is for the total Driver Pay that will be paid for the Job Request as detailed.
13.2 Included in the Driver Pay is a 15-minute waiting time. Drivers are required to enable the Waiting Time by clicking ‘Arrived on Site’ in the App and start the waiting timer. Drivers arriving early will not be paid until the collection window starts. If there are issues with the Waiting Timer, as long as ‘Arrived on Site’ has been selected and ‘On way to Drop Off’ we can calculate this manually. Drivers will be paid additional Driver Pay for waiting Time exceeding 15 minutes.
13.3 The Driver Pay is inclusive of VAT which will be added at the prevailing rate at the date of payment. The Driver must ensure that their VAT number is inputted in their Driver Profile
13.4 Drivers must not agree to undertake additional services that are not included in the Job Request, such a Handballing, adding an extra stop etc, unless this is agreed with Shopmat. All additional services must be approved by the Customer before they are undertaken by the Driver. Shopmat cannot retrospectively approve any additional charges. Where additional requests are made, the Driver must inform Shopmat for approval or this will be deemed to have been undertaken outside of Shopmat and we will not be required to pay for these Driver Services.
13.5 For Day Hire deliveries, additional mileage and hours will be paid for, as long as Starting and Ending mileage is inputted and all Status prompts are adhered to.
INTELLECTUAL PROPERTY RIGHTS
14.1 All rights, title and interest in and to Shopmat, any software we provide for your use and any other materials we provide to you under or in connection with these terms are and shall at all times remain Shopmat’s intellectual property (Shopmat IP). We grant you a limited, non-exclusive, non-transferrable, non-sublicensable, revocable licence to use the Shopmat IP during the Term for the sole purpose of using the Services.
14.2 You must not (and shall not permit any third party to):
– (a) copy, adapt, reverse engineer, decompile, modify or make error corrections to any Shopmat IP other than with our express prior written consent; or
– (b) breach, disable, tamper with, or develop or use any workaround for any security measure in any Shopmat IP or otherwise do anything that disrupts any Shopmat IP, Shopmat or any person.
14.3 You grant us and our affiliates a non-exclusive, royalty-free licence to use your branding which includes your logos, name and website address(es) for the Term. You warrant and undertake that your branding does not and will not infringe any third-party Intellectual Property Rights. We can use your branding on the Platform, for marketing purposes and as reasonably necessary to provide the Services.
14.4 Except for these limited licences:
(a) we retain ownership of and all rights in and to Shopmat branding; and
(b) you retain ownership of and all rights in and to your branding.
14.5 We may collect data about your use of Services. By using the Services, you agree to us collecting and using this information. We may use this information for various purposes, including to improve, maintain, protect and develop our products, and to provide Services to you.
DATA PROTECTION
15.1 We process information about you in accordance with our Privacy Policy and Cookies Policy. Any information or data we possess from You will always be in accordance with and protected by the Data Protection Act 2018.
15.2 Terms and expressions used in this Clause and not defined in these terms and conditions, have the meanings assigned to them in Data Protection Legislation.
15.3 With respect to your obligations under these terms in providing Driver Services, you observe and agree to the following;Processing
15.4 Shopmat acts as a data processor (or sub-processor) on behalf of Customers and uses Customer and/or third-party personal data and instructions, only where necessary, to provide Platform Services.
15.5 In order for Drivers to provide Driver Services, Drivers will be able to view Customer and/or third-party personal data on the Shopmat Platform, including but not limited to; Customer and/or third-party names, addresses and telephone numbers.
15.6 Drivers must comply with and process all Customer and/or third-party personal data in accordance with applicable Data Protection Legislation.
15.7 Drivers must only process Customer and/or third party personal data in order to provide the Driver Services and in accordance with any documented instructions, or as required by any Applicable Law (provided that the Driver has, to the extent permitted by Applicable Law, informed Shopmat of that legal requirement before processing).Security
15.8 Drivers must have and maintain throughout, appropriate technical and organisational measures, internal controls and information security routines intended to protect Customer and/or third-party personal data against accidental, unauthorised or unlawful access, processing of, disclosure, alteration, accidental loss, damage or destruction to such data.
15.9 Drivers must ensure their mobile phones and/or devices are password and/or code encrypted and are locked when not in use by Drivers when performing Driver Services. Mobile phones and/or devices should never be left unattended and/or in unsecure environments.
15.10 Computers and/or mobile phones and/or devices should have the required security as required by Clause 15 and be locked when left unattended, especially in office environments.
15.11 Fleet Leaders must also ensure they are compliant with Clause 15 and ensure only those necessary persons, with the required permissions in order to facilitate the provision of Driver Services, are permitted access to the Shopmat Platform. Fleet Leaders should not share their Platform log in details with any third party beyond those necessary persons, with the required permissions in order to facilitate the provision of Driver Services.
15.12 For all users, the Platform must be logged out of when not in use.
15.13 These obligations continue even after Driver Services have been performed. These measures shall be at least;
– (a) the minimum standard required by Data Protection Legislation;
– (b) be of a standard no less than the standards compliant with good industry practice for the protection of personal data;
– (c) be compliant with any minimum standards and/or requirements that Shopmat and/or Customers may provide the Driver from time to time;
to ensure a level of security for Shopmat and/or Customers and/or third parties, personal data appropriate to the risk and to assist Shopmat and/or Customers in ensuring compliance with the requirements for the security of processing as set out in Data Protection Legislation.
15.14 Drivers shall promptly assist with any requests from Shopmat and/or Customers and/or data subjects at no charge, of any Customer and/or third-party personal data, pursuant to Data Protection Legislation.
15.15 Drivers shall at Shopmat and/or Customer and/or third party request, delete (unless required by Applicable Laws) or return all copies of personal date and cease processing such personal data after the business purposes for which the Customer and/or third party personal data was processed have been fulfilled, or earlier upon the applicable parties written request.Disclosure
15.16 Driver access to personal data on the Platform must strictly be limited to only themselves, in order that the Driver Services can be provided, save for the exception of Fleet Leaders, as per Clause. Access to the Platform should not be granted to any other party.
15.17 Drivers must not disclose Customer and/or third-party personal data outside of the Shopmat platform except:
– (a) as Shopmat and/or Customers direct (including as permitted under this Agreement); or,
– (b) as required by Applicable Laws.
This includes but is not limited to; taking screenshots, photocopies and notes of any personal data and/or instructions visible on the Shopmat Platform. All personal data provided in the Platform must stay on the Platform and not be shared and/or duplicated in any form outside of this.Notification and Incidents
15.18 If Drivers become aware of or reasonably suspect that any security incident has occurred, you must without undue delay (and in any event within 24 hours);
– (a) notify Shopmat of the security incident; and,
– (b) investigate the security incident and provide Shopmat and/or Customer with detailed information about the security incident including, where applicable, making yourself and/or a suitably senior, appropriately qualified individual to discuss any concerns or questions Shopmat and/or Customer may have; and,
– (c) take reasonable steps to mitigate the effects and to minimise any damage resulting from the security incident and assist Shopmat and/or Customer in remediating or mitigating any potential damage from a security incident to the extent that such remediation or mitigation is within the Drivers control as well as reasonable steps to prevent a recurrence of such security incident.

Subcontractors
15.19 Drivers shall not permit any subcontractor and/or any other third party, to process Customer and/or third-party personal data without the prior written approval of Shopmat and/or Customer. Any changes to any subcontractors and/or third parties involved in any processing pursuant to these terms and conditions (including any change in the scope or nature of the Customer and/or third party personal data involved) must be pre-approved in writing by Shopmat and/or Customer as a variation to these terms and conditions.
15.20 Drivers are fully liable to Shopmat and/or Customers for any acts or omissions of the subcontractor and/or any other third party in regard of its processing of personal data, for any breaches in connection with this Clause 15.
15.21 Drivers shall ensure that subcontractors and/or any other third parties (appointed in accordance with Clause 15) shall be contractually bound to the same obligations with respect to the processing of Customer and/or third party personal data as to which the Driver is bound by these terms and conditions relating to security and audit and otherwise.

Transfer of Data
15.22 Save as set out herein, or as Shopmat and/or Customers may otherwise authorise, Drivers must not transfer to any third party, Customer and/or third-party personal data.

Audit
15.23 Drivers shall permit Shopmat and/or Customers and/or a qualified representative (subject to reasonable and appropriate confidentiality undertakings) to conduct periodic security scans and audits of Driver systems and processes in relation to the processing of Customer and/or third party personal data and shall comply with all reasonable requests or directions by Shopmat and/or Customers to verify and/or procure that the Driver is in full compliance with its obligations under Clause 15. The Driver shall promptly resolve, at its own expense, all security issues discovered by and/or reported to Shopmat and/or Customers and/or third parties.
15.24 Shopmat and/or Customers shall have the right following any such audit to request additional safeguards, establish back-up security for Shopmat and/or Customers and/or third parties personal data. The parties shall agree on the additional safeguards to be implemented, if any.
LIMITATION OF LIABILITY
16.1 To the extent permitted by applicable law, Shopmat will not be liable to you in any way (whether such liability arises in contract (by way of indemnity or otherwise), tort (including negligence) misrepresentation, breach of statutory duty, restitution or otherwise) for:
– (a) any theft or loss of your or any other person’s property in connection with the Services or any booking accepted by the Driver;
– (b) any booking that has not been accepted;
– (c) any loss, damage, costs, expenses or liability suffered by anyone other than you in connection with your use of the App or Website;
– (d) any losses that could not reasonably be expected to result from our negligence or breach of these Driver Terms;
– (e) any loss relating to your business or the business of your employer or any other person;
– (f) any loss of profits, loss of revenue, loss of opportunity, loss of business or employment (whether or not such loss could be reasonably expected to flow from our negligence or breach of these Driver Terms); or
– (g) any other loss, damage, costs, expenses or liability that you suffer in connection with the Services, save to the extent that Shopmat fails to perform its obligations to you to the standard of a diligent and professional provider of the relevant services.
16.2 If Shopmat is liable to you in connection with the Services, its liability will be limited to an amount equal to the total Fees paid by the Driver in the preceding 3 months.
16.3 Nothing in these Driver Terms limits any liability which cannot legally be limited, including but not limited to liability for:
– (a) Death or personal injury caused by negligence; or
– (b) Fraud or fraudulent misrepresentation.
INDEMNITY
17.1 The Driver shall indemnify, defend (at Shopmat’s option) and hold harmless Shopmat and their respective officers, directors, employees, agents, successors and assigns from and against any and all liabilities, expenses (including legal fees), damages, penalties, fines, social security contributions and taxes arising out of or related to: (a) the Driver’s breach of its representations, warranties or obligations under these Driver Terms; or (b) a claim by a third party (including Customers, regulators and governmental authorities) directly or indirectly related to Driver’s provision of services.
17.2 In the event that either party receives notice of any Claim that affects the other party to this Agreement, it will:
– (a) notify the other in writing as soon as reasonably practicable;
– (b) not make any admission of liability or agree any settlement or compromise of the Claim without the prior written consent of each other (such consent not to be unreasonably withheld or delayed);
– (c) take all reasonable steps to minimise the losses that may be incurred by it or by any third party as a result of the Claim; and
– (d) provide each other with all reasonable assistance in relation to the Claim (at the Driver’s expense).
17.3 In the event of a potential Claim against a Driver’s insurance policy, we will provide the Drivers insurance details to any party that may need to pursue a claim.
TERMINATION
18.1 If the Driver beaches any of the terms in this agreement. We may at our sole discretion:
– (a) terminate this agreement
– (b) refuse to accept any subsequent Driver Membership requests from the Driver
– (c) recover from the Driver all losses, damages, costs and expenses incurred by us arising from the Driver’s default
18.2 We will not be liable for any delay in or failure to the extent caused by:
– (a) the Driver’s failure to provide us the Driver’s failure to provide us necessary information to provide our Services/ provide Us with adequate instructions for supply or otherwise relating to the Services; or
– (b) a Force Majeure event
18.3 During the Term this Agreement may be terminated:
– (a) by us with immediate effect where there is a breach of this Agreement or
– (b) by the Driver giving notice to terminate its Driver membership. The Driver will still be liable for all Fees that result in a Successfully Completed Transaction if the Services Contract was requested or commenced prior to termination but completes after termination. Limitation of Liability, Indemnity, Termination, Restrictions and Other Important Terms together with any other provision of this Agreement which expressly or by implication is intended to survive termination will survive termination however caused.
CONFIDENTIAL INFORMATION
19.1 Each party undertakes that it will keep any information that is confidential in nature concerning the other party, the terms of this Agreement and the information relating to any Customer.
19.2 A party may:
– (a) Disclose any Confidential Information to any of its employees, officers, representatives or advisers (Representatives) who need to know the relevant Confidential Information for the purposes of the performance of any obligations under this Agreement, provided that such party must ensure that each of its Representative to whom Confidential Information is disclosed is aware of its confidential nature and agrees to comply with this clause 19 as if it were a party;
– (b) Disclose any Confidential Information as may be required by law, any court, any governmental, regulatory or supervisory authority (including, without limitation, any securities exchange) or any other authority of competent jurisdiction to be disclosed; and
– (c) Use Confidential Information only to perform any obligations under this Agreement.
19.3 Each Party recognises that any breach or threatened breach of this clause 19 may cause irreparable harm for which damages may not be an adequate remedy. Accordingly, in addition to any other remedies and damages, the Parties agree that the non-defaulting Party may be entitled to the remedies of specific performance, injunction and other equitable relief without proof of special damages.
FORCE MAJEURE
20.1 A Party will not be liable if delayed in or prevented from performing its obligations due to Force Majeure, provided that it:
– (a) Promptly notifies the other of the Force Majeure event and its expected duration; and
– (b) Uses reasonable endeavours to minimise the effects of that event.
20.2 If, due to Force Majeure, a party:
– (a) Is or will be unable to perform a material obligation; or
– (b) Is delayed in or prevented from performing its obligations for a continuous period exceeding 30 calendar days;
then the other party may terminate the Agreement on immediate written notice.
20.3 For the duration of a Force Majeure event affecting a party to this Agreement, the obligations of the other Party will be suspended for the corresponding period of time.
RESTRICTIONS DURING AND AFTER THE TERM
21.1 For the purpose of this clause 21 the following definitions shall apply:
Restricted Driver: any present Driver or any person or firm who was a Driver during the 12 months before Termination (or for the Term if less than 12 months)
Restricted Customer: any firm, company or person who, during the 12 months before Termination (or for the Term if less than 12 months), made use of the App or Website as a Customer, whether that Customer used the services of any Driver;
Restricted Person: any employee of Shopmat.
Termination: the termination of the Agreement howsoever caused.
21.2 In order to protect our confidential information and business and customer connections which the Driver has access as a result of Driver membership with us, the Driver covenants with us that the Driver will not:
– (a) enter into any direct agreement with any Restricted Customer with a view to providing services to that Restricted Customer in competition with us;
– (b) endeavour to solicit or entice away from us any business or custom with any Restricted Customer with a view to providing services to that Restricted Customer in competition with us;
– (c) offer to employ or engage or otherwise endeavour to entice away from us any Restricted Person or Restricted Driver;
– (d) offer to employ or engage or otherwise endeavour to entice away from us any Restricted Driver.
21.3 At any time after Termination, represent themselves as connected with us in any capacity, other than as a former driver, or use any registered names or trading names associated with us and the Website.
21.4 The Driver agrees to pay liquidated damages in the amount of £5,000.00 or the estimated loss to us in trade, whichever figure being higher, for any violation of the covenant contained in clause 21.2 of this Agreement.
NOTICES
22.1 Any notice given by a Party under this Agreement will:
– (a) be in writing and in English or Polish;
– (b) be sent to the relevant party at the address set out in this agreement (for Us) and the driver membership request form (for the Driver) or, if sent by fax or email, to a fax number or email address nominated by the parties.
22.2 Any notice or communication shall be deemed to have been received:
– (a) if delivered by hand, at the time the notice is left at the proper address;
– (b) if sent by pre-paid first-class post or other next working day delivery service, at 9.00 am on the second Business Day after posting; or
– (c) if sent by fax or email, at the time of transmission, or, if this time falls outside business hours in the place of receipt, when business hours resume.
22.3 This clause does not apply to notice given in legal proceedings, arbitration or other dispute resolution proceedings.
ANTI-BRIBERY AND ANTI-CORRUPTION
23.1 Shopmat strives to comply with all applicable laws, statutes and regulations relating to anti-bribery and anti-corruption, including but not limited to the Bribery Act 2010 (Relevant Requirements) and requires the same of Drivers.
23.2 During the term of this agreement, you and any of your agents, consultants, contractors, subcontractors or other persons engaged in performance of your obligations under this agreement, agree to;
– (a) comply with all applicable laws, statutes, relevant requirements, regulations relating to anti-bribery and anti-corruption, including but not limited to the Bribery Act 2010 (Relevant Requirements);
– (b) not engage in any activity, practice or conduct which would constitute an offence under all sections of the Bribery Act 2010 if such activity, practice or conduct had been carried out in the UK;
– (c) notify us (in writing) if you become aware of any breach of Clause 23, or have reason to believe that you have received a request or demand for any undue financial or other advantage in connection with the performance of this agreement;
– (d) have and shall maintain in place throughout the term of the agreement your own policies and procedures, including but not limited to adequate procedures under the Bribery Act 2010, to ensure compliance with the Relevant Requirements and Clause 23 and will enforce them where appropriate;
– (e) if requested to do so, certify to Shopmat in writing, signed by you or an officer of your business, compliance with this Clause 23 by yourself and all persons associated with it.
23.3 For the purpose of this Clause 23 the meaning of adequate procedures and whether a person is associated with another person, shall be determined in accordance with section 7(2) of the Bribery Act 2010 (and any guidance issued under section 9 of that Act) and section 8 of that Act respectively. For the purposes of this Clause 23, a person associated with you includes but is not limited to any of your subcontractors.
23.4 If you are a business, you shall ensure that any of your agents, consultants, contractors, subcontractors or other persons engaged in performance of your obligations under this agreement, do so only on the basis of a written contract which imposes on and secures from such person terms equivalent to those imposed on Drivers in this Clause 23 (Relevant Terms). You shall be responsible for the observance and performance by such persons of the Relevant Terms, and shall be directly liable to the Customer and/or Shopmat for any breach by such persons of any of the Relevant Terms.
23.5 Breach of this Clause 23 shall be deemed a material breach
ANTI-SLAVERY AND HUMAN TRAFFICKING
24.1 In performing your obligations under the agreement, you and any of your agents, consultants, contractors, subcontractors or other persons engaged in performance of your obligations under this agreement, shall;
– (a) comply with all applicable anti-slavery and human trafficking laws, statutes, regulations from time to time in force (Anti-Slavery Laws) including, but not limited to, the Modern Slavery Act 2015;
– (b) not engage in any activity, practice or conduct that would constitute an offence under sections 1, 2 or 4 of the Modern Slavery Act 2015 if such activity, practice or conduct had been carried out in England and Wales;
– (c) include in contracts with any of your agents, consultants, contractors, subcontractors or other persons engaged in performance of your obligations under this agreement, anti-slavery and human trafficking provisions that are at least as onerous as those set out in this Clause 24;
– (d) notify us as soon as you become aware of any actual or suspected breach of Clause 24 in your operations/supply chain which has a connection with this agreement;
– (e) implement due diligence procedures for your own suppliers, agents, consultants, contractors, subcontractors or other participants in your supply chains, to ensure that there is no slavery or human trafficking in your supply chains;
– (f) provide all reasonable assistance, including but not limited to, permitting Shopmat to conduct periodic audits of your business (at our option), to demonstrate to us that you comply with your obligations under Anti-Slavery Laws.
24.2 You represent and warrant that you, and/or your servants and/or agents, consultants, contractors, subcontractors or other persons engaged in performance of your obligations under this agreement, have not been convicted of any offence involving slavery and human trafficking or been the subject of any investigation, inquiry or enforcement proceedings regarding any offence or alleged offence of or in connection with slavery and human trafficking.
24.3 Breach of this Clause 24 shall be deemed a material breach for termination of this agreement.
OTHER IMPORTANT TERMS
25.1 No set off. The Driver must pay all sums that it owes Us under this Agreement free and clear without any set-off, counterclaim, deduction or withholding of any kind, save as may be required by law.
25.2 No partnership or agency. The parties are independent of each other and are not partners, principal and agent and, save as expressly stated otherwise, this Agreement does not establish any joint venture, trust, fiduciary or other relationship between them, other than the contractual relationship expressly provided for in it. Neither of the parties will have, nor will represent that it has, any authority to make any commitments on the other Party’s behalf.
25.3 We may transfer this agreement to someone else. We may transfer our rights and obligations under these terms to another organisation. We will contact you to let you know if we plan to do this.
25.4 The Driver must not assign any of the rights or benefits under this agreement, or sub-contract any Driver Services to any third party, unless this is line with Clause 6.
25.5 Nobody else has any rights under this contract. These Terms are between you and us. No other person shall have any rights to enforce any of its terms.
25.6 If a court finds part of this contract illegal, the rest will continue in force. Each of the paragraphs of these terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
25.7 Even if we delay in enforcing this contract, we can still enforce it later. If we do not insist immediately that you do anything you are required to do under these terms, or if we delay in taking steps against you in respect of your breaking this contract, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date.
25.8 Which laws apply to this contract and where you may bring legal proceedings. These terms are governed by English law and you can bring legal proceedings in respect of the products in the English courts.

Our Terms and Conditions

1. THESE TERMS AND CONDITIONS

1.1. These Terms and Conditions constitute the terms and conditions for the provision of services via the Shopmat mobile application (App) and our website shopmat.co.uk / shopmat.pl (Website) (Terms and Conditions) (collectively referred to as the Platform). Please read these Terms and Conditions carefully before using or registering on the Platform.

1.2. The following Terms and Conditions also apply to your use of the Platform: Terms of Use for the App and Website, our Fair Use Policy, Privacy Policy, Cookie Policy, Complaints and Claims Procedure, and Cancellation Policy.

1.3. We may amend these Terms and Conditions from time to time. For a list of changes and their implementation date, please contact us by email at office@shopmat.co.uk (GB) or biuro@shopmat.pl (PL)

2. INFORMATION ABOUT US AND HOW TO CONTACT US

2.1. Who we are: We are Shopmat LTD, a company registered in England and Wales and operating in partnership with the MARS Foundation, registered in Poland. Our company registration number is 13103092, and our registered office is at Suite 18 Equity Chambers, 249 High Street North, Poole, United Kingdom, BH15 1DX. Our VAT number is 392249574.

2.2. What we do: We provide an online platform that allows customers to connect with providers of courier, delivery, and/or chauffeur-driven vehicle rental services (Platform Services). The courier, delivery, or driver-driven vehicle rental services available on our Platform are described on our Platform (Driver Services). You can place orders for Driver Services through the Platform (Job Entries) by registering an account with us or as a guest. We are not a provider of delivery or courier services, and at no time will a contract be formed between you and us for the provision of Driver Services. Any contracts entered into with a Driver are solely between you and the Driver.

2.3. How to Contact Us. You can contact us by email at office@shopmat.co.uk (GB) and biuro@shopmat.pl (PL).

2.4. How We May Contact You. If we need to contact you, we will do so using the contact details you provided when registering/applying for Driver Services.

3. REGISTERING AND ORDERING DRIVER SERVICES

3.1. After registration, you can manage your access rights and account settings. These Shopmat Terms of Use and all other Shopmat terms (as described above in Section 1.2) apply to every user of the Platform, regardless of the nature of their membership with Shopmat. Therefore, it is your responsibility, as the account creator and/or user, to use the Services knowingly and to comply with all applicable Shopmat terms and conditions, and to assume full legal responsibility for your actions.

3.2. To submit a Job Request on the Platform, you can:

(a) register an account on the Platform and post Job Requests; or

(b) post Job Requests on the Platform and make a purchase as a guest.

3.3. You must be at least 18 years of age to register an account with us.

3.4. When submitting a Job Request on the Platform and/or by phone, you will be required to provide the following information, including (where applicable):

(a) pickup/delivery; name, phone number, email address, and company name (optional);

(b) the date, time, and correct location(s) where the Driver Services are to be provided (see sections 3.5 and 3.10 below);

(c) the number of people required to complete the Order and whether driver assistance is required, such as assistance with loading/unloading (see sections 3.6-3.8 below);

(d) as much information as possible regarding the specific delivery instructions related to the Driver Services (see also section 3.9 below);

(e) the size, quantity, weight, and description of the item (optional) (see section 3.12 below);

(f) the required vehicle, including any optional requirements such as a refrigerated/freezer unit, tail lift, tarpaulin, pump truck, etc. (see section 3.12 below);

(g) any issues that may hinder the provision of the Driver Services, such as road width restrictions, access restrictions, steps, parking restrictions, etc.;

(h) the cost value of the goods transported (optional, see sections 5.2 and 5.3 below);

(i) your and the recipient’s contact details for each stop;

(j) billing information.

3.5. Please ensure that the correct address for each stop is provided in the Order. Drivers reserve the right to charge the full fee for any order that must be cancelled/abandoned in such cases. If a Driver accepts a change of address that results in additional mileage, you will be responsible for any additional mileage caused by the incorrect location provided in the Order, as well as any waiting time.

3.6. If assistance with loading/unloading is required by the Driver and this was not specified in the original Order, the Driver reserves the right to cancel their Driver Services, and cancellation fees will be charged in accordance with our Cancellation Policy. If drivers agree to additional loading/unloading, additional fees will be charged in accordance with our Additional Fees Policy. Please note that some Drivers may have disabilities that may hinder their ability to unload/load. Therefore, please complete the Order carefully and provide as much information as possible, as fees may apply in accordance with this section.

3.7. We offer a free 20-minute waiting window for every order. If the waiting time exceeds 20 minutes (maximum 40 minutes), additional fees will be charged in accordance with our Additional Fees Policy. If the waiting time exceeds 40 minutes for a order, Drivers reserve the right to cancel the Driver Service, and you will be charged in accordance with our Cancellation Policy.

3.8. In your Order Submission, you must confirm whether delivery locations have opening/closing hours, e.g., warehouses, etc., and whether someone is available to deliver/collect the goods. You must allow the Driver sufficient time to reach the delivery location, allowing at least one hour for traffic disruptions and other unforeseen events. We reserve the right to charge additional fees, which may include, but are not limited to: storage fees, loss of revenue for the Driver, additional mileage, and waiting time. These fees will be assessed individually, depending on the circumstances, and itemized for clarity.

3.9. Regarding deleting a delivery stop in an Order after it has been posted on the Platform:

(a) If the Order is in “Pending” status (the driver has not yet accepted the Order), you may change the route by canceling the Order and rebooking it, or by editing the existing Order and removing the required stop. In such cases, no fees will be charged.

(b) If the Order is in “Accepted” status (the driver has accepted the Order) and is not subject to the cancellation fee period as above, you may cancel the Order and rebook it, or by editing the existing Order and removing the required stop. In such cases, no fees will be charged.

(c) If the Order is in “Accepted” status (the driver has accepted the Order) and is subject to the cancellation fee period, or if the Order is in “In Progress” (the driver has initiated the Order), you may delete the stop, but the full fee will be charged and the driver’s remuneration will remain unchanged.

3.10. You or anyone you provide access to your account is solely responsible for providing accurate information, as specified in Section 3.4 above, when submitting a Job Request.

3.11. If you provide specific requirements or standard operating procedures in your Job Request, we will make every reasonable effort to inform Drivers and ensure that they provide the Driver Services in accordance with your requests. However, we cannot guarantee that Drivers will always comply with these requirements in every respect, and we are not liable for any failure by a Driver to comply with such requests.

3.12. If incorrect information provided in a Job Request results in the Driver refusing to accept the Job and/or an unsuccessful delivery, for example, if you provide the incorrect vehicle type, weight/size/quantity of the item, and/or provide insufficient access information, etc., you will be charged the full fee.

3.13. You will be liable for Additional Charges if you provide incorrect information in your Request for a Job which results in additional waiting time and/or additional charges, e.g. incorrect and/or restricted information regarding: names, contact details, addresses, road/parking restrictions, access, need for assistance, etc.

3.14. By placing an Order, you agree that the Driver Services you request will not be used to pick up, deliver, and/or transport any item or items that are Prohibited, unless you obtain consent from Shopmat via email.

3.15. If you are a business customer, to protect our legitimate business interests, you agree not to contact a Driver directly without our prior written consent, without using our Platform, to request services that are substantially the same or similar to the Driver Services. We reserve the right, in our sole discretion, to suspend or terminate the provision of the Platform Services to you without any liability if you breach this Section 3.13. We reserve the right to charge you an amount equal to the fees we would have received for services provided to you in breach of this Section.

3.16. We reserve the right to charge Customers Additional Fees and/or pay the full amount if the Customer fails to provide accurate and/or sufficient information in the Order and/or during the telephone conversation to provide the Driver Services. We also reserve the right to refuse account registration or suspend or block access to the Platform in the event of a violation of any of these Terms.

4. DRIVER AGREEMENT

4.1. Shopmat is not a courier company and does not provide delivery services. Shopmat acts as an intermediary connecting you with the Driver for the purpose of providing the Driver Services. You acknowledge and agree that the Driver Services are provided pursuant to an agreement between you and the Driver, and not pursuant to these Terms or any other agreement entered into with Shopmat.

4.2. Upon acceptance of the Order, the Driver may provide you with the terms and conditions governing the provision of the Driver Services (the Driver Terms and Conditions). In the absence of such Terms, the provision of Driver Services by a Driver to you will be subject to the Driver Terms and Conditions attached in Appendix 1 (Driver/Customer Terms and Conditions). For the purposes of these Terms and Conditions, references to “Driver/Customer Agreement” mean the Driver Agreement or Driver/Customer Terms and Conditions, as applicable.

4.3. We carry out standard identity and insurance verification checks on Drivers registered with us, but we make no representations, warranties, or promises regarding the Driver Services they provide, and we have not verified the Driver Services they provide. We do not verify the accuracy, truthfulness, or completeness of the information provided to you by Drivers at any time, and we are not responsible for it.

5. INSURANCE AND COMPENSATION FOR LOSS/DAMAGE

5.1. When placing an Order, you will have the opportunity to determine the cost of transporting the goods.

5.2. If you specify the cost value of your goods in your Job Request, the Job will only be available to Drivers with insurance corresponding to that value, and the Driver’s liability to you for any losses you suffer due to misdelivery or damage to your Parcel(s) will not exceed the total value of the Parcel(s) specified in the relevant Job Request.

5.3. If you do not specify the value of the goods in your Job Request, your Parcel(s) will be covered by aggregate insurance up to the limits specified in sections 5.4 and 5.5, covering all losses you suffer due to misdelivery or damage to your Parcel(s), and the Driver’s liability to you for such loss, misdelivery, or damage will not exceed that amount.

5.4. Subject to section 5.5, we will ensure that each Driver has goods in transit insurance with a minimum value of 10,000 GBP (GB) and 20,000 PLN (PLN) for delivery vehicles. For information regarding passenger cars, please see Section 5.5 below.

5.5 Please note that we may grant membership to our Platform to Drivers who provide Driving Services by car and therefore do not have goods in transit insurance for the value specified in section 5.4. In such circumstances, you will be informed of this at the time of acceptance of your Order, and we will cover the cost of any valid claims made to us in accordance with our Complaints and Claims Procedure for any losses you suffer due to misdelivery or damage to your Parcel(s), up to a maximum aggregate value of £250 (GB) and 500 PLN (PLN) per Order. For items exceeding £250 (GB) and 500 PLN (PLN), only drivers with goods in transit insurance for a minimum value of £5,000 (GB) and 10,000 PLN (PLN) will be selected.

5.6. Drivers are obligated to not accept Packages that are visibly damaged, opened, or tampered with. Ensure that appropriate procedures are in place to confirm that the Package(s) are delivered to the Driver in good, undamaged condition, and acknowledge that failure to follow these procedures may affect the outcome of any claims for loss or damage.

6. CANCELLATION OF DRIVER SERVICES

6.1. If a Work Order is canceled within 15 minutes of its submission, no fees will be charged. However, cancellation fees will apply if the Work Order is canceled after this time period, in accordance with our Cancellation Policy. Details can be found in the Driver/Client Agreement.

7. PAYMENTS

7.1. Payments for Driver Services are collected via the Platform. Once a Job Order is placed and accepted by the Driver, a “hidden payment” is debited from the card registered to the account. Payment is only debited from the card upon completion of the job or in accordance with previously agreed payment terms with Shopmat. If the job is canceled before completion, provided the cancellation does not violate our Cancellation Policy, the “hidden payment” will be canceled and no payment will be taken.

7.2. Upfront payments for Driver Services can be made by debit or credit card, and all payments will be processed by our third-party payment processor, Revolut. Alternatively, payment can be made via a credit account (upon request), which is paid in accordance with agreed payment terms.

7.3. Payments cannot be made directly to the Driver.

7.4. We will pay the Driver 14 days after the relevant Driver Services have been completed, the goods have been delivered, and receipt has been confirmed, or after the Driver has provided other reasonable evidence of delivery of the goods to the delivery location(s), as specified in the Work Order.

7.5. If you are a business customer with a business account, we reserve the right to charge you the full amount for any Work Orders placed through the Platform, up to the credit limit previously agreed with the customer account holder, regardless of whether they were approved pursuant to an internal customer order or other approval procedure. We will not be liable for crediting or refunding any fees for Driver Services provided in response to any order placed by you or anyone you allow to access your customer account.

7.6. Shopmat reserves the right to charge statutory interest and collection costs (unless a different interest rate is separately agreed with you in the contract) for late payments.

8. PRICE CHANGES

8.1. Prices are set on the Platform at the time you receive a quote by submitting a Job Request. We will adjust the Prices periodically and/or annually to reflect increases or decreases in the cost of the Platform Services relative to the Consumer Price Index (CPI) in the previous year.

8.2. We will notify you in writing of any proposed changes one month in advance, specifying the percentage increase or decrease.

8.3. Any questions regarding the proposed changes must be raised before they take effect; otherwise, they will be deemed accepted.

9. WITHDRAWAL OF SERVICES

9.1. We may discontinue the Platform Services at any time. We will notify you as soon as possible in advance, and you will not be charged any fees for uncompleted assignments, unless the withdrawal occurs due to an event beyond our control (as defined in clause 11 below).

10. SUSPENSION AND TERMINATION

10.1. We may suspend the Platform Services. We may do so:

(a) to address technical issues or implement minor technical changes;

(b) to update the Platform Services to reflect changes in applicable laws and regulatory requirements;

(c) to implement changes to the Platform Services;

(d) if you fail to make a payment on time and continue to fail to make a payment within 7 days of a payment due reminder; or

(e) if you breach these Terms.

10.2. We may terminate your use of the Platform if you breach any of these Terms.

10.3. You may terminate your agreement with us for the Platform Services at any time by contacting us using the contact details on our Contact Page.

10.4. Termination of your agreement with us will not affect any Driver Services that are due. If you wish to cancel such Driver Services, this decision will be made in accordance with the Driver/Customer Agreement and our Cancellation Policy.

11. OUR LIABILITY

11.1. Our Liability to Consumers. We are liable for losses you suffer as a result of our breach of this Platform Services Agreement unless the loss is:

(a) Unexpected. It was not obvious that it would occur, and nothing you told us before accepting your order for the Platform Services meant that we should have expected it (and therefore, as a matter of law, the loss was unforeseeable).

(b) Caused by a delaying event beyond our control. Provided that we have taken the steps set out in clause 11 below.

(c) Avoidable. Something that could have been avoided by taking reasonable steps. For example, damage to your own digital content or device caused by digital content we have provided and which could have been avoided by following our advice regarding a free update, following the installation instructions correctly, or meeting the minimum system requirements recommended by us.

(d) Business Loss. Our liability for any losses you suffer in connection with your business, trade, or profession is limited as described in Section 10.2.

11.2. We are not liable for losses you suffer under the Driver/Customer Agreement.

11.3. Our liability to businesses. If you are a business, except for the losses described in Section 10.4:

(a) we will not be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for loss of profit or any indirect or consequential losses arising out of or in connection with any contract between us; and

(b) our total liability to you for all other losses arising under or in connection with any contract between us, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, is limited to £250 (GBP) and PLN 500 (PLN).

11.4. Losses We Never Limit or Exclude. Nothing in these Terms limits or excludes our liability for:

(a) death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors (where applicable);

(b) fraud or fraudulent misrepresentation;

(c) breach of the implied terms contained in section 12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982; or

(d) any matter in respect of which it would be unlawful to exclude or limit our liability.

12. WE ARE NOT LIABLE FOR DELAYS BEYOND OUR CONTROL

12.1. If the provision of the Platform Services is prevented or delayed due to an event beyond our control, such as an act of God, flood, drought, earthquake or other natural disaster, epidemic or pandemic, terrorist attack, civil war, civil unrest or riot, war, threat of war or preparations for war, armed conflict, any law or action taken by a government or public authority, collapse of buildings, fire, explosion or accident, or interruption or failure of utility services, we will contact you as soon as possible (via the Platform or directly using the contact details provided when registering/submitting your Job Request) to inform you of this and will use our best efforts to shorten the delay.

12.2. In such a case, we will not compensate you for the delay, but if the delay is likely to be significant, you may terminate your contract with us.

13. YOUR DATA

13.1. We process your data in accordance with our Privacy Policy and Cookie Policy.

14. COMPLAINTS

14.1. We hope you will be satisfied with the services provided on our Platform. However, if you have any complaints, you have several options for resolving them.

14.2. Our Complaints Policy. If you have any complaints about the Platform Services or Driver Services, please contact us in accordance with our Complaints and Claims Policy. All complaints submitted to us will be resolved in accordance with this Policy.

14.3. You can bring a claim in court. These Terms are governed by English law, and regardless of where you live, you can bring claims against us in the English courts. If you live in Wales, Scotland, or Northern Ireland, you can also bring claims against us in the courts of the country where you live. We can bring a claim against you in the courts of the country where you live.

15. ANTI-BRIBERY AND CORRUPTION

15.1. Shopmat makes every effort to comply with all applicable anti-bribery and corruption laws, statutes, and regulations, including, but not limited to, the Anti-Bribery Act 2010 (Relevant Requirements), and requires its customers to do the same.

15.2. If you are a business, during the term of this Agreement, you and all your agents, consultants, contractors, subcontractors, or other persons involved in the performance of your obligations under this Agreement agree to:

(a) comply with all applicable anti-bribery and corruption laws, statutes, and regulations, including, but not limited to, the Anti-Bribery Act 2010 (Relevant Requirements);

(b) not engage in any activity, practice, or conduct that would constitute an offence under Section 13 of the Code of Criminal Procedure. 1, 2 or 6 of the Bribery Act 2010 if such activity, practice or conduct took place in the UK or Poland;

(c) notify us (in writing) if you become aware of any breach of clause 15.2(a) or clause 15.2(b) or have reason to believe that you have received a demand or request for any undue financial or other advantage in connection with the performance of this agreement;

(d) ensure that any of your agents, consultants, contractors, subcontractors or other persons engaged in the performance of your obligations under this agreement do so only under a written agreement that imposes on and protects against such person terms equivalent to those imposed on them in this clause 15 (Material Terms). You will be responsible for the compliance and performance of the Applicable Terms by such persons and will be directly liable to Shopmat and/or any other third party affected by any breach of any Applicable Terms by such persons;

(e) you will have and maintain throughout the term of the Agreement your own policies and procedures, including, without limitation, the relevant procedures set out in the Bribery Act 2010, to ensure compliance with the Applicable Terms and clause 15, and you will enforce them where applicable;

(f) you will (at our option) certify to Shopmat in writing, signed by you or a representative of your company, compliance by you and all persons associated with you with this clause 15.

15.3. For the purposes of this clause 15.2(e), the meaning of relevant procedures and a foreign public official, and whether a person is associated with another person, shall be determined in accordance with section 15. section 7(2) of the Bribery Act 2010 (and any guidance issued under section 9 of that Act), sections 6(5) and 6(6) of that Act and section 8 of that Act. For the purposes of this clause 15, a person connected with you includes, among other things, any of your subcontractors.

16. ANTI-SLAVERY AND HUMAN TRAFFICKING

16.1. In performing your obligations under this Agreement, you and any of your agents, consultants, contractors, subcontractors or other persons engaged in the performance of your obligations under this Agreement must:

(a) comply with all applicable anti-slavery and human trafficking (Anti-Slavery) laws, statutes and regulations, including, without limitation, the Modern Slavery Act 2015;

(b) not engage in any act, practice or conduct that would constitute an offence under Section 1, 2 or 4 of the Modern Slavery Act 2015 if such act, practice or conduct occurred in England and Wales or Poland;

(c) include in your contracts with agents, consultants, contractors, subcontractors, or other persons involved in the performance of your obligations under this agreement anti-slavery and human trafficking provisions that are at least as onerous as those set out in this Clause 16;

(d) notify us immediately upon becoming aware of any actual or suspected breach of Clause 16.1(a) and Clause 16.1(b) in your business/supply chain that relates to this agreement;

(e) implement due diligence procedures on your suppliers, agents, consultants, contractors, subcontractors, or other participants in your supply chains to ensure there is no slavery or human trafficking in your supply chains;

(f) provide all reasonable assistance, including, without limitation, enabling Shopmat to conduct periodic audits of your business (at our discretion), to demonstrate to us that you are complying with your obligations under anti-slavery laws.

16.2. You represent and warrant that your employees and/or agents, consultants, contractors, subcontractors, or any other person engaged in the performance of your obligations under this Agreement have not been convicted of an offence related to slavery or human trafficking, nor have they been the subject of any investigation, prosecution, or enforcement proceedings for any offence or alleged offence related to slavery or human trafficking.

16.3. A breach of this Section 16 will be deemed a material breach, constituting grounds for termination of this Agreement and prohibition from using the Platform.

17. OTHER IMPORTANT TERMS

17.1. We may transfer this agreement to another person. We may transfer our rights and obligations under these Terms to another organization. We will contact you to inform you of the intended transfer and assure you that the transfer will not affect your rights under this agreement.

17.2. No one else has any rights under this agreement. These Terms are a contract between you and us. No one else can enforce them, and neither party will be required to ask anyone else to sign to terminate or amend them.

17.3. If a court finds part of this agreement invalid, the remainder will remain in effect. No one else can enforce them, and neither party will be required to ask anyone else to sign to terminate or amend them.

17.4. Even if we delay in performing this agreement, we can still enforce it later. If we do not insist immediately that you do anything that you are obliged to do under these terms, or if we delay taking steps against you in relation to your breach of this contract, that will not mean that you do not have to do those things and it will not prevent us from taking steps against you at a later date.

Customer Cancellation

We, Shopmat, accept that there may occasionally be an unavoidable need to cancel a Job Request due to a change in circumstances. Job Requests can be cancelled via the Shopmat Website or App (Platform) by selecting the relevant job and selecting the ‘Cancel’ option.
This document sets out our Cancellation Policy for all Driver services, unless we have agreed separate terms with you in writing. If the collection time has been agreed in writing to be varied, all of the below terms will apply to the revised time.
Any complaints or disputes relating to charges made for cancelled Job Requests will be handled in accordance with our Complaints & Claims Procedure.

Cars to Lutons:
A-B Bookings

If you cancel a Job Request within 15 minutes of placing it, no charges will be applied. For any cancellations made outside of this period, the following rules apply;

a. If you cancel a Job Request before a Driver accepts it, no charges will apply and you will receive a full refund;
b. If you cancel a Job Request after it has been accepted by a Driver and the cancellation request is received;
(i) greater than 2 hours before the requested collection time, no charges will apply and you will receive a full refund;
(ii) less than 2 hours but greater than 1 hour before the Driver collection time, you will be charged 25% of the price originally quoted for the Job Request;
(iii) less than 1 hour before the requested collection time, you will be charged 50% of the price originally quoted for the Job request;
(iv) less than 30 minutes before the requested collection time and the driver has arrived at collection (if the driver has not arrived on site you will be entitled to the terms of cancellation (iii)), you will be charged 100% of the price originally quoted for the job request;
(v) Should a Driver be more than 1 hour late for collection time, you have the right to cancel at no charge.

At collection, if the Driver has arrived after the start of the collection window, and their waiting time exceeds 40 minutes, they reserve the right to abandon and cancel their Driver Services, and you will be charged 100% of the price originally quoted for the job request.
Half Day and Full Day Bookings

If you cancel a Job Request within 15 minutes of placing it, no charges will be applied. For any cancellations made outside of this period, the following rules apply;

a. If you cancel a Job Request more than 24 hours before the start time, no charges will apply and you will receive a full refund;
b. If you cancel a Job Request less than 24 hours, but greater than 12 hours before the start time, you will be charged 25% of the full quoted price;
c. If you cancel a Job Request less than 12 hours, but greater than 2 hours before the start time, you will be charged 50% of the full quoted price;
d. If you cancel less than 2 hours before the Driver collection time, you will be charged 75% of the full quoted price.
7.5 Tonne + to Removal Van

a. If you cancel a Job Request more than 24 hours before the start time, no charges will apply and you will receive a full refund;
b. If you cancel a Job Request less than 24 hours, but greater than 12 hours before the start time, you will be charged 50% of the full quoted price;
c. If you cancel a Job Request less than 12 hours, but greater than 3 hours before the start time, you will be charged 75% of the full quoted price;
d. If you cancel less than 3 hours before the Driver collection time, you will be charged 100% of the full quoted price.
Driver Cancellation

Drivers are under no obligation to accept jobs. Shopmat promotes fairness and equality to all Drivers. Shopmat is free to use and Drivers should only accept jobs they are able to fulfil. Behaviour such as ‘job hoarding’, where Drivers accept job requests they are not able to fulfil and then cancelling them before the Driver Services are to be undertaken, prevents Drivers with genuine availability from accepting jobs. Job hoarding severely impacts Shopmat’ Customers. This behaviour is monitored and is deemed a misuse of the Platform and a material breach of the Driver Terms and Conditions and Fair Use Policy. We reserve the right to investigate any Drivers suspected of abusing this policy and take any necessary action, which may result in removal from the Platform.
Once a Driver has accepted a Job Request, they should only click ‘Cancel Job’ via the Platform if they are prevented from completing it by events outside of their control. Drivers must click ‘Cancel Job’ as soon as they know they are unavailable. This behaviour is monitored and we reserve the right to investigate any Drivers suspected of abusing this Policy and take any necessary action, including removal from the Platform.
Abuse of the above Policies, severely impacts other Drivers who are genuinely able to accept work and also affects the Customer and Shopmat’s reputation and provision of services.
For further details on Driver obligations, see our Driver Terms and Conditions.

WORKER (Driver) TERMS AND CONDITIONS: SUMMARY

The summary below is designed to be a helpful guide for quick reference, but it not intended to replace the full Worker Terms and Conditions, which we recommend all Drivers read before providing any Driver Services.

Worker must follow the rules below, failure to do so could result in removal from the platform:

Only accept jobs once all booking details have been checked and they are able to commit to the delivery
Only use the vehicle/s registered on their Shopmat account
Ensure all relevant driver and vehicle documentation is up to date
Go direct to the delivery destination
Co-loading is not permitted on bookings (including Shopmat jobs) unless agreed by the Shopmat team.
Only enter residential property with public liability insurance
Drivers are entirely responsible for their vehicle cleanliness, capacity and weight of goods being collected. Drivers accept all responsibility for their vehicle(s)
Drivers must NOT be late to collection or deliveries
All individuals in the vehicle must be over the age of 18

Full driver pay is based on providing customers with a full service. Failure to adherence to all the requirements below will result in a minimum 30% reduction in driver pay:

Provide live tracking on all jobs
Provide real time status updates by following the prompts in the App
Arrive within the collection/delivery times
Inform Shopmat team if there are any issues during the delivery for lateness, damage and any other issue



Drivers Accept full liability for the following:

At collection if drivers notice any damage to goods, they must refuse the load and call Shopmat team immediately
Drivers should not accept any goods where the packaging has been tampered with, damaged or is open. They must refuse the load, take a photo and call our Shopmat team immediately. Drivers may become liable for damage or loss if this is not followed.
If drivers notice any potential hazard at any time, they must refuse the job and call our Shopmat team immediately. Failure to do so, will result in drivers taking full liability for any damage and Shopmat will not assist in any claim or complaint by drivers for losses
Drivers must not agree to any services which are not stated as part of the job without prior agreement from Shopmat. Additional payments cannot be granted without prior authorisation.

Drivers MUST call the Shopmat team as soon as they become aware of any issue relating to the points listed above, (07429112423) Shopmat will not tolerate mistreatment of its staff and customers.

All complaints must be following our Claims and Complaints Procedure

In case of any discrepancy between this summary and the full Driver Terms and Conditions, then the Driver Terms and Conditions shall prevail.


Driver Terms & Conditions

Our Terms

THESE TERMS
1.1 What these terms cover. These are the terms and conditions on which we supply services to you via our App and Website.
1.2 Why you should read them. Please read these terms carefully before you start to use the App, the Website, or register with us. By registering with us you indicate that you have read, understood and accept these Terms and Conditions, Privacy Policy; Cookie Policy; Cancellation Policy, Fair Use Policy, Mobile App Terms & Conditions, Terms of Use and Acceptable Use Policy and Website Acceptable Use Policy and that you agree to be bound, without limitation or qualification to all of those terms.
1.3 Amendments. We reserve the right to amend these driver terms periodically by uploading such amended Terms to the Website/ App and will notify you via email address you have provided to us or via a push notification via the app. Should You object to any term, you may terminate your Driver Membership I accordance with Clause 18 of these driver terms.
We may amend these Driver Terms from time to time by uploading such amended Driver Terms to the App and sending out a copy of such amended Driver Terms to the email address you have provided to Us. If You object to any amended Driver Terms, you may terminate your Driver Membership in accordance with clause 18 of these Driver Terms.
INFORMATION ABOUT US AND HOW TO CONTACT US
2.1 Who we are. We are Shopmat LTD (Shopmat/we/us/our) a company registered in England and Wales. Our company registration number is 13103092 and our registered office is at Suite 18 Equity Chambers, 249 High Street North, Poole, United Kingdom, BH15 1DX. Our registered VAT number is 392249574.
2.2 What we do. We provide an online platform to connect suppliers of Driver services with Customers. The Customer is a business or consumer who uses the App or Website to request Driver services. We have agreed that we will allow you to use our App and Website to connect with Customers requesting delivery services. You acknowledge that by entering into a Services Contract you are entering into a contractual relationship with the Customer and that Shopmat is at no time a party to your contract with the Customer.
2.3 How to contact us. You can contact us by email at office@shopmat.co.uk or by contacting our Operations team on (07429112423)
2.4 How we may contact you. If we have to contact you we will do so by either writing to you at the email address provided when you register with us; sending an SMS or calling you on the phone number provided when you registered with us.
DEFINITIONS AND INTERPRETATION
3.1 In this agreement, unless the context requires otherwise:
Advertising means your placing of any information on our App or Website in respect of the services you supply;
App means the Shopmat mobile application;
Business Day means a day other than a Saturday, Sunday or bank or public holiday in England;
Cancellation Policy means the rules that will apply to both Customer and Driver on the cancellation of Driver services, as notified by us to you from time to time;
Co-loading means having multiple customer deliveries in your vehicle at once;
Complaint Policy means our complaints policy that will apply upon receipt of any complaint from a Customer or Driver, as amended from time to time;
Customer means a business, an individual or consumer requesting information or the provision of services from the Driver;
Driver means you, as a business, who has or is requesting Driver membership whether acting as a limited company or sole trader and includes all employees and agents.
Driver Documentation are the documents Shopmat to verify your driver membership
Driver Pay means the amount of money you receive from Shopmat for the Driver Services/ Job Requests
Driver Services means the courier or delivery services provided by you to a Customer;
Driver Membership means the access that you will have to our Services, the App and the Website when you create an account with us which is subsequently verified and approved;
Fees means the amount of commission you agree to pay us for each successfully completed Job Request;
Force Majeure means an event or sequence of events beyond reasonable control preventing the Seller or Us delaying from performing the obligations under this Agreement save that an inability to pay is not a Force Majeure event;
Goods means the physical items which are being delivered by the Driver Service/Job Request
Handballing means the manual loading/ unloading of goods from a vehicle, typically multiple items, bulky items or the breaking down of a palletised delivery. This term is widely used in the context of many (items/parcels/pallets) that may take a prolonged amount of time to complete.
Intellectual Property Rights means copyright, rights in confidential information, Know-how, trade secrets, trademarks, service marks, trade names, design rights and all similar rights of whatever nature and, in each case: (i) whether registered or not, (ii) including any applications to protect or register such rights, (iii) including all renewals and extensions of such rights or applications, (iv) whether vested, contingent or future and (v) wherever existing;
Job Requests means the Job that is booked on the platform inviting Drivers to perform Driver Services
Services means, permitting the Driver access to the App/Website which allows the Driver to connect with Customers requiring courier services;
Services Contract means the contract that the Driver enters into with the Customer;
Stripe means our third-party payment processing agent;
Successfully Completed Transaction means when a Driver has confirmed that the Services Contract has been completed by submitting proof of delivery through the App or via the Website and payment has been made by the Customer;
Website means https://shopmat.co.uk
Writing or written shall include emails.
DRIVER MEMBERSHIP
4.1 Drivers must be over the age of 18 and have an address in the United Kingdom or UE to have a Driver Membership with us.
4.2 Upon completion of a Driver Membership request form, we will ask you to provide us with verification information. This may include, but is not limited to the information detailed in Clause 4.3 and any other information that we believe is, at our sole discretion, required by us to continue with your driver membership request.
4.3 All Drivers shall hold and provide evidence of the following as part of the Verification Information:
(a) Valid Driving Licence and Driving License Information (front and back of Licence)
(b) Proof of Address via a bank statement or utility bill less than 3 months old
(c) Proof of Right to Work in the UK, either a British Passport, a UK Birth Certificate or a Right to Work Check Code
(d) Satisfactory biometric test, either via a third party provider or completed via video call with Shopmat
(e) Proof of vehicle ownership; either- A copy of the V5 for a vehicle owned by the Driver, or
– A copy of the lease or rental agreement, or
– Evidence that the Driver shares the same primary residential address as the vehicle owner and authority to drive the vehicle(f) Vehicle Insurance for the vehicle with Hire and Reward for carriage of goods limitations
(g) Goods in Transit insurance with a minimum cover of at least £5,000 for car owners/drivers and £10,000 for commercial vehicle owners/drivers (where car drivers do not have this, Shopmat will cover the cost of any genuine claim up to £250)
(h) DVLA Check Code
(i) Fleets Only: Employer’s Liability InsuranceOptional
(j) Satisfactory Disclosure and Barring Service (DBS) check
(k) Proof of Public Liability insurance4.4 There may be Job Requests which require additional driver documentation for specialist services. These will be detailed in the Job Request notes.
4.5 Where you are agreeing to these terms on behalf of a fleet business, you must also sign and agree to the terms of our separate Flett Declaration which will be provided to you.
4.6 The submission of a Driver Membership request form will constitute an offer by you to perform the Driver Services on the terms of this Agreement in accordance with these Driver Terms.
4.7 We may accept or reject a Driver Membership request at our discretion. A Driver Membership request will not be accepted, and no binding obligation to supply any Services will arise, until the earlier of:
(a) our written acceptance of the request; or
(b) our supplying the Services or notifying you that we have commenced supply of the Services (as the case may be).4.8 Rejection by us of a Driver Membership request, including any communication that may accompany such rejection, will not constitute a counter-offer capable of acceptance by you.
4.9 We may request Verification Information at any time during the Term of your Driver Membership.
4.10 The Driver understands and accepts that, part of the services we provide to Customers is the ability for Customers to be able to track the Driver when the Driver is completing a Job Request as part of the Driver Services. Therefore, by submitting a Driver Membership request form, the Driver hereby consents to our transmission, collection, retention, maintenance, processing and use of your location data to provide the Services and improve location-based and road traffic-based products and services. If you turn off your location services at any time whilst completing a delivery to a customer, then this will be considered a Failure of Driver Services as detailed in Clause 8 and a material breach of this Agreement.
4.11 We are engaging with You under these terms either as an individual or as a company which employs the Drivers carrying out the Driver Services. We do not enter into any arrangements with Drivers who may be engaged through an intermediary Personal Service Company (as defined by s.51, Chapter 8, Part 2 of the Income Tax (Earnings & Pensions) Act 2003), requiring Us to carry out an IR35 employment status review.
4.12 Once a Driver Membership request has been approved, the Driver will be able to connect with Customers who place Advertisements on the App and Website and can begin to Accept Driver Services/ Job Requests.
4.13 We reserve the right, at Our discretion, to cancel any Driver Membership with immediate effect and without entering into dialogue, for any reason that We consider to be in the best interests of all users of the Shopmat Website and App platform. [This may include but is not limited to where We have evidence or reason to believe a Driver has been dishonest or deceitful, has been verbally or physically abusive, has displayed suspicious behaviour or is not considered suitable to perform Driver Services for another reason
ACCEPTING DRIVER SERVICES/ JOB REQUESTS
5.1 Customer requests for Driver Services, ‘Job Requests’, are booked on the platform and are matched to Drivers based on location, size and other information. Drivers can accept Job Requests strictly on a first come first served basis.
5.2 Drivers must only accept a Job Request when they have read and understood all the details and any instructions of the job request including but not limited to; collection time, customer requirements, location(s), delivery expectations, and can confirm they are able to complete the Driver Services. By Accepting a Job Request a Driver is confirming they can meet all of the Job Request Requirements. Accepting Job Requests without understanding of the requirements and then cancelling them is a breach of these terms.
5.3 Shopmat believes that accepting Work Orders and then canceling them before the Driver Services begin is considered “order hoarding.” After accepting a Work Order, the Driver has a maximum of 5 minutes to cancel it, after which the order is deemed accepted and must be completed. Failure to complete the order will result in a fine of 20% of the order amount, which will be deducted from the funds in the Driver’s account. You may not accumulate overlapping jobs, as this severely impacts the quality of service provided to Shopmat Customers and prevents other Drivers from accepting Job Orders. This is not in the best interests of either the Drivers or the Customers engaging through the platform. This is considered a material breach of these Driver Terms.
SUBSITITUTION
6.1 We understand that there may be circumstances in which Drivers may wish to replace another Driver activated on Shopmat to provide Services. Drivers have the right to substitute for other Drivers, providing the Shopmat team with prior notice and providing the driver’s details, driver’s license number, and vehicle registration number of the vehicle being used as a replacement.
UNDERTAKING DRIVER SERVICES/ JOB REQUESTS
7.1 Drivers and any other individuals in the vehicle must be over the age of 18 whilst completing a job request for Shopmat
7.2 Drivers must only use the vehicle/s registered on their Shopmat account.
7.3 Vehicles must be clean and empty
7.4 Customers may add notes to the Job Request for instructions to the Driver or any other information that the Driver needs to be made aware of. Drivers must adhere to any instructions detailed (within reason). These requests form part of the Job request. Any non-adherence to these instructions will be deemed a failure of Driver Services, please see Clause 8.
7.5 Drivers must use all reasonable endeavours not to be late. Drivers must arrive within the collection window. If Drivers encounter any issues which result in lateness they must notify Shopmat team immediately, to allow the Job Request to be fulfilled by another Driver or seek permission from the Customer that a later collection time is acceptable. All lateness MUST be approved prior to collection window. Any lateness that has not been approved will be deemed a failure of Driver Services. Repeated lateness may result in Drivers being suspended from the platform.
7.6 Following acceptance of a Job Request, Drivers must go directly to collect the Goods and must not partake in co-loading during any Driver Services unless agreed between the Parties
7.7 Drivers are free to choose what delivery route they wish to take; Shopmat does not dictate this. However, Drivers must arrive within the collection window, must not co-load, must go direct to delivery and arrive within delivery window times, where possible. Failure to do so will be deemed a failure of Driver Service, please see Clause 8
7.8 Drivers must ensure live tracking is activated at all times whilst performing Driver Services. Location services must be enabled throughout the entire time of completing each and every Job Request. Failure to do so will be deemed a failure of Driver Services, please see Clause 8.
7.9 Drivers must provide real time live status updates, as prompted in the app, for example: ‘On my way to Pick-Up’; ‘Arrived at Collection’ , ‘En-route to delivery’. Failure to do so will be deemed a failure of Driver Services, please see Clause 8
7.10 Drivers must not agree to any services which are not stated in the original Job Request without prior agreement from Shopmat. Additional payments for Driver Services cannot be granted without prior authorisation from the Customer. If at collection or delivery additional Driver Services are required, please notify Shopmat immediately.
7.11 At collection, if Drivers notice any damage to packaging or goods, or it seems the goods have been opened or tampered with, they must refuse the load and call Shopmat team immediately. Failure to follow these instructions, may result in a damage or loss claim being made to the Driver and the Driver may be deemed liable for such damage or loss.
7.12 Drivers must inform Shopmat team if there are any issues during the delivery for lateness, damage and any other issue.
7.13 If Drivers notice any potential hazard at any time, they must refuse the Job Request and call Shopmat team immediately. Failure to do so, will result in Drivers taking full liability for any damage and Shopmat will not assist in any claim or complaint by Drivers for losses
7.14 Drivers must notify Shopmat of the successful completion of the Driver Services in connection with each and every Job Request accepted as soon as possible, following completion/delivery by closing the Job Request with Proof of Delivery (POD). Timely notification of POD is a condition of each successfully complete Job Request, therefore any failure or delay in doing so may result in negative Driver reviews on the Shopmat platform, and/or delays in releasing payment of Driver Pay to the Driver.
7.15 All delivery costs that will be paid by Customers are pre-determined and listed on the App.
7.16 Drivers must not enter a residential property without public liability insurance. Failure to adhere to this Clause will be deemed a material breach of these Terms
FAILURE OF DRIVER SERVICES/ JOB REQUESTS
8.1 A failure of Driver Services is when a Job Request has not been fulfilled as per the information detailed on the Job Request: for example, but not limited to: collection windows, delivery windows, live tracking, adherence to any additional request detailed in the notes for the Driver
8.2 In the event of a failure of Driver Services, the Customer has the right to a reduction in the price paid for the Job Request and this reduction will be passed on to the Driver in the way of a comparable reduction in Driver Pay.
8.3 There will be a minimum of 30% reduction of the Driver Pay for failure to complete the Driver Services, as outlined in this clause 8.
8.4 Repeated failure of Job Requests will be deemed a Material Breach of these Terms and the Driver will be removed from the Shopmat platform and unable to accept any new Job Requests.
PAYMENT AND PAYMENT SERVICE
9.1 The Driver hereby appoints Shopmat as the Driver’s limited payment collection agent solely for the purpose of:
(a) accepting payment via Stripe of the charges payable by the Customer in consideration for fulfilment of the Services Contract; and
(b) transferring to the Driver the Driver Pay payable by the Customer in consideration for fulfilment of the Services Contract, less the retained Fees and any other monies due to Us.
9.2 The Driver agrees that payment collected by Shopmat on the Driver’s behalf will be considered the same as payment made directly to Driver and shall satisfy the Customer’s obligation to make payment.
9.3 By accepting these Driver Terms you agree to be bound by all of the terms and conditions set out by Stripe. Drivers must register and be approved for a Stripe account.
9.4 We use Stripe as a payment gateway. The Stripe account allows for us to send payments direct to the Driver’s bank account for all successfully completed Job Requests made using our Services.
All security checks are handled directly by Stripe.
9.6 When creating an Account, the Driver need to open account on Stripe’s website to setup a Stripe account, if the Driver already has an existing account this can be connected. Stripe offers differing types of account, it will be the Driver’s responsibility to set up the Stripe account that best suits the Drivers’ business model. We have no control over the transactions and the Stripe accounts.
9.7 Payments from Customers must not be accepted by Drivers directly and must be made by the Customer via our payment service.
9.8 Payments are only released to Drivers Stripe Account once the Driver has completed the Driver Services/ Job Request. This means the Driver has successfully delivered the Goods and Provided POD (Proof of Delivery) and completed the Job Request on the App.
9.9 In most circumstances we will pay Drivers for Driver Services performed, less the applicable ransaction Fees, within 14 days of the Driver Services being completed.
9.10 We reserve the right to suspend payment to Drivers pending investigation of a complaint – see our Complaints Policy for more details.
9.11 Drivers accept that once payment has been made to Stripe, We have no control over any transaction charges made by Stripe. Shopmat has no authority to discuss a Driver’s account with Stripe and any queries must be directed to Stripe.
SHOPMAT WARRANTIES
10.1 Shopmat warrants that the Services delivered by Us will be supplied with reasonable skill and care.
10.2 We will not be liable for any failure of the Services to comply with Clause 11:
(a) where such failure arises by reason of the Driver’s wilful damage or negligence; or
(b) to the extent caused by the Driver’s failure to comply with the Our reasonable instructions as to:
– use or benefit from the Services, or
– good practice in relation to use or benefit from the Services;
(c) to the extent caused by us following any specific requirement of the Driver in relation to the Services;
(d) to the extent caused by us changing our host server.
10.3 We will comply with all UK / UE applicable laws, standards and good industry practice in the supply and delivery of the Services.
DRIVER WARRANTIES
11.1 The Driver warrants that they/he/she:
(a) is acting as a trader i.e. that you are acting in the course of a business, trade or profession.
(b) will ensure that, both in relation to the Services Contract and generally, it complies with all statutory requirements relating to the provision of services in the United Kingdom specifically pursuant to English Law including (but not limited to) the Consumer Rights Act 2015 and section 2 of the Supply of Goods Act 1982 any other information which it is obliged to give consumers under UK law and that all goods and services provided will comply with a Customer’s legal rights as required by the laws of England.
(c) will ensure that you are responsible for complying with any applicable legislation and/or rules on drivers’ hours, breaks and rests, including but not limited to the rules of Great Britain, EU and The European Agreement Concerning the Work of Crews of Vehicles Engaged in International Road Transport (AETR), depending on individual circumstances. In the unlikely event you feel you may breach any applicable legislation and/or rules during the provision of Driver Services, please take any remedial steps to ensure you do not do so and contact our live Shopmat team who will update their systems and/or Customer.
(d) will ensure that Customers are fully aware of any of the Driver’s own terms and conditions.
(e) will ensure that it complies with all national Codes of Practice including Codes of Conduct laid down by the British Code of Advertising Practice.
(f) will ensure that you are responsible and fully aware of your own vehicle payload capacity and that you check the weight of any Goods being collected and/or loaded on-site and that the Goods do not exceed your payload limit. You should refuse to undertake any Job Request where goods exceed your payload capacity and notify us and the Customer you are collecting from immediately, stating that you are unable to collect and/or load the Goods due to these exceeding your payload capacity. You will be liable for any third party and/or Customer costs, fines and/or fees incurred as a result of you breaching your payload capacity.
(g) will read the Customer term and conditions from time to time that apply to the Customer’s use of the App and Website so that it remains fully aware of what terms the Customers are entering when using the App, the Website, and our Policies.
(h) will read all instructions specified in relation to each particular Job Request prior to accepting a Job Request, including but not limited to; collection time, customer requirements, location(s), delivery expectations. The Driver will only accept a Job Request when they have read and understood all the details of the Driver Services and can confirm they are able to complete the Driver Services.
(i) will notify us promptly of any unauthorised use of the Driver’s account details or the Website.
(j) will make it clear in any advertising or listing material that the advertisement has been placed by the Driver acting in the course of a trade or business.
(k) will be solely responsible for providing and maintaining all computer equipment and software necessary for the Driver to access the Service.
(l) will be solely responsible for any data, information or advertising material submitted by the Driver on our App or Website or to Us in connection with the Service;
(m) shall, at its own cost, be responsible for obtaining (or obtaining relief from any requirements for) all regulatory approvals which it is required to obtain.
(n) will ensure that all information that the Driver inputs into the App or Website or makes available via the App or Website for Customers is true and accurate and further confirms that:
– the publication of the advertisement will not breach any contract, infringe the copyright, trademark or other right of any third party and is not libellous of any person;
– all licences and consents from third parties necessary for the publication of the advertisement have been obtained and paid for, including consent from living persons identified in copy or pictures (photographic or otherwise);
– the advertisement does not unlawfully discriminate on grounds of age, sex, race or religion;
– the advertisement is not promoting illegal goods and/or services;
– a Seller using a third-party service provider shall be solely responsible for ensuring the accuracy of copy and the timeliness of its delivery and that no advertisement will be placed by the Driver in regards to adult services and pornography, which is offensive in any way, illegal or immoral.
(o) will follow a formal complaints procedure in accordance with our Complaints Policy, will inform us at the earliest opportunity of the receipt of any complaint, and shall keep us regularly appraised of the status of the complaint.
(p) will comply with all income and other tax and VAT legislation in force within the country in which the Driver resides or the Services Contract is performed.
(q) will inform us immediately of any change in the Driver’s trading status, driver memberships or of any factor that it is reasonable to assume would affect its Driver Membership.
(r) will agree to the Customer using our feedback portal to leave feedback in regard to the services provided by the Driver. We will not review any information posted by Customers about You on the App and Website. If you believe that information given is incorrect or in breach of these terms You must inform Us immediately, and we will aim to remove it (if at our total discretion We believe it should be removed) within a reasonable period of time.
(s) will act in good faith at all times in accepting the Services and fulfilling a Service Contract with each and every Customer for the mutual benefit of both parties under this Agreement. Examples of not acting in good faith would include but limited to: Accepting Job Requests before reading the Job Request instructions and then cancelling before the Driver Services are to be undertaken. This is deemed as ‘job hoarding’. Job hoarding severely impacts Shopmat’ Customers and prevents other Drivers from accepting jobs.
(t) In the course of providing the Services, the Driver will come to know of or be introduced to third parties they did not know of or had not met before. The Driver undertakes not to make any direct approach to these third parties without Our express permission in advance, for the purpose of procuring and providing the same or similar services to those set out in any Service Contract. In the event of any circumvention or attempted circumvention of this agreement, directly or indirectly, we will be entitled to claim or deduct a financial penalty equal to the Fee we should have realised from providing the Service, plus any and all expenses including but not limited to all legal costs and expenses incurred to recover the lost revenue, from any Fees due to the Driver. If the Driver is found to be or suspected of circumventing or attempting to circumvent Our commercial interests during the term of the Services provided under this Agreement, we reserve our rights to suspend or determine the Driver Membership pending further investigation, or permanently in the event of a proven breach of this warranty.
11.2 Where You are entering into these Terms and also a separate Fleet Declaration as a manager of a business which will employ other drivers to perform the Driver Services, you warrant that you will ensure all drivers performing Driver Services will receive adequate information and training in order to comply with these Terms in all material respects at all times.
SUPPLY OF SERVICES
12.1 Shopmat will make Services available to the Drivers with a Driver Membership, however there is no obligation for Drivers to accept Job Requests.
12.2 During the Term of the Driver Membership We hereby grant the Driver a non-exclusive, non-transferable license to use the App and Website solely for the purpose of accessing and using the Service in accordance with the terms of the Agreement and for no other purpose whatsoever.
12.3 Shopmat does not guarantee the availability of the App or Website, and the Driver acknowledges that the App or Website may be unavailable at any time and for any reason (e.g., due to scheduled maintenance or network failure). Further, the App or Website may be subject to limitations, delays, and other problems inherent in the use of the internet and electronic communications, and Shopmat are not responsible for any delays, delivery failures, or other damages, liabilities or losses resulting from such problems.
12.4 A Customer has the right to cancel a Job Request. Please see our Cancellation Policy for further details. Should a Customer cancel a Job Request, you shall be notified by the App or Website if you have accepted a Job.
12.5 Shopmat shall supply payment collection services as outlined in Clause 9.
12.6 Shopmat acknowledge and appreciate that Drivers will work for other companies and/or competitors in similar provision of Services. This is encouraged by Shopmat as Drivers are able to work with whomever they choose, at their own frequency. There is no obligation on Drivers to accept work from the Shopmat App and Website.
DRIVER PAY
13.1 The Driver Pay is shown on the Job Request. This is for the total Driver Pay that will be paid for the Job Request as detailed.
13.2 Included in the Driver Pay is a 15-minute waiting time. Drivers are required to enable the Waiting Time by clicking ‘Arrived on Site’ in the App and start the waiting timer. Drivers arriving early will not be paid until the collection window starts. If there are issues with the Waiting Timer, as long as ‘Arrived on Site’ has been selected and ‘On way to Drop Off’ we can calculate this manually. Drivers will be paid additional Driver Pay for waiting Time exceeding 15 minutes.
13.3 The Driver Pay is inclusive of VAT which will be added at the prevailing rate at the date of payment. The Driver must ensure that their VAT number is inputted in their Driver Profile
13.4 Drivers must not agree to undertake additional services that are not included in the Job Request, such a Handballing, adding an extra stop etc, unless this is agreed with Shopmat. All additional services must be approved by the Customer before they are undertaken by the Driver. Shopmat cannot retrospectively approve any additional charges. Where additional requests are made, the Driver must inform Shopmat for approval or this will be deemed to have been undertaken outside of Shopmat and we will not be required to pay for these Driver Services.
13.5 For Day Hire deliveries, additional mileage and hours will be paid for, as long as Starting and Ending mileage is inputted and all Status prompts are adhered to.
INTELLECTUAL PROPERTY RIGHTS
14.1 All rights, title and interest in and to Shopmat, any software we provide for your use and any other materials we provide to you under or in connection with these terms are and shall at all times remain Shopmat’s intellectual property (Shopmat IP). We grant you a limited, non-exclusive, non-transferrable, non-sublicensable, revocable licence to use the Shopmat IP during the Term for the sole purpose of using the Services.
14.2 You must not (and shall not permit any third party to):
– (a) copy, adapt, reverse engineer, decompile, modify or make error corrections to any Shopmat IP other than with our express prior written consent; or
– (b) breach, disable, tamper with, or develop or use any workaround for any security measure in any Shopmat IP or otherwise do anything that disrupts any Shopmat IP, Shopmat or any person.
14.3 You grant us and our affiliates a non-exclusive, royalty-free licence to use your branding which includes your logos, name and website address(es) for the Term. You warrant and undertake that your branding does not and will not infringe any third-party Intellectual Property Rights. We can use your branding on the Platform, for marketing purposes and as reasonably necessary to provide the Services.
14.4 Except for these limited licences:
(a) we retain ownership of and all rights in and to Shopmat branding; and
(b) you retain ownership of and all rights in and to your branding.
14.5 We may collect data about your use of Services. By using the Services, you agree to us collecting and using this information. We may use this information for various purposes, including to improve, maintain, protect and develop our products, and to provide Services to you.
DATA PROTECTION
15.1 We process information about you in accordance with our Privacy Policy and Cookies Policy. Any information or data we possess from You will always be in accordance with and protected by the Data Protection Act 2018.
15.2 Terms and expressions used in this Clause and not defined in these terms and conditions, have the meanings assigned to them in Data Protection Legislation.
15.3 With respect to your obligations under these terms in providing Driver Services, you observe and agree to the following;Processing
15.4 Shopmat acts as a data processor (or sub-processor) on behalf of Customers and uses Customer and/or third-party personal data and instructions, only where necessary, to provide Platform Services.
15.5 In order for Drivers to provide Driver Services, Drivers will be able to view Customer and/or third-party personal data on the Shopmat Platform, including but not limited to; Customer and/or third-party names, addresses and telephone numbers.
15.6 Drivers must comply with and process all Customer and/or third-party personal data in accordance with applicable Data Protection Legislation.
15.7 Drivers must only process Customer and/or third party personal data in order to provide the Driver Services and in accordance with any documented instructions, or as required by any Applicable Law (provided that the Driver has, to the extent permitted by Applicable Law, informed Shopmat of that legal requirement before processing).Security
15.8 Drivers must have and maintain throughout, appropriate technical and organisational measures, internal controls and information security routines intended to protect Customer and/or third-party personal data against accidental, unauthorised or unlawful access, processing of, disclosure, alteration, accidental loss, damage or destruction to such data.
15.9 Drivers must ensure their mobile phones and/or devices are password and/or code encrypted and are locked when not in use by Drivers when performing Driver Services. Mobile phones and/or devices should never be left unattended and/or in unsecure environments.
15.10 Computers and/or mobile phones and/or devices should have the required security as required by Clause 15 and be locked when left unattended, especially in office environments.
15.11 Fleet Leaders must also ensure they are compliant with Clause 15 and ensure only those necessary persons, with the required permissions in order to facilitate the provision of Driver Services, are permitted access to the Shopmat Platform. Fleet Leaders should not share their Platform log in details with any third party beyond those necessary persons, with the required permissions in order to facilitate the provision of Driver Services.
15.12 For all users, the Platform must be logged out of when not in use.
15.13 These obligations continue even after Driver Services have been performed. These measures shall be at least;
– (a) the minimum standard required by Data Protection Legislation;
– (b) be of a standard no less than the standards compliant with good industry practice for the protection of personal data;
– (c) be compliant with any minimum standards and/or requirements that Shopmat and/or Customers may provide the Driver from time to time;
to ensure a level of security for Shopmat and/or Customers and/or third parties, personal data appropriate to the risk and to assist Shopmat and/or Customers in ensuring compliance with the requirements for the security of processing as set out in Data Protection Legislation.
15.14 Drivers shall promptly assist with any requests from Shopmat and/or Customers and/or data subjects at no charge, of any Customer and/or third-party personal data, pursuant to Data Protection Legislation.
15.15 Drivers shall at Shopmat and/or Customer and/or third party request, delete (unless required by Applicable Laws) or return all copies of personal date and cease processing such personal data after the business purposes for which the Customer and/or third party personal data was processed have been fulfilled, or earlier upon the applicable parties written request.Disclosure
15.16 Driver access to personal data on the Platform must strictly be limited to only themselves, in order that the Driver Services can be provided, save for the exception of Fleet Leaders, as per Clause. Access to the Platform should not be granted to any other party.
15.17 Drivers must not disclose Customer and/or third-party personal data outside of the Shopmat platform except:
– (a) as Shopmat and/or Customers direct (including as permitted under this Agreement); or,
– (b) as required by Applicable Laws.
This includes but is not limited to; taking screenshots, photocopies and notes of any personal data and/or instructions visible on the Shopmat Platform. All personal data provided in the Platform must stay on the Platform and not be shared and/or duplicated in any form outside of this.Notification and Incidents
15.18 If Drivers become aware of or reasonably suspect that any security incident has occurred, you must without undue delay (and in any event within 24 hours);
– (a) notify Shopmat of the security incident; and,
– (b) investigate the security incident and provide Shopmat and/or Customer with detailed information about the security incident including, where applicable, making yourself and/or a suitably senior, appropriately qualified individual to discuss any concerns or questions Shopmat and/or Customer may have; and,
– (c) take reasonable steps to mitigate the effects and to minimise any damage resulting from the security incident and assist Shopmat and/or Customer in remediating or mitigating any potential damage from a security incident to the extent that such remediation or mitigation is within the Drivers control as well as reasonable steps to prevent a recurrence of such security incident.

Subcontractors
15.19 Drivers shall not permit any subcontractor and/or any other third party, to process Customer and/or third-party personal data without the prior written approval of Shopmat and/or Customer. Any changes to any subcontractors and/or third parties involved in any processing pursuant to these terms and conditions (including any change in the scope or nature of the Customer and/or third party personal data involved) must be pre-approved in writing by Shopmat and/or Customer as a variation to these terms and conditions.
15.20 Drivers are fully liable to Shopmat and/or Customers for any acts or omissions of the subcontractor and/or any other third party in regard of its processing of personal data, for any breaches in connection with this Clause 15.
15.21 Drivers shall ensure that subcontractors and/or any other third parties (appointed in accordance with Clause 15) shall be contractually bound to the same obligations with respect to the processing of Customer and/or third party personal data as to which the Driver is bound by these terms and conditions relating to security and audit and otherwise.

Transfer of Data
15.22 Save as set out herein, or as Shopmat and/or Customers may otherwise authorise, Drivers must not transfer to any third party, Customer and/or third-party personal data.

Audit
15.23 Drivers shall permit Shopmat and/or Customers and/or a qualified representative (subject to reasonable and appropriate confidentiality undertakings) to conduct periodic security scans and audits of Driver systems and processes in relation to the processing of Customer and/or third party personal data and shall comply with all reasonable requests or directions by Shopmat and/or Customers to verify and/or procure that the Driver is in full compliance with its obligations under Clause 15. The Driver shall promptly resolve, at its own expense, all security issues discovered by and/or reported to Shopmat and/or Customers and/or third parties.
15.24 Shopmat and/or Customers shall have the right following any such audit to request additional safeguards, establish back-up security for Shopmat and/or Customers and/or third parties personal data. The parties shall agree on the additional safeguards to be implemented, if any.
LIMITATION OF LIABILITY
16.1 To the extent permitted by applicable law, Shopmat will not be liable to you in any way (whether such liability arises in contract (by way of indemnity or otherwise), tort (including negligence) misrepresentation, breach of statutory duty, restitution or otherwise) for:
– (a) any theft or loss of your or any other person’s property in connection with the Services or any booking accepted by the Driver;
– (b) any booking that has not been accepted;
– (c) any loss, damage, costs, expenses or liability suffered by anyone other than you in connection with your use of the App or Website;
– (d) any losses that could not reasonably be expected to result from our negligence or breach of these Driver Terms;
– (e) any loss relating to your business or the business of your employer or any other person;
– (f) any loss of profits, loss of revenue, loss of opportunity, loss of business or employment (whether or not such loss could be reasonably expected to flow from our negligence or breach of these Driver Terms); or
– (g) any other loss, damage, costs, expenses or liability that you suffer in connection with the Services, save to the extent that Shopmat fails to perform its obligations to you to the standard of a diligent and professional provider of the relevant services.
16.2 If Shopmat is liable to you in connection with the Services, its liability will be limited to an amount equal to the total Fees paid by the Driver in the preceding 3 months.
16.3 Nothing in these Driver Terms limits any liability which cannot legally be limited, including but not limited to liability for:
– (a) Death or personal injury caused by negligence; or
– (b) Fraud or fraudulent misrepresentation.
INDEMNITY
17.1 The Driver shall indemnify, defend (at Shopmat’s option) and hold harmless Shopmat and their respective officers, directors, employees, agents, successors and assigns from and against any and all liabilities, expenses (including legal fees), damages, penalties, fines, social security contributions and taxes arising out of or related to: (a) the Driver’s breach of its representations, warranties or obligations under these Driver Terms; or (b) a claim by a third party (including Customers, regulators and governmental authorities) directly or indirectly related to Driver’s provision of services.
17.2 In the event that either party receives notice of any Claim that affects the other party to this Agreement, it will:
– (a) notify the other in writing as soon as reasonably practicable;
– (b) not make any admission of liability or agree any settlement or compromise of the Claim without the prior written consent of each other (such consent not to be unreasonably withheld or delayed);
– (c) take all reasonable steps to minimise the losses that may be incurred by it or by any third party as a result of the Claim; and
– (d) provide each other with all reasonable assistance in relation to the Claim (at the Driver’s expense).
17.3 In the event of a potential Claim against a Driver’s insurance policy, we will provide the Drivers insurance details to any party that may need to pursue a claim.
TERMINATION
18.1 If the Driver beaches any of the terms in this agreement. We may at our sole discretion:
– (a) terminate this agreement
– (b) refuse to accept any subsequent Driver Membership requests from the Driver
– (c) recover from the Driver all losses, damages, costs and expenses incurred by us arising from the Driver’s default
18.2 We will not be liable for any delay in or failure to the extent caused by:
– (a) the Driver’s failure to provide us the Driver’s failure to provide us necessary information to provide our Services/ provide Us with adequate instructions for supply or otherwise relating to the Services; or
– (b) a Force Majeure event
18.3 During the Term this Agreement may be terminated:
– (a) by us with immediate effect where there is a breach of this Agreement or
– (b) by the Driver giving notice to terminate its Driver membership. The Driver will still be liable for all Fees that result in a Successfully Completed Transaction if the Services Contract was requested or commenced prior to termination but completes after termination. Limitation of Liability, Indemnity, Termination, Restrictions and Other Important Terms together with any other provision of this Agreement which expressly or by implication is intended to survive termination will survive termination however caused.
CONFIDENTIAL INFORMATION
19.1 Each party undertakes that it will keep any information that is confidential in nature concerning the other party, the terms of this Agreement and the information relating to any Customer.
19.2 A party may:
– (a) Disclose any Confidential Information to any of its employees, officers, representatives or advisers (Representatives) who need to know the relevant Confidential Information for the purposes of the performance of any obligations under this Agreement, provided that such party must ensure that each of its Representative to whom Confidential Information is disclosed is aware of its confidential nature and agrees to comply with this clause 19 as if it were a party;
– (b) Disclose any Confidential Information as may be required by law, any court, any governmental, regulatory or supervisory authority (including, without limitation, any securities exchange) or any other authority of competent jurisdiction to be disclosed; and
– (c) Use Confidential Information only to perform any obligations under this Agreement.
19.3 Each Party recognises that any breach or threatened breach of this clause 19 may cause irreparable harm for which damages may not be an adequate remedy. Accordingly, in addition to any other remedies and damages, the Parties agree that the non-defaulting Party may be entitled to the remedies of specific performance, injunction and other equitable relief without proof of special damages.
FORCE MAJEURE
20.1 A Party will not be liable if delayed in or prevented from performing its obligations due to Force Majeure, provided that it:
– (a) Promptly notifies the other of the Force Majeure event and its expected duration; and
– (b) Uses reasonable endeavours to minimise the effects of that event.
20.2 If, due to Force Majeure, a party:
– (a) Is or will be unable to perform a material obligation; or
– (b) Is delayed in or prevented from performing its obligations for a continuous period exceeding 30 calendar days;
then the other party may terminate the Agreement on immediate written notice.
20.3 For the duration of a Force Majeure event affecting a party to this Agreement, the obligations of the other Party will be suspended for the corresponding period of time.
RESTRICTIONS DURING AND AFTER THE TERM
21.1 For the purpose of this clause 21 the following definitions shall apply:
Restricted Driver: any present Driver or any person or firm who was a Driver during the 12 months before Termination (or for the Term if less than 12 months)
Restricted Customer: any firm, company or person who, during the 12 months before Termination (or for the Term if less than 12 months), made use of the App or Website as a Customer, whether that Customer used the services of any Driver;
Restricted Person: any employee of Shopmat.
Termination: the termination of the Agreement howsoever caused.
21.2 In order to protect our confidential information and business and customer connections which the Driver has access as a result of Driver membership with us, the Driver covenants with us that the Driver will not:
– (a) enter into any direct agreement with any Restricted Customer with a view to providing services to that Restricted Customer in competition with us;
– (b) endeavour to solicit or entice away from us any business or custom with any Restricted Customer with a view to providing services to that Restricted Customer in competition with us;
– (c) offer to employ or engage or otherwise endeavour to entice away from us any Restricted Person or Restricted Driver;
– (d) offer to employ or engage or otherwise endeavour to entice away from us any Restricted Driver.
21.3 At any time after Termination, represent themselves as connected with us in any capacity, other than as a former driver, or use any registered names or trading names associated with us and the Website.
21.4 The Driver agrees to pay liquidated damages in the amount of £5,000.00 or the estimated loss to us in trade, whichever figure being higher, for any violation of the covenant contained in clause 21.2 of this Agreement.
NOTICES
22.1 Any notice given by a Party under this Agreement will:
– (a) be in writing and in English or Polish;
– (b) be sent to the relevant party at the address set out in this agreement (for Us) and the driver membership request form (for the Driver) or, if sent by fax or email, to a fax number or email address nominated by the parties.
22.2 Any notice or communication shall be deemed to have been received:
– (a) if delivered by hand, at the time the notice is left at the proper address;
– (b) if sent by pre-paid first-class post or other next working day delivery service, at 9.00 am on the second Business Day after posting; or
– (c) if sent by fax or email, at the time of transmission, or, if this time falls outside business hours in the place of receipt, when business hours resume.
22.3 This clause does not apply to notice given in legal proceedings, arbitration or other dispute resolution proceedings.
ANTI-BRIBERY AND ANTI-CORRUPTION
23.1 Shopmat strives to comply with all applicable laws, statutes and regulations relating to anti-bribery and anti-corruption, including but not limited to the Bribery Act 2010 (Relevant Requirements) and requires the same of Drivers.
23.2 During the term of this agreement, you and any of your agents, consultants, contractors, subcontractors or other persons engaged in performance of your obligations under this agreement, agree to;
– (a) comply with all applicable laws, statutes, relevant requirements, regulations relating to anti-bribery and anti-corruption, including but not limited to the Bribery Act 2010 (Relevant Requirements);
– (b) not engage in any activity, practice or conduct which would constitute an offence under all sections of the Bribery Act 2010 if such activity, practice or conduct had been carried out in the UK;
– (c) notify us (in writing) if you become aware of any breach of Clause 23, or have reason to believe that you have received a request or demand for any undue financial or other advantage in connection with the performance of this agreement;
– (d) have and shall maintain in place throughout the term of the agreement your own policies and procedures, including but not limited to adequate procedures under the Bribery Act 2010, to ensure compliance with the Relevant Requirements and Clause 23 and will enforce them where appropriate;
– (e) if requested to do so, certify to Shopmat in writing, signed by you or an officer of your business, compliance with this Clause 23 by yourself and all persons associated with it.
23.3 For the purpose of this Clause 23 the meaning of adequate procedures and whether a person is associated with another person, shall be determined in accordance with section 7(2) of the Bribery Act 2010 (and any guidance issued under section 9 of that Act) and section 8 of that Act respectively. For the purposes of this Clause 23, a person associated with you includes but is not limited to any of your subcontractors.
23.4 If you are a business, you shall ensure that any of your agents, consultants, contractors, subcontractors or other persons engaged in performance of your obligations under this agreement, do so only on the basis of a written contract which imposes on and secures from such person terms equivalent to those imposed on Drivers in this Clause 23 (Relevant Terms). You shall be responsible for the observance and performance by such persons of the Relevant Terms, and shall be directly liable to the Customer and/or Shopmat for any breach by such persons of any of the Relevant Terms.
23.5 Breach of this Clause 23 shall be deemed a material breach
ANTI-SLAVERY AND HUMAN TRAFFICKING
24.1 In performing your obligations under the agreement, you and any of your agents, consultants, contractors, subcontractors or other persons engaged in performance of your obligations under this agreement, shall;
– (a) comply with all applicable anti-slavery and human trafficking laws, statutes, regulations from time to time in force (Anti-Slavery Laws) including, but not limited to, the Modern Slavery Act 2015;
– (b) not engage in any activity, practice or conduct that would constitute an offence under sections 1, 2 or 4 of the Modern Slavery Act 2015 if such activity, practice or conduct had been carried out in England and Wales;
– (c) include in contracts with any of your agents, consultants, contractors, subcontractors or other persons engaged in performance of your obligations under this agreement, anti-slavery and human trafficking provisions that are at least as onerous as those set out in this Clause 24;
– (d) notify us as soon as you become aware of any actual or suspected breach of Clause 24 in your operations/supply chain which has a connection with this agreement;
– (e) implement due diligence procedures for your own suppliers, agents, consultants, contractors, subcontractors or other participants in your supply chains, to ensure that there is no slavery or human trafficking in your supply chains;
– (f) provide all reasonable assistance, including but not limited to, permitting Shopmat to conduct periodic audits of your business (at our option), to demonstrate to us that you comply with your obligations under Anti-Slavery Laws.
24.2 You represent and warrant that you, and/or your servants and/or agents, consultants, contractors, subcontractors or other persons engaged in performance of your obligations under this agreement, have not been convicted of any offence involving slavery and human trafficking or been the subject of any investigation, inquiry or enforcement proceedings regarding any offence or alleged offence of or in connection with slavery and human trafficking.
24.3 Breach of this Clause 24 shall be deemed a material breach for termination of this agreement.
OTHER IMPORTANT TERMS
25.1 No set off. The Driver must pay all sums that it owes Us under this Agreement free and clear without any set-off, counterclaim, deduction or withholding of any kind, save as may be required by law.
25.2 No partnership or agency. The parties are independent of each other and are not partners, principal and agent and, save as expressly stated otherwise, this Agreement does not establish any joint venture, trust, fiduciary or other relationship between them, other than the contractual relationship expressly provided for in it. Neither of the parties will have, nor will represent that it has, any authority to make any commitments on the other Party’s behalf.
25.3 We may transfer this agreement to someone else. We may transfer our rights and obligations under these terms to another organisation. We will contact you to let you know if we plan to do this.
25.4 The Driver must not assign any of the rights or benefits under this agreement, or sub-contract any Driver Services to any third party, unless this is line with Clause 6.
25.5 Nobody else has any rights under this contract. These Terms are between you and us. No other person shall have any rights to enforce any of its terms.
25.6 If a court finds part of this contract illegal, the rest will continue in force. Each of the paragraphs of these terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
25.7 Even if we delay in enforcing this contract, we can still enforce it later. If we do not insist immediately that you do anything you are required to do under these terms, or if we delay in taking steps against you in respect of your breaking this contract, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date.
25.8 Which laws apply to this contract and where you may bring legal proceedings. These terms are governed by English law and you can bring legal proceedings in respect of the products in the English courts.

Our Terms and Conditions

1. THESE TERMS AND CONDITIONS

1.1. These Terms and Conditions constitute the terms and conditions for the provision of services via the Shopmat mobile application (App) and our website shopmat.co.uk / shopmat.pl (Website) (Terms and Conditions) (collectively referred to as the Platform). Please read these Terms and Conditions carefully before using or registering on the Platform.

1.2. The following Terms and Conditions also apply to your use of the Platform: Terms of Use for the App and Website, our Fair Use Policy, Privacy Policy, Cookie Policy, Complaints and Claims Procedure, and Cancellation Policy.

1.3. We may amend these Terms and Conditions from time to time. For a list of changes and their implementation date, please contact us by email at office@shopmat.co.uk (GB) or biuro@shopmat.pl (PL)

2. INFORMATION ABOUT US AND HOW TO CONTACT US

2.1. Who we are: We are Shopmat LTD, a company registered in England and Wales and operating in partnership with the MARS Foundation, registered in Poland. Our company registration number is 13103092, and our registered office is at Suite 18 Equity Chambers, 249 High Street North, Poole, United Kingdom, BH15 1DX. Our VAT number is 392249574.

2.2. What we do: We provide an online platform that allows customers to connect with providers of courier, delivery, and/or chauffeur-driven vehicle rental services (Platform Services). The courier, delivery, or driver-driven vehicle rental services available on our Platform are described on our Platform (Driver Services). You can place orders for Driver Services through the Platform (Job Entries) by registering an account with us or as a guest. We are not a provider of delivery or courier services, and at no time will a contract be formed between you and us for the provision of Driver Services. Any contracts entered into with a Driver are solely between you and the Driver.

2.3. How to Contact Us. You can contact us by email at office@shopmat.co.uk (GB) and biuro@shopmat.pl (PL).

2.4. How We May Contact You. If we need to contact you, we will do so using the contact details you provided when registering/applying for Driver Services.

3. REGISTERING AND ORDERING DRIVER SERVICES

3.1. After registration, you can manage your access rights and account settings. These Shopmat Terms of Use and all other Shopmat terms (as described above in Section 1.2) apply to every user of the Platform, regardless of the nature of their membership with Shopmat. Therefore, it is your responsibility, as the account creator and/or user, to use the Services knowingly and to comply with all applicable Shopmat terms and conditions, and to assume full legal responsibility for your actions.

3.2. To submit a Job Request on the Platform, you can:

(a) register an account on the Platform and post Job Requests; or

(b) post Job Requests on the Platform and make a purchase as a guest.

3.3. You must be at least 18 years of age to register an account with us.

3.4. When submitting a Job Request on the Platform and/or by phone, you will be required to provide the following information, including (where applicable):

(a) pickup/delivery; name, phone number, email address, and company name (optional);

(b) the date, time, and correct location(s) where the Driver Services are to be provided (see sections 3.5 and 3.10 below);

(c) the number of people required to complete the Order and whether driver assistance is required, such as assistance with loading/unloading (see sections 3.6-3.8 below);

(d) as much information as possible regarding the specific delivery instructions related to the Driver Services (see also section 3.9 below);

(e) the size, quantity, weight, and description of the item (optional) (see section 3.12 below);

(f) the required vehicle, including any optional requirements such as a refrigerated/freezer unit, tail lift, tarpaulin, pump truck, etc. (see section 3.12 below);

(g) any issues that may hinder the provision of the Driver Services, such as road width restrictions, access restrictions, steps, parking restrictions, etc.;

(h) the cost value of the goods transported (optional, see sections 5.2 and 5.3 below);

(i) your and the recipient’s contact details for each stop;

(j) billing information.

3.5. Please ensure that the correct address for each stop is provided in the Order. Drivers reserve the right to charge the full fee for any order that must be cancelled/abandoned in such cases. If a Driver accepts a change of address that results in additional mileage, you will be responsible for any additional mileage caused by the incorrect location provided in the Order, as well as any waiting time.

3.6. If assistance with loading/unloading is required by the Driver and this was not specified in the original Order, the Driver reserves the right to cancel their Driver Services, and cancellation fees will be charged in accordance with our Cancellation Policy. If drivers agree to additional loading/unloading, additional fees will be charged in accordance with our Additional Fees Policy. Please note that some Drivers may have disabilities that may hinder their ability to unload/load. Therefore, please complete the Order carefully and provide as much information as possible, as fees may apply in accordance with this section.

3.7. We offer a free 20-minute waiting window for every order. If the waiting time exceeds 20 minutes (maximum 40 minutes), additional fees will be charged in accordance with our Additional Fees Policy. If the waiting time exceeds 40 minutes for a order, Drivers reserve the right to cancel the Driver Service, and you will be charged in accordance with our Cancellation Policy.

3.8. In your Order Submission, you must confirm whether delivery locations have opening/closing hours, e.g., warehouses, etc., and whether someone is available to deliver/collect the goods. You must allow the Driver sufficient time to reach the delivery location, allowing at least one hour for traffic disruptions and other unforeseen events. We reserve the right to charge additional fees, which may include, but are not limited to: storage fees, loss of revenue for the Driver, additional mileage, and waiting time. These fees will be assessed individually, depending on the circumstances, and itemized for clarity.

3.9. Regarding deleting a delivery stop in an Order after it has been posted on the Platform:

(a) If the Order is in “Pending” status (the driver has not yet accepted the Order), you may change the route by canceling the Order and rebooking it, or by editing the existing Order and removing the required stop. In such cases, no fees will be charged.

(b) If the Order is in “Accepted” status (the driver has accepted the Order) and is not subject to the cancellation fee period as above, you may cancel the Order and rebook it, or by editing the existing Order and removing the required stop. In such cases, no fees will be charged.

(c) If the Order is in “Accepted” status (the driver has accepted the Order) and is subject to the cancellation fee period, or if the Order is in “In Progress” (the driver has initiated the Order), you may delete the stop, but the full fee will be charged and the driver’s remuneration will remain unchanged.

3.10. You or anyone you provide access to your account is solely responsible for providing accurate information, as specified in Section 3.4 above, when submitting a Job Request.

3.11. If you provide specific requirements or standard operating procedures in your Job Request, we will make every reasonable effort to inform Drivers and ensure that they provide the Driver Services in accordance with your requests. However, we cannot guarantee that Drivers will always comply with these requirements in every respect, and we are not liable for any failure by a Driver to comply with such requests.

3.12. If incorrect information provided in a Job Request results in the Driver refusing to accept the Job and/or an unsuccessful delivery, for example, if you provide the incorrect vehicle type, weight/size/quantity of the item, and/or provide insufficient access information, etc., you will be charged the full fee.

3.13. You will be liable for Additional Charges if you provide incorrect information in your Request for a Job which results in additional waiting time and/or additional charges, e.g. incorrect and/or restricted information regarding: names, contact details, addresses, road/parking restrictions, access, need for assistance, etc.

3.14. By placing an Order, you agree that the Driver Services you request will not be used to pick up, deliver, and/or transport any item or items that are Prohibited, unless you obtain consent from Shopmat via email.

3.15. If you are a business customer, to protect our legitimate business interests, you agree not to contact a Driver directly without our prior written consent, without using our Platform, to request services that are substantially the same or similar to the Driver Services. We reserve the right, in our sole discretion, to suspend or terminate the provision of the Platform Services to you without any liability if you breach this Section 3.13. We reserve the right to charge you an amount equal to the fees we would have received for services provided to you in breach of this Section.

3.16. We reserve the right to charge Customers Additional Fees and/or pay the full amount if the Customer fails to provide accurate and/or sufficient information in the Order and/or during the telephone conversation to provide the Driver Services. We also reserve the right to refuse account registration or suspend or block access to the Platform in the event of a violation of any of these Terms.

4. DRIVER AGREEMENT

4.1. Shopmat is not a courier company and does not provide delivery services. Shopmat acts as an intermediary connecting you with the Driver for the purpose of providing the Driver Services. You acknowledge and agree that the Driver Services are provided pursuant to an agreement between you and the Driver, and not pursuant to these Terms or any other agreement entered into with Shopmat.

4.2. Upon acceptance of the Order, the Driver may provide you with the terms and conditions governing the provision of the Driver Services (the Driver Terms and Conditions). In the absence of such Terms, the provision of Driver Services by a Driver to you will be subject to the Driver Terms and Conditions attached in Appendix 1 (Driver/Customer Terms and Conditions). For the purposes of these Terms and Conditions, references to “Driver/Customer Agreement” mean the Driver Agreement or Driver/Customer Terms and Conditions, as applicable.

4.3. We carry out standard identity and insurance verification checks on Drivers registered with us, but we make no representations, warranties, or promises regarding the Driver Services they provide, and we have not verified the Driver Services they provide. We do not verify the accuracy, truthfulness, or completeness of the information provided to you by Drivers at any time, and we are not responsible for it.

5. INSURANCE AND COMPENSATION FOR LOSS/DAMAGE

5.1. When placing an Order, you will have the opportunity to determine the cost of transporting the goods.

5.2. If you specify the cost value of your goods in your Job Request, the Job will only be available to Drivers with insurance corresponding to that value, and the Driver’s liability to you for any losses you suffer due to misdelivery or damage to your Parcel(s) will not exceed the total value of the Parcel(s) specified in the relevant Job Request.

5.3. If you do not specify the value of the goods in your Job Request, your Parcel(s) will be covered by aggregate insurance up to the limits specified in sections 5.4 and 5.5, covering all losses you suffer due to misdelivery or damage to your Parcel(s), and the Driver’s liability to you for such loss, misdelivery, or damage will not exceed that amount.

5.4. Subject to section 5.5, we will ensure that each Driver has goods in transit insurance with a minimum value of 10,000 GBP (GB) and 20,000 PLN (PLN) for delivery vehicles. For information regarding passenger cars, please see Section 5.5 below.

5.5 Please note that we may grant membership to our Platform to Drivers who provide Driving Services by car and therefore do not have goods in transit insurance for the value specified in section 5.4. In such circumstances, you will be informed of this at the time of acceptance of your Order, and we will cover the cost of any valid claims made to us in accordance with our Complaints and Claims Procedure for any losses you suffer due to misdelivery or damage to your Parcel(s), up to a maximum aggregate value of £250 (GB) and 500 PLN (PLN) per Order. For items exceeding £250 (GB) and 500 PLN (PLN), only drivers with goods in transit insurance for a minimum value of £5,000 (GB) and 10,000 PLN (PLN) will be selected.

5.6. Drivers are obligated to not accept Packages that are visibly damaged, opened, or tampered with. Ensure that appropriate procedures are in place to confirm that the Package(s) are delivered to the Driver in good, undamaged condition, and acknowledge that failure to follow these procedures may affect the outcome of any claims for loss or damage.

6. CANCELLATION OF DRIVER SERVICES

6.1. If a Work Order is canceled within 15 minutes of its submission, no fees will be charged. However, cancellation fees will apply if the Work Order is canceled after this time period, in accordance with our Cancellation Policy. Details can be found in the Driver/Client Agreement.

7. PAYMENTS

7.1. Payments for Driver Services are collected via the Platform. Once a Job Order is placed and accepted by the Driver, a “hidden payment” is debited from the card registered to the account. Payment is only debited from the card upon completion of the job or in accordance with previously agreed payment terms with Shopmat. If the job is canceled before completion, provided the cancellation does not violate our Cancellation Policy, the “hidden payment” will be canceled and no payment will be taken.

7.2. Upfront payments for Driver Services can be made by debit or credit card, and all payments will be processed by our third-party payment processor, Revolut. Alternatively, payment can be made via a credit account (upon request), which is paid in accordance with agreed payment terms.

7.3. Payments cannot be made directly to the Driver.

7.4. We will pay the Driver 14 days after the relevant Driver Services have been completed, the goods have been delivered, and receipt has been confirmed, or after the Driver has provided other reasonable evidence of delivery of the goods to the delivery location(s), as specified in the Work Order.

7.5. If you are a business customer with a business account, we reserve the right to charge you the full amount for any Work Orders placed through the Platform, up to the credit limit previously agreed with the customer account holder, regardless of whether they were approved pursuant to an internal customer order or other approval procedure. We will not be liable for crediting or refunding any fees for Driver Services provided in response to any order placed by you or anyone you allow to access your customer account.

7.6. Shopmat reserves the right to charge statutory interest and collection costs (unless a different interest rate is separately agreed with you in the contract) for late payments.

8. PRICE CHANGES

8.1. Prices are set on the Platform at the time you receive a quote by submitting a Job Request. We will adjust the Prices periodically and/or annually to reflect increases or decreases in the cost of the Platform Services relative to the Consumer Price Index (CPI) in the previous year.

8.2. We will notify you in writing of any proposed changes one month in advance, specifying the percentage increase or decrease.

8.3. Any questions regarding the proposed changes must be raised before they take effect; otherwise, they will be deemed accepted.

9. WITHDRAWAL OF SERVICES

9.1. We may discontinue the Platform Services at any time. We will notify you as soon as possible in advance, and you will not be charged any fees for uncompleted assignments, unless the withdrawal occurs due to an event beyond our control (as defined in clause 11 below).

10. SUSPENSION AND TERMINATION

10.1. We may suspend the Platform Services. We may do so:

(a) to address technical issues or implement minor technical changes;

(b) to update the Platform Services to reflect changes in applicable laws and regulatory requirements;

(c) to implement changes to the Platform Services;

(d) if you fail to make a payment on time and continue to fail to make a payment within 7 days of a payment due reminder; or

(e) if you breach these Terms.

10.2. We may terminate your use of the Platform if you breach any of these Terms.

10.3. You may terminate your agreement with us for the Platform Services at any time by contacting us using the contact details on our Contact Page.

10.4. Termination of your agreement with us will not affect any Driver Services that are due. If you wish to cancel such Driver Services, this decision will be made in accordance with the Driver/Customer Agreement and our Cancellation Policy.

11. OUR LIABILITY

11.1. Our Liability to Consumers. We are liable for losses you suffer as a result of our breach of this Platform Services Agreement unless the loss is:

(a) Unexpected. It was not obvious that it would occur, and nothing you told us before accepting your order for the Platform Services meant that we should have expected it (and therefore, as a matter of law, the loss was unforeseeable).

(b) Caused by a delaying event beyond our control. Provided that we have taken the steps set out in clause 11 below.

(c) Avoidable. Something that could have been avoided by taking reasonable steps. For example, damage to your own digital content or device caused by digital content we have provided and which could have been avoided by following our advice regarding a free update, following the installation instructions correctly, or meeting the minimum system requirements recommended by us.

(d) Business Loss. Our liability for any losses you suffer in connection with your business, trade, or profession is limited as described in Section 10.2.

11.2. We are not liable for losses you suffer under the Driver/Customer Agreement.

11.3. Our liability to businesses. If you are a business, except for the losses described in Section 10.4:

(a) we will not be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for loss of profit or any indirect or consequential losses arising out of or in connection with any contract between us; and

(b) our total liability to you for all other losses arising under or in connection with any contract between us, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, is limited to £250 (GBP) and PLN 500 (PLN).

11.4. Losses We Never Limit or Exclude. Nothing in these Terms limits or excludes our liability for:

(a) death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors (where applicable);

(b) fraud or fraudulent misrepresentation;

(c) breach of the implied terms contained in section 12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982; or

(d) any matter in respect of which it would be unlawful to exclude or limit our liability.

12. WE ARE NOT LIABLE FOR DELAYS BEYOND OUR CONTROL

12.1. If the provision of the Platform Services is prevented or delayed due to an event beyond our control, such as an act of God, flood, drought, earthquake or other natural disaster, epidemic or pandemic, terrorist attack, civil war, civil unrest or riot, war, threat of war or preparations for war, armed conflict, any law or action taken by a government or public authority, collapse of buildings, fire, explosion or accident, or interruption or failure of utility services, we will contact you as soon as possible (via the Platform or directly using the contact details provided when registering/submitting your Job Request) to inform you of this and will use our best efforts to shorten the delay.

12.2. In such a case, we will not compensate you for the delay, but if the delay is likely to be significant, you may terminate your contract with us.

13. YOUR DATA

13.1. We process your data in accordance with our Privacy Policy and Cookie Policy.

14. COMPLAINTS

14.1. We hope you will be satisfied with the services provided on our Platform. However, if you have any complaints, you have several options for resolving them.

14.2. Our Complaints Policy. If you have any complaints about the Platform Services or Driver Services, please contact us in accordance with our Complaints and Claims Policy. All complaints submitted to us will be resolved in accordance with this Policy.

14.3. You can bring a claim in court. These Terms are governed by English law, and regardless of where you live, you can bring claims against us in the English courts. If you live in Wales, Scotland, or Northern Ireland, you can also bring claims against us in the courts of the country where you live. We can bring a claim against you in the courts of the country where you live.

15. ANTI-BRIBERY AND CORRUPTION

15.1. Shopmat makes every effort to comply with all applicable anti-bribery and corruption laws, statutes, and regulations, including, but not limited to, the Anti-Bribery Act 2010 (Relevant Requirements), and requires its customers to do the same.

15.2. If you are a business, during the term of this Agreement, you and all your agents, consultants, contractors, subcontractors, or other persons involved in the performance of your obligations under this Agreement agree to:

(a) comply with all applicable anti-bribery and corruption laws, statutes, and regulations, including, but not limited to, the Anti-Bribery Act 2010 (Relevant Requirements);

(b) not engage in any activity, practice, or conduct that would constitute an offence under Section 13 of the Code of Criminal Procedure. 1, 2 or 6 of the Bribery Act 2010 if such activity, practice or conduct took place in the UK or Poland;

(c) notify us (in writing) if you become aware of any breach of clause 15.2(a) or clause 15.2(b) or have reason to believe that you have received a demand or request for any undue financial or other advantage in connection with the performance of this agreement;

(d) ensure that any of your agents, consultants, contractors, subcontractors or other persons engaged in the performance of your obligations under this agreement do so only under a written agreement that imposes on and protects against such person terms equivalent to those imposed on them in this clause 15 (Material Terms). You will be responsible for the compliance and performance of the Applicable Terms by such persons and will be directly liable to Shopmat and/or any other third party affected by any breach of any Applicable Terms by such persons;

(e) you will have and maintain throughout the term of the Agreement your own policies and procedures, including, without limitation, the relevant procedures set out in the Bribery Act 2010, to ensure compliance with the Applicable Terms and clause 15, and you will enforce them where applicable;

(f) you will (at our option) certify to Shopmat in writing, signed by you or a representative of your company, compliance by you and all persons associated with you with this clause 15.

15.3. For the purposes of this clause 15.2(e), the meaning of relevant procedures and a foreign public official, and whether a person is associated with another person, shall be determined in accordance with section 15. section 7(2) of the Bribery Act 2010 (and any guidance issued under section 9 of that Act), sections 6(5) and 6(6) of that Act and section 8 of that Act. For the purposes of this clause 15, a person connected with you includes, among other things, any of your subcontractors.

16. ANTI-SLAVERY AND HUMAN TRAFFICKING

16.1. In performing your obligations under this Agreement, you and any of your agents, consultants, contractors, subcontractors or other persons engaged in the performance of your obligations under this Agreement must:

(a) comply with all applicable anti-slavery and human trafficking (Anti-Slavery) laws, statutes and regulations, including, without limitation, the Modern Slavery Act 2015;

(b) not engage in any act, practice or conduct that would constitute an offence under Section 1, 2 or 4 of the Modern Slavery Act 2015 if such act, practice or conduct occurred in England and Wales or Poland;

(c) include in your contracts with agents, consultants, contractors, subcontractors, or other persons involved in the performance of your obligations under this agreement anti-slavery and human trafficking provisions that are at least as onerous as those set out in this Clause 16;

(d) notify us immediately upon becoming aware of any actual or suspected breach of Clause 16.1(a) and Clause 16.1(b) in your business/supply chain that relates to this agreement;

(e) implement due diligence procedures on your suppliers, agents, consultants, contractors, subcontractors, or other participants in your supply chains to ensure there is no slavery or human trafficking in your supply chains;

(f) provide all reasonable assistance, including, without limitation, enabling Shopmat to conduct periodic audits of your business (at our discretion), to demonstrate to us that you are complying with your obligations under anti-slavery laws.

16.2. You represent and warrant that your employees and/or agents, consultants, contractors, subcontractors, or any other person engaged in the performance of your obligations under this Agreement have not been convicted of an offence related to slavery or human trafficking, nor have they been the subject of any investigation, prosecution, or enforcement proceedings for any offence or alleged offence related to slavery or human trafficking.

16.3. A breach of this Section 16 will be deemed a material breach, constituting grounds for termination of this Agreement and prohibition from using the Platform.

17. OTHER IMPORTANT TERMS

17.1. We may transfer this agreement to another person. We may transfer our rights and obligations under these Terms to another organization. We will contact you to inform you of the intended transfer and assure you that the transfer will not affect your rights under this agreement.

17.2. No one else has any rights under this agreement. These Terms are a contract between you and us. No one else can enforce them, and neither party will be required to ask anyone else to sign to terminate or amend them.

17.3. If a court finds part of this agreement invalid, the remainder will remain in effect. No one else can enforce them, and neither party will be required to ask anyone else to sign to terminate or amend them.

17.4. Even if we delay in performing this agreement, we can still enforce it later. If we do not insist immediately that you do anything that you are obliged to do under these terms, or if we delay taking steps against you in relation to your breach of this contract, that will not mean that you do not have to do those things and it will not prevent us from taking steps against you at a later date.

Customer Cancellation

We, Shopmat, accept that there may occasionally be an unavoidable need to cancel a Job Request due to a change in circumstances. Job Requests can be cancelled via the Shopmat Website or App (Platform) by selecting the relevant job and selecting the ‘Cancel’ option.
This document sets out our Cancellation Policy for all Driver services, unless we have agreed separate terms with you in writing. If the collection time has been agreed in writing to be varied, all of the below terms will apply to the revised time.
Any complaints or disputes relating to charges made for cancelled Job Requests will be handled in accordance with our Complaints & Claims Procedure.

Cars to Lutons:
A-B Bookings

If you cancel a Job Request within 15 minutes of placing it, no charges will be applied. For any cancellations made outside of this period, the following rules apply;

a. If you cancel a Job Request before a Driver accepts it, no charges will apply and you will receive a full refund;
b. If you cancel a Job Request after it has been accepted by a Driver and the cancellation request is received;
(i) greater than 2 hours before the requested collection time, no charges will apply and you will receive a full refund;
(ii) less than 2 hours but greater than 1 hour before the Driver collection time, you will be charged 25% of the price originally quoted for the Job Request;
(iii) less than 1 hour before the requested collection time, you will be charged 50% of the price originally quoted for the Job request;
(iv) less than 30 minutes before the requested collection time and the driver has arrived at collection (if the driver has not arrived on site you will be entitled to the terms of cancellation (iii)), you will be charged 100% of the price originally quoted for the job request;
(v) Should a Driver be more than 1 hour late for collection time, you have the right to cancel at no charge.

At collection, if the Driver has arrived after the start of the collection window, and their waiting time exceeds 40 minutes, they reserve the right to abandon and cancel their Driver Services, and you will be charged 100% of the price originally quoted for the job request.
Half Day and Full Day Bookings

If you cancel a Job Request within 15 minutes of placing it, no charges will be applied. For any cancellations made outside of this period, the following rules apply;

a. If you cancel a Job Request more than 24 hours before the start time, no charges will apply and you will receive a full refund;
b. If you cancel a Job Request less than 24 hours, but greater than 12 hours before the start time, you will be charged 25% of the full quoted price;
c. If you cancel a Job Request less than 12 hours, but greater than 2 hours before the start time, you will be charged 50% of the full quoted price;
d. If you cancel less than 2 hours before the Driver collection time, you will be charged 75% of the full quoted price.
7.5 Tonne + to Removal Van

a. If you cancel a Job Request more than 24 hours before the start time, no charges will apply and you will receive a full refund;
b. If you cancel a Job Request less than 24 hours, but greater than 12 hours before the start time, you will be charged 50% of the full quoted price;
c. If you cancel a Job Request less than 12 hours, but greater than 3 hours before the start time, you will be charged 75% of the full quoted price;
d. If you cancel less than 3 hours before the Driver collection time, you will be charged 100% of the full quoted price.
Driver Cancellation

Drivers are under no obligation to accept jobs. Shopmat promotes fairness and equality to all Drivers. Shopmat is free to use and Drivers should only accept jobs they are able to fulfil. Behaviour such as ‘job hoarding’, where Drivers accept job requests they are not able to fulfil and then cancelling them before the Driver Services are to be undertaken, prevents Drivers with genuine availability from accepting jobs. Job hoarding severely impacts Shopmat’ Customers. This behaviour is monitored and is deemed a misuse of the Platform and a material breach of the Driver Terms and Conditions and Fair Use Policy. We reserve the right to investigate any Drivers suspected of abusing this policy and take any necessary action, which may result in removal from the Platform.
Once a Driver has accepted a Job Request, they should only click ‘Cancel Job’ via the Platform if they are prevented from completing it by events outside of their control. Drivers must click ‘Cancel Job’ as soon as they know they are unavailable. This behaviour is monitored and we reserve the right to investigate any Drivers suspected of abusing this Policy and take any necessary action, including removal from the Platform.
Abuse of the above Policies, severely impacts other Drivers who are genuinely able to accept work and also affects the Customer and Shopmat’s reputation and provision of services.
For further details on Driver obligations, see our Driver Terms and Conditions.