Terms of Use and Privacy Notice

3Q DASH TECHNOLOX, INC.

Website and Delivery Management as a Service (DMaaS)
Terms of Use
Version 1.1, December 27, 2022

I. Scope of Coverage
A. All users of the Delivery Management as a Service (DMaaS), whether it be the web or mobile application, must agree to the Terms of Use stated herein prior to being given access. Other applications used by 3Q Dash Technolox, Inc. may be mentioned in these Terms of Use, but may be covered by their own terms of use.
B. This version of the DMaaS Terms of Use is primarily for the Transporter Administrator’s access. A separate set of terms will apply to Transporter drivers. Such terms should be agreed by drivers upon set up of the mobile accounts.

II. Definition of Terms
A. “DMaaS” refers to the Delivery Management as a Service software operated by 3Q Dash Technolox, Inc. (3Q). DMaaS is provided through a Web application and a mobile application.
B. “User Acceptance Testing” (UAT) refers to the testing of the pre-release version of the DMaaS, whether in full or in part.
C. “Subscriber” refers to a person or entity who is granted access by 3Q to services from the DMaaS. Subscribers may be categorized as free trial or paying subscribers.
D. “Services” refers to services provided by 3Q to Subscribers, which include, but are not limited to access to information and reports developed by 3Q, as well as customer support.
E. “User Account” refers to the specific access ID given to a Subscriber’s or to 3Q’s personnel to the DMaaS. User Accounts can be accessed by entering an email address and password. The level and scope of access to the DMaaS will depend on the type of User Account provided. In the operation of the DMaaS, the following user accounts are required:
1. “System Administrator” refers to the DMaaS user account which is responsible for the maintenance and upkeep, configuration, and operation of the DMaaS. It can refer to the following:
a) 3Q System Administrator – 3Q personnel responsible for the maintenance and continued operation of the DMaaS system as a product accessed and operated by the Subscriber in the performance of delivery tasks.
b) Transporter System Administrator – person assigned by the Subscriber to perform the DMaaS tasks such as the setup of customer and driver master data and the operational tasks of uploading of delivery orders, assigning and monitoring of such orders during the normal course of operations.
2. Driver – person assigned by the Transporter to perform the actual pick-up and delivery tasks. Drivers access the DMaaS – Mobile application to accept delivery job assignments, update the status of their delivery tasks and perform other necessary application tasks to complete delivery jobs.
F. “Transporters” refer to persons or entities whose business operation is to perform delivery jobs. Transporters may maintain a fleet of vehicles and a team of drivers to support its operations.
G. “Customers”, in relation to the DMaaS, refer to persons or entities that hire the services of Transporters in order to move goods from one place to another.
H. “Consignors”, in relation to the DMaaS, refers to the person or entity who is the sender of a consignment, good or item for transport.
I. “Consignees”, in relation to the DMaaS, refers to the person or entity who is the receiver of a consignment, good or item for transport.
J. “License” refers to the grant to use the DMaaS by an active driver whose delivery operations are tracked by the platform. A Transporter shall assign one license for every vehicle driver performing delivery job assignments. The DMaaS allows for multiple delivery drops in each delivery job assignment.
K. “Website” refers to https://3qdash.com.ph/.

III. Acceptance of Terms
A. The services that 3Q provides to the Subscriber are subject to the Terms of Use (“TOU”). 3Q reserves the right to update and modify the TOU at any time without notice. The most current version of the TOU can be reviewed by clicking on the “Terms of Use” hyperlink located at the bottom of the 3Q website. Whenever 3Q makes updates to the TOU, the date of the latest version will appear at the top of this page. By using the website or the DMaaS after new versions of the TOU have been posted, the Subscriber agrees to the terms of such new version.
B. If 3Q makes material changes to the TOU, 3Q may provide notification through 3Q services and/or notify the Subscriber directly. 3Q encourages the Subscriber to review the published TOU for updates each time the Subscriber uses 3Q Services.
C. By installing or using the Delivery Management as a Service (DMaaS) software product, the Subscriber hereby accepts and agrees to be bound by these TOU. If the Subscriber does not agree to any part of or the entire TOU, the Subscriber also agrees that he/it shall not install or use the DMaaS, whether in part or as a whole. 3Q shall not be liable for any consequences arising from the use of the DMaaS by persons who do not accept the TOU.
D. DMaaS Services are provided and offered for adults over the age of 18 only. If a person interested in becoming a Subscriber is under 18 and/or said person is not able to form legally binding contracts, such person should not use the DMaaS. By continuing to use the DMaaS, Subscriber confirms that he is 18 years old or older and is accessing and using the DMaaS lawfully.

IV. Subscription License Grant
A. The TOU entitles and grants unto the Subscriber the license to install and use both the web and mobile applications of the DMaaS Software:
1. DMaaS – Web: Refers to the web-based version of the software application, which can be accessed by Transporters Administrators to manage delivery operations and their login-specific settings.
2. DMaaS – Mobile: Refers to the mobile phone version of the application installed in duly authorized mobile phones that comply or are compatible with the minimum specifications for utilizing the DMaaS, and which is accessed by drivers to accomplish delivery tasks.
B. The number of licenses allowed will depend on the availed service subscription plan.

V. Provision of Services, Suspension and Termination
A. The Subscriber acknowledges and accepts that the scope and services of the DMaaS may be amended, updated, replaced and/or removed as DMaaS features are reviewed and developed further. Such changes may also lead to changes and inclusions in the subscription plans offered to subscribers. Subscribers shall be duly updated of such changes and amendments to features and services of their subscription plans.
B. 3Q reserves the right to adjust subscription plan rates at any time at its sole discretion with immediate effect upon due notice of adjustments. Amended rates become applicable upon the Subscriber’s next Subscription purchase.
C. 3Q will provide its Services through the DMaaS based on the Subscription Plan entered by the Subscriber and will continue to be provided strictly subject to the Subscriber’s payment account being updated with no past due balances. Should the Subscriber’s payment account fail to be updated based on the registered Subscriber’s plan, 3Q may suspend certain services as the case may be.
D. 3Q may also suspend or terminate DMaaS Services to the Subscriber under the following situations with no liability:
1. A recognized legal authority requires 3Q to do so.
2. 3Q believes there is reasonable risk to the company’s network infrastructure, the DMaaS or to other Subscribers.
3. There is documented proof that the Subscriber is violating the TOU.
4. In cases of suspected violations to the TOU, the Subscriber fails to cooperate on reasonable investigations to confirm such suspected violations.
5. There is reason to believe that there was an unauthorized access of the DMaaS through the Subscriber’s account.
6. Subscriber account is determined to be delinquent based on the account payment/settlement policies of 3Q.
7. Subscriber accounts are informed of DMaaS termination of services for other reasons at least 30 days in advance.
E. The Subscriber may terminate its DMaaS account by giving sixty (60) days advance written notice of termination (including without limitation to email notice) to 3Q.
F. 3Q provides reasonable security to the Subscriber’s account through the Subscriber’s User Account name and password. The Subscriber is solely responsible for maintaining the confidentiality of account access and for the use of the DMaaS, whether authorized by the Subscriber, its employees or any person who gains access to the DMaaS. 3Q will not be responsible for any unauthorized access to the Subscriber’s data or any unauthorized use of the Services under the Subscriber’s Subscription account for the DMaaS.
G. The Subscriber hereby indemnifies 3Q and holds 3Q free from any and all liability, costs, claims and expenses and damages whatsoever arising from the use of or access to the Subscriber’s data by any third party.

VI. Use of Company Logos
The Subscriber hereby grants to 3Q the right to use its company or organization logo in marketing, sales, financial, and public relations materials, and other communications solely to identify the Subscriber as a customer. 3Q hereby grants to the Subscriber the right to use the 3Q logo solely to identify 3Q as a provider of services to the Subscriber. Other than as expressly stated herein, neither party shall use the other party’s marks, codes, drawings, or specifications without the prior written permission of the other party.

VII. User Acceptance Testing (UAT)
3Q may request for participation in providing Services of DMaaS under User Acceptance Testing (“UAT”). Such services are subject to the following:
1. The DMaaS may be a pre-release version during UAT. As such, the Subscriber acknowledges that the version is not yet a final commercial release version, which may have features that may not function properly. The Subscriber further acknowledges the risk of operational failures attached to participating in a UAT.
2. The UAT version and the commercial release version of DMaaS may be substantially different, may not have the same functions and features, and may not run in the same way.
3. 3Q reserves the right to terminate the UAT at any time at its sole discretion.
4. Subscriber agrees to provide 3Q feedback about the user experience and operation of the UAT version of the DMaaS. The requested feedback will be provided in a form reasonably requested by 3Q.
5. Feedback and information provided may be used by 3Q for any purposes including but not limited to product development or improvement. Any feedback and comments to be released publicly for press and promotional activities will be subject to the Subscribers prior permission.
6. Information on the DMaaS and 3Q Services as well as the comments and feedback provided during a UAT is considered confidential information of 3Q. Intellectual property inherent in the information disclosed during a UAT and feedback gathered for product development and other uses shall be owned exclusively by 3Q.
7. Subscriber agrees not to be entitled to any compensation for downtime, performance degradation, loss or corruption of data or any other problems as a result in participating in the UAT. 3Q disclaims all warranties with respect to the UAT to the extent permitted by applicable law.

VIII. Free Trial Subscription
For marketing purposes, 3Q may provide Services of the DMaaS under Free Trial Subscription. Such services are subject to the following:
1. Subscriber agrees to provide 3Q feedback about the user experience and operation of the DMaaS. The requested feedback will be provided in a form reasonably requested by 3Q.
2. Feedback and information provided may be used by 3Q for any purposes including but not limited to product development or improvement. Any feedback and comments attributable to Subscribers to be released publicly for press and promotional activities will be subject to the Subscribers prior permission.
3. Information on the DMaaS and 3Q Services as well as the comments and feedback provided during Free Trial Subscription period is considered confidential information of 3Q. Intellectual property inherent in the information disclosed during the Free Trial Period and feedback gathered for product development and other uses shall be owned exclusively by 3Q.
4. Subscriber agrees not to be entitled to any compensation for downtime, performance degradation, loss or corruption of data or any other problems as a result the Free Trial Subscription. 3Q disclaims all warranties with respect to the Free Trial Subscription to the extent permitted by applicable law.
5. 3Q reserves the right to terminate the Free Trial Subscription subject to applicable terms on Section IV-D of this Website and Delivery Management as a Service (DMaaS) Terms of Use

IX. Customer Support
A. 3Q will provide support to the extent and with efforts deemed reasonable to respond to all requests in the event of a fault or disruption of Services. 3Q shall evaluate and investigate requests for support to the extent of its capabilities and may provide resolution, feedback and recommended actions based on its investigation.
B. Requests for support should be made to 3Q through the support contact details provided on the website or as provided by authorized representatives of 3Q.
C. 3Q will provide notice for all scheduled maintenance and/or downtime in advance and shall be entitled to undertake the said scheduled maintenance and/or downtime.
D. In cases deemed necessary, 3Q may undertake emergency maintenance and/or downtime without reasonable notice to the Subscriber.

X. Restriction of Transfer
Without obtaining prior express written consent from 3Q, the Subscriber shall not assign his rights and obligations under the TOU, or redistribute, encumber, sell, rent, lease, sublicense, or otherwise transfer the Subscriber’s rights to access and use the DMaaS.

XI. Restriction of Use
A. The Subscriber may only use the DMaaS on any system as allowed by the Service Subscription Plan availed.
B. The Subscriber shall not decompile, “reverse-engineer”, disassemble, or otherwise attempt to derive the source code of the DMaaS.
C. 3Q reserves the right to use the data gathered from the DMaaS for improvement of the system and Services, and whatever legal purposes it may serve.

XII. Restriction of Alteration
A. The Subscriber shall not modify the DMaaS or create any derivative work of the DMaaS or its accompanying documentation. Derivative works include but are not limited to translations.
B. The Subscriber shall not alter any files or libraries in any portion of the DMaaS.

XIII. Restriction on Copying
Subscriber shall not copy any part of the DMaaS, except to the extent that licensed use inherently demands the creation of a temporary copy stored in computer memory and not permanently affixed on storage medium.

XIV. Limited Software Product Warranty
From the start date of subscription or from the date that the DMaaS is successfully downloaded, as applicable, 3Q warrants that when properly installed and used under normal conditions, the DMaaS will perform substantially as claimed.

XV. Disclaimer of Warranties and Limitation of Liability
A. Unless otherwise explicitly agreed to in writing, 3Q makes no other warranties expressly or impliedly in fact or in law, including but not limited to any implied warranties of merchantability or fitness for a particular purpose other than as set forth in the TOU or in limited warranty documents provided with the DMaaS.
B. 3Q makes no warranty that operation of the DMaaS will be secure, error free, or free from interruption. Subscriber must determine whether the software product sufficiently meets its requirements for security and uninterruptability.
C. Under no circumstances shall 3Q, its directors, officers, employees or agents be liable to subscribers or any other party for indirect, consequential, special, incidental, punitive, or exemplary damages of any kind (including lost revenues or profits or loss of business) resulting from the TOU or from the supply, furnishing, performance, installation, or use of the DMaaS, whether due to a breach of contract, breach of warranty, or the negligence of 3Q or any other party, even if 3Q is advised beforehand of the possibility of such damages. To the extent that the applicable jurisdiction limits 3Q’s ability to disclaim any implied warranties, this disclaimer shall be effective to the maximum extent permitted.

XVI. Limitation of Remedies and Damages
A. The remedy of Subscriber for a breach of the TOU or any warranty included in the TOU is the correction of the DMaaS. Corrections to the DMaaS shall be solely at the discretion of 3Q.
B. All warranties cover only defects arising under normal use and do not include malfunctions or failure resulting from misuse, abuse, neglect, alteration, problems with electrical power, acts of nature, unusual temperatures or humidity, improper installation, or damage determined by 3Q to have been caused by Subscriber, its employees, third parties and any party except 3Q. All limited warranties on the DMaaS are granted only to Subscriber and are non- transferable.
C. The Subscriber agrees to hold 3Q free and harmless from all claims, judgments, liabilities, expenses, or costs arising from your breach of the TOU and or acts or omissions. This includes all claims arising from failure of the DMaaS due to any act of God, power cut, power surge, fire, flood, earthquake, storm, hurricane or other natural disasters, war, invasion, act of foreign enemies, hostilities, civil war, rebellion, revolution, insurrection, military or usurped power or confiscation, terrorist activities, nationalization, government sanction, blockage, embargo, labor dispute, strike, lockout, or interruption or failure of electricity or other utilities, pandemic lockdowns or any other delay or failure caused by a third party.

XVII. Governing Law, Jurisdiction and Costs
The TOU shall be governed by the laws of the Republic of the Philippines.

XVIII. Severability
If any provision of the TOU shall be held to be invalid or unenforceable, the remainder of the TOU shall remain in full force and effect. To the extent any express or implied restrictions are not permitted by applicable laws, these express or implied restrictions shall remain in force and effect to the maximum extent permitted by such applicable laws

3Q DASH TECHNOLOX, INC. Privacy Notice
December 27, 2022

I. This section describes the information gathered by the systems and services of 3Q Dash Technolox, Inc. (3Q), which include, but may not be limited to the 3Q website, its application and survey forms, interviews, and meetings, its intended uses, and the Subscribers choices. 3Q respects the Subscriber’s privacy as well as all related third parties whose information may be collected by the 3Q. 3Q encourages all users to read 3Q’s privacy policy and practices.

II. Information Gathered

3Q gathers information necessary for the operation of the Delivery Management as a Service application, its support and reporting services. Data gathered includes the following:

A. DMaaS account registration information – Name, email address, phone numbers, company name, postal address, delivery information (such as locations and schedules) provided during account registration. Other information captured through the application and registration to the DMaaS include:
i. Client Customer Information – Location, addresses, frequency, contact information
ii. Vehicle Information – Vehicle make, year, model, color and license plate number and transportation method,
iii. Location Information – driver locations and routes through the GPS and mobile cell tower connection functionality of the mobile device used by the driver. Such information is captured during on-duty hours of the driver. 3Q does not collect this information when the driver is not engaged in a delivery operation.
iv. Driver Behavior – Driver trip times, locations, bearing, speed
v. Mobile Device Information – IP address, device type, operating system, manufacturer, model number
vi. Browser Usage Information – Operating system (OS), IP address, access times, browser type, language, websites before and after accessing the DMaaS
B. Business Contact Information – Names, email addresses, phone numbers, company names, addresses and other profiling information collected during events, conferences, and business meetings
C. Information from Partners – Information to help 3Q find potential customers, usage and other information used to enhance the service offering and subscriber benefits.

III. Uses of the Information Gathered

Data gathered may be used for the following official company purposes:

A. Information dissemination – 3Q may send important notices (amendments, security alerts, updates, etc.) via contact information collected, and directly send messages, emails and make phone calls to answer queries and requests.
B. Customer Support – 3Q may access your data to resolve support issues that may arise during use of the DMaaS.
C. Improvement of Services – 3Q may access the DMaaS to review and analyze your use of the DMaaS to improve our services and develop new products and services.
D. Engage in Data Services – 3Q may combine, compile and group data gathered from its services to provide insights to its customers. 3Q shall ensure that such activities remain compliant to Republic Act 10173 or the Data Privacy Act of 2012.
E. Market 3Q Services – 3Q may use your information to market products and services, especially to make known new features and services.
F. Advertisements – In-app advertisements are currently not allowed in the Mobile app.
G. Store Data – Data is stored on servers, in which appropriate measures have been implemented to secure subscribers’ stored data.
H. Marketing and Advertising – Consent will be obtained prior to any sharing of information to any third parties or advertisers.’
I. Outsourced Software – 3Q may provide information to third parties to allow the company to perform its business activities. Third parties may only use the information provided to perform the services on 3Q’s behalf.
J. Legal Purposes – 3Q may disclose information when disclosure is necessary to comply with any applicable laws, legal process, or enforceable government request. 3Q may also access information in the event of a reasonable investigation on possible and potential violations to the Terms of Use.

IV. Confidential Information

A. “Confidential Information” means all information that is disclosed after the subscriber’s agreement, whether on free trial or paying, whether disclosed visually, orally, or in writing, and whether or not tangibly recorded, by one Party (the “Disclosing Party”) to the other Party (the “Receiving Party”) with clear indication of confidentiality. It may include, but not be limited to any and all methods, processes, strategies, equipment, plans, formulas, software, programs, sales and marketing information, technical and financial information, data, know-how, documentation and other information disclosed during the subscription period
B. The scope of Confidential Information is limited so as not to cover any information that:
i. was already known by the Receiving Party prior to the disclosure thereof with no obligation of confidentiality;
ii. is publicly known or becomes publicly known not due to any unauthorized act of the Receiving Party;
iii. is lawfully received from a third party;
iv. is independently developed by the Receiving Party without use of the other Party’s information;
v. is incidentally retained in the memories of persons who have had access to the Confidential Information (including without limitation, ideas, concepts, know-how, techniques and the like); or
vi. is approved by the other Party for similar disclosure.
C. Each Party considers its Confidential Information to be proprietary. Except as otherwise provided in the law, all of the Disclosing Party’s Confidential Information will at all times, and throughout the world, remain the property of the Disclosing Party, exclusively, and all applicable intellectual property rights in and to the Disclosing Party’s Confidential Information will remain the property of the Disclosing Party, exclusively. The Receiving Party shall not:
vii. use the Disclosing Party’s Confidential Information for any purpose other than this Agreement; or
viii. disclose it to any third party.
D. Upon request of the Disclosing Party, the Receiving Party shall return to the Disclosing Party or destroy all tangible materials and copies thereof containing Confidential Information received from the Disclosing Party. In case of the destruction, the Receiving Party shall issue the Disclosing Party with a written certification confirming such destruction.

V. Security

E. 3Q uses reasonable physical, technical and administrative safeguards to protect information gathered from unauthorized use, access, loss, misuse, alteration or destruction. 3Q also requires third party providers acting on behalf of the company or with whom we share your information also provide appropriate security measures in accordance with industry safeguards. Notwithstanding the security safeguards in place, it is impossible to guarantee absolute security at all times.

F. Certain third-party services, websites, or applications you use or navigate to and from the 3Q Website and DMaaS may have separate user terms and privacy policies that are independent of this policy. 3Q will not be responsible for the privacy practices of these third-party applications.