Terms and Conditions of Use

CARRY: On-Board Courier Platform
Version 4 | Last updated: 11^th November 2026

These Terms and Conditions of Use ("Terms") constitute a legally binding agreement between Handshake Tech Ltd, a company registered in England and Wales under company number 15081644, whose registered office is at 71-75 Shelton Street, Covent Garden, London, United Kingdom, WC2H 9JQ, trading as CARRY ("Company", "we", "us", or "our"), and each user of the Platform, including Brokers and Couriers ("Users", "you", or "your").

1. Definitions

In these Terms:

“Archive” means the record of a completed Assignment kept on the Platform, including the messages, photographs, check-in and proof-of-delivery records and documents exchanged during it.

“Assignment” (also referred to on the Platform as a “Mission”) means any shipment transport arrangement agreed between a Broker and a Courier or Couriers through, or following introduction via, the Platform.

“Broker” means a logistics operator, manufacturer, distributor, intermediary or other business using the Platform to identify or engage Couriers for Assignments.

"Company" means Handshake Tech Ltd, trading as CARRY.

“Courier” means an independent individual offering on-board courier services (also known in the industry as an On-Board Courier or “OBC”), or related ground transport, through the Platform.

“Courier Documents” means the documents a Courier uploads to the Platform to show eligibility for Assignments, such as visas and other travel documents, vaccination certificates, a driving licence and vehicle details, and proof of insurance.

"Dangerous Goods" has the meaning assigned under the ICAO Technical Instructions and the IATA Dangerous Goods Regulations.

"Dispute Window" means the period of 24 hours following the Courier's digital notification of delivery during which a Broker may raise a formal objection via the Platform.

"Force Majeure" means any event beyond a party's reasonable control, including without limitation natural disasters, war, terrorism, civil unrest, pandemics, epidemics, industrial action, acts of government, changes in law or regulation, and the sudden closure of international airspace, airports, or borders.

"Personal Data" has the meaning given to it under the UK GDPR.

“Platform” means the CARRY mobile app (Android and iOS), used mainly by Couriers, the CARRY web platform, used by Brokers, and related services, each operated by the Company.

“Preferred Courier” means a Courier that a Broker has marked as preferred on the Platform.

"Privacy Policy" means the Company's privacy policy, as updated from time to time, which explains how Personal Data is collected, used, shared, retained, and otherwise processed in connection with the Platform, available at Privacy Policy.

“Rate” means the price for an Assignment, in the currency agreed between the Broker and the Courier.

“Recipient” means the person who receives a shipment at delivery, and any consignee, sender or other individual named in shipment documents.

“Status Indicator” means a symbol or label on the Platform showing that a Courier holds a Courier Document or capability, without displaying the document itself.

"Successful Completion" means the physical delivery of the goods to the designated recipient and the Broker's confirmation (or expiration of the Dispute Window) via the Platform.

"Users" means Brokers and Couriers collectively.

2. Acceptance of terms

2.1 By accessing, creating an account on, or using the Platform, the User confirms that they have read, understood and agree to be bound by these Terms, and acknowledges that they have been given the Privacy Policy, which explains how the Company uses Personal Data. Acceptance of these Terms is not consent to the processing of Personal Data, which is carried out on the lawful bases set out in the Privacy Policy.

2.2 If the User does not agree to these Terms, they must not use the Platform.

2.3 The Company may amend these Terms from time to time. Updated Terms will be published on the Platform and notified to Users by in-app notification or email. Material changes take effect no sooner than 30 days after notification, except where a shorter period is needed to comply with law, address a security or fraud risk, or correct an error. A User who does not agree may close their account before the change takes effect; continued use after that date constitutes acceptance.

2.4 Users must be at least 18 years old and legally able to enter into these Terms. Couriers must be legally permitted to provide services in each jurisdiction in which they operate. Brokers confirm they use the Platform in the course of business. Couriers likewise confirm that they use the Platform in the course of their own business.

3. Status of the platform

3.1 The Company operates the Platform solely as a technology marketplace facilitating introductions between Brokers and Couriers. Nothing in these Terms shall create a relationship of employment, agency, or partnership between the Company and any User.

3.2 The Company:

1. Is not a carrier, freight forwarder, logistics provider, or shipping agent;

2. Does not take possession, custody, or control of goods;

3. Is not a party to any contract of carriage or transportation agreement; and

4. Does not arrange or control flights, road transport, customs clearance, or airport or border procedures.

3.3 User-to-User Contracts: all contractual relationships relating to Assignments exist exclusively between Brokers and Couriers. The Company is not a party to any Assignment.

4. Courier status and relationship

4.1 Each Courier acts as an independent contractor and not as:

1. An employee;

2. A worker (within the meaning of the Employment Rights Act 1996); or

3. An agent or partner of the Company.

Nothing in these Terms creates any employment relationship.

4.2 No Mutuality of Obligation:

1. Couriers are under no obligation to accept Assignments; and

2. The Company is under no obligation to offer Assignments.

4.3 Control and Autonomy: Couriers retain full discretion over:

1. Whether to accept Assignments;

2. Their availability, and therefore their visibility on the Platform (including location visibility);

3. When and where they operate; and

4. How services are performed (subject only to legal and transport requirements).

The Company does not supervise or control service delivery.

4.4 No Exclusivity: Couriers may provide services to any third party, including competitors of the Company.

4.5 No Employment Benefits: Couriers are not entitled to holiday pay, sick pay, pension contributions, or minimum wage protections (to the extent permitted by law).

4.6 Tax Responsibility: Couriers are solely responsible for all taxes (including income tax, VAT, and international obligations) and for regulatory compliance in all jurisdictions in which they are domiciled or operate.

4.7 The Courier is responsible for their own tax, National Insurance and registration obligations and shall indemnify the Company against any tax or regulatory liability assessed against the Company as a result of the Courier’s failure to comply with them. Nothing in these Terms limits any right a Courier has under legislation that cannot be excluded by agreement.

4.8 The price and terms of each Assignment are agreed between the Broker and the Courier. The Company does not set the Courier’s fee. The default terms in Clauses 12.2 and 12.3 apply only where the Users have not agreed otherwise, and Users may agree different terms at any time.

4.9 A Broker’s marking of a Courier as a Preferred Courier, and a Broker’s use of search filters, does not create any exclusivity, minimum volume of work, or obligation on a Broker to offer, or on a Courier to accept, any Assignment. The Company does not use Preferred Courier markings to allocate work or to restrict a Courier’s access to the Platform.

5. Platform services

5.1 The Platform may provide:

1. Search and filtering tools for Brokers to find Couriers by location, documents held, vehicle and other criteria, and a map showing Couriers who are Available;

2. Courier profiles, Status Indicators and identity information;

3. Tools to offer, negotiate and agree Assignments and Rates;

4. In-app messaging and photographs between Brokers and Couriers, including check-in and proof-of-delivery records;

5. Location tracking of the Courier during an active Assignment;

6. Document upload functionality for verification and for documents necessary during an Assignment, including air waybills, product invoices, and customs documentation;

7. An Archive of completed Assignments;

8. Preferred Courier lists and Assignment analytics for Brokers; and

9. Operational activity logs.

5.2 The Platform does not currently process payments between Users. The Company reserves the right to introduce platform fees, payment facilitation services, or integrations with regulated third-party payment providers in accordance with Clause 21. The Company may in future allow Users to approve costs and issue invoices in the Platform, and later to process payments between Users and charge a percentage of Assignments completed in the Platform, in accordance with Clause 21.

6. Platform security

6.1 The Company may take any action reasonably necessary to protect the security, integrity, or availability of the Platform, including:

1. Temporary suspension of Platform functionality;

2. Restriction of User accounts;

3. Investigation of suspicious activity; and

4. Implementation of emergency security measures.

6.2 These actions may be taken without prior notice where necessary to protect Users, shipments, or the Platform.

7. Location tracking, profile visibility and data use

7.1 The Platform may process and display Courier profile information and location data in order to operate marketplace matching, enable Assignments, support operational coordination, maintain Platform security, and prevent fraud.

7.2 When a Courier enables ‘Available’ status, the Platform may display to prospective Brokers the Courier’s profile information, approximate location, vehicle type and Status Indicators for Courier Documents, for the purpose of assessing suitability for potential Assignments.

7.3 The Courier may disable "Available" status at any time through the Platform settings. Disabling "Available" status may reduce or remove visibility to prospective Brokers for potential Assignments.

7.4 During an active Assignment, the Platform may process and display the Courier's precise location to the relevant Broker where necessary for operational coordination, shipment visibility, and security.

7.5 Users shall use any profile information, identity information, contact details, and location data obtained through the Platform only for purposes connected with the Platform and the relevant Assignment, and in compliance with applicable data protection law.

7.6 Any unauthorised use, retention, disclosure, scraping, exporting, onward sharing, or other misuse of such data by a User constitutes a material breach of these Terms and may result in suspension, termination, and legal action.

7.7 Location tracking is a functionality of the Platform designed to enable matching, operational coordination, and shipment security, and shall not be interpreted as supervision, direction, or control over Couriers.

7.8 Further information about the categories of Personal Data processed, the lawful bases relied on, recipients, retention periods, international transfers, and data subject rights is set out in the Privacy Policy, available at Privacy Policy.

7.9 The Platform collects a Courier’s precise location only while an Assignment is active. Collection stops on Successful Completion or cancellation of the Assignment. Approximate location is shared with prospective Brokers only while the Courier’s ‘Available’ status is enabled.

7.10 When a Courier and a Broker agree an Assignment, the Courier permits that Broker to view the Courier Documents required for it. The Broker may view them only for that Assignment and any related dispute, must not download, copy or share them, and must stop accessing them once the Assignment and any dispute have ended.

7.11 A Broker may mark a Courier as a Preferred Courier. The marking is visible only to that Broker unless the Platform states otherwise.

8. Broker obligations

8.1 The Broker warrants that it:

1. Has legal authority over shipments offered through the Platform;

2. Complies with all applicable customs, export control, and sanctions laws;

3. Maintains appropriate insurances and shall maintain them for the duration of the relevant Assignment where applicable;

4. Provides accurate shipment documentation, including air waybills and all notifications and documentation relating to the carriage of any Dangerous Goods; and

5. Obtains airline and airport approvals where required.

8.2 The Broker shall indemnify the Company against losses arising from breach of these obligations.

8.3 The Broker shall use search filters and document requirements only for genuine legal or operational requirements of the Assignment, and shall not use them to discriminate unlawfully against any Courier.

8.4 The Broker is responsible for the acts of its personnel on the Platform, shall ensure that only authorised personnel can see Courier information, and shall remove a person’s access promptly when they leave or no longer need it.

8.5 The Broker shall give accurate information about each Assignment, including the route, timing, shipment details and Rate.

8.6 The Broker is responsible for checking, before the Assignment begins, the Courier Documents required for it and the Courier’s suitability for the Assignment. Status Indicators and verification status are for convenience only and do not replace the Broker’s own checks.

9. Courier obligations

9.1 The Courier warrants that they:

1. Act as an independent contractor in accordance with Clause 4;

2. Possess valid travel documents and visas;

3. Comply with all applicable airline, airport, and customs regulations, laws, and official procedures;

4. Maintain any insurance required by the Broker;

5. Are solely responsible for the execution of transport services;

6. Assume full responsibility for goods once accepted;

7. Keep Courier Documents accurate and up to date, and replace them before they expire; and

8. Provide only genuine documents and information to the Platform.

9.2 For the avoidance of doubt, detailed knowledge of local customs procedures in every jurisdiction is not a condition of using the Platform; however, compliance with applicable customs laws, declarations, and official procedures on each Assignment is mandatory and is the Courier's responsibility in accordance with Clause 13.

9.3 Where an Assignment includes driving or other ground transport, the Courier must hold a valid driving licence and the insurance required for the vehicle, ensure the vehicle is roadworthy and as described in their profile, comply with road traffic law, and bear any fines, tolls or penalties incurred.

9.4 The Courier is responsible for checking the Assignment details, the Rate, the shipment and the Broker’s identity before accepting an Assignment, and for deciding whether the payment terms and the Broker’s creditworthiness are acceptable

10. Identity verification

10.1 To maintain the integrity and security of the Platform, the Company may require Users to undergo identity and background verification procedures, as notified to Users from time to time. Such procedures may include:

1. Submission of government-issued identification;

2. Document verification, including of Courier Documents (such as visas, vaccination certificates, driving licence and vehicle details);

3. Biometric verification through third-party verification providers, with an alternative manual route;

4. Basic criminal record checks (showing unspent convictions only), where permitted by and conducted in accordance with the laws of the relevant jurisdiction;

5. Verification of a Broker’s business and its authority over shipments offered; and

6. Screening against sanctions or regulatory watchlists.

10.2 Verification requirements may vary by jurisdiction and by User type, and may be updated as the Company reasonably considers necessary for the integrity, security, or legal compliance of the Platform. Any Personal Data collected for verification purposes is processed in accordance with the Privacy Policy. Where verification involves special category data (including biometric data) or criminal offence data, the Company will process it only where permitted by law and in accordance with the conditions set out in the Privacy Policy.

10.3 The Company reserves the right to suspend or restrict access to the Platform where verification requirements are not satisfied or where fraudulent activity is suspected.

10.4 Verification status shows only that a User completed the checks the Company applied at the time. It is not a guarantee of identity, honesty, suitability, insurance, or legal compliance, and Users remain responsible for their own due diligence before entering an Assignment.

10.5 A Courier must keep Courier Documents valid. The Platform may remind the Courier before a document expires, may remove or restrict a Status Indicator once a document has expired, and will delete expired documents in accordance with the Privacy Policy.

10.6 Uploading a vaccination certificate is optional. By uploading it, the Courier explicitly consents to the Company processing it as described in the Privacy Policy, including showing a Status Indicator to Brokers and, once the Courier agrees an Assignment, letting that Broker view the certificate. The Courier may withdraw consent at any time by deleting the certificate, after which it will no longer be shown and the Courier may not appear in searches that require it.

10.7 A Courier who does not want biometric verification may choose manual verification instead. Choosing manual verification does not affect the Courier’s access to the Platform, but it may take longer.

11. Dangerous goods and safety

11.1 Clean Goods Warranty: the Broker warrants, represents, and undertakes that all shipments:

1. Are accurately declared;

2. Comply with all applicable laws and regulations;

3. Do not contain any Dangerous Goods unless explicitly declared and authorised in writing by the relevant airline and authorities; and

4. Do not contain lithium batteries unless compliant with IATA DGR requirements.

For the avoidance of doubt, prohibited items include (without limitation):

1. Explosives, flammable, radioactive, or corrosive materials;

2. Firearms, weapons, ammunition, or replica weapons;

3. Narcotics or controlled substances; and

4. Any items prohibited or restricted in the country of transit or destination.

11.2 Strict Liability: the Broker shall be strictly liable for the contents of any shipment, any misdeclaration or non-disclosure, and any breach of aviation, customs, or security regulations. This liability applies whether or not the Broker had knowledge of the contents.

11.3 Courier Inspection and Rejection Rights: the Courier has an absolute right to inspect, open, and verify shipment contents prior to acceptance, and may reject any shipment without penalty where discrepancies exist, documentation is incomplete, or there is suspicion of prohibited or undeclared goods. The Courier may photograph the goods, packaging and accompanying documents at inspection and acceptance to record their condition and contents and to protect themselves. Such photographs shall be used only for that purpose, shall not be published, and shall be kept only for the periods stated in the Privacy Policy.

11.4 Post-Acceptance Responsibility: the decision to accept goods for carriage rests solely with the Courier, regardless of the Broker's disclosures, paperwork, or packaging. Upon acceptance, the Courier assumes custody of the goods as accompanied baggage, subject to applicable aviation or road transport law. The Company has no custody of, control over, or liability in respect of any goods, and shall not be liable or penalised in connection with the carriage or mis-carriage of goods, including where goods are incorrectly specified, packaged, or misrepresented.

11.5 Indemnity: the Broker shall indemnify, defend, and hold harmless the Company against all fines, penalties, seizures, and criminal or regulatory actions arising from Dangerous Goods or misdeclared shipments. This indemnity shall not be subject to any limitation of liability.

11.6 Confidentiality: Couriers must not photograph goods (except as permitted by Clause 11.3 or required for check-in or proof of delivery), must not disclose shipment details, and must not publish any Assignment-related content. Breach of this Clause constitutes a material breach and may result in immediate termination, injunctive relief, and damages.

11.7 No Courier is mandated to accept or carry any goods. A Courier who declines a shipment, or reports a concern in good faith, will not be penalised, suspended or have their access restricted for doing so. The Company may refuse or remove any shipment and may report concerns to the relevant authorities in accordance with Clause 14.2.

11.8 At delivery, the Courier shall record proof of delivery in the Platform, which may include a photograph of the identity document of the person who receives the shipment. The Courier must: (a) tell that person why the photograph is taken and that it will be stored as set out in the Privacy Policy; (b) take it only where permitted by local law; (c) take it within the Platform and not keep a copy elsewhere; and (d) not use or share it for any other purpose. The photograph is stored in the Archive. Brokers must use it only to confirm delivery and to deal with disputes.

12. Financial terms, cancellation and non-circumvention

12.1 Payment:

1. A Courier shall be deemed to have earned the payment for an Assignment upon Successful Completion of that Assignment;

2. All sums payable must be paid in full and within the time frame agreed between the Users;

3. If the Broker raises a formal objection within the Dispute Window, payment of the disputed amount (only) may be withheld pending resolution of the dispute between the Users; any undisputed amount remains payable in accordance with the agreed terms;

4. Payments are currently settled directly between the Broker and the Courier in accordance with Clause 21. The Company does not guarantee, collect, hold or insure any payment, has no responsibility or liability for payments, non-payments, underpayments, deductions or delays in payment between Users, and shall not be penalised in respect of them; and

5. Expiry of the Dispute Window ends only the Broker’s ability to raise a formal objection through the Platform for the purposes of this Clause 12.1. It does not limit any other right or remedy the Broker may have against the Courier under the Assignment or at law.

12.2 Waiting Time and Additional Costs:

1. The terms applicable to waiting time, including any included allowance and any rate for additional waiting time, are to be agreed between the Broker and the Courier before the Assignment begins, and may be varied by agreement during the Assignment;

2. Absent any such agreement, the following default benchmark shall apply: the agreed price includes up to 60 minutes of waiting time, and additional waiting time is charged at £25 per hour (or the equivalent in the currency of the Assignment), calculated on a pro-rated basis; and

3. The Broker shall be liable for all reasonable additional costs arising from delay attributable to the Broker, consignor, consignee, or shipment documentation issues, including without limitation flight changes, accommodation, and subsistence.

12.3 Cancellation Policy: the cancellation terms applicable to an Assignment are to be agreed between the Broker and the Courier before the Assignment begins. Absent such agreement, the following default benchmark charges shall apply:

1. If the Broker cancels more than 24 hours before the scheduled commencement of the Assignment, no service fee shall be payable, save for any non-refundable or already incurred costs;

2. If the Broker cancels less than 24 hours before the scheduled commencement of the Assignment, 50% of the agreed fee plus any non-refundable or already incurred costs shall be payable; and

3. If the Broker cancels after dispatch or after the Courier has materially commenced performance, 100% of the total agreed price shall be payable.

The parties acknowledge that these default charges are proportionate to the Courier’s legitimate interest in being compensated, and that they may be varied by written agreement in respect of any Assignment.

12.4 Non-Circumvention:

12.4.1 Protection of Legitimate Business Interest: Users acknowledge that the Company invests in vetting, verifying, matching, and facilitating introductions between Users, and that these introductions create commercial value independent of any individual Assignment. The Company’s commercial model relies, or will rely, on Platform usage.

12.4.2 Restriction: For 6 months from the date of the last Assignment, negotiation or substantive communication between the relevant Users through the Platform, a User shall not, outside the Platform, engage or contract with another User whom they first met through the Platform for the purpose of an arrangement of the kind facilitated by the Platform. This does not apply to: (a) Users who had an existing commercial relationship before the Platform introduced them, where this can be shown; (b) dealings carried out through the Platform; or (c) general advertising not directed at the other User.

12.4.3 Opt-Out Mechanism: Users may engage directly, only upon payment to the Company of a release fee of £2,500 (or the equivalent in the currency of the Assignment), reflecting the Company’s costs of verifying and introducing Users.

12.4.4 Compensation: If a User breaches this Clause 12.4, the Company may recover (a) the platform fees it would have earned on the Assignment(s) concerned, or (b) where no platform fees were chargeable at the time, a fixed sum of £2,500 (or the equivalent in the currency of the Assignment), which the parties agree is proportionate to the Company’s legitimate interest in protecting its investment in verifying and introducing Users. The Company may also recover its reasonable enforcement costs.

12.4.5 Remedies and monitoring: The Company may seek injunctive or other equitable relief from a court in accordance with Clause 30.4. The Company may review in-Platform communications and operational data for the purpose of detecting circumvention, as described in the Privacy Policy.

12.4.6 Suspension: Where the Company reasonably believes this Clause 12.4 has been breached, it may suspend or terminate the relevant User. Except where urgent action is needed, the Company will first tell the User of the allegation and give them 5 business days to respond.

12.5 The Rate and its currency are agreed between the Broker and the Courier in the Platform, before or during the Assignment. A Rate agreed during the Assignment replaces the earlier Rate once both Users have confirmed it in the Platform. The Rate shown in the Platform at Successful Completion is the agreed price unless the Users agree otherwise in writing. Users are responsible for exchange rates, bank charges and taxes on payments between them.

12.6 Clauses 12.1 to 12.3 set default rules between Users only. The Company is not a party to them and has no obligation to enforce them, to decide whether a payment is due, or to resolve any objection raised in the Dispute Window

13. Customs, imports and agency

13.1 Direct Representation: to the extent permitted by applicable law and required for the relevant shipment, the Broker appoints the Courier as its direct representative for customs clearance in connection with the relevant Assignment.

13.2 No Liability of Platform: the Company is not the importer of record, the declarant, or a customs agent, and shall not be held responsible in any way for inaccurate or unfulfilled customs obligations or procedures.

13.3 Mandatory Declaration: all commercial goods must be declared in accordance with applicable customs laws, aviation security rules, and border procedures, including use of the Red Channel where required by law or official guidance. Any instruction given by a Broker that conflicts with applicable law, regulation, or official procedure shall be void and must not be followed. Avoidance, or wilful neglect, of customs obligations by any User constitutes a material breach of these Terms and will lead to termination of the relevant Courier and/or Broker from the Platform.

13.4 Allocation of Liability: the Broker is liable for the accuracy of shipment documentation; the Courier is liable for compliance with declaration obligations.

13.5 Indemnity: the responsible party shall indemnify the Company against all seizures, penalties, delays, and legal proceedings arising under this Clause 13.

14. Prohibited use

14.1 Users must not:

1. Transport illegal, prohibited, restricted, or undeclared goods;

2. Misuse any User's identity, contact details, profile information, or location information;

3. Attempt unauthorised access to the Platform or any related system;

4. Upload false, misleading, incomplete, or fraudulent documentation; or

5. Engage in any fraudulent, misleading, deceptive, unlawful, or abusive conduct in connection with the Platform or any Assignment.

14.2 The Company may suspend or terminate accounts where misuse occurs, and may report such activity to authorities where required by law.

14.3 The Company reserves the right to monitor Platform activity for compliance, security, and fraud prevention purposes.

15. Limitations of liability

15.1 The Platform is provided on an "as is" and "as available" basis, and the Company makes no representation, warranty, or guarantee, whether express or implied, regarding availability, reliability, performance, suitability, or fitness for any particular purpose.

15.2 Subject to Clauses 15.3 and 15.4, the Company's aggregate liability arising out of or in connection with the Platform, these Terms, or any Assignment, whether in contract, tort (including negligence), breach of statutory duty or otherwise, shall not exceed the higher of:

1. The total service fee retained by the Company in respect of the relevant transaction giving rise to the claim;

2. The total fees paid by the User to the Company in the 12 months preceding the event giving rise to the claim; or

3. £500.00 (or the equivalent in the currency of the Assignment).

15.3 Nothing in these Terms excludes or limits liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any other liability that cannot lawfully be excluded or limited.

15.4 The limitation in Clause 15.2 applies only to the Company’s liability and does not limit any liability described in Clause 15.3. For the avoidance of doubt, the liability of a User to the Company under any indemnity in these Terms, including Clauses 4.7, 8.2, 11.5, 13.5 and 15.11, is not limited by Clause 15.2.

15.5 To the fullest extent permitted by law, the Company shall not be liable for:

1. Loss of or damage to shipments;

2. Delays or disruptions in transport;

3. The acts, omissions, misconduct, negligence, fraud, or default of any Broker, Courier, consignor, consignee, airline, customs authority, or third party;

4. Non-payment, underpayment or late payment between Users, or any dispute between Users;

5. Regulatory, customs, security, or border enforcement action;

6. Loss of profit, loss of revenue, loss of business, loss of contracts, loss of opportunity, or loss of goodwill; or

7. Any indirect, special, incidental, or consequential loss.

15.6 The Company acts solely as an intermediary technology platform and is not a party to any Assignment. The Company shall have no liability arising from the performance, non-performance, cancellation, illegality, or failure of any Assignment, except to the extent expressly stated in these Terms.

15.7 Nothing in these Terms limits or excludes any right a data subject has under data protection law, including any right to compensation. Subject to that, and to Clause 15.3, the Company’s liability to Users in connection with the processing of Personal Data is subject to Clause 15.2.

15.8 The Company shall not be liable for any failure or delay caused by Force Majeure or other events beyond its reasonable control, including without limitation flight cancellations, denied boarding, border closures, customs delays, war, terrorism, civil unrest, labour disputes, pandemics, epidemics, cyber incidents, systems outages caused by third parties, acts of government, or changes in law or regulation.

15.9 Users acknowledge that the Company does not control or guarantee the performance, conduct, reliability, legality, or suitability of any User or third party on or connected with the Platform.

15.10 Neither a Broker nor a Courier is liable to the other for failure or delay in performing an Assignment caused by Force Majeure, provided they notify the other promptly through the Platform and use reasonable efforts to limit the effect. Where an Assignment is cancelled because of Force Majeure, the cancellation charges in Clause 12.3 do not apply, but costs already properly incurred remain payable.

15.11 Each User shall indemnify the Company against claims brought against the Company by another User or a third party, and any resulting fines and reasonable costs (including legal costs), arising from that User’s breach of these Terms, unlawful conduct, failure to pay another User, or breach of data protection law.

15.12 Any dispute between a Broker and a Courier, including any dispute about payment, non-payment, underpayment, price, delay, cancellation, loss of or damage to goods, or the quality of services, is solely between them. The Company has no obligation to investigate, mediate, decide or enforce any such dispute, and does not guarantee, hold, collect or insure any payment. To the fullest extent permitted by law, each User releases the Company from all claims arising from any such dispute, and shall not bring a claim against the Company, or join the Company to proceedings, in respect of it. Nothing in this Clause stops the Company disclosing information where required by law or by a court or authority

16. Data protection

16.1 The Company processes Personal Data as a controller in accordance with applicable UK data protection law, including the UK GDPR and the Data Protection Act 2018. Details of the categories of Personal Data processed, the purposes of processing, the lawful bases relied on, recipients, retention periods, international transfers, and data subject rights are set out in the Privacy Policy. The Privacy Policy may be provided using a layered approach, including in-app notices or just-in-time notices where appropriate.

16.2 The Company may disclose Personal Data to law enforcement authorities, regulators, courts, insurers, professional advisers, or other competent authorities where such disclosure is required by law, necessary to comply with a legal obligation, or otherwise necessary and proportionate for the establishment, exercise, or defence of legal claims, the prevention or detection of crime, or the protection of individuals, goods, or aviation security.

16.3 The Company acts as controller in respect of Personal Data it processes for account administration, platform operations, identity and security checks, security monitoring, location tracking, messaging, logging, fraud prevention, compliance, and support. Brokers and Couriers acknowledge that, where they receive Personal Data from or through the Platform and determine their own purposes and means of processing that data, they may act as independent controllers and must comply with applicable data protection law in relation to such processing.

16.4 Each User shall process any Personal Data obtained through the Platform only for lawful purposes connected with the relevant Assignment or the use of the Platform, shall implement appropriate technical and organisational measures to protect such data, and shall not retain, use, disclose, transfer, or otherwise process such data for marketing, profiling, recruitment, competitor intelligence, or any unrelated purpose without a separate lawful basis and all required notices.

16.5 In the event of any inconsistency between these Terms and the Privacy Policy in relation to Personal Data processing, the Privacy Policy shall prevail to the extent of that inconsistency.

16.6 Unless the Company notifies a User in writing or the Privacy Policy states otherwise, the Company, Brokers and Couriers each act as independent controllers of the Personal Data for which they separately determine the purposes and means of processing. Where the Company and a User jointly determine those purposes and means for specific processing, the relevant parties shall enter into an arrangement under Article 26 UK GDPR, the essence of which shall be made available to affected individuals, and the Company shall act as the primary contact point for data subjects unless stated otherwise.

16.7 User Obligations: Users agree to:

1. Process Personal Data obtained through the Platform only for the permitted purpose of using the Platform and performing or considering the relevant Assignment, and only in compliance with applicable data protection law;

2. Implement appropriate technical and organisational measures to protect such Personal Data;

3. Notify the Company without undue delay, and in any event within 24 hours, after becoming aware of any personal data breach affecting Personal Data obtained through the Platform where that breach may affect the Company, another User, or data subjects connected with the Platform; and

4. Cease processing and securely delete or return Personal Data obtained through the Platform once it is no longer necessary for the permitted purpose, unless retention is required by applicable law, regulation, insurance requirements, or the establishment, exercise, or defence of legal claims. This does not apply to the Archive, which the Company hosts. Users may keep copies of Archive records only as needed for their own accounting, tax, payment and dispute purposes.

16.8 The Platform keeps an Archive of each completed Assignment, including messages, photographs, documents, check-in records and proof-of-delivery records (including any photograph of a Recipient’s identity document). Both the Broker and the Courier can view the Archive of Assignments they were involved in for up to six years after completion, as set out in the Privacy Policy, for example to check payments and records or to deal with a dispute. The Archive is not a tax or accounting record-keeping service, and each User remains responsible for their own records. If a User closes their account, the other User may continue to see the closed User’s details in the Archive until the end of that period. The Archive is provided for convenience. The Company does not guarantee that it is complete, accurate, available or admissible as evidence, and does not use it to decide disputes between Users

16.9 Requests to exercise data protection rights, and data protection complaints, may be sent to admin@carry-app.com, as set out in the Privacy Policy.

17. Account suspension and termination

17.1 The Company may suspend or terminate a User's access where necessary to:

1. Comply with law;

2. Protect the security of the Platform;

3. Prevent misuse; or

4. Address a material breach of these Terms or other reasonable grounds connected with the protection of Users, goods, aviation security, or the integrity of the Platform.

17.2 The Company may suspend accounts immediately and without prior notice where regulatory, aviation, or security risks are identified. Where reasonably practicable and lawful, the Company will notify the affected User of the suspension and, where appropriate, the general grounds for it.

17.3 The Company may suspend, restrict, or disable access to any feature involving profile visibility, messaging, or location sharing where it reasonably considers such action necessary to protect Users, goods, aviation security, or compliance with applicable law.

17.4 Where the Company suspends or terminates a User under Clause 6, 12.4.6, 17, or 18, the User may ask for a review by emailing admin@carry-app.com within 14 days. The Company will consider the request in good faith and respond within 10 business days, except where doing so would be unlawful or would compromise security or an investigation. Suspension does not affect sums already owed between Users.

17.5 A User may close their account at any time through the Platform settings or by notice under Clause 27. Closure does not affect rights accrued before closure, and any Assignment in progress must be completed or cancelled in accordance with these Terms. Closure does not delete the Archive, which is kept for the period stated in the Privacy Policy.

18. Risk control measures

18.1 Where the Company reasonably believes that a User, Assignment, or shipment presents a risk to safety, regulatory compliance, or the security of the Platform, the Company may take immediate action including:

1. Suspension of the User's account;

2. Cancellation or restriction of Assignments, without any financial compensation being due from, or any penalty applying to, the Company;

3. Restriction of location visibility or communications; and

4. Reporting to relevant authorities.

18.2 Such measures may be implemented without prior notice, where necessary.

19. Carriage of goods, aviation and transport compliance

19.1 The Company is a technology platform and is not an air carrier, postal operator, freight forwarder, customs agent, or other transport operator. The Company does not take possession, custody, or control of goods.

19.2 The Broker represents and warrants that it is responsible for ensuring that all goods offered through the Platform are lawfully exportable and importable, properly packaged, labelled, documented, and compliant with applicable aviation, customs, security, sanctions, and dangerous goods requirements.

19.3 Where a Shipper's Declaration for Dangerous Goods or any equivalent declaration, licence, permit, approval, or supporting document is required, the Broker is solely responsible for ensuring that such document is valid, complete, and provided in accordance with applicable law and carrier requirements.

19.4 The Courier shall comply with the conditions of carriage, security requirements, baggage rules, and operational instructions of the airline or other carrier performing the journey. Any fines, penalties, denied boarding, offloading, seizure, or loss arising from the Courier's non-compliance shall be the sole responsibility of the Courier.

19.5 Nothing in these Terms shall be interpreted as the Company verifying or guaranteeing the legal admissibility, customs clearance, airline acceptance, or regulatory compliance of any shipment.

19.6 Where an Assignment includes road or other ground transport, the Courier shall comply with the applicable road traffic, vehicle, licensing, insurance and border rules, and any fines, penalties, seizure or loss arising from the Courier’s non-compliance shall be the sole responsibility of the Courier.

20. Intellectual property

20.1 All intellectual property rights in the Platform and its content remain the property of the Company or its licensors.

20.2 Users may not reproduce or distribute Platform content without permission.

20.3 Users keep ownership of the profile information, documents and messages, photographs and images they submit (“User Content”). Users grant the Company a non-exclusive, worldwide, royalty-free licence to host, store, display and process User Content solely to operate and secure the Platform and as described in the Privacy Policy. Users warrant they have the right to submit it.

21. Platform fees and payment

21.1 Access to the Platform is currently provided at no cost.

21.2 The Company reserves the right to introduce platform fees or commissions with at least 30 days' prior notice to Users.

21.3 While integrated payments are not available, payments are settled directly between the Broker and the Courier at their own risk. The Company has no visibility into these transactions, provides no escrow protection, and cannot assist in the recovery of unpaid fees or the refund of payments. Once integrated payments are launched, the Courier will have the option to receive the fee upon Successful Completion via integrated payments, and Clause 12.1(i) and (iii) will apply to payment release.

21.4 If payment services are introduced, the Company may act as a limited payment facilitator or engage regulated third-party payment service providers. The Company shall not be deemed a financial institution or escrow provider unless expressly stated.

21.5 If the Company introduces in-Platform cost approval, invoicing or payment services, or charges a percentage of Assignments completed in the Platform, it will give at least 30 days’ notice, update these Terms and the Privacy Policy, and explain how Users’ data will be used for those services.

22. Insurance

22.1 The Company does not provide cargo insurance, goods-in-transit insurance, liability insurance, travel insurance, or any other insurance cover for Users, goods, Assignments, or related risks unless expressly stated otherwise in writing.

22.2 Brokers and Couriers are solely responsible for obtaining and maintaining any insurance they require, including motor insurance for any vehicle used, or are required by law, contract, airline policy, or operational practice to maintain.

23. International operations

23.1 Users acknowledge that Assignments facilitated through the Platform may involve international travel, cross-border transport, and compliance with multiple legal regimes.

23.2 Each User is solely responsible for ensuring compliance with all applicable laws and regulations in any jurisdiction in which they operate, including customs, aviation security, export controls, sanctions, and immigration laws. The Company makes no representation that the Platform complies with the laws of any particular jurisdiction outside England and Wales.

24. Severability

24.1 If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

25. No reliance and no warranty

25.1 Users acknowledge and agree that, except as expressly set out in these Terms, they have not relied on any statement, representation, assurance, warranty, undertaking, or promise made by or on behalf of the Company.

25.2 The Company does not guarantee the accuracy, completeness, verification, legality, reliability, or suitability of any User identity, credential, profile, Status Indicator, verification status, shipment information, or third-party content made available through the Platform.

25.3 Users engage with the Platform and with each other at their own risk, subject always to the Company's obligations expressly stated in these Terms and applicable law.

26. Assignment of rights

26.1 The Company may assign or transfer its rights and obligations without restriction.

26.2 Users may not assign any rights under these Terms without the written consent of the Company.

27. Notices

27.1 The Company may give notice to Users by in-app notification, by email to the address registered on the User's account, or by publication on the Platform. Users may give notice to the Company by email to admin@carry-app.com or by post to the Company’s registered office at 71-75 Shelton Street, Covent Garden, London, United Kingdom, WC2H 9JQ.

27.2 A notice is deemed received: if given by in-app notification or email, at the time of transmission (or, if transmitted outside business hours, at 9.00 am on the next business day); and if sent by post, on the second business day after posting.

28. Third party rights

28.1 A person who is not a party to these Terms shall have no rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any of these Terms.

29. Governing law and jurisdiction

29.1 These Terms shall be governed by and construed in accordance with the laws of England and Wales.

29.2 Where the User is domiciled in the United Kingdom, the courts of England and Wales shall have exclusive jurisdiction over any dispute arising out of or in connection with these Terms, subject to Clause 30.

30. Dispute resolution

30.1 The parties shall attempt in good faith to resolve any dispute arising out of or in connection with these Terms before commencing legal proceedings or arbitration.

30.2 Where the Broker or Courier is domiciled outside the United Kingdom, any dispute arising out of or in connection with these Terms, including any question regarding their existence, validity, or termination, shall be referred to and finally resolved by arbitration under the London Court of International Arbitration (LCIA) Rules, which are deemed to be incorporated by reference into this Clause:

1. The number of arbitrators shall be one;

2. The seat, or legal place, of arbitration shall be London;

3. The language of the arbitration shall be English; and

4. The decision of the arbitrator shall be final and binding on the parties.

30.3 The Company is not a party to, and shall have no liability in respect of, any dispute between Users arising out of or in connection with any Assignment, but may, at its discretion and where lawful, provide information reasonably necessary to assist in the resolution of such a dispute.

30.4 Nothing in this Clause 30 prevents either party from applying to a court of competent jurisdiction for urgent injunctive relief or other interim measures, including in relation to Clauses 7, 11.6 and 12.4. Such an application is not a waiver of the arbitration agreement.

31. Entire agreement

31.1 These Terms, together with the Privacy Policy and any other document expressly incorporated by reference, constitute the entire agreement between the Company and the User in relation to the Platform and supersede all prior discussions, correspondence, negotiations, understandings, or agreements relating to that subject matter.

32. COMPLAINTS
32.1 Users may raise a complaint by emailing admin@carry-app.com. The Company will acknowledge it within 5 business days and aim to respond substantively within 20 business days. This does not affect any other right or remedy.

33. SURVIVAL
33.1 Clauses 1, 3, 4.6, 4.7, 7.5, 7.6, 10.4, 11, 12.1 (accrued payments), 12.4 (for its stated period), 13, 15, 16, 20, 21.3, 22 to 25, 26 and 28 to 31, and any other provision intended to survive, continue after termination or closure of an account.

34. WAIVER
34.1 A failure or delay by the Company in exercising a right under these Terms is not a waiver of that right.

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