Terms & Conditions

THIS AGREEMENT (“Agreement”) is a legally binding contract between you (“User,” “you,” or “your”) and Shifting Frames Incorporated Private Limited (“Company,” “we,” “us,” or “our”), governing your access to and use of our services, including the SwiftFrame Marketplace, Shifting Frames Logistics and Courier Services (web app, Android app), and any related platforms (collectively, the “Services”).

By registering for, accessing, or using any of our Services, you acknowledge that you have read, understood, and agree to be bound by this Agreement. If you are entering into this Agreement on behalf of a company or legal entity, you represent that you have the authority to bind that entity to these terms.

1. Acceptance and Modification of Terms

1.1. Your use of the Services constitutes acceptance of this Agreement and all incorporated policies, including the Privacy Policy, Acceptable Use Policy, Refund and Returns Policy, and Data Protection Policy.

1.2. We may modify these Terms at our discretion:

  • Non-material changes will take effect immediately upon publication on our website or app.

  • Material changes (e.g., dispute resolution, pricing, or user rights) will take effect at least 30 days after notice is given through email, in-app notification, or on our website.

  • Legally required changes will take effect immediately.

1.3. If you do not agree with the updated Terms, you must stop using the Services before the effective date of the changes.

2. Definitions

For the purposes of this Agreement:

  • “Marketplace” means the SwiftFrame online platform (web and mobile) facilitating trade between Merchants and Customers.

  • “Merchant” means a User who lists and sells goods or services on the Marketplace.

  • “Customer” means a User who purchases goods or services via the Marketplace or uses our logistics services.

  • “Carrier” means an individual or entity providing logistics, courier, or freight forwarding services through our platform.

  • “Content” means any text, images, graphics, music, software, data, or other materials uploaded, posted, or transmitted through the Services.

  • “User Content” means Content submitted by Users, not created by the Company.

  • “Service Fees” means any fees charged by the Company for using the Services.

  • “Force Majeure Event” has the meaning set out in Section 4.2.

3. User Obligations and Roles

3.1. General Obligations for All Users

All Users agree to:

  • Provide accurate, current, and complete registration and transaction information.

  • Maintain the confidentiality and security of their account credentials.

  • Not use the Services for any illegal or unauthorized purpose.

  • Comply with all applicable laws and regulations of Zimbabwe, including data protection, consumer protection, tax, and trade laws.

  • Not interfere with, disrupt, or attempt to compromise the security of the Services.

  • Not impersonate any person or entity or misrepresent their affiliation.

  • Update account information promptly when changes occur.

3.2. Obligations for Merchants

Merchants agree to:

  • Provide truthful, complete, and accurate product or service descriptions, images, and pricing.

  • Ensure all listed products comply with Zimbabwean law and are not counterfeit, stolen, hazardous, or otherwise prohibited.

  • Dispatch sold items within the promised timeframe and handle returns or refunds in accordance with the Refund and Returns Policy.

  • Clearly display their return and refund terms on each listing.

  • Assume full responsibility for the quality, safety, and legality of items sold.

  • Comply with all applicable tax laws and regulations, including VAT reporting to the Zimbabwe Revenue Authority (ZIMRA).

  • Not mislead customers through false advertising, deceptive pricing, or omissions.

3.3. Obligations for Customers

Customers agree to:

  • Provide accurate delivery and contact information.

  • Review transaction details before confirming a purchase.

  • Use the chargeback and complaint process in good faith; fraudulent activity may result in account suspension.

  • Inspect goods upon delivery and report discrepancies or damages within 48 hours via the platform’s “Report Issue” function.

  • Be at least 18 years of age or the legal age of majority in their jurisdiction.

3.4. Obligations for Carriers and Freight Forwarders

Carriers agree to:

  • Maintain all required licenses, permits, and insurance coverage for their operations.

  • Achieve and maintain the service levels set in their Service Level Agreement (SLA), including on-time delivery performance.

  • Not subcontract services without prior written consent from the Company.

  • Report delivery incidents, damages, or losses within 6 hours of discovery.

  • Handle all goods with due care and in compliance with applicable freight regulations.

  • Acknowledge that the Company may monitor performance metrics such as on-time delivery and customer satisfaction ratings.

4. Company Protections and Liabilities

4.1. Limitation of Liability

To the fullest extent permitted by law, the Company’s total aggregate liability to any User for any claim arising out of or relating to this Agreement or the Services shall be limited to the Service Fees paid by the User to the Company in the six (6) months prior to the event giving rise to the claim.

We are not liable for:

  • Indirect, punitive, incidental, special, or consequential damages (including lost profits or data).

  • User Content or third-party websites, services, or links.

4.2. Force Majeure

Neither party shall be liable for any failure or delay in performing its obligations due to circumstances beyond its reasonable control, including but not limited to: acts of God, war, terrorism, civil unrest, government actions, pandemics, embargoes, strikes, labour disputes, fuel shortages, power outages, or internet failures.

If a Force Majeure Event continues for more than 60 days, either party may terminate this Agreement without liability.

4.3. Indemnification

You agree to indemnify and hold harmless Shifting Frames Incorporated, its officers, directors, employees, and agents from any claims, losses, liabilities, costs, and expenses (including legal fees) arising out of:

  • Your use of the Services;

  • Your violation of this Agreement or any applicable law;

  • Your violation of third-party rights; or

  • Any User Content you submit or transmit.

This indemnity shall survive the termination of this Agreement.

5. Intellectual Property

  • The Services, including their design, software, and proprietary technology, are the exclusive property of the Company and are protected by copyright, trademark, and other applicable laws.

  • “Shifting Frames” and “SwiftFrame” and their logos are registered trademarks of the Company.

  • You may not use these trademarks without our prior written consent.

  • By uploading Content, you grant the Company a non-exclusive, royalty-free, worldwide license to use, display, and distribute such Content solely for the purpose of providing the Services.

  • Users retain ownership of their Content.

6. Termination and Suspension

  • By You: You may terminate your account with seven (7) days’ written notice after settling all outstanding obligations.

  • By Us: We may suspend or terminate your account immediately if:

    • You breach this Agreement;

    • You engage in fraudulent, illegal, or abusive activity;

    • You fail to pay Service Fees; or

    • Your actions pose a risk to the platform or other users.

Upon termination:

  • Any pending transactions may be withheld for up to 30 days to address disputes or chargebacks.

  • We may retain necessary transaction and account data to comply with legal and regulatory obligations, including ZIMRA reporting and anti-money laundering requirements.

7. Dispute Resolution and Governing Law

7.1. This Agreement is governed by and construed in accordance with the laws of the Republic of Zimbabwe.

7.2. The parties shall first attempt to resolve disputes informally.

7.3. If unresolved, disputes shall be referred to mediation in Harare, Zimbabwe. If mediation fails, disputes shall be finally settled by arbitration in Harare, in accordance with the Arbitration Act of Zimbabwe. Arbitration will be conducted in English.

7.4. For international Users, Zimbabwean law and jurisdiction shall apply.

7.5. For matters not subject to arbitration, the parties agree to submit to the exclusive jurisdiction of the courts of Zimbabwe.

8. General Provisions

  • Entire Agreement: This Agreement, including all incorporated policies, constitutes the entire agreement between you and the Company.

  • Severability: If any provision is found invalid or unenforceable, the remaining provisions will remain in full force and effect.

  • No Waiver: Our failure to enforce any right or provision shall not be deemed a waiver of such right or provision.

  • Notices: All notices will be provided via email or in-app notifications.

  • Assignment: You may not assign or transfer this Agreement without our prior written consent.

9. Contact Information

For questions or concerns regarding these Terms and Conditions:

Shifting Frames Incorporated Private Limited
📧 Email: legal@shiftingframes.co.zw
📞 Phone: +263 771 769 108

✅ Acceptance

By registering for an account, clicking “I Agree,” or using our Services, you confirm that you have the authority to bind yourself (or the entity you represent) and that you have read, understood, and agree to be legally bound by this Agreement and all incorporated policies.