Independent Contractor Agreement
Independent Contractor Agreement
Effective: January 15, 2020
1. Contractual Relationship
This Agreement ("Agreement") is made and entered into by and between ("DRIVER"), the undersigned contractor ("INDEPENDENT CONTRACTOR"), an independent contractor engaged in the business of performing the transportation services described by this Agreement, and BERYMO, Inc. ("BERYMO" or/and "BERYMO PLACES"). This Agreement will become effective on the date it is accepted regardless of whether you are eligible to, or ever do, perform any Contracted Services.
IMPORTANT: PLEASE REVIEW THIS AGREEMENT CAREFULLY. BY ACCEPTING THIS AGREEMENT, YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTOOD ALL OF THE TERMS AND HAVE TAKEN THE TIME AND SOUGHT ANY ASSISTANCE NEEDED TO COMPREHEND THE CONSEQUENCES OF ACCEPTING THIS AGREEMENT.
BERYMO, INC. is a company which provides an online transportation marketplace that:
- Connects riders ("users," "customers"), drivers, partner places ("restaurants") (“if Partner Places”). BERYMO, Inc.'s software ("BERYMO MOBILE APP" and "BERYMO PLACES MOBILE APP") permits riders ("users", "customers") to schedule a ride ("transportation") to our partner places ("restaurants") for free (“if Partner Places”).
CONTRACTOR is an independent provider of transportation (“ride”) services, authorized to conduct the transportation services described by this Agreement in the geographic location(s) in which the CONTRACTOR operates. CONTRACTOR possesses all equipment and personnel necessary to perform the transportation services (such as a car) contemplated by this Agreement following applicable laws. CONTRACTOR desires to enter into this Agreement for the right to receive transportation opportunities made available through BERYMO, Inc. 's platform. CONTRACTOR understands and expressly agrees that he/she is not an employee of BERYMO or any restaurant, other business or consumer and that he/she is providing transportation services on behalf of him/herself and his/her business, not on behalf of BERYMO, Inc. CONTRACTOR understands:
(i) he/she is free to select those times he/she wishes to be available on the platform to receive transportation opportunities;
(ii) he/she is free to accept or reject the opportunities transmitted through the BERYMO or BERYMO PLACES (BERYMO, Inc. platform) by consumers, and can make such decisions to maximize his/her opportunity to profit; and
(iii) he/she has the sole right to control the manner in which rides are performed and the means by which those rides are completed.
In consideration of the above, as well as the mutual promises described herein, BERYMO, Inc. and CONTRACTOR ("the company," "driver") agree as follows:
2. Purpose of the Agreement
This Agreement governs the relationship between BERYMO, Inc. and CONTRACTOR and establishes the parties' respective rights and obligations. In exchange for the promises contained in this Agreement, CONTRACTOR shall have the right and obligation to perform the "Contracted Services" as defined herein. However, nothing in this Agreement requires CONTRACTOR to perform any particular volume of Contracted Services during the term of this Agreement, and nothing in this Agreement shall guarantee CONTRACTOR any particular volume of business for any particular time period.
CONTRACTOR shall have no obligation to accept or perform any particular "Ride Opportunity" (as that term is defined herein) offered by BERYMO, Inc. However, once a Ride Opportunity is accepted, CONTRACTOR shall be contractually bound to complete the Contracted Services in accordance with all consumer specifications and the terms laid out in this Agreement,
3. Contractor's Operations
CONTRACTOR represents that he/she operates an independently established enterprise that provides transportation services, and that he/she satisfies all legal requirements necessary to perform the services contemplated by this Agreement. As an independent contractor/enterprise, CONTRACTOR shall be solely responsible for determining how to operate his/her business and how to perform the Contracted Services.
CONTRACTOR agrees to fully perform the Contracted Services in a timely, efficient, safe, and lawful manner. BERYMO shall have no right to, and shall not, control the manner, method or means CONTRACTOR uses to perform the Contracted Services. Instead, CONTRACTOR shall be solely responsible for determining the most effective, efficient, and safe manner to perform the Contracted Services, including determining the manner of pickup, ride and route selection.
4. Contracted Services
From time to time, the BERYMO platform will notify CONTRACTOR of the opportunity to complete rides from:
- - Partner Places to riders in accordance with ride requests placed by riders through the BERYMO (“BERYMO PLACES”) platform.
- - Chosen Destination to riders in accordance with ride requests placed by riders through the BERYMO (“BERYMO”) platform.
CONTRACTOR understands and agrees that the parameters of each Contracted Service are established by the rider, not by the BERYMO, and represent the end result desired, not the means by which the CONTRACTOR is to accomplish the result. CONTRACTOR has the right to cancel, from time to time, a Contracted Service when, in the exercise of CONTRACTOR's reasonable discretion and business judgment, it is appropriate to do so.
CONTRACTOR acknowledges that BERYMO has discretion as to which, if any, Ride Opportunity to offer, just as CONTRACTOR has the discretion whether and to what extent to accept any Ride Opportunity.
5. Relationship OF Parties
The parties acknowledge and agree that this Agreement is between two co-equal, independent business enterprises that are separately owned and operated. The parties intend this Agreement to create the relationship of principal and independent contractor and not that of employer and employee. The parties are not employees, agents, joint venturers, or partners of each other for any purpose.
BERYMO, Inc. shall not have the right to control the manner or the method of accomplishing Contracted Services to be performed by the CONTRACTOR. The parties acknowledge and agree that those provisions of the Agreement reserving ultimate authority in BERYMO, Inc. have been inserted solely for the safety of riders (“users”, “customers”) and other CONTRACTORS using the BERYMO, Inc. platform or to achieve compliance with federal, state, or local laws, regulations, and interpretations thereof.
BERYMO, Inc. shall report all payments made to CONTRACTOR on a calendar year basis using an appropriate IRS Form 1099 if the volume of payments to CONTRACTOR qualify. CONTRACTOR agrees to report all such payments and any cash gratuities to the appropriate federal, state and local taxing authorities.
6. Payment For Services
Unless notified otherwise by BERYMO, Inc. in writing or except as provided herein, CONTRACTOR will receive payment per accurate Contracted Service completed in the amount listed in the payment schedule for the relevant market. From time to time, BERYMO, Inc. may offer opportunities for the CONTRACTOR to earn more money ("or bonus") for performing Contracted Services at specified times or in specified locations. Nothing prevents the parties from negotiating a different rate of pay, and CONTRACTOR is free to accept or deny any such opportunities to earn different rates of pay.
BERYMO, Inc.'s online credit card software may permit riders to TIP THE CONTRACTOR (as a gift), and riders can also TIP THE CONTRACTOR in cash.
- - BERYMO PLACES APP, TIPS as a gift.
- - BERYMO APP, TIPS as a gift.
BERYMO, Inc. will process payments made by riders and transmit to THE CONTRACTOR via direct deposit on a weekly basis unless it notifies THE CONTRACTOR otherwise in writing. THE CONTRACTOR will have the option to request an instant deposit if the CONTRACTOR earns minimum $5 by paying 1.5% of the payout amount, with a minimum fee of 50¢ to our payment processor (Stripe, Inc.). Instant deposits will be deposited in a manner of minutes. If it is your first time using instant pay, you will be eligible to get paid instantly after 7 days of your first ride.
7. Equipment and Expenses
CONTRACTOR represents that he/she has or can lawfully acquire a vehicle, and is solely responsible for ensuring that the vehicle used conforms to all vehicle laws pertaining to safety, equipment, inspection, and operational capability.
CONTRACTOR agrees that he/she is responsible for all costs and expenses arising from CONTRACTOR's performance of Contracted Services, including, but not limited to, costs related to CONTRACTOR's Personnel (defined below) and Equipment. Except as otherwise required by law, CONTRACTOR assumes all risk of damage or loss to its Equipment.
CONTRACTOR agrees, as a condition of doing business with BERYMO, Inc., that during the term of this Agreement, CONTRACTOR will maintain current insurance, in amounts and of types required by law to provide the Contracted Services, at his/her own expense.
CONTRACTOR acknowledges that failure to secure or maintain adequate insurance coverage shall be deemed a material breach of this Agreement and shall result in the termination of the Agreement and the loss of CONTRACTOR's right to receive Ride Opportunities.
CONTRACTOR agrees to provide updated certificates each time he/she changes the insurance.
WORKERS' COMPENSATION/OCCUPATIONAL ACCIDENT INSURANCE: CONTRACTOR agrees that CONTRACTOR will not be eligible for workers' compensation benefits through BERYMO, Inc., and instead, will be responsible for providing CONTRACTOR's own workers' compensation insurance or occupational accident insurance, if permitted by law.
When you are driving and involved in an accident, your own purchased insurance policy covers you and you are solely responsible.
9. Drugs AND Alcohol
Berymo, Inc does not tolerate the use of drugs or alcohol by any driver while using the BERYMO, Inc.’s driver mobile application.
Any driver found to be under the influence of alcohol or drugs while driving for BERYMO, Inc. (“BERYMO”, “BERYMO PLACES”, “BERYMO DRIVER”) will be permanently deactivated and will not be able to use our service.
Any and all controversies, disputes or claims arising out of or relating to this Agreement and its terms or a breach thereof shall be submitted to arbitration before a single arbitrator and in accordance with the Commercial Rules then obtained of the American Arbitration Association (“AAA”). The decision of the arbitrator shall be final and binding upon the parties, and judgment upon the award may be entered or enforced in any Court having jurisdiction thereof. All proceedings shall be maintained confidential by all parties involved.
BY AGREEING TO THESE TERMS, YOU, AS A DRIVER (IF A DRIVERS), AGREES THAT YOU ARE REQUIRED TO BRING ANY CLAIMS AGAINST BERYMO, INC. ON AN INDIVIDUAL BASIS AND NOT AS A CLASS MEMBER, COLLECTIVE, REPRESENTATIVE ACTION OR PLAINTIFF AS AGREED UPON IN THIS ARBITRATION AGREEMENT. BY AGREEING TO THESE TERMS, YOU ARE ALSO OBLIGATED TO NOT PARTICIPATE IN ANY FUTURE CLASS OR CONSOLIDATED ACTION BROUGHT AGAINST BERYMO, INC. BY ANOTHER INDIVIDUAL.
You and Berymo agree that any dispute, claim or controversy arising out of or relating to (a) these Terms or the existence, breach, termination, enforcement, interpretation or validity thereof, or (b) your access to or use of the Services at any time, whether before or after the date you agreed to the Terms, will be settled by binding arbitration between you and Berymo, and not in a court of law.
You acknowledge and agree that you and Berymo are each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Unless both you and Berymo otherwise agree in writing, any arbitration will be conducted only on an individual basis and not in a class, collective, consolidated, or representative proceeding. However, you and Berymo each retain the right to bring an individual action in small claims court and the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party's copyrights, trademarks, trade secrets, patents or other intellectual property rights.