This Subscription Agreement (“Agreement”) is an electronic record under the Information Technology Act, 2000 and the rules thereunder, and does not require a physical or digital signature. By clicking on the “I Accept” or equivalent button on the Website, you (the “Independent Service Provider”) accept and agree to be bound by this Agreement and all Attached Exhibits. If you do not accept the terms, please do not register, activate your account or provide any services via the Website.

This Agreement is entered into between:
SHYAM DRIVER ON RENT (hereinafter referred to as “Company”, “we”, “us”, “our”) and the individual service provider who registers on the Website (hereinafter referred to as “Independent Service Provider”, “you”, “your”). ‘‘Party’’ refers to either one, and ‘‘Parties’’ means both collectively.

WHEREAS

• The Company provides an online marketplace and technology platform (via the Website and/or mobile app) that enables independent drivers to offer driving services to customers;

• On the basis of your representations and warranties provided below, we agree to list you as a service provider on the Website, subject to your compliance with this Agreement and any Policies published by us, so that you may render services to customers.

NOW, THEREFORE, in consideration of the mutual promises contained herein, the Parties agree as follows:

1. SCOPE & ELIGIBILITY

1.1 Registration. You shall submit the details requested in Exhibit A (Registration Data) to register with the Company. Upon successful registration and approval by us, you shall become eligible for an online account (“Account”) on the Website/app so that you may accept and provide Services (as defined below).
1.2 Conditions to Registration. Your registration is at all times subject to our verification of the Registration Data, any background or document check (including but not limited to identity, address, driving licence, vehicle documents) and your adherence to the requirements in Exhibit D (On-boarding Requirements) and any other policies or standards issued by us.
1.3 Company Role. You acknowledge and agree that the Company is solely a marketplace operator facilitating the display of service offers, connecting you (Independent Service Provider) with customers, and enabling payment collection/settlement services. The contract for the provision of Services will be directly between you and the customer. The Company shall not at any time be deemed the driver, owner, or operator of the vehicle used by you, or your employer, and shall have no liability for the performance of your Services except as expressly provided in this Agreement.
1.4 Clarification. You confirm that you are registering as an independent contractor/service provider and not as an employee of the Company.

2. DEVICE / TECHNOLOGY

2.1 Device Requirement. To access the Website/app and accept and perform bookings, you shall provide and maintain a smartphone or device of the model/specification as may be required by us from time to time. Your Device must be switched on, connected to the internet and available for receiving service requests during the Service period.
2.2 Use Restrictions. You shall use the Device and the Website/app only for the performance of Services under this Agreement. You shall not use it for any unlawful, fraudulent or improper purpose. You shall be responsible for any misuse of the Device or the app or your SIM card.
2.3 Malfunction. If our support determines your Device or the app is malfunctioning, you may deposit the Device at our designated office (if required) for inspection or replacement.

3. SERVICE REQUESTS & BOOKINGS

3.1 Receipt of Requests. When a customer requests a service via the Website/app, you may receive a booking (“Booking”) via your Device or through such medium as we notify. Upon acceptance, you shall provide the Service in accordance with the Booking details.
3.2 Information Provided. When a Booking is allotted to you, we may provide to the customer your photo, mobile number (or masked number), vehicle details and other information required under law or as we decide in our sole discretion.
3.3 Customer Contract. Once a Booking is allotted and accepted by you, the contract for the Service is between you and the customer. You shall satisfactorily perform the Service, including arriving at the pickup time/place, following customer and app instructions, and abiding by applicable law.
3.4 Female Service Providers. If you are a female service provider, you agree that you will not accept Bookings between 20:00 hrs and 08:00 hrs unless we specifically permit otherwise (or as may be required by local regulation).
3.5 Cancellation/Deviation. If you are unable to fulfil a Booking, you must promptly notify us through the Device/app/call centre. Failure or repeated deviation may result in withholding of some or all of your proceeds or termination of your Account.

4. OBLIGATIONS OF THE INDEPENDENT SERVICE PROVIDER

4.1 General Obligations. You shall:
(i) Understand the language of the Website/app and select the language you best understand;
(ii) Provide Services of the highest quality, in a courteous, professional and timely manner;
(iii) Maintain and renew all necessary licences, permits and documents enabling you to perform the Service;
(iv) Not engage in unlawful or illegal activity during performance of Services;
(v) Ensure your Device is engaged primarily for the Service during the Booking period and is not unavailable or switched off;
(vi) Arrive at the pickup point before the designated pickup time;
(vii) Ensure the customer pays the agreed fee (including any applicable surcharges or levies). If payment is by cash, you shall collect the fee and remit any convenience fee, cancellation fee or other applicable sums to us as we designate.
(viii) Not tamper with or pilfer customer property; you alone will be liable for any damages or claims arising from your negligence, misconduct, or breach of this Agreement;
(ix) Maintain complete records of Services you perform (dates, times, payments collected etc.). Upon our reasonable request, you shall make your records available for audit. In the event an audit reveals under-collection, you shall promptly reimburse us for the discrepancy and bear audit costs if the under-collection is more than 5%.
(x) Attend training sessions if required by us from time to time;
(xi) Not engage in direct solicitation of customers independent of the Website, or enter into any arrangement that bypasses the marketplace without our consent;
(xii) Not engage in any conduct that may damage the reputation of the Company, including but not limited to any negative publicity, harassment of customers, misuse of Company resources or unprofessional behaviour.
4.2 Additional Obligations (Driving Services). If you are providing driving services using a customer’s vehicle (or your vehicle) you shall also:
(i) Stay informed about local conditions (traffic, strikes, curfews, weather disruptions) and notify us if any such event may affect the Service;
(ii) Not allow unauthorised persons to drive the vehicle;
(iii) Ensure safety of the customer, yourself and the vehicle at all times; immediately notify us of any accident, damage to life/property or deviation from the Service terms;
(iv) Drive safely, obey traffic laws, wear seat-belt (if applicable), not consume alcohol or any intoxicant while performing the Service, hold a valid driver’s licence and ensure the condition of the vehicle is safe;
(v) Be solely responsible for failure to pick up at the correct time/place, any negligent or rash driving, verbal or physical harassment, and charging the customer more than what is indicated.

5. REPRESENTATIONS & WARRANTIES

You represent and warrant that:
5.1 You have full power, authority and capacity to enter this Agreement, and the performance of your obligations hereunder does not conflict with any applicable law, regulation, or contract.
5.2 You will use the Device only for lawful purposes and you have not been convicted of any cognizable offence or offence punishable with imprisonment of more than three years.
5.3 You hold all licences, permits and authorisations required under applicable law to provide Services, and will maintain such licences/permits during the term of this Agreement.
5.4 You will abide by this Agreement, our Zero Tolerance Policy (or equivalent), and any Company Policies as may be published from time to time.
5.5 YOU understand that your relationship with us is strictly on a principal-to-principal basis and does not create an employer-employee relationship.

6. DISCLAIMER & LIMITATION OF LIABILITY

6.1 Role of Company. We reiterate that our role is limited to operating the Website/app as a marketplace platform: (a) facilitating the display of Services; (b) connecting you with customers; and (c) providing payment settlement services. We do not own or operate your vehicle, nor do we control your conduct, and are therefore entitled to disclaim all liabilities in respect of your performance.
6.2 No Warranties. To the fullest extent permitted under law, we provide the Website/app, Services and any technology “AS IS” and “AS AVAILABLE”. We disclaim all warranties, whether express, implied or statutory (including merchantability, fitness for purpose, accuracy, error-free performance).
6.3 Liability Exclusion. To the extent permitted by applicable law, we shall not be liable (whether in contract, tort, negligence or otherwise) for any indirect, special, punitive, consequential or incidental damages, including lost profits, loss of business, or loss of use, even if we have been advised of the possibility of such damages.
6.4 Service Risk. You acknowledge and accept that your performance of services to the customer involves inherent risks (on road, traffic, vehicle condition etc.). We shall not be responsible for any deficiency or failure in your provision of Services.
6.5 Insurance. While we may recommend or facilitate insurance, you are personally responsible for ensuring you and your vehicle (if applicable) are properly insured in accordance with law and our policies.

7. PAYMENTS & FEES

7.1 Payments to Service Provider. We will provide you with details of how you will receive your “Proceeds” (gross fee collected from customer less our service/commission fee, taxes, and any authorised deductions). Payment will be made to the bank account you register.
7.2 Withholding Right. We reserve the right to withhold payment (in part or whole) or require refund or adjustment in the event of: (i) cancellation by you of booked Services without proper cause; (ii) deduction or collection disputes; (iii) audit reveals under-collection; (iv) violation of the Agreement or our Policies; (v) any claims by customers for damage, loss or misconduct.
7.3 Taxes. You shall be responsible for all applicable taxes (income tax, GST, etc.) arising from your income under this Agreement.

8. TERM, SUSPENSION & TERMINATION

8.1 Term. This Agreement remains in effect from your acceptance until terminated by either Party in accordance with this clause.
8.2 Suspension. We may suspend your Account (temporary disablement) immediately if we believe your actions pose a safety, legal or business risk, or if you fail to comply with this Agreement or our Policies.
8.3 Termination. Either Party may terminate this Agreement for convenience upon [ ● ] days’ written notice. We may terminate immediately, without notice, if you: (i) commit a material breach of this Agreement; (ii) violate any applicable law; (iii) are convicted of any offence involving moral turpitude; (iv) engage in misconduct or repeated cancellation of Bookings; or (v) create reputational risk for the Company. After termination, you shall cease to represent yourself as a service provider on the platform, and we may retain records as required by law.
8.4 Effect of Termination. On termination, you will not be permitted to accept new Bookings. Any fees or amounts owing will be settled in accordance with our payout policy. Provisions which by their nature survive termination (e.g., confidentiality, indemnity, liability limitation) will continue.

9. CONFIDENTIALITY & DATA PROTECTION

9.1 Confidential Information. You may receive or have access to certain non-public information of us or the customer (such as booking details, customer contact information, route details). You must treat such information as confidential and may not use it other than to perform your obligations under this Agreement.
9.2 Privacy and Data. We may collect, store, use, process and share your personal data (including Aadhaar, driving licence, address proof and other KYC documents) with third-party vendors and/or government authorities for onboarding and verification. You consent to such collection, use and disclosure.
9.3 Security. You agree to use appropriate security measures to protect the Device, account, passwords and data from unauthorised access. You shall immediately notify us of any loss/theft of Device or account credentials.

10. INDEMNITY

You shall defend, indemnify and hold harmless the Company, its affiliates, officers, directors, agents and employees from and against any and all claims, liabilities, losses, damages, costs and expenses (including legal fees) arising out of or related to: (i) your breach of this Agreement or our Policies; (ii) your negligence, wilful misconduct or illegal acts; (iii) your provision of Services; or (iv) any claim by a customer or third party arising from your performance. This indemnity shall survive the termination of this Agreement.

11. GOVERNING LAW & DISPUTE RESOLUTION

11.1 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of India.
11.2 Dispute Resolution. Any dispute, controversy or claim arising out of or relating to this Agreement shall first be attempted to be resolved through good‐faith negotiation. If unresolved within [ 30 ] days, either Party may refer the matter to arbitration under the Arbitration and Conciliation Act, 1996. The seat of arbitration shall be [City], India. The award shall be final and binding on the Parties.
11.3 Exclusive Jurisdiction. Subject to any arbitration agreement, courts at [City] shall have exclusive jurisdiction.

12. MISCELLANEOUS

12.1 Entire Agreement. This Agreement (together with all Exhibits and Policies referenced herein) constitutes the entire understanding between the Parties and supersedes all prior agreements or understandings (written or oral).
12.2 Waiver. No waiver of any provision shall be effective unless in writing and signed by the Party against whom the waiver is sought to be enforced.
12.3 Severability. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain valid and enforceable to the fullest extent possible.
12.4 Assignment. You may not assign or transfer your rights or obligations under this Agreement without our prior written consent. The Company may assign or transfer its rights and obligations to an affiliate or successor-in-business.
12.5 Amendments. We may amend this Agreement and/or our Policies at any time. We will notify you of material changes via the Website/app or email. Your continued use of your Account after the effective date of any such amendment constitutes your acceptance of the revised terms.
12.6 Notices. Notices shall be sent to the email address you provided during registration (for you) or to our registered email [ legal@shyamdriveronrent.com ] (for us), unless otherwise specified.
12.7 Independent Relationship. Nothing in this Agreement shall create a partnership, joint venture, employer-employee or agency relationship between you and us.
12.8 Headings. Headings are for convenience only and do not affect interpretation.

EXHIBIT A – Registration Data

(To be filled/attested via your registration form)

• Full name, address, contact number, email

• Photograph

• Driving licence number and expiry date

• Vehicle registration number and other relevant vehicle details (if applicable)

• Bank account for payouts

• KYC documents (identity proof, address proof)

• Any other information required by Company

EXHIBIT D – On-boarding Requirements

(Examples)

• Valid and subsisting driving licence (if driving services)

• Valid vehicle registration certificate, insurance, fitness certificate (if using your vehicle or customer vehicle)

• Police verification and background check clearance

• Device (smartphone) with required specifications

• Agreement to abide by Company Policies including Zero Tolerance Policy, Code of Conduct, etc.

End of Agreement

Notes for implementation:

• Ensure you replace placeholders like [ ● ], [City], [legal@shyamdriveronrent.com] with your actual details.

• Consider adding further Exhibits (B, C, E) for remuneration scheme, code of conduct, training policy, incentives/penalties, etc.

• Make sure the Agreement is accessible, and the “I Accept” button logs acceptance and stores audit trail.

• Post-registration, ensure drivers actually receive a copy of this Agreement (email or downloadable PDF) for transparency.

• Maintain records of version history and effective dates for legal compliance.