DeliveryCircle™ Independent Contractor Driver Agreement
Welcome to DeliveryCircle.com. DeliveryCircle Services LLC and/or its affiliates (“DeliveryCircle” we, us or our) provide website features and other products and services to our customers who visit or shop at DeliveryCircle.com, use DeliveryCircle products or services, use DeliveryCircle applications for mobile, or use software provided by DeliveryCircle in connection with any of the foregoing (collectively, “DeliveryCircle Services”). By using DeliveryCircle Services as an independent contractor driver, (you) agree to the following terms and conditions.
As a driver who is interested in performing delivery services for our customers, you will be an independent contractor, not an employee of DeliveryCircle. Accordingly, you will have no authority to act for or on behalf of DeliveryCircle to bind us without our express written consent. As an independent contractor, you are not entitled to workers compensation or other employee benefits that we provide to our employees. You are also not eligible to receive unemployment compensation benefits through DeliveryCircle when you stop performing driver services for our customers. You understand you are responsible for your own federal, state and local income, social security, unemployment, sales, disability and any other applicable local, state or federal taxes arising out of your performance of services
You are able to perform driving and delivery services for entities other than DeliveryCircle. However, you warrant and represent that there is no conflict of interest between your performance of driving services for DeliveryCircle customers and the performance of your services under other contracts for services or as an employee of other entities and will ensure that no such conflict arises when you are performing services for us.
Payments are made to your PayPal account and you are responsible for any fees that PayPal may charge for withdrawing funds from their accounts. You will be advised of the payable rate at the time you accept a delivery opportunity. Because you will be an independent contractor, you are responsible for ALL taxes on your earnings including Self Employment taxes, income taxes etc. DeliveryCircle is not withholding any taxes from the payments to independent contractors (including any payments to you). All US payment processors, including PayPal, are required by the Internal Revenue Service (IRS) to provide information to the IRS about certain customers who receive payments for the sale of goods or services through PayPal. You can access your 1099-K, or other appropriate tax forms, from your PayPal account.
You shall be responsible for providing your own vehicle in connection with performing the services. You are also responsible for all costs of vehicle insurance as required by your local jurisdiction and as appropriate for the delivery activities you choose to perform, and vehicle maintenance, but in no event with limits less than: (x) $100,000 for personal auto insurance; and (y) to the extent you are utilizing your personal vehicle in performing driving and/or delivery services, $100,000 per occurrence in commercial general liability insurance, insuring against any and all liability for injury to or death of a person or persons and for damage or destruction of property occasioned by or arising out of or in connection with your driving and/or delivery services to be performed hereunder, including coverage for losses due to theft, hijacking or damages in transit. You hereby agree and covenant to: (i) maintain all insurance coverages required hereunder, including on any vehicles used by you in connection with providing driving or delivery services hereunder, in amounts specified hereunder at all times from and after the date hereof until you no longer perform any driving or delivery services hereunder; (ii) upon our request, to name Delivery Circle as an additional insured under such policies; and (iii) notify us in writing within one (1) business day if any such insurance policies expire, terminate or are otherwise not renewed. DeliveryCircle shall have no liability to you or any third party for your failure to maintain any such insurance, or for any losses caused by your failure to carry such insurance. DeliveryCircle does not provide any materials or tools related to the performance of driver or other independent contractor services, and does not reimburse drivers or other independent contractors for any expenses incurred in connection with the performance of services. By entering into this agreement, you represent that you have the requisite expertise, ability and legal right to render the services for our customers, and will perform the services in an efficient manner. You will abide by all laws, rules and regulations that apply to the performance of the services, including applicable laws governing operation of a motor vehicle. By entering into this DeliveryCircle Independent Contractor Driver Agreement, you are authorizing DeliveryCircle to run a full background check on you and/or your affiliates prior to you starting as an independent contractor driver. DeliveryCircle does not determine your hours of work. You are able to accept or reject opportunities to perform services. DeliveryCircles customers require that you do not bring individuals under the age of 21 in the performance of your driving and/or delivery services. You hereby acknowledge and agree that DeliveryCircle customers rate independent contractor drivers (including you) on various categories of performance, as well as on your professional appearance (e.g., the wearing of professional attire such as slacks with clean shirts). Accordingly, you hereby agree and acknowledge that your professional appearance will directly correspond to your overall rating and, as such, that: (1) DeliveryCircle can terminate your driving and/or delivery services at any time (and from time to time) based upon feedback and ratings from DeliveryCircle customers, which may be based on (but shall not be limited to) your professional appearance; and (2) higher customer rating may allow you to obtain additional driver and/or delivery services from DeliveryCircle customers. Without limiting the generality of the immediately preceding sentence, DeliveryCircle requires, as a term hereof, that for your safety, you wear covered shoes with no open toe sandals or flip flops.
As a pre-condition of the provision of any DeliveryCircle Service to you, you hereby represent, warrant and agree that you have, and will maintain at all times, an operational smart phone that provides you with geolocation, camera, phone, text and email services, and you hereby agree and acknowledge that Delivery Circle may, and hereby expressly consent that DeliveryCircle may, electronically track you while you are performing driving and/or delivery services hereunder. When you use any DeliveryCircle Service, or send emails to us, you are communicating with us electronically. You agree to receive communications from us, including via e-mail, text message, calls, and push notifications. You agree that texts, calls or prerecorded messages may be generated by automatic telephone dialing systems. You may not use a false email address, impersonate any person or entity, or otherwise mislead as to the origin of a card or other content or communications. Communications from DeliveryCircle, or its affiliated companies may include but are not limited to: operational communications concerning your account or use of the DeliveryCircle Services, updates concerning new and existing features on the DeliveryCircle Services, communications concerning promotions run by us or our third party partners, and news concerning DeliveryCircle and industry developments. Standard text messaging charges applied by your cell phone carrier may apply. You are not required to consent to receive promotional text or calls as a condition of using the DeliveryCircle Services.
IF YOU WISH TO OPT OUT OF PROMOTIONAL EMAILS, YOU CAN UNSUBSCRIBE FROM OUR PROMOTIONAL EMAIL LIST BY FOLLOWING THE UNSUBSCRIBE OPTIONS IN THE PROMOTIONAL EMAIL ITSELF. IF YOU WISH TO OPT OUT OF PROMOTIONAL CALLS OR TEXTS, PLEASE FOLLOW THE DIRECTIONS REGARDING HOW TO STOP SUCH TEXTS INCLUDED IN THE TEXT COMMUNICATIONS THEMSELVES.
All graphics, logos, page headers, button icons, scripts and service names included in or made available through any DeliveryCircle Service are trademarks or trade dress of DeliveryCircle in the United States and other countries. DeliveryCircles trademarks and trade dress may not be used in connection with any product or service that is not DeliveryCircles, in any manner that is likely to cause confusion among consumers, or in any manner that disparages or discredits DeliveryCircle. All other trademarks not owned by DeliveryCircle that appear in any DeliveryCircle Service are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by DeliveryCircle. If DeliveryCircle discloses any of its trade secrets to you, you agree to treat DeliveryCircles trade secrets with the same degree of care as DeliveryCircle would protect such trade secrets, but in no event will you use less than a reasonable degree of care. Without DeliveryCircles prior written consent, you agree not to disclose DeliveryCircles trade secrets or other confidential information, make copies of such trade secrets or confidential information, or make any commercial use of such trade secrets or confidential information. One or more patents owned by DeliveryCircle apply to the DeliveryCircle Services and to the features and services accessible via the DeliveryCircle Services. Portions of the DeliveryCircle Services operate under license of one or more patents. The contents of the DeliveryCircle Services, including without limitation the files, documents, text, photographs, images, audio, and video and other materials accessed through or made available for use or download through the DeliveryCircle Services are protected by United States and international Copyright laws. Any use without our express written consent is prohibited.
LICENSE AND ACCESS; RESTRICTIONS
You acknowledge and agree that the Delivery Circle Services are provided under license, and not sold, to you. Subject to your compliance with this DeliveryCircle Independent Contractor Driver Agreement and your payment of any applicable fees, DeliveryCircle or its content providers grant you a limited, nonexclusive, nontransferable, non sublicensable license to access and make personal and noncommercial use of the DeliveryCircle Services. You may not:
All rights not expressly granted to you in this DeliveryCircle Independent Contractor Driver Agreement are reserved and retained by DeliveryCircle or its affiliates, licensors, suppliers, publishers, rights holders, or other content providers. No DeliveryCircle Service, nor any part of any DeliveryCircle Service, may be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without prior written consent of DeliveryCircle. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of DeliveryCircle without the prior written consent of DeliveryCircle. You may not use any Meta tags or any other hidden text utilizing DeliveryCircles name or trademarks without the prior written consent of DeliveryCircle. You may not misuse the DeliveryCircle Services. You may not impersonate any person or entity when using the DeliveryCircle Services. You may use the DeliveryCircle Services only as permitted by law. The licenses granted by DeliveryCircle shall automatically terminate if you do not comply with this DeliveryCircle Independent Contractor Driver Agreement. You agree that DeliveryCircle may, in its sole discretion and without prior notice, terminate any DeliveryCircle Service and/or your status as an independent contractor driver hereunder, at any time and for any reason (or no reason) without any liability to you or any of your affiliates or insurers.
REVIEWS, COMMENTS, COMMUNICATIONS, AND OTHER CONTENT
You hereby agree, acknowledge and consent to any of our customers posting reviews, comments, photos and other content and other communications and submit suggestions, ideas, comments, questions, or other information about you or your affiliates, so long as the content is not illegal, obscene, threatening, defamatory, invasive of privacy, infringing of intellectual property rights, or otherwise injurious to third parties or objectionable and does not consist of or contain software viruses, political campaigning, commercial solicitation, chain letters, mass mailings, or any form of spam. DeliveryCircle reserves the right (but not the obligation) to monitor, remove or edit such content, but does not regularly review or monitor posted content. Delivery Circle does not currently contemplate that you will have the ability or right to review or comment on our customers, but in the event this changes and you are permitted to, and you do, post content or submit material, and unless we indicate otherwise: (i) you grant DeliveryCircle a nonexclusive, royalty free, perpetual, irrevocable, and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, display and otherwise exploit such content throughout the world in any media; (ii) you grant DeliveryCircle and sub licensees the right to use the name that you submit in connection with such content, if they choose; and (iii) you represent and warrant that: (a) you own or otherwise control all of the rights to the content that you post? (b) that the content is accurate and not illegal, obscene, threatening, defamatory, invasive of privacy, infringing of intellectual property rights, or otherwise injurious to third parties or objectionable and does not consist of or contain software viruses, political campaigning, commercial solicitation, chain letters, mass mailings, or any form of spam? (c) that use of the content you supply does not violate this policy and will not cause injury to any person or entity? and (d) that you will indemnify DeliveryCircle for all claims resulting from content you supply. DeliveryCircle has the right but not the obligation to monitor and edit or remove any activity or content. DeliveryCircle takes no responsibility and assumes no liability for any content posted by you or any third party.
DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY
THE DELIVERYCIRCLE SERVICES AND ALL INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING SOFTWARE) AND OTHER SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE DELIVERYCIRCLE SERVICES ARE PROVIDED BY DELIVERYCIRCLE ON AN AS IS AND AS AVAILABLE BASIS. DELIVERYCIRCLE MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE DELIVERYCIRCLE SERVICES, OR THE INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING SOFTWARE) OR OTHER SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE DELIVERYCIRCLE SERVICES. YOU EXPRESSLY AGREE THAT YOUR USE OF THE DELIVERYCIRCLE SERVICES IS AT YOUR SOLE RISK. TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, DELIVERYCIRCLE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. DELIVERYCIRCLE DOES NOT WARRANT THAT THE DELIVERYCIRCLE SERVICES, INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING SOFTWARE) OR OTHER SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE DELIVERYCIRCLE SERVICES, DELIVERYCIRCLES SERVERS OR ELECTRONIC COMMUNICATIONS SENT FROM DELIVERYCIRCLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
AS BETWEEN YOU AND YOUR AFFILIATES, ON THE ONE HAND, AND DELIVERYCIRCLE AND ITS AFFILIATES, ON THE OTHER HAND, DELIVERYCIRCLE WILL NOT BE LIABLE FOR ANY COSTS, FEES, EXPENSES, LOSSES, DAMAGES OR OTHER LIABILITY OF ANY KIND ARISING FROM THE USE OF ANY DELIVERYCIRCLE SERVICE, OR FROM ANY INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING SOFTWARE) OR OTHER SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH ANY DELIVERYCIRCLE SERVICE, INCLUDING, BUT NOT LIMITED TO DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, AND CONSEQUENTIAL DAMAGES, INCLUDING, WITHOUT LIMITATION, LOSS OF BUSINESS, LOSS OF PROFITS, BUSINESS INTERRUPTION, BREACH OF SECURITY, OR LOST OR DAMAGED DATA. NOTWITHSTANDING THE GENERALITY OF THE IMMEDIATELY PRECEDING SENTENCE, IN NO EVENT WILL DELIVERYCIRCLE BE LIABLE TO YOU OR TO ANY OTHER THIRD PARTY FOR ANY PERSONAL INJURY (INCLUDING, WITHOUT LIMITATION, DEATH) OR PROPERTY DAMAGE SUFFERED OR INCURRED BY YOU OR BY ANY THIRD PARTY IN CONNECTION WITH ANY IN-HOME DELIVERY OR PICK-UP REQUESTS (I.E., ANY DELIVERY OR PICK-UP REQUEST IN WHICH YOU OR ANY THIRD PARTY ARE REQUESTED (WHETHER ORALLY OR PURSUANT TO THE PLATFORM) TO ENTER ANY PERSONAL RESIDENCE OR COMMERCIAL REAL PROPERTY OWNED OR OCCUPIED BY ANY DELIVERYCIRCLE CUSTOMER), WHETHER ANY CONDITIONS, FACTS OR CIRCUMSTANCES CAUSING SUCH INJURY OR DAMAGE ARE KNOWN OR UNKNOWN.
DELIVERYCIRCLE IS NOT A TRANSPORTATION SERVICE PROVIDER OR FREIGHT FORWARDER. THE DELIVERYCIRCLE SERVICES ARE A TOOL THAT CAN BE USED TO SCHEDULE LOCAL DELIVERIES USING INDEPENDENT CONTRACTOR THIRD PARTY DELIVERY DRIVERS. YOU UNDERSTAND AND AGREE THAT: (I) AS A DRIVER WHO PERFORMS SERVICES FOR DELIVERYCIRCLE CUSTOMERS, YOU ARE AN INDEPENDENT CONTRACTOR AND NOT A DELIVERYCIRCLE AGENT OR EMPLOYEE; (II) IN NO EVENT WILL DELIVERY CIRCLE BE LIABLE OR RESPONSIBLE FOR YOUR MISTAKES, NEGLIGENCE, ACTS, OMISSIONS, MISCONDUCT, OR ANY PERSONAL INJURY OR DEATH CAUSED BY YOU; AND (III) DELIVERYCIRCLE DOES NOT OBTAIN OR PROVIDE INSURANCE FOR YOU.
Certain state laws do not allow limitations on implied warranties or the exclusion or limitation of certain damages. If these laws apply to you, some or all of the above disclaimers, exclusions, or limitations may not apply to you, and you might have additional rights.
You represent and warrant to DeliveryCircle that: (i) you have the requisite skill, experience and qualifications to perform the delivery and/or driving services hereunder and that you will do so in a professional and workmanlike manner in accordance with generally recognized industry standards for similar services; and (ii) you shall perform the delivery and/or driving services in compliance with all applicable laws.
You agree to indemnify and hold DeliveryCircle, its affiliates and its and their officers, directors, managers, equity holders, employees, agents, suppliers, licensors, successors and permitted assigns (collectively, DeliveryCircle Personnel), harmless from any demands, loss, liability, claims or expenses (including attorneys fees), made against DeliveryCircle and/or any DeliveryCircle Personnel by any third party due to or arising out of or in connection with (i) bodily injury, death of any person or damage to real or tangible, personal property resulting from the performance of driving and/or delivery Services by you or any subcontractor or affiliate thereof; (ii) breach of any representation, warranty or obligation of you set forth in this Agreement; (iii) claims made by employees or agents of you, any subcontractor thereof or any affiliate of any of the foregoing related to the provision of any driving /or delivery services to be performed by any of the foregoing, including any claim by such personnel that they are DeliveryCircle employees for any purpose; (d) negligence, recklessness, willful misconduct or violation of law by you or any subcontractor or any affiliate of any of the foregoing; and/or (e) any act or omission by you or any subcontractor or any affiliate of any of the foregoing.
This DeliveryCircle Independent Contractor Driver Agreement provides that all disputes between you and DeliveryCircle will be resolved by BINDING ARBITRATION. ACCORDINGLY, YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT (INCLUDING IN A CLASS ACTION PROCEEDING AND/OR TRIAL BY JURY) to assert or defend your rights under this DeliveryCircle Independent Contractor Driver Agreement. Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury and your claims cannot be brought as a class action.
By using any DeliveryCircle Service, you agree that the Federal Arbitration Act, applicable federal law, and the laws of the state of Delaware, without regard to principles of conflict of laws, will govern this DeliveryCircle Independent Contractor Driver Agreement and any dispute of any sort that might arise between you and DeliveryCircle.
If any provision of this DeliveryCircle Independent Contractor Driver Agreement is or becomes invalid or non-binding, the parties shall remain bound by all other provisions hereof. In that event, the parties shall replace the invalid or non- binding provision with provisions that are valid and binding and that have, to the greatest extent possible, a similar effect as the invalid or non-binding provision, given the contents and purpose of this DeliveryCircle Independent Contractor Driver Agreement. You agree that this DeliveryCircle Independent Contractor Driver Agreement and all incorporated agreements (and any rights or obligations hereunder or thereunder) may be assigned by DeliveryCircle, in our sole discretion (including without limitation in connection with any sale of all or substantially all of our assets, merger or consolidation or change of control), and this DeliveryCircle Independent Contractor Driver Agreement and/or any incorporated agreements (and/or any rights or obligations hereunder or thereunder) may not be assigned or transferred by you without our prior written consent; any assignment made in contravention with the terms hereof shall be null and void. Except as explicitly stated otherwise, any notices to DeliveryCircle shall be given by certified mail, postage prepaid and return receipt requested to DeliveryCircle LLC 2039 Philadelphia Pike #8645 Claymont, DE 18703, Attn: Customer Service. Any notices to you shall be provided to you through the DeliveryCircle Services or given to you via the email address or physical you provide to DeliveryCircle during the registration process. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. A partys failure to act with respect to a breach by the other party does not constitute a waiver of the partys right to act with respect to subsequent or similar breaches. This DeliveryCircle Independent Contractor Driver Agreement, as amended, updated or revised from time to time, sets forth the entire understanding and agreement between you and DeliveryCircle with respect to the subject matter hereof and supersedes all previous understandings and agreements between the parties, whether oral or written. This DeliveryCircle Independent Contractor Driver Agreement shall be binding upon the parties successors and permitted assigns. If you have any questions regarding the DeliveryCircle Services, please contact us at: 800-617-6450.