Driver Independent Contractor Agreement

This Driver Independent Contractor Agreement ("Agreement") is made and entered into as of the Effective Date (defined below) by and between DDirect, an LLC incorporated under the laws of the State of Georgia with its principal place of business at 85 Old Mill Ct. Carrollton, Georgia 30117 ("Company"), and the undersigned driver ("Driver"). Company and Driver are sometimes referred to individually as a "Party" and collectively as the "Parties."

1. EFFECTIVE DATE & TERM

1.1 Effective Date. This Agreement becomes effective on the date Driver electronically accepts these terms via the Company's mobile application or website ("Effective Date").

1.2 Term and Termination. This Agreement shall remain in force unless and until it is terminated by DDirect upon written or electronic notice to Driver, or immediately by Company for material breach, misconduct, or as otherwise provided herein.

2. INDEPENDENT CONTRACTOR RELATIONSHIP

2.1 Status. Driver is an independent contractor and not an employee, agent, joint venturer, or partner of Company. Nothing herein creates an employment relationship.

2.2 Control of Work. Driver retains sole discretion over the means, manner, routes, schedules, and pricing of transportation services ("Driver Services") provided to passengers. Company does not control or direct Driver Services and provides only a technology platform that facilitates communications between Driver and passengers.

3. DRIVER OBLIGATIONS

3.1 Compliance with Law. Driver shall comply with all applicable federal, state, and local laws, regulations, and ordinances—including but not limited to licensing, vehicle safety, insurance, and traffic laws.

3.2 Documentation. Prior to activation and during the Term, Driver must upload and maintain current copies of: (i) valid driver's license; (ii) vehicle registration and title; (iii) proof of automobile insurance meeting or exceeding statutory minimums; (iv) vehicle photographs; and (v) any other documents reasonably requested by Company.

3.3 Background Screening. Driver consents to initial and periodic background and driving-record checks. Company may deactivate Driver's account at any time based on screening results.

3.4 Equipment & Expenses. Driver is solely responsible for providing and maintaining the vehicle, smartphone, data plan, fuel, insurance premiums, maintenance, and all costs incurred in performing Driver Services.

4. PAYMENT TERMS

4.1 Subscription Model. Company charges passengers a subscription fee for access to the platform. Company does not collect fares, tips, or any other payments on behalf of Driver.

4.2 Direct Payments. All ride fares, tips, and other compensation are negotiated directly between Driver and passengers and paid directly to Driver via mutually agreed payment method. Driver is solely responsible for collection of amounts owed.

4.3 Taxes. Driver acknowledges sole responsibility for reporting and paying all federal, state, and local taxes, including income tax, self-employment tax, sales tax, and any other tax obligations arising from earnings under this Agreement. Company will issue IRS Form 1099-NEC or equivalent where required.

5. INSURANCE & RISK ALLOCATION

5.1 Insurance. Driver shall maintain automobile liability insurance with limits at least equal to statutory requirements for the jurisdiction(s) in which Driver operates, plus any additional coverages mandated by Company policies. Driver must promptly provide proof of insurance upon request.

5.2 No Company Liability. Company is not responsible for personal injury, property damage, theft, loss, or any other harm arising out of or related to Driver Services. Driver acknowledges that transportation carries inherent risks which Driver voluntarily assumes.

5.3 Indemnification. Driver shall defend, indemnify, and hold harmless Company, its affiliates, officers, directors, employees, and agents (collectively, "Indemnified Parties") from and against any and all claims, demands, losses, liabilities, damages, costs, and expenses (including reasonable attorneys' fees) arising from or relating to: (i) Driver's acts or omissions; (ii) Driver's breach of this Agreement; (iii) bodily injury, death, or property damage caused by Driver; or (iv) Driver's failure to comply with applicable law.

5.4 Limitation of Liability. To the maximum extent permitted by law, Company's total liability to Driver for any claim arising under this Agreement shall not exceed US $500. In no event shall Company be liable for consequential, incidental, punitive, special, or exemplary damages.

6. CONFIDENTIALITY & DATA

Driver agrees not to disclose or use any non-public information obtained through the platform— including passenger data, pricing information, or proprietary technology—except as necessary to perform Driver Services.

7. DISPUTE RESOLUTION

7.1 Mediation & Arbitration. Any dispute arising from or relating to this Agreement shall first be submitted to mediation under the American Arbitration Association ("AAA") Mediation Rules. If unresolved within sixty (60) days, the dispute shall be finally settled by binding arbitration under the AAA Commercial Arbitration Rules before a single arbitrator in Atlanta, Georgia. The proceedings shall be confidential and conducted in English. Judgment on the award may be entered in any court of competent jurisdiction.

7.2 Class Action Waiver. The Parties agree that any arbitration shall be conducted only on an individual basis, and not in a class, consolidated, or representative action.

8. TERMINATION

Company may terminate this Agreement at any time, with or without cause, upon written or electronic notice to Driver. Sections 2, 4.3, 5, 6, 7, 8, and 9 survive termination.

9. MISCELLANEOUS

9.1 Assignment. Driver may not assign or transfer this Agreement without Company's prior written consent. Company may assign this Agreement to an affiliate, successor, or acquirer.

9.2 Severability. If any provision is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.

9.3 Entire Agreement. This Agreement constitutes the entire agreement between the Parties with respect to its subject matter and supersedes all prior oral or written agreements.

9.4 Governing Law. This Agreement shall be governed by the laws of the State of Georgia, excluding its conflict-of-laws principles.

9.5 Notices. Notices to Company must be sent to the address above. Notices to Driver may be delivered via the platform, email, or postal mail to the address on file.

10. Electronic Acceptance & Binding Effect

Driver's electronic acceptance of this Agreement constitutes a legally binding signature under the U.S. Electronic Signatures in Global and National Commerce Act (15 U.S.C. §7001 et seq.) and any similar state laws. This Agreement binds Driver and Driver's heirs, executors, administrators, and assigns.

IF YOU DO NOT AGREE TO THIS AGREEMENT, DO NOT USE THE PLATFORM. By proceeding, you acknowledge that you have read, understood, and voluntarily accept all of the above terms.

© 2025 DDirect Inc. All rights reserved.

For questions about this Agreement, please contact us at [email protected]

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