THIS SUPPLIER AGREEMENT is entered into BETWEEN
1. (“You”); the user of this online account
2. Gameplan Technology Ltd t/a Ryde with registered company number 11175220 having its registered office at Epworth House, 25 City Road, London, England, EC1Y 1AA (“Ryde” or “we”).
A. You are an independent supplier in business on your own account who wishes to arrange the provision of delivery services to Ryde subject to the terms and conditions below.
B. You will have the freedom to choose whether and if so when and where you wish to arrange the provision of services to Ryde. Ryde wishes to offer you a choice, at all times, over your status when providing or arranging the provision of services and you may elect when logging into the App whether you wish to work as a self-employed worker courier or as a self-employed contractor courier (your “Status”) as provided for below. Nothing in this agreement shall be deemed to create an employment relationship between you and us.
C. You are free to supply the Services through someone else engaged by you in accordance with clause 6. In this Agreement (and save for clause 1, 2.1, 3, 6 or where expressly stated otherwise), “you” means either you or any third party engaged by you.
TERMS OF AGREEMENT:
1. TERM OF SUPPLIER AGREEMENT
1.1. This Agreement commences on the date set out above and will continue until it is terminated by either party.
1.2. You may terminate this Agreement at any time and for any reason by giving Ryde immediate notice in writing.
1.3. Ryde may terminate this Agreement at any time and for any reason by giving you one week’s notice in writing.
1.4. Ryde reserves the right to terminate this Agreement with immediate effect in the event of any breach of any obligation owed by you (including for the avoidance of doubt where such breach is caused by any substitute engaged by you).
2.1. Ryde authorises you to arrange the provision of Services from time to time on the terms set out in this Agreement. “Services” means the collection of food, drinks and/or other items (“Order Items”) from pick-up locations notified to you through the driver app (“App”) and the delivery of Order Items by a vehicle agreed as appropriate for the Order Items which may include bicycle, e-bike, car or other motor vehicle to delivery locations notified to you. Subject to your compliance with the terms of this Agreement, Ryde grants you a non-exclusive right during the term of the Agreement to access and use the App for the purpose of providing and arranging the provision of the Services (“Purpose”). You may not transfer or sub-license this right, except you may allow any person engaged by you pursuant to clause 6 to access and use the App for Purpose. You may not access or use the App and/or its underlying technology for any other purpose. You acquire no intellectual property or other rights in or to the App, except for the limited right to access and use the App on the basis described above.
2.2. You are not obliged to do any work for Ryde, nor is Ryde obliged to make available any work to you. Throughout the term of this Agreement you are free to work for any other party including competitors or customers of Ryde.
2.3. It is entirely up to you whether, when and where you log in and/or perform deliveries. The App enables you to log in and offer to provide or arrange the provision of Services at any time and covering any locations where Ryde has a need for Services. When you log into the App you will be asked to confirm your Status for the provision of the Services. Whilst always respecting your status as self-employed and independent, Ryde wishes to offer you the choice of operating as a self-employed worker courier, in which Status Ryde will treat you as benefitting from worker rights provided for in clause 3.2, or as a self-employed contractor courier. You may book shifts in which you wish to provide or arrange the provision of Services subject to confirmation of the booking by Ryde as a self-employed worker courier. Alternatively, you can provide or arrange the provision of Services on an ad hoc basis as a self-employed contractor courier.
2.4. If you elect to provide or arrange the provision of Services as a self-employed worker courier, and a shift booking is confirmed for a particular shift in the App, then, in exchange for the hourly fee provided for below, you will ensure the provision of Services in accordance with this Agreement for the duration of that shift. As a self-employed contractor courier while logged into the App, you can decide whether to accept or reject any individual order offered to you and if you do not wish to receive offers of work at any time, you can use the [“offline” status].
2.5. If and when you choose to provide Services you should:
2.5.1. have the right to live and work in the United Kingdom and have all necessary visas, licenses and permits allowing you to do so;
2.5.2. Save as agreed, provide the equipment necessary to provide the Services including your own phone, bike or vehicle (as appropriate) and transportation equipment. You should comply with all applicable legal requirements in relation to the usage of your bike or vehicle, not use it while under the influence of drugs or alcohol, and ensure that it is in a good state of repair and roadworthy;
2.5.3. comply with all other legal obligations (including the Highway Code) which apply to you or the provision of the Services, as well as the provisions of all health and safety, food safety or road safety manuals, policies or procedures applicable to you; and
2.5.4. do so within a reasonable time period, using any route you determine to be safe and efficient; and
2.5.5. be professional in your dealings with Ryde staff, other riders and members of the public while providing the Services, and provide the Services with due care, skill and ability.
3.1.If you elect to work as a self-employed worker courier, and book a shift which is confirmed by Ryde, then we will pay you an hourly fee for each hour (or part of an hour) in respect of which Services were provided or arranged by you in accordance with clause 2. As and when you elect to work as a self-employed contractor courier, we will pay you a one-off fee for each completed delivery. A completed order for these purposes is the collection of Order Items from a pick-up location and delivery to the delivery location notified to you. In either case, the fees offered by Ryde and payable if accepted by you, the “Delivery Fee”, will be confirmed in advance in writing.
3.2. In respect of Services provided in the Status of a self-employed worker courier:
3.2.1. your fees will be at least the National Living Wage in respect of the shifts approved by Ryde. In the event that you log into the App before the beginning ofyour shift, you will only be paid for scheduled hours for that shift (unless agreed with Ryde in advance). In the event of you logging in late to the App your pay will be reduced accordingly to reflect the time worked. If you log out from the App late due to completing a delivery commenced during a shift, you will be paid for this additional working time. No other overtime beyond agreed shifts will be approved.
3.2.2. If you satisfy the qualifying conditions laid down by law, you will be entitled to receive statutory sick pay (SSP) at the prevailing rate in respect of any period of sickness or injury during an assignment, but you will not be entitled to any other Delivery Fees from Ryde during such period. "Qualifying Days" for the purposes of Statutory Sick Pay shall be agreed between you and Ryde based on which days are or would have been working days for the particular week in question.
3.2.3. You will be enrolled in the NEST pension scheme (the "Scheme") as long as you meet statutory enrolment criteria. Participation is subject always to the rules of the Scheme. We may amend or replace the Scheme at any time. We will make contributions to the Scheme in respect of you at the minimum required statutory rate provided you agree to make the relevant minimum matching contributions. You consent to us deducting your pension contributions from any Delivery Fees earned in your Status as a self-employed worker courier. If you do not meet the statutory criteria for automatic enrolment, you may be able to enrol voluntarily. If this applies to you or you would like to discuss voluntary enrolment, please contact Rider Support. If you no longer wish to be a member of the Scheme you may be able to cease active membership or have a right to opt out in certain circumstances, although Ryde may periodically be required by law to re-enrol you.
3.2.4. You will be entitled to a full-time equivalent of 28 working days' paid holiday in each period of 12 months beginning on the 1 January of each year (the "Holiday Year"). As a self-employed worker courier with no obligation to work, your holiday entitlement will be calculated on a pro-rata basis based on your time working in this Status and communicated to you by Ryde. This is inclusive of your statutory entitlement to holiday. You may carry forward any unused holiday entitlement into the following Holiday Year provided that any unused holiday is taken by no later than 31 March and provided that this is agreed in advance with your manager. You will only be allowed to carry forward holidays where allowed by law. If on termination of this Agreement you have any unused holiday entitlement, we will make payment in lieu of any outstanding basic holiday entitlement.
3.2.5. you are entitled to a break of 20 minutes where your shift lasts for six hours or more, which will be unpaid;
3.2.6. You opt out of the 48-hour working week pursuant to Regulation 5 of the Working Time Regulations 1998. This will apply unless and until you give three months’ written notice to cancel this opt-out.
3.3. You will be paid based on an invoice. Ryde will prepare a draft invoice, on a weekly basis (or on termination of this Agreement), in respect of Services provided under either Status by you or your substitute in the previous fortnight. Ryde will pay your invoice by electronic transfer to your nominated bank account. Ryde provides this invoicing service to you free of charge for ease of administration but, if you would prefer to create and submit your own invoices, you should contact [Rider Support].
3.4. You should keep any tips or gratuities paid to you directly in respect of Services provided by you under this Agreement.
3.5. As a self-employed supplier you are responsible for accounting for and paying any tax and national insurance due in respect of sums payable to you under or in connection with this Agreement. You will inform Ryde of your tax reference number on request.
4.1. You will obtain relevant third-party liability insurance, which covers you for the provision of the Services, which you shall ensure remains in force in respect of the provision of Services pursuant to this Agreement. You shall, on request, supply Ryde with evidence that you have up-to-date cover. Any substitute appointed by you need not have their own insurance if they are covered under your insurance.
5.1. You agree that you (and not any substitute) are solely responsible for the provision of the Services if and when undertaken, regardless of whether actually delivered by you, and you agree to promptly reimburse Ryde for any costs and/or losses suffered or incurred by Ryde or its affiliates in connection with any breach by you of this Agreement (including any breach by any substitute engaged by you). Any such costs or losses may be offset against sums payable by Ryde to you.
5.2. Our maximum liability to you arising under or in connection with this Agreement, however arising, whether in contract, tort (including negligence) or otherwise, is limited, in respect of each calendar year, to a sum equal to the total of all Delivery Fees paid or payable by us to you under this Agreement in respect of that year.
5.3. Your maximum liability to us arising under or in connection with this Agreement, however arising, whether in contract, tort (including negligence) or otherwise, is limited, in respect of each calendar year, to a sum equal to the total of all Delivery Fees paid or payable by us to you under this Agreement in respect of that year, except in respect of claims brought against us and/or our affiliates by third parties.
6. RIGHT TO APPOINT A SUBSTITUTE
6.1. Ryde recognises your freedom to engage others to provide the Services. You are free, without Ryde’s prior approval, to arrange for another supplier to provide the Services (in whole or in part) on your behalf. This can include provision of the Services by others who are employed or engaged directly by you, but it may not include an individual who has previously had their Supplier Agreement terminated by Ryde for a serious or material breach of contract or who (while acting as a substitute, whether for you or a third party) has engaged in conduct which would have provided grounds for such termination had they been a direct party to a Supplier Agreement. Any supplier you provide as a substitute must have provided valid Right to Work evidence to Ryde in advance of the service provision. Ryde (and Ryde customers) reserve the right to reject any substitute that has not provided valid Right to Work evidence.
6.2. It is your responsibility to ensure your substitute(s) have the requisite skills and training, and meet the terms of clause 2.5 above. You continue to bear full responsibility for ensuring that all obligations under this Agreement are met. All acts and omissions of the substitute will be treated as though those acts and/or omissions were your own. You are wholly responsible for the remuneration of any substitute and the normal invoicing arrangements as set out in this Agreement between you and Ryde will continue to apply.
7. DATA PROTECTION
7.1. You must not (unless required to do so by law) use any confidential information of Ryde other than as set out in the Agreement and you must only process personal data relating to Ryde’s customers in compliance with the [insert link to Ryde’s data terms, ideally bespoke for riders].
8. OTHER TERMS
8.1. In performing your obligations under the Agreement, you will comply with all applicable anti-slavery and human trafficking laws and with all associated policies communicated to you.
8.2. No person other than you and Ryde may enforce any term of this Agreement (for the avoidance of doubt, this includes any substitute engaged by you in the provision of the Services).
8.3. This Agreement contains the whole agreement between you and Ryde. You confirm that you are not entering into the Agreement in reliance upon any oral or written representations made to you by or on behalf of Ryde.
8.4. This Agreement is personal to you and may not be assigned to a third party without Ryde’s express written agreement (for the avoidance of doubt, this includes any substitute engaged by you in the provision of the Services).
8.5. This Agreement is governed by the laws of England and Wales and the Courts of England and Wales have non-exclusive jurisdiction to adjudicate disputes arising under it.
Last updated: 18th February, 2022