Last updated: October 4 2024
Please read this Services Agreement carefully before clicking the “I Agree” button, downloading or using DADSS PTY LTD ACN 672 193 136
This Services Agreement (“Agreement”) constitutes a legal agreement between you, an individual (“you”), DADSS Pty Ltd., an Australian company registered in New South Wales under ACN 622 365 833 (“DADSS”). DADSS will procure and facilitate the provision of lead generation services, being on-demand intermediary and related services rendered via a digital technology application that enable transportation providers to seek, receive and fulfil on-demand requests for transportation services (“DADDS Services”) to you, an independent provider of peer-to-peer passenger transportation services (“Transportation Services”). DADSS will license you the DADSS Driver App (“Driver App”), a mobile application provided by DADSS that enables you to access and receive the DADSS Services. The DADSS Services and Driver App enable you to seek, receive and fulfill requests for Transportation Services from authorised users of the mobile application provided by DADSS (“DADSS App”), (“Users”). In order to use the DADSS Services and Driver App, you must agree to the terms and conditions that are set forth below. Upon your execution (electronic or otherwise) of this Agreement, you, DADSS and DADSS shall be bound by the terms and conditions set forth below. References herein to “DADSS Group” shall be taken as a reference to DADSS, DADSS and each of their affiliates.
When the Driver App is active, User requests may appear in the Driver App if you are available and in the vicinity of the User. If you accept a User’s request for Transportation Services, you will be provided with the User’s first name and pickup location via the Driver App. You acknowledge and agree that the DADSS App may provide the User with certain information about you, including your first name, contact information, photo, location, your vehicle make, model and license plate number. You shall not contact any User or otherwise use any of their personal information other than for the purposes of fulfilling Transportation Services. You acknowledge and agree that you alone will choose the most effective and safe manner to perform each instance of Transportation Services, and, except for the provision of the DADSS Services and the licence to use the Driver App, you will need to provide (at your own expense) all necessary equipment, tools, and other materials to perform Transportation Services.
You acknowledge and agree that your provision of Transportation Services to Users creates a legal and direct business relationship between you and the User. DADSS and their affiliates are not responsible or liable for the actions or inactions of a User in relation to you, your activities or your vehicle. You shall have the sole responsibility for any obligations or liabilities to Users or third parties arising from your provision of Transportation Services. You acknowledge and agree that you are solely responsible for taking such precautions as may be reasonable and proper (including maintaining adequate insurance that meets the requirements of all applicable laws) regarding any acts or omissions of a User or third party. You acknowledge and agree that, unless consented to by a User, you may not transport or allow inside your vehicle individuals other than a User and any individuals authorised by such User, during the performance of Transportation Services for such User. You acknowledge and agree that all Users should be transported directly to their specified destination, as directed by the User, without unauthorised interruptions or stops.
You acknowledge and agree that DADSS’s provision of the DADSS Services creates a legal and direct business relationship between DADSS and you. You also acknowledge and agree that DADSS’s licence to you of the Driver App creates a legal and direct business relationship between DADSS and you. Neither DADSS nor DADSS shall be deemed to direct or control you generally or in your performance under this Agreement, including in connection with your provision of Transportation Services, your acts or omissions, or your operation and maintenance of your vehicle. Except as expressly set out herein, you retain the sole right to determine when and for how long you will utilise the Driver App or the DADSS Services. You alone decide when, where and for how long you want to use the Driver App, and when to try to accept, decline or ignore a User request. A User request can be cancelled, subject to DADSS’s then-current policies (including the Community Guidelines located at www.DADSS.com/legal/community-guidelines/rides/anz-en/). You acknowledge and agree that you will not: (a) display DADSS’s or any of their affiliates’ names, logos or colors on any vehicle(s); or (b) wear a uniform or any other clothing displaying DADSS’s or any of their affiliates’ names, logos or colors, unless you and DADSS (as applicable) have agreed otherwise or if so required by law. You retain the complete right to engage in other business or income generating activities, and to use other ridesharing networks and apps in addition to the DADSS Services and the Driver App. DADSS retains the right to, at any time at its sole discretion, restrict you from using the DADSS Services in the event of a violation of this Agreement or any relevant DADSS policy, your disparagement of DADSS or any of their affiliates, or your act or omission that causes harm to DADSS’s or their affiliates’ brand, reputation or business as determined by DADSS in its sole discretion. DADSS also retains the right to restrict you from using the DADSS Services for any other reason at the sole and reasonable discretion of DADSS. DADSS retains the right to, at any time at its sole discretion, deactivate or otherwise restrict you from accessing the identification and password key assigned to you by DADSS (“Driver ID”) and/or the Driver App, in the event of a violation of this Agreement, any relevant DADSS policy, including the Community Guidelines or the DADSS Privacy Policy (located at privacy.DADSS.com/policy/), your disparagement of DADSS or any of their affiliates, your act or omission that causes harm to DADSS’s or their affiliates’ brand, reputation or business as determined by DADSS in its sole discretion. DADSS also retains the right to deactivate or otherwise restrict you from accessing the Driver ID and/or Driver App, for any other reason at the sole and reasonable discretion of DADSS.
You acknowledge and agree that after receiving Transportation Services, a User will be prompted by the DADSS App to rate you and such Transportation Services, and you will be prompted to rate your User. This can also include comments and other feedback, which, along with the rating, you agree to provide in good faith. DADSS and their affiliates reserve the right to use, share and display your User ratings and comments in any manner in connection with the business of DADSS and their affiliates without attribution to you or your approval. You acknowledge and agree that DADSS and their affiliates are distributors (without an obligation to verify) and not publishers of your ratings and comments, and may remove comments in the event that such comments include obscenities or other objectionable content, include an individual’s name or other personal information, or violate any privacy laws, other applicable laws or DADSS, or their affiliates’ content policies. There is no obligation on you or the User to provide ratings or comments nor is there any consequence for not providing a rating.
You acknowledge and agree that you may be subject to certain background, driving record and other checks from time to time. You acknowledge and agree that at all times you shall hold and maintain a valid driver’s license and all other required licenses, permits, work entitlements, approvals and authority to provide passenger Transportation Services in the city or metro areas within Australia in which are you enabled by the Driver App to receive requests for Transportation Services (“Territory”). You acknowledge and agree that you have a citizenship, residency or visa status that allows you the right to work in Australia. You acknowledge and agree that you will provide the Transportation Services with due skill, care and diligence and that you will maintain high standards of professionalism, service and courtesy. You acknowledge and agree that your vehicle must meet the then-current DADSS requirements for a vehicle to provide the Transportation Services and must be authorised by DADSS for this use, be properly registered, licensed and generally suitable to operate as a passenger transportation vehicle in your Territory, either owned or leased by you or otherwise in your lawful possession, kept in a clean and sanitary condition, and maintained in good operating condition consistent with industry safety and maintenance standards for a vehicle of its kind and any additional standards or requirements in the applicable Territory. You acknowledge and agree that DADSS reserves the right, at any time in its sole discretion to restrict you from using the DADSS Services, if you fail to meet the requirements in this Agreement. You also acknowledge and agree that DADSS reserves the right, at any time in its sole discretion to deactivate or otherwise restrict you from accessing the Driver ID and/or Driver App, if you fail to meet the requirements in this Agreement.
To ensure your compliance with all requirements in clause 6 above, you must provide DADSS (or a DADSS affiliate) with written copies of all such licenses, permits, work entitlements, approvals, authority, registrations and certifications (including renewals) prior to and during your provision of any Transportation Services, and allow DADSS (or a DADSS affiliate) to review any of this documentation on an ongoing basis (note that DADSS may independently verify your documentation in any way DADSS deems appropriate in its reasonable discretion). You must notify DADSS immediately if you cease to hold any license, permit, work entitlements, approvals, authority, registration or certification or there are changes to the terms of any of those which would alter your ability to provide the Transportation Services in accordance with applicable laws. DADSS shall, upon request, be entitled to review such licenses, permits, work entitlements, approvals, authority, registrations and certifications from time to time. Your failure to meet any of the requirements in this clause or clause 6 shall constitute a material breach of this Agreement.
a. You can charge a fare to Users for each instance of completed Transportation Services that you provide to a User that are obtained via the DADSS Services (“Fare”). DADSS will calculate a recommendation of the Fare that you can elect to charge Users (“Fare Calculation”). As at 1 December 2017, DADSS determines the Fare Calculation as a base fare amount plus distance (as determined by DADSS using location-based services enabled through your mobile device and/or time amounts, as detailed at www.DADSS.com/cities for the applicable Territory). You can also charge the User for any applicable road, bridge, ferry, tunnel and airport charges and any other fees (including innercity congestion, environmental or miscellaneous charges as reasonably determined by the DADSS Services) (“Tolls”), taxes and/or fees incurred during the provision of Transportation Services, whether charged by a third party or DADSS. DADSS reserves the right to change the Fare Calculation at any time in DADSS’s discretion. DADSS will provide you with notice in the event that any such change would result in a change in the recommended Fare. Continued use of the DADSS Services after any such change shall constitute your consent to such change. You appoint DADSS as your limited payment collection agent solely to accept the Fare, applicable Tolls, and, depending on the region and/or if requested by you, applicable taxes and fees from the User on your behalf via the DADSS Services’ payment processing functionality, and agree that the User’s payment to DADSS shall be considered the same as payment made directly by the User to you. If a User cancels their request for Transportation Services prior to your arrival, DADSS may charge that User a cancellation fee on your behalf, and a Service Fee will be payable to DADSS.
b. The parties acknowledge and agree that as between you and DADSS, the Fare Calculation is a recommended amount, and the primary purpose of the Fare Calculation is to act as the default Fare in the event you do not negotiate a different Fare. You shall always have the right to charge a Fare that is less than the pre-arranged Fare Calculation (“Negotiated Fare”). DADSS agrees to remit, or cause to be remitted, to you on at least a weekly basis, (a) the Fare less the applicable Service Fee and other fees charged by DADSS; (b) the Tolls (excluding applicable airport charges, which DADSS may pay to the airport on your behalf); (c) any incentive payments made under clause 13; and (d) depending on the region, certain taxes and ancillary fees (where applicable). If you have separately agreed to any other amounts being deducted from your Fares (such as vehicle financing, lease payments, government fees and charges, etc), those amounts will be deducted before remittance to you, and DADSS will determine the order of any such deductions from the Fare (as between you and DADSS). DADSS reserves the right to adjust payment in relation to a particular Fare for reasons such as inefficient routes, failure to properly end a particular instance of Transportation Services in the Driver App, or technical error in the DADSS Services. In more serious situations, such as fraud, charges for Transportation Services that were not provided or User complaints, DADSS may cancel a Fare entirely or if the Fare has already been paid, require reimbursement of the Fare from you. DADSS reserves the right, in its sole discretion, to seek reimbursement from you if DADSS discovers payment processing errors. DADSS may obtain reimbursement of any amounts owed by you to DADSS by deducting from future Fares owed to you, debiting your card on file or your bank account on record, or seeking reimbursement from you by any other lawful means. You authorise DADSS to use any or all of the above methods to seek reimbursement.
As part of the DADSS Services, DADSS provides you with a system for delivering receipts to Users for Transportation Services rendered. Upon your completion of Transportation Services for a User, DADSS prepares and issues a receipt to the User via email on your behalf. It includes a breakdown of amounts charged to the User for Transportation Services and certain information about you (including your name, contact information, photo and the route taken). Any corrections to a User’s receipt for Transportation Services must be submitted to DADSS in writing within 3 business days after the completion of such Transportation Services. Absent such a notice, DADSS shall not be liable for any mistakes in or corrections to the receipt or for recalculation or disbursement of the Fare.
In consideration of DADSS’s provision of the DADSS Services to you, you agree to pay DADSS a service fee on a per Transportation Services transaction basis, which as at 1 December 2017, is calculated as a percentage of the Fare Calculation (“Service Fee”) (regardless of any Negotiated Fare). DADSS will provide you with notice via email or via the Driver App, of the Service Fee that applies to each Transportation Service that you provide. You acknowledge that, unless regulations applicable to your Territory require otherwise, taxes (in particular GST) will be calculated and charged on the Fare, and DADSS shall calculate the Service Fee on an amount equal to the Fare Calculation plus the amount of such taxes (in particular GST) that would be calculated on the amount of the Fare Calculation. You acknowledge and agree that DADSS may, in its sole discretion: (i) adjust the Service Fee; or (ii) introduce a new model to determine the Service Fee payable by you. DADSS will provide you with at least 14 days notice in the event of an increase to the Service Fee under (i) above or the introduction of a new Service Fee model under (ii) above. If either of these occurs, you have the right to terminate the Agreement immediately, without notice. Continued use of the DADSS Services after any such change in the Service Fee calculation shall constitute your consent to such change.
You acknowledge and agree that, for the mutual benefit of the parties, through advertising and marketing, DADSS and their affiliates may seek to attract new Users and to increase existing Users’ use of the DADSS App. You acknowledge and agree such advertising or marketing does not entitle you to any additional monetary amounts beyond the amounts expressly set forth in this Agreement.
a. You acknowledge and agree that you are required to: (a) complete all tax registration obligations and calculate and remit all tax liabilities related to your provision of Transportation Services as required by applicable law; and (b) provide DADSS with all relevant tax information requested of you by DADSS and/or each of their affiliates (including a valid Australian Business Number (ABN) and/or Goods and Services Tax (GST) registration number under which you provide Transportation Services, if obtaining such a valid ABN and/or GST registration number is required of you by applicable law). You further acknowledge and agree that you are responsible for taxes on your own earnings arising from your provision of Transportation Services, including without limitation, income tax and GST. Notwithstanding anything to the contrary in this Agreement, DADSS may in its reasonable discretion based on applicable tax and regulatory considerations, or as required under the law, collect and remit taxes resulting from your provision of Transportation Services and/or provide any of the relevant tax and other information you have provided pursuant to the foregoing requirements in this clause 12.1 directly to the applicable governmental tax authorities on your behalf or otherwise.
b. Unless expressly stated otherwise in this Agreement, all amounts payable or consideration to be provided under this Agreement by you to DADSS are exclusive of GST. If GST is payable on any supply by DADSS made under this Agreement, for which the consideration is not expressly stated to include GST, you agree to pay DADSS an additional amount equal to the GST at the same time that the consideration for the supply, or the first part of the consideration for the supply (as the case may be), is to be provided. In this Agreement, GST that is payable by DADSS includes GST that is payable by the representative member of DADSS’s GST group.
c. The parties agree that, for the purposes of the GST law, DADSS supplies to you the DADSS Services in sole consideration for the Service Fee. In addition, DADSS supplies to you a licence to use the Driver App under clause 19 for no consideration.
From time to time, DADSS may make an incentive payment(s) to you as consideration for your satisfaction of certain conditions as determined by DADSS in its discretion (“Conditions”). These Conditions may be included in promotional materials, and/or may be communicated to you, including via text message and email. You acknowledge and agree that any incentive payment(s) is made to you at DADSS’s sole discretion, subject to the Conditions.
You acknowledge and agree that DADSS may, in its sole discretion, charge other fees in addition to the Service Fee including, fees related to airports. DADSS will provide you with at least 14 days’ notice before it implements any such fees. Your use of the DADSS Services after the implementation of the new fees shall constitute your consent to DADSS charging such fees. If DADSS imposes or provides notice of an intention to impose a fee under this clause 14, you have the right to terminate the Agreement immediately, without notice. There are no fees payable to DADSS in connection with the Driver App and licence granted under clause 19.
You are responsible for the acquisition, cost and maintenance of your mobile device/s and any associated wireless data plans that you use to access the Driver App. Subject to this Agreement, DADSS grants you a personal, non-exclusive, nontransferable, non-sublicensable user right to install and use the Driver App on your device solely for the purpose of providing Transportation Services. This license shall immediately terminate in the event that you cease to provide Transportation Services using your mobile device, and you must then delete the Driver App from your mobile device. You agree not to give the Driver App or any associated data to anyone else. You agree that using the DADSS Services may consume very large amounts of data, and DADSS and DADSS advise that your mobile device should only be used under a data plan with unlimited, or at least very high, data usage limits. Neither DADSS or their affiliates, shall be responsible or liable for any fees, costs, or overage charges associated with any data plan.
This Agreement shall commence on the date that the Agreement is executed by you (electronically or otherwise) and will continue until terminated by you, DADSS, which any party can do (a) without cause at any time on 30 days’ prior written notice to the other parties; (b) immediately, without notice, for any other party’s material breach of this Agreement; or (c) immediately, without notice, in the event of the insolvency or bankruptcy of any other party, or upon such other party’s filing or submission of request for suspension of payment (or similar action or event) against the terminating party. In addition, DADSS may restrict you from using the DADSS Services and/or DADSS may deactivate or otherwise restrict you from accessing or using the Driver ID and/or Driver App immediately, without notice, in the event you no longer qualify, under applicable law or the standards and policies of DADSS and their affiliates, to provide Transportation Services or to operate the vehicle, or as otherwise set out in this Agreement.
Upon termination of the Agreement, you shall immediately delete and fully remove the Driver App from your mobile device(s). Outstanding payment obligations and all clauses 3, 4, 5, 11, 12, 17, 18, 19, 20, 22, 23, 24, 25, 27, 28, 29 and 34 and 35 shall survive any such termination.
Your personal information will be collected, used and shared in accordance with the DADSS Privacy Policy (located at privacy.DADSS.com/policy).
Subject to the terms and conditions of this Agreement, DADSS hereby grants you, for no consideration, a non-exclusive, royalty-free, non-transferable, non-sublicensable, non-assignable license, during the term of this Agreement, to use the Driver App in connection with the provision of the DADSS Services by DADSS solely for the purpose of providing Transportation Services to Users and tracking resulting Fares and fees. DADSS, its affiliates and respective licensors reserve all rights not expressly granted in this Agreement. The Driver App and all data related to the access and use of the DADSS Services (including all intellectual property rights in all of the foregoing) are and remain the property of DADSS, its affiliates or respective licensors. You shall not improperly use the DADSS Services or Driver App. You shall not use any of DADSS’s names, logos or marks for any commercial purpose except as DADSS expressly allows, nor shall you try to register or otherwise use or claim ownership over any of DADSS’s or its affiliates’ names, logos or marks. You shall not copy, modify, distribute, sell or lease any part of the Driver App, DADSS Services or related data, nor shall you reverse engineer or attempt to extract the source code of DADSS software, except if allowed by law.
This Agreement and any information provided by DADSS or DADSS to you, which DADSS or DADSS designates as confidential or which you should reasonably know should be treated as confidential, should be treated accordingly.
a. You agree to maintain during the term of this Agreement motor vehicle liability insurance on all vehicles which you operate at insurance levels that satisfy the minimum requirements to operate a private passenger vehicle on public roads within the Territory, as well as any other minimum motor vehicle liability insurance cover which DADSS requests you hold. You agree to provide DADSS with a copy of the insurance policy, policy declarations, proof of insurance identification card and proof of premium payment for the insurance policy required in this clause 21.1 upon request. Furthermore, you must provide DADSS with written notice of cancellation of any insurance policy required by DADSS. DADSS shall have no right to control your selection or maintenance of your policy. You must be a named insured or individually rated driver, for which a premium is charged, on the insurance policy required in this paragraph 21.1 at all times. You understand and acknowledge that your private passenger motor vehicle insurance policy, including any insurance coverage held via a commercial arrangement you have with a vehicle rental or leasing provider, may not afford liability, comprehensive, collision, medical payments, first or third party no fault personal injury protection, uninsured motorist, underinsured motorist or other coverage while you provide for any Transportation Services you provide pursuant to this Agreement. If you have any questions or concerns about the scope or applicability of your own insurance coverage, it is your responsibility, not DADSS’s, to resolve them with your insurer(s). DADSS may maintain during the term of this Agreement insurance related to your provision of Transportation Services as determined by DADSS in its reasonable discretion, provided that DADSS and its affiliates are not required to provide you with any specific insurance coverage for any loss to you or your vehicle. Should DADSS procure insurance related to your provision of Transportation Services, DADSS may cancel such coverage at its sole discretion at any time. You are required to promptly notify DADSS of any accidents that occur while providing Transportation Services and to cooperate and provide all necessary information.
b. In relation to the Transportation Services, you agree that you are not an employee, or a worker or a deemed worker for the purposes of any workers compensation laws and therefore acknowledge that DADSS do not, and are not required to, maintain or provide you with workers’ compensation insurance or maintain other occupational accident injury insurance on your behalf. You agree to maintain at your cost during the term of this Agreement workers’ compensation insurance or other occupational accident injury insurance (or the local equivalent) as required by any applicable law in the Territory (provided that the foregoing shall have no impact on the mutual understanding between you and DADSS and DADSS that you are a self-employed individual (including from a labour and social security perspective)) and otherwise comply with all statutory workers compensation requirements. If permitted by applicable law, you may choose to insure yourself against industrial injuries by maintaining occupational accident insurance in place of workers’ compensation insurance. Furthermore, if permitted by applicable law, you may choose not to insure yourself against industrial injuries at all, but do so at your own risk.
You shall indemnify, defend (at DADSS’s option) and hold harmless DADSS and their affiliates and each of their respective officers, directors, employees, agents, successors and assigns from and against any and all liabilities, expenses (including legal fees), damages, penalties, fines, social security contributions and taxes arising out of or related to: (a) your breach of your representations, warranties or obligations under this Agreement; or (b) a claim by a third party (including Users, regulators and governmental authorities) directly or indirectly related to your provision of Transportation Services or use of the DADSS Services (“Losses”). Your liability under this clause 22 shall be reduced proportionately if, and to the extent that, DADSS directly caused or directly contributed to any such Losses.
You shall comply with all of your obligations under tax and social security laws to the extent applicable to this Agreement. You shall indemnify DADSS and their affiliates from all tax liabilities, duties, levies, claims and penalties that may be imposed on you or on DADSS and/or their affiliates as a result of your failure to comply with any of your tax obligations, or for providing false information requested of you under clause 12.1. In particular, but without limitation to the foregoing, such taxes or duties shall include taxes, wages or other duties or withholdings (including any wage tax, social insurance premiums or employee insurance premiums) (“Tax Liabilities”) arising in the event that the relationship described in this Agreement, contrary to the intention and meaning of the parties, should be held to be an employment agreement between DADSS and you by the Dutch or Australian taxation, fiscal or social security authority or the taxation, fiscal or social security authority of any other country. The indemnity set out in this clause 23, insofar as it relates to a finding by a judicial body or legislative authority of competent jurisdiction that there is an employment relationship between you and DADSS or an affiliate of DADSS, applies only to that proportion of DADSS’s liability that directly or indirectly relates to or arises from you holding yourself out to be an employee of DADSS or any of their affiliates, or any other act or omission by you that is not expressly authorised by DADSS and would reasonably suggest to a third party that you are an employee of DADSS or any of their affiliates.
You hereby represent and warrant that: (a) you have full power and authority to enter into this Agreement and perform your obligations hereunder; (b) you have not entered into, and will not enter into, any agreement that would prevent you from complying with this Agreement; and (c) you will comply with all applicable laws in your performance of this Agreement, including holding and complying with all permits, licenses, registrations and other governmental authorisations necessary to provide Transportation Services under this Agreement, and passenger transportation services to third parties in the Territory generally.
This clause 25 applies only to the maximum extent permitted by applicable law, and does not (and is not intended to) override any rights that you have pursuant to applicable law, including the Australian Consumer Law. DADSS and their affiliates (as applicable) provide, and you accept, the DADSS Services and Driver App on an “as is” and “as available” basis, and do not represent, warrant or guarantee that the DADSS Services or Driver App will be uninterrupted or error free or will result in any requests for Transportation Services. DADSS and their affiliates function as ondemand lead generation and related service providers only and DADSS and their affiliates make no representations, warranties or guarantees as to the actions or inactions of the Users who may request or receive Transportation Services from you, and DADSS and their affiliates do not screen or otherwise evaluate Users. Notwithstanding the appointment of DADSS as the limited payment collection agent of you for the purpose of accepting payment from Users on your behalf as set forth in clause 8 above, DADSS and each of their affiliates expressly disclaim all liability for any act or omission of you, any User or other third party.
This clause 26 applies only to the maximum extent permitted by applicable law, and does not (and is not intended to) override any rights that you have pursuant to applicable law, including the Australian Consumer Law. DADSS and their affiliates do not guarantee the availability or uptime of the DADSS Services or Driver App. You acknowledge and agree that the DADSS Services or Driver App may be unavailable at any time and for any reason (e.g., due to scheduled maintenance or network failure). Further, the DADSS Services or Driver App may be subject to limitations, delays, and other problems inherent in the use of the internet and electronic communications, and DADSS and their affiliates are not responsible for any delays, delivery failures or other damages, liabilities or losses resulting from such problems.
This clause 27 applies only to the maximum extent permitted by applicable law, and does not (and is not intended to) override any rights that you have pursuant to applicable law, including the Australian Consumer Law. DADSS and each of their affiliates shall not be liable under or related to this Agreement for any of the following, whether based on contract, tort or otherwise, even if a party has been advised of the possibility of such damages: (i) any incidental, punitive, special, exemplary, consequential, or other indirect damages of any type or kind; or (ii) your or any third party’s property damage, or loss or inaccuracy of data, or loss of business, revenue, profits, use or other economic advantage. Except for DADSS’s (or an affiliate of DADSS’s) obligation to remit amounts owed to you pursuant to clause 8 above, but subject to any applicable limitations or other provisions contained in these Agreement, in no event shall the liability of DADSS and/or any of their affiliates under this Agreement exceed the amount of Service Fees actually paid to or due to DADSS in the 6 months immediately prior the event giving rise to such claim. You acknowledge and agree that any and all claims you have or purport to have against DADSS and/or their affiliates should be notified to DADSS and/or their affiliates within one (1) year after the event(s) that gave rise to such claim and that you forfeit all rights in respect of that claim if you fail to do so. This limitation of liability only applies to the extent the law allows.
a. DADSS is acting as the limited payment collection agent solely for the purpose of collecting payment from Users on your behalf, except as otherwise expressly provided herein. This Agreement is not an employment agreement, and does not create an employment, independent contractor or worker relationship (including from a labour law, tax law or social security law perspective), joint venture, partnership or agency relationship. You have no authority to bind DADSS and/or their affiliates, or hold yourself out as an employee, independent contractor, worker, agent or authorized representative of DADSS and/or their affiliates.
b. Where, by implication of mandatory law or otherwise, you may be deemed an employee, agent or representative of DADSS or any of their affiliates, you undertake and agree to indemnify, defend (at DADSS’s option) and hold DADSS, any of their affiliates harmless from and against any claims by any person, entity, regulators or governmental authorities based on such implied employment, agency or representative relationship. The indemnity set out in this clause 28.2, insofar as it relates to a finding by a judicial body or legislative authority of competent jurisdiction that there is an employment relationship between you and DADSS or any of their affiliates, applies only to that proportion of DADSS’s liability that directly or indirectly relates to you holding yourself out to be an employee of DADSS or any of their affiliates, or any other act or omission by you that is not expressly authorised by DADSS and would reasonably suggest to a third party that you are an employee of DADSS or any of their affiliates. You expressly agree that where required or implied by applicable law or otherwise, you may be deemed an employee, agent or representative of DADSS or an Affiliate of DADSS any payments made to you will be taken to be inclusive of (i) superannuation contribution amounts; and (ii) amounts equivalent to all taxes (including but not limited to income taxes) payable by you in respect of those payments, in each case that DADSS (or any of their affiliates) may otherwise be required to pay under applicable law.
You hereby acknowledge and agree that, by using the DADSS Services, or downloading, installing or using the Driver App, you are bound by any future amendments and additions to this Agreement, information referenced at hyperlinks herein, or documents incorporated herein, including with respect to Fare Calculations. Continued use of the DADSS Services or Driver App after any such changes shall constitute your consent to such changes. Invalidity of any provision in this Agreement does not affect the rest of this Agreement. Each of DADSS may assign or transfer this Agreement or any or all of their respective rights or obligations hereunder, in whole or in part, without your prior consent (you may not, however, as the Agreement needs to remain with you). Should DADSS do so, you have the right to terminate this Agreement immediately, without prior notice. Each of DADSS may subcontract its rights and obligations under this Agreement. This Agreement, including the recitals and all supplemental terms, constitutes the entire agreement and understanding of the parties with respect to its subject matter, and replaces and supersedes all prior or contemporaneous agreements or undertakings on this subject matter. In this Agreement, “including” and “include” mean “including, but not limited to.”
DADSS reserve the right to modify the terms and conditions of this Agreement at any time, effective upon publishing an updated version of this Agreement on the online portal available to you on the DADSS Services. DADSS and DADSS reserve the right to modify any policies or information referenced at hyperlinks from this Agreement from time to time. DADSS will provide you with at least 14 days’ notice in the event of a material change to any clause of the Agreement, provided that in such event you shall have the right to terminate the Agreement immediately upon receiving notice from DADSS. You hereby acknowledge and agree that, by using the DADSS Services, or the Driver App, you are bound by any future amendments and additions to this Agreement, information referenced at hyperlinks herein, or documents incorporated herein, including with respect to Fare Calculations. Continued use of the DADSS Services or Driver App after any such changes shall constitute your consent to such changes.
Supplemental terms may apply to your use of the DADSS Services, such as use policies or terms related to certain features and functionality, which may be modified from time to time (“Supplemental Terms”). You may be presented with certain Supplemental Terms from time to time. Supplemental Terms are in addition to, and shall be deemed a part of, this Agreement. DADSS will provide you with 14 days’ notice in the event that it adds or modifies Supplemental Terms in a manner that it reasonably considers materially alters your rights under the Agreement, provided that in such event you shall have the right to terminate the Agreement immediately upon receiving notice from DADSS. Supplemental Terms shall prevail over this Agreement in the event of a conflict.
You acknowledge that there are no third party beneficiaries to this Agreement except for DADSS’s and affiliates. Nothing contained in this Agreement is intended to or shall be interpreted to create any third party beneficiary claims, except with respect to DADSS’s and affiliates.
Any notice delivered by DADSS to you under this Agreement will be delivered by email to the email address associated with your account or by posting on the Driver App or the online portal available to you on the DADSS Services. Any notice delivered by you to DADSS under this Agreement must be delivered by contacting DADSS at t.DADSS.com/partner-contact. Additional Territory-specific notices may be required from time to time.
Any dispute, conflict or controversy, howsoever arising out of or broadly in connection with or relating to this Agreement, including those relating to its validity, its construction or its enforceability, shall be first mandatorily submitted to mediation proceedings under the International Chamber of Commerce Mediation Rules (“ICC Mediation Rules”). If such dispute has not been settled within sixty (60) days after a request for mediation has been submitted under such ICC Mediation Rules, such dispute can be referred to and shall be exclusively and finally resolved by arbitration under the Rules of Arbitration of the International Chamber of Commerce (“ICC Arbitration Rules”). The ICC Rules' Emergency Arbitrator provisions are excluded. The dispute shall be resolved by one (1) arbitrator to be appointed in accordance with the ICC Rules. The language of the arbitration shall be English. The existence and content of the mediation and arbitration proceedings, including documents and briefs submitted by the parties, correspondence from and to the ICC, correspondence from the mediator, and correspondence, orders and awards issued by the sole arbitrator, shall remain strictly confidential and shall not be disclosed to any third party without the express written consent from the other party unless: (i) the disclosure to the third party is reasonably required in the context of conducting the mediation or arbitration proceedings; and (ii) the third party agrees unconditionally in writing to be bound by the confidentiality obligation stipulated herein. Nothing herein limits or excludes (nor is intended to limit or exclude) any statutory rights that you may have under applicable law, including the Australian Consumer Law, that cannot be lawfully limited or excluded.
Except as otherwise set forth above, these Agreement shall be exclusively governed by and construed in accordance with the laws of New South Wales, excluding its rules on conflicts of laws. The Vienna Convention on the International Sale of Goods of 1980 (CISG) shall not apply. By clicking “Yes, I accept” or signing below (as such may be required by applicable law), you expressly acknowledge that you have read, understood, and taken steps to thoughtfully consider the consequences of this Agreement, that you agree to be bound by the terms and conditions of the Agreement, and that you are legally competent to enter into this Agreement with DADSS.
