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B-78, JANTA COLONY, JAIPUR.
CIN: U29100RJ2026PTC111253 | GSTIN: 08AAOCB4022C1Z1
Email: info@bviera.com | +91 9829288044
This Transportation Agreement ("Agreement”) is made on the Execution Date ______________ BY AND BETWEEN Companies Act, 2013 and having its registered office at B - 78, Opp SJ Public School, Janta Colony, Adarsh Nagar, Jaipur, 302004, Rajasthan (hereinafter referred to as the " Company ", which expression shall, unless repugnant to the context or meaning thereof, include its successors and permitted assigns) of the FIRST PART ;
The individual who creates, registers, or maintains a user account on the Company's website, mobile application, or o ther digital platform and electronically accepts this Agreement ("User"), whose identity and other particulars shall be as provided by such User during the account creation, registration, verification, or onboarding process and as recorded in the Company's records from time to time (hereinafter referred to as the "Renter" , which term shall, unless repugnant to the context or meaning thereof, include such User's legal heirs, executors, administrators, representatives, and permitted assigns), of the OTHER PAR T .
The Company and the Rider shall hereinafter collectively be referred to as the " Parties " and individually as a " Party ".
WHEREAS
A. The Company, inter alia, owns, operates and manages a technology - based mobility platform through its website, mobile application and other digital interfaces facilitates the provision of transportation services and related mobility solutions to merchants, business partners, customers and other authorized users.
B. The Renter has a pproached the Company with the intention of enrolling on the Portal and has represented that he/she is the lawful owner, lessee or otherwise legally entitled to use and operate the electric vehicle(s) proposed to be deployed under this Agreement, possesses the requisite skills, qualifications, licences and experience for operating such vehicle(s), and is willing to make such vehicle(s), together with his/her driving services, available for carrying out transportation services as may be assigned through the Portal from time to time.
C. The Company, relying upon the representations, warranties, declarations, undertakings and assurances provided by the Renter, has agreed to permit the Renter to enrol on the Portal and to make available transportation assignments t o the Renter from time to time. The Renter shall personally operate the electric vehicle(s) while performing the transportation services and shall at all times remain solely responsible for the operation, safety, maintenance and lawful use of such vehicle( s), subject to the terms and conditions of this Agreement.
D. The Parties acknowledge that the Company merely owns and operates the technology platform facilitating the engagement of transportation services and that the Company does not exercise day - to - day co ntrol over the manner in which the Renter performs the transportation services, except to the extent necessary to ensure compliance with applicable laws, service standards, safety requirements, operational guidelines and the terms of this Agreement.
E. Based upon the mutual representations, covenants and undertakings contained herein, and intending to be legally bound, the Parties have agreed to execute this Agreement setting out the rights, obligations and responsibilities governing their relationship.
NOW TH EREFORE THIS AGREEMENT WITNESSETH AS UNDER
1.1. "Applicable Law(s)" means any statute, law, regulation, ordinance, rule, judgment, rule of law, order, decree, ruling, bye - law, approval of any Governmental Authority, directive, guideline, policy, clearance, requirement or other governmental restriction or any similar form of decision of or determination by, or any interpretation or administration having the force of law of any of the foregoing by any Governmental Authority having jurisdiction over the matter in question, whether in effect as of the Effective Date or come in to effect thereafter;
1.2. "Third Party" means a Person who is not a party to this Agreement.
1.3. "Person" means any individual, sole proprietorship, unincorporated association, body corporate, corporation, company, partnership, limited liability company, joint venture, Governmental Authority or trust or any other entity or organization.
The in terpretation and construction of this Agreement shall be subject to the following:
2.1. Any capitalized term defined elsewhere in this Agreement shall, unless the context otherwise requires or is inconsistent with such definition, have the meaning assigned to it wherever used in this Agreement.
2.2. The headings, titles and captions contained in this Agreement and its Schedules are inserted solely for convenience of reference and shall not affect, limit, modify or otherwise influence the interpretation, constructio n or meaning of any provision of this Agreement.
2.3. Unless the context otherwise requires, words importing the singular shall include the plural and vice versa; words importing one gender shall include every other gender;
references to a person shall include any individual, sole proprietorship, partnership, limited liability partnership, company, corporation, association, trust, statutory authority, government body or other legal entity, whether incorporated or unincorporated, and vice versa.
2.4. Unless expressly provided otherwise, all references in this Agreement to Clauses, Annexures, Schedules, Exhibits or Appendices shall be construed as references to the respective Clauses, Annexures, Schedules, Exhibits or Appendices forming an integral and inseparable part of this Agreement, and each such document shall have the same force and effect as though expressly incorporated into the body of this Agreement.
2.5. Any obligation on a Party not to do any act or thing shall be deemed to include an obligation not to permit, au thorize, facilitate, procure, encourage, assist or suffer any third party, directly or indirectly, to do such act or thing on its behalf or for its benefit, and the Party shall remain fully responsible and liable for any breach committed through or by any such third party as if such breach had been committed by the Party itself.
2.6. Any grammatical variation, derivative or cognate expression of a defined term shall bear the same meaning as the corresponding defined term unless the context otherwise requires.
2.7. Un less the context expressly requires otherwise, the words "include", "includes", "including", "such as", "for example", "in particular", or similar expressions shall be construed as being followed by the words "without limitation" or "without prejudice to t he generality of the foregoing", and shall not be interpreted as limiting the scope of the preceding words.
2.8. The expressions "hereof," "herein," "hereunder," "hereby," "hereto," "herewith," and other words of similar import shall, unless otherwise expressly stated, refer to this Agreement as a whole and not merely to the particular Clause, Schedule or provision in which such expressions appear.
2.9. Any reference in this Agreement to "writing", "written" or "in writing" shall include printing, typing, electronic mail (e - mail), digitally generated documents, scanned copies, electronic signatures, electronic records, and any other mode of reproducing words in a permanent, legible and reproducible form capable of being retained for future reference. Any reference in t his Agreement, to consent or approval or similar connotation, unless expressly stated otherwise, shall be in writing, and shall include electronic email communications.
2.10. Wherever this Agreement requires any consent, approval, authorization, confirmation, no tice, instruction, communication or acceptance to be given, such consent, approval or communication shall, unless expressly stated otherwise, be made in writing and may be transmitted through physical documents, electronic mail, the Company's Portal, Mobil e Application, digital platform or any other electronic mode approved by the Company. Any such electronic communication shall constitute valid and legally binding communication between the Parties.
2.11. Any reference to any statute, enactment, legislation, regu lation, rule, notification, circular, ordinance, guideline or other applicable law shall include all amendments, modifications, substitutions, consolidations, re - enactments or replacements thereof from time to time and shall further include all subordinate legislation, rules, regulations, notifications, orders and directions issued thereunder.
3.1. The Company shall, based on the information provided by the Renter, register and enlist such Renter on its Portal/App for the purposes of rendering the services of transportation of electric vehicle to the Company for the purpose of further providing transportation services. (Transportation Services").
3.2. The Renter acknowledges and agrees that all rights, obligations and liabilities of the Renter and Company shall be governed in accordance with this Agreement and the Renter terms and conditions available at the Portal/App and the offices of Company.
The Renter hereby represents that he has read and understood this Agreement fully and the te rms contained therein are agreeable to him.
3.3 The Renter hereby acknowledges and agrees that it is working in the capacity of a freelance service provider and not as an employee of the Company. It is hereby clarified that the Company will not be liable and t hat the Renter shall not be entitled to claim any benefits arising under any of the labour legislations applicable to the Business Associate including, but not limited to Employees Provident Funds and Miscellaneous Provisions Act, 1952, Employee State Insu rance Act, 1948, Employee's Compensation Act, 1923, Payment of Gratuity Act, 1972 and Payment of Bonus Act, 1965.
3.4 The Company will calculate the "Service Fee" (payout) for carrying out transportation services by the Renters, basis the SLAs of the Merchant. , the Company will make payments to such Renter and the requisite amount will be transferred to the account of the Renter, as notified by the Renter to the Company in writing and any refunds dues to the Renter shall be refunded in accordance with the proce sses under the App as and when amended on the portal/App. It is hereby clarified that Tax Deduction at Source ("TDS") on such amount will be deducted by the Company for the transportation services. For clarity Service Fee shall be the sum of payout of the Renter for providing further transportation services, which shall be subject to any deductions including but not limited to any SLA penalties by the Merchant, any damage or repair cost or any other applicable charges as per the Company's policy, etc,
3.5 The P arties hereby agree that the Company shall have the right to take the appropriate legal actions in event of any non - compliance and loss/damage/theft of asset by the Renter in possession of the Renter while the Renter perform its Services.
3.6 The Renter hereby agrees that it shall be responsible for and shall bear the costs of any damage to the product/goods, or loss of vehicle and the properties provided by Company and/or the Merchant, including but not limited to the vehicle, helmet, battery or any other asse t "property/properties" while providing Renter its Services to Merchant.
Renter shall indemnify, defend and hold harmless the Company, its partners, employees and agents from and against all losses incurred or suffered by any such parties that arise from any breach or non - fulfilment of any of the covenants, undertaking or obligation of the Renter under this Agreement including but not limited to any accident or incident specifically any fire incident while or due to charging of battery of the ve hicle at home or anywhere else.
5.1. The Renter shall make himself available to provide services under this Agreement as and when requested by the Merchants via the Portal/App .
5.2. The Rider represents and warrants that he/she holds, and shall at all times during the Term of this Agreement maintain, a valid driving license authorizing the operation of the Vehicle in accordance with Applicable Law. The Rider shall, upon the Company's request, furnish a copy of such driving license for verif ication and shall immediately notify the Company of any suspension, cancellation or expiry thereof. Failure to maintain or produce a valid driving license shall entitle the Company to suspend or terminate this Agreement without any liability.
5.3. The Renter shall undertake the transportation Services by himself and shall not delegate the same to any individual or a Third Party.
5.4. All the expenses incurred in relation to providing transportation Services shall be borne by the Renter, unless otherwise agreed by t he Company.
5.5. The Renter shall not be entitled to claim any reimbursement of hospitalisation / hospital bills that may be incurred by the Renter while rendering transportation Services or incurred by his family members for any unfortunate accidents or severe illness, during the term of this Agreement.
5.6. The Renter shall return any and all the properties which is provided by the Company to the Renter after the expiry of the Term of this Agreement or earlier termination of this Agreement.
5.7. The Renter shall maintai n and handle the property given by company with reasonable and due care and manner and shall not or cause break, damage, destruct, misuse, tamper, alter, reverse engineer or involve in theft or any other criminal or similar activities in relation or involv ing such property.
1. The Renter is capable of entering into this Agreement, pursuant to the Indian Contract Act, 1872. The Re nter further clarifies that as on the date of this Agreement the Renter has attained the age of 18 years.
2. The Renter has the power and authority to execute this Agreement and to carry out its obligations under this Agreement.
3. The Renter holds and possess a valid driving license under the Applicable Law for the vehicle allotted to the Renter for providing transportation Services.
4. Renter has the requisite expertise and skills to undertake the obligations under this Agreement.
5. The information provided by the R enter is true and correct and no such information has been withheld which can affect the performance by the Renter of his obligations under this agreement.
6. The Renter has not been convicted by any court in India or any other country for any crimes includin g but not limited to moral turpitude. The Renter further represents that the Renter is not a party to any pending litigation, which shall affect his obligations under this Agreement. If any is found to be false and misleading, the Renter shall be held liab le for the same.
7. The execution and delivery of this Agreement and promises and undertaking contained herein will not violate any law, rule, regulation or order applicable to the Renter or violate or contravene the provisions of or constitute a default under any documents, contracts, agreements or any other instruments to which the Renter is a party or which are applicable to the Renter.
8. This Agreement when executed, constitutes legal, valid and biding obligations of the Renter under this Agreement enfor ceable in accordance with its terms.
9. The Renter acknowledge, agrees and undertakes that the Company shall not be liable for any accident or incident specifically any accident or incident during or due to the charging of the Battery of the vehicle at home o r anywhere else.
10. It has the right, power and authority to execute and deliver, and to exercise its rights and perform its obligations under this Agreement.
11. This Agreement when executed, constitutes legal, valid and biding obligations of the Company under this Agreement enforceable in accordance with its terms.
12. The Company shall not exercise operational supervision on the activities of the Renter so long as the Company's renutation and goo dwill is not damaged.
Except as provide in the above clause, the Company disclaims all representations and warranties to the Renter, of any kind, whether express or implied as to condition, suitability, quality, merchant ability and fitness for any purposes in respect of the Portal or the services provided through the Portal and/ or the Merchant.
To the extent permissible under Applicable Laws, Company disclaims and shall disclaim all liabilities, whether civil, criminal, torturous, or otherwise , that may accrue as a consequence of the breach by the Renter: . of any of the Applicable Laws in respect of Transportation Services provided in terms of this Agreement; of the duty of care the Renter owes to the Merchants) while providing Transportation Services under this Agreement.
The Company does not warrant to the Renter that the Renter will be able to use the Portal at all times or on all the locations or that the Portal and the Services will be uninterrupted or virus - free or error - free or free from any malicious software and that the defects will be corrected by the Company.
The Renter is attached to the platform wherein it is non incumbent to the place, time, good/products.
Any confidential or proprietary information of either Party whether of a technical, business or other nature, including, but not limited to customer information/ customer data, trade secrets, know how, technology and information relating to customers, business plans, promotional and marketing activities, finances and other business affairs, including but not limited to this Agreement disclosed to the receiving Party by the disclosing Party, including Confidential information disclosed before the date of enlisting the Renter on the Portal, will be treated by the rec eiving Party as confidential and proprietary. This Agreement shall be considered Company's Confidential Information. Unless specifically authorized by the disclosing Party, the receiving Party will:
7.1. Not use such Confidential Information except as authorized by the disclosing Party;
7.2. Not disclose such Confidential Information to any Third Party; and
7.3. Protect such Confidential Information from unauthorized use and disclosure to the same extent as its own Confidential Information of a similar nature.
7.4. Th e provisions of this Clause shall not apply to:
a. when disclosure of the Confidential Information is required by a governmental authority or in the opinion of its counsel, by other requirements of Applicable Laws or in order to comply with any official direc tive or guideline, whether or not having the force of law, b. Such Confidential Information is in the public domain through no breach or default on the part of the Parties to the Agreement and to the extent it is in the public domain the confidentiality oblig ation in this clause shall cease to apply to such confidential information; or c. any of such Confidential Information was previously known or already in the lawful possession the other Parties.
d. The provisions of this Clause shall survive termination of the Agreement and shall continue in full force and effect for a period of [3 (three) years].
8.1. The Renter shall be responsible for any and all losses, liabilities, damages, injuries, claims, charges and costs, whether tangible or intangib le ("Losses"), to persons or property that in any way arise out or relate to the Transportation Services provided by the Renter and the Company disclaims any liability for the same.
8.2 Further The Renter shall also be liable for liquidated damages, compensati on and/ or any penalties due to the breach of any clause by the Renter under this agreement, specifically Clause 5 " Obligations of the Renter" and Clause 6 Representation and Warranties and the Company shall have to right to recover such liquidated damage s, compensation and/ or any penalties, charges, immediately on such occurrence of breach or anytime after the knowledge of such breach.
8.3 In the event of any act undertaken by the Renter leads to the defamation of the Company, the Renter shall be liable to p ay a fine to the extent of INR 10,000 (Indian Rupees Ten Thousand only) to the Company.
8.4 This Agreement shall be valid until termination from the Effective Date or at the end of the engagement between the parties.
8.5 The agreement may be renewed by mutual cons ent on such terms and conditions which may be agreed between the parties
This Agreement shall be terminated in any manner as provided in the termination clause of the agreement including without limitation, in the following manner :
9.1. This Agreement shall be terminated forthwith in the event the Renter declines any modified/amended Renter agreement; and
9.2. This Agreement shall be terminated by the Company forthwith in the event the Renter doing any misconduct or an y damage/defamation to t he company's brand/Image/product.
9.3. Breach of terms of this Agreement by the Renter;
9.4. Breach of representations and warranties provided in this Agreement by the Renter;
9.5. Drunk while on duty and drunken behaviour or any other morally offensive behaviour by the Renter;
9.6. Any action or omission by the Renter which can cause legal or contractual liability upon the Company including but not limited to customer complaints, unsatisfactory feedback of the Merchant(s), negligence and any such action which is not permitted under the Applicable Laws;
Except as otherwise provided in this Agreement, it is clearly understood and accepted by both Parties that the Company and the Renter are independent contractors and that this Agreement and the contract between the Pa rties evidenced by it are on "principal to principal" basis. Nothing herein contained shall be construed or understood as constituting either Party hereto as the employer, agent or representative of the other under any circumstances.
11.1 This Agreement may be modified or amended by the Company, at any time and in its sole and absolute discretion. Any amendment or modification in the Agreement shall be notified to the Renter through the Portal/App, which the Renter shall be required to either ac cept or reject and continuous use of the Portal/App by the Renter shall be deemed as acceptance of the modified terms.
11.2 It is further clarified that in the event the Renter chooses to decline the modified/amended Agreement, this Agreement shall stand termin ated forthwith.
11.3 Binding effect: This Agreement shall be binding upon and inure to the benefit of the Parties and their respective successors and assigns.
11.4 Waiver: The waiver or failure of the Company to exercise in any respect any right provided for in this Agreement shall not be deemed a waiver of any further right under this agreement.
12.1 Any notice or other communication to be given or made under or in connection with this Agreement (each, a "Notice") shall be in English, in writing and signed by or on behalf of the person giving it.
12.2 Service of a notice must be effected by one of the following methods:
12.3 F irst transmitted by electronic email and then confirmed by postage, prepaid registered post with acknowledgement due or by recognized courier service ; or
12.4 S ent by postage, prepaid registered post with acknowledgement due or by recognized courier service at company address.
12.5 All notices shall be deemed to have been validly given on (i) the business date immediately after the date of transmission with conf irmed answer back, if transmitted by electronic transmission, or (ii) the business date of receipt, if transmitted by courier or registered airmail .
12.6 Either Party may change its address or representative for receipt of notices provided that it gives not les s than 30 (Thirty) days prior written notice. Until the end of such notice period, service on either address shall remain effective.
13.1 Any the disputes arising out or in connection with this Agreement including any question regarding it existence, validity or termination ("Dispute") shall be resolved amicably or by bilateral arrangements between the Parties at all the times.
13.2 This Agreement and the rights and obligations of the Parties hereunder shall be construed in accordance with and be governed by the laws of India. I n the event the Dispute between the Parties is not resolved within 30 (thirty) days of such Dispute having arisen, the courts at Jaipur , Rajasthan shall have exclusive jurisdiction over all the matters arising out of this Agreement.
In the event that any term, condition, or provision of this Agreement is held to be or becomes void or otherwise unenforceable for any reason under any Applicable Law, statute, or regulation, the same shall be deemed to be omitted from this Agreement and shall be of no force and effect and the validity and/or enforceability of the remaining provisions of this Agreement shall not in any way be affected or impaired as a result of that omission. Notwithstanding th e above, in the event of any such omission, the Parties shall negotiate in good faith and formulate a mutually acceptable and satisfactory alternative provision in place of the provision so omitted, to the full extent possible.
This Agreement may be executed in two counterparts, each of which shall be original, but such counterparts shall together constitute one and the same Agreement .
The Company shall be entitled to transfer all its rights, obligations and liabilities i n this Agreement. Renter shall not be entitled to assign this Agreement in favor of any Person without obtaining prior written consent of the Company.
Except as otherwise expressly specified in this Agreement, each Party shall bear its own costs in relation to the negotiation, preparation and completion of the terms of this Agreement. The cost of stamp duty on this Agreement will be borne by the Company.
This Agreement shall be deemed to have been duly executed and entered into between the Company and the Renter/User when the Renter/User, after being provided access to the terms and conditions of this Agreement, clicks on the “I Accept”, “Accept &
Continue”, “Agree”, “Confirm” or any other similar button or checkbox provided on t he Company's website, mobile application, or other digital platform.
By clicking such button or checkbox, the Renter/User expressly confirms that he/she has read, understood, and agreed to be legally bound by all the terms and conditions of this Agreement and provides his/her free and informed consent to enter into this Agreement with the Company.
The electronic acceptance of this Agreement by the Renter/User shall constitute a valid and binding acceptance and execution of this Agreement by the Renter/User and shall have the same legal effect as if the Renter/User had physically signed a written copy of this Agreement, subject to Applicable Law.
The date and time on which the Renter/User electronically accepts this Agreement shall be deemed to be the date and time of execution of this Agreement by the Renter/User.
The electronic record of such acceptance, together with the User's account details and other relevant records maintained by the Company, shall constitute evidence of such acceptance and execution.
IN WITNESS WHEREOF, the Parties have entered into this Agreement electronically in the manner set out above.
By its duly authorised representative
Electronically accepted by clicking th e applicable acceptance button/checkbox on the Company's digital platform.