FROM July , 2019

IF THIS DOCUMENT IS NOT IN A LANGUAGE THAT YOU UNDERSTAND, YOU SHALL CONTACT FARAS. FAILURE TO DO SO WITHIN 12 (TWELVE) HOURS FROM THE TIME OF RECEIPT OF THIS DOCUMENT AND YOUR ACCEPTANCE OF THIS DOCUMENT BY CLICKING ON THE ‘I AGREE’ BUTTON SHALL BE CONSIDERED AS YOUR UNDERSTANDING OF THIS DOCUMENT.

AGREEMENT

THIS ELECTRONIC RECORD IS GENERATED BY A COMPUTER SYSTEM AND DOES NOT REQUIRE ANY PHYSICAL OR DIGITAL SIGNATURES. BY CLICKING ON THE “I AGREE” BUTTON ON THIS ELECTRONIC CONTRACT, YOU ARE CONSENTING TO BE BOUND BY THIS SUBSCRIPTION AGREEMENT ALONG WITH THE VARIOUS EXHIBITS ATTACHED TO THE SUBSCRIPTION AGREEMENT. PLEASE ENSURE THAT YOU READ AND UNDERSTAND ALL THE PROVISIONS OF THIS SUBSCRIPTION AGREEMENT AND EXHIBITS BEFORE YOU START USING THE PORTAL, AS YOU SHALL BE BOUND BY ALL THE TERMS HEREIN UPON CLICKING ON THE “AGREE BUTTON ON THIS ELECTRONIC CONTRACT. IF YOU DO NOT ACCEPT ANY OF THE TERMS CONTAINED HEREIN, THEN PLEASE DO NOT USE THE PORTAL OR AVAIL ANY OF THE SERVICES BEING PROVIDED THEREIN. YOUR AGREEMENT TO THE SUBSCRIPTION AGREEMENT SHALL OPERATE AS A BINDING AGREEMENT BETWEEN YOU AND FARAS IN RESPECT OF THE SERVICES OF THE PORTAL.

This Agreement is made between FARAS which expression shall mean and include its representatives, successor’s in–office, Affiliates and assigns) on the ONE PART; AND

A transport service provider who is a taxi operator, which provides vehicles on hire and is desirous of listing itself and its fleet of vehicles on FARAS, details of which are provided in Exhibit A (“Vehicle(s)”), so as to provide transportation services through the Vehicle(s) to the users of Portal. The transport service provider has represented that the transport service provider fulfills the eligibility criteria annexed hereto as Exhibit D and is in compliance with all applicable laws for the provision of transport services through the Portal.

OR A transport service provider who is a driver, desirous of listing himself and his vehicle on the Portal, details of which are provided in Exhibit A (“Vehicle(s)”), so as to provide transportation services through his Vehicle(s) to the users of Portal. The transport service provider has represented that the transport service provider fulfills the eligibility criteria annexed hereto as Exhibit D and is in compliance with all applicable laws for the provision of transport services through the Portal.

(hereinafter referred to as the “Transport Service Provider”) of the OTHER PART.

FARAS and the Transport Service Provider shall hereinafter individually be referred to as “Party” and collectively as “Parties”.

Exhibits ‘A’, ‘B’, ‘C’ and ‘D’ are collectively referred to as ‘Exhibits’.

WHEREAS FARAS owns and operates an online market place called “FARAS” an online booking platform, and any upgrades from time to time and any other software that enables the use of the application or such other URL as may be specifically provided by FARAS (“Portal”) that lists and aggregates the cab service providers and motor cabs registered with it.

AND WHEREAS on the basis of the representations and warranties provided by the Transport Service Provider, FARAS has agreed to list the Transport Service Provider and the Vehicle(s) on the Portal (“Service Provider App”) to enable the Transport Service Provider to provide transport services (“Transport Services”) through ‘Service Provider’s App’ in accordance with the terms and conditions as hereinafter provided.

NOW THEREFORE THE PARTIES HERETO AGREE AS FOLLOWS

1. Scope and Obligations
2. The execution of this Agreement and providing the details in Exhibit A (hereinafter referred to as “Registration Data”) shall effect in the registration of the Cab Service Provider and the Vehicle(s) with FARAS and shall make the Cab Service Provider eligible for an online account on the Service Provider’s App (“Account”) for providing Transport Services through the Service Provider’s App.
3. The Transport Service Provider and Vehicle(s) registration with FARAS shall at all-time be subject to compliance with the requirements set out in Exhibit D and Exhibit B respectively. The Transport Service Provider and Vehicle(s) registration with FARAS shall further be subject to such other details and documents in respect of the Transport Service Provider and the Vehicle(s) as is more fully described in Exhibit A. The Transport Service Provider hereby understands and consents to the collection, storage and sharing any information extracted therefrom with Third Party Vendors and any other Authorities, for the process of onboarding and background verification.
4. The Transport Service Provider acknowledges and agrees that all rights, obligations and liabilities of the Transport Service Provider and FARAS shall be governed in accordance with this Agreement and the Transport Service Provider terms and conditions available at the offices of FARAS (“Transport Service Provider T&C”) and, a copy of which is annexed as Exhibit B to this Agreement. The Transport Service Provider hereby represents that the Transport Service Provider has read and understood this Agreement and the Transport Service Provider T&C fully and the terms contained therein are agreeable to the Transport Service Provider.
5. Device

For registration on the Service Provider App, the device of such model and functionality as may be specified and notified by FARAS to the Transport Service Provider, more specifically set out under the Commercial Term Segment in Exhibit C, the Transport Service Provider must bring his own device. The Transport Service Provider hereby agrees that Device shall be switched on during the performance of the Service without being any exceptions whatsoever. The provisions relating to Device shall be as set out below-

. Device: For registration on the Service Provider App, the Transport Service Provider may bring his own Device, of such model and functionality as may be specified and notified by FARAS to the Driver .In such event FARAS will assist the Transport Service Provider in installing the Service Provider App in the Device brought by the Transport Service Provider after FARAS verifies that the Device meets the requirements and specifications as required by FARAS. FARAS shall also instruct the Transport Service Provider in the use of the Device in respect of the Service Provider App and Portal, if required. If the Device is stolen, the Transport Service Provider shall ensure that the Service Provider App and his Account is immediately blocked, suspended or deactivated. In such event, the Transport Service Provider shall approach FARAS’s designated offices with a new Device for installation of the Service Provider App in the new Device and charge such fee as may be determined by FARAS under clause II(4) of this Agreement.

2. The Transport Service Provider shall not use the Device for any illegal or unlawful purposes and shall use the Device solely in accordance with the terms of this Agreement. The Transport Service Provider shall solely be responsible and liable for any violations of law committed by the Transport Service Provider, misuse of the Device and misuse of the sim card used in the Device.
3. In the event the Service Provider App is not functioning properly on the Device, the Transport Service Provider shall immediately deposit the Device only at FARAS’s designated offices for any malfunctions with the Service Provider App and compatibility of the Device with the Service Provider App.
4. If the Device is damaged and is not repairable due to any act or omission of the Transport Service Provider, the Transport Service Provider shall immediately approach only FARAS’s designated offices with a new the Device for installation of the Service Provider App on the new Device. In this connection, FARAS may charge such fees as may be determined by FARAS for re-installation of the Service Provider App in the Device.

III. Representations and Warranties

1. The Transport Service Provider represents and warrants that the Transport Service Provider is the registered owner or the lessee, as the case may be, of the Vehicle(s) and permit holder for the provision of Transport Services of the Vehicle(s).
2. The Transport Service Provider represents and warrants that the Transport Service Provider has all requisite power and authority to deliver and perform the obligations imposed herein.
3. The Transport Service Provider hereby expressly agrees that the Transport Service Provider shall not use the Device for any illegal purposes.
4. The Transport Service Provider warrants that the Devices will be used only for the purpose set out under this Agreement.
5. Disclaimer

1) FARAS does not warrant to the Transport Service Provider that the Transport Service Provider will be able to use the Service Provider App on the Portal at all times or locations or that the Service Provider App on the Portal and the Transport Services provided through the Service Provider App on the Portal will be uninterrupted or virus-free or error-free or free from any technical glitches or malicious software and that the defects will be corrected by FARAS.

1. Payment Terms

In consideration of FARAS providing the Transport Service Provider’s and the Vehicle’s information on the Portal, and for enabling the Transport Service Provider to provide Transport Services through Service Provider App on the Portal, various payments, more particularly set out in the Commercial Terms Segment annexed hereto as Exhibit C, between the Transport Service Provider and FARAS (“Fees”) shall be settled in the manner set out and paid in the manner set out in the Commercial Terms Segment annexed hereto as Exhibit C.

1. Confidentiality

The Transport Service Provider acknowledges that pursuant to this Agreement, the Transport Service Provider will have access to confidential information of FARAS and its affiliates, which has been provided by FARAS. The Transport Service Provider undertakes to keep confidential all data and other confidential information of FARAS and shall not sell or otherwise make that information available to any third party.

Confidential information shall mean and include all information, whether verbal or written, disclosed to the Transport Service Provider by FARAS or Portal users, as the case may be, but not be limited to Portal users details , Market information, all work products and documents related thereto, the contents of the Service Provider App / Portal or any other information, whether provided orally or in writing, received or to be received by the Transport Service Provider. Further, the Confidential Information at no times can be disclosed to any party in the same or similar business as that of FARAS (“Competitor”). In the event, FARAS becomes aware that the Confidential Information has been disclosed to a Competitor or has been used for the benefit/interest of the Competitor, FARAS can claim such direct and indirect damages as it may suffer due to such losses.

VII. License and Proprietary Rights

1. License Grant: Subject to the terms and conditions of this Agreement, FARAS hereby grants the Transport Service Provider a limited, non-exclusive, non-transferable, non-sub licensable, non-assignable license, during the term of this Agreement, to the Service Provider App on the Portal of FARAS solely for the purpose of providing Transport Services to the Portal users and also for settlement of Fees between FARAS and Transport Service Provider.
2. Ownership. The Portal, Service Provider App and Confidential Information, including but not limited to all intellectual property rights such as company name, logos, product and service names, trademarks, services marks or other indicia of ownership (“FARAS Intellectual Property”), shall remain (as between the Transport Service Provider and FARAS) the property of FARAS.

VIII. Indemnification

1. The Transport Service Provider agrees and undertakes to indemnify and to hold harmless FARAS and other parties determined by FARAS, FARAS affiliates, successors, agents, assigns, and each of their directors, officers, employees, associates, agents, and representatives from and against any losses, damages, liability, claims, costs, penalty and expenses.
2. Specific Indemnity

The Driver shall be solely liable for any and all accidents/incidents involving the Vehicle, while providing the taxi Services. FARAS shall not be held liable for any such accidents/ incidents involving the Driver’s Vehicle.

All miscellaneous expenses pertaining to the Vehicle, such as maintenance expenditures, penalty for violation of traffic rules, etc., shall be borne solely by the Driver.

1. Entire Agreement

This Agreement along with, various Exhibits and Transport Service Provider T&C, which Exhibits and Transport Service Provider T&C will be e-contracts, shall form the entire agreement between the Parties and shall supersede and override all previous communications, either oral or written, between the Parties with respect to the subject matter of this Agreement, and no agreement or understanding varying or extending the same shall be binding upon any Party hereto unless arising out of the specific provisions of this Agreement or Transport Service Provider T&C.

1. Term and Termination
2. This Agreement shall be valid for a period of 3 (Years) years and shall be renewed automatically, unless otherwise agreed between the Parties.
3. The Parties to this Agreement shall be entitled to terminate this Agreement with a prior written notice of 7 (seven) business days to the other Party without assigning any reason for the termination.
4. FARAS shall be entitled to terminate this Agreement immediately for breach of any terms in this Agreement by the Transport Service Provider.
5. Upon termination of this Agreement, the registration of the Transport Service Provider with FARAS shall stand cancelled and the Account shall be terminated and the Transport Service Provider shall not be eligible to ply his Vehicle(s) on the Service Provider App on FARAS’s Portal.

XII. Notice

1. Any notices, requests and other communications required or permitted hereunder shall be in writing and may be sent by any of the following means to the receiving Party at the relevant addresses set forth in this Agreement:
2. By electronic mail.

For the purposes of this sub-clause the Parties’ electronic mail addresses shall be the following, unless otherwise intimated by the Parties to each other, Transport Service Provider: As provided during attachment.

1. By SMS sent to mobile number at:

FARAS: Not Applicable, Transport Service Provider: As provided during attachment.

XIII. Relationship between Parties

1. During the Term of this Agreement, the Transport Service Provider shall operate as and have the status of an independent contractor and shall not act as, be or construed to be an agent or employee of FARAS. The relationship between the Parties is on a principal-to-principal basis, and none of the provisions of this Agreement shall be interpreted as creating the relationship of employer and employee between the Transport Service Provider and FARAS at any time.

XIV. Governing Law and Dispute Resolution

1. If any dispute arises between the Transport Service Provider and FARAS, in connection with, or arising out of, this Agreement, The dispute shall be resolved in country applicable laws.
2. This Agreement shall be governed by and construed in accordance with the laws.
3. Amendment

FARAS may amend the provisions of this Agreement and Exhibits annexed to this Agreement at its own discretion and notify in accordance with the means provided in clause XI such amendments to the Transport Service Provider.

EXHIBIT-A

DETAILS OF VEHICLE AND THE TRANSPORT SERVICE PROVIDER

Part I- Details of Vehicle:

1. Information to be provided:

- Vehicle’s license plate number;

- Such other information as may be required by FARAS.

1. Documents to be provided:

- Copy of Certificate of Registration;

- Such other documents as may be required by FARAS.

Part II- Details of the Transport Service Provider:

1. Information to be provided:

Name:

Phone no.:

Email id:

Bank Account details of the Transport Service Provider (Bank name, account number and IFSC Code);

Bank Account details of the Beneficiary (if any);

Contact details of 2 (two) family members of the Transport Service Provider; and such other documents/ information as may be required by FARAS

1. Documents to be provided:

- A passport size photograph of the Transport Service Provider sent digitally through FARAS App;

- Copy of valid Driving License of drivers who will be employed by Transport Service Provider to provide services on FARAS platform;

- Vehicle ownership document and

- Such other documents/ information as may be required by FARAS.

EXHIBIT-B

TRANSPORT SERVICE PROVIDER TERMS AND CONDITIONS

DRIVER TERMS AND CONDITIONS

These Terms and Conditions (as defined) shall be applicable as set out below-

1. If the Transport Service Provider (as defined in the Subscription Agreement) is an Operator providing Services to the Customers through the Drivers employed by the Operator, these Terms and Conditions shall be interpreted in the manner so as to apply to the Operator as well as to the Drivers employed by the Operator; and
2. If the Transport Service Provider is an individual providing Services to the Customers directly, these Terms and Conditions shall be interpreted in the manner so as to apply to an individual Transport Service Provider Operator.

DEFINITIONS:

All of the defined and capitalized terms in these Driver T&C will have the meaning assigned to them herein below. “Agree” means your affirmative action of clicking on the box against the words “AGREE”

“Account” refers to the account created by FARAS at its sole discretion, for the Driver subsequent to the Driver submitting and FARAS verifying the Registration Data

“Applicable Laws” shall mean and include all applicable statutes, enactments, acts of the ordinances, rules, by-laws, regulations, notifications, guidelines, policies, directions, directives and orders of any Governmental authority, tribunal, board, or a court..

“Booking” shall mean the allotted Service Request.

“Business Day” means a day on which banks are open for business in the City of Operation. “Cancellation Fee” shall mean the fare payable by the Customer towards cancellation of a Booking made by a Customer.

“City of Operation” shall mean the city in which the Subscription Agreement is executed by and between the Driver and FARAS.

“Commercial Term Segment” shall mean Exhibit C of the Subscription Agreement, which contains the commercial terms for Service provided by the Drivers.

“Content” shall have the meaning given to it in 7.1.

“Convenience Fee” shall mean the fee payable by the Customer for availing the technology services offered by FARAS. Convenience Fee will be charged for each Service Request placed by the Customer on the Portal.

“Customer” shall mean such person, who places a Service Request on the Portal and has accepted the Customer Terms of Use and Privacy Policy of the Portals (as applicable).

“Customer’s Terms of Use” shall mean the Customer Terms and Conditions as provided on the FARAS Portal for availing the Service.

“Device” shall mean Device used for performance of the Services.

“Driver” or “You” or “Your” or “Yourself” shall mean an individual, who has an Account with FARAS and in the event of Operator Drivers, shall include the Operator Drivers for purposes of compliance with these Terms and Conditions.

“Driver App” means the electronic interface on the FARAS Portal from where the Driver’s Account is accessible to the Driver. Login credentials (User ID and Password) for the Driver App shall be provided by FARAS.

“Driver Proceeds/” shall mean the net amount receivable by the Driver after deduction of FARAS’s commission and such other amounts as may be provided in the Commercial Terms Segment or notified otherwise.

“Fare” shall mean the Fare payable to the Transport Service Provider as is also reflected on the Device after completion of the Service. The Driver permits FARAS to review and revise the Fare as per the market conditions.

“Force Majeure” shall have the meaning given to in Clause 16.4.

“Information” shall mean the details furnished by the Driver at the time of signing the Subscription Agreement and/or otherwise during and after the Drivers registration on the Driver App on the Portal and successful creation of an Account.

“FARAS” or “We” or “Us” or “Our” shall mean FARAS which is a ride hailing service

“Operator Drivers” shall mean the Drivers employed by the Operator for providing Services to the Customers.

Parties” shall mean, collectively, the Driver and FARAS and “Party” shall refer to any one of them.

“Portal” shall mean such features of the FARAS mobile application or other programs, software.

“Service” means the service of picking a Customer from the pick-up point as prompted on the Device and dropping the Customer at the drop point entered by the Customer at the time of placing his / her Service Request and accepted by the Driver.

“Service Total” shall include the Fare, the Convenience Fee, Additional Fee (if any) and the Cancellation Fee (if any), reflected on the Device and such other fee, as may be applicable.

“Service Request” means a request placed by the Customer on the Portal to avail the Service offered by the Driver.

“Subscription Agreement” shall mean the agreement entered into between FARAS and the Driver / Operator pursuant to which the Driver / Operator has agreed to provide transport Services in accordance with these Driver T&C, as amended from time to time.

“FARAS Policies” means the “Privacy Policy”, Zero Tolerance Policy & such other policies (including any amendments thereof), which FARAS may issue and make applicable to Driver from time to time and make available to the Driver on the Driver’s request.

“Term” means the period commencing from the date of acceptance of the Driver T&C by the Driver up to the date of termination of the Subscription Agreement and/or these Driver T&C.

“Terms and Conditions” or “Driver T&C” refers to these Driver T&C which are available at the Portal, as may be amended from time to time.

“Vehicle” shall mean ‘Motorcars’ as defined under the Motor Vehicles Act, 1988.

“Wallet” shall mean the prepaid payment instruments available for payments in the FARAS Portal.

“Zero Tolerance Policy” shall mean the policy of FARAS as detailed under the Annexure to these Driver T&C, as may be amended from time to time.

1. APPLICABILITY OF DRIVER T&C

These Driver T&C together with the Subscription Agreement, Commercial Term Segment, Zero Tolerance Policy, FARAS Policies, shall be deemed to be incorporated by reference into these Driver T&C and shall form the complete understanding between the Parties. By accepting the Driver T&C, You acknowledge and agree to the Subscription Agreement and various Exhibits to the Subscription Agreement, FARAS Policies and any other policy that FARAS makes applicable to you from time to time.

These Driver Terms are subject to the laws. Any dispute, claim or Controversy arising out of or relating to these User Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Site, the Service or the Application (collectively, “Disputes”) the parties shall attempt to settle the same amicably, through negotiation and consultation at such offices of FARAS as FARAS may designate. In the event the dispute is not resolved internally between after at least 30 (thirty) days of negotiation, in good faith, the same shall be subject to binding and final arbitration in accordance with or as per any law relating to arbitration in force at the time of such reference. The reference shall be made to a sole arbitrator mutually appointed by FARAS and You. Subject to the above, any Dispute will be subject to the exclusive jurisdiction of courts.

2. SCOPE OF SERVICES

2.1 You agree that FARAS role is limited to being a market place solely for managing and operating the Portal for the display of the Service in the manner decided by FARAS unilaterally, payment collection through cash, or EVC to facilitate the transactions between you and the Customers.

3. SERVICE REQUESTS

3.1 On receipt of a Service Request, Booking will be allotted to the Driver on the Device or in such other manner as may be agreed between the Driver and FARAS from time to time.

3.2 In the event, the Driver is a female; the Driver shall not accept Service Requests from 20:00 hours in the evening to 08:00 hours in the morning.

4. COMMUNICATION

4.1 When you use the Driver App on FARAS’sPortal or send emails or other data, information or communication to FARAS LA, You agree and understand that you are communicating with FARAS through electronic records and you consent to receive communications via electronic records from FARAS.

5. OBLIGATIONS OF THE DRIVER

5.1 The Driver shall ensure and confirm that he understands the language of the Driver App / Portal and shall ensure that he/she chooses the language that he bests understands from amongst the languages that the Driver App / Portal supports.

5.2 The Driver shall ensure registration of Vehicle at all times and shall hold and keep updated / renewed all licenses, insurance and permits necessary for the use of Vehicle on the Portals.

5.3 The Driver shall not undertake or assist in any unlawful or illegal activity while performing Services.

5.4 The Driver or any Transport Service Provider shall not allow unauthorized persons to drive the Vehicle.

5.5 The Driver or any Transport Service Provider shall ensure the safety and security of the Customers, his own self and that of the vehicle at all times.

5.6 The Driver shall ensure that he is not using the Device for any purpose other than for providing Service in the manner provided under these Driver T&C. The Driver shall ensure that the Device is not busy for long, unavailable or switched off while the Vehicle is being plied on the Portal.

5.7 The Driver shall not use / access video / interactive content on the Portal when the Driver is driving the Vehicle. However, during halts / stops requested by the Customer, Driver may access video / interactive content on the Portal, provided that the Driver shall ensure that such access / use during halts / stops doesn’t lead to deficiency of Service or negligence towards the Customer.

5.8 On allotment of a Booking in response to a Service Request, the Driver shall ensure that the Vehicle arrives prior to the pick-up time.

5.9 The Driver shall ensure that the Customer pays the Total Ride Fee as well as additional surcharge (if applicable) and any fee or levy presently payable or hereinafter imposed by Applicable Law. In the event, the Customer pays by cash for the Services, the Transport Service Provider shall collect the Total Ride Fee and remit the Convenience Fee and Cancellation Fee (if any), to FARAS in the manner solely determined by FARAS.

5.10 The Driver will have a functioning mobile number and also have the ability to read text messages sent by FARAS, regarding the Customer details and to convey Customer feedback.

5.11 In the event any Customer leaves his/her property in the Vehicle, the same shall not be pilfered or tampered with by the Driver and shall be reported immediately by the Driver directly to FARAS.

5.12 Driver hereby acknowledges and agrees that FARAS shall alone be responsible for settling any payment related issues between Customer and Driver. In case of any conflict, the Driver shall seek instructions from FARAS. The Driver agrees that the decision taken by FARAS shall be final and binding on the Driver in the aforesaid case.

5.13 The Driver shall make himself/ herself available for such trainings as FARAS may be required to organize pursuant to Applicable Law or as FARAS may deem necessary from time to time.

5.14 The Vehicle shall be the sole responsibility of the Drivers and the Driver shall be liable or responsible for any loss or damage to the Vehicle caused by a Customer or any other third party for any reason whatsoever.

5.15 The Driver shall not drive rashly, shall follow traffic regulations and all Applicable Laws during the performance of the Services.

5.16 Any cancellation of the allotted Booking is prohibited except in exceptional circumstances based on a justifiable explanation provided by the Driver.

5.17 The Driver shall be solely responsible for:

1. any failure to complete a Service Request accepted by the Driver;
2. any failure to pick up Customer(s) at the allotted time and/or place;

iii. any act or omission on the part of its Drivers including any rash and negligent driving, verbal, physical or harassment of any nature;

1. any violation or non-adherence to the Applicable Law by it;
2. any nuisance or damage caused to the property of FARAS by the Driver or any misbehavior with FARAS representatives; misbehavior shall include within its purview using abusive language, causing physical harm and making indecent gestures;
3. any physical and/or mortal danger caused to the Customers whilst using or in connection with the Service;

vii. any delay of more than 10 (ten) minutes caused to the Customer(s);and

viii. charging excess Total Fee from the Customer or charging the Customer more than what is displayed on the meter; and

5.18 The Driver shall not either directly or indirectly:

1. engage in any conduct that damages the reputation or causes inconvenience in any manner, to FARAS; or
2. Be the reason for FARAS to be a part of any negative publicity.

5.19 The Driver hereby agrees that any complaint/s by Customers regarding the Vehicle or Driver will be considered to be a breach of the obligations by the Driver hereunder for which FARAS shall not be responsible in any manner. If there is any serious complaint regarding any particular Vehicle and/or Driver, FARAS may, in its sole discretion, immediately terminate the Account of such Driver, by providing a written notice to Driver to this effect.

5.20 FARAS may require the Driver to affix FARAS brand including but not limited to its logo / sticker on the Vehicle. In such event, Driver shall extend all necessary support and assistance to FARAS for affixing FARAS brand on the Vehicle. It is hereby clarified that Driver will not be entitled for any additional payments for the FARAS logo / sticker affixed on the Vehicle.

6. DEVICE

The provisions relating to the Device shall be as set out in the Subscription Agreement.

7. CONTENTS POSTED ON PORTAL / DRIVER APP

7.1 All text, graphics, user interfaces, visual interfaces, photographs, trademarks, logos, sounds, music, artwork and computer code (collectively, “Content”), including but not limited to the design, structure, selection, coordination, expression, “look and feel” and arrangement of such Content, contained on the Portal / Driver App is owned, controlled or licensed by or to FARAS and is protected under the Applicable Law.

7.2 Except as expressly provided in these Driver T&C, the Driver shall not:

(i) Copy, reproduce, modify, damage, disassemble, decompile, reverse engineer or create derivative works including, without limitation, translations, transformations, adaptations or other recast or altered versions) from the Portal / Driver App, or any portion thereof;

7.3 You may use information on the Portal / Driver App purposely made available by FARAS for downloading from the Portal / Driver App.

7.4 You shall be solely responsible for any notes, messages, e-mails, billboard postings, photos, drawings, profiles, opinions, ideas, images, videos, audio files or other materials or information posted or transmitted to the Portal / Driver App (“Posted Content”).

8. FARAS RESERVED RIGHTS

8.1 FARAS may, upon notice to the Driver, delete or remove the Information pertaining to the Driver from the Portal / Driver App.

9. PRIVACY TERMS

9.1 FARAS stores and processes Your Information, including any sensitive financial information in accordance with the applicable laws there under as well as the Privacy Policy of FARAS as will be notified to you via text message and/or e-mail from time to time.

10. REPRESENTATIONS AND WARRANTIES

10.1 You represent and warrant that:

1. You are eligible for registration on the Portal / Driver App and creation of an Account in terms of these Driver T&C.
2. You have all requisite power and authority to, deliver and perform the obligations imposed herein;

iii. The execution and performance of the obligations do not and will not violate any provision of any existing agreement, law, rule, regulation, any order or judicial pronouncement to which You are a party;

1. You are the rightful owner of the Vehicle or have the requisite authority or assignment to drive the Vehicle and there are no restrictions with respect to the use of the Vehicle that will hinder you from the performance of the Services.
2. DISCLAIMER

11.1 You understand and acknowledge that FARAS disclaims and shall disclaim all representations and warranties to the Customer, of any kind, whether express or implied as to condition, suitability, quality, merchantability and fitness for any purposes in respect of any and all Vehicles of the Driver that are used by the Customers as a part of the Services and Services offered by the Driver through the Portal.

12. CONFIDENTIALITY

12.1 You acknowledge that pursuant to this Driver T&C, You will have access to confidential information of FARAS and its affiliates which has been provided by FARAS. You undertake to keep confidential all data and other confidential information of FARAS and shall not sell or otherwise make that information available to any third parties.

13. INDEMNIFICATION AND LIMITATION OF LIABILITY

13.1 You agree and undertake to indemnify and to hold harmless FARAS its affiliates, successors, agents, assigns, and each of their directors, officers, employees, associates, agents, and representatives from and against any losses, damages, liability, claims, costs, penalty and expenses.

13.2 You shall be liable to indemnify and hold FARAS harmless against all damages, losses, costs and expenses incurred by FARAS as a consequence of any complaint from any Customer received by FARAS with respect to defective Service/(s).

14. TERMINATION OF DRIVER REGISTRATION

14.1 The Parties to these Driver T&C shall be entitled to terminate these Driver T&C with a prior written notice of 7 (seven) Business Days to the other Party without assigning any reason for the termination.

14.2 The Parties to these Driver T&C shall be entitled to terminate these Driver T&C for any breach of any obligations, representations or warranties, or any other material terms as contained in this Driver T&C by a Party which is not the Party proposing to terminate the Driver T&C at the end of 5 (five) days from the intimation of such breach to the breaching Party, if such breach is not rectified within 5 (five) days.

15. DISPUTE RESOLUTION, GOVERNING LAW AND JURISDICTION

15.1 If any dispute arises between you and FARAS, in connection with, or arising out of, these Driver T&C, the dispute shall be solved under applicable law.

15.2 These Driver T&C shall be governed by and construed in accordance with applicable

16. MISCELLANEOUS

16.1 Entire Agreement: The Parties hereby agree that the Subscription Agreement, Exhibits and these Driver T&C along with Commercial Term Segment, FARAS Policies, Zero Tolerance Policy and any other policy that FARAS notifies to the Driver from time to time shall constitute the entire agreement between them and shall supersede and override all previous communications, either oral or written, between the parties with respect to the subject matter of this Agreement. In the event of any contradiction or inconsistency between the Driver T&C and any other agreement executed between the parties, the terms of the Driver T&C shall prevail unless the exception has been expressly agreed to in writing by making reference to the relevant Clause sought to be modified under these Driver T&C.

ZERO TOLERANCE POLICY

Driver will strictly follow ZERO TOLERANCE policy which shall be subject to change and any changes shall be intimated to the Driver from time to time via SMS or e-mail. ZERO TOLERANCE policy is mentioned below:

Breach/Fine Consequences: AS INFORMED BY FARAS FROM TIME TO TIME

Breach Cases:

1. Asking for tips:

Driver shall not proactively ask for ‘tips’ from the Customer. Driver shall not hassle the Customer for change.

2. Wasting Customer’s Time: Driver shall not stop the Vehicle for filling fuel In between the journey. Driver shall not make any Personal stops during the journey.
3. Customer Service:

Driver shall greet Customers both at pick up and drop.

Driver shall manage the luggage (both at pick-up and drop point).

Driver shall ensure that vehicle’s AC is turned on before Customer sits in the Vehicle.

4. Vehicle Cleanliness:

Driver shall keep the Vehicle and dashboard clean.

Driver shall make the Vehicle available for field audit within 2 days’ time period from such breach. Till then no bookings shall be provided and the Vehicle will be blocked from the device.

6. Disturbing Customer:

Driver shall not play loud music (above mid-level of the stereo) or music through any kind of earphone device.

Driver shall not unnecessarily blow horn.

Driver shall not proactively engage into a personal conversation with the Customer and shall not resort to any kind of unpleasant behavior with Customers.

7. No Smoking/Tobacco.

Driver shall not smoke inside the Vehicle.

Driver shall not chew any masala or chewing gum or any other food item while a ride is in progress.

8. The Driver shall ensure that he has adequate change with him so that at all times he is in the position to return the balance amount to the Customer.
9. The Driver should not make any fake calls or give any missed calls to the Customer’s contact number.
10. Delay In Pick – Up:

Driver should reach the pickup point (before pick-up time).

Driver must intimate the Customer that he has reached at the pick - up location.

12. Driver should keep his mobile ‘ON’ while he is logged into the FARAS Portal and he should receive every call of the Customer.
13. Vehicle Branding:

FARAS Sticker, if any, on the Vehicle should not be removed till the Vehicle is active on the Platform.

14. Rude Behavior with Female Customer:

Driver shall not under any circumstance argue with the Customer/use abusive words / raise his voice tone while talking to the Customer. Driver should follow the instructions given by Customer as well as by FARAS Call Centre.

15. Mobile Phone Usage:

Driver shall not use mobile phones (unless for emergency purposes) while driving. This includes but not limited to SMS, video calls, voice, MMS and downloading.

However, this shall not apply in case of calls from FARAS representatives and the Customer.

16. Reporting To FARAS:

Driver shall not lie about Vehicle’s position to the FARAS representative. Driver shall not report meter readings incorrectly.

17. Rash Driving:

(i) No rash or over speed driving is allowed in any circumstance

18. Driving License (DL)

While on duty hours with FARAS it is mandatory to keeps DL impacting papers,

19. While performing the Taxi Services, Driver should not sleep in the Vehicle.
20. Driver shall not reject the booking on his own at the time of allotment under any circumstances (unless permitted by FARAS).
21. Driver shall not reject a booking or a Customer once he has accepted the duty and

Logged in and shall not switch off his mobile under any circumstances.

22. Missing luggage:

Driver should hand over the luggage or bags to the office, if the Customer has mistakenly left any luggage in his cab or the Driver should call to the Customer and inform him that he has forgotten his belonging in the cabs.

23. Device Misuse:

Driver shall ensure that the Device (as defined in the Driver T&C) shall not be misused in any ways

24. Traffic Rules:

Driver shall obey all traffic rules including traffic signals.

Driver shall keep all statutory documents (insurance documents, vehicle registration book/card at all times.

25. Driver lying or completing service in bad-faith:

Driver should follow the best and shortest possible route to reach the destination.

26. Driver shall not consume/intake or be under the influence of alcohol or narcotic substances while logged into the FARAS Portal.
27. Abusive or discriminatory Driver:

Driver should not do anything like abusing the Customer, talking to Customer or any such behavior which shall make the Customer feel uncomfortable during journey. Driver should not discriminate against Customer for any reason, including on the basis of sex, race, caste, creed, religion, disability or nationality.

28. Rude behavior/ Customer inconvenience:

Driver should not ask the Customer to get down from his vehicle in the middle of the journey even if any misunderstanding or verbal fights happen between the Customer and the Driver.

29. Extra Ordinary Circumstances:

Any instance of Driver’s behavior that directly or indirectly impacts the Company’s “Brand Image”.

30.Maximum Weight

Never load the vehicle above the manufacturer’s maximum specified weight.

31. Medically Fit

Never drive the vehicle if medical conditions will impact the driving.

32. Unauthorized Goods or Persons

EXHIBIT-C

COMMERCIAL TERMS SEGMENT

Details of the following commercial terms will be informed by FARAS from time to time:

Description of Commercial Terms

1. Transport Service Provider Device Model & Serial No.
2. Platform Subscription Fees for the use of FARAS technology platform
3. Incentives
4. Commission Payable to FARAS

Details:

To be informed by FARAS from time to time.

Key Terms:

(i) Incentive (if any) may be given to the Transport Service Provider by FARAS from time to time. The Incentives shall be determined after taking into consideration all dues, fines, charges, interest, claims, costs, expenses etc. For the sake of clarity, both the parties acknowledge and agree that the foregoing amounts are only for limited purposes of arriving at the value of Incentives.

EXHIBIT-D

ELIGIBILITY CRITERIA

1. The Transport Service Provider must be competent to contract.
2. The Transport Service Provider must provide identity proofs / badges and commercial driving licenses in respect of the drivers proposed to be used for the Transport Services.

iii. The Transport Service Provider must have registration certificate, fitness certificate, in respect of each Vehicle of the Transport Service Provider proposed to be used for the Transport Services.