Driver's Privacy Policy
Independent Contractor Agreement
Last Updated: February 14, 2025
IMPORTANT: PLEASE REVIEW THIS AGREEMENT CAREFULLY. IN PARTICULAR, PLEASE REVIEW THE MUTUAL ARBITRATION PROVISION IN SECTIONS 13, 24.1, 24.2, OR 24.3, AS APPLICABLE, AS EACH REQUIRES THE PARTIES TO RESOLVE DISPUTES ON AN INDIVIDUAL BASIS, TO THE FULLEST EXTENT PERMITTED BY LAW, THROUGH FINAL AND BINDING ARBITRATION (UNLESS CONTRACTOR VALIDLY OPTS OUT OF ARBITRATION, AS PROVIDED BELOW). BY AGREEING TO ARBITRATION, THE PARTIES WAIVE THEIR RIGHT TO SEEK RELIEF IN COURT AND HAVE A JURY TRIAL ON THEIR CLAIMS, AND COURT REVIEW OF AN ARBITRATION AWARD IS LIMITED. BY ACCEPTING THIS AGREEMENT, CONTRACTOR ACKNOWLEDGES THAT THEY HAVE READ AND UNDERSTOOD ALL OF THE TERMS AND HAVE TAKEN THE TIME AND SOUGHT ANY ASSISTANCE NEEDED TO COMPREHEND THE CONSEQUENCES OF ACCEPTING THIS AGREEMENT.
This Independent Contractor Agreement (“Agreement”) describes the rules, restrictions, and obligations that govern your provision of services through the Food Dale Inc. Platform (“Contracted Services”), as further described in section 3 below. This Agreement is between you, an independent contractor engaged in the business of performing the Contracted Services (“Contractor”), and Food Dale Inc., the relevant entity with whom you are entering this Agreement, as described in section 23 below. Contractor may enter this Agreement either as an individual sole proprietor or a corporate entity. This Agreement will become effective on the date it is accepted regardless of whether Contractor is eligible to, or ever does, perform any Contracted Services.
BY ACCESSING THE FOOD DALE INC. DALE DRIVER SMARTPHONE APPLICATION (“DALE DRIVER APP”), CONTRACTOR AGREES TO BE BOUND BY (1) THIS AGREEMENT, (2) THE FOOD DALE INC. DALE DRIVER PRIVACY POLICY, (3) THE FOOD DALE INC. CONSUMER TERMS OF SERVICE, (4) THE SERVICE PROVIDER PLATFORM ACCESS POLICY, AND (5) THE E-SIGN CONSENT AGREEMENT (SECTION 21).
TABLE OF CONTENTS
- PURPOSE OF THE AGREEMENT
- CONTRACTOR’S OPERATIONS
- CONTRACTED SERVICES
- CONTENT
- PRIVACY OF PERSONAL INFORMATION
- RELATIONSHIP OF PARTIES
- PAYMENT FOR SERVICES
- PAYMENT DISPUTES
- EQUIPMENT AND EXPENSES
- INSURANCE
- COMMUNICATIONS
- INDEMNITY
- MUTUAL ARBITRATION PROVISION
- LITIGATION CLASS ACTION WAIVER
- PROPRIETARY RIGHTS AND LICENSES
- LEGAL PROCESSES AFFECTING DALE DRIVER APP ACCOUNTS
- TERMINATION OF AGREEMENT
- MODIFICATION
- ENTIRE AGREEMENT, TRANSFERABILITY, AND WAIVER
- THIRD-PARTY SERVICES
- E-SIGN CONSENT AGREEMENT
- MISCELLANEOUS
- FOOD DALE INC. CONTRACTING ENTITY
- LOCATION-SPECIFIC PROVISIONS
RECITALS
Food Dale Inc. is a technology company that provides an online marketplace and services platform using web-based technology (including the Dale Driver App) that facilitates the exchange of goods and services among contractors, businesses, and consumers (together, the “Food Dale Inc. Platform”). The Food Dale Inc. Platform enables individuals and businesses (“Consumers”) to place orders for goods and services from restaurants and other businesses (“Merchants”) and Contractors. When such orders are placed for delivery, the Food Dale Inc. Platform notifies Contractors that a Contracted Service Opportunity (defined in section 3.1 below) is available and facilitates completion of the Contracted Services. Food Dale Inc. is not a restaurant, delivery service, or food preparation business.
Contractor is an independent provider of Contracted Services, authorized to conduct those services in the geographic location(s) in which they operate. Contractor possesses and controls all equipment and personnel necessary to perform the Contracted Services in accordance with applicable laws. Contractor desires to enter into this Agreement for the opportunity to receive Contracted Service Opportunities through the Food Dale Inc. Platform. Contractor understands and agrees they are not an employee of Food Dale Inc. or any Merchant or an agent acting on behalf of Food Dale Inc. or any Merchant or individual using the Food Dale Inc. Platform and that they are performing Contracted Services on behalf of themselves and their business, not on behalf of Food Dale Inc. Contractor understands that: (i) they are free to select the times they wish to be available on the Food Dale Inc. Platform to receive Contracted Service Opportunities; (ii) they are free to negotiate their earnings by, among other things, accepting or rejecting the Contracted Service Opportunities presented through the Food Dale Inc. Platform, and can make such decisions to maximize their opportunity to profit; and (iii) they have the sole right to control the means and manner in which Contracted Services are performed.
In consideration of the above, as well as the mutual promises described herein, Food Dale Inc. and Contractor (collectively, “the parties”) agree as follows:
1. PURPOSE OF THE AGREEMENT
1.1. This Agreement governs the relationship between Food Dale Inc. and Contractor and establishes the parties’ respective rights and obligations. In exchange for the promises contained in this Agreement, Contractor will have the opportunity to receive Contracted Service Opportunities through the Food Dale Inc. Platform and Contractor agrees to perform the Contracted Services for any Contracted Service Opportunities they choose to accept. However, nothing in this Agreement requires Contractor to perform any particular volume of Contracted Services, and nothing in this Agreement guarantees Contractor will receive any volume of Contracted Service Opportunities or other business through the Food Dale Inc. Platform.
1.2. Contractor is not obligated to accept or perform any particular Contracted Service Opportunity offered through the Food Dale Inc. Platform. However, once a Contracted Service Opportunity is accepted, Contractor must complete the Contracted Services according to all Consumer and Merchant specifications and the terms of this Agreement.
2. CONTRACTOR’S OPERATIONS
2.1. Contractor represents that they operate an independently established business enterprise that provides services, and that they satisfy all legal requirements and have all necessary licenses and permits necessary to perform the Contracted Services. As an independent enterprise, Contractor is solely responsible for determining how to operate their business and perform the Contracted Services.
2.2. Contractor agrees that all information they provide to Food Dale Inc. or through the Food Dale Inc. Platform will be accurate and they will promptly inform Food Dale Inc. if any information requires updating.
2.3. Contractor agrees to fully perform the Contracted Services in a timely, efficient, safe, and lawful manner. Food Dale Inc. has no right to, and shall not, control, direct, or manage the manner, method, or means Contractor uses to perform the Contracted Services. Instead, Contractor shall be solely responsible for determining the most effective, efficient, and safe manner to perform the Contracted Services, including, as applicable, determining the manner of pickup, shopping, delivery, and route selection.
2.4. Contractor retains the right to perform services (whether services similar to the Contracted Services or other services) with or for other businesses and/or other consumers, and Contractor represents that they advertise and hold themselves out to the general public as a separately established business. The parties recognize that they are or may be engaged in similar arrangements with other businesses to supply services similar to the Contracted Services and nothing in this Agreement prevents Contractor or Food Dale Inc. from doing business with others. Food Dale Inc. does not have the right to restrict Contractor from performing services for anyone else at any time, even if they directly compete with Food Dale Inc., and even when Contractor is logged into the Food Dale Inc. Platform so long as performing such services does not otherwise violate this Agreement. Contractor’s right to compete with Food Dale Inc., or perform services for businesses that compete with Food Dale Inc., survives termination of this Agreement.
2.5. Contractor is not required to purchase, lease, or rent any products, equipment, or services from Food Dale Inc. as a condition of receiving Contracted Service Opportunities through the Food Dale Inc. Platform or entering into this Agreement.
2.6. Contractor agrees to immediately notify Food Dale Inc. in writing at help.fooddale.com if Contractor’s right to control, direct or manage the manner or means they use to perform Contracted Services differs from the terms in this Agreement.
2.7. When signing up to be a user of the Food Dale Inc. Platform, Contractor’s information will be used to create an account. Contractor may not create multiple Dale Driver App accounts.
2.8. By entering this Agreement, Contractor also agrees to be bound by the Food Dale Inc. Consumer Terms of Service and that any breach of the Food Dale Inc. Consumer Terms of Service will be considered a breach of this Agreement. However, to the extent that this Agreement and the Food Dale Inc. Consumer Terms of Service conflict, the terms of this Agreement will take precedence.
2.9. In order to perform any Contracted Services, Contractor must, for the safety of the Food Dale Inc. Platform, pass a background check and identity verification administered by third-party vendors, subject to Contractor's lawful consent.
2.10. Contractor also acknowledges that they may be offered opportunities to perform Contracted Services through the Food Dale Inc. Platform by entities other than Food Dale Inc. and that additional terms and conditions may apply to those opportunities. To the extent that any such terms and conditions conflict with this Agreement, unless such terms and conditions are with DaleForce, Inc. or DaleLink, Inc., the terms of this Agreement will take precedence. To the extent such terms and conditions are with DaleForce, Inc. or DaleLink, Inc., they will take precedence over this Agreement.
2.11. Contractor acknowledges that when engaging with the Food Dale Inc. Platform on a mobile device, data usage rates may apply.
2.12. To prevent unauthorized access to Contractor’s account and to prevent unauthorized use of Personal Information (as defined in section 5.1) and the Food Dale Inc. Platform, Contractor agrees to protect and keep confidential all Personal Information and their email, phone number, password, and other means of accessing their account via the Food Dale Inc. Platform by implementing appropriate technical and organizational measures. Contractor acknowledges that unauthorized use of Contractor’s account, email, phone number, password, or other means of accessing their account could lead to financial loss and access to Contractor’s sensitive personal and account information. If Contractor discloses (or otherwise allows to be made known) their account information, user ID, password, or other means of accessing their account to any person, Contractor assumes all risks and losses associated with such disclosure, including loss of access to the Contractor’s account. If Contractor believes someone may attempt to use, or has accessed, Contractor’s account without Contractor’s permission, or that any other unauthorized use or security breach has occurred, Contractor agrees to immediately notify Food Dale Inc. at help.fooddale.com.
2.13. Contractor shall at all times ensure that they use the most up-to-date version of the Dale Driver App available, have a mobile device capable of reliably running the most up-to-date version of the Dale Driver App, and not intentionally block or attempt to bypass any automatic Dale Driver App updates.
2.14. From time to time, Food Dale Inc. may invite Contractors to participate in sessions to test new features or services within or related to the Food Dale Inc. Platform. Contractor shall keep confidential all information learned or obtained during such sessions and shall not disclose such information to anyone without Food Dale Inc.’s express written consent.
3. CONTRACTED SERVICES
3.1. From time to time, the Food Dale Inc. Platform may notify Contractor of the opportunity to perform Contracted Services in accordance with orders placed by Consumers or Merchants through the Food Dale Inc. Platform (each a "Contracted Service Opportunity"). Contractor agrees that by logging into the Dale Driver App and starting a Dale Driver , Contractor is making themselves available to receive Contracted Service Opportunities, which Contractor may accept or reject.
3.2. For each Contracted Service Opportunity accepted by Contractor that involves picking up one or more items (“Items”) from one or more Merchants and delivering the Items to one or more Consumers (a "Delivery Service Opportunity”), Contractor agrees to (i) proceed to the applicable Merchant(s), (ii) retrieve the Item(s) in a safe and timely fashion, (iii) ensure the Delivery Service Opportunity is accurately performed according to the instructions, specifications, or guidelines of the Consumer, Merchant, or any other party requesting the service and (iv) complete delivery of the Item(s) to the Consumer(s) in a safe and timely fashion without taking any action that would change the quality or presentation of the Item(s) and while adhering to applicable law and reasonable expectations of food safety, quality, and health standards as required by the Merchant(s) and/or applicable law. A Delivery Service Opportunity is considered complete when all Items have been delivered to the Consumer(s), or, when applicable, placed in a designated area as instructed by the Consumer(s), in addition to any other task required for completion of the Delivery Service Opportunity as specified by the Consumer(s) and/or Merchant(s). Contractor agrees to timely mark each Delivery Service Opportunity as completed in the Dale Driver App upon completion. If the Consumer is not available, Contractor agrees that the Delivery Service Opportunity will be considered complete only if Contractor both (i) makes reasonable efforts to contact the Consumer and wait a reasonable time for the Consumer to accept the Item(s) by following the applicable flow in the Dale Driver App and (ii) either leaves the Item(s) at the Consumer location or returns the Item(s) if a return is required for a given Delivery Service Opportunity (as indicated at the time the Delivery Service Opportunity is offered). Under no circumstances may Contractor retain the Item(s).
3.3. To the extent a Delivery Service Opportunity requires Contractor to select Items from a Merchant’s store prior to delivery (“Shop and Deliver”), Contractor acknowledges that additional Items may be added after Contractor has accepted the Delivery Service Opportunity through the Platform. Contractor may opt out of receiving Shop and Deliver Contracted Service Opportunities by contacting Food Dale Inc. Support at help.fooddale.com.
3.4. Contractor agrees that the parameters of each Contracted Service Opportunity are established by the Consumer and/or Merchant, not Food Dale Inc., and represent the end result desired, not the means by which Contractor is to accomplish the result. Contractor has the right to cancel a Contracted Service when, in the exercise of Contractor's reasonable discretion and business judgment, it is appropriate to do so. Notwithstanding the foregoing, Contractor agrees to maintain both a customer rating and a completion rate found here as of the date this Agreement becomes effective. Failure to satisfy this obligation constitutes a material breach of this Agreement, and in such case Food Dale Inc. shall have the right to terminate this Agreement and/or deactivate Contractor's account. Contractor shall not attempt to induce or persuade a Consumer or Merchant to cancel any Contracted Service.
3.5. Contractor acknowledges that Food Dale Inc. has discretion as to which, if any, Contracted Service Opportunities to present to Contractor, just as Contractor has the discretion whether to accept any Contracted Service Opportunity.
3.6. Contractor warrants that Contractor is engaged in Contractor’s own business, separate and apart from Food Dale Inc.’s business, which is to provide the Food Dale Inc. Platform.
3.7. Contractor authorizes Food Dale Inc., during the course of any Contracted Services, to communicate with Contractor, the Consumers, and the Merchants, and/or or facilitate direct communication between Contractor and the Consumers and/or Merchants, to the extent permitted by Contractor, for the purposes of assisting Contractor in their performance of the Contracted Services. Under no circumstances, however, shall Food Dale Inc. be authorized to control, direct or manage the manner or means by which Contractor performs Contracted Services. This includes, but is not limited to, the following:
a. Food Dale Inc. does not require any specific type, or quality, of Contractor’s choice of transportation.
b. Contractor does not have a supervisor or any individual at Food Dale Inc. to whom they report.
c. Contractor is not required to use any signage or other designation of Food Dale Inc. on their vehicle or person at any point in their performance of the Contracted Services.
d. Food Dale Inc. has no control over Contractor’s personal appearance. Contractor shall not be required to wear a uniform or other clothing of any type bearing Food Dale Inc.’s name or logo.
e. Contractor does not receive performance evaluations by Food Dale Inc.
3.8. Contractor may use whatever payment method they choose to purchase Items to be delivered to Consumers, including but not limited to Contractor's personal credit or debit card, cash, or a physical or electronic card prepaid by Food Dale Inc. Contractor may use, for Contractor's convenience, the prepaid card solely for purchasing Items to be delivered to Consumers. If Contractor uses their personal credit or debit card or cash, Contractor shall notify Food Dale Inc. by submitting a support inquiry through help.fooddale.com and Food Dale Inc. will reimburse Contractor. Notwithstanding the above or any other provision in this Agreement, Contractor shall not use any payment method linked to SNAP or EBT funds to purchase Items to be delivered to Consumers.
3.9. In the event Contractor fails to fully perform any Contracted Service consistent with the parameters established by the Consumer and/or Merchant, or this Agreement (a "Service Failure"), Contractor shall forfeit all or part of the agreed upon fee for that service. If Contractor disputes responsibility for a Service Failure, the dispute shall be resolved pursuant to the "Payment Disputes" provision below.
3.10. Contractor shall comply with all applicable Food Dale Inc. policies and guidelines as may be published or communicated to Contractor from time to time, including the Delivering Alcohol Guidelines and the Delivering Tobacco Guidelines.
3.11. Contractor agrees to immediately notify Food Dale Inc. in writing by submitting a Support inquiry through help.fooddale.com if Contractor's services or scope of work differ in any way from what is contemplated in this section 3.
4. CONTENT
Parts of the Food Dale Inc. Platform enable Contractor to provide feedback, text, photos, audio, video, information, and other content to Food Dale Inc. (collectively, “Content”). By providing Content, in whatever form and through whatever means, Contractor agrees to the Food Dale Inc. Content and Likeness Consent Release and grants Food Dale Inc. a non-exclusive, worldwide, royalty-free, irrevocable, perpetual, sub-licensable and transferable license to copy, modify, prepare derivative