TAPMAPZ LLC Base # B03339 CONTRACTOR INFORMATION SHEET Step 1 of 2 50% Last Name(Required) First Name(Required) Address(Required) Street Address Address Line 2 City State / Province / Region ZIP / Postal Code AfghanistanAlbaniaAlgeriaAmerican SamoaAndorraAngolaAnguillaAntarcticaAntigua and BarbudaArgentinaArmeniaArubaAustraliaAustriaAzerbaijanBahamasBahrainBangladeshBarbadosBelarusBelgiumBelizeBeninBermudaBhutanBoliviaBonaire, Sint Eustatius and SabaBosnia and HerzegovinaBotswanaBouvet IslandBrazilBritish Indian Ocean TerritoryBrunei DarussalamBulgariaBurkina FasoBurundiCabo VerdeCambodiaCameroonCanadaCayman IslandsCentral African RepublicChadChileChinaChristmas IslandCocos IslandsColombiaComorosCongoCongo, Democratic Republic of theCook IslandsCosta RicaCroatiaCubaCuraçaoCyprusCzechiaCôte d'IvoireDenmarkDjiboutiDominicaDominican RepublicEcuadorEgyptEl SalvadorEquatorial GuineaEritreaEstoniaEswatiniEthiopiaFalkland IslandsFaroe IslandsFijiFinlandFranceFrench GuianaFrench PolynesiaFrench Southern TerritoriesGabonGambiaGeorgiaGermanyGhanaGibraltarGreeceGreenlandGrenadaGuadeloupeGuamGuatemalaGuernseyGuineaGuinea-BissauGuyanaHaitiHeard Island and McDonald IslandsHoly SeeHondurasHong KongHungaryIcelandIndiaIndonesiaIranIraqIrelandIsle of ManIsraelItalyJamaicaJapanJerseyJordanKazakhstanKenyaKiribatiKorea, Democratic People's Republic ofKorea, Republic ofKuwaitKyrgyzstanLao People's Democratic RepublicLatviaLebanonLesothoLiberiaLibyaLiechtensteinLithuaniaLuxembourgMacaoMadagascarMalawiMalaysiaMaldivesMaliMaltaMarshall IslandsMartiniqueMauritaniaMauritiusMayotteMexicoMicronesiaMoldovaMonacoMongoliaMontenegroMontserratMoroccoMozambiqueMyanmarNamibiaNauruNepalNetherlandsNew CaledoniaNew ZealandNicaraguaNigerNigeriaNiueNorfolk IslandNorth MacedoniaNorthern Mariana IslandsNorwayOmanPakistanPalauPalestine, State ofPanamaPapua New GuineaParaguayPeruPhilippinesPitcairnPolandPortugalPuerto RicoQatarRomaniaRussian FederationRwandaRéunionSaint BarthélemySaint Helena, Ascension and Tristan da CunhaSaint Kitts and NevisSaint LuciaSaint MartinSaint Pierre and MiquelonSaint Vincent and the GrenadinesSamoaSan MarinoSao Tome and PrincipeSaudi ArabiaSenegalSerbiaSeychellesSierra LeoneSingaporeSint MaartenSlovakiaSloveniaSolomon IslandsSomaliaSouth AfricaSouth Georgia and the South Sandwich IslandsSouth SudanSpainSri LankaSudanSurinameSvalbard and Jan MayenSwedenSwitzerlandSyria Arab RepublicTaiwanTajikistanTanzania, the United Republic ofThailandTimor-LesteTogoTokelauTongaTrinidad and TobagoTunisiaTurkmenistanTurks and Caicos IslandsTuvaluTürkiyeUS Minor Outlying IslandsUgandaUkraineUnited Arab EmiratesUnited KingdomUnited StatesUruguayUzbekistanVanuatuVenezuelaViet NamVirgin Islands, BritishVirgin Islands, U.S.Wallis and FutunaWestern SaharaYemenZambiaZimbabweÅland Islands Country Home #Cell #(Required)Sex(Required) M F Other Email(Required) DOB(Required) MM slash DD slash YYYY How many years have you been a TLC driver?(Required)AVAILABILITYMorning Sun Mon Tue Wed Thu Fri Sat Afternoon Sun Mon Tue Wed Thu Fri Sat After Midnight Sun Mon Tue Wed Thu Fri Sat 1. Have you ever been convicted of any crime?(Required) YES NO 2. Has your TLC license ever been suspended or revoked?(Required) YES NO 3. Have you ever been convicted of a DWAI/DWI?(Required) YES NO 4. Have you gotten a moving violation ticket(s) within the past year?(Required) YES NO If you answered “YES” to any of the preceding four questions, you must provide a signed statement below: VEHICLE INFORMATION Vehicle Plate #(Required) Vehicle VIN #(Required) Vehicle Make(Required) Vehicle Model(Required) Vehicle Color(Required) Vehicle Capacity(Required)## SeaterVehicle registration Expiration Date(Required) MM slash DD slash YYYY Are you the vehicle owner?(Required) YES NO Vehicle owner name(Required) First Last Please provide the required documents Copy of car registration card(Required)Max. file size: 512 MB.Copy of car insurance card(Required)Max. file size: 512 MB.Copy of DMV TLC license(Required)Max. file size: 512 MB.Copy of NYS drivers license(Required)Max. file size: 512 MB.Driver App Login Information Username Password Minimum 6 characters for both, letters and numbers onlyI hereby affirm that the information and document(s) provided in this package are not untrue, nor are they missing any information and/or fact(s). I also acknowledge and understand that any false statement(s) or document(s) provided may result in the termination of the contractor agreement.Signature type full name Date MM slash DD slash YYYY The present Independent Contractor Agreement (the “Contract”) is made and entered into as of(Required) MM slash DD slash YYYY BETWEEN: TAPMAPZ LLC, a limited liability company organized under the laws of the State of New York (the “Company”)AND(Required) type full namean individual domiciled and residing at(Required) type full address(the “Driver”) In this Contract, the Company and the Driver are collectively referred to as the “Parties” and individually, as a “Party”.HiddenAgreementBACKGROUND A. Whereas, the Company is in the process of securing a Black Car Base Station License from New York City’s Taxi and Limousine Commission (the “TLC”). B. Whereas, the Company provides for-hire, pre-arranged transportation for medical purposes, namely Non-Emergency Medical Transportation (NEMT), by dispatching such transportation to its authorized drivers. C. Whereas, the Driver holds the appropriate for-hire driver and vehicle license granted by the TLC. D. Whereas, the Driver wishes to be affiliated with the Company and to provide pre-arranged transportation as requested by the Company for the purposes detailed in the present Contract. E. Now, therefore, the Driver wishes to perform the transportation of certain customers designated by the Company, and the Company wishes to retain the Driver to perform such transportation in accordance with the terms of this Contract. IN CONSIDERATION OF THE FOREGOING, the Parties agree as follows: 1. Requests and Transportation The Company shall obtain requests for the transportation of customers (each, a “Request”) from the Department of Health (DOH), Medical Answering Services, Medicaid transportation managers, private pay customers, medical providers, private insurances and other transportation managers. The Company shall then assign or dispatch the Requests to its authorized and licensed drivers by way of a software. The Driver shall be entitled to accept or refuse to perform a Request, at the Driver’s convenience, provided the Driver alerts the Company rapidly upon receipt of the Request. Under no circumstances shall the Driver respond to a request less than twelve (12) hours before the scheduled trip. Should the Driver accept to perform a Request, the Driver shall be responsible for ensuring its compliance with the terms set forth in this Contract. Each Request accepted by the Driver or assigned to the Driver shall result in the transportation of a customer at a predetermined time and place to a designated location at or before a designated time (each, a “Trip”). The Company may also assign return Trips from the healthcare facilities to the Driver. The Driver shall remain available to perform such Trips and shall submit its availability to the Company in advance or upon request by the Company. Unless the Driver advised the Company of its intention not to provide such return Trips, the Driver shall be responsible for regularly verifying the app to seek out such Trips. Under urgent circumstances, the Company may automatically assign a Request to the Driver based on proximity to the scheduled pick up location. Nothing in this Contract shall be construed to guarantee Trips and ongoing work for the Driver. During the term of this Contract, the Company makes no representations as to the amount of Trips or assignments that the Company shall refer to the Driver. 2. Performance of the Trips The Company requires that the Driver possess a for-hire vehicle license and driver’s license, as further described in this Contract. The Driver shall be responsible for complying with all applicable federal, State, and local, regulations, laws and orders that relate to the performance of Trips under this Contract. In addition, the Driver shall perform all routine verifications to ensure the Trips are performed safely and in a timely manner. As the Trips are pre-authorized and often scheduled in advance, the Driver shall have access to the schedule via an app entitled Operr Technologies, Inc. The Driver agrees to download such app on the Driver’s personal mobile device. To validate the completion of each Trip, both the Driver and the customer transported shall provide an electronic signature. For purposes of good hygiene and to prevent the spread of bacteria, the Company shall provide the Driver with a stylus pen to allow for electronic signatures, without directly touching the Driver’s mobile device. 3. Warranties and Representations A. Driver’s Identification Prior or upon the execution of this Contract, the Driver shall provide the Company with identification information, such as the Driver’s name, date of birth, social security number, license number granted by the TLC, Vehicle information and all other relevant information requested by the Company. The Driver shall specify the Vehicle type to the Company for approval prior to commencing the Trips. B. Licenses and Permits The Driver warrants and represents to the Company that the Driver owns a vehicle or other means of transportation required (the “Vehicle”) to perform the Trips. The Driver as well as the Vehicle have been registered and approved as a For-Hire-Vehicle (“FHV”). The Driver and the Vehicle’s FHV’s license were validly issued by the Taxi & Limousine Commission in New York City (“TLC”) and remain in effect. The Driver represents that the Driver holds the necessary licenses and permits required to perform the Trips and operate the Vehicle. The Contractor shall maintain the applicable State and/or local license(s) necessary to operate the Vehicle, such as the FHV license granted by the TLC. The Driver shall comply with all requirements with respect to Medicaid and other insurances. Any failure to comply with the terms of the licenses or requirements may result in the automatic termination of this Contract. C. Applicable Standards The Driver represents and warrants that the Driver is not bound to any agreement, relationship, or commitment to any person or entity that conflict with the provisions of this Contract, and/or the Driver’s ability to perform the Trips. The Driver warrants that the Trips performed shall be based on the standards required by the Company, Medicaid and all other relevant authorities. The Driver acknowledges that any Trips not conforming to these standards shall be considered defective or incomplete. The Driver warrants that it has the necessary skill and experience to perform the Trips and has a Vehicle available to perform the Trips in an efficient and timely manner. Unless otherwise indicated, the Company shall not provide training to the Driver. 4. Driver’s Obligations During the effective period of this Contract, the Driver undertakes to comply with the following obligations: - the Driver shall only accept the Requests for which the Driver is reasonably available and possesses a Vehicle. - if the Driver is delayed in the performance of a Trip by conditions that could not be foreseen by, and are beyond the Driver’s reasonable control or if the Driver must cancel a confirmed Request, the Driver shall immediately advise the Company. Any failure to do so may result in the automatic termination of this Contract. - the Driver shall select off-duty option on the Operr Technologies Inc. app when the Driver is unavailable to perform Trips. The Driver shall be required to select the On-Duty option of the Operr Technologies Inc. app when the Driver is performing any prearranged and accepted Trips as well as when the Driver is available to perform “will call trips” which are prearranged return trips without specific pick-up time. The acceptance of a Trip by the Driver is referred to as the “accepting”, “accept” and similar terms under the Operr Technologies Inc. app. - the Driver shall take all reasonable safety precautions to protect the customers transported from damages and injuries of any kind. The Driver shall further apply all recommended safety and security measures with respect to the Trips. - the Driver shall perform all Trips in a timely and safe manner, in consideration of the scheduled pick up time, location, appointment time and destination provided by Medicaid and the Company. - the Driver shall allow customer a minimum of 10 minutes after pick up location arrival notification, to get to the vehicle or notify driver of departure update. - the Driver shall not report arrival to customer unless physically at the pickup location but Driver can notify customer of estimated time of arrival (ETA) via phone call or text. - the Driver shall perform the Trips in a professional manner, while safeguarding and respecting the integrity of the customers transported. - Driver shall take the shortest possible route to customer’s pick up and drop-off destination, drivers may only detour for unforeseen conditions such as construction, road work, dangerous situations, weather conditions etc.; proof in the form of pictures/video or official reports may be required. Any failure to do so may result in the automatic termination of this Contract. - the Driver shall ensure the Trips and all conduct under this Contract are performed without discrimination of any kind. - the Driver shall immediately notify a customer subject to a Trip of any arrival, delay or issue in connection with such Trip. The Driver’s notification may be transmitted by phone call, text message, via the Phone.com VOIP app, or via the third party phone service provider, as applicable. - the Driver shall use the dispatching software and VOIP phone service provider specified by the Company, namely Operr Technologies Inc. and Phone.com Inc. The Driver shall use the dispatching software to communicate with the Company, receive and view Trip details, view estimated Trip payments and validate Trips by signature, unless otherwise indicated by the Company. - the Driver shall maintain the confidentiality of the Driver’s login credentials for the apps, and shall not share such information with any third party. - the Driver shall be solely responsible for all expenses in connection with the Vehicle, including, without limitation, car insurance, fuel, cleaning and maintenance. - the Driver shall comply with all instructions, guidelines and requirements of the Company, including but not limited to participating in training recommended or provided by the Company. - the Driver shall ensure the Vehicle constitutes a smoke-free environment, as required by Medicaid. As such, the Driver shall not smoke, drink alcohol, use illicit drugs or ingest any unauthorized substance while performing a Trip or using the Vehicle. - the Driver shall not transport customers under this Contract at the same time as any other clients, passengers or customers. - the Driver shall, at all times, comply with all requirements set forth by the DOH and the TLC with respect to insurance, registration and FHV regulations. - the Driver shall maintain proper and functional air conditioning and heating in the Vehicle. - the Driver shall comply with all laws and regulations set forth by the Department of Transportation, including, without limitation, the speed limits. - the Driver shall immediately notify the Company in writing of any loss, expiration or termination of insurance for the Vehicle, loss or revocation of the Driver’s license granted by the TLC, change in the Vehicle’s status as a FHV, or any other change that could impact the Driver’s ability to perform its obligations under this Contract. - the driver shall maintain a valid New York State TLC drivers license and vehicle registration. 5. Insurance Requirements During the term of this Contract, the Driver shall maintain at all times sufficient and appropriate insurance coverage for its Vehicle and professional activities and as required under this Contract and by the TLC. The Driver shall maintain general liability insurance, property damage and accidents and other insurance coverage that is reasonable based upon industry standards. The insurance shall not be deemed a limitation on the Driver’s liability under this Contract. The NYC TLC requires the following vehicle insurances policy; 1-8 passengers $200,000 Personal Injury Protections $100,000 per person $300,000 per occurrence 9-15 passengers $200,000 Personal Injury Protections $1.5 million per occurrence 16-20passengers $200,000 Personal Injury Protections $5million per occurrence Upon request by the Company, the Driver shall promptly provide a copy of the insurance policy and proof of coverage. The Driver agrees, upon request, to furnish the Company with a valid certificate of insurance (COI) evidencing such insurance coverage. 6. Compensation A. Fees for the Driver The Driver shall be entitled to 70% fee of each completed Trip. The driver shall also be entitled to a wait time fee; wait time fee shall be disclosed to driver via email or other forms of communication. The payment of the wait time fee to the Driver shall be conditional upon the Driver’s wait time for a period of 30 minutes or more between each leg of a round-trip/multi-leg trip and the timely execution of the trips. Round-trip/Multi-leg trip is defind as a trip with more than one leg transporting the same individual, with pick-up and drop-off location connected to the same trip invoice number. Wait time fee will only be paid when the same driver does more than one leg for the same individual on the same day without doing trip(s) for other individuals or on other apps during thus wait time and remain at the drop-off location available for the pick-up. The Payment the driver receives for each completed trips shall be referred to as the “Fees”. The Fee shall be subject to change based upon changes to the Medicaid fee schedule and other variables. The Driver shall submit all relevant payment information to the Company to allow for the payment of the Fees on a regular basis. The Driver agrees to submit payment information that is accurate, complete, true and valid to the best of the Driver’s knowledge. Moreover, the Driver agrees to update its payment information on an as needed basis. Such payment information may refer to the Driver’s bank account, tax information, bank routing and account number. The Company shall keep such information on file for payment purposes. The payment of the Fees to the Driver shall be conditional upon the Driver’s proper and timely execution of the Trips. The Driver acknowledges that no Fees shall be payable for any cancelled, incomplete or terminated Trips. B. Self-Pay Trip Compensation The Company may dispatch self-pay Trips to the Drivers. Such Trips would be invoiced at the same rate as the Medicaid fee schedule, and the Driver shall be compensated according to the Medicaid fee schedule, and any changes made thereto. The Driver agrees to comply with all applicable rules and guidelines applicable to self-pay Trips, including but not limited to maintaining a non-discriminatory environment. C. Payment Terms and Authorized Withholding The Fees shall be paid to the Driver on a bi-weekly basis by direct deposit. If the Driver requests a cash-out or earlier payment, the Driver acknowledges that a fixed fee may be retained by ACH to process each transaction. The Driver may request a cash-out or earlier payment by sending the Company a written notice detailing the request and the reasons justifying such request. The Company shall have the right to withhold payment of the Fees, in part, for Trips not performed, failure of the Trips to conform to requirements or to instructions provided by the Company, the TLC, HIPAA or Medicaid. The Company shall be entitled to withhold such amount as may be necessary, in the Company’s good faith opinion, to protect the Company from loss due to such defects, non-performance or failure to comply. D. Expenses Except as specifically set forth herein, the Company shall not be responsible for any expenses incurred by the Driver in the performance of the Trips, such as car insurance, fuel, maintenance and repairs. Further, unless otherwise indicated by the Company, the Driver shall provide its own Vehicle and materials for the performance of the Trips. The Company shall reimburse the Driver for the cost of tolls payable while performing a Trip under this Contract. The toll shall be reimbursed by the Company on the basis of one (1) unit per crossing. In order to receive reimbursement, drivers are required to provide the company with the toll receipt(s). E. Taxes The Driver shall be solely responsible for and shall make proper and timely payment of any income or other taxes imposed on the Fees received, such as the Driver’s income taxes and self-employment tax. F. Group Trips The company does not pay for transportation of cohabitants needing transportation to the same destination, even if each cohabitant has a medical appointment. In this circumstance, the company will pay drivers for one trip and indicate there will be an additional rider. Cohabitants that fall under this category are those related by marriage or birth, but may include caregiver, Home Health Aide (HHA), roommates, friends etc. who are temporarily or otherwise at the same address. This does not apply to persons residing at apartment complexes where each person lives in separate apartments, nor does it apply to adult homes, nursing home etc. 7. Confidentiality The Driver shall keep confidential, and not to disclose directly or indirectly to any third party, the terms of this Contract or other information referenced herein, except as may be required by law. Considering the nature of the Trips, the Driver shall comply with all confidentiality requirements set forth in the Health Insurance Portability and Accountability Act (HIPAA). The Driver shall take all necessary measures to ensure the health information of the customer subject to a Trip is protected under the HIPAA. The Driver may not use any information obtained from the Company, the Requests and/or the Trips other than to perform the Trips contemplated under this Contract. The Driver may not use any of the information obtained for its own purposes. 8. Duration and Termination A. Term This Contract shall begin as of the Effective Date and shall remain in force for a one (1) year term (the “Initial Term”), unless renewed or terminated as provided in this Contract. This Contract shall begin as of the Effective Date and remain in effect until terminated under the guidelines provided under the termination clause. B. Termination The Company may terminate this Contract immediately and without prior notice if the Driver refuses to or is unable to perform the Trips or is in breach of any material provision of this Contract. The Driver shall have the right to terminate this Contract for any reason by providing the Company a written notice not less than forty-eight (48) hours prior to the effective date of such termination by email. This Contract may be terminated upon mutual written consent of the Parties. This Contract shall automatically terminate under exceptional circumstances. The following circumstances shall be considered exceptional circumstances that justify termination: the revocation or loss of the Driver’s licenses under the TLC, voluntary liquidation or any form of agreement between a debtor and its creditors, the Driver’s failure to comply with the insurance requirements under this Contract as well as any other circumstance that could substantially affect the possibility for the Driver to perform its contractual obligations. C. Effects of Termination Immediately upon termination of this Contract, the Driver shall cease to have access to Requests, and shall further cease to act as a contractor to the Company. The Driver may no longer perform any Trips as of the termination. Upon termination, the Company shall pay the Driver for the Fees due and outstanding less any withholding applicable. Ongoing provisions shall survive the termination of the Contract, particularly the provisions relating to confidentiality, liability and indemnification. 9. Independent Contractor Relationship The Driver shall perform the Trips as an independent contractor to the Company. The Driver acknowledges that, in the performance of the Trips during the term of this Contract, the Driver shall act as an entity independent from the Company. For avoidance of doubt, this Contract shall not establish an employment relationship of any kind between the Driver and the Company. 10. Indemnification The Driver agrees to indemnify and hold harmless the Company, its affiliates, members, directors, officers and employees from and against all losses, damages, liabilities, costs, claims, demands, liabilities, damages, interest, legal fees and expenses arising out of: (i) any negligent, reckless or intentionally wrongful act of the Driver; (ii) any action, omission, fault, or negligence by Driver that relates to the performance of its duties and responsibilities under this Contract; (iii) the performance of the Trips by the Driver; and/or (iv) the execution, breach or non-performance by Driver of its obligations under this Contract. 11. Limitation of Liability The Driver acknowledges voluntarily performing the Trips without any promise or representation except for those set forth in this Contract. The Driver shall perform the Trips at the Driver’s sole risk, to the complete exclusion of the Company. For this reason, the Company shall not be liable to the Driver for any direct, incidental, special or consequential damages, however caused and under any theory of liability, whether based in contract, tort or otherwise, even if the Company was aware of the possibility of such damages. To the fullest extent permitted by law, the Company disclaims all liability in connection with any injuries, damages of any nature or other claims arising out of this Contract, the Trips and/or the Driver’s work under this Contract. 12. General Provisions A. Successors and Assigns This Contract shall be binding upon the Parties and their respective successors, assigns, heirs, and legal representatives. B. Delegation and Subcontracting The Driver’s duties and obligations under this Contract, being of a personal nature, may not be subcontracted or otherwise delegated except with the Company’s prior written consent. The Company may withhold its consent to comply with the Medicaid policy guidelines. C. Entire Agreement This Contract constitutes the entire agreement between the Parties pertaining to the subject matter. This Contract supersedes all prior agreements, contracts, arrangements and discussions between the Parties pertaining to such subject matter. To be valid and binding, any amendment to this Contract shall be expressly provided in writing and duly signed by the Parties. The Company may amend any portion of this Contract, without requiring the Driver’s written consent, to comply with an applicable law, regulation or policy. D. Governing Law This Contract shall be governed by the laws presently in force in the State of New York and all applicable federal laws. E. Jurisdiction In the event of any dispute arising out of this Contract, the Parties shall use reasonable efforts to settle the dispute by amicable negotiations. If the dispute is not settled promptly through negotiation, the Parties agree to submit the dispute to the competent courts serving the Borough of Queens, State of New York. F. Severability In the event that a provision of this Contract is held to be invalid or otherwise unenforceable, such provision shall be severed from this Contract. The remaining provisions of this Contract shall remain valid and binding. G. Counterparts This Contract may be signed electronically and in two (2) counterparts, each of which shall be deemed an original, with the same force and effectiveness as though executed in a single document. IN WITNESS WHEREOF, the Parties hereto have executed this Independent Contractor Agreement as of the dates indicated below. Drivers Signature(Required) type full name
