Deliverer's Terms and Conditions

This Agreement ("AGREEMENT") is made and entered into by and between you, the undersigned contractor ("CONTRACTOR" or “YOU”), a non-exclusive independent contractor engaged in the business of performing the delivery services ("SERVICES").  contemplated by this Agreement, and Snak City Inc. ("SNAKCITY" or "COMPANY"). CONTRACTOR may enter this Agreement either as an individual or as a corporate entity. This Agreement will become effective on the date it is accepted regardless of whether you are eligible to, or ever do, perform any Contracted Services.

FOR VALUABLE CONSIDERATION, the parties hereto agree as follows:

SNAKCITY provides a mobile app and web-based technology system that allows consumers to connect with non-exclusive independent contractor couriers to facilitate on-demand delivery services from convenience stores, restaurants and liquor stores. Upon confirmation of such orders placed by the consumer, SNAKCITY software notifies contractors that a delivery opportunity is available and the SNAKCITY software facilitates completion of the delivery. SNAKCITY is not a restaurant, manufacturer of products, food delivery service, or food preparation business. The Company is under no obligation to provide delivery opportunities to the Contractor.

CONTRACTOR desires to enter into this Agreement as a non-exclusive independent contractor of the Company for the right to receive delivery opportunities made available through the SNAKCITY platform. Contractor understands and expressly agrees that they are not an employee of SNAKCITY or of any restaurant, liquor store, other business or consumer and that they are providing delivery services on behalf of their self as a non-exclusive independent contractor, not on behalf of SNAKCITY. You are free to select the times and intervals to be available on the platform to receive delivery opportunities; you can reject the opportunities transmitted through the SNAKCITY platform by consumers at any time, and can make such decisions to maximize your opportunity to profit; Contractor has control over the means and manner in which deliveries are performed and completedand is responsible for the results of such services.

Either the Company or You may terminate this Agreement at any time by providing 7 days' written notice to the other, by email or other written communication. In the event of a breach of the terms of this Agreement by a party, the non-breaching party may terminate this Agreement by providing written notice to the breaching party. This Agreement shall terminate without any further action on the part of the Company or You if You do not provide any Services to the Company during any consecutive six (6) month period.

You shall have no obligation to accept or perform any particular "Delivery Opportunity" offered by SNAKCITY. However, once a Delivery Opportunity is accepted, You shall be contractually bound to complete the Contracted Services in accordance with all consumer specifications and the terms laid out in this Agreement

Contractor shall be solely responsible for obtaining, using and maintaining all personnel, tools and equipment necessary to perform the "Contracted Services" as defined herein(including but not limited to, Transportation, smartphone, data and thermal grade food bag) in accordance with applicable laws.

The parties are not agents for each other and nothing herein contained shall constitute either party as an agent for the other for any purpose and neither party shall have any right to incur liabilities or obligations for or on behalf of the other except as specified herein.

Contractor acknowledges being an independent contractor and that all persons employed by the Contractor “Personnel” in connection herewith shall be employees of the Contractor and not employees of SNAKCITY and thatYou acknowledge and agree that You are responsible for payment of all permits, licenses, insurance, health benefits, workers compensation or insurance, disability benefits, employment insurance and all taxes (including without limitation, foreign, federal, state, provincial, county and local income taxes), or amounts in lieu thereof, and interest thereon levied or based on amounts payable or paid to You by the Company (excluding taxes on our net income) and You agree to indemnify the Company fully and to hold the Company harmless from and against any and all losses, liabilities, damages, costs, expenses and all claims of any and every kind whatsoever including without limitation any legal costs on a solicitor and own client basis and expenses paid, incurred or suffered by, or asserted against, the Company arising by reason or with respect to any conduct, action or activity of the Contractor or any if its/her/his employees, officers or agents. The Contractor’s obligation to indemnify the Company shall survive any termination of dealings between the parties or termination of this Agreement.

The SNAKCITY platform will notify Contractor of the opportunity to complete deliveries from restaurants, or other businesses to consumers in accordance with orders placed by consumers through the SNAKCITY platform (referred to as a "Delivery Opportunity"). For each Delivery Opportunity accepted by Contractor ("Contracted Service"), Contractor agrees to retrieve the orders from restaurants or other businesses, ensure the order was accurately filled, and deliver the order to consumers in a safe and timely fashion. Contractor understands and agrees that the parameters of each Contracted Service are established by the consumer, not SNAKCITY, and represent the end result desired, not the means by which Contractor is to accomplish the result. Contractor has the right to cancel, from time to time, 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 SNAKCITY shall have the right to terminate this Agreement and/or deactivate Contractor’s account.

CONTRACTOR agrees as follows:

A)      Contractor operates an independently established enterprise (either as a sole proprietor, partnership or company) that provides delivery services

B)      Contractor agrees to fully perform the Contracted Services in a timely, efficient, safe, and lawful manner

C)      You have completed the ProServe – Online Course and have a valid ProServe number (found here https://proserve.aglc.ca/Index.aspx?tabid=13&sc=ASIPOL )

D)      Contractor represents that he/she has or can lawfully acquire all tools of the trade (including but not limited to, a Vehicle, smartphone and thermal grade food bag) necessary for performing contracted services, and contractor is solely responsible for ensuring that the vehicle used conforms to all vehicle laws pertaining to safety, equipment, inspection, and operational capability.

E)      You have a smartphone with an operating system Android 9.0 or higher

F)       Contractor agrees that he/she is responsible for all costs and expenses arising from contractor's performance of Contracted Services, including, but not limited to, costs related to contractor's Personnel (defined above) and Equipment. Except as otherwise required by law, contractor assumes all risk of damage or loss to its Equipment.

G)     Contractor agrees, as a condition of doing business with SNAKCITY, that during the term of this Agreement, contractor will maintain current insurance, in amounts and of types required by law to provide the Contracted Services, at his/her own expense and will deliver to SNAKCITY, upon request, proof of current certificates and or licenses.

H)     Contractor agrees that Contractor will not be eligible for workers' compensation benefits through SNAKCITY, and instead, will be responsible for providing Contractor’s own workers' compensation insurance or occupational accident insurance, if required by law.

Contractor acknowledges that failure to secure or maintain satisfactory insurance coverage shall be deemed a material breach of this Agreement and shall result in the termination of the Agreement and the loss of contractor’s right to receive Delivery Opportunities.

If delivering alcohol, tobacco or lottery products, You must be of legal age to purchase or transport items. You must also ensure the customer has a valid government issued piece of photo identification that is not expired and matches the customer. You must never deliver alcohol to a customer that is visibly intoxicated.

As part of SNAKCITY’s (“Fraud Defense Program”) all deliveries placed using Credit card can only be provided to the card holder of that credit card, consumers are advised prior to placing a delivery that card holder must be present with both; Government issued ID and the physical credit card used to order. Contractor will verify both the ID and the credit card are on site and are a match prior to consumer receiving any items. Contractor acknowledges and understands that failure to physically confirm the credit card and IDshall be deemed a material breach of this Agreement and shall result in the termination of the Agreement and the loss of Contractor’s right to receive Delivery Opportunities.

Contractor authorizes SNAKCITY, during the course of a Contracted Service, to communicate with contractor, consumer, and/or restaurant or other business to assist contractor, in facilitating deliveries.

Contractor may use whatever payment method he/she chooses to purchase items to be delivered to consumers, including, but not limited to Contractor’s personal credit or debit card, cash or a SNAKCITY prepaid card. Contractor may use, for Contractors convenience, the SNAKCITY prepaid card solely for purchasing items to be delivered to consumers. If Contractor chooses to use his/her personal credit or debit card or cash, Contractor shall invoice SNAKCITY on a weekly basis and SNAKCITY agrees to pay all invoices within 10 days of receipt.

In the event Contractor fails to fully perform any Contracted Service due to Contractor’s action or omission, Contractor shall forfeit all or part of the agreed upon fee for that service. Any withholding of payment shall be based upon proof provided by the consumer, restaurant or other business, Contractor, and any other party with information relevant to the dispute. The Company will make the initial determination as to whether the Service Failure was the result of Contractor’s action/omission.  If Contractor disputes responsibility for a Service Failure, the dispute shall be resolved pursuant to the "Payment Disputes" provision below.

PAYMENT

SNAKCITY will process online payments made by consumers and transmit to Contractor.

Payments will be directly deposited, per accurate Contracted Service completed, to the direct deposit information you provide. Payments for all deliveries completed in a given week will be transferred via direct deposit on no less than a weekly basis unless you have been notified otherwise in writing by SNAKCITY, all such payments are inclusive of applicable sales, delivery earnings, gratuities or other taxes or earnings as applicable, and You are solely responsible for the collection and/or remittance of such amounts.

The Companies online credit and debit card software may permit consumers to add a gratuity to be paid to Contractor, and consumers can also pay a gratuity to contractor in cash. Contractor shall retain 100% of any gratuity paid by the consumer, whether by cash, credit card or debit card.

The Company shall report all payments made to the Contractor on a calendar year to the CRA, if the volume of payments to Contractor qualify. Contractor agrees to report all such payments and any cash gratuities to the appropriate federal, provincial and municipal taxing authorities.

While preforming Contracted Services you may have access to Confidential Information ("Confidential Information") which includes any and all information hereafter disclosed by the Company to the Contractor whether verbally or in writing relating to the business of the Company, its related entities or third parties, and/orbe provided with and have access to personally identifying information pertaining to consumers, restaurants and other merchants, and their employees and representatives, or others through the Company's website or through other means, including names, addresses, email addresses, and telephone numbers, order information and other information about identifiable individuals ("Personal Information"). You agree to securely destroy and hold in the strictest of secrecy and confidence all Confidential Informationand Personal Information except as required by law or for You to obtain professional advice and agree to comply with the Company's privacy policy, available at http://snakcity.com/deliverer-terms-and-conditions, as updated or amended by the Company from time to time.

You acknowledge that the products and services made available by the Company from time to time and all rights therein are and shall remain the Company's property or the property of the Company's licensors. Neither this Agreement nor Your provision of the Services convey or grant to You any rights: (i) in or related to the products or services offered by the Company from time to time; or (ii) to use or reference in any manner the Company's company names, logos, product and service names, trademarks or services marks or those of the Company's licensors ("Intellectual Property")

If there is any dispute or controversy between (1) You or any of Your Personnel and (2) the Company or any related entity, including any dispute or controversy arising out of or relating to this Agreement, any Services, any interactions or transactions between (1) You or any of Your Personnel and (2) the Company or any related entity, or in respect of any legal relationship associated with or derived from this Agreement, including this Agreement’s negotiation, validity, existence, breach, termination, construction or application, or the rights, duties or obligations of any party to this Agreement (each, a "Dispute"), any party will serve any notice on the other party and each party must use good faith efforts to resolve the Dispute informally. This notice must include (1) the name and address of the party seeking arbitration, (2) a statement of the legal and factual basis of the claim, and (3) a description of the remedy sought. A notice of Dispute can be mailed to PO Box 69116 SKYVIEW, Edmonton, Ab T6V 1G7.

If the Dispute is not resolved after twenty (21) business days of a party serving notice on the other party that there is a Dispute, the parties agree that the Dispute will be finally resolved by confidential arbitration before a single arbitrator in accordance with the Arbitration Rules of the ADR Institute of Canada, Inc. The parties will resolve any Dispute on an individual basis. Any claim you may have must be brought individually, in Your individual capacity and contractor agrees not to seek to have any controversy, claim or dispute heard as a class action, a representative action, a collective action, a private attorney-general action, or in any proceeding in which contractor acts or proposes to act in a representative capacity (“Litigation Class Action Waiver”). Contractor further agrees that no proceeding will be joined, consolidated, or combined with another proceeding, without the prior written consent of all parties to any such proceeding. If a court of competent jurisdiction determines that all or part of this Litigation Class Action Waiver is unenforceable, unconscionable, void or voidable, the remainder of this Agreement shall remain in full force and effect.

Amendments will be effective upon SNAKCITY posting the updated Agreement at this location. Your continued provision of the Services after such posting constitutes your consent to be bound by this Agreement, as amended.

This Agreement shall constitute the entire agreement and understanding between the parties with respect to the subject matter of this Agreement and shall not be modified, altered, changed or amended in any respect, unless in writing and signed by both parties. Before accepting any modifications, alterations, changes or amendments, CONTRACTOR shall have the right to discuss any proposed changes with SNAKCITY and consider whether to continue his/her contractual relationship with SNAKCITY. This Agreement supersedes any prior contract between the parties. The decision to opt-out of the Mutual Arbitration Provision in this Agreement does not affect the enforceability of any arbitration agreement to which Contractor may be bound (and vice versa). This Agreement may not be assigned by either party without written consent of the other and shall be binding upon the parties hereto, including their heirs and successors, provided, however, that SNAKCITY may assign its rights and obligations under this Agreement to an affiliate of SNAKCITY or any successor(s) to its business and/or purchaser of substantially all of its stock or assets. References in this Agreement to SNAKCITY shall be deemed to include such successor(s).

This Agreement and the rights granted hereunder shall not be assigned, encumbered by security interest or otherwise transferred by You without the Company's prior written consent.

If, in any jurisdiction, any covenant, provision or restriction contained in this Agreement is found to be restricted, prohibited, void or unenforceable (in whole or in part) by a court or decision maker (i.e. arbitrator) of competent jurisdiction, it will be severable and will not affect or impair the validity of any other covenants, provisions or restrictions contained herein, nor will it affect the validity or enforceability of such covenants, provisions or restrictions in any other jurisdiction or in regard to other circumstances. Any covenants, provisions or restrictions found to be restricted, prohibited, void or unenforceable are declared to be separate and distinct, and the remaining covenants, provisions and restrictions will remain in full force and effect.

YOU ACKNOWLEDGE THAT YOU HAVE CAREFULLY READ THIS AGREEMENT AND UNDERSTAND AND AGREE TO BE BOUND BY AND COMPLY WITH ALL OF ITS PROVISIONS. YOU ACKNOWLEDGE THAT YOU HAVE HAD REASONABLE OPPORTUNITY TO REVIEW THIS AGREEMENT CONTAINING THE TERMS OF OUR AGREEMENT AND HAVE HAD THE OPPORTUNITY TO CONSULT WITH INDEPENDENT LEGAL ADVISORS OF YOUR OWN CHOICE BEFORE AGREEING.